Intellinetics, Inc. Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 5th, 2022 • Intellinetics, Inc. • Services-prepackaged software

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).

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8% SUBORDINATED CONVERTIBLE NOTE DUE December 31, 2020
Intellinetics, Inc. • September 26th, 2018 • Services-prepackaged software • New York

THIS 8% SUBORDINATED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 8% Subordinated Convertible Notes of Intellinetics, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 2190 Dividend Drive, Columbus, OH 43228, designated as its 8% Subordinated Convertible Note due December 31, 2020 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • April 5th, 2022 • Intellinetics, Inc. • Services-prepackaged software • Delaware

This Asset Purchase Agreement (this “Agreement”), dated as of April 1, 2022, is entered into between YELLOW FOLDER, LLC, a Texas limited liability company (“Seller”), 16TH FAIRWAY, LLC, a Texas limited liability company (“Fairway”), TAG 2103 INVESTMENT TRUST, a Texas trust (“TAG”), ELDERLY MOOSE, LLC, a Texas limited liability company (“Elderly Moose”), DOUBLE WOLVES, INC., a Texas subchapter S corporation (“Double Wolves” and together with Fairway, TAG, and Elderly Moose, the “Members”) (the Members and Seller together, each a “Seller Party” and collectively, the “Seller Parties”), and INTELLINETICS, INC., a Nevada corporation (“Buyer”).

Contract
Intellinetics, Inc. • April 5th, 2022 • Services-prepackaged software • New York

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITY.

Satisfaction of Note Agreement
Satisfaction of Note Agreement • April 1st, 2013 • Globalwise Investments Inc • Services-prepackaged software • Nevada

This Satisfaction of Note Agreement (“Satisfaction of Note Agreement”), dated this 31st day of December, 2012, is by and between GLOBALWISE INVESTMENTS, INC. hereinafter called “Maker” and Alpharion Capital Partners, Inc., hereinafter called “Lender”.

Intellinetics, inc. SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 5th, 2022 • Intellinetics, Inc. • Services-prepackaged software • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 1, 2022, by and between Intellinetics, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”).

Non-qualified Stock Option Agreement
Non-Qualified Stock Option Agreement • March 28th, 2016 • Intellinetics, Inc. • Services-prepackaged software • Ohio

This Stock Option Agreement (this "Agreement") is made and entered into as of [DATE] by and between Intellinetics, Inc., a Nevada corporation (the "Company") and [DIRECTOR NAME] (the "Director").

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 13th, 2012 • Globalwise Investments Inc • Blank checks • Ohio

This Indemnification Agreement (“Agreement”) is entered into as of the day of November, 2011, by and between Intellinetics, Inc., an Ohio corporation (the “Corporation”) and (“Indemnitee”), a member of the board of directors (“Board”) of the Corporation.

Intellinetics, inc. SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 5th, 2016 • Intellinetics, Inc. • Services-prepackaged software • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 29, 2015, by and between Intellinetics, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”).

LOAN AGREEMENT between THE DIRECTOR OF DEVELOPMENT OF THE STATE OF OHIO and INTELLINETICS, INC. Dated as of July 17, 2009
Loan Agreement • February 13th, 2012 • Globalwise Investments Inc • Blank checks • Ohio

THIS LOAN AGREEMENT is made and entered into as of July 17, 2009 by and between the Director of Development (the “Director”) of the State of Ohio (the “State”), acting on behalf of the State, and Intellinetics, Inc., an Ohio corporation (the “Company”), under the circumstances summarized in the following recitals (the capitalized terms used in the recitals being used therein as defined in Article I hereof):

Incentive Stock Option Agreement
Incentive Stock Option Agreement • January 5th, 2016 • Intellinetics, Inc. • Services-prepackaged software • Ohio

This Incentive Stock Option Agreement (this "Agreement") is made and entered into as of [DATE] by and between Intellinetics, Inc., a Nevada corporation (the "Company") and [EMPLOYEE NAME] (the "Participant").

STOCK PURCHASE AGREEMENT By and among Intellinetics, Inc. and Graphic Sciences, Inc. and Thomas M. Liebold, Gregory P. Colton, Fredrick M. Kamienny and Frederick L. Erlich dated as of March 2, 2020
Stock Purchase Agreement • March 4th, 2020 • Intellinetics, Inc. • Services-prepackaged software • Delaware

This Stock Purchase Agreement (this “Agreement”), dated as of March 2, 2020 is entered into among Intellinetics, Inc., a Nevada corporation (“Buyer”); Graphic Sciences, Inc., a Michigan corporation (“Company”); and each of Thomas M. Liebold (“Liebold”), Gregory P. Colton (“Colton”), Fredrick M. Kamienny (“Kamienny”), and Frederick L. Erlich (“Erlich” and together with Liebold, Colton and Kamienny, each a “Seller” and collectively, “Sellers”).

SECOND AMENDMENT TO LOAN AGREEMENT (INTELLINETICS, INC.)
Loan Agreement • March 31st, 2015 • Intellinetics, Inc. • Services-prepackaged software • Ohio

THIS SECOND AMENDMENT TO LOAN AGREEMENT (this “Amendment”) is entered into on August 15, 2014, between the Director of the Ohio Development Services Agency, formerly known as the Department of Development of the State of Ohio (the “Director”) and Intellinetics, Inc., an Ohio corporation (the “Borrower”).

SECURITY AGREEMENT
Security Agreement • November 24th, 2017 • Intellinetics, Inc. • Services-prepackaged software • New York

SECURITY AGREEMENT, dated as of __________ __, 2017, made by Intellinetics, Inc., a Nevada corporation (the “Borrower”), in favor of Taglich Brothers, Inc., a New York corporation, in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the lenders listed on Schedule 1 attached hereto (the “Lenders”).

RETURN TO TREASURY AGREEMENT
Return to Treasury Agreement • May 15th, 2013 • Globalwise Investments Inc • Services-prepackaged software • Ohio

THIS AGREEMENT (“Agreement”) is made as of the 15th day of February, 2013, by and between Globalwise Investments, Inc., a corporation formed pursuant to the laws of the State of Nevada (the “Company” or “Globalwise”) and Matthew L. Chretien (the “Shareholder”).

LEASE SFERS Real Estate Corp. T, a Delaware corporation Landlord, and The Avatar Group Inc., a Ohio corporation Tenant
Lease • February 13th, 2012 • Globalwise Investments Inc • Blank checks
PROMISSORY NOTE COMBINATION #6 EXTENSION AGREEMENT
Extension Agreement • April 1st, 2013 • Globalwise Investments Inc • Services-prepackaged software

This Promissory Note Combination #6 Extension Agreement, hereinafter referred to as “Combination #6 Extension”, entered into this Sixteenth day of November, 2012, by and among Intellinetics, Inc, hereinafter called “Maker” and Alpharion Capital Partners, hereinafter called “Lender”.

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • May 15th, 2013 • Globalwise Investments Inc • Services-prepackaged software • Ohio
PROMISSORY NOTE EXTENSION AGREEMENT
Promissory Note Extension Agreement • November 15th, 2012 • Globalwise Investments Inc • Services-prepackaged software

This Promissory Note Extension Agreement, hereinafter referred to as “Extension”, entered into this Sixth day of June, 2012, by and among Intellinetics, Inc, hereinafter called “Maker” and Alpharion Capital Partners, hereinafter called “Lender”.

PROMISSORY NOTE COMBINATION #4 AGREEMENT
Promissory Note Combination #4 Agreement • November 15th, 2012 • Globalwise Investments Inc • Services-prepackaged software

This Promissory Note Combination #4 Agreement, hereinafter referred to as “Note Combination #4”, entered into effective the 2nd day of September, 2012 hereinafter referred to as the “Effective Date”, by and among Intellinetics, Inc, hereinafter called “Maker” and Alpharion Capital Partners, hereinafter called “Lender”.

PROMISSORY NOTE COMBINATION #2 AGREEMENT
Note Combination #2 Agreement • November 15th, 2012 • Globalwise Investments Inc • Services-prepackaged software

This Promissory Note Combination #2 Agreement, hereinafter referred to as “Note Combination #2”, entered into effective the 2nd day of September, 2012 hereinafter referred to as the “Effective Date”, by and among Intellinetics, Inc, hereinafter called “Maker” and Alpharion Capital Partners, hereinafter called “Lender”.

AMENDMENT to 8% SECURED CONVERTIBLE NOTE DUE DECEMBER 31, 2020
Intellinetics, Inc. • March 4th, 2020 • Services-prepackaged software

This Amendment (“Amendment”) to the 8% Secured Convertible Notes due December 31, 2020, dated November 17, 2017 and November 29, 2017 (the “Notes”) is entered into and effective as of the last date indicated below, by and between Intellinetics, Inc., a Nevada corporation (the “Company”) and the holders of the Notes (the “Holders”).

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PROMISSORY NOTE EXTENSION AGREEMENT
Promissory Note Extension Agreement • January 2nd, 2014 • Globalwise Investments Inc • Services-prepackaged software

This Promissory Note Extension Agreement, hereinafter referred to as “Extension Agreement,” entered into this Twenty-Seventh day of December, 2013, by and between INTELLINETICS, INC. hereinafter called “Maker” and Jackie M. Chretien, hereinafter called “Lender”.

Restricted Stock Award Agreement
Restricted Stock Award Agreement • March 19th, 2024 • Intellinetics, Inc. • Services-prepackaged software • Ohio

This Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of [DATE] (the “Grant Date”) by and between Intellinetics, Inc., a Nevada corporation (the “Company”) and [EMPLOYEE NAME] (the “Grantee”).

AMENDMENT TO THE $400,000 PROMISSORY NOTE DATED AUGUST 7, 2012
Globalwise Investments Inc • November 15th, 2012 • Services-prepackaged software

WHEREAS, the Borrower and the Lender entered into a $400,000 Promissory Note with an Effective Date of August 8, 2012 (the “Note”) and the Lender paid $100,000 of Consideration to the Borrower on the Effective Date;

PROMISSORY NOTE AND EXTENSION AGREEMENT
Promissory Note and Extension Agreement • January 7th, 2015 • Intellinetics, Inc. • Services-prepackaged software

This Promissory Note and Extension Agreement, hereinafter referred to as the “Note and Extension Agreement,” entered into this 31st day of December, 2014, by and among Intellinetics, Inc. hereinafter called “Maker” and Ramon M. Shealy, hereinafter called “Lender”.

EMPLOYMENT AGREEMENT OF KENDALL D. GILL
Employment Agreement • September 27th, 2012 • Globalwise Investments Inc • Services-prepackaged software • Ohio

This Agreement is made on September 24, 2012, “ Effective Date” between Globalwise Investments, Inc. (hereinafter, “Employer”) at 2190 Dividend Drive, in the City of Columbus, County of Franklin, State of Ohio 43228, and Kendall D. Gill, 880 Rosehill Road, Reynoldsburg, Ohio 43068 (hereinafter, “Employee”).

PROMISSORY NOTE COMBINATION #3 AGREEMENT
Note Combination #3 Agreement • November 15th, 2012 • Globalwise Investments Inc • Services-prepackaged software

This Promissory Note Combination #3 Agreement, hereinafter referred to as “Note Combination #3”, entered into effective the 2nd day of September, 2012 hereinafter referred to as the “Effective Date”, by and among Intellinetics, Inc, hereinafter called “Maker” and Alpharion Capital Partners, hereinafter called “Lender”.

December 21, 2011
Globalwise Investments Inc • March 30th, 2012 • Services-prepackaged software
PROMISSORY NOTE EXTENSION AGREEMENT
Promissory Note Extension Agreement • January 2nd, 2014 • Globalwise Investments Inc • Services-prepackaged software

This Promissory Note Extension Agreement, hereinafter referred to as “Extension Agreement,” entered into this Twenty-Seventh day of December, 2013, by and between INTELLINETICS, INC. hereinafter called “Maker” and A. Michael. Chretien, hereinafter called “Lender.”

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • April 1st, 2013 • Globalwise Investments Inc • Services-prepackaged software • Ohio

This Assignment and Assumption Agreement dated as of December 31, 2012 (the “Effective Date”) relates to the promissory note combination #4 agreement dated September 2, 2012, (the “Note Combination #4 Agreement”) combining Alpharion Note #12, Alpharion Note #14, Alpharion Note #19 and Alpharion Note #20 for a total of $111,500, (all such notes are hereinafter defined) with an aggregate principal amount of $111,500, (all such notes collectively referred to as the “Promissory Note”), between Intellinetics, Inc. (the “Borrower” or “Assignor”), and Alpharion Capital Partners, Inc. (the “Lender”). Unless otherwise defined herein, terms defined in the Note Combination #4 Agreement and used herein shall have the meanings given to them in the Note Combination #4 Agreement.

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • April 1st, 2013 • Globalwise Investments Inc • Services-prepackaged software • Ohio

This Assignment and Assumption Agreement dated as of December 31, 2012 (the “Effective Date”) relates to the promissory note combination #2 agreement dated September 2, 2012, (the “Note Combination #2 Agreement”) combining Alpharion Note #1, Alpharion Note #3, Alpharion Note #7 and Alpharion Note #15, (all such notes are hereinafter defined) with an aggregate principal amount of $115,000, (all such notes collectively referred to as the “Promissory Note”), between Intellinetics, Inc. (the “Borrower” or “Assignor”), and Alpharion Capital Partners, Inc. (the “Lender”). Unless otherwise defined herein, terms defined in the Note Combination #2 Agreement and used herein shall have the meanings given to them in the Note Combination #2 Agreement.

PROMISSORY NOTE EXTENSION AGREEMENT
Promissory Note Extension Agreement • November 15th, 2012 • Globalwise Investments Inc • Services-prepackaged software

This Promissory Note Extension Agreement, hereinafter referred to as “Extension”, entered into this Fourth day of March, 2012, by and among Intellinetics, Inc, hereinafter called “Maker” and Alpharion Capital Partners, hereinafter called “Lender”.

NOTICE AND ACKNOWLEDGEMENT OF MODIFICATION TO PAYMENT SCHEDULE
Notice And • May 15th, 2013 • Globalwise Investments Inc • Services-prepackaged software

The Director of the Department of Development of the State of Ohio, now known as the Ohio Development Services Agency (the “Director”) and Intellinetics, Inc. (the “Borrower”) entered into a Loan Agreement dated July 17, 2009 in the original principal amount of $1,012,500.00 evidenced by a Cognovit Promissory Note dated July 17, 2009 (the “Note”).

AMENDMENT TO STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • November 28th, 2022 • Intellinetics, Inc. • Services-prepackaged software

This Amendment (“Amendment”) to the Stock Purchase Agreement dated March 2, 2020 (“Agreement”), is made and entered into by and between Intellinetics, Inc., Graphic Sciences, Inc., Thomas M. Liebold, Gregory P. Colton, Fredrick M. Kamienny, and Frederick L. Erlich. Defined terms that are used but not defined herein shall be as defined in the Agreement. This Amendment shall be effective as of the date of the last signature below (the “Amendment Date”).

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