Applied Blockchain, Inc. Sample Contracts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 10th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 5, 2024, by and between Applied Digital Corporation, a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 30th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 29, 2024, between Applied Digital Corporation, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
APPLIED DIGITAL CORPORATION Common Stock (par value $0.001 per share) Sales AgreementSales Agreement • June 3rd, 2025 • Applied Digital Corp. • Services-computer processing & data preparation • New York
Applied Digital Corporation, a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with Northland Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several sales agents identified on Schedule 1 hereto (each, an “Agent” and together, the “Agents”) as follows:
APPLIED DIGITAL CORPORATION Common Stock (par value $0.001 per share)At Market Issuance Sales Agreement • June 26th, 2023 • Applied Digital Corp. • Services-computer processing & data preparation • New York
Applied Digital Corporation, a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with Craig-Hallum Capital Group LLC (the “Agent”) as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 10th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 5, 2024, between Applied Digital Corporation, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
STANDBY EQUITY PURCHASE AGREEMENTStandby Equity Purchase Agreement • August 30th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • New York
THIS STANDBY EQUITY PURCHASE AGREEMENT (this “Agreement”) dated as of August 28, 2024 is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and APPLIED DIGITIAL CORPORATION, a company incorporated under the laws of the State of Nevada (the “Company”).
APPLIED BLOCKCHAIN, INC. Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 28th, 2022 • Applied Blockchain, Inc. • Services-computer programming, data processing, etc. • New York
NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM...Convertible Note • May 24th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation
THIS NOTE WAS ISSUED WITH “ORIGINAL ISSUE DISCOUNT” AS DEFINED IN SECTION 1273 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (“OID”). YOU MAY OBTAIN INFORMATION REGARDING THE AMOUNT OF OID, THE ISSUE PRICE, THE ISSUE DATE AND THE YIELD TO MATURITY BY CONTACTING THE ISSUER AT ITS ADDRESS SET FORTH IN SECTION 5.
Dealer] [Dealer Address] [Dealer Address]Call Option Transaction • November 5th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [__________] (“Dealer”) and Applied Digital Corporation (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • August 13th, 2021 • Applied Blockchain, Inc. • Search, detection, navagation, guidance, aeronautical sys • New York
THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”), is made as of 15, 2021 by and among Applied Blockchain, Inc., a Nevada corporation (the “Company”), the Investors (as defined below) and the Key Holders (as defined below) listed on Schedule A.
EMPLOYMENT AGREEMENT Between Flight Safety Technologies, Inc. and C. ROBERT KNIGHTEmployment Agreement • September 7th, 2006 • Flight Safety Technologies Inc • Search, detection, navagation, guidance, aeronautical sys • Connecticut
THIS AGREEMENT made as of this 23rd day of June, 2005, by and between Flight Safety Technologies, Inc., a Nevada Corporation with a principal place of business at 28 Cottrell Street, Mystic, Connecticut, 06355 (hereafter "Flight Safety" or the "Company"), and C. Robert Knight (hereafter "Employee").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 30th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 7, 2024, by and among Applied Digital Corporation, a Nevada corporation (together with any successor entity thereto, the “Company”), and CIM APLD Lender Holdings, LLC, a Delaware limited liability company (the “Investor”).
REEL STAFF, INC. 1069 South Alfred Street Los Angeles, California 90035Share Exchange Agreement • July 18th, 2002 • Reel Staff Inc • Services-help supply services
AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 14th, 2021 • Applied Blockchain, Inc. • Services-computer programming, data processing, etc. • New York
EMPLOYMENT AGREEMENT BETWEEN FLIGHT SAFETY TECHNOLOGIES, INC. AND WILLIAM B. COTTONEmployment Agreement • November 6th, 2002 • Flight Safety Technologies Inc • Search, detection, navagation, guidance, aeronautical sys • Connecticut
THIS AGREEMENT made as of this 3rd day of November, 2000, by and between Flight Safety Technologies, Inc., a Delaware Corporation with a principal place of business at 1 Spar Yard Road, New London, Connecticut (hereafter "Flight Safety" or the "Company"), individual residing at 1431 Bonita Avenue, Mount Prospect, IL 60056 (hereafter "Employee").
GLOBAL GUARANTY AGREEMENTGlobal Guaranty Agreement • May 24th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • New York
This Guaranty (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Guaranty”) is made as of May 24, 2024, by APLD-ELN-02 LLC, a Nevada company (“APLD ELN”), SAI Computing LLC (“SAI” and collectively with APLD ELN and any subsequent party that may join in this Guaranty, the “Guarantors”) in favor of YA II PN, LTD. (“YA II” or the “Creditor”), with respect to all obligations of Applied Digital Corporation, a Nevada corporation (the “Debtor”) owed to the Creditor.
UNDERWRITER'S UNIT WARRANT AGREEMENTUnderwriter's Unit Warrant Agreement • February 2nd, 2004 • Flight Safety Technologies Inc • Search, detection, navagation, guidance, aeronautical sys • New York
UNDERWRITER'S UNIT WARRANT AGREEMENT dated as of February __, 2004, between Flight Safety Technologies, Inc., a Nevada corporation (the "Company"), and The Shemano Group, Inc. (hereinafter referred to as the "Underwriter").
PURCHASE AGREEMENTPurchase Agreement • February 5th, 2009 • Flight Safety Technologies Inc • Search, detection, navagation, guidance, aeronautical sys • New York
Purchase Agreement ("Agreement") dated as of January 13, 2009 between Flight Safety Technologies, Inc., a Nevada corporation (the "Company") and Cummins Family Limited Partnership, an Idaho limited partnership (the "Purchaser").
INVESTOR RIGHTS AGREEMENT DATED AS OF [●], 2026 BETWEEN CHRONOSCALE CORPORATION AND APLD CHRONOSCALE HOLDCO LLCInvestor Rights Agreement • February 17th, 2026 • Applied Digital Corp. • Services-computer processing & data preparation • Nevada
This Investor Rights Agreement (this “Agreement”) is entered into as of [●], 2026 (the “Effective Date”) by and between ChronoScale Corporation, a Nevada corporation (the “Company”), and APLD ChronoScale Holdco LLC, a Delaware limited liability company (the “Investor”), as the sole APLD Investor as of the date hereof. Certain terms used in this Agreement are defined in Section 1.1.
CONTRIBUTION AND EXCHANGE AGREEMENT BY AND AMONG EKSO BIONICS HOLDINGS, INC., APLD CHRONOSCALE HOLDCO LLC, APLD INTERMEDIATE HOLDCO LLC AND APPLIED DIGITAL CLOUD CORPORATION DATED AS OF FEBRUARY 15, 2026Contribution and Exchange Agreement • February 17th, 2026 • Applied Digital Corp. • Services-computer processing & data preparation • Nevada
This CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”) dated as of February 14, 2026, is entered into by and among Ekso Bionics Holdings, Inc., a Nevada corporation (“Issuer”), APLD Intermediate HoldCo LLC, a Delaware limited liability company (“APLD Intermediate”), APLD ChronoScale HoldCo LLC, a Delaware limited liability company and wholly owned subsidiary of APLD Intermediate (“Contributor”), and Applied Digital Cloud Corporation, a Nevada corporation and wholly owned subsidiary of APLD Intermediate (“Cloud”). Certain terms used in this Agreement are defined in Section 1.1.
EXECUTIVE EMPLOYMENT CONTRACTExecutive Employment Contract • January 24th, 2022 • Applied Blockchain, Inc. • Services-computer programming, data processing, etc. • Texas
ContractCommon Stock Purchase Warrant • December 2nd, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT UNDER ANY CIRCUMSTANCES BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF WITHOUT AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND ANY OTHER APPLICABLE SECURITIES LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE SECURITIES LAWS.
TEAMING AGREEMENTTeaming Agreement • November 6th, 2002 • Flight Safety Technologies Inc • Search, detection, navagation, guidance, aeronautical sys • New York
THIS AGREEMENT, entered into this 1st day of May 1997, by and between Flight Safety Technology, Inc. with offices at New London, Connecticut (hereinafter "FST") and Lockheed Martin Corporation, a Maryland corporation acting by and through its Ocean, Radar & Sensor Systems business, with offices at Syracuse, New York (hereinafter "Lockheed Martin"); FST and Lockheed Martin hereinafter jointly identified as the "Parties" or the "Team";
APPLIED DIGITAL CORPORATION Offering of $62,500,000 Series E-1 Preferred Shares DEALER MANAGER AGREEMENT Dated: September 23, 2024Dealer Manager Agreement • September 23rd, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • Nevada
Applied Digital Corporation (NASDAQ:APLD) (the “Company”), will offer to investors deemed suitable pursuant to the standards set forth in FINRA Rule 2111 through a registered ongoing offering (the “Offering”) of Series E-1 Redeemable Preferred Stock in the Company (the “Shares”) to be offered and sold on the terms and conditions set forth in the Company’s registration statement on Form S-1 and prospectus that will be filed with the Securities and Exchange Commission (the “SEC”), as the same may be amended or supplemented (the “Registration Statement”). However, subject to the notice requirements set forth in Section 4.13, the Company reserves the right to conduct other offerings registered or exempt from registration with the SEC.
FLIGHT SAFETY TECHNOLOGIES, INC., a Nevada corporation, and PACIFIC STOCK TRANSFER COMPANY, as Warrant Agent, and THE SHEMANO GROUP, INC., as Underwriter PUBLIC WARRANT AGREEMENTPublic Warrant Agreement • February 2nd, 2004 • Flight Safety Technologies Inc • Search, detection, navagation, guidance, aeronautical sys • New York
PREPAID ADVANCE AGREEMENTPrepaid Advance Agreement • May 24th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • New York
THIS PREPAID ADVANCE AGREEMENT (this “Agreement”) dated as of May 24, 2024 is made by and between YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”), and APPLIED DIGITAL CORPORATION, a company incorporated under the laws of the State of Nevada (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS A TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED....Unconditional Springing Guaranty of Payment and Performance • April 1st, 2026 • Applied Digital Corp. • Services-computer processing & data preparation
THIS UNCONDITIONAL SPRINGING GUARANTY OF PAYMENT AND PERFORMANCE (this “Guaranty”) is made as of March 30, 2026 by COREWEAVE, INC., a Delaware corporation (“Guarantor”), to APLD ELN-02 LLC, a Delaware limited liability company (“Landlord”), and is acknowledged and agreed to by Landlord.
EMPLOYMENT AGREEMENT Between Flight Safety Technologies, Inc. and FRANK L. REESEmployment Agreement • January 12th, 2006 • Flight Safety Technologies Inc • Search, detection, navagation, guidance, aeronautical sys • Connecticut
THIS AGREEMENT made effective as of the 4th day of November, 2005, by and between Flight Safety Technologies, Inc., a Nevada Corporation with a principal place of business at 28 Cottrell Street, Mystic, Connecticut (hereafter "Flight Safety" or the "Company"), and Frank L. Rees (hereafter "Employee").
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS A TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED....Datacenter Lease • June 2nd, 2025 • Applied Digital Corp. • Services-computer processing & data preparation
This Datacenter Lease (this “Lease”) is entered into as of the Effective Date specified in Item 4 of the Basic Lease Information, by and between Landlord and Tenant:
AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT CONTRACTExecutive Employment Contract • September 28th, 2023 • Applied Digital Corp. • Services-computer processing & data preparation
This Amendment to the Executive Employment Contract (“Agreement”) is made as of September 25, 2023 by and between Applied Digital Corporation (the “Employer”) and David Rench (the “Employee”).
LICENSE AGREEMENT between UNIVERSITY OF TENNESSEE RESEARCH FOUNDATION and ADVANCED PLASMA PRODUCTS, INCLicense Agreement • February 5th, 2009 • Flight Safety Technologies Inc • Search, detection, navagation, guidance, aeronautical sys • Tennessee
This License Agreement ("Agreement") is made and entered into this 10th day of September, 2008 ("Effective Date") by and between the UNIVERSITY OF TENNESSEE RESEARCH FOUNDATION, having an office at 1534 White Avenue, Knoxville, TN 37996 ("UTRF"), and Advanced Plasma Products, Inc, a organized and existing under the laws of the State of Nevada as a wholly-owned subsidiary of Flight Safety Technologies, Inc, and having its principal place of business at 924 Corridor Park Blvd, Knoxville, TN 37932 ("LICENSEE").
Applied Digital CorporationEmployment Agreement • December 4th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • Texas
We are pleased to offer you employment with Applied Digital Corporation, a Nevada corporation (the “Company”) on the terms set forth in this letter agreement (together with Exhibit A hereto, the “Letter Agreement”), effective as of January 6, 2025, or such other date as mutually agreed by the Company and you (the “Effective Date”).
MASTER HOSTING AGREEMENTMaster Hosting Agreement • November 2nd, 2021 • Applied Blockchain, Inc. • Services-computer programming, data processing, etc. • Texas
This Master Hosting Agreement (this “Agreement”), September 20, 2021, is between APLD Hosting, LLC (“APLD”) and F2Pool Mining, Inc. (“Customer”). In consideration of the promises set forth below, the parties agree as follows:
MANAGEMENT ADVISORY AND CORPORATE SERVICES AGREEMENTManagement Advisory and Corporate Services Agreement • May 5th, 2026 • Applied Digital Corp. • Services-computer processing & data preparation • Delaware
ContractService Framework Agreement • August 29th, 2022 • Applied Blockchain, Inc. • Services-computer programming, data processing, etc. • Hong Kong
** Portions of this exhibit have been omitted pursuant to Rule 601(b)(10) of Regulation S-K. The omitted information is not material and would likely cause competitive harm to the registrant if publicly disclosed.