Riot Blockchain, Inc. Sample Contracts

Riot Blockchain, Inc. – AT THE MARKET OFFERING AGREEMENT (May 24th, 2019)
Riot Blockchain, Inc. – MASTER SERVICES AGREEMENT SOFTWARE-AS-A-SERVICE ORDER FORM (March 20th, 2019)

Website: riotblockchain.com iPhone Application: n/a Android Application: n/a Other Application: n/a Physical Address: 301 West 41st Street, Suite 300 Miami Beach, FL 33140

Riot Blockchain, Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (February 11th, 2019)

This Executive Employment Agreement (“Agreement”) is entered into as of the 6th day of February 2019 (the “Effective Date”), by and between Jeffrey McGonegal (“Employee”) and Riot Blockchain, Inc. (the “Company”).

Riot Blockchain, Inc. – SENIOR SECURED CONVERTIBLE PROMISSORY NOTE (February 1st, 2019)

This Note shall be a senior secured obligation of the Borrower, with priority over all existing and future Indebtedness (as defined below) of the Borrower as provided for herein. The obligations of the Borrower under this Note are secured pursuant to the terms of the security agreement of even date herewith by and among the Borrower, its Subsidiaries, and the Secured Parties (as defined therein), and such security interest includes but is not limited to all of the assets of the Borrower and its Subsidiaries. So long as the Borrower shall have any obligation under this Note, the Borrower shall not (directly or indirectly through any Subsidiary or affiliate) incur or suffer to exist or guarantee any Indebtedness that is senior to or pari passu with (in priority of payment and performance) the Borrower’s obligations hereunder. For purposes of this paragraph, the term “Borrower” shall include any Subsidiary of the Borrower in addition to the Borrower. As used herein, the term “Indebtedness

Riot Blockchain, Inc. – COMMON STOCK PURCHASE WARRANT RIOT BLOCKCHAIN, INC. (February 1st, 2019)

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the funding of that certain senior secured convertible promissory note dated January 28, 2019, in the original principal amount of up to [$________] by the Company (as defined below) to the Lender (as defined below)) (the “Note”), [___________] (the “Lender” and including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time during the Exercise Period, to purchase from Riot Blockchain, Inc., a Nevada corporation (the “Company”), up to [_________] shares of Common Stock (as defined below) (the “Warrant Shares”) at the Exercise Price per share then in effect. The number of Warrant Shares for which this Warrant may be exercised is subject to adjustment in accordance with the terms hereof. This Warrant is issued by the Company as of the date hereof pursuant to the

Riot Blockchain, Inc. – REGISTRATION RIGHTS AGREEMENT (February 1st, 2019)

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 28, 2019 (the “Execution Date”), is entered into by and between RIOT BLOCKCHAIN, INC., a Nevada corporation (the “Company”), and [___________] (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Securities Purchase Agreement by and between the parties hereto, dated as of the Execution Date (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

Riot Blockchain, Inc. – SECURITIES PURCHASE AGREEMENT (February 1st, 2019)

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of January 28, 2019, (the “Execution Date”), is entered into by and between RIOT BLOCKCHAIN, INC., a Nevada corporation (the “Company”), and [__________] (the “Buyer”).

Riot Blockchain, Inc. – SECURITY AGREEMENT (February 1st, 2019)

THIS SECURITY AGREEMENT (this "Agreement"), dated as of January 28, 2019, is by and between RIOT BLOCKCHAIN, INC., a Nevada corporation (the "Grantor"), and [_________] (the “Secured Party”).

Riot Blockchain, Inc. – SECOND AMENDMENT TO LEASE (December 6th, 2018)

THIS SECOND AMENDMENT TO LEASE (“Amendment”) is entered into effective as of November 29th, 2018, by and between 7725 RENO #1, L.L.C., an Oklahoma limited liability company (“Landlord”), and KAIROS GLOBAL TECHNOLOGY, INC., a Nevada corporation (“Tenant”).

Riot Blockchain, Inc. – RiotX Enters Agreement with Shift Markets for its U.S. Focused Cryptocurrency Exchange (November 28th, 2018)

Fort Lauderdale, FL, November 21, 2018 /Accesswire/ -- Riot Blockchain, Inc. (NASDAQ: RIOT) (“the Company”) announced that its subsidiary RiotX Holdings Inc (“RiotX”) has entered into a Master Services Agreement (the “Agreement”) with Shift Markets, Ltd. (“Shift”) to provide RiotX with its crypto exchange platform. These services will enable RiotX to further execute its plans to launch a U.S. focused cryptocurrency exchange.

Riot Blockchain, Inc. – MASTER SERVICES AGREEMENT SOFTWARE-AS-A-SERVICE ORDER FORM (October 29th, 2018)

Website: riotblockchain.com iPhone Application: n/a Android Application: n/a Other Application: n/a Physical Address: 301 West 41st Street, Suite 300 Miami Beach, FL 33140

Riot Blockchain, Inc. – Riot Blockchain, Inc. Press Release (October 23rd, 2018)

CASTLE ROCK, Colo., October 23, 2018 — Riot Blockchain, Inc. (NASDAQ: RIOT) (the “Company”), an industry leader in Blockchain technology and cryptocurrency mining today announced the termination of the Securities and Exchange Commission (“SEC”) Examination previously reported by the Company earlier this year and changes to its Board of Directors (the “Board”).

Riot Blockchain, Inc. – AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (September 26th, 2018)

This Amendment, dated as of September 20, 2018 (the "Amendment"), is an amendment to the Executive Employment Agreement (the "Agreement") dated as of January 27, 2018, by and between Riot Blockchain, Inc., a Nevada corporation (the "Company") having its principal office at 202 6th Street, Suite 401, Castle Rock, CO 80104 and Christopher Ensey, an individual ("Executive").

Riot Blockchain, Inc. – TERMINATION AND RELEASE AGREEMENT (September 18th, 2018)

THIS TERMINATION AND RELEASE AGREEMENT is made as of this 17th day of September, 2018, by and between Riot Blockchain, Inc., a Nevada corporation ("Riot"), RiotX Holdings, Inc., a Delaware corporation ("RiotX"), and goNumerical Ltd., a Canadian corporation ("Coinsquare"). Riot, RiotX, and Coinsquare may be referred to individually as a "Party" and, collectively, as the "Parties."

Riot Blockchain, Inc. – SUBSCRIPTION AGREEMENT (September 7th, 2018)

The undersigned understands that RiotX Holdings Inc., a Delaware corporation (the “Company”), is issuing shares of its common stock (the “Shares”) to the undersigned as consideration for the license to be granted under that certain Software License and Services Agreement, dated as of even date herewith, by and between the Company and the undersigned (the “License Agreement”). This issuance is made pursuant to (i) the Offering Memorandum of the Company, dated August 2018 (as amended from time to time, the “Memorandum”), (ii) the Amended and Restated Stockholders Agreement, by and among the Company and its stockholders (the “Stockholders Agreement”), (iii) the charter and bylaws of the Company, each as in effect as of the date hereof (collectively with the Stockholders Agreement, the “Constituent Documents”), and (iv) this subscription agreement (this “Subscription Agreement,” and collectively with the Memorandum and the Constituent Documents, the “Offering Documents”). The undersigned f

Riot Blockchain, Inc. – RIOT BLOCKCHAIN, INC. SUBSCRIPTION AGREEMENT (September 7th, 2018)

THIS SUBSCRIPTION AGREEMENT (the “Agreement”) has been prepared by Riot Blockchain, Inc., a corporation organized under the laws of the State of Nevada (hereinafter referred to as the “Company”) and goNumerical ltd., a corporation organized under the laws of Canada (the “Purchaser”) in connection with the private placement of 450,000 shares of the Company’s common stock (the “Offering”), no par value per share (the “Common Stock”). The Securities (as defined hereinafter) being subscribed for pursuant to this Agreement have not been registered under the Securities Act. The offer of the Securities and, if this Agreement is accepted by the Company, the sale of Securities, is being made in reliance upon Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”) and Rule 506 promulgated thereunder or in reliance upon Rule 903 of Regulation S promulgated thereunder. All dollar amounts in this Agreement are expressed in U.S. Dollars. The 450,000 shares of Common Stock are r

Riot Blockchain, Inc. – SOFTWARE LICENSE AND SERVICES AGREEMENT (September 7th, 2018)

This Software License and Services Agreement is made as of August 30, 2018 (the “Effective Date”) by and between goNumerical Ltd. (“Coinsquare”), a corporation incorporated under the Federal laws of Canada having its principal place of business at Unit 400 - 590 King Street West, Toronto, Ontario, M5V 1M3, RiotX Holdings Inc.(“Licensee”), a Delaware corporation having a place of business at 100 SE 3rd Ave, Suite 804, Fort Lauderdale, FL 3330 and Riot Blockchain Inc. (“Parent”), a Nevada corporation having its principal place of business at 202 6th Street, Suite 401, Castle Rock, CO 80104.

Riot Blockchain, Inc. – RiotX Enters Exclusive Agreement with Coinsquare in Anticipation of Launching a U.S. Focused Cryptocurrency Exchange (September 7th, 2018)

FORT LAUDERDALE, FL, September 4, 2018 /Accesswire/ -- Riot Blockchain, Inc. (NASDAQ: RIOT) (“the Company”) announced that its subsidiary RiotX Holdings Inc (“RiotX”) has entered into a Software License and Services Agreement (the “Agreement”) with goNumerical Ltd. (dba “Coinsquare”) to provide a RiotX branded version of the Coinsquare platform with customized functional integrations and associated transaction processing services for use by RiotX. RiotX has obtained an exclusive license for the U.S. market through this partnership with Coinsquare. The Company intends to provide this offering for select customers at RiotX.com.

Riot Blockchain, Inc. – Riot Blockchain, Inc. (August 24th, 2018)

Reference is made to that certain Asset Purchase Agreement (the “Agreement”) dated as of February 15, 2018 by and between Blockchain Mining Supply & Services Ltd. (“BMSS”) and Riot Blockchain, Inc., a Nevada corporation (the “Company) pursuant to which the Company acquired certain assets consisting of 3,000 Bitmain Antminer S9 and related equipment. Terms not defined herein shall have the meanings ascribed thereto in the Agreement.

Riot Blockchain, Inc. – Contract (May 25th, 2018)

CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS AGREEMENT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO THE CONFIDENTIALITY REQUEST. A COMPLETE VERSION OF THIS AGREEMENT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.

Riot Blockchain, Inc. – OFFICE LEASE (April 10th, 2018)

THIS OFFICE LEASE (the "Lease") is made and entered into as of the Date of this Lease, by and between Landlord and Tenant. "Date of this Lease" shall mean the date on which the last one of the Landlord and Tenant has signed this Lease.

Riot Blockchain, Inc. – STOCK PURCHASE AGREEMENT (March 27th, 2018)

THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of March 26, 2018, is by and between Riot Blockchain Inc., a Nevada corporation (the "Purchaser"), and Mark Bradley Fisher (the "Seller"). The Purchaser and the Seller are occasionally referred to herein as the "Parties" and each individually, as a "Party."

Riot Blockchain, Inc. – AMENDMENT NO 1 TO RETENTION AGREEMENT (March 27th, 2018)

THIS AMENDMENT NO. 1 TO RETENTION AGREEMENT (this "Agreement") is entered into as of the 21st day of March 2018 (the "Effective Date") by and between Jeff McGonegal (the "Employee") and Riot Blockchain, Inc., a Nevada corporation, and subsidiaries (the "Company", and together with the Employee, the "Parties").

Riot Blockchain, Inc. – FIRST AMENDMENT TO LEASE (March 27th, 2018)

THIS FIRST AMENDMENT TO LEASE ("Amendment") is entered into effective as of March 26, 2018, by and between 7725 RENO #1, L.L.C., an Oklahoma limited liability company ("Landlord"), and KAIROS GLOBAL TECHNOLOGY, INC., a Nevada corporation ("Tenant").

Riot Blockchain, Inc. – STOCKHOLDERS AGREEMENT AMONG LOGICAL BROKERAGE CORP., RIOT BLOCKCHAIN INC., AND MARK BRADLEY FISHER (March 27th, 2018)

WHEREAS, pursuant to that certain Stock Purchase Agreement, dated as of March 26, 2018, by and between Riot and Fisher (the "Stock Purchase Agreement"), Riot purchased the Purchased Shares (as such term is defined in the Stock Purchase Agreement) from Fisher;

Riot Blockchain, Inc. – AMENDED AND RESTATED UNANIMOUS SHAREHOLDER AGREEMENT (March 15th, 2018)
Riot Blockchain, Inc. – AMENDMENT TO THE BYLAWS OF (March 12th, 2018)
Riot Blockchain, Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (February 28th, 2018)

This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of the 27th day of February 2018 (the "Effective Date", by and between Riot Blockchain Canada Inc., a company incorporated in British Columbia with a registered and records office at Suite 2300 – 550 Burrard Street, Vancouver, British Columbia ("Company") and wholly-owned subsidiary of Riot Blockchain, Inc. ("Parent") and Robby Chang, an individual ("Executive").

Riot Blockchain, Inc. – LEASE (February 28th, 2018)

THIS LEASE (this "Lease") is dated as of February 27, 2018, by and between 7725 RENO #1, LLC, an Oklahoma limited liability company ("Landlord"), and KAIROS GLOBAL TECHNOLOGY, INC., a Nevada corporation ("Tenant").

Riot Blockchain, Inc. – Riot Blockchain's Subsidiary Separately Enters Lease with 107,600 Square Foot Facility for Cryptocurrency Mining Operations (February 28th, 2018)

CASTLE ROCK, Colo., Feb 28, 2018 — Riot Blockchain, Inc. (Nasdaq: RIOT) (the "Company") today announced that it has appointed Rob Chang as its Chief Financial Officer. Mr. Chang comes to Riot from Cantor Fitzgerald, where he served as Managing Director and Head of Metals & Mining. The Company also announced that its wholly owned subsidiary Kairos Global Technology, Inc has entered into a lease with a facility in the United States that will potentially allow for power capacity of up to 12 Megawatts.

Riot Blockchain, Inc. – CONSULTING AGREEMENT (February 23rd, 2018)

CONSULTING AGREEMENT (the "Agreement") dated as of February 21, 2018 (the "Effective Date") by and between Ingenium International LLC (the "Consultant") and Riot Blockchain, Inc. a Nevada corporation (the "Company").

Riot Blockchain, Inc. – ESCROW AGREEMENT (February 16th, 2018)

WHEREAS pursuant to the provisions of the Asset Purchase Agreement dated as at February 15, 2018 (the "Asset Purchase Agreement"), among the Vendor and the Purchaser, the Purchaser has agreed to purchase from the Vendor certain assets being 3,000 Bitmain Antminer S9 model & 3,000 PSU more fully described on Schedule I to the Asset Purchase Agreement (the "Assets");

Riot Blockchain, Inc. – Riot Blockchain Provides Shareholder Update (February 16th, 2018)

CASTLE ROCK, Colo., Feb 16, 2018 — Riot Blockchain, Inc. (Nasdaq: RIOT) (the "Company") provides the following update to shareholders from Chairman and Chief Executive Officer John O'Rourke about its progress and accomplishments to date.

Riot Blockchain, Inc. – Riot Blockchain Enters Definitive Agreement for the Acquisition of 3,800 S9 Bitcoin Miners (February 16th, 2018)

CASTLE ROCK, Colo., Feb 15, 2018 — Riot Blockchain, Inc. (Nasdaq: RIOT) (the "Company") today announced that it has entered into a definitive agreement to acquire additional cryptocurrency mining equipment consisting of 3,800 Antminer S9 Bitcoin miners manufactured by Bitmain. The Antminer S9 is considered the world's most efficient ASIC cryptocurrency mining machine.

Riot Blockchain, Inc. – ASSET PURCHASE AGREEMENT (February 16th, 2018)

WHEREAS the Vendor is the owner of certain assets being 3,000 Bitmain Antminer S9 model & 3,000 PSU more fully described on Schedule I attached hereto (the "Assets");