REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 26th, 2010 • Atwood Minerals & Mining CORP. • Metal mining
This Agreement is made pursuant to those certain Unit Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
Dated the 6th day of February, 2012 Bizzingo, Inc. and Sun Enterprise Group, Ltd. JOINT-VENTURE AGREEMENT JOINT VENTURE AGREEMENTJoint Venture Agreement • February 13th, 2012 • Bizzingo, Inc. • Metal mining
In accordance with the laws of the Hong Kong Special Administrative Region (hereinafter referred to as “Hong Kong”) of the People’s Republic of China (hereinafter referred to as “China”), Bizzingo Inc., established in accordance with the laws in Nevada, United States of America (hereinafter referred to as “USA”) with its principal office at 63 Main Street, Suite 202, Flemington, New Jersey 08822, USA (hereinafter referred to as “BIZZ” for the First Party) and Sun Enterprise Group (Cayman Island) Limited, established in accordance with the laws of Hong Kong with its principal office located at Oriental Plaza W3, Room 1208, East Chang’an Ave., Dongcheng District, Beijing, China PR 100738 (“hereinafter referred to as “SUN”) or the Second Party) hereby agree to establish a joint venture company with investment jointly contributed by the parties, at Hong Kong, China, based on the principles of equality and mutual benefit as well as through friendly negotiations on this 6 day of January 2012
CONSULTING AGREEMENTConsulting Agreement • June 28th, 2011 • Bizzingo, Inc. • Metal mining • Delaware
CONSULTING AGREEMENT, dated as of June 1, 2011, by and between Bizzingo, Inc., a Nevada corporation (the “Company”), and Gordon Samson (“Executive”).
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • July 2nd, 2010 • Phreadz, Inc. • Metal mining • California
This is a Unit Purchase Agreement (this “Agreement”), dated as of May __, 2010, by and among Atwood Minerals & Mining Corp, a Nevada corporation (the “Company”), and certain other persons (each such person, a “Purchaser” and collectively, the “Purchasers”) listed on Exhibit A attached hereto, as Exhibit A may be amended from time to time (as defined in Section 2 below).
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NEITHER THIS WARRANT NOR ANY OF SUCH SECURITIES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN...Phreadz, Inc. • July 2nd, 2010 • Metal mining • California
FOR VALUE RECEIVED, Atwood Minerals & Mining Corp. (“Company”), hereby certifies that __________________, or a permitted assign thereof, is entitled to purchase from the Company, at any time or from time to time, commencing on the date hereof and prior to 6:00 P.M., New York City time, on June 30, 2019 (the “Expiration Date”) ________________ fully paid and nonassessable shares of the Common Stock, par value $0.001, of the Company for an aggregate purchase price of $ (computed on the basis of $0.30/share) (the “Exercise Price”), subject to adjustment as set forth herein. (Hereinafter, (i) said Common Stock, together with any other equity securities which may be issued by the Company with respect thereto or in substitution therefor, is referred to as the “Common Stock,” (ii) the shares of the Common Stock purchasable hereunder (as hereinafter defined) are referred to as the “Warrant Shares,” the aggregate purchase price payable hereunder for the Warrant Shares is referred to as the “Agg
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 8th, 2012 • Bizzingo, Inc. • Metal mining
This ASSET PURCHASE AGREEMENT (“Agreement”) is entered into on April 30, 2012 but effective as of April 27, 2012 (“Effective Date”), by and among, Bizzingo, Inc., a Nevada corporation (“Buyer”), IntroMe, Inc, a Delaware corporation (“Seller”), and Mark McCabe, Ron Bouganim, Trilogy Investment, AG and Jeff Kirschner collectively representing all the issued and outstanding shares of Seller as of the date of this Agreement (the “Shareholders”). Certain capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in Section 9.9.
EMPLOYMENT AGREEMENTEmployment Agreement • September 20th, 2012 • Bizzingo, Inc. • Metal mining • Nevada
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated as of September 14, 2012, but effective as of September 15, 2012, by and between Bizzingo, Inc., a Nevada corporation (the “Company”), and Roger Wood (“Executive”).
AMENDED AND RESTATED OPERATING AGREEMENT FOROperating Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • Nevada
This Operating Agreement (“Agreement”) is amended and restated as of April 2. 2010, by and among the parties listed on the signature pages hereof (collectively referred to as the “Members” or individually as a “Member”), with reference to the following facts.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • California
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is entered into effective as of April 21, 2010 by and among Atwood Minerals & Mining Corp. a Nevada corporation (the “Company”), Phreadz USA, LLC, a Nevada limited liability company (the “Target”), and the members of Target (the “Selling Members”) listed on Exhibit A attached hereto.
BIZZINGO, INC. SERIES A PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • October 26th, 2012 • Bizzingo, Inc. • Metal mining • Nevada
THIS STOCK PURCHASE AGREEMENT is made as of the 23 day of October, 2012, by and among BIZZINGO, INC., a Nevada corporation (the ‘Company’), with its principal office at 640 Mission Street, 5th Floor San Francisco CA 94103 formally of 63 Main Street, 202 Flemington NJ 08822 and the investors listed on Exhibit A hereto, each of which is herein referred to as an ‘Investor.’
CELEBRITY ENDORSEMENT AGREEMENTCelebrity Endorsement Agreement • March 22nd, 2012 • Bizzingo, Inc. • Metal mining
THIS AGREEMENT is made as of this March 14, 2012 but effective as of March 1, 2012 (“Effective Date”) by and between Bizzingo, Inc., a Nevada corporation with offices at 63 Main Street, Suite 202, Flemington, NJ 08822 (“Bizzingo”) and Joseph Theismann, an individual whose address is 21495 Ridgetop Circle, Suite 304A, Sterling Virginia 20166 (“Theismann”) (collectively the “Parties”).
PHREADZ, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • July 2nd, 2010 • Phreadz, Inc. • Metal mining • California
THIS RESTRICTED STOCK AGREEMENT (the “Agreement”) is entered into as of June 15, 2010 (the “Effective Date”), by and between Phreadz, Inc., a Nevada corporation (the “Company”) and Christina Domecq, an individual (the “Stockholder”).
ATWOOD MINERALS & MINING CORP. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • California
THIS RESTRICTED STOCK AGREEMENT (the “Agreement”) is entered into as of April __, 2010 (the “Effective Date”), by and between Atwood Minerals & Mining Corp., a Nevada corporation (the “Company”) and GJD Holdings, LLC, a Delaware limited liability company (the “Stockholder”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • California
This Employment Agreement (the “Agreement”) is entered into as of April ___, 2010 (“Effective Date”), by and between Atwood Mineral & Mining Corp. (together with its successors and assigns permitted under the Agreement, the “Company”), and Georges J. Daou (the “Executive”), with reference to the following facts:
SUBSCRIPTION AGREEMENTSubscription Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of March 23, 2010, by and among Phreadz USA LLC., a Nevada limited liability company (“Phreadz”), Universal Database of Music USA LLC, a Nevada limited liability company (“UDM”, together with Phreadz, the “Issuers”), and Professional Capital Partners, Ltd., a British Virgin Islands company (the “Subscriber”).
SECURITY AGREEMENTSecurity Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • New York
SECURITY AGREEMENT (this “Agreement”), dated as of March 23, 2010, by and among Phreadz USA, LLC, a Nevada limited liability company (“Phreadz”), Universal Database of Music USA, LLC, a Nevada limited liability company (“UDM”, together with Phreadz, the “Issuers”), and the secured parties signatory hereto and their respective endorsees, transferees (collectively, the “Secured Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 2nd, 2010 • Phreadz, Inc. • Metal mining • California
This Employment Agreement (the “Agreement”) is entered into as of June 15, 2010, by and between Phreadz, Inc. a Nevada corporation (together with its successors and assigns permitted under the Agreement, the “Company”), and Christina Domecq (the “Executive”), with reference to the following facts:
ATWOOD MINERALS & MINING CORP. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • California
THIS RESTRICTED STOCK AGREEMENT (the “Agreement”) is entered into as of April __, 2010 (the “Effective Date”), by and between Atwood Minerals & Mining Corp., a Nevada corporation (formerly Atwood Minerals & Mining Corp.) (the “Company”) and Jacques Krischer, an individual (the “Stockholder”).
TRUST AGREEMENTTrust Agreement • June 8th, 2006 • Atwood Minerals & Mining CORP.
LAURENCE SOOKOCHOFF currently owns holds personally the Mineral Rights to the STEP MINERAL CLAIM at Nicola Mining Division (NTS0921039/049)
JOINT FILING AGREEMENTJoint Filing Agreement • May 21st, 2010 • Atwood Minerals & Mining CORP. • Metal mining
THIS JOINT FILING AGREEMENT (this “Agreement”) is dated as of May 17, 2010, by and among GJD Holdings, LLC, a California limited liability company, GJDaou & Company, LLC, a Delaware limited liability company and Georges J. Daou.
CONSULTING AGREEMENTConsulting Agreement • November 7th, 2011 • Bizzingo, Inc. • Metal mining • California
INDEMNITY AGREEMENTIndemnity Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • California
This Indemnity Agreement, dated as of April __, 2010, is made by and between Atwood Mineral & Mining Corp. a Nevada corporation (the “Company”), and Georges J. Daou, an individual (the “Indemnitee”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • New York
INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”) dated as of March 23, 2010, by and among Phreadz USA, LLC, a Nevada limited liability company (“Phreadz”), Universal Database of Music USA, LLC, a Nevada limited liability company (“UDM”, together with Phreadz, the “Issuers”), and the secured parties signatory hereto and their respective endorsees, transferees (collectively, the “Secured Party”).
PHREADZ USA, LLC. CORPORATE LOAN AGREEMENTCorporate Loan Agreement • April 27th, 2010 • Atwood Minerals & Mining CORP. • Metal mining • Nevada
FOR VALUE RECEIVED, the undersigned, Phreadz USA, LLC., a Nevada Corporation (referred to herein as the “Borrower” or “FRDZ”), with offices at 63 Main Street, Flemington, NJ 08822, hereby unconditionally promises to pay to the order of ____________, his endorsees, successors and assigns (the “Lender”), in lawful money of the United States, at 12 Fisher King Road, Skillman NJ 08558, or such other address as the Lender may from time to time designate, the principal sum of Fifty Thousand Dollars ($50,000USD) (the “Loan”). This Note shall mature and become due and payable in full on June 30, 2010 (the “Maturity Date”).
