NYXIO TECHNOLOGIES Corp Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 16th, 2014 • NYXIO TECHNOLOGIES Corp • Electronic computers • New York

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of September 13, 2013, by and between NYXIO TECHNOLOGIES CORPORATION, a Nevada corporation, with headquarters located at 2156 NE Broadway, Portland, OR 97232 (the "Company"), and ASHER ENTERPRISES, INC., a Delaware corporation, with its address at l Linden Place, Suite 207, Great Neck, NY 11021 (the "Buyer").

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ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • September 7th, 2006 • Drayton Harbor Resources Inc. • British Columbia

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the terms and covenants herein and other good and valuable consideration, the receipt and sufficiency of which each party acknowledges, the parties hereto agree as follows:

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 21st, 2012 • NYXIO TECHNOLOGIES Corp • Electronic computers • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of September 20, 2012, by and between NYXIO TECHNOLOGIES CORP., a Nevada corporation (the "Company"), and CONTINENTAL EQUITIES LLC., a New York limited liability company (“Continental” or the “Buyer”).

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • July 11th, 2011 • NYXIO TECHNOLOGIES Corp • Metal mining • Nevada
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 19th, 2013 • NYXIO TECHNOLOGIES Corp • Electronic computers • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 20, 2013, by and between Nyxio Technologies Corp. a Nevada corporation, with executive offices located at 2156 NE Broadway, Portland, Oregon 97232 (the “Company”) and Continental Equities LLC, a New York limited liability company, with its address at 331 West 57th Street, Suite 206, New York, NY 10019 (the “Investor”).

Business Consulting Agreement
Business Consulting Agreement • February 5th, 2015 • NYXIO TECHNOLOGIES Corp • Electronic computers • Nevada

WHEREAS, the Company desires to be assured of the services of the Consultant in order to avail itself to the Consultant’s experience, skills, knowledge and abilities. The Company is therefore willing to engage the Consultant and the Consultant agrees to be engaged upon the terms and conditions set forth herein.

SECURITIES EXCHANGE AND SETTLEMENT AGREEMENT
Securities Exchange and Settlement Agreement • November 20th, 2014 • NYXIO TECHNOLOGIES Corp • Electronic computers • New York

This Securities Exchange and Settlement Agreement, dated as of October l 3, 2014 (this ''Agreement''), between Nyxio Technologies Corp., a Nevada corporation (inclusive of any Subsidiaries, "Issuer"), and Beaufort Capital Partners LLC ("Investor'') (Issuer and Investor may hereinafter be referred to individually as a "Party" or jointly as the "Parties").

EMPLOYMENT AGREEMENT
Employment Agreement • January 11th, 2012 • NYXIO TECHNOLOGIES Corp • Metal mining • Oregon

This Agreement made and entered into this 1st day of June, 2011, by and between Nyxio Technologies ("employer"), and Giorgio E.W. Johnson ("employee"). The parties recite that:

MEDIA CONSULTING CAMPAIGN
Media Consulting Campaign • April 11th, 2014 • NYXIO TECHNOLOGIES Corp • Electronic computers

This Media Consulting Services Agreement (the "Agreement") is entered this 24th of March by and between Cresencia Cruz ("Consultant"), and Nyxio Technologies Corp. (“Client”), with reference to the following:

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • April 15th, 2011 • LED Power Group, Inc. • Metal mining • Nevada

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (hereinafter, "Agreement") is made and entered into this 14th day of April, 2011 by and between American Petro-Hunter Inc., a Nevada corporation (hereinafter, “Assignor”) and LED Power Group, Inc., a Nevada corporation (hereinafter, “Assignee”).

Exclusive License Agreement
Exclusive License Agreement • March 31st, 2009 • LED Power Group, Inc. • Metal mining
ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • February 22nd, 2007 • Drayton Harbor Resources Inc. • Metal mining • British Columbia

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the terms and covenants herein and other good and valuable consideration, the receipt and sufficiency of which each party acknowledges, the parties hereto agree as follows:

Business Consulting Agreement
Business Consulting Agreement • June 13th, 2013 • NYXIO TECHNOLOGIES Corp • Electronic computers • Nevada

WHEREAS, Consultant provides consultation and advisory services relating to corporate operations and development; and

Business Consulting Agreement
Business Consulting Agreement • April 11th, 2014 • NYXIO TECHNOLOGIES Corp • Electronic computers • Nevada

WHEREAS, Consultant provides consultation and advisory services relating to corporate operations and development; and

MANAGEMENT AND GOVERNANCE CONSULTANT AGREEMENT
Management and Governance Consultant Agreement • March 31st, 2009 • LED Power Group, Inc. • Metal mining • Nevada
ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • March 31st, 2009 • LED Power Group, Inc. • Metal mining • Nevada

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (hereinafter, "Agreement") is made and entered into this 12th day of January, 2009 (hereinafter, “Effective Date”) by and between Trussnet Capital Partners (HK) Ltd. (hereinafter, “Assignor”) and LED Power, Inc., a Nevada corporation (hereinafter, “Assignee”).

NYXIO TECHNOLOGIES CORPORATION INCENTIVE COMPENSATION RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • May 20th, 2013 • NYXIO TECHNOLOGIES Corp • Electronic computers • Nevada

This Restricted Stock Award ("Award") is awarded on May 10, 2013 ("Date of Grant"), by Nyxio Technologies Corporation (the "Company") to Giorgio Johnson ("Recipient").

RESCISSION AGREEMENT
Rescission Agreement • August 20th, 2010 • LED Power Group, Inc. • Metal mining • California

This Rescission Agreement ("Agreement") is made and entered into as of the 16th day of August, 2010, by and among LED Power, Inc. ("LPI"), Trussnet Capital Partners (HK) Ltd. ("TCP"), Trussnet Capital Partners (Cayman) Ltd. (“Trussnet Cayman”) and Coach Capital, LLC (“Coach”). LPI, Coach, TCP and Trussnet Cayman are each individually referred to in this Agreement as a “Party” and collectively referred to in this Agreement as the “Parties.”

BlueStack Systems Inc. Technology License and Services Agreement
Technology License and Services Agreement • August 31st, 2011 • NYXIO TECHNOLOGIES Corp • Metal mining • California

This Technology License and Services Agreement ("Agreement) is entered into as of August 18, 2011 (the "Effective Date") by and between BlueStack Systems, Inc., having an office at 2105 S. Bascom Ave, #380, Campbell, California 95008, USA ("BlueStacks"), and Nyxio Technologies Corporation, headquartered at 2156 NE Broadway, Portland, Oregon 97232, USA ("Licensee" or “Nyxio”). In consideration of the benefits and obligations exchanged in this Agreement, the parties agree as follows:

SECOND AMENDMENT TO LEASE
NYXIO TECHNOLOGIES Corp • April 16th, 2012 • Electronic computers

It is mutually agreed that the Lease Agreement dated March 23, 2010, and First Amendment to Lease dated April 1, 2011 (collectively the "LEASE") between AMERICAN PROPERTY MANAGEMENT CORP. as agent for and on behalf of WESTON INVESTMENT CO. LLC, ("LESSOR"), and Nyxio Electronics, LLC, an Oregon limited liability company ("LESSEE"), for #2156 NE Broadway consisting of approximately 1,251 square feet; plus Suite 100 consisting of approximately 905 square feet, for a total of approximately 2,156 square feet ("Premises") in the Weston Plaza Office Building located at 2154 NE Broadway in Portland, Oregon ("Building") is hereby modified as follows:

AMENDMENT NO. 1 TO NOTE
NYXIO TECHNOLOGIES Corp • May 21st, 2012 • Electronic computers

This AMENDMENT NO. 1 TO NOTE (this "Amendment") dated as of April 21, 2012 (the "Effective Date'') is entered into by Nyxio Technologies Corporation, a Nevada corporation (the "Company").

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • January 16th, 2009 • Drayton Harbor Resources Inc. • Metal mining • Nevada

THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”), is made and entered into as of January 12, 2009, by and among Drayton Harbor Resources, Inc., a Nevada corporation (“Parent”), Drayton Acquisition Sub, Inc., a Nevada corporation and wholly owned subsidiary of Parent (“Merger Sub”), and LED Power, Inc., a Nevada corporation (the “Company”). Certain other capitalized terms used in this Agreement are defined in Exhibit A attached hereto.

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BINDING LETTER OF INTENT
LED Power Group, Inc. • June 1st, 2011 • Metal mining • Nevada

The Company is a publicly traded company with the ticker symbol “LPWR” on the United States over-the-counter (OTC) bulletin board securities market.

Master Representative & Consulting Agreement
Consulting Agreement • March 11th, 2015 • NYXIO TECHNOLOGIES Corp • Electronic computers • Oregon

This Master Representative and Consulting Agreement ("Agreement") is entered into as of the 23rd Day of May, 2013 (hereinafter "Agreement Date") between KMH Associates, Inc. a New York Corporation, with its principal place of business at BOX 1195, Smithtown, NY 11787-0959 (the "Master Rep") and Nyxio Technologies Corp, an Oregon Company with its principal place of business at 2156 Northeast Broadway, Portland, OR 97232 (the "Vendor").

Addendum to current Nyxio Technologies Corp Agreement Exhibit A
NYXIO TECHNOLOGIES Corp • April 11th, 2014 • Electronic computers

This change dated January 17, 2014 and retroactive to January 1, 2014, is a change to Paragraph 3 to the above titled Exhibit A of said Agreement dated May 23, 2013 by and between Nyxio Technologies Corp and KMH Associates, Inc.

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • October 6th, 2014 • NYXIO TECHNOLOGIES Corp • Electronic computers • New York

This Share Exchange Agreement (this “Agreement”), dated effective as of _____________, 2014, is by and among 212 DB Corp., a Delaware corporation (“212”), at least a majority of the common shareholders of 212 (the “212 Common Stockholders”) and Nyxio Technologies Corp., a Nevada corporation (“NYXO”). 212, the 212 Common Stockholders and NYXO are individually referred to herein as the “Party” or collectively as the “Parties.”

Business Consulting Agreement
Business Consulting Agreement • February 5th, 2015 • NYXIO TECHNOLOGIES Corp • Electronic computers • Nevada

WHEREAS, the Company desires to be assured of the services of the Consultant in order to avail itself to the Consultant's experience, skills, knowledge and abilities. The Company is therefore willing to engage the Consultant and the Consultant agrees to be engaged upon the terms and conditions set forth herein.

SECURITIES PURCHASE AGREEMENT
Security Agreement • February 27th, 2012 • NYXIO TECHNOLOGIES Corp • Electronic computers • New York

This Securities Purchase Agreement (“Agreement”) is entered into and effective as of February 21, 2012 (“Effective Date”), by and among Nyxio Technologies Corporation, a Nevada corporation (“Company”), and Socius CG II, Ltd., a Bermuda exempted company (including its designees, successors and assigns, “Investor”).

1st AMENDED CERTIFICATE OF DESIGNATION OF NYXIO TECHNOLOGIES, INC. Pursuant to Section 78.1955 of the Nevada Revised Statutes SERIES A PREFERRED STOCK
Series a Preferred Stock • October 6th, 2014 • NYXIO TECHNOLOGIES Corp • Electronic computers

On behalf of Nyxio Technologies, Inc., a Nevada corporation (the “Corporation”), the undersigned hereby certifies that the following resolution has been duly adopted by the board of directors of the Corporation (the “Board”):

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • July 18th, 2013 • NYXIO TECHNOLOGIES Corp • Electronic computers • Oregon

This amended and restated employment agreement (the “Agreement’) is made and entered into effective as of the 1st day of July 2013 and hereby amends and restates that certain employment agreement dated the 1st day of June, 2011 by and between Nyxio Technologies ("employer"), and Giorgio E.W. Johnson ("employee") as subsequently amended on January 1, 2012. The parties recite that:

Debt Settlement and Share Exchange Agreement AMENDMENT NO. 1 TO
Note • May 20th, 2013 • NYXIO TECHNOLOGIES Corp • Electronic computers

This AMENDMENT NO. 1 TO NOTE (this “Amendment”) dated as of May 15, 2013 (the “Effective Date”) is entered into by Nyxio Technologies Corporation, a Nevada corporation (the “Company”) and Reign Investment Group, LLC, (“Reign”) a Nevada limited liability company.

Business Consulting Agreement
Business Consulting Agreement • February 5th, 2015 • NYXIO TECHNOLOGIES Corp • Electronic computers • Nevada

WHEREAS, Consultant provides consultation and advisory services relating to corporate operations and development; and

DJ&H DISTRIBUTING SUPPLEMENTAL VENDOR PURCHASE AGREEMENT
H Distributing Supplemental Vendor Purchase Agreement • November 19th, 2013 • NYXIO TECHNOLOGIES Corp • Electronic computers • Pennsylvania

This agreement effective as of the 26th day of June, 2013, by and between D&H DISTRIBUTING CO. a Pennsylvania company with its principal place of business at 2525 N. 7th Street, Harrisburg , Pennsylvania, 17110 ("D&H"), and Nyxio Technologies Corporation, a company with its principal place of business at 2156 NE Broadway , Portland, Oregon, 97232, ("Vendor")

Consulting Agreement THIS AGREEMENT made as of the 25th day of March, 2013 BETWEEN:
Consulting Agreement • May 20th, 2013 • NYXIO TECHNOLOGIES Corp • Electronic computers

IN CONSIDERATION OF The mutual covenants, terms and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

SECURITIES PURCHASE AGREEMENT (Signature Page)
Securities Purchase Agreement • January 11th, 2012 • NYXIO TECHNOLOGIES Corp • Metal mining • Nevada

Please confirm that the foregoing correctly sets forth the agreement between us by signing in the space provided below for that purpose.

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