KAT Racing, Inc. Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 30th, 2018 • Financial Gravity Companies, Inc. • Finance services • Nevada

This REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of May 23, 2017 (the "Execution Date"), is entered into by and between Financial Gravity Companies, Inc., a Nevada corporation with its principal executive office at 800 N. Watters Rd., Suite 120, Allen, TX 75013 (the "Company"), and GHS Investments, LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Jericho, NY 11753 (the "Investor").

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EQUITY FINANCING AGREEMENT
Equity Financing Agreement • September 18th, 2017 • Financial Gravity Companies, Inc. • Finance services • Nevada

This EQUITY FINANCING AGREEMENT (this "Agreement"), dated as of May 23, 2017 (the "Execution Date"), is entered into by and between Financial Gravity Companies, Inc., a Nevada corporation with its principal executive office at 800 N. Watters Road, Suite 120, Allen, TX 75013 (the "Company"), and GHS Investments, LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 207, Jericho, NY 11753 (the "Investor").

COMMERCIAL SECURITY AGREEMENT
Security Agreement • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas • Ohio
COMMERCIAL GUARANTY
Financial Gravity Companies, Inc. • February 9th, 2017 • Crude petroleum & natural gas

CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower’s obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender’s remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without setoff or deduction or counterclaim, and will otherwise perform Borrower’s obligations under the Note and Related Documents. Under this Guaranty, Guarantor’s liability is unlimited and G

STOCK EXCHANGE AGREEMENT
Stock Exchange Agreement • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas • Texas

This Stock Exchange Agreement (“Agreement”) is entered into as of December 30, 2014, by and between Cloud9 Holdings Co. (“Seller”) and Financial Gravity Holdings, Inc. (“Purchaser”). Purchaser and Seller may collectively be referred to as the “Parties”.

AGREEMENT AND PLAN OF MERGER BY AND AMONG Financial Gravity Holdings, INC. Pacific Oil Company AND Pacific MERGER CORP. September 30, 2016 AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas • Texas

This Agreement and Plan of Merger (this “Agreement”) is entered into as of September 30, 2016, by and among Financial Gravity Holdings, Inc., a Texas corporation (“FGH”), Pacific Oil Company, a Nevada corporation (“Pacific”), and Pacific Merger Corp., a Texas corporation (“Pacific Merger Corp”).

TERMINATION AGREEMENT
Termination Agreement • October 14th, 2014 • PACIFIC OIL Co • Crude petroleum & natural gas

THIS TERMINATION AGREEMENT (the “Agreement”) made this 9th day of July 2013 by and among, Prairie West Oil & Gas, Ltd., a Nevada corporation (“PrairieNev” or “Pubco”) on one hand and Prairie West Oil & Gas, Ltd., a Canadian corporation (“PrairieCan” or “the Company”) on behalf of its shareholders on the other hand.

AGREEMENT AND PLAN OF MERGER BY AND AMONG Financial Gravity COMPANIES, INC. PRESIDENTIAL BROKERAGE, iNC. AND Financial Gravity WEALTH, INC. September 30, 2019 AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • May 29th, 2020 • Financial Gravity Companies, Inc. • Finance services • Texas

This Agreement and Plan of Merger (this “Agreement”) is entered into as of September 30, 2019, by and among Financial Gravity Companies, Inc., a Nevada corporation (“FGCO”), Presidential Brokerage, Inc., a California corporation (“PBI”), and Financial Gravity Wealth, Inc., a Texas corporation (“Financial Gravity Wealth”).

AMENDED AND RESTATED ESCROW AGREEMENT
Amended and Restated • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas • Ohio

This AMENDED AND RESTATED ESCROW AGREEMENT (this “Agreement”), dated effective as of March 25, 2016 (the “Effective Date”), is by and among Financial Gravity Holdings, Inc., a Texas corporation (the “Company”), each of the individuals listed on the signature page hereto (the “Sellers”), Edward A. Lyon, as representative of the Sellers (the “Sellers’ Representative”), and American Escrow Company, as escrow agent (the “Escrow Agent”).

Financial Gravity Companies, Inc.
Escrow Agreement • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas

This letter will serve as the Company Distribution Notice under section 3(b) of the Escrow Agreement, which provides as follows:

Stock Purchase Agreement
Stock Purchase Agreement • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas • Oklahoma

This Stock Purchase Agreement (this “Agreement”) is made as of August 12, 2015 by and among Cloud9Accelerator, LLC, a Texas limited liability company doing business as Financial Gravity Ventures (the “Buyer”), The David and Ricki Jackson Revocable Trust, under Trust Agreement dated October 12, 2010 (the “Shareholder”), and SASH Corporation, an Oklahoma corporation doing business as Metro Data Processing (the “Company”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG Financial Gravity COMPANIES, INC. NCW GROUP, INC. AND FORTA financial GrOUP, INC. March 1, 2021 AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • March 15th, 2021 • Financial Gravity Companies, Inc. • Finance services • California

This Agreement and Plan of Merger (this “Agreement”) is entered into as of March 1, 2021, by and among Financial Gravity Companies, Inc., a Nevada corporation (“FGCO”), NCW GROUP, Inc., a California corporation (“NCW”), and Forta Financial Group, Inc., a California corporation (“Forta”).

TERMINATION AGREEMENT
Termination Agreement • July 11th, 2013 • Prairie West Oil & Gas, Ltd. • Crude petroleum & natural gas

THIS TERMINATION AGREEMENT (the “Agreement”) made this 9th day of July 2013 by and among, Prairie West Oil & Gas, Ltd., a Nevada corporation (“PrairieNev” or “Pubco”) on one hand and Prairie West Oil & Gas, Ltd. , a Canadian corporation (“PrairieCan” or “the Company”) on behalf of its shareholders on the other hand.

EXCHANGE AGREEMENT
Exchange Agreement • January 28th, 2013 • KAT Racing, Inc. • Motor vehicles & passenger car bodies • Nevada

THIS EXCHANGE AGREEMENT (the “Agreement”) made this 22nd day of January, 2013 by and among, Prairie West Oil & Gas, Inc. fka Kat Racing, Inc., a Nevada corporation, with offices located at 9500 W. Flamingo #205, Las Vegas, NV 89147 (“Prairie Nevada”) and Prairie West Oil & Gas, Ltd., a Canada Company, with offices located at 888 - 3rd Street SW, (West Bankers Hall) 10th Floor, Calgary, Alberta, Canada T2P 5C5, (“Prairie Canada” or “the Company”) on behalf of its shareholders, both parties hereinafter referred to as the “Parties.”

AMENDMENT TO PURCHASE AGREEMENT
Purchase Agreement • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas

THIS AMENDMENT TO PURCHASE AGREEMENT (this “Amendment”), dated effective as of March 25, 2016, is entered into among FINANCIAL GRAVITY HOLDINGS, INC., a Texas corporation with offices at 800 N. Watters Road, Suite 120, Allen, TX 75013 (the “Purchaser”), and each of the individuals listed on the signature page hereto (each, a “Seller” and, collectively, the “Sellers”).

AMENDMENT TO EQUITY FINANCING AGREEMENT
Equity Financing Agreement • September 24th, 2018 • Financial Gravity Companies, Inc. • Finance services

THIS AMENDMENT TO EQUITY FINANCING AGREEMENT (the Amendment”) is entered into on September 4, 2018 and made effective as of May 23, 2017 by and between Financial Gravity Companies, Inc., a Nevada corporation (the “Company”) and GHS Investments, LLC, a Nevada limited liability company (the “Investor”). Each party to this Amendment is referred to herein as a “Party,” and collectively as the “Parties.”

Business Direct Credit Application Agreement and Personal Guarantee
Financial Gravity Companies, Inc. • February 9th, 2017 • Crude petroleum & natural gas • South Dakota

By signing below, I certify that I am authorized to submit this application on behalf of the business named above (“Applicant”) and that all information and documents provided in connection with this application, including federal and state income tax returns (if any), are true, correct and complete. I further certify that this credit request is for my business only, and that all proceeds will be used solely for business or commercial purposes. I authorize Wells Fargo Bank, N.A. (“Bank”) to obtain balance and payoff information on all accounts requiring payoff as a condition to approving this application and to obtain at any time consumer and business reports from and to report credit information to others, including the Internal Revenue Service and state taxing authorities, about me and my business, both in connection with this application as well as any review, extension or renewal of the credit granted pursuant to this application. I agree to notify Bank promptly of any material cha

SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • May 29th, 2020 • Financial Gravity Companies, Inc. • Finance services

This Second Amendment to Agreement and Plan of Merger (this “Second Amendment”) is entered into as of May 14, 2020, by and among Financial Gravity Companies, Inc., a Nevada corporation (“FGCO”), Forta Financial Group, Inc. (formerly named Presidential Brokerage, Inc.), a California corporation (“Forta”), and Sofos Investments, Inc. (formerly named Financial Gravity Wealth, Inc.), a Texas corporation (“Sofos”). This Second Amendment amends the Agreement and Plan of Merger (as amended to date) (the “Agreement”) among FGCO, Forta, and Sofos.

PURCHASE AGREEMENT between FINANCIAL GRAVITY HOLDINGS, INC. and the holders of all of the membership interests of TAX COACH SOFTWARE, LLC Dated effective as of OCTOBER 1, 2015
Purchase Agreement • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas • Ohio

THIS PURCHASE AGREEMENT (this “Agreement”), dated effective as of October 1, 2015 (the “Effective Date”) by and between FINANCIAL GRAVITY HOLDINGS, INC., a Texas corporation with offices at 800 N. Watters Rd., Ste 120, Allen, TX 75013 (the “Purchaser” or “FG”), and each of the individuals listed on the signature page hereto (each, a “Seller” and, collectively, the “Sellers”), under the following circumstances:

EMPLOYMENT AGREEMENT
Employment Agreement • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas • Ohio

This Employment Agreement (this “Agreement”) by and between Tax Coach Software, LLC, an Ohio limited liability company (the “Company”) and Edward A. Lyon, an Ohio resident (“Employee”) is made and entered into effective November 1, 2015. The execution of this Agreement is a condition to the closing of the transactions contemplated by the Purchase Agreement (“Purchase Agreement”) between Financial Gravity Holdings, Inc., a Texas corporation (“Financial Gravity”), and holders of all of the membership interests of the Company, dated effective the 1st day of October, 2015 (the “Effective Date”).

ESCROW AGREEMENT
Escrow Agreement • February 9th, 2017 • Financial Gravity Companies, Inc. • Crude petroleum & natural gas • Ohio

This ESCROW AGREEMENT (this “Agreement”), dated effective as of October 1, 2015 (the “Effective Date”), is by and among Financial Gravity Holdings, Inc., a Texas corporation (the “Company”), each of the individuals listed on the signature page hereto (the “Sellers”), Edward A. Lyon, as representative of the Sellers (the “Sellers’ Representative”), and American Escrow Company, as escrow agent (the “Escrow Agent”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • July 21st, 2008 • KAT Racing, Inc. • Motor vehicles & passenger car bodies

The undersigned agrees to purchase shares of Common Stock of KAT RACING (“KAT”) at a purchase price of $0.05 per share in the Private Placement Offering dated April 24, 2006. If the Subscription stated below is accepted by KAT, the undersigned hereby executes and agrees to all the terms of offering and hereby agrees to fill out the suitability and representation letter as attached.

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ESCROW AGREEMENT
Escrow Agreement • July 21st, 2008 • KAT Racing, Inc. • Motor vehicles & passenger car bodies • Nevada

THIS AGREEMENT made and entered into this 20th day of April, 2006, by and between Kat Racing whose address is 6885 Speedway Blvd., Suite Y116 Las Vegas NV. 89115 (the "Client"); and the Law Offices of Michael R. Balabon, Esq. Ltd., whose address is 4850 W. Flamingo Rd. Suite 22, Las Vegas, Nevada 89103 (the "Escrow Agent").

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