COMMON STOCK PURCHASE WARRANT To Purchase _______ Shares of Common Stock of VEMICS, INC.Vemics, Inc. • January 20th, 2009 • Communications services, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____, an ______ company (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vemics, Inc., a Nevada corporation (the “Company”), up to _____ shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ContractiCoreConnect Inc. • March 23rd, 2023 • Services-prepackaged software • Florida
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.
Share Exchange AgreementShare Exchange Agreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec • Nevada
This Share Exchange Agreement, dated as of October 12, 2005, is made by and among OMII CORP., a Nevada corporation (the "Acquiror"), each of the Persons listed on Exhibit A hereto (collectively, the "Shareholders" and individually a "Shareholder") and Vemics, Inc., a Delaware corporation (the "Company").
EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec • New York
This Employment Agreement (this "Agreement"), entered into as of October 1, 2004, between VEMICS, Inc. ("VEMICS") and Richard L. Marciniak ("Employee").
EXECUTIVE EMPLOYMENT AGREEMENT DATED AS OF DECEMBER 16, 2021 BETWEEN ICORECONNECT, INC. AND Jeffrey Stellinga EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 18th, 2022 • iCoreConnect Inc. • Services-prepackaged software • Florida
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) made this 16th day of December, 2021, by and between iCoreConnect, Inc., a Nevada corporation (hereinafter called “Company”), and Jeffrey Stellinga, individual (hereinafter called “Executive”). The Company and Executive may collectively be referred to in this Agreement as the “Parties” or individually as the “Party.”
ASSET PURCHASE AGREEMENT DATED AS OF SEPTEMBER 1, 2021 BETWEEN ICORECONNECT, INC. AND SPECTRUM TECHNOLOGY SOLUTIONS, LLC. INDEXAsset Purchase Agreement • March 23rd, 2023 • iCoreConnect Inc. • Services-prepackaged software • Florida
This ASSET PURCHASE AGREEMENT (this “Agreement”) is dated as of this 1st day of September, 2021 between ICORECONNECT INC., a Nevada corporation (“Buyer”), and SPECTRUM TECHNOLOGY SOLUTIONS, LLC., an Arizona corporation (“Seller”).
SUBORDINATION AGREEMENTSubordination Agreement • August 19th, 2022 • iCoreConnect Inc. • Services-prepackaged software • Delaware
This Subordination Agreement (this “Agreement”) is made as of August 18, 2022, between Element SaaS Finance (USA), LLC, a Delaware limited liability company, as lender under the Senior Loan Agreement referred to below (“Senior Lender”), and Gary Boyer (“Subordinated Creditor”).
SERVICE AGREEMENTService Agreement • August 25th, 2009 • Vemics, Inc. • Communications services, nec • Texas
This Connectivity Agreement ("Agreement") is entered into as of November 30, 2007 ("Effective Date") by and between eRx Network, LLC ("eRx"), with offices at 301 Commerce Street, Suite 3150, Fort Worth Texas 76102, and Vemics, Inc., A Nevada Corporation, with offices at 523 Avalon Gardens, Nanuet, NY 10954, ("Vemics").
EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec • New York
This Employment Agreement (this "Agreement"), is entered into on October 1, 2004, between VEMICS, Inc. ("VEMICS") and Fred Zolla ("Employee").
Minimum Offering: 2,000,000 Securities ($100,000) Maximum Offering: 20,000,000 Securities ($1,000,000) of Common Stock for $0.05 per Share Plus Warrants IMEDICOR, INC. (A NEVADA CORPORATION FORMERLY KNOWN AS VEMICS, INC.) SUBSCRIPTION AGREEMENTSubscription Agreement • August 23rd, 2010 • iMedicor • Communications services, nec • Nevada
THIS SUBSCRIPTION AGREEMENT (the “Agreement”) dated as of _____________, is between the undersigned Subscriber (the “Subscriber”), and iMedicor, Inc., a Nevada corporation formerly known as Vemics, Inc. (the “Company”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec • New York
This Stock Purchase Agreement (“Agreement”) is made as of October 16, 2006, by and among Vemics, Inc., a Nevada corporation (“Buyer”); NuScribe, Inc., a Texas corporation (the “Company”); John Mehmet Ulgar Dogru, Thomas Dorsett, C. Robert Heritage Trust, Jang Kim, Reid Moody, Angela Moody, Steven Williams, Clark Redus and Bala Sambandam (individually a “Founding Shareholder”, and together, the “FoundingShareholders”); and the other shareholders of NuScribe, Inc. who are signatories hereto and are identified on the signature page hereof as the “Investor Shareholders.” The Founding Shareholders and the Investor Shareholders are collectively referred to herein as, the “Sellers”).
SUBSCRIPTION AGREEMENT FOR COMMON STOCK OF VEMICS, INC.Subscription Agreement • July 8th, 2010 • iMedicor • Communications services, nec • Nevada
THIS SUBSCRIPTION AGREEMENT (the "Subscription Agreement") is made and entered into as of the 24th day of July 2008, between Vemics, Inc., a Nevada corporation (the 'Company") and the undersigned purchaser (the "Investor") (the "Investor," together with the "Company," are each referred to as a "Party" and collectively the "Parties").
ASSET PURCHASE AGREEMENT Between VEMICS, INC. and E LEARNING DESKTOP VENTURES, INC.Asset Purchase Agreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec • New York
This ASSET PURCHASE AGREEMENT ("Agreement") is entered into as of January 25, 2007 ("Effective Date"), by and between Vemics, Inc., a Nevada Corporation whose address is 523 Avalon Gardens Drive, Nanuet, New York 10954 ("Vemics''), and E Learning Desktop Ventures Inc., a Canadian Corporation whose address is 2301 Haines Rd # 201, Mississauga ON Canada ("EL Desktop").
SUBORDINATION AGREEMENTSubordination Agreement • January 3rd, 2023 • iCoreConnect Inc. • Services-prepackaged software
This Subordination Agreement (this “Agreement”) is made as of December 15, 2022, between Element SaaS Finance (USA), LLC, a Delaware limited liability company, as lender under the Senior Loan Agreement referred to below (“Senior Lender”), and Robert McDermott (“Subordinated Creditor”).
FORM OF WARRANTiMedicor • August 23rd, 2010 • Communications services, nec • New York
NEITHER THIS SECURITY NOR ANY SECURITIES WHICH MAY BE ISSUED UPON EXERCISE OF THIS SECURITY HAVE BEEN REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY U.S. STATE OR OTHER JURISDICTION OR ANY EXCHANGE OR SELF-REGULATORY ORGANIZATION, IN RELIANCE UPON EXEMPTIONS FROM REGISTRATION UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED, AND SUCH OTHER LAWS AND REQUIREMENTS, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD, EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR LISTING OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, SUCH REGISTRATION AND/OR LISTING REQUIREMENTS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH WILL BE REASONABLY ACCEPTABLE TO THE COMPANY.
CONVERTIBLE PROMISSORY NOTEiCoreConnect Inc. • August 14th, 2023 • Services-prepackaged software • Nevada
For Value Received iCoreConnect, Inc., a Nevada corporation (“Borrower”), hereby promises to pay to the order of Christa Maclean, at 502 Troy Road, Ithaca NY 14850, or at such other place designated, the Loan Amount set forth in the attached Loan Schedule (the “Loan Schedule”), without offset, pursuant to the terms of this Promissory Note (this “Note”).
AGREEMENT BETWEEN VEMICS INC AND EP GLOBAL COMMUNICATIONS, INC.Agreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec • New Jersey
This AGREEMENT, consisting of the terms and conditions set forth below and the attached exhibits, each of which is incorporated into and made a part hereof by this reference (“Agreement”), is entered into as of November 3, 2005, (the “Effective Date”), by and between Vemics, Inc a Nevada corporation (“VEMICS”), having its principal place of business at 65 East Route 4, River Edge, New Jersey 07661 and EP Global Communications mc, a Delaware corporation having its principal place of business at 65 East Route 4, Riveredge, New Jersey (“EP GLOBAL”).
AGREEMENT BETWEEN VEMICS INC AND HYPERTROPHIC CARDIOMYOPATHY ASSOCIATIONAgreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec • New York
This AGREEMENT, consisting of the terms and conditions set forth below and the attached exhibits, each of which is incorporated into and made a part hereof by this reference ( ''Agreement''), is entered into as of June 15, 2007, (the ''Effective Date''), by and between Vemics, Inc a Nevada corporation (''VEMICS''), having its principal place of business at 523 Avalon Gardens Drive, Nanuet, New York 10954 and The Hypertrophic Cardiomyopathy Association (The SOCIETY), a Medical Society in the State of New Jersey having its principal place of business at 328 Green Pond Road, Hibernia, NJ 07842
FORM OF WARRANTVemics, Inc. • May 5th, 2009 • Communications services, nec • Nevada
Vemics, Inc., a Nevada corporation (the “Company”), hereby certifies that _______________________, their permissible transferees, designees, successors and assigns (collectively, the “Holder”), for value received, is entitled to purchase from the Company at any time commencing on the date hereof (the “Effective Date”), and terminating on the 5th anniversary of such date (the “Termination Date”) up to _________ shares (each, a “Share” and collectively the “Shares”) of the Company’s common stock, par value $0.001 per Share (the “Common Stock”), at an exercise price per Share equal to $0.05 (the “Exercise Price”). The number of Shares purchasable hereunder and the Exercise Price are subject to adjustment as provided in Section 4 hereof.
CONVERSION AGREEMENTConversion Agreement • April 3rd, 2017 • iMedicor • Services-prepackaged software • Florida
CONVERSION AGREEMENT (this “Agreement”), dated November 7, 2016 among iMEDICOR, Inc., a Nevada corporation formerly known as Vemics, Inc. (the “Company”), and the undersigned holder (the “Holder”) of a Series A 18% Convertible Promissory Note in the principal amount set forth below the Holder’s signature to this Agreement, as amended by the Amendment dated December 24, 2015 (the “Bridge Note”).
RECAPITALIZATION AGREEMENTRecapitalization Agreement • April 3rd, 2017 • iMedicor • Services-prepackaged software • Nevada
RECAPITIALIZATION AGREEMENT (this "Agreement"), dated as of November 1, 2016, among iMEDICOR, Inc., a Nevada corporation formerly known as Vemics, Inc. (the "Company"), and those persons who are signatories of this Agreement and who are owners of record of shares of the capital stock of the Company (the "Stockholders") and/or the holders (the "Convertible Debt Holders") of indebtedness convertible into shares of capital stock of the Company (the "Convertible Debt").
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 18th, 2022 • iCoreConnect Inc. • Services-prepackaged software • Delaware
This Loan and Security Agreement (this “Agreement”) is entered into as of February 28, 2022 (the “Effective Date”), by and between iCoreConnect, Inc., a Nevada corporation (“Borrower”), and Element SaaS Finance (USA), LLC, a Delaware limited liability company (“Lender”).
ZNANIYE-CENTRE Study Group Moscow, Russia 119454Vemics, Inc. • March 18th, 2008 • Communications services, nec • Republic of Tatarstan
This agreement shall serve as the basis for a strategic alliance between Vemics, Inc a United States based corporation and the ZNANIYE-CENTRE Study Group, a Russian based professional consulting group.
ASSET PURCHASE AGREEMENT DATED AS OF APRIL 30, 2019 BETWEEN ICORECONNECT INC. AND CLARICARE INC.Asset Purchase Agreement • May 2nd, 2019 • iCoreConnect Inc. • Services-prepackaged software • Florida
This ASSET PURCHASE AGREEMENT (this “Agreement”) is dated as of this 30th day of April, 2019 between iCORECONNECT INC., a Nevada corporation (“Buyer”), and CLARICARE INC., an Indiana corporation (“Seller”).
EXECUTIVE EMPLOYMENT AGREEMENT DATED AS OF JULY 1, 2013 BETWEEN iMEDICOR, INC. AND ROBERT MCDERMOTTExecutive Employment Agreement • July 30th, 2013 • iMedicor • Services-prepackaged software • New York
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) made as of this 1st day of July 2013 (the “Effective Date”), by and between iMEDICOR, INC., a Nevada corporation (hereinafter called the “Company”), and Robert McDermott, an individual (hereinafter called “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec
THIS OFFICER'S EMPLOYMENT AGREEMENT ("Agreement") made this 10th day of March 2008, by and between Vemics, Inc. ("Vemics"), a Delaware corporation having an address 523 Avalon Gardens, Nanuet, NY 10954, and Craig Stout ("Employee"), an adult individual residing at 9 Lynne Drive, Chestnut Ridge, NY 10977.
LEASE AGREEMENT THE STATE OF TEXAS COUNTY OF TRAVISLease Agreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec
This Lease Agreement, made and entered into this 10 day of August 2006 with effective date provided below, by and between CHERYL OGLE, an individual, hereinafter called “Lessor”, and NuScribe, LP, hereinafter called “Lessee’.
AEGIS CAPITAL CORP. New York, New York 10019Letter Agreement • October 14th, 2008 • Vemics, Inc. • Communications services, nec • New York
This letter agreement (this “Agreement”) confirms the engagement of Aegis Capital Corp. Inc. (“ACC”) by Vemics, Inc. (“Vemics” or the “Company”) as exclusive placement agent and financial advisor to arrange the sale of equity or equity-linked securities including convertible preferred, convertible debt and warrants (“Equity” or the “Securities”) on behalf of the Company. The sale of Securities (the “Financing” or “Financings”) may be completed under an effective shelf registration statement, if applicable, or may occur through a private placement pursuant to one or more exemptions from registration under the Securities Act of 1933, as amended (the “Securities Act”), and in compliance with applicable securities laws of states and other jurisdictions (“Blue Sky Laws”).
Memorandum of Intention between Sochi State University of Tourism and Recreation And The University of Miami/Vemics Inc. Aims of MemorandumVemics, Inc. • March 18th, 2008 • Communications services, nec
The parties have agreed to carry out cooperative activities aimed at extension of education, syllabus development, research work, academic student and teacher exchange. The parties will also look at other favorable opportunities for the accomplishment of educational activities between two Universities and pursue on an exclusive basis contracts to provide language training services to the Olympic committee, the City of Sochi and the Krasnodar Region.
Strategic Alliance AgreementStrategic Alliance Agreement • October 13th, 2010 • iMedicor • Communications services, nec • New York
AGREEMENT, made as of the 1st day of June, 2010 between iMedicor, Inc., a Nevada corporation with offices at 523 Avalon Garden Drive, Nanuet, New York 10954 (hereinafter referred to as “iMedicor”) and Patient Access Solutions, Inc (PAS), a Nevada corporation whose offices are located at 245 Marcus Blvd., Hauppauge, NY 11788,
ContractVemics, Inc. • February 4th, 2010 • Communications services, nec • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR VEMICS, INC. SHALL HAVE RECEIVED AN OPINION OF COUNSEL THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
ContractNotice of Exercise • August 3rd, 2022 • iCoreConnect Inc. • Services-prepackaged software • Florida
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.
CONVERTIBLE PROMISSORY NOTEiCoreConnect Inc. • August 14th, 2023 • Services-prepackaged software • Nevada
For Value Received iCoreConnect, Inc., a Nevada corporation (“Borrower”), hereby promises to pay to the order of Robosmasher Inc., at 8045 Whitford Ct, Windermere, FL 34786, or at such other place designated, the Loan Amount set forth in the attached Loan Schedule (the “Loan chedule”), without offset, pursuant to the terms of this Promissory Note (this “Note”).
AGREEMENT BETWEEN VEMICS INC AND THE PULMONARY HYPERTENSION ASSOCIATIONAgreement • March 18th, 2008 • Vemics, Inc. • Communications services, nec • New York
This AGREEMENT, consisting of the terms and conditions set forth below and the attached exhibits, each of which is incorporated into and made a part hereof by this reference ( ''Agreement''), is entered into as of June 28, 2007, (the ''Effective Date''), by and between Vemics, Inc a Nevada corporation (''VEMICS''), having its principal place of business at 523 Avalon Gardens Drive, Nanuet, New York 10954 and The Pulmonary Hypertension Association, Inc ( The Association), a Florida non-profit corporation having its principal place of business at 801 Roeder Rd, Silver Spring, Maryland 20910.
Agreement Between University of Miami Division of Continuing and International Education And VemicsVemics • March 18th, 2008 • Vemics, Inc. • Communications services, nec • Florida
This agreement entered into this 12th of December, 2006 by and between the University of Miami ("UM"), whose address is 1508 Levante Avenue, Room 327, Coral Gables, Florida 33124, on behalf of its Division of Continuing and International Education ("DCIE") and VEMICS ("Vemics"), whose address is 523 Avalon Gardens Drive, Nanuet, NY 10954.
