SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 3rd, 2022 • Basanite, Inc. • Services-advertising • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 28, 2022, between Basanite, Inc., a company organized under the Laws of Nevada (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 17th, 2019 • Basanite, Inc. • Services-advertising • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 10, 2019, by and between Basanite, Inc., a Nevada corporation, with headquarters located at 2041 NW 15th Avenue, Pompano Beach, FL 33069 (the “Company”), and LABRYS FUND, LP, a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
COMMON STOCK PURCHASE WARRANT (Warrant A) Basanite, inc.Basanite, Inc. • February 3rd, 2022 • Services-advertising • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________ or its assigns (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 5:00 p.m. (New York City time) on ________, 2027 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Basanite, Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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). This Warrant shall initially be issued in certificated form in the name of the Holder.
ContractBasanite, Inc. • February 19th, 2021 • Services-advertising • Florida
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.
BASANITE, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKBasanite, Inc. • June 1st, 2022 • Services-advertising • Nevada
This Warrant is issued to Key Honey Contracting, LLC (the “Holder”) by Basanite, Inc., a Nevada corporation (the “Company”), pursuant to the terms of that certain Consulting Agreement, dated May 23, 2022, by and between the Company and the Holder (the “Consulting Agreement”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 23rd, 2021 • Basanite, Inc. • Services-advertising • New York
ROCKSTAR MEMBERSHIP INTEREST PURCHASE AGREEMENTRockstar Membership Interest Purchase Agreement • July 17th, 2018 • PayMeOn, Inc. • Services-advertising • Florida
THIS AGREEMENT (“Agreement”) is made effective the 17th day of February, 2017, among PAYMEON, INC., a Nevada corporation (“PAYM” or the “Buyer”), Rockstar Acquisitions, LLC, a Florida limited liability company (“RSA”), VCVC, LLC, a Florida limited liability company (“VCVC”), EAC Management, LLC, a Florida limited liability company (“EAC”), JJM3, LLC, a Florida limited liability company “(JJM3”), RAW LLC, a Florida limited liability company (“RAW”), YellowTurtle Design, LLC, a Florida limited liability company (“YellowTurtle”), Erica Corkum, an individual (“Erica C”), Eric Corkum, an individual (“Eric C”), Jeannie Corkum, an individual (“Jeannie C”), Richard Laurin, an individual (“Laurin”), RVRM Holdings, LLC, a Connecticut limited liability company (“RVRM”) and Robert Ludwig, an individual (“Ludwig”). Together RSA, VCVC, EAC, JJM3, RAW, YellowTurtle, Erica C, Eric C, Jeannie C, Laurin, RVRM and Ludwig are known as “Sellers.” The Buyer and the Sellers (including each legal entity and i
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 19th, 2021 • Basanite, Inc. • Services-advertising • Florida
THIS AGREEMENT (this “Agreement”) is made and entered into this 14th day of April, 2021 (the “Effective Date”), by and between YellowTurtle Design LLC, a Florida limited liability company (“Seller”), and Basanite, Inc., a Nevada corporation, and/or its assigns (“Buyer” or “Basanite”) (together, the “Parties”). For the purposes of this Agreement, Seller shall include Elina B. Jenkins, an individual residing in the State of Florida who is the principal and sole member of Seller. This Agreement is intended by the Parties to be binding upon their companies and their affiliated companies.
STRATEGIC PARTNER WARRANT Basanite, inc.Basanite, Inc. • December 13th, 2021 • Services-advertising • Nevada
THIS STRATEGIC PARTNER WARRANT (the “Warrant”) certifies that, for value received, U.S. Supplies, Inc., a Florida corporation, or its assigns as permitted hereunder (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 Initial Exercise Date (as defined above) and on or prior to 5:00 p.m. (New York City time) on December 10, 2026 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Basanite, Inc., a Nevada corporation (the “Company”), up to Forty Million (40,000,000) shares (as subject to adjustment hereunder, the “Warrant Shares”) of restricted common stock, par value $0.001 per share, of the Company (the “Common Stock”), subject to vesting of this Warrant as provided for in Section 1(b). 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). This Warrant shall initially be issued
RECITALSEngagement Agreement • February 4th, 2010 • Nevada Processing Solutions • Finance services • Nevada
SUBSCRIPTION AGREEMENTSubscription Agreement • October 14th, 2011 • Mmax Media, Inc. • Finance services • Florida
SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the last date set forth on the signature page hereof between MMAX MEDIA, INC., a Nevada corporation (the “Company”) and the undersigned (the “Subscriber”).
December 9, 2022 Jacqueline PlaceresBasanite, Inc. • December 12th, 2022 • Services-advertising • Florida
GENERAL COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTGeneral Collateral Assignment and Security Agreement • January 3rd, 2013 • Mmax Media, Inc. • Services-advertising • Florida
THIS GENERAL COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT (“Agreement”), dated December 27, 2012, is by and between MMAX Media, Inc., a Nevada corporation, with its chief executive office at 511 NE 3rd Avenue, Suite 100, Fort Lauderdale, Fl 33301 (“Debtor”) in favor of Celentano Consulting Company, LLC, a Florida limited liability company, whose address is 7000 West Palmetto Park Road, Suite 201, Boca Raton, Fl 33487 (collectively the “Secured Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 23rd, 2019 • Basanite, Inc. • Services-advertising • Florida
EMPLOYMENT AGREEMENT, dated as of April 19, 2019, by and between Basanite, Inc., a Nevada corporation (the "Company"), and Richard Krolewski ("Executive").
BASANITE, INC. CONFIDENTIALITY, NONCOMPETITION AND INVENTION ASSIGNMENT AGREEMENTAnd Invention Assignment Agreement • April 23rd, 2019 • Basanite, Inc. • Services-advertising • Delaware
As a condition to and in consideration of my employment with or engagement by Basanite, Inc. or a subsidiary thereof, or the renewal or continuation thereof, and for other good and sufficient consideration, the receipt of which is hereby acknowledged, the undersigned, intending to be legally bound, knowingly and voluntarily enters into and agrees to observe, perform and be bound by this Confidentiality, Noncompetition and Invention
PURCHASE ORDER PURCHASE AGREEMENTPurchase Order Purchase Agreement • December 9th, 2016 • PayMeOn, Inc. • Services-advertising • Florida
THIS PURCHASE ORDER PURCHASE AGREEMENT (“Agreement”) is made and entered into this ___h day of __________, 2016 by and between _______________________, a( ) _____________________, with its place of business located at __________________________________ (“Purchaser”) and PayMeOn Brands, Inc., a Florida corporation with its place of business located at 2599 North Federal Highway, Fort Lauderdale, Fl 33305 (“Client”)
SETTLEMENT AND RELEASE AGREEMENTSettlement and Release Agreement • April 19th, 2021 • Basanite, Inc. • Services-advertising • Florida
THIS SETTLEMENT AND RELEASE AGREEMENT ("Settlement Agreement") is made and entered this 14th day of April, 2021, by and among Donald Smith (“Smith”), Elina Jenkins (“Jenkins”), Raw Energy Materials, Corp. (“Raw”), Raw, LLC, Raw Materials Corp., Global Energy Sciences, LLC (“Global”) and YellowTurtle Design LLC (“Yellow”) (together, these above referenced parties are referred to, jointly and severally, as “Seller”), and Basanite, Inc., and/or its assigns, Rockstar Acquisitions, LLC (“Rockstar”); Paymeon, Inc. (“Paymeon”); Basalt America, LLC (“Basalt”); Basanite, Inc. (“Basanite, Inc.”), and Basanite Industries, LLC (together, these above referenced parties are referred to as “Buyer” or “Basanite”) (together, the Seller and Buyer are referred to as the “Parties”). This Agreement is intended by the Parties to be binding upon their companies, their affiliated companies, as well as those individuals and entities (including successors and assigns) referenced in Paragraphs 7 and 8 below.
SECURITY AGREEMENT dated as of August 3, 2020 among BASANITE, INC. (the “Borrower”) and THE RICHARD A. LoRICCO SR. AND LUCILLE M. LoRICCO IRREVOCABLE INSURANCE TRUST DTD 4/28/95, LOUIS DEMAIO AS TRUSTEE (the “Agent”)Security Agreement • August 10th, 2020 • Basanite, Inc. • Services-advertising • Florida
This SECURITY AGREEMENT, dated as of August 3, 2020, is made by the Company, in favor of The Richard A. LoRicco Sr. and Lucille M. LoRicco Irrevocable Insurance Trust DTD 4/28/95, Louis Demaio as Trustee as agent for itself and [____________] (collectively, the “Lenders”).
PROMISSORY NOTEPayMeOn, Inc. • September 27th, 2018 • Services-advertising
FOR VALUE RECEIVED, the undersigned (hereinafter referred to as "Maker") promises to pay to the order of RVRM HOLDINGS, LLC, at such address as the Lender shall specify in writing to the Borrower, (hereinafter collectively referred to as the "Lender"), the principal sum of ___________________ (US $________), together with interest thereon from the date or dates of disbursement of the aforesaid principal sum. Principal and interest shall be payable as follows:
FIRST AMENDMENT TO LEASELease • May 10th, 2019 • Basanite, Inc. • Services-advertising
This FIRST AMENDMENT TO LEASE ( the “First Amendment”) is made and entered into to be effective as of the 25th day of March, 2019, by and between CAMTON, LLC, a Florida limited liability company (the “Landlord”) and BASANITE INDUSTRIES, LLC (the “Tenant”), on the following terms and conditions:
EXHIBIT 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT ("Agreement") is made as of the date set forth on the signature page to this Agreement, by and between MMAX Media, Inc., a Nevada corporation ("Company"), and the individual named...Indemnification Agreement • February 18th, 2011 • Mmax Media, Inc. • Finance services • Nevada
AGREEMENTAgreement • February 4th, 2010 • Nevada Processing Solutions • Finance services • California
PATENT COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTPatent Collateral Assignment and Security Agreement • January 9th, 2012 • Mmax Media, Inc. • Services-advertising • Florida
THIS PATENT COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT (“Agreement”), dated ________ __, 2012, is by and between MMAX Media, Inc., a Nevada corporation, with its chief executive office at 511 NE 3rd Avenue, Suite 100, Fort Lauderdale, Fl 33301 (“Debtor”) in favor of ________________________, _______________, whose address is ________________________________________________ (collectively the “Secured Party”).
TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTTrademark Collateral Assignment and Security Agreement • January 9th, 2012 • Mmax Media, Inc. • Services-advertising • Florida
THIS TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT (“Agreement”), dated ________ __, 2012, is by and between MMAX Media, Inc., a Nevada corporation, with its chief executive office at 511 NE 3rd Avenue, Suite 100, Fort Lauderdale, Fl 33301 (“Debtor”) in favor of __________________, _______________, whose address is ________________________________________________ (collectively the “Secured Party”).
DEMAND REVOLVING LINE OF CREDIT AGREEMENTDemand Revolving Line of Credit Agreement • August 29th, 2018 • PayMeOn, Inc. • Services-advertising • California
This Revolving Line of Credit Agreement (the "AGREEMENT") is made and entered into in this ____th day of _______, 2018, by and between EAC MANAGEMENT, LLC, a Florida limited liability company (“LENDER”), PAYMEON, INC., a Nevada corporation ("BORROWER(S)"), and ROCKSTAR ACQUISITIONS, LLC (“BORROWER(S)”), a Florida limited liability company.
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • April 20th, 2015 • PayMeOn, Inc. • Services-advertising • Florida
This SECURITIES EXCHANGE AGREEMENT (this “Agreement”) is entered into as of this 14th day of April, 2015 by and among, PayMeOn, Inc., a Nevada corporation (“PAYM”), Vincent L. Celentano, an individual shareholder of PAYM (“Celentano”), Prodeco Technologies, LLC, a Florida limited liability company (“PROTEC”) and each of the members of Prodeco listed on the signature page hereto (each a “PROTEC Member” and collectively, the “PROTEC Members”). PAYM, Celentano, PROTEC, and the PROTEC Members are occasionally referred to herein individually as a “Party” or collectively as the “Parties”.
Exhibit 10.5 Marcus A. Luna, Esq. 1000 N. Green Valley Pkwy. PMB # 300-137 Henderson, NV 89074 (702) 673-7843 FEBRUARY 1, 2010 Nevada Processing Solutions 9646 Giddings Las Vegas, NV 89148 (702) 334-4008 Re: Assignment of Distribution Agreement to...Nevada Processing Solutions • February 4th, 2010 • Finance services
Basanite, Inc.Basanite, Inc. • December 13th, 2021 • Services-advertising • Nevada
Basanite, Inc., a Nevada corporation (the “Company”), is pleased to offer you a director position on the Company’s Board of Directors (the “Board”), subject to the terms and conditions of this letter agreement (this “Agreement”).
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • August 22nd, 2022 • Basanite, Inc. • Services-advertising
Basanite, Inc., a Nevada corporation (the “Company”), desiring to afford an opportunity to the Grantee named below to purchase certain shares of common stock, par value $0.001, of the Company (the “Common Stock”) and to provide the Grantee with an added incentive as an employee of the Company, hereby grants to Grantee, and the Grantee hereby accepts, an option (“Option”) to purchase the number of such shares Common Stock optioned as specified below, during the term ending at midnight (prevailing local time at the Company’s principal offices) on the expiration date of this Option specified below, at the Option exercise price specified below, subject to and upon the following terms and conditions:
EXCLUSIVE SUPPLIER AGREEMENTExclusive Supplier Agreement • July 31st, 2020 • Basanite, Inc. • Services-advertising • Florida
THIS EXCLUSIVE SUPPLIER AGREEMENT (hereinafter the "Agreement") is made and entered into as of the 23rd day of July 2020 (hereinafter the “Effective Date”), by and between MEP CONSULTING ENGINEERS, INC., a Florida corporation, having its principal place of business at 717 Ponce De Leon Blvd., 309A, Coral Gables, FL 33134 (hereinafter the "MEP") and BASANITE, INC., a Nevada corporation, having its principal place of business at 2041 NW 15th Avenue, Pompano Beach, FL 33069 (hereinafter the "BASA"). Both MEP and BASA shall be referred to together as “Parties” and individually as “Party”.
SUBSCRIPTION AGREEMENTSubscription Agreement • March 28th, 2019 • Basanite, Inc. • Services-advertising • Florida
SUBSCRIPTION AGREEMENT (this "Agreement") made as of the last date set forth on the signature page hereof between BASANITE, INC., a Nevada corporation (the "Company") and the undersigned (the "Subscriber").
CONSULTING AGREEMENTConsulting Agreement • September 29th, 2021 • Basanite, Inc. • Services-advertising • Florida
THIS AGREEMENT (“Agreement”) is made effective January 13, 2020 between Basanite Industries, Inc., (hereinafter referred to as “Basanite”) having a place of business at 2041 NW 25th Avenue, Pompano Beach, FL 33069, and Simon Kay, (hereinafter referred to as (“ Consultant”)), having a place of business at 8001 NW 66th Terrace, Parkland, FL 33067.
PSC/MMAX Media, Inc. Master Sales AgreementMaster Sales Agreement • May 21st, 2012 • Mmax Media, Inc. • Services-advertising • Florida
BETWEEN MMax Media, Inc., carrying on business at 511 NE 3rd Avenue, Fort Lauderdale, Florida 33301 (Hereinafter referred to as the “Client”)
EMPLOYMENT AGREEMENTEmployment Agreement • March 31st, 2022 • Basanite, Inc. • Services-advertising • Nevada
This Employment Agreement (the “Agreement”), is entered into as of the 25th day of March, 2022 (the “Effective Date”), between Simon Richard Kay (the “Executive”) and Basanite, Inc., a Nevada corporation (the “Company”).
MMAX Media, Inc. NON QUALIFIED STOCK OPTION AGREEMENTNon Qualified Stock Option Agreement • October 14th, 2011 • Mmax Media, Inc. • Finance services • Nevada
