China Bilingual Technology & Education Group Inc. Sample Contracts
STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 2nd, 2010 • Designer Export, Inc • Wholesale-apparel, piece goods & notions • Nevada
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of June 30, 2010, is made by and between Designer Export, Inc., a Nevada corporation (“Seller”), and each of the individuals listed under the heading “Buyers” on the signature page hereto (collectively, “Buyers”).
Capstone Technologies Group, Inc. SUBSCRIPTION AGREEMENTSubscription Agreement • July 6th, 2023 • Capstone Technologies Group Inc. • Investors, nec • Nevada
THIS SUBSCRIPTION AGREEMENT made as of ____________ 2023 between Capstone Technologies Group, Inc., a corporation organized under the laws of the State of Nevada, (the “Company”), and the undersigned (the “Subscriber” and together with each of the other subscribers in the Offering (defined below), the “Subscribers”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • July 2nd, 2010 • Designer Export, Inc • Wholesale-apparel, piece goods & notions • Nevada
AGREEMENT AND PLAN OF MERGER (“Agreement”) made this 30th day of June, 2010 by and among Designer Export, Inc., a Nevada corporation (the “Parent”), China Bilingual Education, Inc., a Nevada corporation (the “Merger Sub”) wholly owned by the Parent, Taiyuan Taiji Technology & Development Company, a limited liability company incorporated under the laws of the PRC (the “Company”), the sole shareholder of the Company, Kahibah Limited, a limited liability company incorporated under the laws of the British Virgin Islands (the “Kahibah”), Shanxi Taiji Industrial Development Co. Ltd., a limited liability company organized under the laws of the PRC (“Shanxi Taiji”), the shareholders of Shanxi Taiji and its subsidiaries and the beneficiaries to this Agreement (collectively, the “Sellers”).
AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONSAgreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations • July 2nd, 2010 • Designer Export, Inc • Wholesale-apparel, piece goods & notions • Nevada
This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of June 30, 2010, by Designer Export, Inc., a Nevada corporation (“Assignor”), and Designer Export Holdings, Inc., a Nevada corporation and a wholly-owned subsidiary of Assignor (“Assignee”).
Consulting AgreementConsulting Agreement • October 27th, 2011 • China Bilingual Technology & Education Group Inc. • Services-educational services • Florida
This consulting agreement (the “Agreement”), entered into on September 16, 2011 and effective as of the Effective Date (as defined in Section 1), is made by and between China Bilingual Technology & Education Group, Inc., a Nevada corporation (together with any successor thereto, the “Company”), and Michael Toups, an independent provider of services (the “Contractor”).
ContractConvertible Note • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • Nevada
NEITHER THIS NOTE NOR THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THIS NOTE AND SUCH SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION UNDER SUCH LAWS OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS. INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE ISSUERS OF THIS NOTE AND ANY SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUERS TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ALL APPLICABLE STATE SECURITIES LAWS.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • Nevada
This NOTE PURCHASE AGREEMENT, dated as of April 17, 2025, by and among VisitIQ Corp., a Nevada corporation (formerly known as Capstone Technologies Group, Inc., “VisitIQ Corp.”), VisitIQ, LLC, a Delaware limited liability company (“VisitIQ, LLC”, and together with VisitIQ Corp., each a “Borrower” and collectively, the “Borrowers”), Arena Investors, LP, a Delaware limited partnership (the “Lead Investor”), and the other persons party to this agreement as Investors (together with the Lead Investor and each of their respective successors and permitted assigns, each referred to as an “Investor” and together as the “Investors”) and Arena Investors, LP, a Delaware limited partnership, in its capacity as collateral agent and investor representative for the Investors (in such capacity, together with its successors and assigns in such capacity, the “Investor Representative”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 12th, 2022 • Capstone Technologies Group Inc. • Investors, nec • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of May 19, 2022, between Capstone Technologies Group, Inc., a Nevada corporation (the “Company” or the “Parent”), and the undersigned Purchaser (including its successors and assigns, a “Purchaser”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • Nevada
This NOTE PURCHASE AGREEMENT, dated as of November 10, 2025, by and among VisitIQ Corp., a Nevada corporation (formerly known as Capstone Technologies Group, Inc., “VisitIQ Corp.”), VisitIQ, LLC, a Delaware limited liability company (“VisitIQ, LLC”, and together with VisitIQ Corp., each a “Borrower” and collectively, the “Borrowers”), Arena Investors, LP, a Delaware limited partnership (the “Lead Investor”), and the other persons party to this agreement as Investors (together with the Lead Investor and each of their respective successors and permitted assigns, each referred to as an “Investor” and together as the “Investors”) and Arena Investors, LP, a Delaware limited partnership, in its capacity as collateral agent and investor representative for the Investors (in such capacity, together with its successors and assigns in such capacity, the “Investor Representative”).
SHAREHOLDERS’ AGREEMENTShareholders Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • Delaware
This SHAREHOLDERS AGREEMENT (this “Agreement”), dated as of November 15, 2024, is by and among Capstone Technologies Group, Inc., a Nevada corporation (the “Corporation”), the Arena Investor (as defined herein) and the Other Shareholders (as defined herein).
September 17, 2009 Securities and Exchange Commission 100 F Street, N.E. Washington, D. C. 20549 Gentlemen: Re: Designer Export, Inc. (the “Company”)Legal Opinion • September 24th, 2009 • Designer Export, Inc
FIRST AMENDMENT TO SECURITY AGREEMENTSecurity Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software
This FIRST AMENDMENT TO SECURITY AGREEMENT (the “Amendment”) is dated effective as of the April 17, 2025 (the “Amendment Effective Date”), by VisitIQ Corp. a Nevada corporation (formerly known as Capstone Technologies Group, Inc., “VisitIQ Corp.”), VisitIQ, LLC, a Delaware limited liability company (“VisitIQ LLC”, and together with VisitIQ Corp., each a “Borrower” and collectively, the “Borrowers”), each Subsidiary of VisitIQ Corp. party hereto from time to time, (such Subsidiaries, together with the Borrowers, each a “Grantor” and collectively, the “Grantors”) in favor of Arena Investors, LP, in its capacity as collateral agent and investor representative on behalf of the Investors (as defined in the Note Purchase Agreements referred to below) (in such capacity, together with its successors and assigns in such capacity, the “Investor Representative”).
SUBORDINATION AGREEMENTSubordination Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • Delaware
The Subordinating Creditor is the Investor Representative under (i) that certain Note Purchase Agreement dated April 17, 2025 by and among the Debtors, Arena Investors, LP, as Lead Investor and Investor Representative, and the other Investors thereto; and (ii) that certain Note Purchase Agreement dated November 10, 2025 by and among the Debtors, Arena Investors, LP, as Lead Investor and Investor Representative, and the other Investors thereto (collectively, the “NPAs”).
CONSULTING AGREEMENTConsulting Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • Nevada
This Consulting Agreement (the (“Agreement”), dated as of April 17, 2025 (the “Effective Date”), is by and between VisitIQ Corp. (the “Company”) and Arena Investors, LP (“Consultant”), and affiliates, acting in its capacity as Investment Manager, on behalf of clients, affiliates and managed accounts (collectively, the “Funds”) (each of the Company and Consultant, referred to as a “Party” and collectively, the “Parties”).
SUBSCRIPTION AGREEMENT FOR VISITIQ CORP.Subscription Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • New York
SECURITY AGREEMENTSecurity Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • New York
This Security Agreement (this “Agreement”) is entered into as of October 24, 2024, by CAPSTONE TECHNOLOGIES GROUP, INC. a Nevada corporation (“Capstone”), VISITIQ, LLC, a Delaware limited liability company (“Visit”, and together with Capstone, each a “Borrower” and collectively, the “Borrowers”), each Subsidiary of Capstone party hereto from time to time, (such Subsidiaries, together with the Borrowers, each a “Grantor” and collectively, the “Grantors”) in favor of Arena Investors, LP, in its capacity as collateral agent and investor representative on behalf of the Investors (as defined in the Note Purchase Agreement referred to below) (in such capacity, together with its successors and assigns in such capacity, the “Investor Representative”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • Minnesota
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated as of this 13th day of March 2025 (the “Effective Date”), is made by and between VisitIQ Corp. (the “Company”) and Vernon Hanzlik (the “Executive”), and shall govern the employment relationship between Executive and the Company from and after the Effective Date, except as otherwise set forth in Sections 6(a) – 6(d) in connection with the covenants therein.
NON-SOLICITATION AND CONFIDENTIAL INFORMATION AGREEMENTNon-Solicitation and Confidential Information Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software
THIS NON-SOLICITATION AND CONFIDENTIAL INFORMATION AGREEMENT (this “Agreement”) is made as of March 26, 2026 (the “Effective Date”), by and among
SALES DISTRIBUTION AGREEMENTSales Distribution Agreement • September 24th, 2009 • Designer Export, Inc
This marketing and retail sales distribution agreement (the "Agreement") is made by and between Artmex SP J ("Artmex") and/or assigns (the "Assigns") to market and distribute the products listed in Attachment A hereto (the "Products"), and Designer Export, Inc ("Designer"), collectively the "Parties", on this 24th of June, 2009.
REVENUE LOAN AND SECURITY AGREEMENTRevenue Loan and Security Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software
THIS REVENUE LOAN AND SECURITY AGREEMENT (as amended from time to time, this “Agreement”) is made as of March 26, 2026 (the “Effective Date”), by and among:
EXCHANGE AGREEMENTExchange Agreement • May 20th, 2026 • VisitIQ Corp. • Services-prepackaged software • New York
This EXCHANGE AGREEMENT (this “Agreement”), dated as of November 15, 2024 (the “Effective Date”), is by and among Capstone Technologies Group, Inc., a Nevada corporation (the “Company”), and each holder of the Capstone Interests (as defined below) listed on the Schedule of Interest Holders set forth on Schedule A hereto (each a “Interest Holder” and together, the “Interest Holders”). The Company and the Interest Holders are collectively referred to herein as the “Parties” and each is a “Party.”
Equity Transfer Agreement August 31, 2011Equity Transfer Agreement • September 9th, 2011 • China Bilingual Technology & Education Group Inc. • Services-educational services
Therefore, after mutual friendly negotiation, the parties have reached the following agreement regarding the equity transfer and resolution of debt issues and shall both abide by the agreement.