DE Acquisition 6, Inc. Sample Contracts

FISION Corp – PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this "Note") and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, "Maturity Date" means October 15, 2018, which payment shall be paid to Payee with proceeds funded by third parties to Maker on or about October 15, 2018. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – SECURED PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – SECURED PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – SECURED PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – SECURED PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – SECURED PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – Exhibit A SECURITY AGREEMENT (February 8th, 2019)

Continuity Logic, LLC, a New Jersey limited liability company (hereinafter referred to as “Debtor” or “Obligor”), for value received, hereby grants to Fision Corporation, a Delaware company (hereinafter referred to as “Secured Party”), a security interest in the following property:

FISION Corp – SECURED PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – SECURED PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – PROMISSORY NOTE (February 8th, 2019)

This Promissory Note (this “Note”) and all amounts of principal and accrued but unpaid interest thereunder will be due and payable on the Maturity Date. As used in this Note, “Maturity Date” means August 31, 2019, as such date may be extended (up to two successive additional 90 day extensions) by the Maker by prior written notice (as to each extension) to the Payee. This Note may not be amended or modified, nor will any waiver of any provision hereof be effective, except by an instrument in writing signed by the party against whom enforcement of any amendment, modification, or waiver is sought. The Maker may prepay the Note in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment.

FISION Corp – FIRST AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER among FISION CORPORATION (“PARENT”) CLF MERGER SUB LLC (“MERGER SUB”) and CONTINUITY LOGIC, L.L.C. (“COMPANY”) December 21, 2018 FIRST AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (December 26th, 2018)

This FIRST AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of December 21, 2018, by and among Fision Corporation, a Delaware corporation (“Parent”), CLF Merger Sub LLC, a New Jersey limited liability company and subsidiary of Parent (“Merger Sub”), and Continuity Logic, L.L.C., a New Jersey limited liability company (the “Company”). Parent, Merger Sub, and the Company are each referred to in this Agreement as a “Party” and are collectively referred to in this Agreement as the “Parties”. Capitalized terms used and not otherwise defined herein have the meanings set forth in ARTICLE VIII below. This Agreement amends and restates in its entirety the Agreement and Plan of Merger originally entered into by the Parties dated as of August 3, 2018 (the “Original Merger Agreement”).

FISION Corp – AGREEMENT AND PLAN OF MERGER among FISION CORPORATION (“PARENT”) CLF MERGER SUB LLC (“MERGER SUB”) and CONTINUITY LOGIC, L.L.C. (“COMPANY”) August 3, 2018 AGREEMENT AND PLAN OF MERGER (August 9th, 2018)

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of August 2, 2018, by and among Fision Corporation, a Delaware corporation (“Parent”), CLF Merger Sub LLC, a New Jersey limited liability company and subsidiary of Parent (“Merger Sub”), and Continuity Logic, L.L.C., a New Jersey limited liability company (the “Company”). Parent, Merger Sub, and the Company are each referred to in this Agreement as a “Party” and are collectively referred to in this Agreement as the “Parties”. Capitalized terms used and not otherwise defined herein have the meanings set forth in ARTICLE VIII below.

FISION Corp – EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT (April 2nd, 2018)

THIS EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT dated as of September 7, 2017 is by and between Fision Holdings, Inc., a Minnesota corporation (hereinafter “Company” or “FISION” or “Employer”) and Jason Mitzo, a resident of Minnesota (“Employee” or “Mitzo”), whose social security number is xxx-xx-9129. This agreement supersedes any previous agreements between the Company and Employee.

FISION Corp – PARTICIPATION AGREEMENT (January 18th, 2017)

FISION Corporation, a Delaware corporation, (the “Company”) is offering for its own account a total of Six Million (6,000,000) shares of its common stock (“Common Stock”) in a public offering as more particularly described in the Prospectus of the Company enclosed herewith (the “Prospectus”). These common shares are being offered at $0.50 per share on a “best-efforts” basis both through officers and directors of the Company as well as through selected registered broker-dealers who are members of the Financial Industry Regulatory Authority (“FINRA”). This offering has been filed with the Securities and Exchange Commission (“SEC”) pursuant to a Registration Statement on Form S-1 under File No. 333-214341.

FISION Corp – EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT (January 18th, 2017)

THIS EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT dated as of April 20, 2016 is by and between Fision Holdings, Inc., a Minnesota corporation, a wholly owned subsidiary of FISION Corporation (hereinafter “Company” or “FISION”) and Wade Anderson (“Employee” or “Anderson”), whose social security number is xxx-xx-xxxx.

FISION Corp – EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT (January 11th, 2017)

THIS EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT dated as of April 20, 2016 is by and between Fision Holdings, Inc., a Minnesota corporation, a wholly owned subsidiary of FISION Corporation (hereinafter “Company” or “FISION”) and Wade Anderson (“Employee” or “Anderson”), whose social security number is xxx-xx-xxxx.

FISION Corp – EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT (December 30th, 2016)

THIS EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT dated as of April 20, 2016 is by and between Fision Holdings, Inc., a Minnesota corporation, a wholly owned subsidiary of FISION Corporation (hereinafter “Company” or “FISION”) and Wade Anderson (“Employee” or “Anderson”), whose social security number is xxx-xx-xxxx.

FISION Corp – FISION CORPORATION 2016 EQUITY INCENTIVE PLAN (March 30th, 2016)
FISION Corp – EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT (January 4th, 2016)

THIS EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT dated as of July 1, 2014 is by and between Fision Holdings, Inc., a Minnesota corporation (hereinafter "Company" or "FISION") and Michael P. Brown ("Employee"), whose social security number is xxx-xx-xxxx.

FISION Corp – FISION HOLDINGS, INC. PRO FORMA CONDENSED FINANCIAL STATEMENTS CONTENTS (January 4th, 2016)

The following presents unaudited pro forma condensed combined financial statements of FISION Corporation; a Delaware corporation ("FISION DE') and Fision Holdings, Inc., a Minnesota corporation ("Fision") as if their Merger had been completed at the beginning of each of the periods presented for statements of operations purposes and as of the balance sheet dates for balance sheet purposes. These pro forma financial statements are based on all pre-Merger common shares of Fision having been exchanged for FISION DE common shares pursuant to the terms of the Merger. These pro forma financial statements also assume that all outstanding options, warrants and convertible derivative securities of Fision outstanding prior to the Merger were exchanged for equivalent derivative securities of FISION DE. The Merger was accounted for as a purchase, with Fision as the acquiring entity for accounting purposes.

FISION Corp – EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT (January 4th, 2016)

THIS EMPLOYMENT, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT dated as of July 1, 2014 is by and between Fision Holdings, Inc., a Minnesota corporation (hereinafter "Company" or "FISION") and Garry N. Lowenthal ("Employee"), whose social security number is xxx-xx-xxxx.

FISION Corp – Fision Holdings, Inc. STOCK OPTION AND COMPENSATION PLAN Amended July 18, 2013 Second Amendment December 30, 2014 (January 4th, 2016)
DE Acquisition 6, Inc. – AGREEMENT AND PLAN OF MERGER (December 10th, 2015)

This Agreement and Plan of Merger (“Agreement”), entered into and effective as of the 4th day of December, 2015, by and between FISION Corporation. a Delaware corporation, formerly DE Acquisition 6, Inc. (“FISION DE”), DE6 Newco, Inc., a Minnesota corporation (“Newco”) a wholly owned subsidiary of FISION DE, and Fision Holdings, Inc., a Minnesota corporation (“Fision”).