Scio Diamond Technology Corp Sample Contracts

LOAN AGREEMENT
Loan Agreement • July 6th, 2010 • Krossbow Holding Corp • Forestry • Alberta
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SCIO DIAMOND TECHNOLOGY CORPORATION and EMPIRE STOCK TRANSFER INC. as Rights Agent Rights Agreement Dated as of April 15, 2014
Rights Agreement • April 16th, 2014 • Scio Diamond Technology Corp • Forestry • Nevada

split or subdivision of the outstanding Common Stock). However, if upon acquiring beneficial ownership of one or more additional shares of Common Stock, the Existing Holder does not beneficially own 17% or more of the Common Stock then outstanding, the Existing Holder shall not be deemed to be an “Acquiring Person” for purposes of the Agreement.

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • August 8th, 2012 • Scio Diamond Technology Corp • Forestry • South Carolina

This Change in Control Agreement (this “Agreement”) by and between SCIO DIAMOND TECHNOLOGY CORPORATION, a Nevada corporation (“Company”), and Charles G. Nichols (the “Executive”), is made and entered into as of August 3, 2012.

SCIO DIAMOND TECHNOLOGY CORP. QUALIFIED STOCK OPTION GRANT AGREEMENT
Qualified Stock Option Grant Agreement • November 14th, 2013 • Scio Diamond Technology Corp • Forestry • Nevada

This Stock Option Grant Agreement (the “Agreement”) is entered into on [Date], by and between Scio Diamond Technology Corp., a Nevada corporation (the “Corporation”), and [Name of Optionee] (the “Optionee”), effective as of [Grant Date] (the “Grant Date”).

Amended License Agreement
License Agreement • February 14th, 2017 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods • Michigan

This Amended License Agreement (the “Agreement”) is made as of November ___, 2016, (the “Effective Date”) by and between SCIO Diamond Technology Corporation a Nevada corporation, having a principal place of business at 411 University Ridge, Suite D, Greenville, SC 29601 (the “LICENSOR”) and Grace Rich Limited, a Hong Kong corporation (“Grace Rich”) and SAAMABA, LLC, a Michigan limited liability company (“SAAMABA”) each having a principal place of business at c/o 354 Indusco Court, Troy, Michigan 48083 (and together referred to herein as, “LICENSEE”).

Contract
Proprietary Information and Inventions Agreement • August 8th, 2012 • Scio Diamond Technology Corp • Forestry • South Carolina
EMPLOYMENT AGREEMENT
Employment Agreement • April 6th, 2015 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods • South Carolina

This Employment Agreement (this "Agreement") is entered into effective March 31, 2015, (the "Effective Date") by and between Scio Diamond Technology Corporation ("SCIO") and Gerald McGuire ("Executive").

SCIO DIAMOND TECHNOLOGY CORP. AMENDMENT TO QUALIFIED STOCK OPTION GRANT AGREEMENT
Qualified Stock Option Grant Agreement • August 13th, 2013 • Scio Diamond Technology Corp • Forestry

This Amendment to the Qualified Stock Option Grant Agreement (the “Amendment”) is entered into on March 26, 2013, by and between Scio Diamond Technology Corp., a Nevada corporation (the “Corporation”), and Jonathan Pfohl (the “Optionee”).

Contract
Scio Diamond Technology Corp • June 28th, 2013 • Forestry • South Carolina

THIS AGREEMENT IS SUBJECT TO ARBITRATION PURSUANT TO THE SOUTH CAROLINA UNIFORM ARBITRATION ACT: SC CODE ANN. §15-48-10 ET SEQ. AND THE FEDERAL ARBITRATION ACT: 9 U.S.C. 1 ET SEQ.

SCIO DIAMOND TECHNOLOGY CORPORATION Convertible Promissory Note
Scio Diamond Technology Corp • November 23rd, 2016 • Abrasive, asbestos & misc nonmetallic mineral prods • Nevada

This Note is one of an issue of Notes issued on or after August 17, 2016, each on substantially the same terms as this Note, in an aggregate principal amount of up to $750,000 (collectively, the “Notes”). This Note is made pursuant to, and in connection with, that certain Subscription Agreement between the Company and Holder dated as of August _, 2016 (the “Subscription Agreement”).

SECOND AMENDMENT TO
Loan Agreement • October 22nd, 2014 • Scio Diamond Technology Corp • Costume jewelry & novelties

THIS SECOND AMENDMENT TO LOAN AGREEMENT (the "Second Amendment") is made this 16th day of October, 2014 (the "Effective Date"), by and between SCIO Diamond Technology Corporation, a Nevada corporation ("SCIO" or "Borrower"), and Platinum Capital Partners, LP, a Minnesota limited partnership ("Platinum Capital" or "Lender").

FIRST AMENDED SETTLEMENT AGREEMENT AND MUTUAL RELEASE
Settlement Agreement and Mutual Release • February 14th, 2017 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods • Michigan

This FIRST AMENDED SETTLEMENT AGREEMENT AND MUTUAL RELEASE ("Agreement") is dated as of November 22, 2016 ("Effective Date"), by and between Grace Rich Limited, a Hong Kong corporation having a principal place of business c/o 354 Indusco Ct., Troy, MI 48083 ("Grace Rich"), SAAMABA, LLC, a Michigan limited liability company having a principal place of business at 354 Indusco Ct., Troy, MI 48083 ("SAAMABA"), and Scio Diamond Technology Corporation, a Nevada corporation having a principal place of business at411 University Ridge, Suite D, Greenville SC 29601 ("Scio") (together, the "Parties").

Date this agreement provided to Joseph Lancia: November 30, 2012 AGREEMENT OF SEPARATION, WAIVER, AND RELEASE
Qualified Stock Option Grant Agreement • December 7th, 2012 • Scio Diamond Technology Corp • Forestry • South Carolina

WHEREAS, Joseph Lancia (hereinafter the “Employee”) has been employed by Scio Diamond Technology Corporation (hereinafter the “Company”) as President and CEO, pursuant to that Amended and Restated Offer of Employment Effective as of November 29, 2011 (the “Employment Agreement”); and

Contract
Loan Agreement • December 22nd, 2014 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods • South Carolina
CONSULTING AGREEMENT
Consulting Agreement • June 28th, 2013 • Scio Diamond Technology Corp • Forestry • Nevada

This Agreement (“Agreement”), dated March 6, 2013, is entered into by and between Michael R. Monahan, a Minnesota resident (“Monahan”), and Scio Diamond Technology Corporation, a Nevada corporation (“Scio” or the “Company”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 16th, 2012 • Scio Diamond Technology Corp • Forestry • Minnesota

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) dated as of August 31, 2011, is by and among APOLLO DIAMOND, INC., a Delaware corporation (“ADI”) and SCIO DIAMOND TECHNOLOGY CORPORATION, a Nevada corporation (“SCIO”). ADI may be referred to in this Agreement as the “Seller” and SCIO may be referred to in this Agreement the “Purchaser.” Seller and Purchaser may be referred to in this Agreement collectively as the “Parties” and individually as a “Party.”

FIRST AMENDMENT TO AGREEMENT OF SEPARATION, WAIVER, AND RELEASE AGREEMENT EXECUTED DECEMBER 4, 2012
Waiver, and Release Agreement • August 13th, 2015 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods

This First Amendment (“Amendment”) to the Agreement of Separation, Waiver, and Release Agreement executed December 4, 2012 (“Agreement”) is entered into between/among Joseph Lancia (“Lancia”) and Scio Diamond Technology Corporation (the “Company” or “SCIO”).

CONSULTING AGREEMENT
Consulting Agreement • June 28th, 2013 • Scio Diamond Technology Corp • Forestry • Nevada

This Agreement (“Agreement”), dated March 6, 2013, is entered into by and between Theodorus Strous, a resident of Portugal (“Strous”), and Scio Diamond Technology Corporation, a Nevada corporation (“Scio” or the “Company”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 16th, 2012 • Scio Diamond Technology Corp • Forestry • South Carolina

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) dated as of May 31, 2012, is by and among APOLLO DIAMOND GEMSTONE CORPORATION, a Delaware corporation (“ADGC”), and SCIO DIAMOND TECHNOLOGY CORPORATION, a Nevada corporation (“SCIO”). ADGC may be referred to in this Agreement as the “Seller” and SCIO may be referred to in this Agreement the “Purchaser.” Seller and Purchaser may be referred to in this Agreement collectively as the “Parties” and individually as a “Party.”

LOAN AGREEMENT
Loan Agreement • June 27th, 2013 • Scio Diamond Technology Corp • Forestry • Minnesota

THIS LOAN AGREEMENT (“Agreement”) is made as of the 21st day of June, 2013 by and between SCIO Diamond Technology Corporation, a Nevada corporation (“Borrower”), and PLATINUM CAPITAL PARTNERS, LP, a Minnesota limited partnership (“Lender”).

Scio Diamond Technology Corporation Development Agreement
Development Agreement • November 14th, 2013 • Scio Diamond Technology Corp • Forestry • Michigan

This Development Agreement (the “Agreement”) is made as of September 16, 2013, (the “Effective Date”) by and between SCIO Diamond Technology Corporation a Nevada corporation, having a principal place of business at 411 University Ridge, Suite D, Greenville, SC 29601 (the “LICENSOR”) and Grace Rich Limited, a Hong Kong corporation, having a corporate office at 354 Indusco Court, Troy, MI 48083, (the “LICENSEE”).

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SCIO DIAMOND TECHNOLOGY CORPORATION FORM OF STOCK OPTION GRANT AGREEMENT (Nonqualified Stock Option)
Stock Option Grant Agreement • February 14th, 2013 • Scio Diamond Technology Corp • Forestry • Nevada

This Stock Option Grant Agreement (the “Agreement”) is entered into on [ ], 201[ ] by and between Scio Diamond Technology Corporation, a Nevada corporation (the “Corporation”), and [ ], a non-employee director of the Company (“Director”), effective after the close of business on [ ], 201[ ] (the “Grant Date”).

Contract
Proprietary Information and Inventions Agreement • August 8th, 2012 • Scio Diamond Technology Corp • Forestry • South Carolina
FIRST AMENDMENT TO LOAN AGREEMENT
Loan Agreement • October 18th, 2013 • Scio Diamond Technology Corp • Forestry

THIS FIRST AMENDMENT TO LOAN AGREEMENT (the “First Amendment”) is made this 11th day of October, 2013 (the “Effective Date”), by and between SCIO Diamond Technology Corporation, a Nevada corporation (“SCIO” or “Borrower”), and Platinum Capital Partners, LP, a Minnesota limited partnership (“Platinum Capital” or “Lender”).

AGREEMENT FOR THE SALE AND LEASE OF GROWERS by and between
Agreement • December 22nd, 2014 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods • South Carolina

This Agreement for the Sale and Lease Growers (this "Agreement") is made effective as of December 15, 2014 (the "Effective Date"), by and between Heritage Gemstone Investors, LLC, a South Carolina limited liability company ("HGI"), and SCIO Diamond Technology Corporation, a Nevada corporation ("SCIO"). HGI and SCIO are referred to collectively as the "Parties" and individually as a "Party." The term "Agreement" shall include the Exhibits and Appendices attached hereto. Capitalized terms used in any Appendix but not defined therein shall have the definition given in this Agreement or other Appendix.

Dated September 16, 2013 SHAREHOLDERS AGREEMENT Among SAAMABA, LLC, SCIO DIAMOND TECHNOLOGY CORPORATION AND S21 RESEARCH HOLDINGS
Grace Rich Shareholders Agreement • November 14th, 2013 • Scio Diamond Technology Corp • Forestry • Hong Kong
SHARE PURCHASE AGREEMENT
Share Purchase Agreement • February 14th, 2017 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods • Michigan

THIS SHARE PURCHASE AGREEMENT, is effective November 22, 2016 (this "Agreement"), between SAAMABA, LLC, a Michigan limited liability company having a principal place of business at c/o 354 Indusco Court, Troy, Michigan 48083 ("Buyer"), and SCIO DIAMOND TECHNOLOGY CORPORATION, a Nevada corporation, having a principal place of business at 411 University Ridge, Suite D, Greenville, SC 29601 ("Seller").

SETTLEMENT AGREEMENT AND MUTUAL RELEASE
Settlement Agreement and Mutual Release • February 14th, 2017 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods • Michigan

This Settlement Agreement and Mutual Release (''Agreement"), by and between Grace Rich Limited, a Hong Kong corporation having a principal place of business c/o 354 lndusco Ct., Troy, MI 48083 ("Grace Rich"), SAAMABA, LLC, a Michigan limited liability corporation having a principal place of business at 354 Indusco Ct., Troy, MJ 48083 ("SAAMABA"), and Scio Diamond Technology Corporation, a Nevada corporation having a principal place of business at 411 University Ridge, Suite D, Greenville SC 29601 ("Scio") (together, the "Parties"), is effective as of the date all Parties have executed this Agreement by signing below (the "Effective Date").

SEVERANCE AGREEMENT AND GENERAL RELEASE
Severance Agreement and General Release • October 1st, 2014 • Scio Diamond Technology Corp • Costume jewelry & novelties • South Carolina

This Severance Agreement and General Release (“Agreement”) is entered into by Michael McMahon (“Executive”) and SCIO Diamond Technology Corporation, Inc. (“SCIO”) (collectively, “the Parties,”) pursuant to Executive’s separation of employment from SCIO. The Parties agree as follows:

SETTLEMENT AGREEMENT
Settlement Agreement • December 15th, 2014 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods • Nevada

This settlement agreement (this “Agreement”) is made and entered into on the Effective Date, by and among [1] Scio Diamond Technology Corporation (“Scio”), [2] Edward S. Adams, Michael R. Monahan, Gerald McGuire, James Korn, Bruce Likly, Theodorus Strous, and Robert C. Linares, their present and past affiliates, such as Apollo Diamond, Inc., Apollo Diamond Gemstone Corporation, Adams Monahan LLP, Focus Capital Group, Inc. and Oak Ridge Financial Services Group, Inc., family members and spouses (the “Adams Group”), and [3] Thomas P. Hartness, Kristoffer Mack, Paul Rapello, Glen R. Bailey, Marsha C. Bailey, Kenneth L. Smith, Bernard M. McPheely, James Carroll, Robert M. Daisley, Ben Wolkowitz, Craig Brown, Ronnie Kobrovsky, Lewis Smoak, Brian McPheely, Mark P. Sennott, the Sennott Family Charitable Trust, and their affiliates (the “Save Scio Group”).1 For the purposes of this Agreement, Scio, members of the Adams Group and members of the Save Scio Group are sometimes referred to in this

Renaissance Created Diamond Company, LLC Limited Liability Company Agreement
Limited Liability Company Agreement • December 23rd, 2014 • Scio Diamond Technology Corp • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware

This Limited Liability Company Agreement of Renaissance Created Diamond Company, LLC, a Florida limited liability company (the "Company"), is entered into as of December 18, 2014 by and among the Company, Scio Diamond Technology Corporation ("Scio") and Renaissance Diamonds, Inc. ("Renaissance"). Scio and Renaissance are each referred to herein as "Member" and are collectively referred to herein as "Members."

RE: Lease dated October 14, 2011, by and between Innovation Center, LLC, as Landlord, and SCIO Diamond Technology Corporation as Tenant.
Scio Diamond Technology Corp • August 16th, 2012 • Forestry

The interim rent commencement date for the office space only (4,919 rentable square feet) is the 14th day of December, 2011. Rent on that area only, based on the Base Rent Rate schedule in Section 1.1.10, will be due until the Rent Commencement Date defined below. The Lease Term will be determined based on the Rent Commencement Date defined below.

Grace Rich Joint Venture Agreement
Grace Rich Joint Venture Agreement • November 14th, 2013 • Scio Diamond Technology Corp • Forestry • Michigan

THIS JOINT VENTURE AGREEMENT made and entered into this 16th day of (“Agreement”), by and between SAAMABA, LLC, a Michigan limited liability corporation (“Company A”), Scio Diamond Technology Corporation, a Nevada corporation (“Company B”) and S21 Research Holdings, an Israel corporation (“Company C”):

AMENDMENT NO. 1 TO RIGHTS AGREEMENT
Rights Agreement • June 26th, 2014 • Scio Diamond Technology Corp • Forestry • Nevada

This Amendment No. 1 to Rights Agreement (this “Amendment”) is made as of June 22, 2014 to the Rights Agreement (“Rights Agreement”), dated as of April 14, 2014, between Scio Diamond Technology Corporation, a Nevada corporation (the “Company”), and Empire Stock Transfer Inc., a Nevada corporation (“Rights Agent”).

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