ESCROW AGREEMENTEscrow Agreement • November 22nd, 2011 • chatAND Inc • Services-prepackaged software • New York
This ESCROW AGREEMENT (this “Agreement”) made as of the 1st day of November 2011, by and among chatAND, Inc. (the “Issuer”) whose address and other information appear on the Information Sheet (as defined herein) attached to this Agreement, and VStock Transfer, LLC, 77 Spruce Street, Suite 201, Cedarhurst, NY 11516 (the “Escrow Agent”).
CONVERTIBLE PROMISSORY NOTE CHATAND, INC.chatAND, Inc. • March 28th, 2016 • Services-prepackaged software • New York
THIS CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued Convertible Promissory Note of chatAND, Inc., a Nevada corporation, having its principal place of business at 244 5th Avenue, Suite C68, New York, New York 10001 (the “Company”) designated as its Convertible Promissory Note ( the “Note”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 31st, 2015 • chatAND, Inc. • Services-prepackaged software • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of _____ ___, 20__ by and among chatAND, Inc., a Nevada corporation (the “Company”), and each of the purchasers identified on the signature pages hereto and such purchasers’ respective successors and assigns (individually, a “Purchaser” and collectively, the “Purchasers”).
CONVERTIBLE PROMISSORY NOTE CHATAND, INC.chatAND, Inc. • March 28th, 2016 • Services-prepackaged software • New York
THIS CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued Convertible Promissory Note of chatAND, Inc., a Nevada corporation, having its principal place of business at 244 5th Avenue, Suite C68, New York, New York 10001 (the “Company”) designated as its Convertible Promissory Note ( the “Note”).
AWS Customer Agreement Last updated August 23, 2011 (current AWS customers: See What’s Changed)Customer Agreement • March 14th, 2012 • chatAND Inc • Services-prepackaged software
This AWS Customer Agreement (this “Agreement“) contains the terms and conditions that govern your access to and use of the Service Offerings (as defined below) and is an agreement between Amazon Web Services LLC (“AWS,” “we,” “us,” or “our”) and you or the entity you represent (“you“). This Agreement takes effect when you click an “I Accept” button or check box presented with these terms or, if earlier, when you use any of the Service Offerings (the “Effective Date“). You represent to us that you are lawfully able to enter into contracts (e.g., you are not a minor). If you are entering into this Agreement for an entity, such as the company you work for, you represent to us that you have legal authority to bind that entity. Please see Section 14 for definitions of certain capitalized terms used in this Agreement.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 20th, 2015 • chatAND, Inc. • Services-prepackaged software • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of February 11, 2015 by and among chatAND, Inc., a Nevada corporation (the “Company”), and each of the purchasers identified on the signature pages hereto and such purchasers’ respective successors and assigns (individually, a “Purchaser” and collectively, the “Purchasers”).
CONVERTIBLE PROMISSORY NOTE CHATAND, INC.chatAND, Inc. • August 15th, 2016 • Services-prepackaged software • New York
THIS CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued Convertible Promissory Note of chatAND, Inc., a Nevada corporation, having its principal place of business at 244 5th Avenue, Suite C68, New York, New York 10001 (the “Company”) designated as its Convertible Promissory Note ( the “Note”).
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF CHATAND, INC. (Void June __, 2020)chatAND, Inc. • August 15th, 2016 • Services-prepackaged software
This certifies that [____________], a [______________] with offices located at [__________________] or its permitted assigns ( “Holder”), for value received, is entitled to purchase from chatAND, Inc., a Nevada corporation, with offices located at 244 5th Avenue, Suite C68, New York, New York 10001 (the “Company”), a maximum of 2,000,000 fully paid and nonassessable shares of the Company’s Common Stock, par value $0.00001 (the “Common Stock”) for cash at a price of $0.10 per share (the “Exercise Price”) at any time or from time to time up to and including 5:00 p.m. (Eastern Standard Time) on the Expiration Date (as defined below) (the “Warrant”) upon surrender to the Company at its principal office (or at such other location as the Company may advise the Holder in writing) of this Warrant properly endorsed with the Form of Subscription attached hereto as Exhibit A duly filled in and signed and upon payment of the aggregate Exercise Price for the number of shares for which this Warrant
CHATAnD, Inc. SUBSCRIPTION AGREEMENTSubscription Agreement • May 15th, 2014 • chatAND, Inc. • Services-prepackaged software • New York
The undersigned (hereinafter “Subscriber”) hereby confirms his/her/its subscription for the purchase of __________________ Units (the “Units”), each Unit comprised of (a) 100 shares of common stock, par value $.001 (“Common Stock”) of chatAND, Inc (the “Company”).; (b) a half warrant (the “B Warrant”) to purchase 100 shares of chatAND, Inc. (the “B Warrant Shares”) at an exercise price of $0.10 (“B Warrant Exercise Price”); and (c) a half warrant (“C Warrant”) to purchase 100 shares of chatAND, Inc. (the “C Warrant Shares”) at an exercise price of $0.15 (“C Warrant Exercise Price”) on the terms described below.
EMPLOYMENT AGREEMENT chatAND, INC.Employment Agreement • September 2nd, 2011 • chatAND Inc • New York
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of June 17, 2011 (the “Effective Date”) by and between chatAND, INC., a Nevada corporation (the “Company”), and MICHAEL LEBOR (the “Executive”) under the following terms and conditions:
No. __________ __________ WARRANTSchatAND, Inc. • May 15th, 2014 • Services-prepackaged software • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERISE 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, TRANFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
Settlement AND RELEASE AgreementSettlement and Release Agreement • March 28th, 2016 • chatAND, Inc. • Services-prepackaged software • Nevada
This Settlement Agreement AND RELEASE (this “Agreement”) is entered into, effective December 29, 2015 (the “Effective Date”), by and between chatAND, Inc., a Nevada corporation (the “Company”) and Michael Lebor, an individual (“Releasor”). The Company and Releasor are referred to in this Agreement individually as the “Party” or collectively as the “Parties.”
ESCROW AGREEMENTEscrow Agreement • May 3rd, 2012 • chatAND Inc • Services-prepackaged software • New York
This ESCROW AGREEMENT (this “Agreement”) made as of the 1st day of May 2012, by and among chatAND, Inc. (the “ Issuer ”) whose address and other information appear on the Information Sheet (as defined herein) attached to this Agreement, and VStock Transfer, LLC, 77 Spruce Street, Suite 201, Cedarhurst, NY 11516 (the “ Escrow Agent ”).
CHATAND TECH, LLC SOFTWARE RESELLER AGREEMENTChatand Tech, LLC Software Reseller Agreement • May 28th, 2014 • chatAND, Inc. • Services-prepackaged software • New Jersey
This Software Reseller Agreement (this “Agreement”) is entered into as of May 21, 2014 (the “Effective Date”), by and between TommiMedia, Inc., owner of the LiveAdvizor video chat call center software and the LiveAdvizor.com website, which is a Delaware corporation having a primary place of business at 109 Inwood Avenue, Montclair, NJ USA (“The Company”) and ChatAnd Tech, LLC Tech, LLC (“Reseller”) having a primary place of business at 5940 South Rainbow Blvd. Las Vegas NV, 89118.
LIMITED VOTING AND SHAREHOLDERS AGREEMENTLimited Voting and Shareholders Agreement • November 22nd, 2011 • chatAND Inc • Services-prepackaged software • Nevada
This Limited Voting and Shareholders Agreement (the "Agreement") is made as of August 1, 2011, by and between MICHAEL LEBOR, (“Lebor” or a “Shareholder”) and DAVID ROSENBERG, (“Rosenberg” or a “Shareholder”).
FORM OF WARRANTchatAND, Inc. • March 31st, 2015 • Services-prepackaged software
chatAND, Inc., a Nevada corporation (the “Company”), hereby certifies that, for value received, [_________] or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of [_________] shares of common stock, $0.0001 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $0.24 per share (as adjusted from time to time as provided in Section 8, the “Exercise Price”), at any time and on or after _____ __, 20__ (the “Initial Exercise Date”) and through and including the date that is five (5) years from the Initial Exercise Date (the “Expiration Date”), and subject to the following terms and conditions. This Warrant (this “Warrant”) is one of a series of similar warrants issued pursuant to that certain Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Purchasers identified therein (the “Purchase Agreement
PROMISSORY NOTE ASSIGNMENT AND PURCHASE AGREEMENTPromissory Note Assignment and Purchase Agreement • June 11th, 2014 • chatAND, Inc. • Services-prepackaged software • New York
This Promissory Note Assignment and Purchase Agreement (this “Agreement”), dated as of June 6, 2014, is entered into between Harborview Value Master Fund, L.P., a British Virgin Islands Limited partnership (“Seller”) and chatAND, Inc., a Nevada corporation (“Purchaser”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • May 13th, 2016 • chatAND, Inc. • Services-prepackaged software • New York
This SHARE EXCHANGE AGREEMENT (the “Agreement”) is effective as of February 29, 2016 (the “Effective Date”) by and between chatAND, Inc., a Nevada corporation (the ‘‘Company”) and ___________________ (the “Option Holder”)
FORBEARANCE AGREEMENTForbearance Agreement • November 28th, 2012 • chatAND Inc • Services-prepackaged software
THIS FORBEARANCE AGREEMENT (the “Agreement”) is dated as of November19, 2012, by and among CHATAND, INC.,a Nevada corporation (the “Company”),each of the buyers listed on the Schedule of Buyers attached hereto and named on the signature page hereto(collectively, the “Buyers”; and, each, a “Buyer”), and Michael Lebor and David Rosenberg (collectively, the “Existing Shareholders”; and, each, an “Existing Shareholder”).
FORM OF WARRANTchatAND Inc • September 2nd, 2011
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES OR AN OPINION OF COUNSEL OR OTHER EVIDENCE ACCEPTABLE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
CHATAND, INC. NON-STATUTORY STOCK OPTION GRANT AND AGREEMENTNon-Statutory Stock Option Grant and Agreement • May 13th, 2016 • chatAND, Inc. • Services-prepackaged software • Nevada
THIS Non-Statutory Stock Option Grant and Agreement (the “Agreement”), dated as of February 29, 2016, made by and between chatAND, Inc., a Nevada corporation (the “Company”), and the individual named below (“Optionee”). This Agreement is made pursuant to the terms and conditions of the chatAND, Inc. 2011 Equity Incentive Plan (the “Plan”), a copy of which is attached to this Agreement as Exhibit A, and the provisions of which are incorporated into this Agreement by reference. All terms not otherwise defined herein shall have the meanings set forth in the Plan. In the event of any conflict between this Agreement and the Plan, the terms of the Plan shall govern. The Option is intended to be a non-statutory stock option within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”).
SERIES A CONVERTIBLE PREFERRED STOCK EXCHANGE AGREEMENTSeries a Convertible Preferred Stock Exchange Agreement • April 9th, 2015 • chatAND, Inc. • Services-prepackaged software • Nevada
This SERIES A PREFERRED STOCK EXCHANGE AGREEMENT (the “Agreement”), dated as of April 2, 2015, is made by and among 224 Stanhope Note LLC, a New York limited liability company (the “Beneficial Owner”) and chatAND, Inc., a Nevada corporation (the “Company”).
