Alliance MMA, Inc. Sample Contracts

COMMON STOCK PURCHASE WARRANT
Common Stock Purchase Warrant • December 19th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation

This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, SCWorx Acquisition corp. 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 “Issuance Date”), subject to receipt of the Exchange Approval (as defined in the Purchase Agreement), and on or prior to the close of business on the five (5)-year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Alliance MMA, Inc., a Delaware corporation (the “Company”), up to 343,750 shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, par value $0.001 per share, of the Company (the “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 is issued pursuant to the Purchase Agreement (as define

AutoNDA by SimpleDocs
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 19th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of November 29, 2018, between Alliance MMA, Inc., a Delaware corporation (the “Company”) and the purchasers set forth on the signature pages affixed hereto (each a “Purchaser” and collectively, the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 23rd, 2021 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 17, 2021, is by and among SCWorx Corp., a Delaware corporation with offices located at 590 Madison Ave., 21 St. FL., New York, New York 10022, (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 23rd, 2021 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 17, 2021, is by and among SCWorx Corp., a Delaware corporation with offices located at 590 Madison Ave., 21st. fl., New York, New York, 10022 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).

COMMON STOCK PURCHASE WARRANT ALLIANCE MMA, INC.
Alliance MMA, Inc. • January 9th, 2018 • Services-miscellaneous amusement & recreation • New York

THIS COMMON STOCK PURCHASE WARRANT (this “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 the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”; provided, however that if such date is not a Trading Day, the Termination Date shall be the immediately following Trading Day) but not thereafter, to subscribe for and purchase from Alliance MMA, Inc., a Delaware corporation (the “Company”), up to ____________ shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “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 1(b). This Warrant is one of the warrants (collectively, the

COMMON STOCK PURCHASE AGREEMENT Dated as of June 28, 2022 by and between SCWORX CORP. and TUMIM STONE CAPITAL LLC
Common Stock Purchase Agreement • July 5th, 2022 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York

This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of June 28, 2022 (this “Agreement”), by and between Tumim Stone Capital LLC, a Delaware limited liability company (the “Investor”), and SCWorx Corp., a Delaware corporation (the “Company”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 5th, 2022 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York
ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • May 4th, 2017 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware

THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of May 2, 2017 (the “Effective Date”), is entered into by and among UNDISPUTED PRODUCTIONS, LLC, a Georgia limited liability company (“Seller”), Dave Oblas, an individual and resident of the State of Georgia (the “Selling Member”), and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 6th, 2022 • SCWorx Corp. • Services-miscellaneous amusement & recreation • Delaware

This Securities Purchase Agreement (this “Agreement”) is dated as of ________________ the “Effective Date”) by and among SCWorx Corp., a Delaware corporation, located at 590 Madison Ave, New York, NY 10022 (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a purchaser and collectively purchasers both defined interchangeably as either "Purchaser" or "Purchasers" in this document).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • June 12th, 2020 • SCWorx Corp. • Services-miscellaneous amusement & recreation • Delaware

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), is made and entered into effective as of February 1, 2019, by and between SCWorx Corp., a Delaware corporation (the “Company”), and Marc S. Schessel, an individual and resident of the State of New York (the “Executive”).

Hoosier Fight Club Multi Fight Promotional Agreement
Multi Fight Promotional Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Indiana

Effective this date, 08-14-2015, this agreement is hereby made by and between Hoosier Fight Club Promotions, its employees, agents (hereinafter referred as “Promoter”) and Nick Kraus (hereinafter referred to as “Fighter”) who covenant and agree to be bound by the terms of, and do execute this Agreement personally and through Fighters duly authorized representative, whose full name is: Nicholas Thomas Kraus.

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • June 30th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), entered into effective May 1, 2016, by and between ALLIANCE MMA, INC., a Delaware corporation (the “Company”), and Frank A. Gallagi, an individual and resident of the State of Connecticut (the “Executive”).

2,150,000 Shares of Common Stock and 1,935,000 Warrants ALLIANCE MMA, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • January 9th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
ALLIANCE MMA, INC. New York, New York 10022
Subscription Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York

Alliance MMA, Inc., a corporation organized and existing under the laws of State of Delaware (the “Company”), proposes to issue and sell to the purchasers, pursuant to the terms and conditions of this Selling Agent Agreement (this “Agreement”) and the Subscription Agreements in the form of Exhibit A attached hereto (the “Subscription Agreements”) entered into with the purchasers identified therein (each a “Purchaser” and collectively, the “Purchasers”), a minimum of 1,111,11 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company up to a maximum (the “Maximum Amount”) of 3,333,333 shares of Common Stock (the “Securities”) pursuant to a Registration Statement on Form S-1 declared effective by the United States Securities and Exchange Commission (the “Commission”). The Company hereby confirms its agreement with Network 1 Financial Securities, Inc. (“Network 1”) concerning the purchase and sale of the Securities as follows:

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • April 16th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) effective as of February 1, 2017 (the “Effective Date”) is entered into by and between ALLIANCE MMA, INC., a Delaware corporation (the “Company”) and James Byrne, an individual and resident of the State of New York (the “Executive”).

ESCROW DEPOSIT AGREEMENT
Escrow Deposit Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York

This ESCROW DEPOSIT AGREEMENT (this “Agreement”) dated as of this 20th day of July 2016, by and among ALLIANCE MMA, INC., a Delaware corporation (the “Company”), having an address at 590 Madison Avenue, 21st Floor, New York, New York 10022, NETWORK 1 FINANCIAL SECURITIES, INC. (the “Underwriter”), having an address at 2 Bridge Avenue, Red Bank, New Jersey 07701 and SIGNATURE BANK (the “Escrow Agent”), a New York chartered bank, having an office at 950 Third Avenue, New York, New York 10022. All capitalized terms not herein defined shall have the meanings ascribed to them in the Company’s Registration Statement on Form S-1, filed with the Securities and Exchange Commission on or about June 30, 2016, including all attachments, schedules and exhibits thereto (the “Registration Statement”).

FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT
Fight Library Copyright Purchase Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware

THIS FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT (the “Agreement”), dated as of February 23, 2016 (the “Effective Date”), is entered into by and among HOSS PROMOTIONS, LLC, a New York corporation (“Seller”) and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”).

ADVISORY SERVICES AGREEMENT
Advisory Services Agreement • April 16th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York

THIS ADVISORY SERVICES AGREEMENT (this “Agreement”) is entered into as of October 24, 2016 (the “Effective Date”), by and between Jason Robinett, an individual and resident of the state of Washington (the “Advisor”), and Alliance MMA, Inc., a Delaware corporation (the “Company”).

FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT
Fight Library Copyright Purchase Agreement • July 22nd, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware

THIS FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT (the “Agreement”), dated as of September 15, 2015 (the “Effective Date”), is entered into by and among LOUIS NEGLIA’S MARTIAL ARTS KARATE, INC., a New York corporation (“Seller”) and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”).

Form of Selling Agent’s Warrant Agreement
Common Stock Purchase Warrant • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York

THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) AN SELLING AGENT OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF ANY SUCH SELLING AGENT OR SELECTED DEALER.

AGREEMENT
Agreement • September 5th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York

THIS AGREEMENT is made effective as of May 31, 2018 and between, Alliance MMA, Inc. (“Alliance” or the “Company”), with an address at 590 Madison Ave, 21st Floor, New York, New York, 10022 and Scott Sheeley, with an address of (the “Promoter”).

AMENDMENT no. 1 TO SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • December 19th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware

THIS AMENDMENT NO. 1 TO SHARE EXCHANGE AGREEMENT, dated December 18, 2018 (this “Amendment”), is the first amendment to that certain Share Exchange Agreement entered into as of August 20, 2018 (the “Agreement”), by and among ALLIANCE MMA, INC., a Delaware corporation (“AMMA”), SCWORX CORP., a Delaware corporation (“SCWorx”), and the SCWorx stockholders listed on Schedule A thereto. Defined terms used herein and not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

AutoNDA by SimpleDocs
ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • September 29th, 2017 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware

THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of September 22, 2017 (the “Effective Date”), is entered into by and among Victory FC, Inc., a Nebraska corporation (“Seller”), Ryan Stoddard, an individual and resident of the State of Nebraska (the “Primary Shareholder”), Daniel White, an individual and resident of the State of Nebraska (the “Minority Shareholder”), and Alliance MMA, Inc., a Delaware corporation (“Buyer”). The Primary Shareholder and the Minority Shareholder are each sometimes referred to herein a “Shareholder” and, together, as the “Shareholders”).

CONTRACT IS ONLY GOOD FOR 48 HOURS. IF NOT RETURNED WITHIN 48 HOURS, CONTRACT IS NULL AND VOID CONTRACT COVER PAGE
Bout Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New Jersey

· This contract is time sensitive! This contract is only valid for 48 hours from the “Date of Contract” and “Time Sent”. You must submit this contract within the 48 hour or this contract will be null and void.

ALLIANCE MMA, INC. COMMON STOCK PURCHASE WARRANT
Common Stock Purchase Warrant • January 10th, 2017 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation

THIS AMENDMENT NO. 1 to ASSET PURCHASE AGREEMENT is dated as of July 16, 2016 (this “Amendment”) and amends the Asset Purchase Agreement, dated as of February 23, 2016 (the “Agreement”) by and among PUNCH DRUNK, INC., a Washington corporation d/b/a COMBAT GAMES MMA (“Seller”), Joe DeRobbio, an individual and resident of the State of Washington (“DeRobbio”), and Jason Robinett, an individual and resident of the State of Washington (“Robinett” with each of DeRobbio and Robinett each a “Selling Stockholder” and collectively the “Selling Stockholders”), and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”). Capitalized terms not defined in this Amendment have the meanings set forth in the Agreement.

AGREEMENT
Agreement • September 5th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York

THIS AGREEMENT is made effective as of May 31, 2018 and between, Alliance MMA, Inc. (“Alliance” or the “Company”), with an address at 590 Madison Ave, 21st Floor, New York, New York, 10022 and Michael Constantino, with an address of __________________________________________________________ (the “Promoter”).

Settlement Agreement
Settlement Agreement • April 1st, 2019 • SCWorx Corp. • Services-miscellaneous amusement & recreation • Maryland

This Settlement Agreement (“Agreement”) is made and entered into this day December 24, 2018 by and between Alliance MMA and its successors and assigns (“Alliance”) and Ira S. Rainess (“Executive”). Upon execution the employment agreement is terminated as of this date with neither party having any further rights or obligations to those agreements.

TERMS AND CONDITIONS OF PURCHASE Number:
These Terms And • May 19th, 2021 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York

This Agreement for the purchase oflevel 4 blue medical gowns (double laminate, 35g weight), (“Products”), together with the Escrow Agreement, if required, by and between Seller, Purchaser and the Escrow Agent, constitute the entire and sole basis upon which Purchaser agrees to purchase Products from Seller, and are the exclusive understanding between Purchaser and Seller covering the Products (hereinafter collectively “the Contract”). Any additional or different terms and/or conditions proposed by Purchaser or Seller, whether by: (i) quotation; (ii) acknowledgment; (iii) invoice; (iv) separate written document; and/or (v) any other means, do not constitute part of the Contract. Any such additional or different terms shall be considered proposals to amend, which are not accepted, unless mutually agreed to in a writing signed by the Parties and/or Manufacturer as applicable. All prior general terms and conditions, contracts, representations, statements, negotiations, and undertakings, wh

AMENDMENT NO. 1 TO FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT
Library Copyright Purchase Agreement • July 22nd, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation

THIS AMENDMENT NO. 1 to FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT is dated as of July 16, 2016 (this “Amendment”) and amends the Fight Library Copyright Purchase Agreement, dated as of February 23, 2016 (the “Agreement”) by and between HOSS PROMOTIONS, LLC, a New Jersey limited liability company (“Seller”) and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”). Capitalized terms not defined in this Amendment have the meanings set forth in the Agreement.

SEPARATION AND SETTLEMENT AGREEMENT
Separation and Settlement Agreement • November 16th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Florida

This Separation and Settlement Agreement (the “Agreement”) is made and entered into as of this July 1, 2018 by and between ALLIANCE MMA, INC. (“Alliance MMA”), and Wilbur (“Burt”) Watson (“Watson”).

AGREEMENT
Agreement • June 30th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New Jersey

This AGREEMENT (“Agreement”) is made and entered into as of Oct. 8, 2014, by and between Marina District Development Company, LLC d/b/a Borgata Hotel Casino & Spa (“Borgata”) and CFFC Promotions, LLC (“CFFC”) as the promoter for the purpose of presenting Pro Mixed Martial Arts bouts at Borgata Hotel Casino & Spa (the “Promoter”). Borgata will assign and determine which property will be utilized.

AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • July 22nd, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation

THIS AMENDMENT NO. 1 to AGREEMENT AND PLAN OF MERGER is dated as of July 16, 2016 (this “Amendment”) and amends the Agreement and Plan of Merger, dated as of March 1, 2016 (the “Agreement”) by and among GO FIGHT NET, INC., a New York corporation (“GFL”), David Klarman, an individual and resident of the State of New York (the “Principal Stockholder”), ALLIANCE MMA, INC., a Delaware corporation (“Parent”), and GFL ACQUISITION CO., INC., a New York corporation and wholly-owned subsidiary of Parent (“Acquisition Co.”). Capitalized terms not defined in this Amendment have the meanings set forth in the Agreement.

Contract
SCWorx Corp. • June 12th, 2020 • Services-miscellaneous amusement & recreation

Note: The Service Provider’s names specified in this exhibit has been excluded from the exhibit because the identity of said provider is both not material and would likely cause competitive harm to the registrant if publicly disclosed.

AMENDMENT NO. 1 TO FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT
Purchase Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation

THIS AMENDMENT NO. 1 to FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT is dated as of July 16, 2016 (this “Amendment”) and amends the Fight Library Copyright Purchase Agreement, dated as of September 15, 2015 (the “Agreement”) by and between LOUIS NEGLIA’S MARTIAL ARTS KARATE, INC., a New York corporation (“Seller”) and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”). Capitalized terms not defined in this Amendment have the meanings set forth in the Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.