T Stamp Inc Sample Contracts

COMMON STOCK PURCHASE WARRANT T Stamp, Inc.
T Stamp Inc • December 21st, 2023 • Services-prepackaged software • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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 Shareholder Approval Date (as defined below) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the date that is the five year anniversary of the Shareholder Approval Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from T Stamp Inc., a Delaware corporation (the “Company”), up to 3,600,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 5th, 2023 • T Stamp Inc • Services-prepackaged software • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 1, 2023, between T Stamp Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

PRE-FUNDED COMMON STOCK PURCHASE WARRANT T Stamp, Inc.
T Stamp Inc • April 18th, 2023 • Services-prepackaged software

THIS COMMON STOCK PURCHASE WARRANT (the “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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from T STAMP, INC., a Delaware corporation (the “Company”), up to 1,009,950 shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • June 5th, 2023 • T Stamp Inc • Services-prepackaged software • New York
ESCROW AGREEMENT FOR SECURITIES OFFERING
Escrow Agreement • March 12th, 2020 • T Stamp Inc • Services-prepackaged software • Delaware

THIS ESCROW AGREEMENT, dated as of (“Escrow Agreement”), is by and between SI Securities, LLC (“SI Securities”), T Stamp Inc., a Delaware corporation (“Issuer”), and The Bryn Mawr Trust Company of Delaware (“BMTC DE”), a Delaware entity, as Escrow Agent hereunder (“Escrow Agent”). Capitalized terms used herein, but not otherwise defined, shall have the meaning set forth in that certain Issuer Agreement by and between Issuer and SI Securities executed prior hereto (the “Issuer Agreement”).

COMMON STOCK PURCHASE WARRANT T Stamp, Inc.
T Stamp Inc • April 18th, 2023 • Services-prepackaged software

THIS COMMON STOCK PURCHASE WARRANT (the “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 5:00 p.m. (New York City time) on the date that is the five year month anniversary of the Closing Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from T Stamp Inc., a Delaware corporation (the “Company”), up to 1,573,330 shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).

SI Securities, LLC
Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software • New York
SUBSCRIPTION AGREEMENT
Subscription Agreement • April 6th, 2020 • T Stamp Inc • Services-prepackaged software • Georgia

THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.

WARRANT TO PURCHASE SHARES OF COMMON STOCK of T STAMP, INC. Non-US Investors Only Dated as of ______________ Void after the date specified in Section 8
T Stamp Inc • January 12th, 2022 • Services-prepackaged software • Delaware

THIS CERTIFIES THAT, for value received, ________________________________, or its registered assigns (the “Holder”), is entitled to purchase from T Stamp, Inc., a Delaware corporation (the “Company”), shares of the Company’s Class A Common Stock, $0.0001 par value per share (the “Shares”), in the amounts, at such times and at the price per share set forth in Section 1, subject to the provisions and upon the terms and conditions set forth herein and in the Warrant Agreement dated as of ______, 2021 (the “Warrant Agreement”) between the Company and Colonial Stock Transfer Co., Inc.(the “Warrant Agent”). The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued as part of an offering of securities by the Company pursuant an exemption under Regulation S under the Securities Act of 1933, as amended (the “Securities Act”) and the Subscription Agreement between the Company and the Hol

COMMON STOCK PURCHASE WARRANT T Stamp, Inc.
T Stamp Inc • June 5th, 2023 • Services-prepackaged software

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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 5:00 p.m. (New York City time) on the date that is the five year anniversary of the Closing Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from T Stamp Inc., a Delaware corporation (the “Company”), up to _______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 21st, 2022 • T Stamp Inc • Services-prepackaged software • Georgia

This Executive Employment Agreement (the “Agreement”), is entered into and effective as of the date of the company’s listing on the Euronext Growth Market (the “Effective Date”), by and between T Stamp Inc. (the “Company”), and Gareth N. Genner (“Executive”) (each a “Party” and collectively the “Parties”).

INVESTORS’ RIGHTS AGREEMENT
Joinder Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software • Georgia

THIS INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of ____, 2019, by and among T Stamp Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.” For the avoidance of doubt, each person that is a party to the Subscription Agreement (as defined below) as an “Investor” thereunder is hereby deemed automatically, and without any further action, to have joined this Agreement and become a party hereof as an “Investor” pursuant to Section 2 of the Subscription Agreement, notwithstanding any failure by such Person have executed or delivered this Agreement to any other party hereof.

WARRANT TO PURCHASE COMMON STOCK of T STAMP INC. Void after December 20, 2024
T Stamp Inc • March 12th, 2020 • Services-prepackaged software • Delaware

This certifies that, for value received, Second Century Ventures, LLC, a Delaware limited liability partnership, or its assigns (in each case, the “Holder”) is entitled, subject to the terms set forth below, to purchase from T Stamp Inc., a Delaware corporation (the “Company”), up to 932,111 shares of the Common Stock of the Company or such other substitute security as set forth herein (“Exercise Stock”), upon surrender hereof, at the principal office of the Company referred to below, with the subscription form attached hereto duly executed, and simultaneous payment therefor in lawful money of the United States or otherwise as hereinafter provided, at the Exercise Price as set forth in Section 2 below. The number, character, type of security and Exercise Price of such shares of Exercise Stock are subject to adjustment and substitution as provided below. The term “Warrant” as used herein shall include this Warrant, and any warrants delivered in substitution or exchange therefor as provi

ACKNOWLEDGEMENT AND SETTLEMENT AGREEMENT
Technology Services Agreement • March 12th, 2020 • T Stamp Inc • Services-prepackaged software • New York

THIS ACKNOWLEDGEMENT AND SETTLEMENT AGREEMENT (this “Settlement Agreement”) is made and entered into as of July 1st, 2019 (the “Effective Date”), by and among (i) Emergent Technology Holdings LP, a Cayman Islands exempted limited partnership (“EmTech”), (ii) T Stamp Inc., a Delaware corporation (“TStamp”), and (iii) solely for purposes of Sections 5, 6, 7, 8 and 9, T Stamp LLC, a Delaware limited liability company (“TS LLC”). EmTech and TStamp are each referred to herein as a “Party” and, collectively, as the “Parties.”

WARRANT AGENCY AGREEMENT
Warrant Agency Agreement • November 22nd, 2021 • T Stamp Inc • Services-prepackaged software • Utah

This Warrant Agreement made as of August 20, 2021 (this “Agreement”), is between T Stamp Inc., a Delaware corporation, with offices at 3017 Bolling Way NE, Floors 1 and 2, Atlanta, Georgia, 30305, USA (the “Company”), and Colonial Stock Transfer Company, Inc., with offices at 66 Exchange Place, 1st floor, Salt Lake City, UT 84111 (the “Warrant Agent”).

AGREEMENT PURCHASE AND SALE OF SERIES A PREFERRED STOCK T Stamp Inc. (“the Company”)
Agreement • March 12th, 2020 • T Stamp Inc • Services-prepackaged software • Georgia
Contract
T Stamp Inc • April 30th, 2020 • Services-prepackaged software • New York

THIS WARRANT AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SUCH ACT AND APPLICABLE LAWS.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software • Georgia

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of July 14th, 2017 (the “Agreement Date”), between T Stamp Inc., a Delaware corporation (herein referred to as the “Company”), and [____] (herein referred to as “[____]).

Mr. Gareth Genner Chief Executive Officer T Stamp Inc.
T Stamp Inc • April 4th, 2024 • Services-prepackaged software • New York
Accelerator Agreement
Accelerator Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software • California

This _________________ (“Agreement”) is effective as of January 6, 2016 between T Stamp LLC (“Startup”), a Georgia limited liability company located at 3423 Piedmont Rd. NE, Atlanta, GA 30305, and [__________].

SECURED LOAN AGREEMENT (WITH RECOURSE ONLY TO THE SECURITY)
Secured Loan Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software

For the mutual considerations contained herein, T STAMP LLC (hereinafter “Company”) and Alexander Valdes (hereinafter “Affiliate”) do hereby make the following limited recourse loan agreement, wherein Company is making a secured loan, without personal recourse, to Affiliate upon the following terms and conditions:

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software • Georgia

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of July 17th, 2017 (the “Agreement Date”), between T Stamp Inc., a Delaware corporation (herein referred to as the “Company”), and __________, (herein referred to as “Investor”).

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software • Georgia

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of January 12th, 2017 (the “Agreement Date”), between T Stamp Inc., a Delaware corporation (herein referred to as the “Company”), and [____], a Nevada limited liability company (herein referred to as “[____]”).

AGREEMENT
Agreement • September 28th, 2020 • T Stamp Inc • Services-prepackaged software

Between: Emergent Technology Holdings LP (“EmTech”), T Stamp Inc. (“Trust Stamp”) and TStamp Incentive Holdings Inc. (“TSI Holdings”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software • Georgia

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of July 17th, 2017 (the “Agreement Date”), between T Stamp Inc., a Delaware corporation (herein referred to as the “Company”), and a Wyoming limited liability company (herein referred to as “[_____]”).

LOAN EXTENSION AGREEMENT
Loan Extension Agreement • November 22nd, 2021 • T Stamp Inc • Services-prepackaged software
SECURED LOAN AGREEMENT (WITH RECOURSE ONLY TO THE SECURITY)
Secured Loan Agreement • November 22nd, 2021 • T Stamp Inc • Services-prepackaged software

For the mutual considerations contained herein, T STAMP LLC (hereinafter "Company") and DAVID STORY (hereinafter "Affiliate") do hereby make the following limited recourse loan agreement, wherein Company is making a secured loan, without personal recourse, to Affiliate upon the following terms and conditions:

EXECUTION VERSION
T Stamp Inc • December 30th, 2019 • Services-prepackaged software • Delaware

THIS WARRANT AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SUCH ACT AND APPLICABLE LAWS.

Contract
Warrant • December 30th, 2019 • T Stamp Inc • Services-prepackaged software • Delaware

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”) OR ANY APPLICABLE STATE SECURITIES LAWS. NO SALE OR DISPOSITION OF THIS WARRANT OR THE SECURITIES ISSUABLE UPON ITS CONVERSION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR HOLDER, SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETTER FROM THE SECURITIES AND EXCHANGE COMMISSION AND ANY APPLICABLE STATE SECURITIES DIVISIONS.

EXECUTION VERSION
T Stamp Inc • December 30th, 2019 • Services-prepackaged software • Delaware

THIS WARRANT AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SUCH ACT AND APPLICABLE LAWS.

Mutual Channel Agreement
Mutual Channel Agreement • November 22nd, 2021 • T Stamp Inc • Services-prepackaged software • Georgia

Trust Stamp Inc (referred to herein as ‘The Company’ where the context so requires) with its head office located at 75 5th Street NW, Suite 2290, Atlanta, GA 30308, USA

SECURED LOAN AGREEMENT (WITH RECOURSE ONLY TO THE SECURITY)
Secured Loan Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software

For the mutual considerations contained herein, T STAMP LLC (hereinafter “Company”) and [_____] (hereinafter “Affiliate”) do hereby make the following limited recourse loan agreement, wherein Company is making a secured loan, without personal recourse, to Affiliate upon the following terms and conditions:

SECURED LOAN AGREEMENT (WITH RECOURSE ONLY TO THE SECURITY)
Secured Loan Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software

For the mutual considerations contained herein, T STAMP LLC (hereinafter “Company”) and ANDREW FRANCIS (hereinafter “Affiliate”) do hereby make the following limited recourse loan agreement, wherein Company is making a secured loan, without personal recourse, to Affiliate upon the following terms and conditions:

Contract
T Stamp Inc • April 8th, 2020 • Services-prepackaged software

T Stamp Inc., doing business as Trust Stamp, (the “Company”) has prepared this Form 1-A/A solely for the purpose of filing Exhibits 13.5 and 13.6.

LEASE AMENDMENT
Rental Agreement • December 30th, 2019 • T Stamp Inc • Services-prepackaged software

The Rental Agreement dated April 24, 2018 between Georgia Advanced Technology Ventures, Inc., as Landlord, and Trust Stamp, as Tenant, is hereby renewed under the following modified terms and conditions:

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