LOAN AGREEMENTLoan Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • London
This Agreement (the “Agreement”) is effective as of November 27, 2017 by and among INX Ltd., a company organized under the laws of Gibraltar (the “Company”) and Mr. Yaniv Segev (the “Lender”). The Company and the Lender may hereinafter be referred to individually as a “Party” and collectively as the “Parties”.
INX TOKEN PURCHASE AGREEMENT NOTICE:Inx Token Purchase Agreement • November 14th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • Delaware
THE TERMS OF THIS AGREEMENT FORM A BINDING LEGAL CONTRACT BETWEEN YOU AND INX LIMITED (THE “COMPANY”). CAREFULLY READ ALL OF THE TERMS OF THIS AGREEMENT BEFORE CLICKING THE “I AGREE” BUTTON. BY CLICKING THE “I AGREE” BUTTON YOU ACKNOWLEDGE YOUR CONSENT AND AGREEMENT TO ALL THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL THE TERMS OF THIS AGREEMENT, DO NOT CLICK “I AGREE.” IF YOU HAVE ANY QUESTIONS REGARDING THE EFFECT OF THE TERMS AND CONDITIONS IN THIS AGREEMENT, YOU ARE ADVISED TO CONSULT INDEPENDENT LEGAL COUNSEL.
AMENDED AND RESTATED CONSULTANCY AGREEMENTConsultancy Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • London
THIS AMENDED AND RESTATED CONSULTANCY AGREEMENT (this “Agreement”) is made as of June 25, 2018 and effective as of the Effective Date, by and between INX Ltd., a company organized under the laws of Gibraltar (the “Company”) and Ms. Maia Naor (the “Consultant”) (the Company and the Consultant shall sometimes be referred to, each as a “Party” and collectively, as the “Parties”).
ContractSimple Agreement for Future • April 23rd, 2020 • INX LTD • Security & commodity brokers, dealers, exchanges & services
THIS INSTRUMENT AND ANY SECURITIES ISSUABLE PURSUANT HERETO HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE ISRAELI SECURITIES LAW 5728 – 1968, AS AMENDED, OR ANY STATE OR FOREIGN SECURITIES LAWS. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.
ContractSimple Agreement for Future Equity • September 26th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services
THIS INSTRUMENT AND ANY SECURITIES ISSUABLE PURSUANT HERETO HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE ISRAELI SECURITIES LAW 5728 – 1968, AS AMENDED, OR ANY STATE OR FOREIGN SECURITIES LAWS. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 29th, 2021 • INX LTD • Security & commodity brokers, dealers, exchanges & services • Delaware
This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) between INX Digital, Inc. (the “Company”), a company incorporated under the laws of Delaware and a wholly-owned subsidiary of INX Limited (“INX Ltd”), and Ms. Catherine Yoon (the “Executive”) is effective as of April 26, 2021 (the “Effective Date”). The Company, INX Limited, and INX Services, Inc. (“INX Services”) shall be jointly referred to as the “Group”.
BITGO CUSTODIAL SERVICES AGREEMENTBitgo Custodial Services Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • South Dakota
This Custodial Services Agreement (the “Agreement”) is made as of the later date of the signatures below (the “Effective Date”) by and between:
INX TOKEN PURCHASE AGREEMENT NOTICES:Inx Token Purchase Agreement • August 12th, 2020 • INX LTD • Security & commodity brokers, dealers, exchanges & services • Delaware
This prospectus does not constitute an approved prospectus under Directive 2003/71/EC and no such prospectus is intended to be prepared and approved in connection with this offering. Accordingly, in relation to each Member State of the European Economic Area which has implemented Directive 2003/71/EC (each, a “Relevant Member State”) an offer to the public of the INX Tokens which are the subject of the offering contemplated by this prospectus may not be made in that Relevant Member State except that an offer to the public in that Relevant Member State of any INX Tokens may be made at any time under the following exemptions under the Prospectus Directive, if and to the extent that they have been implemented in that Relevant Member State:
SECURITIES EXCHANGE AGREEMENTDefinitive Agreement • April 29th, 2021 • INX LTD • Security & commodity brokers, dealers, exchanges & services • British Columbia
PI FINANCIAL CORP., a corporation existing under the laws of British Columbia, solely for purposes of Section 2.4 and Article 10
INX TOKEN PURCHASE AGREEMENT NOTICES:Token Purchase Agreement • March 3rd, 2020 • INX LTD • Security & commodity brokers, dealers, exchanges & services • Delaware
THE TERMS OF THIS AGREEMENT FORM A BINDING LEGAL CONTRACT BETWEEN YOU AND INX LIMITED (THE “COMPANY”). CAREFULLY READ ALL OF THE TERMS OF THIS AGREEMENT BEFORE CLICKING THE “I AGREE” BUTTON. BY CLICKING THE “I AGREE” BUTTON YOU ACKNOWLEDGE YOUR CONSENT AND AGREEMENT TO ALL THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL THE TERMS OF THIS AGREEMENT, DO NOT CLICK “I AGREE.” IF YOU HAVE ANY QUESTIONS REGARDING THE EFFECT OF THE TERMS AND CONDITIONS IN THIS AGREEMENT, YOU ARE ADVISED TO CONSULT INDEPENDENT LEGAL COUNSEL.
SUBSCRIPTION AGREEMENT between OpenDeal Inc. (dba Republic) and The INX Digital Company, Inc. June 15, 2023 SUBSCRIPTION AGREEMENTSubscription Agreement • June 20th, 2023 • INX LTD • Finance services • British Columbia
This SUBSCRIPTION AGREEMENT dated June 15, 2023 (this “Agreement”) is made by and between OpenDeal Inc. (dba Republic), a corporation existing under the Laws of Delaware (the “Purchaser”), and The INX Digital Company, Inc., a corporation existing under the Laws of British Columbia, Canada (the “Company”).
AMENDED AND RESTATED SECURITIES EXCHANGE AGREEMENTDefinitive Agreement • November 5th, 2021 • INX LTD • Security & commodity brokers, dealers, exchanges & services • British Columbia
PI FINANCIAL CORP., a corporation existing under the laws of British Columbia, solely for purposes of Section 2.4 and Article 10
AMENDED AND RESTATED EXECUTIVE SERVICES AGREEMENTExecutive Services Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services
On April 23, 2018, we entered into an agreement with Fidelis LLC (“Fidelis” or “Consultant”) to provide expert consulting services in the area of Broker-Dealer compliance and operations effective as of April 1, 2018 (the “Effective Date”). As of the Effective Date, Fidelis exclusively provided Matt Rozzi to serve as the Chief Compliance Officer and Chief Operating Officer of INX Services, Inc. (“INX US”), a company incorporated under the laws of Delaware, USA and a wholly owned subsidiary of INX Ltd (“INX Gib”) (“INX Gib” and “INX US”, are jointly, the “Group”), under the terms set forth below (the “First Agreement”). It is the intention of INX US and Fidelis (each a “Party”, together “Parties”), that upon the Qualifying Events defined below, Mr. Rozzi will join INX US as an employee, on the terms set out below, to be embodied in an employment agreement at that time (the “Employment Agreement”). The First Agreement is hereby amended and is replaced in its entirety with this Amended and
CONSULTANCY AND EMPLOYMENT AGREEMENTConsultancy and Employment Agreement • March 30th, 2021 • INX LTD • Security & commodity brokers, dealers, exchanges & services • New York
This CONSULTANCY AND EMPLOYMENT AGREEMENT (the “Agreement”) between INX Digital, Inc. (the “Company”), and Mr. Douglas Borthwick (the “Executive”) is effective as of November 24, 2020 (the “Effective Date”).
Token Lock-Up Agreement INX LimitedINX LTD • August 12th, 2020 • Security & commodity brokers, dealers, exchanges & services • Gibraltar
The undersigned, a holder of INX Tokens (“Tokens”) issued by INX Limited (the “Company”), understands that the Company is contemplating a public offering of Tokens to be registered with the U.S. Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Offering”).
FOUNDERS’ AGREEMENTFounders’ Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • London
THIS FOUNDERS AGREEMENT (this “Agreement”), effective as of September 1, 2017, is made and entered into by and between Triple-V (1999) Ltd., a limited liability company, registered under the laws of the State of Israel (“TV”) and A-Labs Finance and Advisory Ltd., a limited liability company, registered under the laws of the State of Israel (“A-Labs”, and collectively with TV, the “Founders”). Each of the Founders shall sometimes be referred to as a “Party” and collectively, as the “Parties”.
SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • New York
Subscription Escrow Agreement, dated as of _________, 2019 (the “Agreement”), between Metropolitan Commercial Bank, a New York State-chartered bank with its principal corporate office at 99 Park Ave., New York, NY 10016 (the “Escrow Agent”), and INX Limited, a Gibraltar private company limited by shares, with its principal office at 57/63 Line Wall Road, GX11 1AA Gibraltar (the “Company”).
Services AgreementServices Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • Gibraltar
THIS AGREEMENT (the “Agreement”) is made and entered into as of March 8, 2018, by and between INX Ltd., a company registered under the laws of Gibraltar with its principal place of business at 1.23 World Trade Center, Bayside Road, GX11 lAA, Gibraltar (the “Company”) and Bentley Limited, a company incorporated under the laws of England and Wals with its principal place of business at Winterpick, Warren Road, Crowborough, TN6 lQS, UK (the “Consultant”).
Collaboration AgreementCollaboration Agreement • June 20th, 2023 • INX LTD • Finance services • British Columbia
This Collaboration Agreement (this “Agreement”) is entered into as of this 15 day of June, 2023 (the “Effective Date”), by and between The INX Digital Company, Inc. (“INX”) and OpenDeal Inc. dba Republic (“Republic”). INX and Republic may each be referred to as a “Party” and collectively as the “Parties”.
TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • August 3rd, 2020 • INX LTD • Security & commodity brokers, dealers, exchanges & services • New York
This TRANSFER AGENCY AND SERVICE AGREEMENT (“TA Agreement”) is entered into on this July 17, 2020 (the “Effective Date”) between Tokensoft Transfer Agent LLC, a Delaware limited liability company with a place of business at 44 Montgomery Street, 38th Floor, San Francisco, CA 94104 (“TTA”), and INX Limited with a place of business at the address listed on the Order Form (“Customer”). This TA Agreement includes and incorporates the above Order Form, as well as the attached General Terms and Conditions and any attached applicable Exhibits and contains, among other things, warranty disclaimers, liability limitations and use limitations. In the event of any conflicting or differing terms in the foregoing, the order of precedence will be first any exhibits expressly setting forth terms for any Services (as defined in Exhibit A), second the General Terms and Conditions, and third the Order Form. There shall be no force or effect to any different terms of any related purchase order or similar
INX LIMITED FORM OF INX TOKEN PURCHASE AGREEMENTToken Purchase Agreement • April 12th, 2018 • INX LTD • Security & commodity brokers, dealers, exchanges & services • New York
This Token Purchase Agreement (this “Agreement”) is entered into as of the date you electronically assent to this Agreement by clicking the “I AGREE” button on the [__________](the “Website”), and contains the terms and conditions that govern your purchase of the ERC-20 compatible tokens distributed on the Ethereum blockchain (the “Tokens” or “INX Tokens”). This is an agreement between you (“Purchaser” or “you”) and INX Limited, a Gibraltar private company limited by shares (the “Company”). Purchaser and the Company are herein referred to individually as a “Party” and collectively as the “Parties.”
SERVICES AGREEMENTServices Agreement • March 6th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • Gibraltar
THIS SERVICES AGREEMENT (the “Agreement”) is made and entered into as of May 1, 2018, by and between INX Ltd., a company registered under the laws of Gibraltar with its address at 57/63 Line Wall Road, Gibraltar (the “Company”) and Shiran Communications Ltd., a company registered under the laws of the State of Israel, with an address at 2 Rechaveam Zeevi St., Givat-Shmuel 54017, Israel (the “Consultant”).
INX Agrees to Extend Negotiating Period for Potential Acquisition Deal with Republic Committed to its aligned vision and collaboration with Republic, INX has approved a three-month extension of the negotiating period towards an acquisition of INX by...INX LTD • February 15th, 2024 • Finance services
TORONTO, Feb 15, 2024, -- The INX Digital Company, Inc. (Cboe CA: INXD, INXATS: INX, OTCQB: INXDF) (“INX”), a U.S.-regulated broker-dealer, ATS, and transfer agent, and Republic (“Republic”), a global financial firm operating a digital merchant bank and a network of investment platforms, have announced a three-month extension, to May 15, 2024, of the period during which the parties have agreed to negotiate in good faith towards acquisition of INX by Republic, as previously disclosed on June 19, 2023 and November 8, 2023. The companies are also renewing their collaboration agreement for an additional year. The companies mutually agreed to the extension as Republic continues in the process of completing its capital raise round.
AMENDMENT TO THE SECOND AMENDED AND RESTATED ENGAGEMENT AGREEMENTEngagement Agreement • November 1st, 2018 • INX LTD • Security & commodity brokers, dealers, exchanges & services
This Amendment to the Second Amended and Restated Engagement Agreement (the “Amendment”) is entered into on January 31, 2018 (the “Signing Date”), and will be effective as of September 26, 2017 (the “Effective Date”) by and between INX Ltd. (the “Company”) and A-Labs Finance and Advisory Ltd. (the “Advisor”).
AMENDMENT TO INX LIMITED SUBSCRIPTION ESCROW AGREEMENTLimited Subscription Escrow Agreement • April 23rd, 2020 • INX LTD • Security & commodity brokers, dealers, exchanges & services
This Amendment (this “Amendment”) is entered into March 11, 2020 by and between INX Limited (“INX”) and Metropolitan Commercial Bank (“Bank”).
ADDENDUM 2 TO FOUNDERS’ AGREEMENTFounders’ Agreement • November 1st, 2018 • INX LTD • Security & commodity brokers, dealers, exchanges & services
THIS ADDENDUM 2 TO FOUNDERS’ AGREEMENT (this “Addendum”), effective as of December 31, 2017 (the “Effective Date”), is made and entered into by and between Triple-V (1999) Ltd. and A-Labs Finance and Advisory Ltd. (each a “Founder”, and collectively the “Founders”). Each of the Founders shall sometimes be referred to as a “party” and collectively, as the “Parties”.
SERVICES AGREEMENTServices Agreement • November 1st, 2018 • INX LTD • Security & commodity brokers, dealers, exchanges & services • Gibraltar
THIS SERVICES AGREEMENT (the “Agreement”) is made and entered into as of May 1, 2018, by and between INX Ltd., a company registered under the laws of Gibraltar with its address at 57/63 Line Wall Road, Gibraltar (the “Company”) and Shiran Communications Ltd., a company registered under the laws of the State of Israel, with an address at 2 Rechaveam Zeevi St., Givat-Shmuel 54017, Israel (the “Consultant”).
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • New York
This AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) between INX Services, Inc. (the “Company”), and Alan Silbert (the “Executive”) is dated as of June 25, 2018 and effective as of March 1, 2018 (the ’’Effective Date”).
SECOND AMENDED AND RESTATED ENGAGEMENT AGREEMENTSecond Amended and Restated Engagement Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • London
This Second Amended and Restated Engagement Agreement (the “Agreement”) is entered into on December 28, 2017 and shall be in effect as of September 26, 2017 (the “Effective Date”) by and between A-Labs Finance and Advisory Ltd. (“A-Labs”) and INX Limited, a limited liability company to be incorporated under the laws of Gibraltar (“Company” or “Client”), each hereinafter referred to as a Party and jointly the Parties,
Amendment to Amended and Restated Software Services AgreementSoftware Services Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services
THIS AMENDMENT TO THE AMENDED AND RESTATED SOFTWARE SERVICES AGREEMENT (this “Amendment”), dated June 27, 2018 and effective as of October 1, 2017 (the “Effective Date”), is made and entered into by and between INX Ltd., a company organized under the laws of Gibraltar (the “Company”) and Committed Ltd., a company organized under the laws of the State of Israel (the “Service Provider”). Each of the Service Provider and the Company shall sometimes be referred to as a “Party” and collectively, as the “Parties”.
AMENDMENT TO THE SECOND AMENDED AND RESTATED ENGAGEMENT AGREEMENTEngagement Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services
This Amendment to the Second Amended and Restated Engagement Agreement (the “Amendment”) is entered into on January 31, 2018 (the “Signing Date”), and will be effective as of September 26, 2017 (the “Effective Date”) by and between INX Ltd. (the “Company”) and A-Labs Finance and Advisory Ltd. (the “Advisor”).
ADDENDUM 2 TO FOUNDERS’ AGREEMENTFounders’ Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services
THIS ADDENDUM 2 TO FOUNDERS’ AGREEMENT (this “Addendum”), effective as of December 31, 2017 (the “Effective Date”), is made and entered into by and between Triple-V (1999) Ltd. and A-Labs Finance and Advisory Ltd. (each a “Founder”, and collectively the “Founders”). Each of the Founders shall sometimes be referred to as a “party” and collectively, as the “Parties”.
SECOND AMENDED AND RESTATED ENGAGEMENT AGREEMENTEngagement Agreement • November 1st, 2018 • INX LTD • Security & commodity brokers, dealers, exchanges & services • London
This Second Amended and Restated Engagement Agreement (the “Agreement”) is entered into on December 28, 2017 and shall be in effect as of September 26, 2017 (the “Effective Date”) by and between A-Labs Finance and Advisory Ltd. (“A-Labs”) and INX Limited, a limited liability company to be incorporated under the laws of Gibraltar (“Company’’ or “Client”), each hereinafter referred to as a Party and jointly the Parties,
CUSTODIAL SERVICES AGREEMENTCustodial Services Agreement • May 20th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services • South Dakota
This Custodial Services Agreement (this “Agreement”) is entered into and effective as of _____________________, 20____ (“Effective Date”) by and between: BitGo Trust Company, Inc., a trust company duly organized and chartered in South Dakota, and having an office at 6216 Pinnacle Place, Suite #101, Sioux Falls, South Dakota 57108 (“Custodian”), and ______________________________________________________________, duly organized in
ADDENDUM TO FOUNDERS’ AGREEMENTFounders’ Agreement • August 19th, 2019 • INX LTD • Security & commodity brokers, dealers, exchanges & services
THIS ADDENDUM TO FOUNDERS’ AGREEMENT (this “Addendum”), effective as of September 1, 2017 (the “Effective Date”), is made and entered into by and between Triple-V (1999) Ltd. and A-Labs Finance and Advisory Ltd. (each a “Founder”, and collectively the “Founders”). Each of the Founders shall sometimes be referred to as a “Party” and collectively, as the “Parties”.
