ContractNuvel Holdings, Inc. • June 23rd, 2015 • Jewelry, precious metal • New York
THIS WARRANT AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER REGULATION D PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THIS WARRANT SHALL NOT CONSTITUTE AN OFFER TO SELL NOR A SOLICITATION OF AN OFFER TO BUY THE SECURITIES IN ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL. THIS WARRANT AND THE SECURITIES ISSUABLE HEREUNDER ARE “RESTRICTED” AND MAY NOT BE RESOLD OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM.
NUVEL HOLDINGS, INC. SECURED CONVERTIBLE PROMISSORY NOTES SUBSCRIPTION AGREEMENTSecurity and Collateral Agent Agreement • June 23rd, 2015 • Nuvel Holdings, Inc. • Jewelry, precious metal • New York
This SECURITY AND COLLATERAL AGENT AGREEMENT (this “Agreement”) dated as of _________________, 2014, by and among Nuvel Holdings, Inc., a Florida corporation (the “Company”), Escrow, LLC (the “Collateral Agent”), and the parties identified on Schedule A hereto (each, individually, a “Lender” and collectively, the “Lenders”), who hold or will acquire Secured Convertible Notes (“Secured Notes”) issued or to be issued by the Company.
