SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 13th, 2015 • Blue Sphere Corp. • Services-computer programming, data processing, etc. • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 3, 2014, by and between Blue Sphere Corp., a Nevada corporation, with headquarters located at 35 Asuta St., Even Yehuda 40500, Israel (the “Company”), and LG Capital Funding, LLC., a New York Limited Liability Company, with its address at 1218 Union Street, Suite #2, Brooklyn, NY 11225 (the “Buyer”).
Blue Sphere Corp. Convertible NoteBlue Sphere Corp. • January 13th, 2015 • Services-computer programming, data processing, etc. • California
FOR VALUE RECEIVED, Blue Sphere Corp., a Nevada corporation (the "Company"), hereby promises to pay to the order of Vista Capital Investments, LLC or registered assigns (the "Holder") the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, upon the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof).
ContractBlue Sphere Corp. • January 13th, 2015 • Services-computer programming, data processing, etc. • Texas
NEITHER THIS NOTE NOR THE SECURITIES THAT MAY BE ISSUED BY THE BORROWER UPON CONVERSION HEREOF (COLLECTIVELY, THE “SECURITIES”) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THE SECURITIES NOR ANY INTEREST OR PARTICIPATION THEREIN MAY BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED: (I) IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE 1933 ACT, OR APPLICABLE STATE SECURITIES LAWS; OR (II) IN THE ABSENCE OF AN OPINION OF COUNSEL, IN A FORM ACCEPTABLE TO THE ISSUER, THAT REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT OR; (III) UNLESS SOLD, TRANSFERRED OR ASSIGNED PURSUANT TO RULE 144 UNDER THE 1933 ACT.
AMENDED AND RESTATED ORBIT ENERGY RHODE ISLAND, LLC PURCHASE AGREEMENTLLC Purchase Agreement • January 13th, 2015 • Blue Sphere Corp. • Services-computer programming, data processing, etc. • North Carolina
This amended and restated Orbit Energy Rhode Island, LLC Purchase Agreement (this “Agreement”) is made and entered into as of January 7, 2014 (the “Effective Date”) by and between Bluesphere Corporation, a Nevada corporation (“Purchaser”), and Orbit Energy, Inc., a North Carolina corporation (“Seller”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 13th, 2015 • Blue Sphere Corp. • Services-computer programming, data processing, etc. • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of October 22, 2014, is entered into by and between Blue Sphere Corp., a Nevada corporation (the “Company”), and Eastmore Capital, LLC, a Delaware limited liability company (the “Purchaser”).
AMENDED AND RESTATED CONSTRUCTION FINANCING AGREEMENTConstruction Financing Agreement • January 13th, 2015 • Blue Sphere Corp. • Services-computer programming, data processing, etc. • New York
THIS AMENDED AND RESTATED CONSTRUCTION FINANCING AGREEMENT, dated as of June 6, 2014, is effective as of October 29, 2013 (the “Effective Date”) and is by and between Orbit Energy Charlotte, LLC, a North Carolina limited liability company (“Borrower”), and Caterpillar Financial Services Corporation, a Delaware corporation (“Lender”). Capitalized terms used in the following recitals without definition shall have the meanings ascribed thereto in Article I hereof.
Securities Purchase AgreementSecurities Purchase Agreement • January 13th, 2015 • Blue Sphere Corp. • Services-computer programming, data processing, etc. • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of August 18, 2014, is entered into by and between Blue Sphere Corporation, a Nevada corporation (“Company”), and Iliad Research and Trading, L.P., a Utah limited partnership, its successors and/or assigns (“Investor”).
