5% CONVERTIBLE NOTE Due June 3, 2019Global Technologies LTD • June 8th, 2020 • Radio & tv broadcasting & communications equipment • Delaware
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of GLOBAL TECHNOLOGIES, LTD, a Delaware corporation, (the “Borrower”), having its principal place of business at 244 2nd Ave N., Suite 9, St. Petersburg, FL 33701, due June 3, 2019 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
COMMON STOCK PURCHASE WARRANT GLOBAL TECHNOLOGIES, LTD.Global Technologies LTD • June 8th, 2020 • Radio & tv broadcasting & communications equipment
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received Armada Capital Partners, LLC or its registered assigns (the “Holder”), with an address at: 7703 Springfield Lake Drive, Lake Worth, FL 33467, 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 fifth anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Global Technologies Ltd., a Delaware corporation (the “Company”), up to 560,800 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 8th, 2020 • Global Technologies LTD • Radio & tv broadcasting & communications equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 17, 2019 between Global Technologies, Ltd., a Delaware corporation and its predecessors (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 8th, 2020 • Global Technologies LTD • Radio & tv broadcasting & communications equipment • Florida
This Indemnification Agreement (this “Agreement”), dated as of January 25, 2018, is made by and between Global Technologies, Ltd, a Delaware corporation (the “Company”), and the undersigned, who is either a director or an officer (or both) of the Company (the “Indemnitee”), with this Agreement to be deemed effective as of the date that the Indemnitee first assumed either such capacity at the Company.
CONSULTING AGREEMENTConsulting Agreement • June 8th, 2020 • Global Technologies LTD • Radio & tv broadcasting & communications equipment • Florida
This Consulting Agreement (the “Agreement”) is made and entered into as of this 2nd day of January 2020, by and between Global Technologies, Ltd (hereinafter the “Company”), a Delaware corporation whose address is 501 1st Ave N., Suite 901, St. Petersburg, FL 33701 and Timothy Cabrera (hereinafter the “Consultant”), an individual whose address is 11718 SE Federal Hwy., Suite 372, Hobe Sound, FL 33455 (individually, a “Party”; collectively, the “Parties”). This Agreement is non-exclusive.
Global Technologies, Ltd Board of Directors Services AgreementBoard of Directors Services Agreement • June 8th, 2020 • Global Technologies LTD • Radio & tv broadcasting & communications equipment • Delaware
This Board of Directors Services Agreement (the “Agreement”), dated January 26, 2018, is entered into between Global Technologies, Ltd, a Delaware corporation (“the Company), and Jimmy Wayne Anderson, an individual with a principal place of residence in St. Petersburg, FL (“Director”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 8th, 2020 • Global Technologies LTD • Radio & tv broadcasting & communications equipment • Pennsylvania
This Asset Purchase Agreement (this “Agreement”), dated as of March __, 2020, is entered into by and among HMNRTH, LLC, a Delaware Limited Liability Company (“Seller”) and TCBM Holdings, LLC, a Delaware Limited Liability Company, for purposes of Article III, (“Seller’s Owner”) (together Seller and Owner “Selling Parties”) and Scalematix, LLC, a Nevada Limited Liability Company (“Buyer”) and Edison Nation, Inc., a Nevada corporation, for the purposes of Article I, Section 1.03 ( “Buyer’s Owner” or “Edison Nation”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • June 8th, 2020 • Global Technologies LTD • Radio & tv broadcasting & communications equipment • Florida
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of November 30, 2019 (the “Effective Date”), by and between Global Technologies, Ltd, a Delaware limited liability company (the “Purchaser”) and Brian Mc Fadden and Timothy Cabrera, in their individual capacities (together the “Seller”). Each of Purchaser and Seller may be referred to individually herein as a “Party” and collectively as the “Parties”.
