Nevada Sample Contracts

Share Cite Term
Link

Embed (HTML)
South American Properties, Inc. – Registration Rights Agreement (November 21st, 2017)

This REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of November 3, 2017 (the "Execution Date"), is entered into by and between THE CHRON ORGANIZATION, INC., a Nevada corporation, with headquarters located at 5851 Legacy Circle, Suite 600, Plano, TX 75024 (the "Company"), and Crown Bridge Partners, LLC, a New York limited liability company, with its address at 1173a 2nd Avenue, Suite 126, New York, NY 10065 (the "Investor").

South American Properties, Inc. – Convertible Promissory Note (November 21st, 2017)

This Note carries a prorated original issue discount of $18,000.00 (the "OID"), to cover the Holder's accounting fees, due diligence fees, monitoring, and/or other transactional costs incurred in connection with the purchase and sale of the Note, which is included in the principal balance of this Note. Thus, the purchase price of this Note shall be $120,000.00, computed as follows: the Principal Amount minus the OID.

South American Properties, Inc. – Common Stock Purchase Warrant the Chron Organization, Inc. (November 21st, 2017)

This COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received (in connection with the funding of the first tranche of $46,000.00 under the $138,000.00 convertible promissory note issued to the Holder (as defined below) on November 3, 2017) (the "Note"), Crown Bridge Partners, LLC (including any permitted and registered 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 of issuance hereof, to purchase from The Chron Organization, Inc., a Nevada corporation (the "Company"), 920,000 shares of Common Stock (as defined below) (the "Warrant Shares") at the Exercise Price per share then in effect (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant). This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated May 31, 2017, by and a

ICTV Brands Inc. – Plan of Merger of Ictv Holdings, Inc. Into Ictv Brands Inc. (November 21st, 2017)

This Plan of Merger is adopted by ICTV Brands Inc., a Nevada corporation (the "Company"), as of November 16, 2017 to merge the Company's wholly-owned subsidiary, ICTV Holdings, Inc., a Nevada corporation ("ICTV Holdings"), with and into the Company (the "Merger") in accordance with Section 92A.180 of the Nevada Revised Statutes (the "NRS").

Firstwave Technologies – Debt Settlement Agreement (November 21st, 2017)

This DEBT SETTLEMENT AGREEMENT (this "Agreement") is dated August 4, 2017 (the "Effective Date"), by and between Carebourn Capital, L.P. ("HOLDER"), and Textmunication Holdings, Inc., a Nevada corporation ("TXHD").

ICTV Brands Inc. – Plan of Merger of Ermis Labs, Inc. Into Ictv Brands Inc. (November 21st, 2017)

This Plan of Merger is adopted by ICTV Brands Inc., a Nevada corporation (the "Company"), as of November 16, 2017 to merge the Company's wholly-owned subsidiary, Ermis Labs, Inc., a Nevada corporation ("Ermis Labs"), with and into the Company (the "Merger") in accordance with Section 92A.180 of the Nevada Revised Statutes (the "NRS").

Concierge Technologies Inc – Amended and Restated Asset Purchase Agreement (November 21st, 2017)

This Amended and Restated Asset Purchase Agreement (this "Agreement") is entered into on November 20, 2017 (the "Effective Date"), by and between The Original Sprout, LLC, a California limited liability company ("Seller" or "Company"), Inga Tritt and William Pritchett, each an individual member of the Company (individually hereinafter referred to as "Owner" or collectively as "Owners"), and Kahnalytics, Inc., a California corporation, ("Buyer"), and wholly-owned subsidiary of Concierge Technologies, Inc. ("Concierge"), a Nevada corporation. Seller and Buyer may collectively be referred to herein as the "Parties" or individually as "Party".

South American Properties, Inc. – Securities Purchase Agreement (November 21st, 2017)

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of November 3, 2017, by and between THE CHRON ORGANIZATION, INC., a Nevada corporation, with headquarters located at 5851 Legacy Circle, Suite 600, Plano, TX 75024 (the "Company"), and CROWN BRIDGE PARTNERS, LLC, a New York limited liability company, with its address at 1173a 2nd Avenue, Suite 126, New York, NY 10065 (the "Buyer").

South American Properties, Inc. – Amendment #1 to the Securities Purchase Agreement and Convertible Promissory Note Dated November 3, 2017 (November 21st, 2017)

THIS AMENDMENT #1 (the "Amendment") TO THE SECURITIES PURCHASE AGREEMENT AND CONVERTIBLE PROMISSORY NOTE, is entered into as of November 17, 2017, by and between The Chron Organization, Inc., a Nevada corporation (the "Company"), and Crown Bridge Partners, LLC, a New York limited liability company (the "Holder") (collectively the "Parties").

Premier Biomedical Inc – Exchange Agreement (November 21st, 2017)

This Exchange Agreement (this "Agreement") is entered into on August 8, 2017 by and between Premier Biomedical, Inc., a Nevada corporation (the "Company") and [*] (the "Shareholder"). Any capitalized terms not defined herein shall have the meaning given to such term in the Securities Purchase Agreement.

Rito Group Corp. – Subscription Agreement (November 21st, 2017)

This Subscription Agreement (this "Agreement") is made and entered into as of November 20, 2017 by and between RITO GROUP CORP., a Nevada corporation (the "Company") and the undersigned (the "Purchaser"). The Purchaser, together with the Company shall be referred to as the "Parties".

Global Equity International Inc – Funding Agreement (November 21st, 2017)

This FUNDING AGREEMENT ("Agreement"), made as of November 20, 2017, by and between William Marshal Plc. a company incorporated under the laws of the United Kingdom (Registered Company Number 10687022), having its registered office located in Mill Accountancy, 5 Amelia Court, Retford, Nottinghamshire, United Kingdom, DN22 7HJ, United Kingdom and trading office located in 15 Wheeler Gate, Nottingham, NG1 2NA, United Kingdom and Global Equity International Inc., a corporation organized under the laws of the State of Nevada, United States of America, whose principal place of business is Office 3305, X3 Jumeirah Bay Tower, JLT, Dubai, UAE.

Investview Inc – Product Contribution Agreement (November 21st, 2017)

This PRODUCT CONTRIBUTION AGREEMENT ("Agreement") is made effective as of October 31st, 2017 (the "Effective Date"), and is entered into by and between WestMyn Technology Services, Inc., a Delaware corporation ("WESTMYN") and Investview, Inc., a Nevada corporation (the "Company"). WESTMYN and the Company may individually be referred to as a "Party" or collectively as the "Parties."

Premier Biomedical Inc – Amendment No. 1 Securities Purchase Agreement (November 21st, 2017)

This First Amendment to the Securities Purchase Agreement (this "Amendment") is entered into on August 8, 2017 between Premier Biomedical, Inc., a Nevada corporation (the "Company"), and the purchaser identified on the signature pages hereto (including its successors and assigns, the "Purchaser" and collectively with all other purchasers in the same offering, the "Purchasers"). Each of the Purchasers and the Company may be referred to herein as a "Party" and collectively as the "Parties."

Burlington Stores, Inc. – In the Same Manner as the Following Example: Stricken Text) and to Add the Double-Underlined Text (Indicated Textually in the Same Manner as the Following Example: Double-Underlined Text) as Set Forth in the Pages of the Credit Agreement Attached as Exhibit a Hereto (The "Amended Credit Agreement"). (November 21st, 2017)

BURLINGTON COAT FACTORY WAREHOUSE CORPORATION (in such capacity, the "Borrower"), a corporation organized under the laws of the State of Delaware, with its principal executive offices at 1830 Route 130, Burlington, New Jersey 08016;

Premier Biomedical Inc – Amendment No. 1 Registration Rights Agreement (November 21st, 2017)

This First Amendment to the Registration Rights Agreement (this "Amendment") is entered into on August 4, 2017 between Premier Biomedical, Inc., a Nevada corporation (the "Company"), and each of the several purchasers signatory hereto (including its successors and assigns, the "Purchaser" and collectively with all other purchasers in the same offering, the "Purchasers"). Each of the Purchasers and the Company may be referred to herein as a "Party" and collectively as the "Parties."

Sport Endurance, Inc. – 3.5% Original Issue Discount 10% Senior Secured Convertible Promissory Note Due May 17, 2018 (November 20th, 2017)

THIS 10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE duly authorized and validly issued on November 17, 2017 (the "Original Issue Date") 10% Senior Secured Convertible Promissory Notes issued at a 3.5% original issue discount by SPORT ENDURANCE, INC., a Nevada corporation (the "Company") (this note, the "Note" and, collectively with the other notes of such series, the "Notes").

Jin Jie – Securities Purchase Agreement (November 20th, 2017)

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of October 30, 2017, by and between Blue Sphere Corporation, a Nevada corporation, with its address at 301 McCullough Drive, 4th Floor, Charlotte, North Carolina 28262 (the "Company"), and JABRO FUNDING CORP., a New York corporation, with its address at 1 Cedar Lane, Glen Cove, New York 11542 (the "Buyer").

Class B Common Stock Purchase Warrant Sincerity Applied Materials Holdings Corp (November 20th, 2017)

THIS CLASS B COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, _________________ or its registered assigns (the "Holder"), with an address at: _______________________, 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 third anniversary of the Issuance Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Sincerity Applied Materials Holdings Corp., a Nevada corporation (the "Company"), up to 400,000 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).

Tax Matters Agreement (November 20th, 2017)

This TAX MATTERS AGREEMENT (the Agreement), dated as of November 17, 2017, is entered into by and between FIDELITY NATIONAL FINANCIAL, INC., a Delaware corporation (FNF), and CANNAE HOLDINGS, INC. a Delaware corporation and a direct, wholly-owned subsidiary of FNF (Splitco).

Contract (November 20th, 2017)

THIS NOTE AND THE SHARES OF COMMON STOCK WHICH MAY BE PURCHASED PURSUANT TO THE CONVERSION OF THIS NOTE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION UNLESS THE TRANSFER IS IN ACCORDANCE WITH RULE 144 OR A SIMILAR RULE AS THEN IN EFFECT UNDER THE SECURITIES ACT OR UNLESS THE COMPANY RECEIVES AN OPINION OF COUNSEL REASONABLY ACCEPTABLE TO IT STATING SUCH SALE OR TRANSFER IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE ACT. THIS NOTE IS ISSUED IN A SERIES OF NOTES UP TO AN AGGREGATE PRINCIPAL AMOUNT OF $11,500,000.

Sport Endurance, Inc. – Security Agreement (November 20th, 2017)

THIS SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this "Agreement") dated as of November 17, 2017 (the "Effective Date"), by and among Sport Endurance, Inc., a Nevada corporation ("SENZ"), ***********(together with its successors and assigns in such capacity, the "Secured Party"), and any other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto. SENZ, together with each other Person who executes the joinder, are hereinafter referred to individually as a "Debtor" and, collectively, as the "Debtors".

Jin Jie – Amendment #10 to the Securities Purchase Agreement to the Promissory Note and to the Common Stock Purchase Warrants (November 20th, 2017)

This Amendment #10, dated November 14, 2017 (this "Amendment"), is by and between Blue Sphere Corporation, a Nevada corporation (the "Issuer") and JMJ Financial (the "Investor") (referred to collectively herein as the "Parties")

Subscription Agreement (November 20th, 2017)

This SUBSCRIPTION AGREEMENT (this "Subscription Agreement") is made by and between LiqTech International, Inc. a Nevada corporation (the "Company"), and the undersigned ("Subscriber") as of the date this Subscription Agreement is accepted by the Company, as set forth on the Company's signature page hereto.

Cannae Holdings, Inc. – REGISTRATION RIGHTS AGREEMENT by and Among Cannae Holdings, Inc. And Fidelity National Title Insurance Company November 17, 2017 (November 20th, 2017)

This REGISTRATION RIGHTS AGREEMENT (this Agreement), is made as of November 17, 2017, by and among Cannae Holdings, Inc., a Delaware corporation (Splitco) and Fidelity National Title Insurance Company, a Florida corporation (FNTIC), and is effective as of the date hereof. Certain capitalized terms are defined in Section 1.

Contract (November 20th, 2017)

THIS SUBSCRIPTION AGREEMENT IS EXECUTED IN RELIANCE UPON THE EXEMPTION PROVIDED BY SECTION 4(2) AND REGULATION D, RULE 506 FOR TRANSACTIONS NOT INVOLVING A PUBLIC OFFERING UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). THIS OFFERING IS BEING MADE TO ACCREDITED INVESTORS PURSUANT TO REGULATION D PROMULGATED UNDER THE SECURITIES ACT. NONE OF THE SECURITIES TO WHICH THIS SUBSCRIPTION RELATES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION D OR UNDER THE SECURITIES ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIE

Cannae Holdings, Inc. – Voting Agreement (November 20th, 2017)

This VOTING AGREEMENT, dated as of November 17, 2017 (this Agreement), is by and between FIDELITY NATIONAL FINANCIAL, INC., a Delaware corporation (FNF), and CANNAE HOLDINGS, INC., a Delaware corporation (Splitco).

Great Plains Holdings, Inc. – Exhibit G JERRICK MEDIA HOLDINGS, INC. REGISTRATION RIGHTS AGREEMENT (November 20th, 2017)

This Registration Rights Agreement (this "Agreement") is made and entered into this ____ day of August, 2017, by and among Jerrick Media Holdings, Inc., a Nevada corporation (the "Company"), and each Holder of the Notes and Warrants issued by the Company pursuant to a Securities Purchase Agreement, dated as of the date hereof, by and between each Investor and the Company (the "SPA").

Innerscope Advertising Agency, Inc. – Convertible Promissory Note (November 20th, 2017)

This Note carries an original issue discount of $39,000.00 (the "OID"). In addition, the Borrower shall authorize the Holder, pursuant to a disbursement memorandum dated on or around the Issue Date, to pay $10,000.00 (the "Transactional Expense Amount") to the Holder or the Holder's designee, to cover the Holder's accounting fees, due diligence fees, monitoring (including but not limited to ACH monitoring costs), and/or other transactional costs incurred in connection with the purchase of the Note, as well as $-0- (the "Legal Fee") to Holder's attorney, to cover Holder's legal review fees in connection with the purchase and sale of the Note, all of which are included in the initial principal balance of this Note. The Purchase Price of this Note shall be $260,000.00, computed as follows: $299,000.00 initial principal balance less the OID. Accordingly, the net amount to be received by the Company shall be $250,000.00, computed as follows: the purchase price of $260,000.00, less the Trans

Convertible Note Due November 9, 2018 (November 20th, 2017)

THIS CONVERTIBLE NOTE is issued by Sincerity Applied Materials Holdings Corp., a Nevada corporation, (the "Borrower"), due November 9, 2018 (this note, the "Note" and, collectively with the other notes of such series, the "Notes").

ABCO Energy, Inc. – Convertible Promissory Note (November 20th, 2017)

This Note is free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Borrower and will not impose personal liability upon the holder thereof.

Class a Common Stock Purchase Warrant Sincerity Applied Materials Holdings Corp (November 20th, 2017)

THIS CLASS A COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, _______________ or its registered assigns (the "Holder"), with an address at: _______________________, 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 third anniversary of the Issuance Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Sincerity Applied Materials Holdings Corp., a Nevada corporation (the "Company"), up to 51,429 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).

Northern Minerals & Exploration Ltd. – Memorandum of Undestanding (November 20th, 2017)
Sysorex Global Holdings Corp. – Convertible Promissory Note (November 20th, 2017)

This Note carries an OID of $225,000.00. In addition, Borrower agrees to pay $20,000.00 to Lender to cover Lender's legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of this Note (the "Transaction Expense Amount"), all of which amount is included in the initial principal balance of this Note. The purchase price for this Note shall be $1,500,000.00 (the "Purchase Price"), computed as follows: $1,745,000.00 original principal balance, less the OID, less the Transaction Expense Amount. The Purchase Price shall be payable by Lender by wire transfer of immediately available funds.

CLS Holdings USA, Inc. – Senior Convertible Promissory Note (November 20th, 2017)

FOR VALUE RECEIVED, CLS HOLDINGS USA, INC., a Nevada corporation (hereinafter called the "Borrower" or the "Company"), hereby promises to pay to the order of FIRSTFIRE GLOBAL OPPORTUNITIES FUND LLC, a Delaware limited liability company, or registered assigns (the "Holder"), in the form of lawful money of the United States of America, the principal sum of $363,000.00, which amount is the $330,000.00 actual amount of the purchase price (the "Consideration") hereof plus an original issue discount in the amount of $33,000.00 (the "OID") (subject to adjustment herein) (the "Principal Amount") and to pay interest on the unpaid Principal Amount hereof at the rate of five percent (5%) (the "Interest Rate") per annum from the date hereof (the "Issue Date") until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise, as further provided herein. The maturity date shall be seven (7) months from the Issue Date (the "Maturity Date"), and is the date