Nevada Sample Contracts

Smartmetric Inc – Certificate of Designation for Nevada Profit Corporations (Pursuant to NRS 78.1955) (January 18th, 2019)
Smartmetric Inc – Series C Preferred Stock Purchase Agreement (January 18th, 2019)

This SERIES C PREFERRED STOCK PURCHASE AGREEMENT (the "Agreement"), dated as of January 9, 2019, by and between SMARTMETRIC, INC., a Nevada corporation, with its address at 3960 Howard Hughes Parkway, Suite 500, Las Vegas, NV 89169 (the "Company"), and GENEVA ROTH REMARK HOLDINGS, INC., a New York corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the "Buyer").

Nocera, Inc. – Amended Agreement and Plan of Merger (Amendment No. 1) (January 18th, 2019)

This Agreement and Plan of Merger ("Agreement") is made and entered into as of December 27, 2018 with an effective date of December 31, 2018 (the "Effective Date"), by and among Nocera, Inc., a Nevada corporation, with its principal office at 2030 Powers Ferry Road SE, Suite # 212, Atlanta, GA. 30339 ("NOCERA"), Grand Smooth Inc Limited., a Hong Kong corporation ("GSI"), with its principal office at Flat B, 6th Floor, Teda Building, 87th Wing Lok Street, Sheung Wan, Hong Kong ("GSI"), and GSI Acquisition Corp., a newly-formed wholly-owned subsidiary of NOCERA, domiciled in Colorado ("Acquisition Sub"). Each of NOCERA, GSI and Acquisition Sub is referred to herein individually as a "Party," or collectively as the "Parties."

Rito Group Corp. – Subscription Agreement (January 18th, 2019)

This Subscription Agreement (this "Agreement") is made and entered into as of January 15, 2019 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".

Cosmos Group Holdings Inc. – Cosmos Group Holdings Inc. Director Retainer Agreement (January 18th, 2019)

THIS DIRECTOR RETAINER AGREEMENT ("Agreement") is entered into by and between Cosmos Group Holdings, Inc., a Nevada corporation ("Corporation") and Chio Meng LEUNG ("Director") as of January 14, 2019.

GM Financial Consumer Automobile Receivables Trust 2019-1 – Contract (January 17th, 2019)
GM Financial Consumer Automobile Receivables Trust 2019-1 – AMENDED AND RESTATED TRUST AGREEMENT Between AFS SENSUB CORP. Seller And (January 17th, 2019)
GM Financial Consumer Automobile Receivables Trust 2019-1 – Contract (January 17th, 2019)
Purchase Agreement (January 17th, 2019)

This PURCHASE AGREEMENT (the "Agreement") is entered into and effective as of the 15th day of January, 2019 (the "Effective Date"), by and between Air Industries Group, a Nevada corporation (the "Company"), and the other parties signatories hereto (collectively, the "Purchasers," each individually a "Purchaser").

Monaker Group, Inc. – Amended Promissory Note (January 17th, 2019)

FOR VALUE RECEIVED, the undersigned, Bettwork Industries Inc., a Nevada company, having an address at 704 North 39th Street, Suite 120, Ft Pierce, FL 34947 ("Borrower"), promises to pay to the order of Monaker Group Inc. ("Lender"), located at 2893 Executive Park Drive, Suite 203, the principal sum, of TWO HUNDRED THIRTY THOUSAND ($230,000) DOLLARS (the "Principal Amount"), together with interest on the unpaid Principal Amount thereof from the date of the execution (the "Execution Date"), at the rates provided herein until February 28th, 2019 (the "Maturity Date"); provided, however, that from and after (i) the Maturity Date, whether upon stated maturity, acceleration or otherwise, or (ii) the date on which the interest rate hereunder is increased to the Default Rate (as hereinafter defined) as provided herein, such additional interest shall be computed at the Default Rate. Additionally Monaker will have the rights to remedies in the event of a Default based upon Default Rights (as her

Contract (January 17th, 2019)

NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND ACCORDINGLY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE BE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO AIR INDUSTRIES GROUP THAT SUCH REGISTRATION IS NOT REQUIRED.

Hospitality Properites Trust – FIRST TRANSACTION AGREEMENT by and Among HOSPITALITY PROPERTIES TRUST, HPT TA PROPERTIES TRUST, HPT TA PROPERTIES LLC, HPT PSC PROPERTIES TRUST, HPT PSC PROPERTIES LLC, TRAVELCENTERS OF AMERICA LLC, TRAVELCENTERS OF AMERICA HOLDING COMPANY LLC and TA OPERATING LLC JANUARY 16, 2019 (January 17th, 2019)

THIS FIRST TRANSACTION AGREEMENT is made as of January 16, 2019, by and among HOSPITALITY PROPERTIES TRUST, a Maryland real estate investment trust (HPT), HPT TA PROPERTIES TRUST, a Maryland real estate investment trust (HPT-TA Trust Landlord), HPT TA PROPERTIES LLC, a Maryland limited liability company (HPT-TA LLC Landlord and together with HPT-TA Trust Landlord, HPT-TA Landlord), HPT PSC PROPERTIES TRUST, a Maryland real estate investment trust (HPT-PSC Trust Landlord), HPT PSC PROPERTIES LLC, a Maryland limited liability company (HPT-PSC LLC Landlord and together with HPT-PSC Trust Landlord, HPT-PSC Landlord), TRAVELCENTERS OF AMERICA LLC, a Delaware limited liability company (TA LLC), TRAVELCENTERS OF AMERICA HOLDING COMPANY LLC, a Delaware limited liability company (TA Holding), and TA OPERATING LLC, a Delaware limited liability company (TA Tenant).

Amended Consulting Services Agreement (January 17th, 2019)

RISE GOLD CORP., a body corporate incorporated under the laws of Nevada, USA and having its head office at Suite 650, 669 Howe Street, Vancouver, British Columbia, Canada V6C 0B4

World Energy Solutions – Securities Purchase Agreement (January 17th, 2019)

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of January 14, 2019, by and between ORBITAL TRACKING CORP., a Nevada corporation, with its address at 18851 NE 29th Avenue, Suite 700, Aventura, FL 33180 (the "Company"), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the "Buyer").

Contract (January 17th, 2019)

NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND ACCORDINGLY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE BE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO AIR INDUSTRIES GROUP THAT SUCH REGISTRATION IS NOT REQUIRED.

Monaker Group, Inc. – Form of First Amendment to Securities Purchase Agreement and Warrants (January 17th, 2019)

This First Amendment to Securities Purchase Agreement and Warrants (this "Agreement") dated January 15, 2019 and effective October 2, 2018 (the "Effective Date"), is by and between Monaker Group, Inc., a Nevada corporation (the "Company") and [Hudson Bay Master Fund Ltd./ Sabby Volatility Warrant Master Fund, Ltd. ("Hudson")/("Sabby")](the "Warrant Holder"), each a "Party" and collectively the "Parties."

Contract (January 17th, 2019)

NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND ACCORDINGLY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE BE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO AIR INDUSTRIES GROUP THAT SUCH REGISTRATION IS NOT REQUIRED.

World Energy Solutions – Convertible Promissory Note (January 17th, 2019)

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.

Loop Industries, Inc. – Note and Warrant Purchase Agreement (January 16th, 2019)

This Note and Warrant Purchase Agreement, dated as of ____________, 2019 (this "Agreement"), is entered into by and among Loop Industries, Inc., a Nevada corporation (the "Company"), and the person or entities listed on the schedule attached hereto as Schedule I (the "Investor"), as such Schedule I may be amended in accordance with Section 7 hereof.

Helios & Matheson North America Inc. – Securities Purchase Agreement (January 16th, 2019)

This Securities Purchase Agreement (this "Agreement") is dated as of January 15, 2019, between Helios and Matheson Analytics Inc., a Delaware corporation (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a "Purchaser" and collectively the "Purchasers").

FIRST TRANSACTION AGREEMENT by and Among HOSPITALITY PROPERTIES TRUST, HPT TA PROPERTIES TRUST, HPT TA PROPERTIES LLC, HPT PSC PROPERTIES TRUST, HPT PSC PROPERTIES LLC, TRAVELCENTERS OF AMERICA LLC, TRAVELCENTERS OF AMERICA HOLDING COMPANY LLC and TA OPERATING LLC JANUARY 16, 2019 (January 16th, 2019)

THIS FIRST TRANSACTION AGREEMENT is made as of January 16, 2019, by and among HOSPITALITY PROPERTIES TRUST, a Maryland real estate investment trust (HPT), HPT TA PROPERTIES TRUST, a Maryland real estate investment trust (HPT-TA Trust Landlord), HPT TA PROPERTIES LLC, a Maryland limited liability company (HPT-TA LLC Landlord and together with HPT-TA Trust Landlord, HPT-TA Landlord), HPT PSC PROPERTIES TRUST, a Maryland real estate investment trust (HPT-PSC Trust Landlord), HPT PSC PROPERTIES LLC, a Maryland limited liability company (HPT-PSC LLC Landlord and together with HPT-PSC Trust Landlord, HPT-PSC Landlord), TRAVELCENTERS OF AMERICA LLC, a Delaware limited liability company (TA LLC), TRAVELCENTERS OF AMERICA HOLDING COMPANY LLC, a Delaware limited liability company (TA Holding), and TA OPERATING LLC, a Delaware limited liability company (TA Tenant).

Kush Bottles, Inc. – [FORM OF WARRANT] KUSHCO HOLDINGS, INC. Warrant to Purchase Common Stock (January 16th, 2019)

KushCo Holdings, Inc., a Nevada corporation (the "Company"), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, _________________, the registered holder hereof or its permitted assigns (the "Holder"), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon exercise of this Warrant to Purchase Common Stock (including any Warrants to purchase Common Stock issued in exchange, transfer or replacement hereof, the "Warrant"), at any time or times on or after the Issuance Date, but not after 11:59 p.m., New York time, on the Expiration Date (as defined below), _________________ (subject to adjustment as provided herein) fully paid and non-assessable shares of Common Stock (as defined below) (the "Warrant Shares", and such number of Warrant Shares, the "Warrant Number"). Except as otherwise defined herein, capitalized terms in this Warran

Loop Industries, Inc. – Warrant (January 16th, 2019)

THIS CERTIFIES that, for value received, __________________ or its assigns (in either case, the "Holder") is entitled to purchase, subject to the provisions of this Warrant and the Note and Warrant Purchase Agreement by and between the Company (as hereinafter defined), the Holder and other parties thereto dated as of the date hereof (the "Note and Warrant Purchase Agreement"), from Loop Industries, Inc., a Nevada corporation (the "Company"), at the price per share set forth in Section 8 hereof, that number of shares of the Company's common stock (the "Common Stock") set forth in Section 7 hereof. This Warrant is referred to herein as the "Warrant" and the shares of Common Stock issuable pursuant to the terms hereof are sometimes referred to herein as "Warrant Shares."

Contract (January 16th, 2019)
Contract (January 16th, 2019)
Contract (January 16th, 2019)
Contract (January 16th, 2019)
Kush Bottles, Inc. – Contract (January 16th, 2019)
Contract (January 16th, 2019)
Kush Bottles, Inc. – Contract (January 16th, 2019)
Loop Industries, Inc. – Contract (January 16th, 2019)
Go2Green Landscaping, Inc. – Contract (January 16th, 2019)
Contract (January 16th, 2019)
Sysorex Global Holdings Corp. – Common Stock Purchase Warrant Inpixon (January 15th, 2019)

THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, _____________ 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 5:00 p.m. (New York City time) on [_____]1 (the "Termination Date") but not thereafter, to subscribe for and purchase from Inpixon, a Nevada corporation (the "Company"), up to ______ 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee ("DTC") shall initially be the sole registered holder of this Warrant, subject to a Holder's right to elect to recei

Technology Finance Master Lease Agreement (January 15th, 2019)

THIS LEASE ("Lease"), dated as of January 04, 2019, is made by and between U.S. Bank Equipment Finance, a division of U.S. Bank National Association, having its principal office at PO BOX 230789, Portland, OR 97281-0789 ("Lessor"), and PARK CITY GROUP, INC., having its principal office at 229 S MAIN ST STE 2225, SALT LAKE CITY, UT 84111 ("Lessee").