SUBSCRIPTION AGREEMENT KAYENTA KREATIONS, INC. 1020 Belmont Avenue Salt Lake City, Utah 84105 THIS SUBSCRIPTION AGREEMENT made this day of , 1996, by and between Kayenta Kreations, Inc., a Nevada corporation (the "Issuer" or "Company"), and (the...Subscription Agreement • October 18th, 1996 • Kayenta Kreations Inc • Services-direct mail advertising services • Nevada
AGREEMENT NOT-TO-COMPETENon-Compete Agreement • March 26th, 2014 • Geospatial Corp • Services-engineering, accounting, research, management • Pennsylvania
This Agreement Not-To-Compete (the “Agreement”) is made and entered into as of March 13, 2008, by and between Geospatial Mapping Systems, Inc., a Delaware corporation (the “Company”) and Thomas R. Oxenreiter (the “Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2014 • Geospatial Corp • Services-engineering, accounting, research, management
THIS AGREEMENT (“Agreement”), by and between GEOSPATIAL CORPORATION, a Nevada Corporation (the “Company”), and Thomas R. Oxenreiter (the “Executive”) is entered into as of OCTOBER 18th, 2013 (the “Employment Date”). In consideration of the mutual covenants set forth herein, the Company and the Executive hereby agree as follows:
GEOSPATIAL MAPPING SYSTEMS, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • April 16th, 2010 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management • Delaware
This OPTION AWARD AGREEMENT (“Agreement”) is dated effective October 10, 2008 (the “Grant Date”), and is between Geospatial Mapping Systems, Inc., a Delaware corporation (the “Company”), and Richard McDonald (the “Participant”). Any term capitalized but not defined in this Agreement will have the meaning set forth in the Geospatial Mapping Systems, Inc. 2007 Stock Option Plan (the “Plan”).
GEOSPATIAL CORPORATION STOCK APPRECIATION RIGHTS AGREEMENTStock Appreciation Rights Agreement • April 14th, 2016 • Geospatial Corp • Services-business services, nec • Nevada
This Stock Appreciation Rights Agreement (this “Agreement”) is made and entered into as of October 23, 2015 by and between GEOSPATIAL CORPORATION, a Nevada corporation (the “Company”) and Troy G. Taggart (the “Participant”).
SUBSCRIPTION AND PURCHASE AGREEMENTSubscription and Purchase Agreement • October 15th, 2010 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management • New York
THIS SUBSCRIPTION AND PURCHASE AGREEMENT (this “Agreement”) is entered into as of this [●] day of September, 2010 (the “Effective Date”) by and between Geospatial Holdings, Inc., a Nevada corporation (the “Company”), and the investor named on the signature page to this Agreement (the “Investor”).
CONVERSION AGREEMENTConversion Agreement • May 20th, 2016 • Geospatial Corp • Services-business services, nec • Pennsylvania
This Conversion Agreement (“Agreement”) is made and entered into as of May 18, 2016, by and among Geospatial Corporation, a Nevada corporation (the “Company”), Geospatial Mapping Systems, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (“GMS”) and Mark A. Smith, Chairman and Chief Executive Officer of the Company (“Smith”).
GEOSPATIAL HOLDINGS, INC. WARRANT TO PURCHASE COMMON STOCKWarrant Agreement • March 5th, 2010 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management • New York
THIS WARRANT (the “Warrant”) CERTIFIES THAT, for value received, Pace Global Energy Services, LLC, a limited liability company duly organized under the laws of the State of Delaware (the “Holder”), or any authorized successor or assign, is entitled, on and subject to the terms set forth below, to purchase from Geospatial Holdings, Inc., a Nevada corporation (the “Company”), one million six hundred thousand (1,600,000) shares (the “Share Number”) of Common Stock (as defined below) of the Company. The Share Number shall also be subject to adjustment as set forth below in Section 5.
EXCLUSIVE LICENSE AND DISTRIBUTION AGREEMENTExclusive License and Distribution Agreement • May 1st, 2008 • Geospatial Holdings, Inc. • Services-direct mail advertising services
THIS EXCLUSIVE LICENSE AND DISTRIBUTION AGREEMENT (the “Agreement”) is made as of the 3rd day of August, 2006, by and between REDUCT NV (further called “Company”), a company organised and existing under the laws of Belgium with registered office at Satenrozen la, Box 2, 2550 Kontich, Belgium, and GEOSPAT1AL MAPPING SYSTEMS, INC., a company incorporated under the laws of the state of Delaware, with registered office at 229 Howes Run Road, Sarver, Pennsylvania, USA 16055 (further called “Geospatial”), the Company and Geospatial agree as follows:
GEOSPATIAL MAPPING SYSTEMS, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • March 26th, 2014 • Geospatial Corp • Services-engineering, accounting, research, management • Delaware
This OPTION AWARD AGREEMENT (“Agreement”) is dated effective December 1, 2007 (the “Grant Date”), and is between Geospatial Mapping Systems, Inc., a Delaware corporation (the “Company”), and Mark A. Smith (the “Participant”). Any term capitalized but not defined in this Agreement will have the meaning set forth in the Geospatial Mapping Systems, Inc. 2007 Stock Option Plan (the “Plan”).
NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • April 14th, 2017 • Geospatial Corp • Services-business services, nec • Pennsylvania
THIS NOTE AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is dated as of December 14, 2016, by and between Geospatial Corporation, a Nevada corporation (the “Company”), and David M. Truitt, an individual resident of Virginia (the “Purchaser”).
WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK OF GEOSPATIAL HOLDINGS, INC.Warrant Agreement • November 4th, 2009 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management • Delaware
This certifies that, for value received, subject to the terms and conditions herein set forth. David Vosbein (the “Holder”), is entitled to purchase at any time during the Exercise Period (as defined below) at the Exercise Price (as defined below) a total of 1,590,000 of common stock, par value $.001 per share (the “Common Stock”), of Geospatial Holdings, Inc., a Nevada corporation (the “Company”). The shares of Common Stock issuable upon exercise of this Warrant are referred to herein as the “Warrant Shares.” This Warrant is issued pursuant to that certain Employment Agreement, dated as of March 6, 2009, as amended by the Vosbien Warrant Agreement, dated as of October 30, 2009 by and among the Company and the Holder (the “Vosbien Warrant Agreement”). Capitalized terms not otherwise defined herein have the meanings given to such terms in the Employment Agreement.
MUTUAL RELEASE AND SETTLEMENT AGREEMENTMutual Release and Settlement Agreement • March 26th, 2014 • Geospatial Corp • Services-engineering, accounting, research, management
THIS MUTUAL RELEASE AND SETTLEMENT AGREEMENT (the “Agreement”) is made and entered into as of May 10th, 2013, by and between GEOSPATIAL HOLDINGS, INC., a Nevada corporation (“Geospatial”), GEOSPATIAL MAPPING SYSTEMS, INC., a Delaware corporation (“GMS”), REDUCT N.V., a company organized and existing under the laws of Belgium (“Reduct”) and DELTA NETWORKS, S.A., a company incorporated under the laws of Luxemburg (“Delta”). Geospatial, GMS, Reduct and Delta are collectively referred to herein as the “Parties”, and are individually referred to herein as a “Party”.
CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENTConvertible Note and Warrant Purchase Agreement • April 14th, 2016 • Geospatial Corp • Services-business services, nec • Pennsylvania
THIS CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT (“Agreement”) is dated as of September 30, 2015, by and among (i) Geospatial Corporation, a Nevada corporation (the “Company”), and (ii) the persons and entities whose names are set forth on the Schedule of Purchasers attached hereto as Schedule A (such persons and entities are hereinafter collectively referred to herein as “Purchasers” and each individually as a “Purchaser”).
CONVERSION AGREEMENTConversion Agreement • March 26th, 2014 • Geospatial Corp • Services-engineering, accounting, research, management • Pennsylvania
This Conversion Agreement (“Agreement”) is made and entered into as of August 20, 2013, by and among Geospatial Holdings, Inc., a Nevada corporation (the “Company”), Geospatial Mapping Systems, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (“GMS”) and Thomas R. Oxenreiter, Chief Financial Officer of the Company (“Oxenreiter”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 14th, 2014 • Geospatial Corp • Services-engineering, accounting, research, management • Pennsylvania
This Asset Purchase Agreement (this "Agreement"), dated as of September 17th, 2014, is entered into among GEOSPATIAL CORPORATION, a Nevada corporation ("Buyer"), SELECT ANALYTICS LLC, a New York limited liability company ("Seller"), and EDWARD R. CAMP, JR., an individual resident of New York ("Shareholder").
EMPLOYMENT AND NONCOMPETITION AGREEMENTEmployment and Noncompetition Agreement • November 14th, 2014 • Geospatial Corp • Services-engineering, accounting, research, management • Pennsylvania
THIS EMPLOYMENT AND NONCOMPETITION AGREEMENT (this “Agreement”) is entered into as of September 17th, 2014 (the “Effective Date”) between GEOSPATIAL CORPORATION, a Nevada corporation (“Company”) and EDWARD R. CAMP, JR., an individual resident of the State of New York (“Employee”).
SECOND AMENDMENT TO THE AMENDED & RESTATED EXCLUSIVE LICENSE AND DISTRIBUTION AGREEMENTExclusive License and Distribution Agreement • March 19th, 2010 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management
This Second Amendment (“Amendment”) to that Amended and Restated Exclusive License Agreement (the “License Agreement”) entered into as of the 15th day of December, 2009, by and between Reduct NV, a company organized and existing under the laws of Belgium, with registered office at Molengerglei 42, B-2627 Schelle, Belgium (“Reduct”), and Geospatial Holdings, Inc., a Nevada corporation having an office at its principal place of business at 229 Howes Run Road, Sarver, Pennsylvania 16055 (“Geospatial”), on behalf of itself and its wholly owned subsidiary Geospatial Mapping Systems, Inc. (“Licensee”), as amended as of January 29th 2010, is entered into as of March 12th, 2010 (the “Effective Date”) by and among Reduct and Geospatial.
AGREEMENT AND AMENDMENTSecured Promissory Note Amendment • September 14th, 2017 • Geospatial Corp • Services-business services, nec • Pennsylvania
THIS AGREEMENT AND AMENDMENT ("Agreement") is dated as of August 31, 2017, by and between Geospatial Corporation, a Nevada corporation (the "Company"), and David M. Truitt, an individual resident of Virginia ("Purchaser"). The Company and the Purchaser are collectively referred to as the “Parties”.
AMENEDED AND RESTATED SETTLEMENT AGREEMENTSettlement Agreement • December 19th, 2011 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management • Pennsylvania
THIS AMENDED AND RESTATED SETTLEMENT AGREEMENT is made as of this 14th day of October, 2011 (the “Effective Date”) by and among Brad Brooks, Kenneth Calligar, Jeremy Carton, Jonathan Cunningham, William Denkin, Omar Hasan, J. Mitchell Hull, Jonathan Kalikow, Benjamin Klopp, Gilbert Li, Michael Lloyd, Michael Matlin, Noel Meller, Raymond Minella, Jeffrey Moskowitz, Raymond Murphy, Jeffrey Parket, David Pritchard, Arthur Rabin, Jason Rabin, Andrea Rosen, Mark Rosen, Scott Sklar, David Sodowick, Jonathon Sopher, Trump Securities, LLC, Adam Wachter, Florine Wachter, Jules Wachter, and Adam Zirkin, by their attorneys (collectively, the “Investors”), and Geospatial Holdings, Inc. (“Geospatial” or “the Company”), Mark A. Smith (“Smith”), and Thomas R. Oxenreiter (collectively, “Geospatial and its Executives”) (together, with the Investors, “the Parties”).
SETTLEMENT AGREEMENTSettlement Agreement • March 26th, 2014 • Geospatial Corp • Services-engineering, accounting, research, management • Pennsylvania
This SETTLEMENT AGREEMENT (the “Agreement”) is dated this 25th day of May, 2012 and is by and between Joseph Timothy Nippes, an adult individual with an address at 809 Smith Road, Homer City, PA 15748 (“Nippes”), Daniel A. Bradley, Jr.¸ an adult individual with an address at 6934 W Planada Lane, Glendale, Arizona 85310 (“Bradley”), Christina Sherwood, an adult individual with an address at 1227 D Gemini Drive, Annapolis, Maryland 21403 (“Sherwood”), Joseph A Lane, an adult individual with an address at 3099 Winnebago Drive, Sedalia, Colorado 80135 (“Lane”), Ronald Peterson, an adult individual with an address at 1501 Shirkey Avenue, Richmond, Missouri 64085(“Peterson”), Timothy Story, an adult individual with an address at 9155 Bent Tree Drive, Peoria, Arizona 85383(“Story”) and Linda Ward an adult individual with an address at 4113 Tartan Court, Murrysville, Pennsylvania 15668 (“Ward; together with Nippes, Bradley, Sherwood, Lane, Peterson and Story, the “Claimants” and sometimes each
AGREEMENT AND AMENDMENTSecured Promissory Note Amendment • August 15th, 2016 • Geospatial Corp • Services-business services, nec • Pennsylvania
THIS AGREEMENT AND AMENDMENT (“Agreement”) is dated as of August 12, 2016, by and between Geospatial Corporation, a Nevada corporation (the “Company”), and David M. Truitt, an individual resident of Virginia (“Purchaser”).
AMENDMENT No. 3 TO EXCLUSIVE LICENSE AND DISTRIBUTION AGREEMENTExclusive License and Distribution Agreement • February 10th, 2009 • Geospatial Holdings, Inc. • Services-direct mail advertising services
This Amendment No. 3 (“Amendment No.3”) to that Exclusive License and Distribution Agreement entered into as of the 3rd day of August 2006, by and between REDUCT NV, a company organized and existing under the laws of Belgium, with registered office at Molenborglei 42, 2627 Schelle, Belgium (“Reduct” or the “Company”‘). and GEOSPATIAL MAPPING SYSTEMS, INC., a corporation incorporated under the laws of the State of Delaware, USA, with registered office at 229 Howes Run Road, Sarver, Pennsylvania USA 16055 (‘Geospatial”), as modified and extended by that Agreement entered into as of the 6th day June, 2007 (the “Extension Agreement”) by and among the Company, Geospatial and, for the limited purposes set forth therein, DELTA NETWORKS LIMITED SA, a company incorporated under the laws of Luxembourg and the owner of the outstanding capital stock of the Company (“Delta Networks”), and Mark A. Smith (“Smith”), and as modified by Amendment No. 1 entered into as of December 21, 2007 (“Amendment No
TERMINATION OF EMPLOYMENT AGREEMENT AND WAIVER OF RIGHTSTermination of Employment Agreement • August 19th, 2019 • Geospatial Corp • Services-business services, nec
This Agreement (“Agreement”) is entered into by and between Geospatial Corporation, a Nevada corporation (the “Company”), Mark Smith (“Smith”), and David Truitt (“Truitt”) and is effective as of June 6, 2019. The Company, Smith and Truitt shall collectively be referred to as the “Parties.”
NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • March 9th, 2015 • Geospatial Corp • Services-business services, nec • Pennsylvania
THIS NOTE AND WARRANT PURCHASE AGREEMENT (“Agreement”) is dated as of January 16, 2015, by and between Geospatial Corporation, a Nevada corporation (the “Company”), and Horberg Enterprises LP (“Purchaser”).
AGREEMENTEmployment Agreement • May 1st, 2008 • Geospatial Holdings, Inc. • Services-direct mail advertising services • Pennsylvania
This Employment Agreement is entered into this 8 day of JANUARY, 2007, by and between Geospatial Mapping Systems Inc. having a place of business at 229 Howes Run Road, Sarver, Pennsylvania 16055 (“Geospatial”) and LINDA M. WARD (“EMPLOYEE”).
August 14, 2010 Otto Balintijn Reduct NV Molenberglei 42Exclusive License and Distribution Agreement • August 16th, 2010 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management
PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • March 22nd, 2016 • Geospatial Corp • Services-business services, nec • Pennsylvania
THIS PREFERRED STOCK PURCHASE AGREEMENT (“Agreement”) is dated as of March 16, 2016, by and between Geospatial Corporation, a Nevada corporation (the “Company”), and David Truitt, an individual resident of Virginia (“Purchaser”).
FIRST AMENDMENT TO THE AMENDED & RESTATED EXCLUSIVE LICENSE AND DISTRIBUTION AGREEMENTExclusive License and Distribution Agreement • March 19th, 2010 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management
This First Amendment (“Amendment”) to that Amended and Restated Exclusive License Agreement (the “License Agreement”) entered into as of the 15th day of December, 2009, by and between Reduct NV, a company organized and existing under the laws of Belgium, with registered office at Molengerglei 42, B-2627 Schelle, Belgium (“Reduct”), and Geospatial Holdings, Inc., a Nevada corporation having an office at its principal place of business at 229 Howes Run Road, Sarver, Pennsylvania 16055 (“Geospatial”), on behalf of itself and its wholly owned subsidiary Geospatial Mapping Systems, Inc. (“Licensee”), is entered into as of January 29th, 2010 (the “Effective Date”) by and among Reduct and Geospatial.
TERMINATION OF EMPLOYMENT AGREEMENTTermination of Employment Agreement • August 19th, 2019 • Geospatial Corp • Services-business services, nec
This Termination of Employment Agreement (“Agreement”) is entered into as of July 18, 2019 by and between Geospatial Corporation, a Nevada corporation (the “Company”), and Thomas Oxenreiter (“Oxenreiter”), an employee of the Company who is currently serving as the CFO of the Company. The Company and Oxenreiter shall collectively be referred to as the “Parties.”
CONVERSION AGREEMENTConversion Agreement • May 20th, 2016 • Geospatial Corp • Services-business services, nec • Pennsylvania
This Conversion Agreement (“Agreement”) is made and entered into as of April 22, 2016, 2016, by and between Geospatial Corporation, a Nevada corporation (the “Company”), and Matthew F. Bensen (“Bensen”), a resident of the Commonwealth of Virginia.
AGREEMENT NOT-TO-COMPETENon-Compete Agreement • March 12th, 2009 • Geospatial Holdings, Inc. • Services-direct mail advertising services • Pennsylvania
This Agreement Not-To-Compete (the “Agreement”) is made and entered into as of March 6, 2009, by and between Geospatial Holdings, Inc., a Nevada corporation (the “Company”) and David C. Vosbein (the “Executive”).
the Company agree as follows: ARTICLE I DEFINITIONS Section 1.1 "Benefit Plan" shall mean: (a) each "employee benefit plan," as such term is defined in Section 3(3) of ERISA, (b) each plan that would be an "employee benefit plan," as such term is...Merger Agreement • March 25th, 2008 • Kayenta Kreations Inc • Services-direct mail advertising services • Delaware
LEASE AGREEMENTLease Agreement • May 1st, 2008 • Geospatial Holdings, Inc. • Services-direct mail advertising services • Pennsylvania
This lease agreement entered into on May 1st, 2006 between Mark A. Smith residing at 1001 Carlisle Street, Natrona Heights, PA 15065 (hereinafter “Lessor”) and Geospatial Mapping Systems, Inc. a Delaware Corporation, having its principal place of business at 229 Howes Run Road, Sarver, PA 16055, (hereinafter “Lessee”).
ASSET PURCHASE AGREEMENT DATED AS OF THE 7TH DAY OF MARCH, 2011 BY AND AMONG USIC LOCATING SERVICES, INC., UTILITY SERVICES AND CONSULTING CORP. AND GEOSPATIAL HOLDINGS, INC.Asset Purchase Agreement • March 11th, 2011 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management • Indiana
THIS ASSET PURCHASE AGREEMENT ("Agreement"), dated as of March 7, 2011, is by and among USIC Locating Services, Inc., an Indiana corporation ("Purchaser"), Utility Services and Consulting Corp., a Nevada corporation ("Seller"), and Geospatial Holdings, Inc., a Nevada corporation ("Holdings").
