Global Digital Solutions Inc Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 10th, 2015 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 3, 2015, by and between GLOBAL DIGITAL SOLUTIONS, INC., a New Jersey corporation, with headquarters located at 777 South Flagler Drive - Suite 800 West Tower, West Palm Beach, FL 33401 (the “Company”), and VIS VIRES GROUP, INC., a New York corporation, with its address at 111 Great Neck Road – Suite 216, Great Neck, NY 11021 (the “Buyer”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 30th, 2015 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 26, 2015, by and between Global Digital Solutions, Inc., a New Jersey corporation, with headquarters located at 777 South Flagler Drive, Suite #800 West, West Palm Beach, FL 33401 (the “Company”), and ADAR BAYS, LLC, a Florida limited liability company, with its address at 3411 Indian Creek Drive, Suite 403, Miami Beach, FL 33140 (the “Buyer”).

Position: Senior Attorney
Employment Agreement • May 21st, 2004 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • California
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 10th, 2023 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations

This Registration Rights AGREEMENT (the “Agreement”), dated as of October __, 2022 (the “Execution Date”), is entered into by and between Global Digital Solutions, Inc., a New Jersey corporation with its principal executive office at 6220 Main Ave, #2 Orangevale, CA 95662 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102 Jericho, NY 11753 (the “Investor”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 24th, 2015 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 19, 2015, is entered into by and between Global Digital Solutions, Inc., a New Jersey corporation (the “Company”), and EMA Financial, LLC, a Delaware limited liability company (the “Purchaser”).

EQUITY FINANCING AGREEMENT
Equity Financing Agreement • February 10th, 2023 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations

This EQUITY FINANCING AGREEMENT (the “Agreement”), dated as of October __, 2022 (the “Execution Date”), is entered into by and between Global Digital Solutions, Inc., a New Jersey corporation with its principal executive office at 6220 Main Ave, #2 Orangevale, CA 95662 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102, Jericho, NY 11753 (the “Investor”).

Contract
Convertible Note • February 9th, 2015 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Nevada

NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT 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 ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

GLOBAL DIGITAL SOLUTIONS, INC. FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 9th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Florida

This Indemnification Agreement, dated as of , 20__ (this “Agreement”), is made by and between Global Digital Solutions, Inc., a New Jersey corporation (the “Company”), and (the “Indemnitee”).

Contract
Security Agreement • March 28th, 2014 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Illinois

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT 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 ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE MAKER. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Contract
Convertible Note • January 30th, 2015 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • 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.

BRIDGE LOAN MODIFICATION AND RATIFICATION AGREEMENT
Bridge Loan Modification and Ratification Agreement • September 10th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations

THIS BRIDGE MODIFICATION AND RATIFICATION AGREEMENT (this “Agreement”), made as of March __, 2013, by and between AIRTRONIC USA, INC., an Illinois corporation (the “Company”) and GLOBAL DIGITAL SOLUTIONS, INC., a New Jersey corporation (“Lender”).

FIRST AMENDMENT TO 8% CONVERTIBLE REDEEMABLE NOTE
8% Convertible Redeemable Note • February 9th, 2015 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations

This First Amendment (“Amendment”) to 8% Convertible Redeemable Note Dated December 8, 2014 (“Note”) is made and entered into this 4th day of February, 2015, but is effective as of December 8, 2014, by and between Global Digital Solutions, Inc. (the “Company”) and David A. Loppert, his authorized successors and permitted assigns ("Holder").

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • September 10th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Illinois
Midtown Partners & Co., LLC New York, NY 10017 Phone: 212-939-6420 ♦ Fax: 646-349-5113
Placement Agent Agreement • March 28th, 2014 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • New York

This letter (the “Agreement”) confirms Midtown Partners & Co., LLC (“Midtown”) engagement as exclusive placement agent for Global Digital Solutions Inc. (the “Company”), in connection with the proposed private placement (the “Offering”) of up to $7,500,000 million of the Company’s securities (the “Securities”). It is anticipated that the Securities will be sold only to “accredited investors” (the “Investors”), as such term is defined in Rule 501(a) of Regulation D, promulgated under the United States Securities Act of 1933, as amended, pursuant to an exemption from registration under Rule 506 of Regulation D.

SECURITY AGREEMENT
Security Agreement • August 9th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Florida

This Security Agreement (this “Agreement”) is made as of the ___ day of December, 2012 by and among Global Digital Solutions, Inc., a New Jersey corporation (the “Company”), Bay Acquisition, LLC, a New Hampshire limited liability company and the noteholder of the Company identified on Schedule A hereto (the “Noteholder”).

GLOBAL DIGITAL SOLUTIONS, INC. RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • August 25th, 2014 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • New York

Global Digital Solutions, Inc., (the “Company”) hereby grants you, STEPHEN L. NORRIS (the “Employee”), an award of Restricted Stock Units under the Company’s 2014 Equity Incentive Plan (the “Plan”). The date of this Restricted Stock Unit Agreement (the “Agreement”) is July 1, 2014 (the “Grant Date”). Subject to the provisions of Appendix A (attached) and of the Plan, the principal features of this award are as follows:

April 16, 2014 CONFIDENTIAL Richard J. Sullivan Chief Executive Officer Global Digital Solutions Inc.
Addendum to Agreement • August 5th, 2014 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations
FIRST AMENDMENT TO AGREEMENT OF MERGER AND PLAN OF REORGANIZATION
Agreement of Merger and Plan of Reorganization • August 9th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations

THIS FIRST AMENDMENT TO AGREEMENT OF MERGER AND PLAN OF REORGANIZATION (this “First Amendment”), made as of August 5, 2013, by and between AIRTRONIC USA, INC., an Illinois corporation (the “Company”) and GLOBAL DIGITAL SOLUTIONS, INC., a New Jersey corporation (“Parent”).

PROMISSORY NOTE PURCHASE AGREEMENT
Promissory Note Purchase Agreement • August 9th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Florida

This Promissory Note Purchase Agreement (this “Agreement”) is made as of the ____ day of December, 2012 by and among Global Digital Solutions, Inc., a New Jersey corporation (the “Company”), and the investor listed on Schedule A hereto (the “Investor”).

EQUITY PURCHASE AGREEMENT
Equity Purchase Agreement • June 19th, 2014 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Alabama

This Equity Purchase Agreement, dated June 16, 2014, is by and among Brian A. Dekle and John Ramsey, as sellers (collectively, "Sellers"), GDSI Acquisition Corporation, a Delaware corporation ("Buyer"), Global Digital Solutions, Inc., a New Jersey corporation which is the parent of Buyer (“GDSI”), and North American Custom Specialty Vehicles, LLC, an Alabama limited liability company (the "Company").

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SECURED PROMISSORY NOTE
Warrant Agreement • August 9th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Florida

For value received, Global Digital Solutions, Inc., a New Jersey company (the “Maker” or “Company”), promises to pay to Gabriel De Los Reyes or his permitted assign (the “Holder”), the principal sum of Seven Hundred Fifty Thousand Dollars ($750,000.00) together with interest thereon from the date of issuance of this Note. Simple interest shall accrue from the date of issuance of this Note on the unpaid principal amount at a rate equal to eight and one quarter percent (8 1/4%) per annum based on a 365-day year, payable upon maturity; provided, however, that upon the occurrence of, and during the continuance of, an Event of Default (as defined herein), interest shall accrue from the date of such Event of Default on the unpaid principal amount of this Note at a rate equal to twelve percent ( 12%) per annum, based on a 365- day year. This Note is issued pursuant to, and is subject to the terms and conditions of, that certain Promissory Note Purchase Agreement dated as of the date hereof by

DEMAND PROMISSORY NOTE
Demand Promissory Note • May 31st, 2018 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • New York

This DEMAND PROMISSORY NOTE (this “Note”) is entered into by and between Global Digital Solutions, Inc. (“Borrower”), and Vox Business Trust, LLC, a Massachusetts limited liability company (“Lender,” and together with Borrower, the “Parties”), as of December __, 2017 (the “Effective Date”).

AMENDMENT
Promissory Note Purchase Agreement • August 9th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Florida

This Amendment dated as of May 6, 2013 (this "Amendment") hereby amends the following agreements: (i) the Promissory Note Purchase Agreement dated as of January 10, 2013 (the "Purchase Agreement") by and among Global Digital Solutions, Inc. (the "Company") and Gabriel Del Los Reyes (the "Noteholder"), (ii) the Secured Promissory Note dated as of January 10, 2013 (the "Note") by and among the Company and the Noteholder, (iii) the Security Agreement dated as of January 10, 2013 (the "Security Agreement") by and among the Company and the Noteholder, and (iv) a Warrant dated as of January 10, 2013 by and among the Company and the Noteholder (the 'Warrant"). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement.

GLOBAL DIGITAL SOLUTIONS, INC. (GDSI) FORM OF SUBSCRIPTION AGREEMENT
Securities Purchase Agreement • August 9th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations

THIS SECURITIES PURCHASE AGREEMENT (as amended, modified, supplemented or restated in accordance with its terms from time to time, this “Agreement”) is between Global Digital Solutions, Inc., a New Jersey corporation and its affiliates (the “Company”), and the individuals named on the signature page of this agreement attached hereto (individually, a “Purchaser” and together, the “Purchasers”).

THIRD BRIDGE LOAN MODIFICATION AND RATIFICATION AGREEMENT
Loan Modification Agreement • March 28th, 2014 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations

THIS THIRD BRIDGE LOAN MODIFICATION AND RATIFICATION AGREEMENT (this “Agreement”) is made as of October 10, 2013, by and between AIRTRONIC USA, INC., an Illinois corporation (the “Company”), MERRIELLYN KETT (“Kett”) and GLOBAL DIGITAL SOLUTIONS, INC., a New Jersey corporation (“Lender”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • March 6th, 2019 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • New Jersey

This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of March, 2019, by and among Global Digital Solutions, Inc. a New Jersey corporation (the “Buyer”) and Gary Ball an individual doing business as HarmAlarm (the “Company”) and Gary Ball (“Ball”).

FIRST AMENDMENT TO AGREEMENT OF MERGER AND PLAN OF REORGANIZATION
Agreement of Merger and Plan of Reorganization • September 10th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations

THIS FIRST AMENDMENT TO AGREEMENT OF MERGER AND PLAN OF REORGANIZATION (this “First Amendment”), made as of August 5, 2013, by and between AIRTRONIC USA, INC., an Illinois corporation (the “Company”) and GLOBAL DIGITAL SOLUTIONS, INC., a New Jersey corporation (“Parent”).

DEBTOR IN POSSESSION NOTE PURCHASE AGREEMENT
Debtor in Possession Note Purchase Agreement • August 9th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Illinois

THIS DEBTOR IN POSSESSION NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of October 22, 2012, by and between Airtronic USA Inc., an Illinois corporation (the “Company”) and Global Digital Solutions, Inc., a New Jersey corporation (the “Lender”).

SECURITY AGREEMENT
Security Agreement • August 9th, 2013 • Global Digital Solutions Inc • Perfumes, cosmetics & other toilet preparations • Illinois
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