FUSA Capital Corporation Corporate Offices: Suite 600 - 666 Burrard Street - Vancouver, BC V6C 2X8 Phone: 604-639-3184 Fax: 604-688-1320 ---------------------- SUBSCRIPTION AGREEMENT FUSA CAPITAL CORPORATION UNIT OFFERING FUSA CAPITAL CORPORATION, A...Subscription Agreement • May 20th, 2005 • Fusa Capital Corp • Services-amusement & recreation services
COMMON STOCK PURCHASE WARRANT SPECTRAL CAPITAL CORPORATIONSecurities Agreement • February 24th, 2011 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, International Asset Holding Corp. (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 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spectral Capital Corporaotin, a Nevada corporation (the “Company”), up to 5,000,000 shares (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).
Exhibit 2.1 PLAN AND AGREEMENT OF REORGANIZATION by exchange by FUSA CAPITAL CORPORATION of its voting stock for stock of FUSA TECHNOLOGY INVESTMENTS CORP.. in acquisition of 100 percent of FUSA TECHNOLOGY INVESTMENTS CORP.'S Outstanding Shares FUSA...Plan and Agreement of Reorganization • March 9th, 2005 • Fusa Capital Corp • Services-amusement & recreation services
STOCK OPTION AGREEMENT Spectral Capital Corporation a Nevada corporationStock Option Agreement • June 17th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
THIS STOCK OPTION AGREEMENT ("Agreement") is made and entered into in duplicate this 12th day of June, 2024 between Spectral Capital Corporation, a Nevada corporation (“Employer”), and Chad McLeaming ("Holder"), with respect to the following facts:
EXHIBIT 99.1 FUSA Capital Corporation PROPRIETARY INFORMATION AND INVENTION ASSIGNMENT AGREEMENT As a condition of my becoming employed (or my employment being continued) by or retained as a consultant (or my consulting relationship being continued...Proprietary Information and Invention Assignment Agreement • March 31st, 2005 • Fusa Capital Corp • Services-amusement & recreation services • Nevada
Samson Lee Address: Re: Spectral Capital Corporation: Officer-Director Offer Letter Dear Mr. Lee:Officer-Director Offer Letter • June 21st, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
Spectral Capital Corporation, a Nevada corporation (the “Company”), is pleased to offer you a position as a member of its Board of Directors (the “Board”). Should you choose to accept this position as a member of the Board, this letter shall constitute an agreement (“Offer Agreement”) between you and the Company and contains all the terms and conditions relating to the services you are to provide.
September 15, 2010 Jenifer Osterwalder Spectral Capital Corporation Seattle, WA 98104 USA Dear Ms. Osterwalder:Letter of Intent • September 16th, 2010 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
This Letter of Intent Agreement ("LOI") is entered into this 15th of September, 2010 by and between Gamma Investment Holdings Ltd ("Gamma") and Spectral Capital Corporation ("Spectral") concerning the acquisition of an interest in mineral properties currently held by Gamma.
CONSULTANCY AGREEMENTConsultancy Agreement • May 17th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
with its registered office at Ahtri tn 6a, Kesklinna linnaosa, 10151 Tallinn, Harju maakond (the "Manager") (hereinafter referred to individually as a "Party" and collectively as "the Parties").
Subscription Agreement ExtensionSubscription Agreement • October 1st, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
This Subscription Agreement Extension (“Extension”) is granted by Spectral Capital Corporation (the “Company”) to Ras al Khaimah Investment and Development Co LLC (“RAKINI”) pursuant to that Subscription Agreement entered into between the Company and RAKINI on August 23, 2024. The Company hereby extends the Subscription Agreement to October 22, 2024. In addition, the Company updates the representations and warranties contained in the Subscription Agreement by its current filings at www.sec.gov, including but not limited to the current capitalization of the Company, which consists of 100,000,000 common shares authorized and 5,000,000 preferred shares authorized and 67,699,516 common shares issued and outstanding and 1,000,000 preferred shares authorized as Series Quantum Preferred of which 1,000,000 are issued and outstanding.
BACKGROUNDStock Purchase Agreement • June 8th, 2004 • Galaxy Championship Wrestling Inc • Services-amusement & recreation services • Nevada
Definitive Oil Property Acquisition and Financing AgreementDefinitive Oil Property Acquisition and Financing Agreement • March 15th, 2013 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Alberta
This Definitive Oil Property Acquisition Agreement (“Agreement”) is entered into by and between the Akoranga AG, a Swiss corporation and affiliates and subsidiaries thereof (“AKORANGA”), and Spectral Capital Corporation (“Spectral”). All amounts under this Agreement shall be in Canadian Dollars. This agreement shall have an effective date of December 31, 2012, but is subject to cancellation until March 10, 2013.
Property Acquisition Option Agreement and Definitive Financing Agreement RescissionProperty Acquisition Option Agreement and Definitive Financing Agreement Rescission • March 30th, 2012 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This Property Acquisition Option Agreement and Definitive Financing Agreement Rescission (“Agreement”) is entered into by and between International Asset Holding Corp., a Marshall Islands corporation (“IAHC”) and Spectral Capital Corporation, a Nevada corporation (“Spectral”) and the parent company of Extractive Resources Corporation, a Delaware corporation (“Extractive”) effective as of December 31, 2011.
SPECTRAL CAPITAL CORPORATION RESTRICTED STOCK AND WARRANT PURCHASE AGREEMENTRestricted Stock Purchase Agreement • August 20th, 2010 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This Restricted Stock Purchase Agreement (the “Agreement”) is made as of August 18, 2010 (the “Effective Date”) by and between Spectral Capital Corporation, a Nevada corporation (the “Company”), and Trafalgar Wealth Managment Ltd. (the “Purchaser”).
Subscription Agreement ExtensionSubscription Agreement • October 1st, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
This Subscription Agreement Extension (“Extension”) is granted by Spectral Capital Corporation (the “Company”) to SparkMarket, LLC (“SparkMarket”) pursuant to that Subscription Agreement entered into between the Company and SparkMarket on July 8, 2024. The Company hereby extends the Subscription Agreement to November 30, 2024. In addition, the Company updates the representations and warranties contained in the Subscription Agreement by its current filings at www.sec.gov, including but not limited to the current capitalization of the Company, which consists of 100,000,000 common shares authorized and 5,000,000 preferred shares authorized and 67,699,516 common shares issued and outstanding and 1,000,000 preferred shares authorized as Series Quantum Preferred of which 1,000,000 are issued and outstanding.
BILL OF SALEBill of Sale • August 29th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
THIS BILL OF SALE (this "Agreement") is made and entered into as of August 27, 2024, by and between Node Nexus Co LLC, a United Arab Emirates corporation (the "Seller"), and Spectral Capital Corporation, a Nevada corporation (the "Purchaser").
SECOND AMENDMENT TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • August 29th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
This Second Amendment to Share Exchange Agreement (this "Amendment") is made and entered into as of August 27, 2024, by and between Node Nexus Co LLC, a United Arab Emirates corporation ("Node Nexus"), and Spectral Capital Corporation, a Nevada corporation ("Spectral").
RECIPROCAL CARRIER SERVICES AGREEMENT entered into between Sky Data PLL OU and Spectral Capital Corp.Reciprocal Carrier Services Agreement • March 27th, 2023 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
This Agreement is made and entered into this 3rd day of January 2022, between SKY DATA PLL OU, (“SKY”) a corporation formed and existing under the laws of Estonia, with its registered address at Harju maakond, Tallinn, Kesklinna linnaosa, Ahtri tn 6a, 10151 and Spectral Capital Corp. (“SCC”), a company incorporated and existing under the laws of Nevada, with its principal offices located at 4500 9th Avenue NE Seattle, WA 98105 (collectively the "Parties" and individually a "Party").
SPECTRAL CAPITAL ACQUISITON OF CRWDUNIT INC ACQUISITION AGREEMENTAcquisition Agreement • September 17th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Washington
·Spectral Capital Corporation. (“Purchaser”), a corporation incorporated under the laws of Washington with its principal place of business in Seattle, Washington.
ASSET ACQUISITION AGREEMENTAsset Acquisition Agreement • August 29th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Delaware
This Asset Acquisition Agreement (the "Agreement") is dated as of August 1, 2024, by and between Spectral Capital Corporation, a Nevada corporation ("Spectral"), and crwdunit, inc., a Delaware corporation ("crwdunit").
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • June 7th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This Share Exchange Agreement ("Agreement"), dated as of the date set forth on the signature page hereto, is made by and between Spectral Capital Corporation, a Nevada corporation (“Parent”), Node Nexus Network Co LLC, a limited liability company formed under the laws of the Emirate of Dubai (“Target”), and Sean Michael Brehm also known as Sean Michael Obrien, the sole shareholder of Target, that is signatory hereto (the “Target Shareholder”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
Amendment to the Definitive Financing AgreementDefinitive Financing Agreement • February 24th, 2011 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This Amendment to the Definitive Financing Agreement ("Amendment") is entered into this 23rd of December, 2010 by and between Gamma Investment Holdings Ltd ("Gamma") and Spectral Capital Corporation ("Spectral") concerning a change to that Definitive Financing Agreement dated September 20, 2010 between the parties ("DFA").
NODE NEXUS SOFTWARE LICENSE AGREEMENTSoftware License Agreement • July 24th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
This Software License Agreement (the “Agreement”) is entered into between Node Nexus Co. LLC, a corporation organized under the laws of Dubai and the United Arab Emirates (“Vendor”) and Spectral Capital Corporation, a Nevada corporation (“Licensee”), and describes the terms under which Licensee may sell licenses to and use certain Vendor software products during the time period beginning on July 23, 2024 and ending 12 months thereafter (the “Pre-Closing Period” or “Evaluation Period”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 12th, 2013 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This Subscription Agreement (“Agreement”) is entered into as of 7 March 2013, by and among Spectral Capital Corporation (“Spectral”); and the purchasers listed on Schedule A of this Agreement (individually, a “Purchaser” and collectively, the “Purchasers”).
Definitive Financing AgreementFinancing Agreement • February 24th, 2011 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • California
This Definitive Financing Agreement ("Agreement") is entered into this 14th of January, 2011 by and between International Asset Holding Corp., a Marshall Islands corporation ("IAHC") and Extractive Resources Corporation, a Delaware corporation (“EXT”) concerning the acquisition of an interest in mineral properties currently held by IAHC.
SUBSCRIPTION AGREEMENTSubscription Agreement • November 30th, 2010 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This Subscription Agreement (“Agreement”) is entered into as of November 25, 2010, by and amongSpectral Capital Corporation(“Spectral”); and the purchasers listed on Schedule A of this Agreement(individually, a “Purchaser” and collectively, the “Purchasers”).
TECHNOLOGY ACQUISITION AGREEMENTTechnology Acquisition Agreement • December 2nd, 2013 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Delaware
THIS TECHNOLOGY ACQUISITION AGREEMENT (the “Agreement”) is made and entered into as of November 26, 2013 by and between MONITR HOLDINGS, INC., a Delaware corporation (the “Company”), SPECTRAL HOLDINGS, INC., a Delaware corporation (“Spectral Holdings”) and TL GLOBAL INC., a Marshall Islands Corporation (“TL”).
SUBSCRIPTION AGREEMENTSubscription Agreement • June 7th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This Subscription Agreement (“Agreement”) for a maximum 5,000,000 shares is valid from June 1, 2024 until September 1, 2024, by and among Spectral Capital Corporation (“Spectral”); and the purchasers listed on Schedule A of this Agreement (individually, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT SPECTRAL CAPITAL CORPORATIONSecurity Agreement • November 30th, 2010 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, __________.(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 2 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spectral Capital Corporation, a Nevada corporation (the “Company”), up to 1,000,000 shares (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).
SPECTRAL CAPITAL CORPORATION DEFINITIVE ACQUISITON AGREEMENTDefinitive Acquisition Agreement • December 19th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation
This Definitive Acquisition Agreement (this “Agreement”) is made and entered into as of December 15, 2024 (the “Effective Date”) by and between Spectral Capital Corporation, a Nevada corporation (the “Company” or “Spectral”), Verdant Quantum OÜ, an Estonian Company (“Verdant”) and Moshik Cohen (“Inventor”) (each herein referred to individually as a “Party,” or collectively as the “Parties”).
FIRST AMENDMENT TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • July 24th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This First Amendment (this “First Amendment”) is made and entered into on July 23, 2024 (the “Effective Date”) by and between Spectral Capital Corporation, a Nevada corporation (“Parent”), Node Nexus Network Co LLC, a limited liability company formed under the laws of the Emirate of Dubai (“Target”), and Sean Michael Brehm, also known as Sean Michael Obrien, the sole shareholder of Target (the “Target Shareholder”), and together collectively the “Parties” or individually a “Party”.
RECIPROCAL CARRIER SERVICES AGREEMENT entered into between EZ MOBILE, LLC and SPECTRAL CAPITAL CORP.Reciprocal Carrier Services Agreement • March 27th, 2023 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • New York
This Agreement is made and entered into this 15th day of February, 2022, between EZ Mobile, LLC (“EZM”) a limited liability company formed and existing under the laws of the State of New York, with its registered address at 405 RXR Plaza Uniondale, NY 11556 - USA and SPECTRAL CAPITAL CORP (“Company”), a company incorporated and existing under the laws of NEVADA, with its principal offices located at 4500 9th Avenue NE Seattle, WA 98105 (collectively the "Parties" and individually a "Party").
Definitive Financing AgreementFinancing Agreement • September 23rd, 2010 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This Definitive Financing Agreement ("Agreement") is entered into this 20th of September, 2010 by and between Gamma Investment Holdings Ltd ("Gamma") and Spectral Capital Corporation ("Spectral") concerning the acquisition of an interest in mineral properties currently held by Gamma.
ContractLicensing Agreement • August 27th, 2007 • Fusa Capital Corp • Services-computer processing & data preparation • Nevada
This Agreement is made between FUSA CAPITAL CORPORATION, a Nevada corporation (herein called "FUSA"); and Minvera Technologies Pvt. Ltd., an Indian corporation (herein called "MINERVA"), effective the 23rd day of August, 2007 (the "Effective Date"). The parties include any affiliate of a party; an "affiliate" is defined as the parent company of a party and any company that is controlled directly or indirectly by that party or its parent company through more than fifty percent (50%) ownership, provided such affiliate agrees to be bound by this agreement.
RECIPROCAL CARRIER SERVICES AGREEMENT entered into between Sky Data PLL OU and Spectral Capital Corp.Reciprocal Carrier Services Agreement • March 4th, 2022 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Nevada
This Agreement is made and entered into this 15th day of February 2022, between SKY DATA PLL OU, (“SKY”) a corporation formed and existing under the laws of Estonia, with its registered address at Harju maakond, Tallinn, Kesklinna linnaosa, Ahtri tn 6a, 10151 and Spectral Capital Corp. (“SKY”), a company incorporated and existing under the laws of Nevada, with its principal offices located at 4500 9th Avenue NE Seattle, WA 98105 (collectively the "Parties" and individually a "Party").
EXECUTION VERSION] AGREEMENT AND PLAN OF BUSINESS COMBINATION by and among SPECTRAL CAPITAL CORPORATION SPECTRAL QDA HOLDINGS, INC. CRWDUNIT, INC. and CROWDPOINT TECHNOLOGIES, INC., AS THE SECURITY HOLDER REPRESENTATIVE Dated as of December 10, 2024Agreement and Plan of Business Combination • December 11th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Delaware
THIS AGREEMENT AND PLAN OF BUSINESS COMBINATION (this “Agreement”), dated as of December 10, 2024, is entered into by and among Spectral Capital Corporation., a Nevada corporation ( “Spectral” or the “Company”), Spectral QDA Holdings, Inc., a Delaware corporation and a wholly-owned subsidiary of Company (the “QDA Holdings” or “Merger Sub”), crwdunit, inc. a Delaware corporation (“crwdunit” or “Target”) and CrowdPoint Technologies, Inc., a Texas corporation (“Securityholder Representative”) and together the Parties.
