XA, INC.Consulting Agreement • March 24th, 2006 • Xa, Inc. • Services-management services • Illinois
XA, INC.Securities Purchase Agreement • November 1st, 2006 • Xa, Inc. • Services-management services • New York
XA, INC.Warrant Agreement • December 12th, 2006 • Xa, Inc. • Services-management services • Texas
Exhibit 10.11 SECURITY AGREEMENT ------------------Security Agreement • November 1st, 2006 • Xa, Inc. • Services-management services • New York
XA, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 15th, 2006 • Xa, Inc. • Services-management services • Illinois
Exhibit 10.20 THE EXPERIENTIAL AGENCY, INC. CONSULTING AGREEMENT CONSULTING AGREEMENT, dated as of August 1, 2006 (this "Agreement"), by and between XA, INC., a corporation organized and existing under the laws of the State of Nevada (the "Company"),...Consulting Agreement • August 15th, 2006 • Xa, Inc. • Services-management services • Illinois
Exhibit 10.10 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 1st, 2006 • Xa, Inc. • Services-management services • New York
Exhibit 10.18 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 15th, 2006 • Xa, Inc. • Services-management services • New York
XA, INC.Securities Purchase Agreement • November 1st, 2006 • Xa, Inc. • Services-management services • New York
This certifies that for value, G. Chris Andersen, or registered assigns (the "HOLDER"), is entitled, subject to the terms set forth below, at any time ------ from and after September 26, 2006 (the "ORIGINAL ISSUANCE DATE") and before 5:00...Warrant Agreement • November 1st, 2006 • Xa, Inc. • Services-management services • New York
Exhibit 10.13 CONSULTING AGREEMENT This CONSULTING AGREEMENT ("AGREEMENT") made this 18th day of October 2006 by and between MASTODON VENTURES, INC., a Texas corporation with offices at 600 Congress Avenue, Suite 1220, Austin, Texas 78701 ("MASTODON")...Consulting Agreement • November 1st, 2006 • Xa, Inc. • Services-management services • Illinois
Exhibit 10.2 AMENDED CONSULTING SERVICES AGREEMENT This Consulting Services Agreement ("Agreement"), dated May 12, 2005, with an effective date of April 1, 2005 (the "Effective Date"), is made by and between Loev Corporate Filings, Inc., a Nevada...Consulting Services Agreement • September 12th, 2005 • Xa, Inc. • Services-management services • Texas
WAIVER AGREEMENT ----------------Waiver Agreement • March 11th, 2005 • Xa, Inc. • Services-management services • New York
THIS ASSET ACQUISITION AGREEMENT (this "Agreement") is made effective as of --------- the 1st day of January, 2005 (the "Effective Date"), by and among Musters & -------------- Company, Inc., a New York corporation (being herein referred to as...Asset Acquisition Agreement • March 11th, 2005 • Xa, Inc. • Services-management services • Illinois
Exhibit 10.1 DEBT CONVERSION AGREEMENT This Debt Conversion Agreement (the "Agreement") dated November 2, 2006, is by and between, XA, Inc., a Nevada corporation (the "Company") and David M. Loev, Attorney at Law, an individual (the "Creditor"). W I T...Debt Conversion Agreement • December 12th, 2006 • Xa, Inc. • Services-management services • Texas
XA, INC.Incentive Stock Option Agreement • August 15th, 2006 • Xa, Inc. • Services-management services • Illinois
XA, INC.Incentive Stock Option Agreement • August 15th, 2006 • Xa, Inc. • Services-management services • Illinois
ContractWarrant Agreement • January 25th, 2008 • Xa, Inc. • Services-management services • New York
THIS WARRANT AND ANY SHARES OF COMMON STOCK ISSUED UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE AFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 25th, 2008 • Xa, Inc. • Services-management services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 21, 2007, by and among XA, Inc., a Nevada corporation (the “Company”), the Holder of the Notes and Warrants issued by the Company pursuant to a Securities Purchase Agreement, dated as of the date hereof, by and among the Investor and the Company (the “SPA”), and Mastodon Ventures, Inc., and its permitted assigns (“Mastodon”).
SECURITY AGREEMENTSecurity Agreement • January 25th, 2008 • Xa, Inc. • Services-management services • New York
THIS SECURITY AGREEMENT (the “Security Agreement”) is dated as of the 21st day of December 2007 by and among XA, Inc., a Nevada Corporation (“XA”), The Experiential Agency, Inc., XA Scenes, Inc., XA Interactive, Inc., and Fiori XA, Inc. (collectively the with XA, the “Debtor”) and Sands Brothers Venture Capital III LLC (the “Secured Party”).
Exhibit 10.1 This Agreement dated December 27, 2005 ("Agreement") is by and between David M. Loev, Attorney at Law, ("Attorney") an individual and XA, Inc., a Nevada corporation ("XA"). W I T N E S S E T H: - - - - - - - - - - WHEREAS, XA desires for...General Counsel Agreement • February 6th, 2006 • Xa, Inc. • Services-management services • Texas
XA, INC. SECURITIES PURCHASE AGREEMENT As of December 21, 2007Securities Purchase Agreement • January 25th, 2008 • Xa, Inc. • Services-management services • New York
THIS SECURITIES PURCHASE AGREEMENT, dated as of this 21st day of December 2007 (this “Agreement”), between XA, INC., a Nevada corporation (the “Company”), and Sands Brothers Venture Capital III LLC (the “Purchaser”).
This Waiver of Rights Agreement (the "AGREEMENT") is made and entered into --------- as of October ___, 2006 (the "EFFECTIVE DATE"), by and between XA, INC., a -------------- Nevada corporation ("XA") and ALPHA CAPITAL AKTIENGESELLSCHAFT, STONESTREET...Waiver of Rights Agreement • November 1st, 2006 • Xa, Inc. • Services-management services • New York
XA, INC. FIRST AMENDMENT TO CONSULTING AGREEMENTConsulting Agreement • July 12th, 2007 • Xa, Inc. • Services-management services • Illinois
This FIRST AMENDMENT TO CONSULTING AGREEMENT, dated as of March 8, 2007, with an effective date of August 1, 2006 (this “Agreement”), is by and between XA, INC., a corporation organized and existing under the laws of the State of Nevada (the “Company”), and JOSEPH WAGNER (the “Consultant”) (collectively sometimes referred to as the “Parties” and individually sometimes referred to as “Each Party”). Unless otherwise indicated, all references to Sections are to Sections in this Agreement. This Agreement is effective as of the “Effective Date” set forth in Section 14 below.
EXHIBIT 15(ii) -------------- LIMITED PARTNERSHIP UNIT DISTRIBUTION POLICY Units ("Units") offered for each Synreal Services limited partnership are to be sold only in the provinces of British Columbia and Alberta. Units will be sold on a best effort...Limited Partnership Unit Distribution Policy • August 21st, 2001 • Synreal Services Corp • Services-management services
FIRST AMENDMENT TO THE REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 20th, 2008 • Xa, Inc. • Services-management services • New York
This First Amendment to The Registration Rights Agreement (this “Agreement”) is made and entered into as of May 8, 2008, to be effective as of December 21, 2007 (the “Effective Date”), by and between XA, Inc., a Nevada corporation (“XA”) and Sands Brothers Venture Capital LLC, Sands Brothers Venture Capital II LLC, Sands Brothers Venture Capital IV LLC, and Katie & Adam Bridge Partners, L.P. (each a “Purchaser” and collectively the “Purchasers”), each individually a “Party” and collectively the “Parties.”
FIRST AMENDMENT TO THE 11% SENIOR SECURED PROMISSORY NOTESSenior Secured Promissory Notes • July 12th, 2007 • Xa, Inc. • Services-management services • New York
This First Amendment to The 11% Senior Secured Promissory Notes (this “Agreement”) is made and entered into as of June 29, 2007 (the “Effective Date”), by and between XA, Inc., a Nevada corporation (“XA”) and Vision Opportunity Master Fund, Ltd. (the “Purchaser”), each individually a “Party” and collectively the “Parties.”
Exhibit 15(i) ------------- LIMITED PARTNERSHIP AGREEMENT XYZ [insert name] Limited Partnership THIS LIMITED PARTNERSHIP AGREEMENT is dated the xxth day of xxxx, 2001. BETWEEN: SYNREAL VENTURE XYZ MANAGEMENT CORPORATION, a company incorporated under...Limited Partnership Agreement • August 21st, 2001 • Synreal Services Corp • Services-management services • British Columbia
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 25th, 2008 • Xa, Inc. • Services-management services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 21 2007, by and among XA, Inc., a Nevada corporation (the “Company”), the Holder of the Notes and Warrants issued by the Company pursuant to a Securities Purchase Agreement, dated as of the date hereof, by and among the Investor and the Company (the “SPA”).
REVOLVING LINE OF CREDIT AGREEMENTRevolving Line of Credit Agreement • March 4th, 2008 • Xa, Inc. • Services-management services • New York
This Revolving Line of Credit Agreement (the "AGREEMENT") is made and entered into in this 29th day of February 2008, by and between Sands Brothers Venture Capital III, LLC ("LENDER"), and XA, Inc., a Nevada Corporation, with a business address of 875 North Michigan Avenue, Suite 2626, Chicago, Illinois, 60611 (the "BORROWER") and The Experiential Agency, Inc., an Illinois corporation, with a business address of 875 North Michigan Avenue, Suite 2626, Chicago, Illinois, 60611 (the “SUBSIDIARY”) each a “PARTY” and collectively the “PARTIES.”
AGREEMENT REGARDING THE CANCELLATION OF THE SERIES A PREFERRED STOCK OF XA, INC.Agreement Regarding the Cancellation of the Series a Preferred Stock • March 26th, 2007 • Xa, Inc. • Services-management services • Illinois
This Agreement Regarding the Cancellation of the Series A Preferred Stock of XA, Inc. (the “Agreement”) is made and entered into this 24th day of January 2007, by and between XA, Inc., a Nevada corporation (“XA”) and Joseph Wagner, an individual and the President and Chief Executive Officer of XA and Jean Wilson, an individual and the Chief Operating Officer of XA (collectively the “Preferred Stock Holders”), each individually a “Party” and collectively the “Parties.”
FIRST AMENDMENT TO THE 11% SENIOR SECURED PROMISSORY NOTESSenior Secured Promissory Notes • July 12th, 2007 • Xa, Inc. • Services-management services • New York
This First Amendment to The 11% Senior Secured Promissory Notes (this “Agreement”) is made and entered into as of June ___, 2007 (the “Effective Date”), by and between XA, Inc., a Nevada corporation (“XA”) and Sands Brothers Venture Capital LLC, Sands Brothers Venture Capital II LLC, Sands Brothers Venture Capital III LLC, Sands Brothers Venture Capital IV LLC, and Katie & Adam Bridge Partners, L.P. (each a “Purchaser” and collectively the “Purchasers”), each individually a “Party” and collectively the “Parties.”
FOLLOW ON FUNDING WAIVER OF RIGHTS AGREEMENTWaiver of Rights Agreement • July 12th, 2007 • Xa, Inc. • Services-management services • Nevada
This Waiver of Rights Agreement (the “Agreement”) is made and entered into as of ___, 2007 (the “Effective Date”), by and between XA, Inc., a Nevada corporation (“XA”) and Sands Brothers Venture Capital LLC, Sands Brothers Venture Capital II LLC, Sands Brothers Venture Capital III LLC, Sands Brothers Venture Capital IV LLC, Katie & Adam Bridge Partners, L.P., G. Chris Andersen, Paul M. Higbee and Vision Opportunity Master Fund, Ltd. (each a “Purchaser” and collectively the “Purchasers”), and Mastodon Ventures, Inc., Gusrae Kaplan Bruno & Nusbaum, PLLC and David M. Loev (the “Interested Parties” and collectively with the Purchasers, the “Warrant Holders”) each individually a “Party” and collectively the “Parties.”
FORBEARANCE AGREEMENTForbearance Agreement • January 25th, 2008 • Xa, Inc. • Services-management services
This Forbearance Agreement ("Forbearance Agreement") is made and entered into as of this 3 day of January, 2008 by and between LASALLE BANK NATIONAL ASSOCIATION ("Lender"), and THE EXPERIENTIAL AGENCY, INC., an Illinois corporation (the "Borrower").
FIRST AMENDMENT TO THE 11% SENIOR SECURED PROMISSORY NOTES11% Senior Secured Promissory Notes • July 12th, 2007 • Xa, Inc. • Services-management services • New York
This First Amendment to The 11% Senior Secured Promissory Notes (this “Agreement”) is made and entered into as of July 3, 2007 (the “Effective Date”), by and between XA, Inc., a Nevada corporation (“XA”) and G. Chris Andersen, an individual (the “Purchaser”), each individually a “Party” and collectively the “Parties.”
