FORM OF DEBT CANCELLATION AGREEMENT Debt Cancellation AgreementDebt Cancellation Agreement • October 2nd, 2024 • Hallmark Venture Group, Inc. • Real estate • Nevada
Reference is made to that certain 10% Convertible Promissory Note Issued by the Company on April 6, 2023 (the “NOTE”) by and among Hallmark Venture Group Inc., a Florida corporation, whose principal executive offices are located at 5112 West Taft Road, Suite M, Liverpool, NY 13088 (the “Company”), Selkirk Global Holdings, LLC (the “Holder”), with an office located at 120 State Ave. NE, Ste 1014, Olympia, WA 98501. As of the date last written below, the remaining NOTE balance is $31,602.73 of principal and accrued interest (“Remaining Note Balance”).
ANTI-DILUTION AGREEMENTAnti-Dilution Agreement • January 19th, 2024 • Hallmark Venture Group, Inc. • Real estate • New York
THIS ANTI-DILUTION AGREEMENT (the “Agreement”) is dated as of January 11,2024 and is by and among HALLMARK VENTURE GROUP, Inc., a Florida corporation (the “Company” or “HLLK”) and _________, a __________ (“HOLDER”), and Aurum International Ltd. (“AIL”), each a Party and collectively the Parties.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • October 2nd, 2024 • Hallmark Venture Group, Inc. • Real estate • Nevada
THIS CHANGE OF CONTROL AGREEMENT (this Agreement) made and entered to on the date last written below, by and between Hallmark Venture Group, Inc. (the “Company” or “HLLK”) and John D. Murphy, Jr. and JMJ Associates, LLC (collectively, “Murphy”), Paul Strickland and Beartooth Asset Holdings, LLC, (collectively, “Strickland” and together with Murphy, the “Transferors”), Jubilee Intel, LLC (“Jubilee” or “Transferee”) and concerns the change of control of the Company from Murphy and Strickland to Jubilee, and each shall be referred to individually as a Party and collectively the Parties.
PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENTPromissory Note and Warrant Purchase Agreement • November 5th, 2024 • Hallmark Venture Group, Inc. • Real estate • Nevada
THIS PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT is made as of October____, 2024, by and among ____________________(the “Investor”) and Hallmark Venture Group, Inc. (the “Company” or “HLLK”).
10% CONVERTIBLE PROMISSORY NOTE OF Hallmark Venture Group, Inc.Convertible Note Agreement • January 19th, 2024 • Hallmark Venture Group, Inc. • Real estate • New York
This Convertible Promissory Note is issued by Hallmark Venture Group, Inc., a corporation duly organized and existing under the laws of the State of Florida, designated as the Company’s 10% Convertible Promissory Note in the principal amount of $77,000.00. This Note will become effective upon its execution by authorized agents of the Company and the Holder and delivery of the Initial Consideration by the Holder to the Company.
ESCROW AGREEMENTEscrow Agreement • January 19th, 2024 • Hallmark Venture Group, Inc. • Real estate
THIS AGREEMENT is made as of the date last indicated below, by and between Hallmark Venture Group, Inc. (the “Company” or “HLLK”) and John D. Murphy, Jr. and JMJ Associates, LLC (collectively, “Murphy”), Paul Strickland, Selkirk Global Holdings, LLC, and Beartooth Asset Holdings, LLC, (collectively, “Strickland”), and Aurum International Ltd. and Steven Arenal (collectively, “Purchaser”) and Liberty Stock Transfer, Inc., (the “Escrow Agent”), and each shall be referred to individually as a Party and collectively the Parties, and concerns the change of control of the Company from Murphy and Strickland to Purchaser.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • January 19th, 2024 • Hallmark Venture Group, Inc. • Real estate • New York
THIS CHANGE OF CONTROL AGREEMENT (this Agreement) made and entered to on the date last written below, by and between Hallmark Venture Group, Inc. (the “Company” or “HLLK”) and John D. Murphy, Jr. and JMJ Associates, LLC (collectively, “Murphy”), Paul Strickland, Selkirk Global Holdings, LLC, and Beartooth Asset Holdings, LLC, (collectively, “Strickland”) Aurum International Ltd. and Steven Arenal (Collectively, “AURUM”) and concerns the change of control of the Company from Murphy and Strickland to AURUM, and each shall be referred to individually as a Party and collectively the Parties.
FORM OF DEBT CANCELLATION AGREEMENT Debt Cancellation AgreementDebt Cancellation Agreement • October 2nd, 2024 • Hallmark Venture Group, Inc. • Real estate • Nevada
Reference is made to that certain 0% Convertible Exchange Note Issued by the Company on December 12, 2023 (the “NOTE”) by and among Hallmark Venture Group Inc., a Florida corporation, whose principal executive offices are located at 5112 West Taft Road, Suite M, Liverpool, NY 13088 (the “Company”), and Paul Strickland (the “Holder”), with an office located at 120 State Ave. NE, Ste 1014, Olympia, WA 98501. As of the date last written below, the remaining NOTE balance is $7,119.00 of principal and accrued interest (“Remaining Note Balance”).
MANAGEMENT AGREEMENTManagement Agreement • November 5th, 2024 • Hallmark Venture Group, Inc. • Real estate • Nevada
THIS MANAGEMENT AGREEMENT (this “Agreement”) is made effective this 23rd day of October, 2024 (the “Effective Date”), between Evan Bloomberg (“Executive”), and Hallmark Venture Group, Inc., a Florida corporation (“HLLK” or the “Company”) each a “Party” and collectively the “Parties”.
FORM OF DEBT CANCELLATION AGREEMENTDebt Cancellation Agreement • April 18th, 2024 • Hallmark Venture Group, Inc. • Real estate • New York
Reference is made to that certain 10% Convertible Promissory Exchange Note Issued by the Company on March 24, 2017 (the “NOTE”) by and among Hallmark Venture Group Inc., a Florida corporation, whose principal executive offices are located at 5112 West Taft Road, Suite M, Liverpool, NY 13088 (the “Company”), The Robert Papiri Defined Benefit Plan (the “Assignor”) and Phase I Operations, Inc., a corporation licensed to conduct business in New York, with an office located at 265 Sunrise Hwy, Suite 1515, Rockville Centre, New York 11570 (the “Assignee”). On March 7, 2023, the Assignor assigned the entire NOTE to Assignee pursuant to that certain Assignment of Debt Agreement (the “ADA”). As of the date last written below, the remaining NOTE balance is $8,130 of principle and accrued interest (“Remaining Note Balance”).
FORM OF DEBT CANCELLATION AGREEMENT Debt Cancellation AgreementDebt Cancellation Agreement • January 19th, 2024 • Hallmark Venture Group, Inc. • Real estate
Reference is made to that certain 10% Convertible Promissory Note Issued by the Company on ________ (the “NOTE”) by and among Hallmark Venture Group, Inc., a Florida corporation, whose principal executive offices are located at 5112 West Taft Road, Suite M, Liverpool, NY 13088 (the “Company”), and _____________ (the “Creditor”). As of the date last written below, the remaining NOTE balance is _________ (“Remaining Note Balance”).
andAgreement for the Supply of Introductory Services & Financing Partners • November 5th, 2024 • Hallmark Venture Group, Inc. • Real estate
NOTICE OF DEFAULT and TERMINATION February 27, 2024Change of Control Agreement • February 28th, 2024 • Hallmark Venture Group, Inc. • Real estate
8% CONVERTIBLE PROMISSORY NOTE OF Hallmark Venture Group, Inc.Convertible Note Agreement • May 9th, 2024 • Hallmark Venture Group, Inc. • Real estate • Florida
This Convertible Promissory Note is issued by Hallmark Venture Group, Inc., a corporation duly organized and existing under the laws of the State of Florida, designated as the Company’s 8% Convertible Promissory Note in the principal amount of $100,000.00. Convertible Note and Warrant Purchase Agreement. This Note is one of the Notes issued pursuant to that certain Convertible Note and Warrant Purchase Agreement (the “Agreement”) between the Company and Holder dated as of May 1, 2024. This Note is subject to, and qualified by, all the terms and conditions set forth in the Agreement. This Note will become effective upon its execution by authorized agents of the Company and the Holder and delivery of the Initial Consideration by the Holder to the Company.
10% CONVERTIBLE PROMISSORY NOTE OF Hallmark Venture Group, Inc.Convertible Note Agreement • April 10th, 2023 • Hallmark Venture Group, Inc. • Real estate • New York
This Convertible Promissory Note is issued by Hallmark Venture Group, Inc., a corporation duly organized and existing under the laws of the State of Florida, designated as the Company’s 10% Convertible Promissory Note in the principal amount of $50,000.00. This Note will become effective upon its execution by authorized agents of the Company and the Holder and delivery of the Initial Consideration by the Holder to the Company.
ESCROW AGREEMENTEscrow Agreement • October 2nd, 2024 • Hallmark Venture Group, Inc. • Real estate
THIS AGREEMENT is made as of the date last indicated below, by and between Hallmark Venture Group, Inc. (the “Company” or “HLLK”) and John D. Murphy, Jr. and JMJ Associates, LLC (collectively, “Murphy”), Paul Strickland, Selkirk Global Holdings, LLC, and (collectively, “Strickland”), and Jubilee, LLC and Evan Bloomberg (collectively, “Purchaser”) and Liberty Stock Transfer, Inc., (the “Escrow Agent”), and each shall be referred to individually as a Party and collectively the Parties, and concerns the change of control of the Company from Murphy and Strickland to Purchaser.
AGREEMENT AND PLAN OF REORGANIZATION By and Between Jubilee Intel, LLC And HALLMARK VENTURE GROUP, INC. Dated as of September 26, 2024 AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • October 2nd, 2024 • Hallmark Venture Group, Inc. • Real estate • Nevada
THIS AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”) is made and entered into and is effective September 26, 2024, by and between Hallmark Venture Group, Inc., (“HLLK”), a Florida corporation, JMJ Associates, LLC (“JMJ”), Beartooth Asset Holdings, LLC (“BAH”), and Jubilee Intel, LLC, (“Jubilee”), a Nevada limited liability company. HLLK, JMJ, BAH, and Jubilee are sometimes referred to herein each as a “Party” and collectively as the “Parties”.
ANTI-DILUTION AGREEMENTAnti-Dilution Agreement • October 2nd, 2024 • Hallmark Venture Group, Inc. • Real estate • Nevada
THIS ANTI-DILUTION AGREEMENT (the “Agreement”) is dated as of September 26, 2024, and is by and among HALLMARK VENTURE GROUP, Inc., a Florida corporation (the “Company” or “HLLK”) and _________, a __________ (“HOLDER”), and Jubilee Intel, LLC, a Nevada limited liability company (“Jubilee”), each a Party and collectively the Parties.
FORM OF DEBT CANCELLATION AGREEMENT Debt Cancellation AgreementDebt Cancellation Agreement • October 2nd, 2024 • Hallmark Venture Group, Inc. • Real estate
Reference is made to that certain Account Receiveable Balance (the “A/R”) by and among Hallmark Venture Group Inc., a Florida corporation, whose principal executive offices are located at 5112 West Taft Road, Suite M, Liverpool, NY 13088 (the “Company”), and Archer & Greiner, P.C. (the “Holder”), with an office located at 1025 Laurel Oak Road, Voorhees, NJ 08043. As of the date last written below, the remaining A/R balance is or was $__________ of principal and accrued interest (“Remaining A/R Balance”).
