SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 26th, 2019 • Parallax Health Sciences, Inc. • Services-health services • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 2, 2019, by and between PARALLAX HEALTH SCIENCES, INC., a Nevada corporation, with its address at 1327 Ocean Avenue, Suite B, Santa Monica, CA 90401 (the “Company”), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 14th, 2020 • Parallax Health Sciences, Inc. • Services-health services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 10, 2020, between Parallax Health Sciences, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
Exhibit 10.1 THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933,...Private Placement Subscription Agreement • March 5th, 2007 • VB Trade Inc • Nevada
ENDEAVOR POWER CORP. STOCK OPTION AGREEMENTStock Option Agreement • March 31st, 2011 • Endeavor Power Corp • Blank checks • Nevada
Unless otherwise defined herein, capitalized terms shall have the meaning set forth in the Endeavor Power Corp. 2011 Equity Incentive Plan (the "Plan").
ENDEAVOR POWER CORP. STOCK AWARD AGREEMENT FOR STOCK UNITSStock Award Agreement • March 31st, 2011 • Endeavor Power Corp • Blank checks • Nevada
Unless otherwise defined herein, capitalized terms shall have the defined meaning set forth in the Endeavor Power Corp. 2011 Equity Incentive Plan.
ENDEAVOR POWER CORP. STOCK AWARD AGREEMENT FOR RESTRICTED STOCKStock Award Agreement • March 31st, 2011 • Endeavor Power Corp • Blank checks • Nevada
Unless otherwise defined herein, capitalized terms shall have the defined meaning set forth in the Endeavor Power Corp. 2011 Equity Incentive Plan.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 21st, 2019 • Parallax Health Sciences, Inc. • Services-health services • Nevada
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 5 OF THIS WARRANTCommon Stock Purchase Warrant • June 22nd, 2018 • Parallax Health Sciences, Inc. • Retail-drug stores and proprietary stores • California
PARALLAX HEALTH SCIENCES, INC., a Nevada corporation (the “Company”), for value received, hereby certifies that __________________________________, or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after the date of issuance and on or before 6:00 p.m. PST on June 18, 2021, 6,000,000 shares (subject to adjustment as set forth herein) of Common Stock, $0.001 par value per share, of the Company (“Common Stock”), at a purchase price of US$.25 per share (subject to adjustment as set forth herein). The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Purchase Price,” respectively.
CONSULTING AGREEMENTConsulting Agreement • May 15th, 2013 • Endeavor Power Corp • Blank checks
This Consulting Agreement (the “Agreement”), effective as of January 10, 2013 is entered into by and between, Endeavor Power Corporation (herein referred to as the “Company”) and Capital Group Communications, Inc., a California corporation with principal address at 575 Bridgeway, Sausalito CA 94965 (herein referred to as the “Consultant”). As used in this Agreement, the term, “Parties,” shall refer to the Company and Consultant jointly.
INTELLECTUAL PROPERTY PURCHASE AGREEMENT by and among PARALLAX BEHAVIORAL HEALTH, INC., PARALLAX HEALTH SCIENCES, INC., AND PROEVENTA, INC.Intellectual Property Purchase Agreement • May 4th, 2017 • Parallax Health Sciences, Inc. • Retail-drug stores and proprietary stores • California
This INTELLECTUAL PROPERTY PURCHASE AGREEMENT, dated as of April 27, 2017 (this “Agreement”), by and among ProEventa, Inc., a Delaware corporation (“Seller”), on the one hand, and Parallax Behavioral Health, Inc., a Delaware corporation (“Buyer”), and, Parallax Health Sciences, Inc., a Nevada corporation (“Parallax”), on the other hand. Buyer, Parallax, and Seller are referred to collectively herein as the “Parties.”
MODIFICATION AGREEMENT OF THE LICENSE OF INTELLECTUAL PROPERTYModification Agreement of the License of Intellectual Property • November 15th, 2012 • Endeavor Power Corp • Blank checks • California
THIS AGREEMENT OF THE LICENSE OF INTELLECTUAL PROPERTY (the “Agreement”) entered into on the 30th day of September 2011 (the “Effective Date”) is for the Modification of the Agreement of the License of Intellectual Property, by and between
NOTE AND PURCHASE AGREEMENTNote and Purchase Agreement • July 12th, 2019 • Parallax Health Sciences, Inc. • Services-health services • New York
This Note and Purchase Agreement (this “Agreement”) is dated as of July 3, 2019 among PARALLAX HEALTH SCIENCES, INC., a Nevada corporation with its principal place of business located at 1327 Ocean Avenue Suite B, Santa Monica CA 90401 (the “Company”), and and the other purchasers, if any, identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
ContractEmployment Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks
PIGGY-BACK REGISTRATION RIGHTS AGREEMENTPiggy-Back Registration Rights Agreement • June 22nd, 2018 • Parallax Health Sciences, Inc. • Retail-drug stores and proprietary stores • California
PIGGY-BACK REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 18, 2018, by and between Parallax Health Sciences, Inc., a Nevada corporation (the “Company”), and ______________________________, (the “Holder”).
SETTLEMENT AGREEMENT AND GENERAL MUTUAL RELEASESettlement Agreement • October 21st, 2010 • Endeavor Power Corp • Blank checks • California
This Settlement Agreement and General Mutual Release (“Agreement”) is made and entered into as of September 17, 2010, by and between, on the one hand, Endeavor Power Corp, a Nevada corporation (“EDVP”) and, on the other hand, Regal Capital Development Inc. (“Holder”). EDVP and HOLDER are sometimes referred to herein as “Party” or “Parties”.
EMPLOYMENT AGREEMENTEmployment Agreement • July 27th, 2017 • Parallax Health Sciences, Inc. • Retail-drug stores and proprietary stores • California
This Employment Agreement (“Agreement”), effective July 1, 2017, is entered into by and between Parallax Health Sciences, Inc. (“the Company”), a Nevada corporation, (the ‘Employer”), and Paul R. Arena, P.O. Box 4407, Huntington, NY 11743 (the “Employee”).
JOINT VENTURE AGREEMENTJoint Venture Agreement • December 31st, 2008 • Endeavor Uranium, Inc. • Blank checks • New York
Joint Venture Agreement (the “Agreement”) made and entered into this _____ day of December, 2008 by and between Endeavor Power Corp., a Nevada corporation (“Endeavor”), with an office at c/o Carrillo Huettel, LLP, 501 W. Broadway, Suite 800, San Diego, California 92101 and Federated Energy Corporation, a Tennessee corporation (“Federated”) with an office at 3939 Royal Drive, Suite 226, Kennesaw, Georgia 30144.
COMMON STOCK PURCHASE WARRANTSecurities Agreement • April 19th, 2019 • Parallax Health Sciences, Inc. • Services-health services
June 4, 2019Debt Settlement Agreement • November 26th, 2019 • Parallax Health Sciences, Inc. • Services-health services
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • November 26th, 2018 • Parallax Health Sciences, Inc. • Services-health services • Nevada
PURCHASE AGREEMENTPurchase Agreement • October 16th, 2019 • Parallax Health Sciences, Inc. • Services-health services • New York
This PURCHASE AGREEMENT (this “Agreement”) is dated as of August 28, 2019, (“Effective Date”) between Global Career Networks Inc., a Delaware corporation (“GCN” or the “Company”) and Parallax Health Sciences Inc. a Nevada corporation (“PRLX”).
SETTLEMENT AGREEMENT AND GENERAL MUTUAL RELEASESettlement Agreement • August 22nd, 2011 • Endeavor Power Corp • Blank checks • Nevada
This Settlement Agreement and General Mutual Release (“Agreement”) is made and entered into as of July ___, 2011, by and between, on the one hand, Endeavor Power Corp., a Nevada corporation (the “Company”) and, on the other hand, The Musser Group, LLC, a Pennsylvania Limited Liability Company (“Musser Group”). The Company and Musser Group are sometimes referred to herein as “Party” or “Parties”.
SECOND AMENDMENT TO JOINT VENTURE AGREEMENTJoint Venture Agreement • June 19th, 2009 • Endeavor Power Corp • Blank checks
This Second Amendment to Joint Venture Agreement (“Amendment”) is made as of _________________, 2009, by and between Endeavor Power Corp., a Nevada corporation (“Endeavor”) and Federated Energy Corporation, a Tennessee corporation (“Federated”).
Endeavor Power Corporation Employment AgreementEmployment Agreement • November 12th, 2010 • Endeavor Power Corp • Blank checks • Nevada
This Employment Agreement (hereinafter referred to as “Agreement”), is entered into as of this 8th day of November 2010, by and between Endeavor Power Corp., (hereinafter referred to as the “Company”) and Alfonso Knoll (“KNOLL”).
NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE 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 Agreement • November 26th, 2018 • Parallax Health Sciences, Inc. • Services-health services • Nevada
upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after
EXECUTIVE AGREEMENTExecutive Agreement • October 21st, 2019 • Parallax Health Sciences, Inc. • Services-health services • California
AGREEMENT (Ten Groups)Assignment Agreement • November 29th, 2007 • Endeavor Uranium, Inc. • Services-business services, nec • Nevada
This AGREEMENT effective as of November 14, 2007 (the “Effective Date”) is by and between LEONGATHA MANAGEMENT INC., having its Head Office at Pasea Estae, Portola, British Virgin Islands (“Leongatha”) and ENDEAVOR URANIUM, INC., a Nevada corporation having its executive offices at Denver Place, 999 18th Street, Suite 3000, Denver, Colorado 80202 (“Endeavor”).
AGREEMENT OF THE ASSIGNMENT OF INTELLECTUAL PROPERTYIp Transfer Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks • California
THIS AGREEMENT OF THE ASSIGNMENT OF INTELLECTUAL PROPERTY (the “Agreement”) entered into on the 10th day of September 2010 (the “Effective Date”) is for the Assignment of Intellectual Property, by and between
MINING LEASEMining Lease • November 29th, 2007 • Endeavor Uranium, Inc. • Services-business services, nec • Nevada
THIS MINING LEASE (“Agreement”), effective as of the 9th day of November, 2007 (“Effective Date”), is by and among KEE NEZ RESOURCES, LLC, a Utah limited liability company having an address at 98 North 400 East, Price, Utah 84501 (“Kee Nez”), MAYAN MINERALS LTD., a British Columbia corporation having an address at Suite 308 — 837 West Hastings Street, Vancouver, B.C., Canada V6C 3N6 (“Mayan”), and ENDEAVOR URANIUM, INC., a Nevada company, having its Head Office at Suite 3000, 999 - 18th Street, Denver, Colorado, U. S .A. 80202 (“Endeavor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 26th, 2018 • Parallax Health Sciences, Inc. • Services-health services • Nevada
DEVELOPMENT and SUPPLY AGREEMENTDevelopment and Supply Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks
This Development and Supply Agreement (the “Agreement”) is entered into as of this 1st day of July 2011 (the “Effective Date”), by and between Parallax Diagnostics Ltd., Inc. a Nevada corporation with offices at 2 Canal Park Cambridge, MA 02141 (or “PRLX”) and Corder Engineering, LLC at1357 N 100 E Chesterton, IN 46304 (“Supplier”) (together the “Parties”).
Endeavor Power Corp 8-KMerger Agreement • November 15th, 2012 • Endeavor Power Corp • Blank checks • Nevada
THE SECURITIES TO WHICH THIS AGREEMENT AND PLAN OF MERGER RELATES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND WILL BE ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.
SECURITY AGREEMENTSecurity Agreement • June 22nd, 2018 • Parallax Health Sciences, Inc. • Retail-drug stores and proprietary stores • California
This Security Agreement (“Agreement”) is made and entered into as of June 18, 2018, by and between PARALLAX HEALTH SCIENCES, INC., a Nevada corporation with its principal place of business located at 1327 Ocean Avenue Suite B, Santa Monica CA 90401 (the “Debtor”), and _______________________________________________________ with an address at ______________________________________ and the other purchasers, if any, identified on the signature pages to the Purchase Agreement (each, including its successors and assigns, a “Secured Party” and collectively the “Secured Parties”).
AMENDMENT TO WARRANT AGREEMENTWarrant Agreement • June 22nd, 2018 • Parallax Health Sciences, Inc. • Retail-drug stores and proprietary stores
THIS FIRST AMENDMENT TO THE WARRANT AGREEMENT dated June __, 2018, by and between Parallax Health Sciences, Inc., a Nevada corporation, with its principal office at 1327 Ocean Ave., Suite M, Santa Monica, CA 90401, (the “Company”) and _________________________, (the “Registered Holder”) is hereby amended as follows with the remaining provisions of the Warrant Agreement remaining in full force and effect.
Cavalry Fund I LPPromissory Note • October 21st, 2019 • Parallax Health Sciences, Inc. • Services-health services
This letter agreement (this “Agreement”) by and between Parallax Health Science, Inc. (the “Company”) and Cavalry Fund I LP (“Cavalry”) acknowledges that effective November 14, 2018, the parties hereto agree to amend the terms of that certain convertible promissory note (the “Note”) issued by the Company to Cavalry on June 14, 2018 (the “Issuance Date”) in the initial principal amount of $250,000.00 (the “Principal”). Pursuant to the terms of the Note and the agreements thereto, the Note is currently in default. The parties hereto agree to extend the Maturity Date of the Note to February 28, 2019 (the “Amended Maturity Date”) in exchange for the Company agreeing to increase the principal amount of the Note to $322,411.86 (the “Amended Principal”). Interest from the Issuance Date until the date of this Agreement shall be calculated based on the Principal and interest from the date of this Agreement until the amended Maturity Date shall be calculated based on the Amended Principal.
