SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 18th, 2013 • Titan Iron Ore Corp. • Services-prepackaged software • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 14, 2013, by and between TITAN IRON ORE CORP., a Nevada corporation, with headquarters located at 3040 North Campbell Avenue #110, Tuscon, AZ 85719 (the “Company”), and ASHER ENTERPRISES, INC., a Delaware corporation, with its address at 1 Linden Place, Suite 207, Great Neck, NY 11021 (the “Buyer”).
COMMON STOCK PURCHASE WARRANTSecurity Agreement • October 14th, 2016 • Friendable, Inc. • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [Recipient] its registered assigns (the “Holder”), with an address at: [Recipient Address], 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 five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Friendable, Inc., a Nevada corporation (the “Company”), up to 186,000,000 shares (as subject to adjustment hereunder, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 28th, 2021 • Friendable, Inc. • Services-prepackaged software • California
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 20th. 2020. by and between Friendable. Inc. a Nevada corporation, located at 1821 E. Campbell Ave, Campbell CA 95008 (the “Company”), and J. P. CAREY Enterprises. Inc. with its address at 800 Cooper Sandy Cove, Alpharetta GA 30004 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 28th, 2021 • Friendable, Inc. • Services-prepackaged software • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 8, 2020, by and between FRIENDABLE, INC., a Nevada corporation, with its address at 1821S Bascom Ave., Suite 353, Campbell, California 95008 (the “Company”), and TRILLIUM PARTNERS L.P., a Delaware limited partnership, with its address at Executive Pavilion 90 Grove Street, Ridgefield CT 06877 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 19th, 2012 • Titan Iron Ore Corp. • Services-prepackaged software • California
This Securities Purchase Agreement (this “Agreement”) is dated as of October 18, 2012 between Titan Iron Ore Corp., 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 2nd, 2014 • iHookup Social, Inc. • Services-prepackaged software • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of the 27th day of August, 2014 (the “Agreement”) between Beaufort Capital Partners LLC (the “Investor”), and iHookup Social, Inc. (the “Company”).
CONVERTIBLE NOTE DUE OCTOBER 13, 2022Convertible Security Agreement • April 28th, 2021 • Friendable, Inc. • Services-prepackaged software • New York
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of FRIENDABLE, INC., a Nevada corporation, (the “Borrower”), having its principal place of business at 1821 S. Bascom Avenue, Suite 353, Campbell, California 95008, due October 13, 2022 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
COMMON STOCK PURCHASE WARRANT TITAN IRON ORE CORP.Common Stock Purchase Warrant • October 19th, 2012 • Titan Iron Ore Corp. • Services-prepackaged software
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 Issue Date (as defined above) and on or prior to the close of business on the third (3rd) anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Titan Iron Ore Corp., a Nevada corporation (the “Company”), up to _________ 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 23rd, 2017 • Friendable, Inc. • Services-prepackaged software • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 2, 2017, is entered into by and between FRIENDABLE, INC., a Nevada corporation (the “Company”), and EMA Financial, LLC, a Delaware limited liability company (the “Purchaser”).
FRIENDABLE, INC. SUBSCRIPTION AGREEMENT NOTICE TO INVESTORSSubscription Agreement • March 5th, 2021 • Friendable, Inc. • Services-prepackaged software • Nevada
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 7th, 2013 • Titan Iron Ore Corp. • Services-prepackaged software • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 18, 2013, by and between TITAN IRON ORE CORP., a NEVADA corporation, with headquarters located at 3040 NORTH CAMPBELL AVE #110, TUCSON, AZ 85719 (the “Company”), and HANOVER HOLDINGS I, LLC, a New York corporation, with its address at 5 Hanover Square, New York, New York 10004 (the “Buyer”).
FIRST AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 21st, 2013 • Titan Iron Ore Corp. • Services-prepackaged software • California
This First Amended and Restated Securities Purchase Agreement (this “Agreement”) is dated as of February 19, 2013 by and between Titan Iron Ore Corp., a Nevada corporation (the “Company”) and Ascendiant Capital Partners, LLC, a Nevada limited liability company (the “Purchaser”). Capitalized terms used in this Agreement and not otherwise defined shall have the meanings ascribed to them in Article I.
SERIES C PREFERRED STOCK PURCHASE AGREEMENTSeries C Preferred Stock Purchase Agreement • April 28th, 2021 • Friendable, Inc. • Services-prepackaged software • New York
This SERIES C PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of December 22, 2020, by and between FRIENDABLE, INC., a Nevada corporation, with its address at 1821 S Bascom Ave., Suite 353, Campbell, California 95008 (the “Company”), and GENEVA ROTH REMARK HOLDINGS, INC., a New York corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the “Buyer”).
SECURITY AGREEMENTSecurity Agreement • August 2nd, 2017 • Friendable, Inc. • Services-prepackaged software • New York
This SECURITY AGREEMENT, dated as of July 21, 2017 (this “Agreement”), is among Fan Pass, Inc., a Nevada corporation (the “Company”), also known as the Subsidiary of Friendable, Inc., a Nevada corporation (“Friendable”), and a guarantor pursuant to the execution and delivery of the form annexed hereto as Annex A and the Guaranty annexed thereto (such Subsidiary, a “Guarantor” and together with Friendable and the Company, the “Debtors”), Alpha Capital Anstalt, as collateral agent (the “Collateral Agent”) for and the holders of Friendable’s Secured Convertible Notes issued at or about the date of this Agreement, in the original aggregate principal amount of $300,000 and such other of Friendable’s secured Convertible Notes which may be issued in the future pursuant to the Securities Purchase Agreement (collectively, the “Notes”) (collectively, the “Secured Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 2nd, 2017 • Friendable, Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 21, 2017, between Friendable, Inc., a Nevada corporation (the “Company”), and purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser”).
SHARE EXCHANGE AGREEMENT BY AND AMONG FRIENDABLE, INC. AND THE PRINCIPAL SHAREHOLDERS OF FRIENDABLE, INC. AND SHARPS TECHNOLOGY INC. AND THE PRINCIPAL SHAREHOLDERS OF SHARPS TECHNOLOGY INC. Dated as of: June 27, 2018Share Exchange Agreement • July 2nd, 2018 • Friendable, Inc. • Services-prepackaged software • New York
AMENDED AND RESTSATED INVESTMENT AGREEMENTInvestment Agreement • September 2nd, 2014 • iHookup Social, Inc. • Services-prepackaged software • New York
THIS AMENDED AND RESTATED AGREEMENT dated as of the 27th day of August, 2014 (the “Agreement”) is by and between Beaufort Capital Partners LLC (the “Investor”), and iHookup Social, Inc. (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 5th, 2013 • Titan Iron Ore Corp. • Services-prepackaged software • Georgia
THIS AGREEMENT, dated as of April 2, 2013, between Titan Iron Ore Corporation (the “Company”) and GCA Strategic Investment Fund Limited (the “Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 17th, 2019 • Friendable, Inc. • Services-prepackaged software • California
This Employment Agreement (the "Agreement") is made as of the 3rd day of April, 2019 (the effective Date") by and between Friendable, Inc., a Nevada corporation (the "Company"), and Robert A Rositano, Jr an individual residing at 3846 Moana Way, Santa Cruz, CA 95062 (the "Executive").
STOCK PLEDGE AGREEMENTStock Pledge Agreement • June 30th, 2014 • iHookup Social, Inc. • Services-prepackaged software • New York
This STOCK PLEDGE AGREEMENT, dated as of June 25, 2014 (as amended, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), made by and among iHookup Social, Inc., a Nevada corporation (the “Borrower”), the undersigned parties as named on Schedule 1 hereto (collectively, the “Pledgor”), in favor of Beaufort Capital Partners LLC, (the “Secured Party”).
ESCROW AGREEMENTEscrow Agreement • June 30th, 2014 • iHookup Social, Inc. • Services-prepackaged software • New York
This ESCROW AGREEMENT (this “Agreement”) made as of the 25th day of June, 2014 (the “Effective Date”), by and between iHookup Social, Inc. (the “Company”), Beaufort Capital Partners LLC (the “Investor”), and Matthew McMurdo, Esq. (the “Escrow Agent”).
DEBT PURCHASE AGREEMENTDebt Purchase Agreement • December 13th, 2013 • Titan Iron Ore Corp. • Services-prepackaged software • New York
This Debt Purchase Agreement (the “Agreement”) made as of this 5th day of December, 2013, by and between the GEL Properties, LLC (the “Buyer”) and The Marie Baier Foundation (the “Seller”).
PAYROLL SERVICE AGREEMENTPayroll Service Agreement • February 25th, 2013 • Titan Iron Ore Corp. • Services-prepackaged software • Arizona
WHEREAS Andrew A. Brodkey ("Brodkey") is employed by Titan as its President and CEO in accordance with the Employment Agreement attached hereto as Schedule 'A' (the "Employment Agreement");
CONSULTING AND PROFESSIONAL SERVICES AGREEMENT (Independent Contractor)Consulting and Professional Services Agreement • July 8th, 2011 • Titan Iron Ore Corp. • Services-prepackaged software • Arizona
This CONSULTING AND PROFESSIONAL SERVICES AGREEMENT (the “Agreement”) is entered into as of June 30, 2011, by and between J2 MINING VENTURES LIMITED (“Consultant”), and TITAN IRON ORE CORP, incorporated in the State of Nevada (the “Company”).
REGULATION S SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATIONRegulation S Subscription Agreement • October 3rd, 2007 • Digital Yearbook, Inc. • New York
DEBT PURCHASE AGREEMENTDebt Purchase Agreement • November 15th, 2013 • Titan Iron Ore Corp. • Services-prepackaged software • New York
This Debt Purchase Agreement (the "Agreement") made as of this 4th day of November, 2013, by and between the LG Capital Funding, LLC (the "Buyer") and The Marie Baier Foundation (the "Seller").
ContractPrivate Placement Subscription Agreement • January 12th, 2012 • Titan Iron Ore Corp. • Services-prepackaged software • Nevada
THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE "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, AS AMENDED (THE "1933 ACT").
ContractStock Option Agreement • June 22nd, 2012 • Titan Iron Ore Corp. • Services-prepackaged software • Arizona
NONE OF THE SECURITIES TO WHICH THIS SUBSCRIPTION AGREEMENT (THE “AGREEMENT”) RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS (AS DEFINED HEREIN) EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.
ContractEmployment Agreement • February 18th, 2014 • iHookup Social, Inc. • Services-prepackaged software • California
AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONMerger Agreement • February 19th, 2014 • iHookup Social, Inc. • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (“Agreement”) is made and entered into as of January 31, 2014 at 4:00 pm Pacific Time (the “Execution Date”), by and among: TITAN IRON ORE CORP., a Nevada corporation (“Parent”); IHOOKUP OPERATIONS CORP, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”); and IHOOKUP SOCIAL, INC., a Delaware corporation (the “Company”).
FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 21st, 2013 • Titan Iron Ore Corp. • Services-prepackaged software
This First Amendment to Securities Purchase Agreement (this “Amendment”) is dated as of January 9, 2013 by and between Titan Iron Ore Corp., a Nevada corporation (the “Company”) and Ascendiant Capital Partners, LLC, a Nevada limited liability company (the “Purchaser”). Capitalized terms used in this Amendment and not otherwise defined shall have the meanings ascribed to them in the Original Agreement (as defined below).
FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 21st, 2013 • Titan Iron Ore Corp. • Services-prepackaged software
This First Amended Registration Rights Agreement (this “Agreement”) is made and entered into as of February 19, 2013, among Titan Iron Ore Corp., a Nevada corporation (the “Company”) and the purchaser signatory hereto (“the “Purchaser”).
SIXTH AMENDMENT AND CLOSING AGREEMENTSixth Amendment and Closing Agreement • August 10th, 2016 • Friendable, Inc. • Services-prepackaged software • New York
This Sixth Amendment and Closing Agreement (the “Agreement”) is made and entered into as of August ___, 2016 by and among Friendable Inc. (f/k/a iHookup Social Inc.), a Nevada corporation (the “Company”) and the parties identified on the signature page hereto (each a “Purchaser” and collectively, “Purchasers”). Capitalized terms used but not defined herein will have the meanings assigned to them in the March 8, 2016 Securities Purchase Agreement and Transaction Documents (as defined below), as amended pursuant to an Amendment and Closing Agreement dated May 17, 2016 (“Amendment Agreement”), as further amended pursuant to a Second Amendment and Closing Agreement dated May 20, 2016 (“Second Amendment Agreement”), as further amended pursuant to a Third Amendment and Closing Agreement dated June 3, 2016 (“Third Amendment Agreement”), as further amended pursuant to a Fourth Amendment and Closing Agreement dated June 16, 2016 (“Fourth Amendment Agreement”), and as further amended pursuant to
EIGHTH AMENDMENT AND CLOSING AGREEMENTEighth Amendment and Closing Agreement • September 16th, 2016 • Friendable, Inc. • Services-prepackaged software • New York
This Eighth Amendment and Closing Agreement (the “Agreement”) is made and entered into as of September 12, 2016 by and among Friendable Inc. (f/k/a iHookup Social Inc.), a Nevada corporation (the “Company”) and the parties identified on the signature page hereto (each a “Purchaser” and collectively, “Purchasers”). Capitalized terms used but not defined herein will have the meanings assigned to them in the March 8, 2016 Securities Purchase Agreement and Transaction Documents (as defined below), as amended pursuant to an Amendment and Closing Agreement dated May 17, 2016 (“Amendment Agreement”), as further amended pursuant to a Second Amendment and Closing Agreement dated May 20, 2016 (“Second Amendment Agreement”), as further amended pursuant to a Third Amendment and Closing Agreement dated June 3, 2016 (“Third Amendment Agreement”), as further amended pursuant to a Fourth Amendment and Closing Agreement dated June 16, 2016 (“Fourth Amendment Agreement”), as further amended pursuant to
SEVENTH AMENDMENT AND CLOSING AGREEMENTSeventh Amendment and Closing Agreement • August 25th, 2016 • Friendable, Inc. • Services-prepackaged software • New York
This Seventh Amendment and Closing Agreement (the “Agreement”) is made and entered into as of August 15th , 2016 by and among Friendable Inc. (f/k/a iHookup Social Inc.), a Nevada corporation (the “Company”) and the parties identified on the signature page hereto (each a “Purchaser” and collectively, “Purchasers”). Capitalized terms used but not defined herein will have the meanings assigned to them in the March 8, 2016 Securities Purchase Agreement and Transaction Documents (as defined below), as amended pursuant to an Amendment and Closing Agreement dated May 17, 2016 (“Amendment Agreement”), as further amended pursuant to a Second Amendment and Closing Agreement dated May 20, 2016 (“Second Amendment Agreement”), as further amended pursuant to a Third Amendment and Closing Agreement dated June 3, 2016 (“Third Amendment Agreement”), as further amended pursuant to a Fourth Amendment and Closing Agreement dated June 16, 2016 (“Fourth Amendment Agreement”), as further amended pursuant to
