REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 23rd, 2012 • Smart Kids Group Inc. • Services-motion picture & video tape production • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “ Agreement ”), dated as of the 12th day of March 2012 (the “Agreement”) between AGS Capital Group, LLC (the “Investor”), and Smart Kids Group Inc. (the “Company”).
EQUITY PURCHASE AGREEMENT BY AND BETWEEN OXFORD CITY FOOTBALL CLUB, INC. AND TARPON BAY PARTNERS LLC Dated September 23, 2014Equity Purchase Agreement • September 30th, 2014 • Oxford City Football Club, Inc. • Services-motion picture & video tape production • New York
THIS EQUITY PURCHASE AGREEMENT entered into as of the 23 day of September, 2014 (this "AGREEMENT"), by and between TARPON BAY PARTNERS LLC, a Florida limited liability company ("INVESTOR"), and OXFORD CITY FOOTBALL CLUB, INC., a Florida corporation (the "COMPANY").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 30th, 2014 • Oxford City Football Club, Inc. • Services-motion picture & video tape production • New York
This Registration Rights Agreement ("Agreement"), dated September42, 2014, is made by and between OXFORD CITY FOOTBALL CLUB, INC., a Florida corporation ("Company"), and TARPON BAY PARTNERS LLC, a Florida limited liability company (the "Investor").
DRAWDOWN EQUITY FINANCING AGREEMENTDrawdown Equity Financing Agreement • March 26th, 2010 • Smart Kids Group Inc. • Services-motion picture & video tape production • Massachusetts
THIS AGREEMENT dated as of the day of March 18, 2010 (the “Agreement”) between Auctus Private Equity Fund, LLC a Massachusetts corporation (the “Investor”), and Smart Kids Group, Inc. a corporation organized and existing under the laws of the Florida (the “Company”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • May 4th, 2012 • Smart Kids Group Inc. • Services-motion picture & video tape production • Nevada
THIS AGREEMENT AND PLAN OF MERGER is entered into as of April 30, 2012 by and among Smart Kids Group, Inc., a Florida corporation (“Parent”), SKGI Acquisition Corp., a Nevada corporation and a wholly-owned subsidiary of Parent (“Acquisition Corp.”), and WMX Group, Inc., a Nevada corporation (the “Company”).
LOCK-UP AGREEMENTLock-Up Agreement • September 30th, 2008 • Smart Kids Group Inc. • Services-motion picture & video tape production • Florida
THIS LOCK-UP AGREEMENT (the "Lock-up Agreement") is entered into effective as of January 31, 2007, by and between Al Hawryluk (the "Shareholder"), a shareholder of Smart Kids Group, Inc., a Florida corporation (the ("Company"), and the Company;
Smart Kids Group Inc. Employment AgreementEmployment Agreement • September 30th, 2008 • Smart Kids Group Inc. • Services-motion picture & video tape production • Florida
Employment Agreement made effective as of the date of signing, by and between Smart Kids Group Inc. a Florida corporation, with principal offices in Ft Lauderdale, Florida, USA ("Company"), and Lisa Yakiwchuk, TKS Administration Services residing in Edmonton, Alberta, Canada ("Employee/Employer").
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • May 1st, 2013 • WMX Group Holdings, Inc. • Services-motion picture & video tape production • Florida
This Share Exchange Agreement (this “Agreement”), dated as of April 29, 2013, is by and among WMX Group Holdings, Inc., a Florida corporation (the “Parent”), Oxford City Football Club, LLC, a Florida limited liability company (the “Company”), and each of the shareholders of the Company listed on Schedule 2.1 hereto (the “Shareholders”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
Creating Our Future … TodayLicense Agreement • September 30th, 2008 • Smart Kids Group Inc. • Services-motion picture & video tape production • Florida
SMART KIDS INTERNATIONAL HOLDINGS, INC., a body incorporated under the laws of the State of Nevada, having an office at 44 Coyote Mountain Road, Santa Fe, New Mexico 87505
SMART KIDS INTERNATIONAL HOLDINGS, INC.License Agreement • September 30th, 2008 • Smart Kids Group Inc. • Services-motion picture & video tape production • Florida
SMART KIDS INTERNATIONAL HOLDINGS, INC., a body incorporated under the laws of the State of Nevada, having an office at 44 Coyote Mountain Road, Santa Fe, New Mexico 87505 (the "Licensee")
RESERVE EQUITY FINANCING AGREEMENTReserve Equity Financing Agreement • March 23rd, 2012 • Smart Kids Group Inc. • Services-motion picture & video tape production • Florida
THIS AGREEMENT dated as of the 12th day of March 2012 (the “Agreement”) between AGS Capital Group, LLC (the “Investor”), and Smart Kids Group Inc. the “Company”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 17th, 2015 • Oxford City Football Club, Inc. • Services-amusement & recreation services • Florida
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of February 12th, 2015, is entered into by and among AlvaEDU, Inc., a Delaware corporation with principal executive offices located at 327 Plaza Real, Suite 235, Boca Raton, FL 33432, (the “Company” and/or the “Seller”), and Oxford City Football Club, Inc., a Florida corporation, with principal executive offices located at 10 Fairway Drive, Suite 302, Deerfield Beach, FL 33441 (the “Purchaser” and/or the “Buyer”).
Joint Venture AgreementJoint Venture Agreement • December 23rd, 2014 • Oxford City Football Club, Inc. • Services-motion picture & video tape production • New York
This Joint Venture Agreement ("Agreement"), made on November 23, 2014 by and between CIT University a division of Oxford City Football Club, Inc. (Stock Symbol: OXFC), of 10 Fairway Drive Suite 302, Deerfield Beach, Florida 33441 and Z Square Technology, Inc., of 1 Broadway 14th FL, Cambridge, Massachusetts 02142. The parties are hereinafter sometimes referred to together as the "Joint Venturers" or the "Parties" and individually as a "Joint Venturer" or "Party."
AGREEMENT dated September 8, 2010 by and between: 3D FUTURE VISION, INC.(“3DFV”) a Florida corporation with primary offices at 2005 Tree Fork Lane, Suite 109, Longwood, FL 32750 andExclusive License Agreement • September 15th, 2010 • Smart Kids Group Inc. • Services-motion picture & video tape production • Florida
SMART KIDS GROUP, INC. (“SKGI”) a Florida corporation with principal offices located at Suite 234, 9768-170 Street, Edmonton Alberta, T5T 5L4 (collectively (“Parties”).
FIRST AMENDMENT TOAgreement and Plan of Merger • September 12th, 2012 • WMX Group Holdings, Inc. • Services-motion picture & video tape production
This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is entered into effective as of April 30, 2012 by and among Smart Kids Group, Inc., a Florida corporation (“Parent”), SKGI Acquisition Corp., a Nevada corporation and a wholly-owned subsidiary of Parent (“Acquisition Corp.”), and WMX Group, Inc., a Nevada corporation (the “Company”).
VIA EMAIL January 26, 2012 Smart Kids Group Inc. Canada Suite 234Final Agreement • February 7th, 2012 • Smart Kids Group Inc. • Services-motion picture & video tape production
AMENDED AND RESTATED CONSULTING AGREEMENTConsulting Agreement • September 24th, 2015 • Oxford City Football Club, Inc. • Services-membership sports & recreation clubs • Nevada
This Amended and Restated Consulting Agreement (the “Agreement”) is made this 16st day of September, 2015, between the client Oxford City Football Club, Inc. (“Oxford”) having its principal place of business at 10 Fairway Drive. Suite 302 Deerfield Beach, FL 33441 and GCE Wealth, Inc. (“GCE”).
RELEASE AGREEMENTRelease Agreement • June 17th, 2015 • Oxford City Football Club, Inc. • Services-membership sports & recreation clubs • Florida
This Release Agreement (“Agreement”) is entered into on this 15th day of June, 2015 (the “Effective Date”), by and among Oxford City Football Club, Inc. (“Oxford City”), on the one hand, and Tarpon Bay Partners, LLC (“Tarpon Bay”), on the other hand (either one individually, a “Party”, and all collectively, the “Parties”).
GCE WEALTH, INC.Consulting Agreement • December 7th, 2012 • WMX Group Holdings, Inc. • Services-motion picture & video tape production • Nevada
This Agreement is made this 1st day of December 2012, between the client WMX Group Holdings, Inc. (“WMX”) having its principal place of business at 10 Fairway Drive. Suite 302 Deerfield Beach, FL 33441 and GCE Wealth, Inc. ("GCE").
Amendment to Share Exchange AgreementShare Exchange Agreement • July 8th, 2013 • WMX Group Holdings, Inc. • Services-motion picture & video tape production
This Amendment (this "Amendment") to that certain Share Exchange Agreement (the "Agreement"), dated as of April 29, 2013, by and among WMX Group Holdings, Inc.. ("WMX"), a Florida a corporation, Oxford City Football Club, LLC (“Oxford”), a Florida limited liability company and Thomas Guerriero, the sole member of Oxford is made effective as of this 3rd day of July, 2013 (the "Amendment Effective Date").
TERMINATION AGREEMENTTermination Agreement • March 9th, 2012 • Smart Kids Group Inc. • Services-motion picture & video tape production
THIS TERMINATION AGREEMENT (this “Termination Agreement”), dated as of March 8, 2012, is made by and among Smart Kids Group, Inc. (the “Smart Kids”) and the WMX Group, Inc. (each a “Party” and, collectively the “Parties”).
Joint Venture AgreementJoint Venture Agreement • December 23rd, 2014 • Oxford City Football Club, Inc. • Services-motion picture & video tape production • New York
This Joint Venture Agreement ("Agreement"), made on July 10. 2014 by and between CIT University a division of Oxford City Football Club, Inc. (Stock Symbol: OXFC), of 3141 S. Military Trail, Lake Worth, Florida 33463 and Z-Square Technology LLC, of 1 Broadway 14th FL, Cambridge, Massachusetts 02142. The parties are hereinafter sometimes referred to together as the "Joint Ventures" or the "Parties" and individually as a "Joint Venture" or "Party."
Exhibit C ALVAEDU, INC. MUTUAL FULL RELEASEMutual Full Release • March 20th, 2015 • Oxford City Football Club, Inc. • Services-membership sports & recreation clubs • Florida
This Release, dated March 11, 2015, is being executed and delivered in accordance with the agreement entered into between CIT University City Institute of Technology A Christian Institution, Inc. and AIvaEDU, Inc. (the "Agreement") dated February 14, 2014, ALVAEDU, INC. (the "Company"); and CIT UNIVERSITY CITY INSTITUTE OF TECHNOLOGY A CHRISTIAN INSTITUTION, INC. (the "Client");
Amendment to License AgreementLicense Agreement • October 26th, 2011 • Smart Kids Group Inc. • Services-motion picture & video tape production
This Amendment (this “Amendment”) to that certain License Agreement (the “Agreement”), dated as of June 20, 2005, by and between Smart Kids Group, Inc. (“Smart Kids”), a Florida corporation, and Smart Kids International Holdings, Inc. (“SKIH”) is made effective as of this 25th day of October, 2011 (the “Amendment Effective Date”).
AmendmentAmendment to the Agreement Between Oxford City Football Club, Inc. And Angela K. Artemik • September 3rd, 2014 • Oxford City Football Club, Inc. • Services-motion picture & video tape production
Both parties agree to following amendments to the agreement entered in on May 27th, 2014 between Oxford City Football Club, Inc. (Buyer) and Angela K. Artemik (Seller) due to the Seller not being able to deliver the change in ownership to the accredited school.
Addendum to Executed Agreement SKGO OB. And WMX Group, Inc. Further to the agreement signed by Richard Shergold, CEO, Smart Kids Group Inc. and Thomas Guerriero, CEO, WMX Group, Inc.: WMX Group, Inc. agrees to:Addendum to Executed Agreement • February 7th, 2012 • Smart Kids Group Inc. • Services-motion picture & video tape production
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 2nd, 2014 • Oxford City Football Club, Inc. • Services-motion picture & video tape production • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is executed and delivered as of May 27, 2014 (the “Effective Date”), among OXFORD CITY FOOTBALL CLUB, INC., a Florida corporation (“Buyer”); and ACADEMY OF HEALING ARTS, MASSAGE & FACIAL SKIN, INC., a Florida corporation (the “AHA Company”); and ANJO OF SKYLAKE, INC., a Florida corporation (the “AOS Company” and, together with the AHA Company, the “Companies”) and ANGELA K. ARTEMIK, an individual residing in Florida (“Stockholder” or “Stockholders”).
Oxford City Football Club (Trading) Limited VOTING AGREEMENTVoting Agreement • December 23rd, 2014 • Oxford City Football Club, Inc. • Services-motion picture & video tape production
THIS VOTING AGREEMENT (the "Agreement") is made and entered into as of this 1st day of July 2013, by and among all the stockholders and directors of Oxford City Football Cl .b (Trading) Limited, with the company number 03127905. Oxford City Football CIL b (Trading) Limited registered office is at 8 Trinity Close, Abingdon, Oxfordshire, OX14 2Q (the "Company").
