REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 7th, 2011 • Originoil Inc • Industrial organic chemicals
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT ORIGINOIL, INC.Security Agreement • July 7th, 2011 • Originoil Inc • Industrial organic chemicals
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from OriginOil, Inc., a Nevada corporation (the “Company”), up to ______ 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). This Warrant is one of a series of Warrants (the “Warrants”) issued pursued to the terms of the Purchase Agreement (as defined below)
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 7th, 2011 • Originoil Inc • Industrial organic chemicals • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 6, 2011, between OriginOil, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 27th, 2022 • Originclear, Inc. • Industrial organic chemicals • Nevada
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of October 20, 2022 (the “Execution Date”), is entered into by and between OriginClear, Inc., a Nevada corporation with its principal executive office at 13575 58th Street North, Suite 200, Clearwater, Fl 33760 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102 Jericho, NY 11753 (the “Investor”).
ORIGINAL ISSUE DISCOUNT 5% CONVERTIBLE DEBENTURE DUE JULY __, 2012Convertible Security Agreement • July 7th, 2011 • Originoil Inc • Industrial organic chemicals • New York
THIS ORIGINAL ISSUE DISCOUNT 5% CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Original Issue Discount Convertible Debentures of OriginOil, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 5645 West Adams Blvd., Los Angeles, CA 90016, designated as its Original Issue Discount __% Convertible Debenture due July __, 2012 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
COMMON STOCK PURCHASE WARRANT ORIGINOIL, INC.Common Stock Purchase Warrant • January 12th, 2012 • Originoil Inc • Industrial organic chemicals • New York
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 or times on or after the date hereof (the “Exercisability Date”), but not after 11:59 p.m., New York City time, on ______, 201[ ] (the “Termination Date”), to subscribe for and purchase from OriginOil, Inc., a Nevada corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock.
EQUITY FINANCING AGREEMENTEquity Financing Agreement • October 27th, 2022 • Originclear, Inc. • Industrial organic chemicals • Nevada
This EQUITY FINANCING AGREEMENT (the “Agreement”), dated as of October 20, 2022 (the “Execution Date”), is entered into by and between OriginClear, Inc., a Nevada corporation with its principal executive office at 13575 58th Street North, Suite 200, Clearwater, FL 33760 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102, Jericho, NY 11753 (the “Investor”).
Broker-Dealer AgreementBroker-Dealer Agreement • January 21st, 2020 • Originclear, Inc. • Industrial organic chemicals
This amended agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between OriginClear, Inc. (“Client”), a Nevada Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective of September 27, 2019 (the “Effective Date”):
ContractCommon Stock Purchase Warrant • June 26th, 2012 • Originoil Inc • Industrial organic chemicals • Florida
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.
SUBSCRIPTION AGREEMENTSubscription Agreement • February 5th, 2008 • Originoil Inc • Industrial organic chemicals • Nevada
SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the last date set forth on the signature page hereof between OriginOil, Inc. (the “Company”), and the undersigned (the “Subscriber”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 17th, 2020 • Originclear, Inc. • Industrial organic chemicals • New York
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, AND NO PUBLIC MARKET MAY DEVELOP FOLLOWING THIS OFFERING.
ORIGINOIL, INC. RESTRICTED STOCK GRANT AGREEMENTRestricted Stock Grant Agreement • May 15th, 2014 • Originoil Inc • Industrial organic chemicals • Nevada
This Restricted Stock Grant Agreement (the “Agreement”) is made and entered into as of DATE , (the “Effective Date”) by and between OriginOil, Inc., a Nevada corporation (the “Company”), and the person named below (the “Grantee”).
EMPLOYEE NONSTATUTORY STOCK OPTION AGREEMENTEmployee Nonstatutory Stock Option Agreement • November 16th, 2015 • Originclear, Inc. • Industrial organic chemicals • Nevada
This Employee Nonstatutory Stock Option Agreement ("Agreement") is made and entered into as of the date set forth below, by and between OriginClear, Inc., a Nevada corporation (the "Company"), and the employee of the Company or any subsidiary thereof ("Optionee") named in Section 1(b):
ORIGINOIL, INC. RESTRICTED STOCK GRANT AGREEMENTRestricted Stock Grant Agreement • January 16th, 2014 • Originoil Inc • Industrial organic chemicals • Nevada
This Restricted Stock Grant Agreement (the “Agreement”) is made and entered into as of January 10, 2014, (the “Effective Date”) by and between OriginOil, Inc., a Nevada corporation (the “Company”), and the person named below (the “Grantee”).
FORM OF CLASS C COMMON STOCK PURCHASE WARRANT ORIGINCLEAR, inc. Warrant No. Issue Date: , 2017Security Agreement • August 14th, 2017 • Originclear, Inc. • Industrial organic chemicals
THIS CLASS C 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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 1, 2019 (the “Termination Date”) but not thereafter, to subscribe for and purchase from OriginClear, Inc., 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).
SUBSCRIPTION AGREEMENTSubscription Agreement • April 17th, 2018 • Originclear, Inc. • Industrial organic chemicals • New York
This SUBSCRIPTION AGREEMENT (the “Agreement”) is made as of this ___ day of ____, 2018, by and between OriginClear, Inc., a Nevada corporation (the “Company”), and the undersigned set forth on the signature page hereto (the “Subscriber”).
EMPLOYEE NONSTATUTORY STOCK OPTION AGREEMENTEmployee Nonstatutory Stock Option Agreement • January 8th, 2016 • Originclear, Inc. • Industrial organic chemicals • Nevada
This Amended and Restated Employee Nonstatutory Stock Option Agreement ("Agreement") is made and entered into as of the date set forth below, by and between OriginClear, Inc., a Nevada corporation (the "Company"), and the employee of the Company or any subsidiary thereof ("Optionee") named in Section 1(b):
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • November 16th, 2015 • Originclear, Inc. • Industrial organic chemicals • Nevada
This Incentive Stock Option Agreement ("Agreement") is made and entered into as of the date set forth below, by and between OriginClear, Inc., a Nevada corporation (the "Company"), and the employee of the Company or any subsidiary thereof named in Section 1(b) ("Optionee").
ContractWarrant Agreement • May 21st, 2021 • Originclear, Inc. • Industrial organic chemicals
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED UNLESS (I) SUCH SECURITIES HAVE BEEN REGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED, (II) SUCH SECURITIES MAY BE SOLD PURSUANT TO AN AVAILABLE EXEMPTION THEREFROM.
ContractCommon Stock Purchase Warrant • May 24th, 2024 • Originclear, Inc. • Water, sewer, pipeline, comm & power line construction • Nevada
THIS WARRANT AND THE SHARES OF CAPITAL STOCK ISSUED UPON ANY EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD OR OTHERWISE TRANSFERRED BY ANY PERSON, INCLUDING A PLEDGEE, UNLESS (1) EITHER (A) A REGISTRATION WITH RESPECT THERETO SHALL BE EFFECTIVE UNDER THE SECURITIES ACT, OR (B) THE COMPANY SHALL HAVE RECEIVED AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT IS AVAILABLE, AND (2) THERE SHALL HAVE BEEN COMPLIANCE WITH ALL APPLICABLE STATE SECURITIES OR “BLUE SKY” LAWS.
CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • May 30th, 2013 • Originoil Inc • Industrial organic chemicals • Nevada
FOR VALUE RECEIVED, OriginOil, Inc., a Nevada corporation, (the “Borrower”) with approximately 26,798,724 shares of common stock issued and outstanding, promises to pay to _______________ a ____________, or its assignees (the “Lender”) the Principal Sum along with the Interest and any other fees according to the terms herein (this “Note”). This Note shall become effective on May 28, 2013 (the “Effective Date”).
ORIGINOIL, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • November 14th, 2014 • Originoil Inc • Industrial organic chemicals • Nevada
This Restricted Stock Award Agreement (the “Agreement”) is made and entered into as of , (the “Effective Date”) by and between OriginOil, Inc., a Nevada corporation (the “Company”), and the person named below (the “Grantee”).
WARRANT TO PURCHASE COMMON STOCK OF ORIGINOIL, INC.Warrant Agreement • May 21st, 2012 • Originoil Inc • Industrial organic chemicals
THIS WARRANT (the “Warrant”) certifies that, for value received, ___________ or its assigns (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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the third year anniversary of the Initial Exercise Date (the “Expiration Date”) but not thereafter, to subscribe for and purchase from OriginOil, Inc., a Nevada corporation (the “Company”), up to ____________ 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 $1.75, subject to adjustment hereunder (the “Exercise Price”). This Warrant is one of a series of Warrants (the “Warrants”) issued pursued to the terms of certain Subscription Agreement (the “Subscription Agreement”), dated as of the date hereof, entered into by the Company and the Holder
Director NONSTATUTORY STOCK OPTION AGREEMENTDirector Nonstatutory Stock Option Agreement • November 16th, 2015 • Originclear, Inc. • Industrial organic chemicals • Nevada
This Director Nonstatutory Stock Option Agreement ("Agreement") is made and entered into as of the date set forth below, by and between OriginClear, Inc., a Nevada corporation (the "Company"), and the Director of the Company ("Optionee") named in Section 1(b):
ORIGINCLEAR, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 15th, 2016 • Originclear, Inc. • Industrial organic chemicals • Nevada
This Restricted Stock Award Agreement (the “Agreement”) is made and entered into as of August 10, 2016, (the “Effective Date”) by and between OriginClear, Inc., a Nevada corporation (the “Company”), and the person named below (the “Grantee”).
UNSECURED SUBORDINATED CONVERTIBLE PROMISSORY NOTE DUE _______________, 201__Unsecured Subordinated Note • May 21st, 2012 • Originoil Inc • Industrial organic chemicals • New York
THIS UNSECURED SUBORDINATED CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued Convertible Promissory Notes of OriginOil, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 5645 West Adams Boulevard, Los Angeles, CA 90016, designated as its Unsecured Subordinated Convertible Promissory Note due ____________, 201__ (this note, the “Note” and, collectively with the other notes issued in the Offering, the “Notes”).
Director NONSTATUTORY STOCK OPTION AGREEMENTDirector Nonstatutory Stock Option Agreement • January 8th, 2016 • Originclear, Inc. • Industrial organic chemicals • Nevada
This Amended and Restated Director Nonstatutory Stock Option Agreement ("Agreement") is made and entered into as of the date set forth below, by and between OriginClear, Inc., a Nevada corporation (the "Company"), and the Director of the Company ("Optionee") named in Section 1(b):
ORIGINCLEAR, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 19th, 2019 • Originclear, Inc. • Industrial organic chemicals • Nevada
This Restricted Stock Award Agreement (the “Agreement”) is made and entered into as of , (the “Effective Date”) by and between OriginClear, Inc., a Nevada corporation (the “Company”), and the person named below (the “Grantee”).
OEM LICENSE AGREEMENTOem License Agreement • April 16th, 2013 • Originoil Inc • Industrial organic chemicals • California
This OEM License Agreement (this “Agreement”) is made and effective this 16th day of October 2012 (the “Effective Date”), by and between Origin Oil, Inc., a corporation duly organized and existing under the laws of the State of Nevada with its principal place of business at 5645 W. Adams Boulevard, Los Angeles, California 90016 (hereinafter, “OOIL”) and PEARL H20, LLC, a limited liability company duly organized and existing under the laws of the State of California with its principal place of business at 17520 Newhope Street, Suite 200, Fountain Valley , CA 92780 (hereinafter, “PEARL”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • August 4th, 2015 • Originclear, Inc. • Industrial organic chemicals • California
This Share Exchange Agreement (the “Agreement”) is made and entered into as of July 31, 2015 by Progressive Water Treatment, Inc., a Texas corporation, which has a mailing address at P.O. Box 774, McKinney, TX, 75070 (“PWT” or “Seller”), Marc Stevens (“Stevens” or “PWT Shareholder”), and OriginClear, Inc., a Nevada corporation (“Buyer” or “Company”) with respect to the following facts. Each of Seller, the PWT Shareholder and Buyer are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
THIS SETTLEMENT AGREEMENT, WITH MUTUAL RELEASES AND COVENANTS (Settlement Agreement) is dated 20 December, 2012 PARTIES: ORIGINOIL INC. of 5645 West Adams Boulevard, Los Angeles, California 90016 USA (OriginOil) MBD ENERGY LIMITED (ACN 117957383) of...Settlement Agreement • April 16th, 2013 • Originoil Inc • Industrial organic chemicals • California
A On or about 19 April 2010, OriginOil and MBD entered into a written “Mutual Non-Disclosure Agreement” (the “NDA”). In or about September 2010, MBD and OOIL executed a written “Master Project Agreement” with an Effective Date of 1 June 2010 (the “MPA”).
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • May 24th, 2024 • Originclear, Inc. • Water, sewer, pipeline, comm & power line construction
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, AND NO PUBLIC MARKET MAY DEVELOP FOLLOWING THIS OFFERING.
SUBSCRIPTION AGREEMENT ORIGINOIL, INC.Subscription Agreement • December 11th, 2007 • Originoil Inc • New York
OriginOil, Inc. (the "Company") has authorized for sale to the subscribers set forth on the signature page attached hereto an aggregate of 101,250,000 shares of common stock (“Shares”), $.0001 par value common stock (“Common Stock”). The undersigned hereby subscribes for __________ shares (the “Shares”) of common stock at a price of $_________ per share, representing a total purchase price of $_________ (the “Subscription Price”).
amended and restated CONSULTANT NONSTATUTORY STOCK OPTION AGREEMENTConsultant Nonstatutory Stock Option Agreement • January 8th, 2016 • Originclear, Inc. • Industrial organic chemicals • Nevada
This Amended and Restated Consultant Nonstatutory Stock Option Agreement ("Agreement") is made and entered into as of the date set forth below, by and between OriginClear, Inc., a Nevada corporation (the "Company"), and the consultant of the Company or any subsidiary thereof ("Optionee") named in Section 1(b):
CANADIAN TERRITORY MASTER OEM LICENSE AGREEMENTOem License Agreement • April 16th, 2013 • Originoil Inc • Industrial organic chemicals • California
This OEM License Agreement (this “Agreement”) is made and effective this 26th day of September 2012 (the “Effective Date”), by and between Origin Oil, Inc., a corporation duly organized and existing under the laws of the State of Nevada with its principal place of business at 5645 W. Adams Boulevard, Los Angeles, California 90016 (hereinafter, “OOIL”) and LH Opportunities Group Ltd. A corporation duly organized and existing under the laws of the province of Alberta, with its principal place of business at 228 Canniff Place SW Calgary, Alberta, Canada T2W 2L8 (hereinafter “LH”).
