STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 25th, 2015 • Affinity Mediaworks Corp • Services-miscellaneous equipment rental & leasing • Nevada
This Stock Purchase Agreement (this "Agreement") dated January 20, 2015 (the "Effective Date") is by and between Gabon Investments, Inc., a Panama corporation, with a mailing address for notice purposes of World Trade Center, 7th Floor, 53rd East Street, Marbella in Panama City, Panama ("Seller"), American Realty Partners, LLC, an Arizona limited liability company with a mailing address for notice purposes of 34225 N. 27th Drive Building 5 in Phoenix, Arizona 85058 ("Buyer"), and Affinity Mediaworks Corp., a Nevada corporation with a mailing address for notice purposes of 5460 Lake Road, Tully, New York 13159 (the "Company"). Seller, Buyer and the Company are collectively referred to herein as the "Parties" or singularly as a "Party."
Board DIRECTOR AgreementBoard Director Agreement • October 7th, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This Board Director Agreement (this “Agreement”) dated July 21, 2016, is between American Housing Income Trust, Inc,, a publicly reporting Maryland corporation with an address for mailing purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085, and its affiliates and assigns (the “Company”) and James Stevens (the “Director”), who has a mailing address as set forth in the books and records of the Company.
SECOND AMENDMENT TO MASTER REGISTRATION RIGHTS AGREEMENTMaster Registration Rights Agreement • September 13th, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This Second Amendment to Master Registration Rights Agreement (this “Second Amendment”) is dated as of January 19, 2016 (the “Effective Date”), by and between American Housing Income Trust, Inc., a Maryland corporation (the “Company”), and Valfre Holdings, LLC, an Arizona limited liability company (“Valfre”), and James A. Valfre and Pamela J. Valfre (collectively referred to herein as “Valfre” unless otherwise noted).
EMPLOYMENT AGREEMENTEmployment Agreement • October 7th, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings • Arizona
This Employment Agreement (this “Agreement”) is made as of July 15, 2016 by and between American Housing Income Trust, Inc., a publicly reporting Maryland corporation with an address for mailing purposes of its wholly-owned subsidiary, American Realty Partners, LLC, an Arizona limited liability company located at 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085, and its affiliates and assigns (the “Company”), and Jack Combs, in his individual capacity with a mailing address for notice purposes as set forth below (the “Employee”). The Company and the Employee are collectively referred to as the “Parties” or singularly as a “Party”.
MASTER UPREIT FORMATION AGREEMENTMaster Upreit Formation Agreement • April 13th, 2017 • American Housing Income Trust, Inc. • Operators of nonresidential buildings • Maryland
THIS MASTER UPREIT FORMATION AGREEMENT (this “Agreement”) is dated as of July 13, 2016 by and between American Housing Income Trust, Inc., a Maryland corporation (“AHIT”), and Northern New Mexico Properties, LLC, a New Mexico limited liability company (“Northern”). All terms not otherwise defined in this Agreement shall have the meanings set forth in Section 2 below. The following Schedules and Exhibits will be incorporated herein and merged with this Agreement as of the Closing Date:
CONTRIBUTION AGREEMENT Between AMERICAN HOUSING INCOME TRUST, INC. And NORTHERN NEW MEXICO PROPERTIES, LLC Dated as of July 13, 2016Contribution Agreement • April 13th, 2017 • American Housing Income Trust, Inc. • Operators of nonresidential buildings • Maryland
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of this 13 day of July, 2016 (the “Contract Date”), by and among Northern New Mexico Properties, LLC, a New Mexico limited liability company (“Contributor”) and American Housing Income Trust, Inc., a Maryland corporation (“Acquiror”). The following exhibits are incorporated herein:
Executive AgreementExecutive Agreement • May 18th, 2015 • American Housing Income Trust, Inc. • Services-miscellaneous equipment rental & leasing • Arizona
This Executive Agreement (this “Agreement”) made on this 15th day of May, 2015 (the “Effective Date”), by and between American Housing Income Trust, Inc., a Maryland corporation with a mailing address for notice purposes of 34225 N. 27th Drive Building 5 in Phoenix, Arizona 85058 (the “Company”), and Eric Stoffers with a mailing address for notice purposes of 17822 N 45th Avenue in Glendale, Arizona 85308 (the “Executive”).
Employment AgreementEmployment Agreement • September 1st, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings • Arizona
This Employment Agreement (this “Agreement”) made on this 25th day of February, 2016 (the “Effective Date”), by and between American Housing Income Trust, Inc., a Maryland corporation with a mailing address for notice purposes of 34225 N. 27th Drive Building 5 in Phoenix, Arizona 85058, which is the location of its wholly-owned subsidiary, American Realty Partners, LLC, an Arizona limited liability company (the “Company”), and Sean Zarinegar with a mailing address for notice purposes of 42132 North Mountain Cover Drive in Anthem, Arizona 85086 (the “Executive”).
ADVISORY BOARD CONSULTING AND COMPENSATION AGREEMENTAdvisory Board Consulting and Compensation Agreement • November 16th, 2015 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This Advisory Board Consulting and Compensation Agreement (this "Agreement") dated May 15, 2015, between American Housing Income Trust, Inc,, a publicly reporting Maryland corporation with an address for mailing purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085, and its affiliates and assigns (the "Company") and Sean Zarinegar (the "Advisor"), who has a mailing address for notice purposes of 42132 North Mountain Cover Drive in Anthem, Arizona 85086.
DESIGNATION AND ACCEPTANCE OF RIGHTSDesignation and Acceptance of Rights • September 13th, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
The Independent Contractor Agreement incorporated an equity compensation provision, which became effective as of July 7, 2016 upon the effectiveness of certain corporate actions of AHIT by the Financial Industry Regulatory Authority. Due to a change in status from independent contractor to an employee of AHIT, Zarinegar executed the Employment Agreement, which incorporated, amongst other things, the equity compensation provisions of the Independent Contractor Agreement, including Zarinegar’s right to the issuance of 1,000,000 shares of common stock in AHIT between July 7, 2016 and July 7, 2017 (the “Stock Grant”).
FIRST AMENDED ADVISORY BOARD CONSULTING AND COMPENSATION AGREEMENTConsulting and Compensation Agreement • February 26th, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This First Amended Advisory Board Consulting and Compensation Agreement (this “First Amended Agreement”) dated February 25, 2015, between American Housing Income Trust, Inc,, a publicly reporting Maryland corporation with an address for mailing purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085 (location of its wholly-owned subsidiary, American Realty Partners, LLC, an Arizona limited liability company), and its affiliates and assigns (the “Company”) and Sean Zarinegar (the “Advisor”), who has a mailing address for notice purposes of 42132 North Mountain Cover Drive in Anthem, Arizona 85086.
THIRD AMENDMENT TO MASTER REGISTRATION RIGHTS AGREEMENTMaster Registration Rights Agreement • September 16th, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This Third Amendment to Master Registration Rights Agreement (this “Amendment”) is dated as of June 14, 2016 (the “Effective Date”), and supersedes the prior amendments hereto, and is by and between American Housing Income Trust, Inc., a Maryland corporation (the “Company”), and Valfre Holdings, LLC, an Arizona limited liability company (“Valfre”), and James A. Valfre and Pamela J. Valfre (collectively referred to herein as “Valfre” unless otherwise noted).
FOURTH AMENDMENT TO MASTER REGISTRATION RIGHTS AGREEMENTMaster Registration Rights Agreement • January 11th, 2017 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This Fourth Amendment to Master Registration Rights Agreement (this “Amendment”) is dated as of January 2, 2017 (the “Effective Date”), and supersedes the prior amendments hereto, and is by and between American Housing Income Trust, Inc., a Maryland corporation (the “Company”), and those members of AHIT Valfre Limiteds, LLC, a Maryland limited liability company, identified herein and in the Second Amendment to the Limited Partnership Agreement of AHIT Valfre, LLP, a Maryland limited liability partnership (“AHIT Valfre”), with a mailing address for notice purposes of Valfre Holdings, LLC, an Arizona limited liability company (“Valfre Holdings”), with a mailing address for notice purposes of 145829 E. Circle L Ranch in Vail, Arizona 85641 (hereinafter referred to as “AHIT Valfre Limiteds”).
Parent-Subsidiary and Operations AgreementSubsidiary and Operations Agreement • May 18th, 2015 • American Housing Income Trust, Inc. • Services-miscellaneous equipment rental & leasing • Maryland
This Parent-Subsidiary and Operations Agreement (this “Parent/Subsidiary Agreement”) between American Realty Partners, LLC, an Arizona limited liability company with a mailing address for notice purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085 (“Subsidiary”), American Housing Income Trust, Inc., a Maryland corporation with a mailing address for notice purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085 (“Parent”), and Performance Realty Management, LLC, 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085 (“PRM”) is effective as of the Effective Date of the Stock Exchange and Restructuring Agreement between Parent and Subsidiary (the “Stock Exchange Agreement”), which is incorporated herein by reference. Parent, Subsidiary and PRM are collectively referred to herein as the “Parties,” or singularly as a “Party.”
First Amended Employment AgreementFirst Amended Employment Agreement • December 30th, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This First Amended Employment Agreement (this “Amendment”) is made on December 30, 2016 (the “Execution Date”), but is effective as of October 7, 2016 (the “Effective Date”), by and between American Housing Income Trust, Inc., a Maryland corporation with a mailing address for notice purposes of 34225 N. 27th Drive Building 5 in Phoenix, Arizona 85058, which is the location of its wholly-owned subsidiary, American Realty Partners, LLC, an Arizona limited liability company (the “Company”), and Sean Zarinegar with a mailing address for notice purposes of 42132 North Mountain Cover Drive in Anthem, Arizona 85086 (the “Executive”). This Amended Agreement amends the Employment Agreement between the Company and the Executive dated February 25, 2016 (the “Employment Agreement”).
AGREEMENT TO PURCHASE REAL ESTATEAgreement to Purchase Real Estate • September 20th, 2017 • Corix Bioscience, Inc. • Operators of nonresidential buildings • Arizona
This Agreement to Purchase Real Estate (this “Agreement”) entered into as of the execution of the “Acceptance of Offer” on the signature page, below (the “Effective Date”) is by and between, Raymond Chuck-sau Yule and Winnie Chang Yule Family Trust, March 27 2009, or its assignee(s) (hereinafter “Buyer”), and AHIT Valfre, LLP, a Maryland limited liability partnership, with a mailing address for notice purposes of, care of, its General Partner - Corix Bioscience, Inc., a Maryland corporation f/k/a American Housing Income Trust, Inc., a Maryland corporation, with a mailing address for notice purposes of, care of, American Realty Partners, LLC, an Arizona limited liability company and wholly-owned subsidiary of Corix Bioscience, Inc., located at 34225 N. 27th Drive, Building 5 in Phoenix, Arizona 85085 (hereinafter, “Seller”). Buyer and Seller are collectively referred to herein as the “Parties,” or singularly, a “Party.”
STOCK EXCHANGE AND RESTRUCTURING AGREEMENTStock Exchange and Restructuring Agreement • May 18th, 2015 • American Housing Income Trust, Inc. • Services-miscellaneous equipment rental & leasing • Delaware
This Stock Exchange and Restructuring Agreement (this “Agreement”) is made and effective as of May 15, 2015 (the “Effective Date”), by and between American Realty Partners, LLC, an Arizona limited liability company with a mailing address for notice purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085 (“ARP”), and American Housing Income Trust, Inc., a Maryland corporation with a mailing address for notice purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085 (“AHIT”). AHIT and ARP may be defined singularly as a “Party” or collectively as the “Parties.”
FIRST AMENDMENT TO MASTER REGISTRATION RIGHTS AGREEMENTMaster Registration Rights Agreement • September 29th, 2015 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This First Amendment to Master Registration Rights Agreement (this "Amendment") is dated as of September 25, 2015 (the "Effective Date"), by and between American Housing Income Trust, Inc., a Maryland corporation (the "Company"), and Valfre Holdings, LLC, an Arizona limited liability company ("Valfre"), and James A. Valfre and Pamela J. Valfre (collectively referred to herein as "Valfre" unless otherwise noted).
Engagement LetterEngagement Letter • August 22nd, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings • North Carolina
FIRST AMENDMENT TO OPERATING AGREEMENT OF AMERICAN REALTY PARTNERS, LLCOperating Agreement • November 16th, 2015 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This First Amendment to Operating Agreement of American Realty Partners, LLC (this "Amendment") is effective as of July 8, 2015 (the "Effective Date"), although it is being executed subsequent thereto, and has been duly approved pursuant to Section 3.4 of the Operating Agreement for American Realty Partners, LLC (the "Company") dated November 1, 2013 (the "Operating Agreement").
FIRST AMENDMENT TO OPERATING AGREEMENT OF AMERICAN REALTY PARTNERS, LLCOperating Agreement of American • September 22nd, 2015 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This First Amendment to Operating Agreement of American Realty Partners, LLC (this "Amendment") is effective as of July 8, 2015 (the "Effective Date"), although it is being executed subsequent thereto, and has been duly approved pursuant to Section 3.4 of the Operating Agreement for American Realty Partners, LLC (the "Company") dated November 1, 2013 (the "Operating Agreement").
STOCK REDEMPTION AND MUTUAL RELEASE AGREEMENTStock Redemption and Mutual Release Agreement • September 20th, 2017 • Corix Bioscience, Inc. • Operators of nonresidential buildings • Arizona
This Stock Redemption and Mutual Release Agreement (this “Agreement”) is effective as of the close of escrow between Corix Bioscience, Inc., a Wyoming corporation, formerly known as American Housing Income Trust, Inc., a Maryland corporation (hereinafter, “Corix”), and Raymond Chuck-Sau Yule and Winnie Chang Yule (hereinafter, the “Yules”), and the “Related Parties,” as defined below. Corix and the Yules are collectively referred to herein as the “Parties” or individually as a “Party.”
EXECUTIVE AGREEMENTExecutive Agreement • October 13th, 2015 • American Housing Income Trust, Inc. • Operators of nonresidential buildings • Arizona
This Executive Agreement (this "Agreement") made on this 8th day of October 12, 2015 (the "Effective Date"), by and between American Housing Income Trust, Inc., a Maryland corporation with a mailing address for notice purposes of 34225 N. 27th Drive Building 5 in Phoenix, Arizona 85058 (the "Company"), and Jeff Howard with a mailing address for notice purposes of 40133 N. Bridlewood Court in Anthem, Arizona 85086 (the "Executive").
FIRST AMENDMENT TO AGREEMENT TO PURCHASE REAL ESTATETo Agreement • September 20th, 2017 • Corix Bioscience, Inc. • Operators of nonresidential buildings
This First Amendment to Agreement to Purchase Real Estate (this “Amendment”) entered into as of August 31, 2017, (the “Effective Date”) is by and between, Raymond Chuck-sau Yule and Winnie Chang Yule Family Trust, March 27 2009, or its assignee(s) (hereinafter “Buyer”), and AHIT Valfre, LLP, a Maryland limited liability partnership, with a mailing address for notice purposes of, care of, its General Partner - Corix Bioscience, Inc., a Maryland corporation f/k/a American Housing Income Trust, Inc., a Maryland corporation, with a mailing address for notice purposes of, care of, American Realty Partners, LLC, an Arizona limited liability company and wholly-owned subsidiary of Corix Bioscience, Inc., located at 34225 N. 27th Drive, Building 5 in Phoenix, Arizona 85085 (hereinafter, “Seller”). Buyer and Seller are collectively referred to herein as the “Parties,” or singularly, a “Party.”
RESTRICTIVE COVENANT AGREEMENTRestrictive Covenant Agreement • August 7th, 2017 • Corix Bioscience, Inc. • Operators of nonresidential buildings • Arizona
This Restrictive Covenant Agreement (this “Agreement”) is entered into and shall be deemed effective as of the “Closing,” as that term is defined in the Stock Exchange Agreement dated March 1, 2017 (the “SEA”) between American Housing Income Trust, Inc., a Maryland corporation (“AHIT”) with a mailing address for notice purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085, and IX Biotechnology, Inc., a Wyoming corporation (“IXB”) with a mailing address for notice purposes of 18662 MacAurthur Blvd., Suite 200 in Irvine, California, 92612. This Agreement is by and between AHIT, and IXB, and its respective control persons, affiliates, directors, officers and agents, including but not limited to Michael Ogburn, Joaquin Flores and Brian Werner, and their respective assigns, heirs or designees (collectively, the “IXB Persons” or individually, an/the “IXB Person”).
FIRST AMENDED AND RESTATED Limited Liability Partnership Agreement of AHIT Valfre, LLPLimited Liability Partnership Agreement • April 21st, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings • Maryland
This First Amended and Restated Limited Partnership Agreement of AHIT Valfre, LLP, a Maryland limited liability partnership (this “Agreement”) is effective as of March ___, 2016 between AHIT Valfre GP, LLC, a Maryland limited liability company (the “General Partner” unless otherwise noted) and wholly-owned subsidiary of American Housing Income Trust, Inc., a Maryland corporation and reporting company under the rules promulgated by the United States Securities and Exchange Commission located at 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085, and the limited partner identified below in this introductory section (the “Limited Partner” or the “REIT Partner”). The General Partner and Limited Partner are sometimes collectively referred to as the “Partners” and individually as a “Partner.” AHIT Valfre, LLP is referred to herein as the “Partnership”.
CONSULTING AGREEMENTConsulting Agreement • September 18th, 2015 • American Housing Income Trust, Inc. • Operators of nonresidential buildings • California
This Consulting Agreement (the "Agreement") is effective as of September 11, 2015, (the "Effective Date") by and between American Housing Income Trust Inc., a Maryland corporation, (hereinafter referred to as the "Company"), whose offices are located at, 34225 N 27th Dr. Building 5 Ste 238, Phoenix, AZ 85085 and Barry Migliorini, (hereinafter referred to as "Consultant"), whose principal address is 7071 Warner F3 Huntington Beach, California 92647. Company and Consultant may be individually referred to herein as a "Party" and collectively as the "Parties."
GREEN BIKES RENTAL CORPORATION SUBSCRIPTION AGREEMENTGreen Bikes Rental Corporation Subscription Agreement • April 30th, 2008 • Green Bikes Rental Corp
FIRST AMENDMENT TO PARENT-SUBSIDIARY AND OPERATIONS AGREEMENTSubsidiary and Operations Agreement • September 22nd, 2015 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This First Amendment to Parent-Subsidiary and Operations Agreement (this "Parent/Subsidiary Agreement") dated September 18, 2015 between American Realty Partners, LLC, an Arizona limited liability company with a mailing address for notice purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085 ("Subsidiary"), American Housing Income Trust, Inc., a Maryland corporation with a mailing address for notice purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085 ("Parent"), and Performance Realty Management, LLC, 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085 ("PRM") amends and supplements the Parent-Subsidiary and Operations Agreement (the "Original Agreement"), effective as of the Effective Date of the Stock Exchange and Restructuring Agreement between Parent and Subsidiary (the "Stock Exchange Agreement"), as follows (emphasized with strikethrough text with additions in bold italics, with all remaining provis
FIRST AMENDMENT TO OPERATING AGREEMENT OF AMERICAN REALTY PARTNERS, LLCOperating Agreement of American • November 16th, 2015 • American Housing Income Trust, Inc. • Operators of nonresidential buildings
This First Amendment to Operating Agreement of American Realty Partners, LLC (this "Amendment") is effective as of July 8, 2015 (the "Effective Date"), although it is being executed subsequent thereto, and has been duly approved pursuant to Section 3.4 of the Operating Agreement for American Realty Partners, LLC (the "Company") dated November 1, 2013 (the "Operating Agreement").
STOCK EXCHANGE AND RESTRUCTURING AGREEMENTStock Exchange and Restructuring Agreement • September 13th, 2016 • American Housing Income Trust, Inc. • Operators of nonresidential buildings • Maryland
This Stock Exchange and Restructuring Agreement (this “Agreement”) is made and effective as of August 1, 2016 (the “Effective Date”), by and between American Housing Income Trust, Inc., a Maryland corporation (“AHIT”) with a mailing address for notice purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085, which is the business address of its wholly-owned subsidiary, American Realty Partners, LLC (“ARP”), and Performance Realty Management, LLC, an Arizona limited liability company (“PRM”) with a mailing address for notice purposes of 34225 North 27th Drive, Building 5, Suite 238 in Phoenix, Arizona 85085. AHIT and PRM may be defined singularly as a “Party” or collectively as the “Parties.”
