HDS International Corp. Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 7th, 2014 • HDS International Corp. • Services-computer processing & data preparation • New York

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of February 18, 2014, by and between HDS INTERNATIONAL CORP., a Nevada corporation, with headquarters located at 10 Dorrance Street - Suite 700, Providence, RI 02903 (the "Company"), and ASHER ENTERPRISES, INC., a Delaware corporation, with its address at 1 Linden Place, Suite 207, Great Neck, NY 11021 (the "Buyer").

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 13th, 2017 • Good Gaming, Inc. • Services-computer processing & data preparation • Nevada

This Securities Purchase Agreement (this “Agreement”) is dated as of October 6, 2017, between Good Gaming, Inc., a Nevada corporation (the “Company”), and RedDiamond Partners LLC, a limited liability company formed under the laws of Delaware (the “Purchaser”).

Contract
Common Stock Purchase Warrant • April 15th, 2015 • HDS International Corp. • Services-computer processing & data preparation • Arizona

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 AGREEMENT
Subscription Agreement • May 5th, 2009 • GMV Wireless, Inc. • Services-business services, nec • California

THIS SUBSCRIPTION AGREEMENT made as of this _____ day of _______ 2009 between GMV Wireless, Inc., a corporation organized under the laws of the State of Nevada with offices at 219 43rd Street, Manhattan Beach, CA 90266 c/o Don Calabria (the “Company”), and the undersigned (the “Subscriber” and together with each of the other subscribers in the Offering (defined below), the “Subscribers”).

INTELLECTUAL PROPERTY LICENSE AGREEMENT
Intellectual Property License Agreement • December 12th, 2012 • HDS International Corp. • Services-computer processing & data preparation • New York

THIS LICENSE AGREEMENT (the “Agreement”), made and entered into as of the 10th day of December, 2012, by and between HDS International Corporation, a corporation organized under the laws of the State of Nevada, USA (“HDS International”), HDS Energy and Ecosystems NB, Ltd., a business incorporated under the laws of New Brunswick, Canada ("LICENSEE"), and Hillwinds Energy Development Corporation, a corporation organized under the laws of the State of Connecticut, USA ("LICENSOR") (each of HDS INTERNATIONAL, LICENSOR, and LICENSEE a "Party," and collectively, the "Parties").

SETTLEMENT AGREEMENT AND GENERAL RELEASE
Settlement Agreement • February 14th, 2013 • HDS International Corp. • Services-computer processing & data preparation

THIS SETTLEMENT AGREEMENT AND GENERAL RELEASE (the "Agreement") is made and entered into as of this 26th day of November, 2012, by and between HDS International Corp., a Nevada corporation (“HDSI”) and Stephen Walker (the “Recipient”). The foregoing entities and individuals are sometimes referred to in this Agreement, individually, as a "Party" and, collectively, as the "Parties".

SECOND AMENDMENT TO AMENDED EMPLOYEE SERVICES AGREEMENT
Employee Services Agreement • January 14th, 2022 • Good Gaming, Inc. • Services-prepackaged software • Texas

Reference is hereby made to the Amended Employee Services Agreement dated September 1, 2021, as amended by the Amendment to the Employee Services Agreement dated January 7, 2022 (the “Agreement”) between ViaOne Services, LLC, a Texas limited liability company (“ViaOne”) Good Gaming, Inc., a Delaware corporation (the “Company”). Terms used herein and not otherwise defined herein shall have the meaning set forth in the Agreement.

SETTLEMENT AGREEMENT AND GENERAL MUTUAL RELEASE
Settlement Agreement • August 16th, 2011 • HDS International Corp. • Services-computer processing & data preparation • Nevada

This Settlement Agreement and General Mutual Release (“Agreement”) is made and entered into as of August 11, 2011, by and between, on the one hand, HDS International Corp., a Nevada corporation (“HDSI”) and, on the other hand, AmeriSure Pharmaceuticals, LLC (“Holder”). HDSI and Holder are sometimes referred to herein as “Party” or “Parties”.

PROFESSIONAL SERVICES CONSULTING AGREEMENT
Professional Services • March 13th, 2015 • HDS International Corp. • Services-computer processing & data preparation • New York

THIS PROFESSIONAL SERVICES CONTRACT (the "Agreement") is entered into as of the 5th day of March, 2015, by and between HDS International Corp., a Nevada corporation (the "Company"), and Tassos Recachinas, a natural person (the "Consultant").

STOCK CONVERSION AND SUBSCRIPTION AGREEMENT HDS INTERNATIONAL CORP.
Stock Conversion and Subscription Agreement • April 15th, 2015 • HDS International Corp. • Services-computer processing & data preparation • Nevada

This Stock Conversion and Subscription Agreement (the "Agreement") is made and entered into as of this _____ day of April, 2015, by and between HDS International Corp., a Nevada corporation (the "Company") and Hillwinds Ocean Energy, LLC, a Connecticut limited liability company ("HOEL"). Each HOEL and the Company shall be referred to herein as a "Party", and collectively, the "Parties".

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • June 3rd, 2015 • HDS International Corp. • Services-computer processing & data preparation • Missouri

This Asset Purchase Agreement (the "Agreement"), dated June 2, 2015, is made between SirenGPS, Inc., a Delaware corporation (the "Seller") and HDS International Corp., a Nevada corporation (the "Buyer").

INVESTMENT AGREEMENT
Investment Agreement • April 15th, 2015 • HDS International Corp. • Services-computer processing & data preparation • Nevada

This INVESTMENT AGREEMENT (the "Agreement"), dated as of April 2, 2015 (the "Execution Date"), is entered into by and between HDS International Corp. (the "Company"), a Nevada corporation, with its principal executive offices at 9272 Olive Blvd, St Louis, MO 63132, and Iconic Holdings, LLC (the "Investor"), a Delaware limited liability company, with its principal executive offices at 7200 Wisconsin Ave, Suite 206, Bethesda, MD 20814.

AMENDMENT TO AMENDED EMPLOYEE SERVICES AGREEMENT DATED JANUARY 18, 2018
Employee Services Agreement • January 7th, 2022 • Good Gaming, Inc. • Services-prepackaged software • Texas

Reference is hereby made to the Amended Employee Services Agreement dated January 18, 2018 (the “Agreement”) between ViaOne Services, LLC, a Texas limited liability company (“ViaOne”) Good Gaming, Inc., a Delaware corporation (the “Company”). Terms used herein and not otherwise defined herein shall have the meaning set forth in the Agreement.

MANAGEMENT AGREEMENT
Management Agreement • April 7th, 2010 • GMV Wireless, Inc. • Services-computer processing & data preparation • Nevada

This Management Agreement (the “Agreement”) is made effective as of the 10th day of February 23, 2010, by and between GMV Wireless, Inc., a Nevada corporation (the “Company”) and Mark Simon (“Mr. Simon”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • January 12th, 2018 • Good Gaming, Inc. • Services-computer processing & data preparation • New York

This Asset Purchase Agreement (this “Agreement”) is entered into as of January 3rd 2018, by and among ​Intermissum Limited, ​an England and Wales public limited company and ​Alexander Ridley ​(each of the foregoing entity and individual referred to herein as the “Seller” and all of the foregoing collectively referred to herein as the “Sellers”) and ​GOOD GAMING, INC​., a Nevada corporation (the “Buyer”). Each of the above may also be individually referred to herein as a “Party” or all of the above, collectively, as the “Parties.”

INTELLECTUAL PROPERTY LICENSE AGREEMENT
Intellectual Property License Agreement • March 13th, 2015 • HDS International Corp. • Services-computer processing & data preparation • Missouri

THIS LICENSE AGREEMENT (the “Agreement”), made and entered into as of the 5th day of March, 2015, by and between HDS International Corporation, a corporation organized under the laws of the State of Nevada, USA ("LICENSEE"), Paul Rauner, a natural person with home address at 9261 Old Bonhomme, Olivette, Missouri (“Mr. Rauner”) and Siren GPS Corporation, a corporation organized under the laws of the State of Delaware, USA ("LICENSOR") (each of LICENSOR, and LICENSEE a "Party," and collectively, the "Parties").

SETTLEMENT AGREEMENT AND GENERAL MUTUAL RELEASE
Settlement Agreement • August 12th, 2011 • HDS International Corp. • Services-computer processing & data preparation • California

This Settlement Agreement and General Mutual Release (the “Agreement”) is made and entered into as of August 11, 2011, by and between, on the one hand, HDS International Corp., a Nevada corporation (“HDSI”) and, on the other hand, Carrillo Huettel, LLP (“Attorney”). HDSI and Attorney are sometimes referred to herein as “Party” or “Parties”.

MODIFICATION AGREEMENT
Modification Agreement • September 25th, 2018 • Good Gaming, Inc. • Services-computer processing & data preparation • New York

MODIFICATION AGREEMENT (this “Agreement”), dated as of September 21 2018, by and among Good Gaming, Inc., a Delaware Corporation (the “Company”) and RedDiamond Partners, Inc. (“RDP”).

LINE OF CREDIT
Line of Credit • October 16th, 2018 • Good Gaming, Inc. • Services-computer processing & data preparation • New York

This Line of Credit (the “Line of Credit”), dated as of September 27, 2018 (the “Effective Date”), is entered into by and between Good Gaming, Inc., a Nevada company (the “Company”), and ViaOne Services, LLC, a Texas Limited Liability Corporation (“ViaOne”).

EXCHANGE AGREEMENT
Exchange Agreement • May 20th, 2015 • HDS International Corp. • Services-computer processing & data preparation

THIS EXCHANGE AGREEMENT (the "Agreement"), dated as of May 5, 2015 is entered into by and between HDS International Corp., a Nevada corporation with principal address at 9272 Olive Blvd, St Louis, MO 63132 (the "Company") and Denali Equity Group, LLC, a Nevada limited liability company with principal address at 7200 Wisconsin Ave. Suite 206, Bethesda, MD 20814 (the "Holder"). As used herein, the term "Parties" shall be used to refer to the Company and Holder jointly.

FOURTH AMENDMENT TO SECURED PROMISSORY NOTE
Secured Promissory Note • January 12th, 2018 • Good Gaming, Inc. • Services-computer processing & data preparation • New York

This FOURTH AMENDMENT TO THE SECURED PROMISSORY NOTE (this “Amendment”) dated as of January 8, 2018, is by and between Good Gaming, Inc., a Nevada corporation (the “Company”) and ViaOne Services, LLC (“ViaOne”).

SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE
Settlement Agreement • June 10th, 2016 • HDS International Corp. • Services-computer processing & data preparation • California

This Settlement Agreement and Mutual General Release (“Agreement”) is entered into as of February 12, 2016 by and between Iconic Holdings, LLC, a Delaware LLC (“IH”), Tangiers Investment Group, LLC, a Delaware, LLC, Tangiers Capital, LLC, a Delaware LLC, Denali Equity Group, LLC, a Delaware LLC, and Justin Ederle, Robert Papiri and Michael Sobeck individually (together these parties are hereinafter referred to as “ICONIC”), on the one hand, and HDS International Corp., a Nevada corporation, located in St. Louis, Missouri (hereinafter “HDS”), Siren GPS, Inc., a Missouri corporation, located in St. Louis, Missouri (hereinafter “Siren”) as the former subsidiary of HDS and Good Gaming, Inc., an Illinois corporation, located in Chicago, Illinois (hereinafter “Good Gaming”), and Paul Rauner, Vik Grover and Glenn Laken (together these parties are hereinafter referred to as “HDSI”), on the other hand, based upon the recitals and pursuant to the terms and conditions set forth below. ICONIC and

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THIS FEASIBILITY STUDY AGREEMENT made in triplicate this 7th Day of November, 2012 (the “Effective Date”).
Feasibility Study Agreement • December 5th, 2012 • HDS International Corp. • Services-computer processing & data preparation • New Brunswick

THE CITY OF SAINT JOHN, having its offices at the City Hall Building at 15 Market Square, Saint John, New Brunswick, a body corporate by Royal Charter, confirmed and amended by Acts of the Legislative Assembly of the Province of New Brunswick, hereinafter called the “City"

Contract
Warrant Agreement • April 21st, 2015 • HDS International Corp. • Services-computer processing & data preparation • New York

THIS WARRANT AND ANY SHARES OF COMMON STOCK ISSUED UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE AFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

STOCK SUBSCRIPTION AGREEMENT, SETTLEMENT AGREEMENT AND GENERAL MUTUAL RELEASE HDS INTERNATIONAL CORP.
Stock Subscription Agreement, Settlement Agreement and General Mutual Release • March 13th, 2015 • HDS International Corp. • Services-computer processing & data preparation • Nevada

This Stock Subscription Agreement, Settlement Agreement and General Mutual Release (“Agreement”) is made and entered into as of this _____ day of March, 2015, by and between HDS International Corp., a Nevada corporation (the “Company”) and Dr. Alexander M. Chirkov, a natural person (“Chirkov”). Each Chirkov and the Company shall be referred to herein as a “Party”, and collectively, the “Parties”.

EMPLOYEE SERVICES AGREEMENT
Employee Services Agreement • October 5th, 2021 • Good Gaming, Inc. • Services-prepackaged software • Texas

This Employee Services Agreement (this “Agreement”), effective as of September 1, 2021 (the “Effective Date”), is entered into by and between ViaOne Services, LLC, a Texas limited liability company (“ViaOne”), and Good Gaming, Inc. (“Client”).

SETTLEMENT AGREEMENT AND GENERAL MUTUAL RELEASE
Settlement Agreement • August 12th, 2011 • HDS International Corp. • Services-computer processing & data preparation • Nevada

This Settlement Agreement and General Mutual Release (the “Agreement”) is made and entered into as of August 11, 2011, by and between, on the one hand, HDS International Corp., a Nevada corporation (“HDSI”) and, on the other hand, Newton Management Ltd. (“Holder”). HDSI and Holder are sometimes referred to herein as “Party” or “Parties”.

AMENDED EMPLOYEE SERVICES AGREEMENT
Employee Services Agreement • February 2nd, 2018 • Good Gaming, Inc. • Services-computer processing & data preparation • Texas

This Amended Employee Services Agreement (this “Agreement”), effective as of January 31, 2018, is entered into by and between ViaOne Services, LLC, a Texas limited liability company (“ViaOne”), and Good Gaming, Inc. (“Client”).

MODIFICATION AGREEMENT
Modification Agreement • September 25th, 2018 • Good Gaming, Inc. • Services-computer processing & data preparation • New York

MODIFICATION AGREEMENT (this “Agreement”), dated as of August 31, 2018, by and among Good Gaming, Inc., a Delaware Corporation (the “Company”) and HGT Capital LLC (“HGT”).

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • April 15th, 2015 • HDS International Corp. • Services-computer processing & data preparation

This Note Purchase Agreement (the "Agreement") is made as of April 1, 2015 by and between HDS International Corp. a Nevada corporation with principal offices at 9272 Olive Blvd, St Louis, MO 63132 (the "Company") and Iconic Holdings, LLC, a Delaware LLC with principal offices at 7200 Wisconsin Ave, Suite 206, Bethesda, MD 20814 (the "Purchaser"). As used herein, the term "Parties" shall be used to refer to the Company and Purchaser jointly.

ASSET ACQUISITION AGREEMENT
Asset Acquisition Agreement • August 17th, 2011 • HDS International Corp. • Services-computer processing & data preparation • Nevada

This Asset Acquisition Agreement, is made and entered into as of this 15th day of August, 2011 (this “Agreement”) by and among Hillwinds Ocean Energy LLC, a Connecticut limited liability company (“HOEL”), HDS International Corp., a Nevada corporation (“HDSI”), and Mark Simon, the majority stockholder of HDSI (the “HDSI Controlling Stockholder”). HOEL, HDSI and the HDSI Controlling Stockholder shall be individually referred to herein as a “Party” and collectively as the “Parties.”

FIRST AMENDMENT TO REVOLVING PROMISSORY NOTE AGREEMENT
Revolving Promissory Note Agreement • January 7th, 2022 • Good Gaming, Inc. • Services-prepackaged software • Nevada

This First Amendment to Revolving Promissory Note Agreement is made and entered into as of the 30th day of September 2021 by and between Good Gaming, Inc., a Nevada corporation (“Borrower”), and ViaOne Services, LLC, a Texas limited liability company (“Noteholder”).

SETTLEMENT AGREEMENT AND GENERAL MUTUAL RELEASE
Settlement Agreement • August 12th, 2011 • HDS International Corp. • Services-computer processing & data preparation • Nevada

This Settlement Agreement and General Mutual Release (the “Agreement”) is made and entered into as of August 11, 2011, by and between, on the one hand, HDS International Corp., a Nevada corporation (“HDSI”) and, on the other hand, Vail International Ltd. (“Holder”). HDSI and Holder are sometimes referred to herein as “Party” or “Parties”.

Investor Relations Services Agreement
Investor Relations Services Agreement • November 15th, 2010 • GMV Wireless, Inc. • Services-computer processing & data preparation • British Columbia
PROFESSIONAL SERVICES CONSULTING AGREEMENT
Professional Services • June 17th, 2013 • HDS International Corp. • Services-computer processing & data preparation • New York

THIS PROFESSIONAL SERVICES CONTRACT (the "Agreement") is entered into as of the 6th of June, 2013, by and between HDS International Corp., a Nevada corporation (the "Company"), and Morningstar Corporation Communications, represented by Christopher Dove (the "Consultant").

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