MEDL MOBILE HOLDINGS, INC. DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services • Nevada
This Director and Officer Indemnification Agreement, dated as of June ____, 2011 (this “Agreement”), is made by and between MEDL Mobile Holdings, Inc., a Nevada corporation (the “Company”), and _______ (the “Indemnitee”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services • New York
This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of June 24, 2011, is by and among MEDL Mobile Holdings, Inc., a Nevada corporation (the “Parent”), MEDL Mobile, Inc., a California corporation (the “Company”), and the shareholders of the Company (each a “Shareholder” and collectively the “Shareholders”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services • California
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 24th day of June 2011, by and between MEDL Mobile Holdings, Inc., a Nevada corporation headquartered at 18475 Bandilier Circle, Fountain Valley, CA 92708 and David Swartz, an individual residing at 46 Sea Terrace, Newport Beach, CA 92657 (“Executive”). As used herein, the “Effective Date: of this Agreement shall mean June 24, 2011.
SUBSCRIPTION AGREEMENTSubscription Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services • New York
This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in MEDL Mobile Holdings, Inc., a Nevada corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of units (“Units”), each Unit consisting of 40,000 shares of the Company’s Common Stock, as more fully described below, at a purchase price of ten thousand dollars ($10,000) per Unit. Each Unit will consist of: (i) 40,000 shares of the Company’s common stock (the “Common Stock”), par value $0.0001 per share (the “Shares” or the “Securities”) Subscribers may subscribe for Units through cancellation of Bridge Notes issued by the Company on or about April 18, 2011 (the “Bridge Notes”) in the aggregate principal amount of $300,000, and may acquire Securities in the Offering by converting the full amount of principal and accrued interest of such Bridge Note into this Offering.
EMPLOYMENT AGREEMENTEmployment Agreement • May 11th, 2010 • Resume in Minutes, Inc. • Florida
EMPLOYMENT AGREEMENT made as of this 1st day of March 2010 by and between Resume in Minutes, Inc. a Nevada corporation, having an office at 3711B Madison Lane, Falls Church, VA 22041 (hereinafter referred to as "Employer") and Novaira Haider, an individual residing at 3711B Madison Lane, Falls Church, VA 22041 (hereinafter referred to as "Employee").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 31st, 2013 • MEDL Mobile Holdings, Inc. • Services-computer programming services • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), is dated as of December 31, 2013, by and between MEDL Mobile Holdings, Inc., a Nevada corporation (the “Company”), and the subscriber set forth on the signature pages affixed hereto (the “Subscriber”).
SECURITY AGREEMENTSecurity Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services • New York
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 14th, 2014 • MEDL Mobile Holdings, Inc. • Services-computer programming services • California
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 14th day of October 2014, by and between MEDL Mobile Holdings, Inc., a Nevada corporation headquartered at 18475 Bandilier Circle, Fountain Valley, CA 92708 and Andrew Maltin, an individual residing at 728 Rembrandt Dr., Laguna Beach, CA 92657 (“Executive”). As used herein, the “Effective Date: of this Agreement shall mean October 14, 2011.
5% SENIOR SECURED PROMISSORY NOTEResume in Minutes, Inc. • June 30th, 2011 • Services-personal services • New York
FOR VALUE RECEIVED, MEDL Mobile, Inc., a California corporation (the “Maker” or the “Company”), with its primary offices located at 18475 Bandilier Circle, Fountain Valley, CA 92708, promises to pay to the order of _____________ (the “Payee”) or his or its registered assigns (with the Payee, the “Holder”), upon the terms set forth below, the principal sum of ____________________ ($__________) ,plus interest on the unpaid principal sum outstanding at the rate of 5% per annum (this “Note”).
INTERCREDITOR AND RESTRUCTURE AGREEMENTIntercreditor and Restructure Agreement • June 9th, 2016 • With, Inc. • Services-computer programming services • New York
THIS INTERCREDITOR AND RESTRUCTURE AGREEMENT (the “Agreement”) is made as of June 3, 2016, by and among With, Inc. (f/k/a MEDL Mobile Holdings, Inc.), a Nevada corporation, (“MEDL”) and Hang With, Inc., a Nevada corporation (“Hang” each of MEDL and Hang a “Debtor” and collectively referred to as the “Debtors”), and Alpha Capital Anstalt (“Alpha” or the “Secured Creditor”).
CONSULTING AGREEMENTConsulting Agreement • February 8th, 2013 • MEDL Mobile Holdings, Inc. • Services-computer programming services • California
This Consulting Agreement (“Agreement”) is entered into as of October 16, 2012 (the “Effective Date”) by and between MEDL Mobile, Inc., a California corporation (the “Company”) with offices at 18475 Bandilier Circle, Fountain Valley, CA 92708, and FA Corp (the “Consultant”), a Nevada Corporation with a principal address of 2079 Culmination Lane, Las Vegas, NV 89119.
MEDL MOBILE HOLDINGS, INC. RESTRICTED STOCK AGREEMENT (Non-Assignable) 250,000 Shares of Restricted Stock of MEDL Mobile Holdings, Inc.Restricted Stock Agreement • February 8th, 2013 • MEDL Mobile Holdings, Inc. • Services-computer programming services • New York
THIS CERTIFIES that for good and valuable consideration as of November 13, 2012 (the “Grant Date”), Murray Williams (“Holder”) is hereby granted 250,000 shares of fully paid and non-assessable shares (“Shares”) of common stock (par value $0.001 per share) of MEDL Mobile Holdings, Inc. (“Corporation”), a Nevada corporation, pursuant to the terms of the Corporation’s 2011 Equity Incentive Plan, as amended from time to time (“Plan”), the terms and conditions of which are hereby incorporated as though set forth at length, and the receipt of a copy of which the Holder hereby acknowledges by his execution of this agreement. A determination of the Board (as defined in the Plan) under the Plan as to any questions which may arise with respect to the interpretation of the provisions of this award and of the Plan shall be final. The Board may authorize and establish such rules, regulations and revisions thereof not inconsistent with the provisions of the Plan, as it may deem advisable.
AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONSTransfer and Assumption Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services • Delaware
This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of June 24, 2011, by MEDL Mobile Holdings, Inc., a Nevada corporation (“Assignor”), and Resume in Minutes Holdings, Inc., a Nevada corporation and a wholly-owned subsidiary of Assignor (“Assignee”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of June 24, 2011, is made by and between MEDL Mobile Holdings, Inc., a Nevada corporation (“Seller”), and each of the individuals listed under the heading “Buyers” on the signature page hereto (collectively, “Buyers”).
AGREEMENT TO ACCEPT COLLATERAL IN PARTIAL SATISFACTION OF OBLIGATIONSWith, Inc. • June 9th, 2016 • Services-computer programming services • New York
THIS AGREEMENT TO ACCEPT COLLATERAL IN PARTIAL SATISFACTION OF OBLIGATIONS (the “Agreement”) is made as of June 3, 2016, by and among With, Inc. (f/k/a MEDL Mobile Holdings, Inc.), a Nevada corporation, (“MEDL”) and Hang With, Inc., a Nevada corporation (“Hang” each of MEDL and Hang a “Debtor” and collectively referred to as the “Debtors”), and Alpha Capital Anstalt (“Alpha” or the “Secured Creditor”).
AMENDMENT AND CONSENT AGREEMENTAmendment and Consent Agreement • December 31st, 2013 • MEDL Mobile Holdings, Inc. • Services-computer programming services • New York
This Amendment and Consent Agreement (“Agreement”) is made and entered into as of December 31, 2013 by and among MEDL Mobile Holdings, Inc., a Nevada corporation (the “Company”), and Alpha Capital Anstalt (“Subscriber”). Capitalized terms used but not defined herein will have the meanings assigned to them in the Securities Purchase Agreement and Warrant (as defined below).
CONSULTING AGREEMENTConsulting Agreement • July 18th, 2012 • MEDL Mobile Holdings, Inc. • Services-computer programming services • California
This Consulting Agreement (“Agreement”) is entered into as of November 16, 2011, (the “Effective Date”) by MEDL, Inc., a Nevada corporation (the “Company”), Paul Caceres, 12 Ashton, Mission Viejo, CA 92692(the “Consultant”).
COMMERCIAL SUBLEASE AGREEMENTCommercial Sublease Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services
Lumetique, Inc. a California corporation dba DayNa Decker (the “Sub landlord”) OF THE FIRST PART - AND - MEDL Mobile, Inc. a California corporation (the “Subtenant”) OF THE SECOND PART
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of June 24, 2011 (the “Effective Date”), among MEDL Mobile Holdings, Inc., a Nevada corporation (the “Company”), and each signatory hereto (each, an “Investor” and collectively, the “Investors”).
