SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 7th, 2014 • World Moto, Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 4, 2014, between World Moto, Inc., a Nevada corporation (the “Company”) and the investors set forth in Schedule A attached hereto (each a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 17th, 2014 • World Moto, Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 4, 2014, between World Moto, Inc., a Nevada corporation (the “Company”) and the investors set forth in Schedule A attached hereto (each a “Purchaser” and collectively, the “Purchasers”).
12% SENIOR SECURED CONVERTIBLE DEBENTURE DUE 2015Convertible Security Agreement • July 1st, 2015 • World Moto, Inc. • Services-prepackaged software • New York
THIS 12% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 12% Senior Secured Convertible Debentures of World Moto, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 131 Thailand Science Park INC-1 #214, Phahonyothin Road, Klongl, Klong Luang, Patumthani 12120 Thailand, designated as its 12% Senior Secured Convertible Debenture due 2015 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 27th, 2015 • World Moto, Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 5, 2015, between World Moto, Inc., a Nevada corporation (the “Company”) and Redwood Management, LLC (the “Purchaser”)
COMMON STOCK PURCHASE WARRANT WORLD MOTO, INC.Security Agreement • November 23rd, 2015 • World Moto, Inc. • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Aegis Capital Corp. 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 five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from World Moto, 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 1(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 27th, 2015 • World Moto, Inc. • Services-prepackaged software • New York
This Agreement is made pursuant to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of the date hereof, between the Company and the Investor, among others.
SECURITY AGREEMENTSecurity Agreement • May 27th, 2015 • World Moto, Inc. • Services-prepackaged software • Nevada
THIS SECURITY AGREEMENT (this “Agreement”) is made as of March 5, 2015 (“Effective Date”) is made by World Moto, Inc., a Nevada corporation (the “Company”), in favor of Redwood Management, LLC , in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the “Purchaser” (as defined below) party to the Securities Purchase Agreement, dated as of March 5, 2015 (as amended, restated or otherwise modified from time to time, the “Purchase Agreement”).
WORLD MOTO Co., LTD. EMPLOYMENT AGREEMENTEmployment Agreement • June 17th, 2014 • World Moto, Inc. • Services-prepackaged software
This Employment Agreement (this "Agreement"), dated as of April 1, 2013 (the “Effective Date”), by and between World Moto Co., Ltd., a Thailand corporation located at 131 Thailand Science Park INC-1 #214 Phahonyothin Road Klong1, Klong Luang, Pathumthani 12120 Thailand (the "Company"), and Christopher Ziomkowski, an individual with an address at 209/123 Muang Ake Phase 5, Lakhok Muang, Pathumthani 12000 (the “Executive”).
FINANCING AGREEMENTFinancing Agreement • November 19th, 2014 • World Moto, Inc. • Services-prepackaged software • New York
FOR VALUE RECEIVED, World Moto, Inc, (“FARE”), a Nevada corporation (the “Borrower”) with at least 378,000,000 common shares issued and outstanding, promises to pay to Macallan Partners, LLC or its Assignees (the “Lender”) the Principal Sum along with the Interest and any other fees according to the terms herein. This Agreement will become effective only upon execution by both parties and delivery of the first payment of consideration by the Lender (the “Effective Date”).
ASSET PURCHASE AGREEMENT BY AND AMONG NET PROFITS TEN, INC., WORLD MOTO (THAILAND) CO., LTD., CHRIS ZIOMKOWSKI, AND PAUL GILES Dated as of September 1, 2012Asset Purchase Agreement • June 17th, 2014 • World Moto, Inc. • Services-prepackaged software • New York
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of September 1, 2012, is among Net Profits Ten, Inc., a Nevada corporation (“Purchaser”), World Moto (Thailand) Co., Ltd., a corporation established under the laws of the Kingdom of Thailand (“Seller”), Chris Ziomkowski, the Chief Technical Officer of the Seller (“Chris”) and Paul Giles, the Chief Executive Officer of the Seller (“Paul”). Together Chris and Paul are referred to as the “Officers.”
Lease AgreementLease Agreement • June 17th, 2014 • World Moto, Inc. • Services-prepackaged software
This Agreement is made on 24 December 2013 at National Science and Technology Development Agency located at 111 Thailand Science Park, Phahonyothin Road, Khlong Nueng, Khlong Luang, Pathum Thani 12120, Thailand, by and between
STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 9th, 2012 • Net Profits Ten Inc. • Services-prepackaged software • Nevada
STOCK PURCHASE AGREEMENT, dated as of June 28, 2012 (this “Agreement”), by and among Net Profits Ten Inc., (the “Company”), Fouad Dasuka (the “Seller”) and Marlon Liam (the “Purchaser”). Each of the Company, the Seller and the Purchaser are referred to herein as a “Party” and collectively, as the “Parties”.
PURCHASE AND LICENSING AGREEMENTPurchase and Licensing Agreement • June 17th, 2014 • World Moto, Inc. • Services-prepackaged software
THIS AGREEMENT is made this 2nd day of December 2013, by and between World Moto Co., Ltd., a wholly owned Thailand based subsidiary of World Moto Inc., with its principal place of business located at Pathumthani, Thailand (the "Company") and Mobile Advertising Ventures Ltd., a Thailand limited company with its principal place of business located at Bangkok, Thailand (the "Purchaser") together the Parties (“Parties”).
DISTRIBUTOR AGREEMENTDistributor Agreement • April 11th, 2013 • World Moto, Inc. • Services-prepackaged software • Samut Prakan
THIS AGREEMENT is made this 19th day of December, 2012, by and between World Moto Inc., with its principle place of business located in Bangkok, Thailand (the "Company") and Lucky Distributors, with its principle place of business located at 1777/0 Sukhumwit 107T. Sumrong-Nua, A. Muang Samut Prakan 10270, Thailand (the "Distributor").
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • August 16th, 2010 • Net Profits Ten Inc. • Services-prepackaged software • Nevada
THIS AGREEMENT executed on this the lst day of Sep, 2008 but agreed to be effective from and after Sep 1, 2008, by and between Net Profits Ten having an address at 5348 Vegas Drive, Suite 141, Las Vegas, Nevada, 89108 (hereinafter "Company"), and NR Consulting Services, having an address at Hanahala #23 Karkuor Israel 37000 (hereinafter "Contractor").
FLEET FRANCHISE AGREEMENTFranchise Agreement • March 17th, 2014 • World Moto, Inc. • Services-prepackaged software
THIS AGREEMENT is made this 10th day of March 2014, by and between World Moto Inc., a Nevada Corporation with its principal place of business located at Pathumthani, Thailand (the "Franchisor") and Mobile Advertising Ventures Ltd., a Thailand limited company with its principal place of business located at Bangkok, Thailand (the "Franchisee") together the Parties ("Parties"). For purposes of simplicity, the Franchisor may sometimes be referred to as "us", "we" or "the Company" and the Franchisee may sometimes be referred to as "you".
AMENDMENT NO. 2 – SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 1st, 2015 • World Moto, Inc. • Services-prepackaged software • New York
Amendment No. 2, dated as of June 30, 2015 (“Amendment”), to the Securities Purchase Agreement, dated March 5, 2015, as amended (the “Original Agreement”, and as amended hereby, the “Agreement”) by and between World Moto, Inc., a Nevada corporation (the “Company”) and Redwood Management, LLC (the “Purchaser”). Capitalized terms used but not defined herein have the meanings given to them in the Original Agreement.
AMENDMENT NO. 1 – SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 27th, 2015 • World Moto, Inc. • Services-prepackaged software • New York
Amendment No. 1, dated as of May 19, 2015 (“Amendment”), to the Securities Purchase Agreement, dated March 5, 2015 (the “Original Agreement” and, as amended hereby, the “Agreement”) by and between World Moto, Inc., a Nevada corporation (the “Company”) and Redwood Management, LLC (the “Purchaser”). Capitalized terms used but not defined herein have the meanings given to them in the Original Agreement.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 11th, 2013 • World Moto, Inc. • Services-prepackaged software • New York
The Purchase Price is due to the Company with the return of the Securities Purchase Agreement by the Investor. The Purchase Price will be deposited into the account of the Company, and the funds will be available for use by the Company operating account upon acceptance of the Securities Purchase Agreement by the Company. The acceptance may be as long as sixty days, if not more, after the agreement and payment is made by the Investor, while the Company completes the offering. During the period the Investor funds are held by the Company, they will be at risk of the creditors of the Company claiming rights to such funds, even though the Securities Purchase Agreement has not been accepted.
12% SENIOR SECURED CONVERTIBLE DEBENTURE DUE 2015Convertible Security Agreement • May 27th, 2015 • World Moto, Inc. • Services-prepackaged software • New York
THIS 12% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 12% Senior Secured Convertible Debentures of World Moto, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 131 Thailand Science Park INC-1 #214, Phahonyothin Road, Klongl, Klong Luang, Patumthani 12120 Thailand, designated as its 12% Senior Secured Convertible Debenture due 2015 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
LETTER OF INTENT TO DISTRIBUTE MOTO METERS™Letter of Intent • June 17th, 2014 • World Moto, Inc. • Services-prepackaged software
This Letter of intent is dated February 25 2014 and confirms your and our mutual intention with respect to the potential distributing of intellectual property identified herein and upon terms and conditions described herein. Having completed satisfactory due diligence, this letter records the desire of the parties to co-operate in entering into a License Agreement (the “Agreement”) between them upon mutually acceptable terms.
ASSUMPTION AGREEMENTAssumption Agreement • November 15th, 2012 • World Moto, Inc. • Services-prepackaged software • New York
THIS ASSUMPTION AGREEMENT (this “Agreement”) is made as of ________, 2012, by and between, World Moto (Thailand) Co., Ltd., a corporation established under the laws of the Kingdom of Thailand (“Seller”), and Net Profits Ten, Inc., a Nevada corporation (“Purchaser”). Each capitalized but undefined term used in this Agreement will have the meaning given to it in that certain Asset Purchase Agreement dated as of September 1, 2012, by and among Purchaser and Seller, among others (the “Purchase Agreement”).
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • June 17th, 2014 • World Moto, Inc. • Services-prepackaged software • Nevada
This Agreement is made by World Moto Inc. (“Company”), a Nevada corporation and Julpas "Tom" Kruesopon (“Mr. Kruesopon”), and is effective as of December 19st, 2012 (“Effective Date”). Company and Mr. Kruesopon agree as follows:
FIRST AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 15th, 2012 • World Moto, Inc. • Services-prepackaged software
THIS FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made this 31st day of October, 2012, by and among NET PROFITS TEN, INC. (“Purchaser”), WORLD MOTO (THAILAND) CO., LTD. (“Seller”), CHRIS ZIOMKOWSKI (“Chris”) and PAUL GILES (“Paul”).
LETTER OF INTENTLetter of Intent • June 17th, 2014 • World Moto, Inc. • Services-prepackaged software
The following sets out the basic terms upon which World Moto grants Forever Network the exclusive distribution rights for the Wheelies in Thailand for a term of one year. The terms are not comprehensive and we expect that additional terms, including reasonable warranties and representations, will be incorporated into a formal agreement (the "Formal Agreement") to be negotiated. The basic terms are as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 15th, 2012 • World Moto, Inc. • Services-prepackaged software • New York
The Purchase Price is due to the Company with the return of the Securities Purchase Agreement by the Investor. The Purchase Price will be deposited in a separate account maintained by and under the name of the Company, and the funds will be transferred to the Company operating account upon acceptance of the Securities Purchase Agreement by the Company. The acceptance may be as long as sixty days, if not more, after the agreement and payment is made by the Investor, while the Company completes the offering. During the period the Investor funds are held by the Company, they will be at risk of the creditors of the Company claiming rights to such funds, even though the Securities Purchase Agreement has not been accepted.
LICENSING AGREEMENTLicensing Agreement • October 28th, 2010 • Net Profits Ten Inc. • Services-prepackaged software • Nevada
THIS LICENSING AGREEMENT (this "Agreement"), made and entered into as of this 11 day of October 2010, to be effective as of March 1, 2008 (the “Effective Date”), by and between Net Profits Ten Inc., a Nevada corporation (“Net Profits”) and NR Consulting Services, having an address at Hanahala #23 Karkuor Israel 37000, and operating and doing business under the name YearBook Alive Software (“YearBook Alive”), each referred to herein as a “Party” and collectively the “Parties”.
FIRST ADDENDUM TO LICENSING AGREEMENTLicensing Agreement • December 16th, 2010 • Net Profits Ten Inc. • Services-prepackaged software
This First Addendum to Licensing Agreement (this “Agreement”) dated December 14, 2010, to be effective as of March 1, 2008 (the “Effective Date”), by and between Net Profits Ten Inc., a Nevada corporation (“Net Profits”) and RN Consulting Services, having an address at Hanahala #23 Karkuor Israel 37000, and operating and doing business under the name YearBook Alive Software (“YearBook Alive”), each referred to herein as a “Party” and collectively the “Parties”.
AgreementSoftware Development Agreement • June 25th, 2010 • Net Profits Ten Inc.
WHEREAS IM wishes to enter into this agreement with the PR on the payments for the finished program (the software) known as "Mill Yearbook” which is owned by Net Profits Ten Inc and, to have the registration management website finished and working.
WAIVER AND SECOND AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 15th, 2012 • World Moto, Inc. • Services-prepackaged software
THIS WAIVER AND SECOND AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made this ___ day of _______, 2012, by and among NET PROFITS TEN, INC. (“Purchaser”), WORLD MOTO (THAILAND) CO., LTD. (“Seller”), CHRIS ZIOMKOWSKI (“Chris”) and PAUL GILES (“Paul”).
WAIVER AND SECOND AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 17th, 2014 • World Moto, Inc. • Services-prepackaged software
THIS WAIVER AND SECOND AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made this 14th day of November, 2012, by and among NET PROFITS TEN, INC. (“Purchaser”), WORLD MOTO (THAILAND) CO., LTD. (“Seller”), CHRIS ZIOMKOWSKI (“Chris”) and PAUL GILES (“Paul”).
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • December 26th, 2012 • World Moto, Inc. • Services-prepackaged software • Nevada
This Agreement is made by World Moto Inc. (“Company”), a Nevada corporation and Julpas "Tom" Kruesopon (“Mr. Kruesopon”), and is effective as of December 19th, 2012 (“Effective Date”). Company and Mr. Kruesopon agree as follows:
