IZEA WORLDWIDE, INC. $35,000,000 of Shares of Common Stock (par value $0.0001 per share) At the Market Offering Sales AgreementIZEA Worldwide, Inc. • January 25th, 2021 • Services-advertising • New York
IZEA Worldwide, Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with National Securities Corporation (the “Agent”), as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 24th, 2014 • IZEA, Inc. • Services-advertising • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 21st day of February, 2014 by and among IZEA, Inc., a Nevada corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
IZEA HOLDINGS, INC. DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • June 7th, 2011 • IZEA Holdings, Inc. • Personal credit institutions • Nevada
PURCHASE AGREEMENTPurchase Agreement • February 19th, 2014 • IZEA, Inc. • Services-advertising • New York
THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 12th day of February, 2014 by and among IZEA, Inc., a Nevada corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 27th, 2011 • IZEA Holdings, Inc. • Personal credit institutions
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of _________ 2011, among IZEA Holdings, Inc., a Nevada corporation (the “Company”), and each signatory hereto (each, an “Investor” and collectively, the “Investors”).
IZEA Worldwide, Inc. Common Stock, par value $0.0001 per share UNDERWRITING AGREEMENTUnderwriting Agreement • May 1st, 2019 • IZEA Worldwide, Inc. • Services-advertising • New York
IZEA Worldwide, Inc., a Nevada corporation (the "Company"), proposes, subject to the terms and conditions stated herein, to sell to the several Underwriters named in Schedule I hereto (the "Underwriters") an aggregate of [•] shares (the "Firm Shares") of Common Stock, par value $0.0001 per share (the "Common Stock"), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company also proposes to grant to the several Underwriters an option to purchase up to [●] additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the "Option Shares"). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement (this "Agreement") are herein collectively called the "Securities."
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • May 17th, 2011 • Rapid Holdings Inc. • Personal credit institutions • New York
This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of May 12, 2011, is by and among IZEA Holdings, Inc., a Nevada corporation (the “Parent”), IZEA, Inc., a Delaware 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.”
STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 17th, 2011 • Rapid Holdings Inc. • Personal credit institutions • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of May 12, 2011, is made by and between IZEA Holdings, Inc., a Nevada corporation (“Seller”), and each of the individuals listed under the heading “Buyers” on the signature page hereto (collectively, “Buyers”).
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 29th, 2015 • IZEA, Inc. • Services-advertising • Florida
This AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of January 2015, by and between IZEA, Inc., a Nevada corporation headquartered at 480 N. Orlando Avenue, Suite 200, Winter Park, Florida 32789 (the “Company”), and Ryan S. Schram, an individual residing at 1894 Bristol Court, Milford, Michigan 48380 (“Executive”). As used herein, the “Effective Date” of this Agreement shall mean January 1, 2015. This Agreement supersedes, amends and restates in its entirety that certain Executive Employment Agreement, dated as of July 30, 2011, as amended by Compensation Addendum dated November 3, 2013, between the Company and Executive.
NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • May 17th, 2011 • Rapid Holdings Inc. • Personal credit institutions • Nevada
This NONQUALIFIED STOCK OPTION AGREEMENT (the “Option Agreement”), dated as of the ___ day of ___, 20___ (the “Grant Date”), is between Izea Holdings, Inc. (the “Company”) and ___ (the “Optionee”), a director, officer or employees of, or consultant or advisor to, the Company or a Subsidiary of the Company (a “Related Corporation”), pursuant to the Company’s 2011 Equity Incentive Plan (the “Plan”).
SUBSCRIPTION AGREEMENTSubscription Agreement • May 27th, 2011 • IZEA Holdings, Inc. • Personal credit institutions • 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 IZEA Holdings, Inc., a Nevada corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of units (“Units”), each Unit consisting of 30,303 shares of the Company’s Common Stock and a Warrant, as more fully described below, at a purchase price of ten thousand dollars ($10,000) per Unit. Each Unit will consist of: (i) 30,303shares of the Company’s common stock (the “Common Stock”), par value $0.0001 per share (the “Shares”) (at the election of any purchaser who would as a result of purchase of Units become a beneficial owner of five (5%) percent or greater of the outstanding Common Stock of the Company one share of the Company’s Series A Preferred Stock, par value $0.0001 per share, which is convertible into 30,303 shares of Common Stock, with such rights and designati
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • May 17th, 2011 • Rapid Holdings Inc. • Personal credit institutions • Nevada
This INCENTIVE STOCK OPTION AGREEMENT (the “Option Agreement”), dated as of the ___ day of _____, 20__ (the “Grant Date”), is between Izea Holdings, Inc., a Nevada corporation (the “Company”), and ______ (the “Optionee”), a key employee of the Company or of a Subsidiary of the Company (a “Related Corporation”), pursuant to the Company’s 2011 Equity Incentive Plan (the “Plan”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 2nd, 2010 • Rapid Holdings Inc. • Florida
EMPLOYMENT AGREEMENT made as of this 23rd day of April 2010 by and between Rapid Holdings, Inc., a Nevada corporation, having an office at 9903 Santa Monica Blvd., #346, Beverly Hills, CA 90212 (hereinafter referred to as "Employer") and Anthony Barron, an individual residing at 9903 Santa Monica Blvd., #346, Beverly Hills, CA 90212 (hereinafter referred to as "Employee").
LOAN AGREEMENTLoan Agreement • August 14th, 2013 • IZEA, Inc. • Services-advertising • Florida
This LOAN AGREEMENT (this “Agreement”) is made as of August 12, 2013 (the “Effective Date”), by and between Brian W. Brady, an individual (“Lender”), and IZEA, Inc., a Nevada corporation (“Borrower”).
BUSINESS FINANCING AGREEMENTBusiness Financing Agreement • March 29th, 2013 • IZEA, Inc. • Services-advertising • California
This BUSINESS FINANCING AGREEMENT, dated as of March 1, 2013, is made and entered into between BRIDGE BANK, NATIONAL ASSOCIATION (“Lender”) and IZEA, Inc., a Nevada corporation (“Borrower”) on the following terms and conditions:
EMPLOYMENT AGREEMENTEmployment Agreement • September 19th, 2019 • IZEA Worldwide, Inc. • Services-advertising • Florida
This EMPLOYMENT AGREEMENT is effective as of September 17, 2019 (the “Effective Date”), between IZEA Worldwide, Inc., a Nevada corporation (the “Company”), and the Executive identified on Exhibit A attached hereto (the “Executive”).
STOCK PURCHASE AGREEMENT dated as of July 31, 2016 by and among IZEA, INC., a Nevada corporation ZENCONTENT, INC., a California corporation and THE STOCKHOLDERS OF ZENCONTENT, INC. LISTED ON THE SIGNATURE PAGES HERETOStock Purchase Agreement • August 2nd, 2016 • IZEA, Inc. • Services-advertising • Florida
AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONSAgreement of Conveyance • May 17th, 2011 • Rapid Holdings Inc. • Personal credit institutions • Delaware
This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of May 12, 2011, by IZEA Holdings, Inc., a Nevada corporation (“Assignor”), and RTL Holdings, Inc., a Nevada corporation and a wholly-owned subsidiary of Assignor (“Assignee”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 1st, 2024 • IZEA Worldwide, Inc. • Services-advertising • Florida
This Executive Employment Agreement (“Agreement”) is made by and between IZEA Worldwide, Inc., a Nevada corporation (the “Company”), and Edward H. Murphy (the “Executive”), and is effective as of September 1, 2023 (the “Effective Date”).
FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 16th, 2022 • IZEA Worldwide, Inc. • Services-advertising
This FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of the 28th day of January 2022, by and between IZEA Worldwide, Inc., a Nevada corporation with an address of 1317 Edgewater Drive, Ste. 1880, Orlando, FL. 32804 (the “Company”), and Peter Biere, an individual residing at xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx (“Executive”). As used herein, the “Effective Date” of this Amendment shall mean January 28, 2022. This Amendment amends and modifies portions of the Executive Employment Agreement dated effective April 1, 2021 (the “Agreement”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • April 24th, 2019 • IZEA Worldwide, Inc. • Services-advertising • Florida
AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of April 21, 2019 between IZEA, INC., a Nevada corporation (the "Company"), and EDWARD H. (TED) MURPHY (the "Executive"). This Agreement supersedes, amends and restates in its entirety that certain Employment Agreement, dated as of May 14, 2011, between the Company and the Executive.
IZEA WORLDWIDE, INC. $100,000,000 of Shares of Common Stock (par value $0.0001 per share) At the Market Offering Sales AgreementIzea Worldwide • June 21st, 2021 • IZEA Worldwide, Inc. • Services-advertising • New York
IZEA Worldwide, Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with National Securities Corporation (the “Agent”), as follows:
FIRST AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 16th, 2022 • IZEA Worldwide, Inc. • Services-advertising
This FIRST AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of the 28th day of January 2022, by and between IZEA Worldwide, Inc., a Nevada corporation with an address of 1317 Edgewater Drive, Ste. 1880, Orlando, FL. 32804 (the “Company”), and Edward H. Murphy, an individual residing at xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx (“Executive”). As used herein, the “Effective Date” of this Amendment shall mean January 28, 2022. This Amendment amends and modifies portions of the Amended and Restated Executive Employment Agreement dated effective April 21, 2019 (the “Agreement”).
IZEA, Inc. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 21st, 2013 • IZEA, Inc. • Services-advertising • Florida
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of ________, 2013, by and between IZEA, Inc., a Nevada corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”).
FIRST AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 16th, 2022 • IZEA Worldwide, Inc. • Services-advertising
This FIRST AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of the 28th day of January 2022, by and between IZEA Worldwide, Inc., a Nevada corporation with an address of 1317 Edgewater Drive, Ste. 1880, Orlando, FL. 32804 (the “Company”), and Ryan S. Schram, an individual residing at xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx (“Executive”). As used herein, the “Effective Date” of this Amendment shall mean January 28, 2022. This Amendment amends and modifies portions of the Amended and Restated Executive Employment Agreement dated effective January 1, 2021 (the “Agreement”).
Contract1 Agreement and Release This Agreement • September 10th, 2024 • IZEA Worldwide, Inc. • Services-advertising
NOTE PURCHASE AGREEMENTNote Purchase Agreement • February 8th, 2012 • IZEA Holdings, Inc. • Services-advertising • New York
NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of February 3, 2012, by and between IZEA, INC., a Nevada corporation ("Holdings"), and IZEA Innovations, Inc., a Nevada corporation ("IZEA") (collectively, the “Company”), and each of the lenders entities whose names appear on the signature pages hereof. Such lenders are each referred to herein as a “Lender” and, collectively, as the “Lenders”.
STOCK PURCHASE AGREEMENT AND SHARE EXCHANGE by and among RAPID HOLDINGS, INC. a Nevada Corporation and RAPID TITLE LOANS, INC a Delaware Corporation effective as of March 22, 2010Stock Purchase Agreement and Share Exchange • August 9th, 2010 • Rapid Holdings Inc. • Personal credit institutions • New Jersey
THIS STOCK PURCHASE AGREEMENT AND SHARE EXCHANGE, made and entered into this 22nd day of March, 2010 by and among Rapid Holdings Corp, a Nevada corporation ("Rapid Holdings"), and Rapid Title Loans, Inc., a Delaware corporation ("RTL"), and Daniel Brandt, the sole shareholder of Rapid Title Loans, Inc. (“Brandt”).
AGREEMENT AND PLAN OF MERGER dated as of July 11, 2018 by and among IZEA, INC., a Nevada corporation, IZEA MERGER SUB, INC., a Delaware corporation, TAPINFLUENCE, INC., a Delaware corporation CERTAIN STOCKHOLDERS OF TAPINFLUENCE, INC. and SHAREHOLDER...Agreement and Plan of Merger • July 12th, 2018 • IZEA, Inc. • Services-advertising • Florida
IZEA, INC. Winter Park, Florida 32789Stock Purchase Agreement • August 14th, 2018 • IZEA, Inc. • Services-advertising • Florida
IZEA, Inc., a Nevada corporation (the “Buyer”), and Joseph DeMike, Brianna DeMike (“Mrs. DeMike”) and each of the Minority Stockholders, for whom Mr. DeMike has been appointed the Stockholders’ Agent (each, a “Stockholder” and, collectively, the “Stockholders”), being all of the stockholders of ZenContent, Inc., a California corporation (the “Company”), entered into a Stock Purchase Agreement, dated as of July 31, 2016 (the “Purchase Agreement”), as amended by the First Amendment to the Purchase Agreement dated October 21, 2016, which they now desire to amend and modify as set forth in this second amendment (the “Second Amendment”). (Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Purchase Agreement.)
NOTICE OF RESTRICTED STOCK UNIT AWARD IZEA WORLDWIDE, INC. (As Amended and Restated Effective December 18, 2020)Restricted Stock Unit Award • March 31st, 2023 • IZEA Worldwide, Inc. • Services-advertising • Florida
This Restricted Stock Unit Award (the “Award”) is an agreement made between IZEA Worldwide, Inc., a Nevada corporation, (the “Company”) and you (the “Participant”) under the provisions of the Company’s 2011 Equity Incentive Plan (as amended and restated) (the “Plan”), to grant an Award for the number of RSUs set forth below, subject to certain restrictions as outlined below in this Notice and the additional provisions set forth in the attached Terms and Conditions of Restricted Stock Unit Award and in the Plan (collectively, the “Agreement”). The terms and conditions of the Plan are incorporated by reference in their entirety into this Agreement. When used in this Agreement, the terms which are defined in the Plan shall have the meanings given to them in the Plan, as modified herein (if applicable).
SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 12th, 2023 • IZEA Worldwide, Inc. • Services-advertising
This SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of the 9th day of January 2023, by and between IZEA Worldwide, Inc., a Nevada corporation with an address of 1317 Edgewater Drive, Ste. 1880, Orlando, FL. 32804 (the “Company”), and Peter Biere, an individual residing at 716 Hampton Woods Lane SW, Vero Beach, FL 32962 (“Executive”). As used herein, the “Effective Date” of this Amendment shall mean January 9, 2023. This Amendment amends and modifies portions of the Executive Employment Agreement dated effective April 1, 2021 as modified by the First Amendment to the Executive Employment Agreement dated effective January 28, 2022 (the “Agreement”).
WARRANT AMENDMENT AND EXERCISE AGREEMENTWarrant Amendment and Exercise Agreement • July 23rd, 2015 • IZEA, Inc. • Services-advertising • New York
THIS WARRANT AMENDMENT AND EXERCISE AGREEMENT (this “Agreement”), dated as of July 20, 2015, is by and between IZEA, Inc., a Nevada corporation (the “Company”), and the holder named on the signature page hereto (the “Holder”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 30th, 2018 • IZEA, Inc. • Services-advertising • Delaware
THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made as of the 20th day of July, 2018 (the “Effective Date”), by and among IZEA, Inc., a Nevada corporation (“Parent”), IZEA Merger Sub, Inc., a Delaware corporation (“Merger Sub”), TapInfluence, Inc., a Delaware corporation (the “Company”), certain stockholders of the Company signatory hereto and set forth on the signature page of this Amendment under the heading “Designated Stockholders” (the “Designated Stockholders”), and Shareholder Representative Services LLC, a Colorado limited liability company as the stockholders’ representative (“Stockholders’ Representative”). Parent, Merger Sub, the Company, the Designated Stockholders and Stockholders’ Representative are referred to in this Amendment collectively as the “Parties” and individually as a “Party.”
SENIOR SECURED PROMISSORY NOTEIZEA Holdings, Inc. • February 8th, 2012 • Services-advertising • New York
FOR VALUE RECEIVED, IZEA, INC., a Nevada corporation ("Holdings"), and IZEA Innovations, Inc., a Nevada corporation ("IZEA") (collectively, the “Maker” or the “Company”), with its primary offices located at 150 N. Orange Avenue, Suite 412, Orlando, Fl. 32801, jointly and severally, promise to pay to the order of Barry Honig and Michael Brauser (collectively, the “Payee”) or his or its registered assigns (with the Payee, the “Holder”), upon the terms set forth below, the principal sum of Five Hundred Fifty Thousand Dollars($550,000), (this “Note”). The Payee may deduct $3,500 from the $500,000 being loaned hereunder to reimburse the Payee for his legal fees.
