SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 27th, 2016 • Soul & Vibe Interactive Inc. • Services-prepackaged software • Florida
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 18, 2016, by and between SOUL AND VIBE INTERACTIVE INC., a Nevada corporation, with headquarters located at 1600 South Highway 100, Suite 500, St. Louis Park, MN 55416 (the “Company”), and DESTINY CAPITAL PARTNERS, LLC, a Florida limited liability company, with its address at 14 NE First Ave., 2nd Floor, Miami, FL 33132 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 8th, 2016 • Soul & Vibe Interactive Inc. • Services-prepackaged software • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 1, 2015, by and between Soul and Vibe Interactive Inc., a Nevada corporation, with headquarters located at 6548 South Big Cottonwood Canyon Road, Suite 200, Salt Lake City, UT 84121 (the “Company”), and GW Holdings Group LLC, a New York Limited Liability Company, with its address at 137 Montague Street, Suite 291, Brooklyn, NY 11201 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 29th, 2014 • Soul & Vibe Interactive Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 23, 2014, between Soul and Vibe Interactive Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, the “Purchaser”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • February 17th, 2015 • Soul & Vibe Interactive Inc. • Services-prepackaged software • New York
This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of February 11, 2015 (this “Agreement”), by and between Beaufort Capital Partners, LLC, a New York limited liability company (the “Investor”), and Soul and Vibe Interactive Inc., a corporation organized and existing under the laws of the state of Nevada (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 24th, 2014 • Soul & Vibe Interactive Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 23, 2014, by and between Soul and Vibe Interactive Inc., a Nevada corporation (the “Company”), and Seaside 88, LP, a Florida limited partnership (such investor, including its successors and assigns, “Seaside”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 17th, 2015 • Soul & Vibe Interactive Inc. • Services-prepackaged software • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of the 11th day of February, 2015 (the “Agreement”) between Beaufort Capital Partners LLC (the “Investor”), and Soul and Vibe Interactive Inc. (the “Company”).
ContractConvertible Note • June 8th, 2015 • Soul & Vibe Interactive Inc. • Services-prepackaged software • Nevada
NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.
XBOX 360 PUBLISHER LICENSE AGREEMENTXbox 360 Publisher License Agreement • May 31st, 2013 • Soul & Vibe Interactive Inc. • Pharmaceutical preparations • Washington
This Xbox 360 Publisher License Agreement (“Agreement”) is entered into and effective as of the later of the three signature dates below (the “Effective Date”) by and between Microsoft Licensing, GP, a Nevada general partnership, (“Microsoft”), and Soul & Vibe Entertainment, Inc., a Nevada corporation (“Publisher”). Microsoft Corporation, a Washington corporation, is a party to this Agreement only with respect to its acknowledgement of Section 6.2 and Exhibit 1, Section 6.
ContractCommon Stock Purchase Agreement • May 8th, 2015 • Soul & Vibe Interactive Inc. • Services-prepackaged software
AMENDMENT to the Common Stock Purchase Agreement (the “Agreement”), dated as of February 11, 2015, by and between Soul and Vibe Interactive Inc. (the “Company”) and Beaufort Capital Partners, LLC (the “Investor).
ADDENDUM TO SHAREHOLDER LOAN AGREEMENTShareholder Loan Agreement • April 22nd, 2013 • Soul & Vibe Interactive Inc. • Pharmaceutical preparations
THIS ADDENDUM made and entered into on this 31st day of December, 2012 by and between Soul and Vibe Entertainment, Inc. (the "Corporation") and Peter Anthony Chiodo (the “Shareholder”), an individual.
ContractCommon Stock Purchase Agreement • June 19th, 2015 • Soul & Vibe Interactive Inc. • Services-prepackaged software
AMENDMENT to the Common Stock Purchase Agreement (the “Agreement”), dated as of June 19, 2015, by and between Soul and Vibe Interactive Inc. (the “Company”) and Beaufort Capital Partners, LLC (the “Investor).
ContractConvertible Note • March 20th, 2015 • Soul & Vibe Interactive Inc. • Services-prepackaged software • Nevada
NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.
RETURN TO TREASURY AGREEMENTReturn to Treasury Agreement • July 31st, 2013 • Soul & Vibe Interactive Inc. • Pharmaceutical preparations
THIS AGREEMENT is made as of the 28th day of July, 2013, by and between Soul and Vibe Interactive Inc., a corporation formed pursuant to the laws of the State of Nevada (the “Company”) and Peter Anthony Chiodo, an individual resident of the State of Minnesota (the “Shareholder”).
ContractRight to Purchase Agreement • September 15th, 2014 • Soul & Vibe Interactive Inc. • Services-prepackaged software
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THE SALE TO THE HOLDER OF THIS SECURITY OF THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS SECURITY ARE NOT COVERED BY A REGISTRATION STATEMENT UNDER THE ACT OR REGISTRATION UNDER STATE SECURITIES LAWS. THIS SECURITY HAS BEEN ACQUIRED, AND SUCH SHARES OF COMMON STOCK MUST BE ACQUIRED, FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF OR AN OPINION OF COUNSEL REASONABLY ACCEPTABLE IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
EMPLOYMENT AGREEMENTEmployment Agreement • January 23rd, 2015 • Soul & Vibe Interactive Inc. • Services-prepackaged software • Utah
THIS AGREEMENT (the “Agreement”) is effective January 1, 2015 (the “Effective Date”), and is entered into by and between Soul and Vibe Interactive Inc. a Nevada corporation (the “Company”), with its principal place of business at 1660 South Hwy 100, Suite 500, St. Louis Park, Minnesota 55416 and Peter Anthony Chiodo (“Executive”) with a principal address of 4768 Nason Parkway, NorthEast, St. Michael, Minnesota 55376.
SHARE EXCHANGE AGREEMENT by and among Soul and Vibe Entertainment, Inc. (“Soul”) and the Shareholder of Soul, on the one hand; and Soul and Vibe Interactive Inc. (“Pubco”), on the other hand February 5, 2013 SHARE EXCHANGE AGREEMENTShare Exchange Agreement • February 7th, 2013 • Soul & Vibe Interactive Inc. • Pharmaceutical preparations • New York
This Share Exchange Agreement, dated as of February 5, 2013 (this “Agreement”), is made and entered into by and among Soul and Vibe Entertainment, Inc., a Nevada corporation (“Soul”), and the sole shareholder of Soul (the “Shareholder”), on the one hand; and Soul and Vibe Interactive Inc., a Nevada corporation (“Pubco”), on the other hand.
SHAREHOLDER LOAN AGREEMENTShareholder Loan Agreement • April 22nd, 2013 • Soul & Vibe Interactive Inc. • Pharmaceutical preparations • Nevada
BETWEEN: Soul and Vibe Entertainment, Inc. (the “Corporation”), a corporation organized and existing under the laws of the state of Nevada with its resident office located at: 711 S Carson, Suite 4, Carson City, NV 89701.
ContractCommon Stock Purchase Warrant • January 23rd, 2015 • Soul & Vibe Interactive Inc. • Services-prepackaged software
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THE SALE TO THE HOLDER OF THIS SECURITY OF THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS SECURITY ARE NOT COVERED BY A REGISTRATION STATEMENT UNDER THE ACT OR REGISTRATION UNDER STATE SECURITIES LAWS. THIS SECURITY HAS BEEN ACQUIRED, AND SUCH SHARES OF COMMON STOCK MUST BE ACQUIRED, FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF OR AN OPINION OF COUNSEL REASONABLY ACCEPTABLE IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
ESCROW AGREEMENTEscrow Agreement • February 17th, 2015 • Soul & Vibe Interactive Inc. • Services-prepackaged software • New York
This ESCROW AGREEMENT (this “Agreement”) made as of the 11th day of February, 2015 (the “Effective Date”), by and between Soul and Vibe Interactive Inc. (the “Company”), Beaufort Capital Partners LLC (the “Investor”), and Matthew McMurdo, Esq. (the “Escrow Agent”).
SOUL AND VIBE INTERACTIVE INC. St. Louis Park, MN 55416Purchase Agreement • September 15th, 2014 • Soul & Vibe Interactive Inc. • Services-prepackaged software • New York
Reference is hereby made to those certain Purchase Agreements, dated as of July 17, 2013 and August 8, 2013 (each a “Purchase Agreement” and collectively, the “Purchase Agreements”), by and between Soul and Vibe Interactive Inc., a Nevada corporation (the “Company”), and each individual or entity identified on the signature page hereto (each, including its successors and assigns, a “Purchaser” and, collectively, the “Purchasers”). Capitalized terms used in this letter agreement and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreements.
CONTRACT WITH INDEPENDENT CONTRACTORIndependent Contractor Agreement • September 30th, 2016 • Soul & Vibe Interactive Inc. • Services-prepackaged software
The parties intend that an independent contractor-employer relationship will be created by this contract. Corporation is interested only in the results to be achieved, and the conduct and control of the work will lie solely with Contractor. Contractor is not to be considered an agent or employee of Corporation for any purpose, and the employees of Contractor are not entitled to any of the benefits that Corporation provides for Corporation employees. It is understood that Corporation does not agree to use Contractor exclusively. It is further understood that Contractor is free to contract for similar services to be performed for other Corporations while under contract with Corporation.
SOUL AND VIBE INTERACTIVE INC. WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCKWarrant Agreement • September 30th, 2016 • Soul & Vibe Interactive Inc. • Services-prepackaged software
THIS CERTIFIES THAT, for value received, Sichenzia Ross Friedman Ference LLP, a New York limited liability partnership with an address at 61 Broadway, New York, New York 10006 (the “Holder”), is entitled to subscribe for and purchase from Soul and Vibe Interactive Inc., a Nevada corporation with an address at 6548 South Big Cottonwood Canyon Road, Suite 200, Salt Lake City, Utah 84121 (the “Company”), one million (1,000,000) shares (the “Warrant Shares”) of the fully paid and nonassessable common stock, par value $0.001 per share, of the Company (the “Common Stock”), at $0.0005 per share (the “Exercise Price”); provided that the Warrants may be exercised on a “cashless” basis as provided herein, subject to the provisions and upon the terms and conditions hereinafter set forth.
