SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 11th, 2015 • Blue Water Global Group, Inc. • Retail-eating places • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 8, 2015, by and between BLUE WATER GLOBAL GROUP, INC., a Nevada corporation, with headquarters located at 202 Osmanthus Way, Canton, GA 30114 (the “Company”), and AUCTUS FUND, LLC, a Delaware limited liability company, with its address at 101 Arch Street, 20th Floor, Boston, MA 02110 (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 10th, 2013 • Blue Water Global Group, Inc. • Retail-eating places • Massachusetts
Registration Rights Agreement (the “Agreement”), dated as of September 16, 2013, by and between BLUE WATER GLOBAL GROUP, INC., a corporation organized under the laws of Nevada, USA (the “Company”), and Dutchess Opportunity Fund, II, LP, a Delaware Limited Partnership (the “Investor”).
INVESTMENT AGREEMENTInvestment Agreement • October 10th, 2013 • Blue Water Global Group, Inc. • Retail-eating places • Massachusetts
INVESTMENT AGREEMENT (this “AGREEMENT”), dated as of September 16, 2013 by and between BLUE WATER GLOBAL GROUP, INC. a Nevada corporation (the “Company”), and Dutchess Opportunity Fund, II, LP, a Delaware Limited Partnership (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 17th, 2015 • Blue Water Global Group, Inc. • Retail-eating places • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 11, 2015, by and between , a Nevada corporation, with headquarters located at 202 Osmanthus Way, Canton, GA 30114 (the “Company”), and Union Capital, LLC., a New York Limited Liability Company, with its address at 338 Crown Street, Brooklyn, NY 11225 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 2nd, 2015 • Blue Water Global Group, Inc. • Retail-eating places • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of , by and between BLUE WATER GLOBAL GROUP, INC., a Nevada corporation, with headquarters located at , (the “Company”), and VIS VIRES GROUP, INC., a New York corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the “Buyer”).
ContractCommon Stock Purchase Warrant • August 27th, 2015 • Blue Water Global Group, Inc. • Retail-eating places • New York
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.
ContractCollateralized Secured Promissory Note • August 17th, 2015 • Blue Water Global Group, Inc. • Retail-eating places
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. LENDERS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 23rd, 2015 • Blue Water Global Group, Inc. • Retail-eating places • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of , by and between BLUE WATER GLOBAL GROUP, INC., a Nevada corporation, with headquarters located at , (the “Company”), and KBM WORLDWIDE, INC., a New York corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the “Buyer”).
NEITHER THIS NOTE NOR THE SECURITIES THAT MAY BE ISSUED BY THE BORROWER UPON CONVERSION HEREOF (COLLECTIVELY, THE “SECURITIES”) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR THE SECURITIES LAWS OF ANY STATE OR...Convertible Note Agreement • May 11th, 2015 • Blue Water Global Group, Inc. • Retail-eating places • Texas
FOR VALUE RECEIVED, Blue Water Global Group, Inc., a Nevada Corporation (the “Company”) doing business in Canton, GA hereby promises to pay to the order of JSJ Investments Inc., an accredited investor and Texas Corporation, or its assigns (the “Holder”) the principal amount of One Hundred Thousand Dollars ($100,000), on demand of the Holder at any time on or after July 27, 2015 (the “Maturity Date”), and to pay interest on the unpaid principal balance hereof at the rate of Twelve Percent (12%) per annum (the “Interest Rate”) from the date hereof (the “Issuance Date”) until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise; provided, that any amount of principal or interest on this Note which is not paid when due shall bear interest at such rate on the unpaid principal balance hereof plus Default Interest from the due date thereof until the same is paid in full. The Principal Amount is One Hundred Thousand Dollars ($100,000) and the
SECURITY PURCHASE AGREEMENTSecurity Purchase Agreement • August 27th, 2015 • Blue Water Global Group, Inc. • Retail-eating places • New York
THIS SECURITY PURCHASE AGREEMENT (the “Agreement”), dated as of August 19, 2015, is entered into by and among Blue Water Global Group, Inc., a Nevada corporation (the “Company”), and JDF Capital, Inc. (the “Purchaser”). The Company and the Purchaser are sometimes referred to herein as a “party” and collectively as the “parties”.
CONVERTIBLE NOTEConvertible Note • November 20th, 2014 • Blue Water Global Group, Inc. • Retail-eating places • Nevada
FOR VALUE RECEIVED, BLUE WATER GLOBAL GROUP, INC., a Nevada corporation (the "Company"), hereby promises to pay to the order of Cardinal Capital Group, Inc. or registered assigns (the "Holder") the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, upon the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof).
ContractNote Agreement • May 15th, 2015 • Blue Water Global Group, Inc. • Retail-eating places • Texas
NEITHER THIS NOTE NOR THE SECURITIES THAT MAY BE ISSUED BY THE BORROWER UPON CONVERSION HEREOF (COLLECTIVELY, THE “SECURITIES”) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THE SECURITIES NOR ANY INTEREST OR PARTICIPATION THEREIN MAY BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED: (I) IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE 1933 ACT, OR APPLICABLE STATE SECURITIES LAWS; OR (II) IN THE ABSENCE OF AN OPINION OF COUNSEL, IN A FORM ACCEPTABLE TO THE ISSUER, THAT REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT OR; (III) UNLESS SOLD, TRANSFERRED OR ASSIGNED PURSUANT TO RULE 144 UNDER THE 1933 ACT.
CONVERTIBLE NOTEConvertible Note • May 11th, 2015 • Blue Water Global Group, Inc. • Retail-eating places • Nevada
FOR VALUE RECEIVED, BLUE WATER GLOBAL GROUP, INC., a Nevada corporation (the "Company"), hereby promises to pay to the order of Cardinal Capital Group, Inc. or registered assigns (the "Holder") the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, upon the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 23rd, 2014 • Blue Water Global Group, Inc. • Retail-eating places • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 19, 2014, by and between Blue Water Global Group, Inc., a Nevada corporation, with headquarters located at 202 Osmanthus Way, Canton, GA 30114 (the “Company”), and ADAR BAYS, LLC, a Florida limited liability company, with its address at 3411 Indian Creek Drive, Suite 403, Miami Beach, FL 33140 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 11th, 2015 • Blue Water Global Group, Inc. • Retail-eating places • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of , 2015, by and between , a corporation, with headquarters located at , (the “Company”), and VIS VIRES GROUP, INC., a New York corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the “Buyer”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • July 7th, 2011 • Blue Water Restaurant Group, Inc. • Retail-eating places • Florida
This Share Exchange Agreement (“Agreement”) is entered into by and between Island Radio, Inc. (“Island Radio”), a Nevada corporation, and Blue Water Restaurant Group, Inc. (“Blue Water”), a Nevada corporation.
STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • March 8th, 2013 • Blue Water Restaurant Group, Inc. • Retail-eating places
The undersigned hereby agrees to subscribe for shares of Common Stock, $0.001 par value (“Common Stock”), in Blue Water Restaurant Group, Inc. (“Company”). The purchase price is fixed at ten cents (US$0.10) per share of Common Stock. In subscribing to these shares, the undersigned hereby acknowledges and agrees to the following:
SHARE LOCK-UP AGREEMENTShare Lock-Up Agreement • March 24th, 2014 • Blue Water Global Group, Inc. • Retail-eating places • Florida
This Share Lock-Up Agreement (“Agreement”) is entered into by and between Blue Water Global Group, Inc. (“Blue Water”), a Nevada corporation, and Taurus Financial Partners, LLC (“Taurus”), a Florida limited liability company; (collectively, “Parties”).
FIRST AMENDMENT TO SERVICE AGREEMENTService Agreement • August 5th, 2011 • Blue Water Restaurant Group, Inc. • Retail-eating places • Florida
This First Amendment to Service Agreement (“Amendment”) is entered into by and between Taurus Financial Partners, LLC (“Taurus”), a Florida limited liability company, and Blue Water Restaurant Group, Inc. (“Client”), a Nevada corporation, and is effective as of the date of execution below.
STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • February 11th, 2013 • Blue Water Restaurant Group, Inc. • Retail-eating places
The undersigned hereby agrees to subscribe for shares of Common Stock, $0.001 par value (“Common Stock”), in Blue Water Restaurant Group, Inc. (“Company”). The purchase price is fixed at one-cent (US$0.01) per share of Common Stock. In subscribing to these shares, the undersigned hereby acknowledges and agrees to the following:
STIPULATED SETTLEMENT AGREEMENT BY, BETWEEN AND AMONGST DEBTOR, BLUE WATER GLOBAL GROUP, INC., AND CREDITOR, CONVERTIBLE NOTEHOLDER, UNION CAPITAL, LLCStipulated Settlement Agreement • March 5th, 2021 • Blue Water Global Group, Inc. • Retail-eating places • Florida
This Stipulated Settlement Agreement (the “Agreement”), entered into this 25th day of February 2021, by and between Blue Water Global Group, Inc. (“Blue Water” or “Debtor” or “Company”), a Nevada corporation, and Debtor, in that certain Chapter 11 Bankruptcy Case No. 21-10322-EPK (the “Blue Water Bankruptcy”) pending in the Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, before Bankruptcy Judge Erik P. Kimball (the “Bankruptcy Court”), and Creditor, Convertible Note Holder, Union Capital, Inc., (“Union”) as the holder of two Convertible Notes given by Blue Water to Union (the “Union Notes”), which pursuant to Blue Water in its Bankruptcy Schedules E/F, under No. 3.25 & 3.26, respectively claims it owes $51,698.63, and $50,000.00, respectively, to Union, hereby agree to settle the disputes by and between them as follows:
CONSULTING AGREEMENTConsulting Agreement • September 10th, 2014 • Blue Water Global Group, Inc. • Retail-eating places • Florida
This Consulting Agreement (“Agreement”) is entered into by and between Blue Water Global Group, Inc. (“Blue Water”), a Nevada corporation, and Next Level Hockey, LLC (“Next Level”), a New Jersey limited liability company; (collectively, “Parties”).
BLUE WATER GLOBAL GROUP, INC. 35,000,000 Shares of Common Stock $0.001 par value per share PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 15th, 2014 • Blue Water Global Group, Inc. • Retail-eating places • Utah
Blue Water Global Group, Inc., a Nevada corporation (the “Company”), proposes to issue and sell up to an aggregate of 35,000,000 shares (the “Shares”) of common stock, par value $0.001 per share (the “Common Stock”), to investors (collectively, the “Investors”) in a public offering. The Company desires to engage you as its placement agent (the “Placement Agent”) in connection with such issuance and sale. The Shares are more fully described in the Registration Statement (as hereinafter defined).
SECURITY AGREEMENTSecurity Agreement • October 8th, 2015 • Blue Water Global Group, Inc. • Retail-eating places • Florida
THIS SECURITY AGREEMENT ("Agreement") is made and entered into this 8th day of October, 2015 ("Effective Date") by and between Blue Water Global Group, Inc., a Nevada corporation (“Borrower”), and Taurus Financial Partners, LLC, a Florida limited liability company ("Secured Party"); (collectively, “Parties”).
CONSULTING AGREEMENTConsulting Agreement • December 4th, 2013 • Blue Water Global Group, Inc. • Retail-eating places • Florida
This Consulting Agreement (“Agreement”) is entered into by and between Blue Water Global Group, Inc. (“Blue Water”), a Nevada corporation, and Stream Flow Media, Inc. (“Stream Flow”), a Colorado corporation; (collectively, “Parties”).
FORM OF STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • December 15th, 2014 • Blue Water Global Group, Inc. • Retail-eating places
This Stock Subscription Agreement (“Subscription”) is dated _________________, 20_____, by and between the investor identified on the signature page hereto (“Investor”) and Blue Water Global Group, Inc., a Nevada corporation (“Blue Water”), whereby the parties agree as follows:
NOTE PURCHASE AGREEMENTNote Purchase Agreement • November 20th, 2014 • Blue Water Global Group, Inc. • Retail-eating places • California
This Note Purchase Agreement (the "Agreement”) is made as of November 13, 2014 by and between Blue Water Global Group, Inc. a Nevada corporation with principal offices at 202 Osmanthus Way, Canton, GA 30114 (the "Company") and Tangiers Investment Group, LLC, a Delaware LLC with principal offices at 501 West Broadway, Suite 800, San Diego, CA 92101 (the "Purchaser"). As used herein, the term “Parties” shall be used to refer to the Company and Purchaser jointly.
Consulting AgreementConsulting Agreement • March 18th, 2013 • Blue Water Restaurant Group, Inc. • Retail-eating places
This Consulting Agreement (“Agreement”) is entered into by and between Blue Water Restaurant Group, Inc. (“Blue Water”), a Nevada corporation, and Art Skula d/b/a/ Long Yard Restaurants (“Long Yard”), a Georgia sole proprietorship. This Agreement is deemed effective August 1, 2012. The Parties hereto agree as follows:
SERVICE AGREEMENTService Agreement • July 7th, 2011 • Blue Water Restaurant Group, Inc. • Retail-eating places • Florida
This Service Agreement (“Agreement”) is entered into by and between Arctic Eyes, LLC (“Arctic Eyes”), a Florida limited liability company, and Blue Water Restaurant Group, Inc. (“Client”), a Nevada corporation.
SERVICE AGREEMENTService Agreement • July 7th, 2011 • Blue Water Restaurant Group, Inc. • Retail-eating places • Florida
This Service Agreement (“Agreement”) is entered into by and between Taurus Financial Partners, LLC (“Taurus”), a Florida limited liability company, and Blue Water Restaurant Group, Inc. (“Client”), a Nevada corporation.
STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • July 22nd, 2011 • Blue Water Restaurant Group, Inc. • Retail-eating places
The undersigned hereby agrees to subscribe for shares of Common Stock, $0.001 par value (“Common Stock”), in Blue Water Restaurant Group, Inc. (“Company”). The purchase price is fixed at one-cent (US$0.01) per share of Common Stock. In subscribing to these shares, the undersigned hereby acknowledges and agrees to the following:
CONVERTIBLE NOTEConvertible Note • December 23rd, 2014 • Blue Water Global Group, Inc. • Retail-eating places • Nevada
FOR VALUE RECEIVED, Blue Water Global Group, Inc., a Nevada corporation (the "Company"), hereby promises to pay to the order of Black Mountain Equities, Inc. or registered assigns (the "Holder") the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, upon the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof).
STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • July 7th, 2011 • Blue Water Restaurant Group, Inc. • Retail-eating places
The undersigned hereby agrees to subscribe for shares of Common Stock, $0.001 par value (“Common Stock”), in Blue Water Restaurant Group, Inc. (“Company”). The purchase price is fixed at one-cent (US$0.01) per share of Common Stock. In subscribing to these shares, the undersigned hereby acknowledges and agrees to the following:
