HELPFUL ALLIANCE COMPANY DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • June 30th, 2015 • Helpful Alliance Co • Nevada
This Director and Officer Indemnification Agreement, dated as of January [ ], 2015 (this “Agreement”), is made by and between Helpful Alliance Company, a Nevada corporation (the “Company”), and ______________ (the “Indemnitee”).
LOAN AGREEMENTLoan Agreement • July 27th, 2016 • Helpful Alliance Co • Operative builders
THIS LOAN AGREEMENT, dated as of September 9, 2013, is entered into by and between HELPFUL CAPITAL GROUP LLC, a Florida Limited Liability Company with principal business address at 3732 SW 30 Avenue, Suite 204, Fort Lauderdale, FL 33312 (the “Lender”), and AMERI FINANCE, INC, a Florida corporation with principal business address at 6100 Hollywood Blvd, Suite 207, Hollywood, FL 33024 (the “Borrower”).
FIRST AMENDED AND RESTATED BOARD OF DIRECTORS SERVICES AGREEMENTBoard of Directors Services Agreement • February 24th, 2017 • Helpful Alliance Co • Operative builders • Florida
This First Amended and Restated Board of Directors Services Agreement (“Agreement”) is entered into effect on January 1, 2016 between Helpful Alliance Company, a Florida corporation, with principal address at 700 West Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441 (the “Company), and Earl B. Hailston, an individual with a principal address at 35015 Sunny Ridge Road, Round Hill, VA 20141 (the “Director”).
WARRANT ISSUANCE AGREEMENTWarrant Purchase Agreement • June 3rd, 2016 • Helpful Alliance Co • Operative builders • Florida
THIS WARRANT PURCHASE AGREEMENT (this “Agreement”) dated as of April 29, 2016 (“Effective Date”) by and between Helpful Alliance Company with principal address as 700 West Hillsboro Blvd, Suite 1-100, Deerfield Beach, Florida 33441, a Florida corporation (the “Company”), and Zimas LLC, a Florida limited liability company with principal address at 18911 Collins Avenue, Suite #2701, Sunny Isles Beach, Florida 33160 (“Investor”).
THE ISSUE PRICE OF THIS NOTE IS $400,000.00 (THE “ISSUE PRICE”). THE ISSUE DATE OF THIS NOTE IS JUNE 30, 2014.Secured Promissory Note • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
FOR VALUE RECEIVED, Helpful Alliance Company Inc., a Florida Corporation (“Borrower”) hereby promises to pay to Zimas LLC, a Florida Limited Liability Company the registered holder (“Holder”) of this Secured Promissory Note (this “Note”), the principal sum of Four Hundred Thousand 00/100 U.S. Dollars (“Principal Amount”) on the Maturity Date as defined above in accordance with the Loan Agreement between the Borrower and the Holder dated June 1, 2014 (“Loan Agreement”), and to pay interest on the principal sum outstanding Principal Amount at the rate of 8.0% per year (computed on the basis of the actual number of days elapsed under the Loan and a year of 360 days) accruing on quarterly basis starting from June 30, 2014, the date of initial issuance of this Note (the “Issue Date”), until payment in full of the Principal Amount has been made or duly provided for under Section 3.15 and Section 3.16 of the Loan Agreement (whether before or after the Maturity Date).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
THIS LOAN AND SECURITY AGREEMENT, dated as of June 1, 2014 is entered into by and between MARUSYA PRO LLC, a Florida Limited Liability Company with principle address at ___________________________________________ (the “Lender”), and HELPFUL ALLIANCE COMPANY a Florida corporation with principal address 700 West Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33312 (the “Borrower”).
LOAN ASSIGNMENT AGREEMENTLoan Assignment Agreement • July 27th, 2016 • Helpful Alliance Co • Operative builders • Florida
THIS LOAN ASSIGNMENT AGREEMENT (this “Agreement”) is made and entered into as of this 26th day of March 2014 (the “Effective Date”) by and among HELPFUL CAPITAL GROUP LLC, a Florida corporation having its address at 3732 SW 30 Avenue, Suite 204, Fort Lauderdale, FL 33312 (“Assignor”) and HELPFUL ALLIANCE COMPANY a Florida corporation having its address at 3732 SW 30 Avenue, Suite 204, Fort Lauderdale, FL 33312 (“Assignee”) and AMERI FINANCE , INC, a Florida corporation with principal business address at 6100 Hollywood Blvd, Suite 207, Hollywood, FL 33024, (the “Borrower”), each hereby referred to as the “Party” and collectively referred to as the “Parties”.
INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENTIntellectual Property Assignment Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders
THIS INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT (this “ Agreement” i s made and entered into effect as of May 20, 2012 (the “Effective Date”), by and between Helpful Technologies Inc., a Florida corporation (“Assignor”), and Helpful Alliance Company, a Florida corporation (“ Assignee ”).
SIMPLE LOAN AGREEMENTLoan Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Simple Loan Agreement (this “Agreement”’) dated as of July 7, 2015 (the “Effective Date”) is made into effect by HELPFUL TECHNOLOGIES INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (“Borrower”) and HELPFUL ALLIANCE COMPANY INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
LOAN AMENDMENT AND EXTENSION AGREEMENTLoan Amendment and Extension Agreement • February 24th, 2017 • Helpful Alliance Co • Operative builders • Florida
This Loan Amendment and Extension Agreement (this “Amendment”) is entered in effect between Helpful Alliance Company, a Florida corporation (the “Borrower”), and Zimas LLC, a Florida limited liability company (the “Lender”).
THE ISSUE PRICE OF THIS NOTE IS $400,000.00 (THE “ISSUE PRICE”). THE ISSUE DATE OF THIS NOTE IS FEBRUARY 21, 2013.Secured Promissory Note • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Note is being issued pursuant to the terms of the Loan Agreement, to which the Borrower and the Holder are participating parties. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Loan Agreement.
AMENDMENT NO. 1 TO SIMPLE LOAN AGREEMENTSimple Loan Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Amendment No. 1 to Simple Loan Agreement (this “Amendment”), dated as of December 14, 2015, among HELPFUL TECHNOLOGIES, INC., a Florida corporation (the “Borrower”), and HELPFUL ALLIANCE COMPANY, a Florida corporation (the “Lender”).
SUBSCRIPTION AGREEMENT Class-B Preferred LLC Memberships of Seasons Creek Development LLCSubscription Agreement • November 7th, 2016 • Helpful Alliance Co • Operative builders • Florida
THIS SUBSCRIPTION AGREEMENT (“this Agreement”), dated as of October 19, 2016, by and between Seasons Creek Development LLC, a Virginia limited liability company (“Company”), with registered address at 500 Buren Street, Hopewell, VA 23860, and the subscriber identified on the signature page hereto (the “Subscriber”).
SIMPLE LOAN AGREEMENTLoan Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Simple Loan Agreement (this “Agreement”’) dated as of September 1, 2014 (the “Effective Date”) is made into effect by HELPFUL TECHNOLOGIES INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (“Borrower”) and HELPFUL ALLIANCE COMPANY INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
Sublease AgreementSublease Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders
This Sublease Agreement is made between Helpful Technologies, Inc., a Florida corporation (the “Sublandord,”) and Helpful Alliance Company, a Florida Corporation (the “Subtenant/1) together referred to as the “Parties.”
LOAN AMENDMENT AND EXTENSION AGREEMENTLoan Amendment and Extension Agreement • June 3rd, 2016 • Helpful Alliance Co • Operative builders • Florida
This Loan Amendment and Extension Agreement (this “Amendment”), dated as of April 29, 2016 (“Effective Date”) among Helpful Alliance Company, a Florida corporation (the “Borrower”), and Zimas LLC, a Florida limited liability company (the “Lender”).
LOAN EXTENSION AGREEMENTLoan Extension Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders
THIS LOAN EXTENSION AGREEMENT, dated as of October 1, 2015 (“Effective Date”) is entered into by and between HELPFUL CAPITAL GROUP LLC, a Florida Limited Liability Company with principal business address at 700 W. Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441 (the “Assignor”) HELPFUL ALLIANCE COMPANY, a Florida Corporation with principal business address at 700 W. Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441 (“Lender” or “Assignee”) and ABRATENKO LABS LLC, a Florida Limited Liability Company (“Borrower”) a separate existence of which has ceased to exist upon completion of merger into FUEL COMBUSTION TECHNOLOGIES INC. with principal business address at 700 W. Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441 (the “Surviving Corporation”).
PATENT ASSIGNMENT AGREEMENTPatent Assignment Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
THIS PATENT ASSIGNMENT AGREEMENT (this “Agreement”) is entered into on March 18, 2014 by and between HELPFUL ALLIANCE COMPANY INC. (hereinafter referred to as the “Assignor”), a Florida Corporation having a principal address at 3732 SW 30th Ave, Ste. 202, Fort Lauderdale, and
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Loan and Security Agreement (this “Agreement”) dated as of January 31, 2013 (“Effective Date”) is made into effect by HELPFUL ALLIANCE COMPANY, a Florida Corporation having a registered address at 150 SE 2nd Avenue, Suite 1010, Miami, FL 33131 (“Borrower”) and Mr. Dmitry G. Andrienko, a Citizen of Russian Federation having an address at ___9 Parkovay Str., 41 A, apt. 18, Moscow, RF____ (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
PROJECT ORIGINATION AGREEMENTProject Origination Agreement • November 8th, 2017 • Helpful Alliance Co • Operative builders • Florida
THIS PROJECT ORIGINATION AGREEMENT (this “Agreement”) is made and entered effective as of September 1, 2017 (the “Effective Date”) by and between JSE HOMES 1 LLC, a Virginia limited liability company (“Company”), with registered address at 408 North 6-th Avenue, Suite C, Hopewell, Virginia 23860, and HELPFUL ALLIANCE COMPANY INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441, acting singly or together with its subsidiaries and affiliates (“Alliance”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of February 3, 2017Limited Liability Company Agreement • February 24th, 2017 • Helpful Alliance Co • Operative builders • Virginia
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of February 3, 2017 (the “Effective Date”), is adopted, executed and agreed to, for good and valuable consideration, by and among the Members.
AMENDMENT NO. 1 TO LOAN EXTENSION AGREEMENTLoan Extension Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Amendment No. 1 to Loan Extension Agreement (this “Amendment”), dated as of December 14, 2015, among FUEL COMBUSTION TECHNOLOGIES, INC., a Florida corporation (the “Borrower”), and HELPFUL ALLIANCE COMPANY, a Florida corporation (the “Lender”).
TERMINATION AGREEMENTTermination Agreement • August 21st, 2017 • Helpful Alliance Co • Operative builders • Florida
THIS TERMINATION AGREEMENT (this “Agreement”) is made effective as of August 9, 2017 (the “Effective Date”) by and between Seasons Creek Development LLC, a Virginia Limited Liability Company (the “Company”) and Helpful Alliance Company, a Florida Corporation acting singly or together with its subsidiaries and affiliates (“Alliance”), hereafter collectively referred to as Parties.
TECHNOLOGY ASSIGNMENT AGREEMENTTechnology Assignment Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders
Helpful Alliance Company, a corporation duly established under the laws of the State of Florida, with its principal address at 700 W Hillsboro Blvd, Ste 1-100, Deerfield Beach, FL 33441, (“Assignee”), and
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Loan and Security Agreement (this “Agreement”) dated as of March 31, 2013 (the “Effective Date”) is made into effect by HELPFUL ALLIANCE COMPANY, a Florida Corporation having a registered address at 150 SE 2nd Avenue, Suite 1010, Miami, Florida 33131 (“Borrower”) and ZIMAS LLC, a Florida Limited Liability Company having an address at 18911 Collins Avenue, Unit 2701, Sunny Isles Beach, Florida 33160 (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
SETTLEMENT AGREEMENTSettlement Agreement • February 8th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Settlement Agreement (“this Agreement”) is made as of this 13th day of February, 2015 (“Effective Date”) by and between HELPFUL ALLIANCE COMPANY, a Florida Corporation having a registered address at 150 SE 2°d Avenue, Suite 1010, Miami, FL 33131 (“Borrower”) and ZIMAS LLC, a Florida Limited Liability Company having an address at 18911 Collins Avenue, Unit 2701, Sunny Isles Beach, FL 33160 (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
LIMITED LIABILITY COMPANY OPERATNG AGREEMENTOperating Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Virginia
This Limited Liability Company Operating Agreement of Seasons Creek Development LLC, a Virginia limited liability company (the “Company”), is entered into as of December 10, 2015, by and among the Company, the Initial Members executing this Agreement as of the date hereof and each other Person who after the date hereof becomes a Member of the Company and becomes a party to this Agreement by executing a Joinder Agreement.
CORRECTION #1 to First Amended and Restated Limited Liability Company Agreement of Seasons Creek Development LLC Effective Date: January 30, 2017Limited Liability Company Agreement • February 24th, 2017 • Helpful Alliance Co • Operative builders
This Correction #1 (the “Correction”) to First Amended and Restated Limited Liability Company Agreement (the “Agreement”) is adopted, executed and agreed to, for good and valuable consideration, by and among the Members of Seasons Creek Development LLC (the “Company”).
COMMON STOCK SUBSCRIPTION AGREEMENTCommon Stock Subscription Agreement • June 30th, 2015 • Helpful Alliance Co • Florida
THIS SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into effect by and among Helpful Alliance Company, a Florida corporation with registered address at 700 West Hillsboro Blvd, Suite 100, Deerfield Beach, FL 33131 (the “Company”) and ___________________ (the “Subscriber”) on __________, 2015 (the “Effective Date”.)
SETTLEMENT AGREEMENTSettlement Agreement • August 21st, 2017 • Helpful Alliance Co • Operative builders • Florida
This Settlement Agreement (“Agreement”) is made as of this 30th day of June, 2017 (“Effective Date”) by and between HELPFUL ALLIANCE COMPANY, a Florida Corporation having a principal address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (“Borrower”) and ZIMAS LLC, a Florida Limited Liability Company having an address at 18911 Collins Avenue, Unit 2701, Sunny Isles Beach, FL 33160 (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
AGREEMENT AND PLAN OF MERGER by and between HELPFUL TECHNOLOGIES INC. HAC PATENTS MERGING SUB, and HELPFUL ALLIANCE COMPANYMerger Agreement • June 30th, 2015 • Helpful Alliance Co • Florida
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 15, 2015, by and among Helpful Technologies Inc., a Florida corporation (“Parent”), HAC Patents MERGING SUB, a Florida limited liability company and wholly owned subsidiary of Parent (the “Merging Sub”) and Helpful Alliance Company, a Florida corporation (“Company”)
PROJECT ORIGINATION AGREEMENTProject Origination Agreement • November 8th, 2017 • Helpful Alliance Co • Operative builders • Florida
THIS PROJECT ORIGINATION AGREEMENT (this “Agreement”) is made and entered effective as of October 1, 2017 (the “Effective Date”) by and between PROFIT BRIGHT DEVELOPMENT LLC, a Florida limited liability company (“Company”), with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441, and HELPFUL ALLIANCE COMPANY INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441, acting singly or together with its subsidiaries and affiliates (“Alliance”).
ADDENDUM 1 TO SETTLEMENT AGREEMENT DATED JUNE 30, 2017Settlement Agreement • August 21st, 2017 • Helpful Alliance Co • Operative builders
This Addendum to Settlement Agreement (“Agreement”) is entered in effect as of this 30th day of June, 2017 (“Effective Date”) by and between HELPFUL ALLIANCE COMPANY, a Florida Corporation having a principal address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (“Borrower”) and ZIMAS LLC, a Florida Limited Liability Company having an address at 18911 Collins Avenue, Unit 2701, Sunny Isles Beach, FL 33160 (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
FORM OF A PROJECT LLC OPERATING AGREEMENT RESTRICTIVE LEGENDLimited Liability Company Operating Agreement • November 10th, 2015 • Helpful Alliance Co • Operative builders • Illinois
This Limited Liability Company Operating Agreement (this “Agreement”) of ____ LLC, is made and effective as of this __-th day of ______ 2015, by and among the person set forth on the Membership Schedule attached hereto and made a part hereof (individually, a “Member” and collectively, the “Members”).
AMENDMENT NO. 1 TO LOAN AGREEMENTLoan Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Amendment No. 1 to Loan Agreement (this “Amendment”), dated as of December 14, 2015, among HELPFUL TECHNOLOGIES, INC., a Florida corporation (the “Borrower”), and HELPFUL ALLIANCE COMPANY, a Florida corporation (the “Lender”).
