COMMON STOCK PURCHASE WARRANT Innovative Payment Solutions, Inc.Common Stock Purchase Warrant • March 16th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________ 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 set forth herein (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on __________, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), up to ________- shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 16th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
The undersigned hereby provides the following information to the Company and represents and warrants that such information is accurate:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 1st, 2017 • Qpagos • Retail-catalog & mail-order houses • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 25, 2017, by and between QPAGOS, a Nevada corporation, with headquarters located at Paseo del la Reforma 404 Piso 15 PH, Col. Juarez, Del. Cuauhtemoc, Mexico, D.F. C.P. 06600 (the “Company”), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the “Buyer”).
COMMON STOCK PURCHASE WARRANTSecurity Agreement • February 17th, 2023 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________, 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 fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), up to ____________ shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant issued pursuant to a Securities Purchase Agreement (the “Purchase Agreement”) entered into as of the Initial Exercise Date between the Company and the initial Holder.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 16th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 11, 2021, between Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
original issue discount Convertible PROMISSORY NOTEConvertible Security Agreement • February 17th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
THIS ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE is duly authorized and validly issued at a 12.5% original issue discount by Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”) (the “Note”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 2nd, 2020 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2020, by and between Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), and each lender party that executes the signature page hereto as a purchaser (each, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANTSecurity Agreement • August 14th, 2023 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ______, 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 fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), up to ______ shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant issued pursuant to a Securities Purchase Agreement (the “Purchase Agreement”) entered into as of the Initial Exercise Date between the Company and the initial Holder.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 16th, 2020 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 20, 2020 between Innovative Payment Solutions, Inc. a Nevada corporation (the “Company”) and Mark Geist (“Purchaser”).
STRICTLY CONFIDENTIAL Innovative Payment Solutions, Inc. 19355 Business Center Drive, #9 Northridge, CA 91324 Attn: William Corbett, Chief Executive OfficerExclusive Agency Agreement • March 16th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • New York
This letter agreement (this “Agreement”) constitutes the agreement between Innovative Payment Solutions, Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”), that Wainwright shall serve as the exclusive agent, advisor or underwriter in any offering (each, an “Offering”) of securities of the Company (the “Securities”) during the Term (as hereinafter defined) of this Agreement. The terms of each Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and Wainwright and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright’s assistance in an Offering will be subject to the satisfactory completion of such investigation and inquiry into the affairs of the Company as Wainwright deems appropriate under the circumstances and to the receipt of all internal approvals of
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Innovative Payment Solutions, Inc.Placement Agent Common Stock Agreement • March 16th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ______ 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 set forth herein (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 16, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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 2(b). This Warrant is being issued pursuant to that certain engagement letter, dated as of March 6, 2021, by and between the Company and H.C. Wainwright & Co., LLC.
COMMON STOCK PURCHASE WARRANTSecurity Agreement • September 2nd, 2022 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, <HOLDER>., 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 fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), up to THREE MILLION (3,000,000) shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 30th, 2020 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 24, 2020 between Innovative Payment Solutions, Inc. a Nevada corporation (the “Company”) and Cavalry Fund I LP (“Purchaser”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 17th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 16, 2021, by and between Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), and each lender party that executes the signature page hereto as a purchaser (each, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANTSecurity Agreement • February 17th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________, 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 fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), up to ____________ shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant issued pursuant to a Securities Purchase Agreement (the “Purchase Agreement”) entered into as of the Initial Exercise Date between the Company and the initial Holder.
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • August 6th, 2020 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • New York
THIS AMENDED AND RESTATED SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of August 3, 2020 between Innovative Payment Solutions, Inc., a Nevada corporation, (the “Company”) and all wholly-owned or majority-owned subsidiaries of the Company (together with each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, which shall include all wholly-owned or majority-owned subsidiaries of the Company acquired after the date hereof for so long as this Agreement remains in effect, are hereinafter sometimes referred to individually as a “Debtor” and, collectively, as the “Debtors”) and Cavalry Fund I LP, a Delaware limited partnership, in its capacity as Collateral Agent for the benefit of itself and each of the Purchasers (as hereinafter defined) (each, together with its respective successors and assigns, a “Secured Party,” and collectively the “Secured Pa
ContractConvertible Note • March 15th, 2017 • Qpagos • Retail-catalog & mail-order houses • 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.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 14th, 2023 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of _____ by and between Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”), and each lender party that executes the signature page hereto as a purchaser (each, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 17th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 16, 2021 between Innovative Payment Solutions, Inc. a Nevada corporation (the “Company”) and ________________ (“Purchaser”).
ContractWarrant Agreement • April 17th, 2018 • Qpagos • Retail-catalog & mail-order houses • Nevada
NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE ON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY OTHER SECURITIES LAWS (THE “ACTS”). NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK PURCHASABLE HEREUNDER MAY BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THIS WARRANT OR COMMON STOCK PURCHASABLE HEREUNDER, AS APPLICABLE, UNDER THE ACTS, OR (B) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACTS.
ContractWarrant Agreement • February 26th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • Nevada
NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE ON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY OTHER SECURITIES LAWS (THE “ACTS”). NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK PURCHASABLE HEREUNDER MAY BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THIS WARRANT OR COMMON STOCK PURCHASABLE HEREUNDER, AS APPLICABLE, UNDER THE ACTS, OR (B) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACTS.
CONVERTIBLE PROMISSORY NOTEConvertible Security Agreement • August 14th, 2023 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses
THIS CONVERTIBLE PROMISSORY NOTE (the “Note”) is duly authorized and validly issued by Innovative Payment Solutions, Inc., a Nevada corporation (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 17th, 2018 • Qpagos • Retail-catalog & mail-order houses • Nevada
THIS SECURITIES PURCHASE AGREEMENT, dated as of the date of acceptance set forth below, is entered into by and between QPAGOS, a Nevada corporation, with headquarters located at Paseo del la Reforma 404 Piso 15 PH Col. Juarez, Del. Cuauhtemoc, Mexico, D.F. C.P. 06600 (the “Company”), and the undersigned (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 13th, 2016 • Asiya Pearls, Inc. • Retail-catalog & mail-order houses
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Investor (the “Purchase Agreement”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 20th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • Nevada
This INDEMNIFICATION AGREEMENT (“Agreement”), dated and made effective as of July 30, 2021, is entered into by and between INNOVATIVE PAYMENT SOLUTIONS, INC., a corporation organized and existing under the laws of the State of Nevada, having offices at 19355 Business Center Drive, Northridge, CA 91324 (“Company”), and WILLIAM CORBETT, an individual (“Indemnitee”) (each party hereto sometimes referred to as a “Party” or collectively as the “Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 6th, 2019 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • Nevada
This EMPLOYMENT AGREEMENT (the “Agreement”) between Innovative Payment Solutions, Inc, a Nevada corporation (the “Company”), and Andrey Novikov (the “Executive”) is effective as of December 3rd, 2019 (the “Effective Date”).
AGREEMENT TO ORGANIZE AND OPERATE A JOINT VENTUREJoint Venture Agreement • June 15th, 2018 • Qpagos • Retail-catalog & mail-order houses • Delaware
AGREEMENT made as of the 14th day of June, 2018 between Digital Power Lending, LLC, a California limited liability company (“DPL”), QPAGOS, a Nevada corporation (“QPAGOS”) and Innovative Payment Systems, Inc., a Delaware corporation (“IPS”).
QPAGOS CORPORATION SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 13th, 2016 • Asiya Pearls, Inc. • Retail-catalog & mail-order houses • Delaware
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May __, 2015, by and between QPAGOS Corporation, a Delaware corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”).
EXECUTIVE EMPLOYMENT AGREEMENT between INNOVATIVE PAYMENT SOLUTIONS, INC. and WILLIAM CORBETTExecutive Employment Agreement • August 20th, 2021 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • California
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”), dated and made effective as of August 16, 2021 (the “Effective Date”), is entered into by and between INNOVATIVE PAYMENT SOLUTIONS, INC., a corporation organized and existing under the laws of the State of Nevada (USA), having offices at 19355 Business Center Drive, Northridge, CA 91324 (“Company”), and WILLIAM CORBETT, an individual residing at 1579 Griffin Rd., Pebble Beach, CA 93953 (“Executive”) (the parties hereto sometimes referred to individually as a “Party” or collectively as the “Parties”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • June 17th, 2019 • Qpagos • Retail-catalog & mail-order houses • Delaware
This Amendment, dated June 12, 2019 (this “Amendment”), to the Employment Agreement, dated May 1, 2015 (the “Agreement”), is entered into by and between QPAGOS Corporation (the “Corporation”) and Gaston Pereira (the “Executive”). Capitalized terms used herein without definition shall have the meanings assigned in the Agreement.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • July 31st, 2024 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • New York
This Voting and Support Agreement (this “Agreement”) is made as of July 28, 2024 by and among (i) Innovative Payment Solutions, Inc., a Nevada corporation (“Parent”), (ii) Business Warrior Corporation, a Wyoming corporation (the “Company”), and (iii) the undersigned holder (“Holder”) of capital stock and/or securities convertible into capital stock of the Company set forth on the signature page(s) hereto. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (as defined below).
QPAGOS Corporation - Consulting AgreementConsulting Agreement • December 22nd, 2016 • Qpagos • Retail-catalog & mail-order houses • Florida
This Consulting Agreement (“Agreement”), effective on the last date of execution (“Effective Date”), is made between QPAGOS Corporation (hereinafter “QPAGOS” or the “Company”), having offices at 1900 Glades Road, Suite 265, Boca Raton, FL 33431, and Panatrade Business Ltd. (hereinafter “Consultant”), and is for the purpose of obtaining the advice and consulting services of Consultant by QPAGOS.
ADDITIONAL AGREEMENT №1 TO THE SUBLICENSE AGREEMENT No. SJV-01052015Sublicense Agreement • May 13th, 2016 • Asiya Pearls, Inc. • Retail-catalog & mail-order houses
Janor Enterprises Limited, company, duly incorporated in British Virgin Islands, registration number 1606379, having its registered office at the address: Trident Chambers, P.O. Box 146, Road Town, Tortola, British Virgin Islands, represented by the Director Maria Zanti acting by virtue of the Articles of Association, acting on the basis of the Charter, hereinafter referred to as the “Licensor”, on the one part, and
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • December 16th, 2020 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • California
This Amendment, dated December 14, 2020 (this “Amendment”), to the Employment Agreement, dated June 24, 2020 (the “Agreement”), is entered into by and between Innovative Payment Solutions, Inc. (the “Corporation”) and William Corbett (the “Executive” and together with the Corporation, the “Parties”). Capitalized terms used herein without definition shall have the meanings assigned in the Agreement.
AGREEMENT AND PLAN OF MERGER BY AND AMONG BUSINESS WARRIOR CORPORATION, IPSI MERGER SUB, INC., AND INNOVATIVE PAYMENT SOLUTIONS, INC. DATED AS OF JULY 28, 2024Merger Agreement • July 31st, 2024 • Innovative Payment Solutions, Inc. • Retail-catalog & mail-order houses • New York
AGREEMENT AND PLAN OF MERGER, dated as of July 28, 2024 (this “Agreement”), by and among Innovative Payment Solutions, Inc., a Nevada corporation (“Parent”), IPSI Merger Sub, Inc., a Delaware corporation and wholly owned Subsidiary of Parent (“Merger Sub”), and Business Warrior Corporation, a Wyoming corporation (the “Company”) (collectively, the “Parties”).
