COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • December 19th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, SCWorx Acquisition corp. 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 “Issuance Date”), subject to receipt of the Exchange Approval (as defined in the Purchase Agreement), and on or prior to the close of business on the five (5)-year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Alliance MMA, Inc., a Delaware corporation (the “Company”), up to 343,750 shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, par value $0.001 per share, of the Company (the “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 issued pursuant to the Purchase Agreement (as define
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 16th, 2024 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 12, 2024, is by and among SCWorx Corp., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 19th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 29, 2018, between Alliance MMA, Inc., a Delaware corporation (the “Company”) and the purchasers set forth on the signature pages affixed hereto (each a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 16th, 2024 • SCWorx Corp. • Services-miscellaneous amusement & recreation
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 12, 2024, is by and among SCWorx Corp., a Delaware corporation (the “Company”), and the undersigned investors under the Securities Purchase Agreement and the Claimant under the Settlement Agreement (each sometimes individually referred to as a “Buyer,” and collectively, the “Buyers”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • December 19th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation
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 the Company’s shareholders have approved the execution of the Purchase Agreement and the transactions contemplated therein as required by the Purchase Agreement and shall have received the approval of Nasdaq with respect to the Purchase Agreement and the issuance of the shares of Common Stock contemplated therein (the “Approval Date”), subject to receipt of the Exchange Approval (as defined in the Purchase Agreement), and on or prior to the close of business on the five (5)-year anniversary of the Approval Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Alliance MMA, Inc., a Delaware corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”)
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 5th, 2022 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York
COMMON STOCK PURCHASE AGREEMENT Dated as of June 28, 2022 by and between SCWORX CORP. and TUMIM STONE CAPITAL LLCCommon Stock Purchase Agreement • July 5th, 2022 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York
This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of June 28, 2022 (this “Agreement”), by and between Tumim Stone Capital LLC, a Delaware limited liability company (the “Investor”), and SCWorx Corp., a Delaware corporation (the “Company”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 4th, 2017 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of May 2, 2017 (the “Effective Date”), is entered into by and among UNDISPUTED PRODUCTIONS, LLC, a Georgia limited liability company (“Seller”), Dave Oblas, an individual and resident of the State of Georgia (the “Selling Member”), and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”).
LOCK-UP AGREEMENTLock-Up Agreement • July 16th, 2024 • SCWorx Corp. • Services-miscellaneous amusement & recreation
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 12th, 2020 • SCWorx Corp. • Services-miscellaneous amusement & recreation • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), is made and entered into effective as of February 1, 2019, by and between SCWorx Corp., a Delaware corporation (the “Company”), and Marc S. Schessel, an individual and resident of the State of New York (the “Executive”).
ALLIANCE MMA, INC. New York, New York 10022Selling Agent Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
Alliance MMA, Inc., a corporation organized and existing under the laws of State of Delaware (the “Company”), proposes to issue and sell to the purchasers, pursuant to the terms and conditions of this Selling Agent Agreement (this “Agreement”) and the Subscription Agreements in the form of Exhibit A attached hereto (the “Subscription Agreements”) entered into with the purchasers identified therein (each a “Purchaser” and collectively, the “Purchasers”), a minimum of 1,111,11 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company up to a maximum (the “Maximum Amount”) of 3,333,333 shares of Common Stock (the “Securities”) pursuant to a Registration Statement on Form S-1 declared effective by the United States Securities and Exchange Commission (the “Commission”). The Company hereby confirms its agreement with Network 1 Financial Securities, Inc. (“Network 1”) concerning the purchase and sale of the Securities as follows:
Hoosier Fight Club Multi Fight Promotional AgreementMulti Fight Promotional Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Indiana
Effective this date, 08-14-2015, this agreement is hereby made by and between Hoosier Fight Club Promotions, its employees, agents (hereinafter referred as “Promoter”) and Nick Kraus (hereinafter referred to as “Fighter”) who covenant and agree to be bound by the terms of, and do execute this Agreement personally and through Fighters duly authorized representative, whose full name is: Nicholas Thomas Kraus.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 30th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), entered into effective May 1, 2016, by and between ALLIANCE MMA, INC., a Delaware corporation (the “Company”), and Frank A. Gallagi, an individual and resident of the State of Connecticut (the “Executive”).
CONTRACT IS ONLY GOOD FOR 48 HOURS. IF NOT RETURNED WITHIN 48 HOURS, CONTRACT IS NULL AND VOID CONTRACT COVER PAGEContract • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New Jersey
· This contract is time sensitive! This contract is only valid for 48 hours from the “Date of Contract” and “Time Sent”. You must submit this contract within the 48 hour or this contract will be null and void.
2,150,000 Shares of Common Stock and 1,935,000 Warrants ALLIANCE MMA, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 9th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 16th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) effective as of February 1, 2017 (the “Effective Date”) is entered into by and between ALLIANCE MMA, INC., a Delaware corporation (the “Company”) and James Byrne, an individual and resident of the State of New York (the “Executive”).
AMENDMENT no. 1 TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • December 19th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS AMENDMENT NO. 1 TO SHARE EXCHANGE AGREEMENT, dated December 18, 2018 (this “Amendment”), is the first amendment to that certain Share Exchange Agreement entered into as of August 20, 2018 (the “Agreement”), by and among ALLIANCE MMA, INC., a Delaware corporation (“AMMA”), SCWORX CORP., a Delaware corporation (“SCWorx”), and the SCWorx stockholders listed on Schedule A thereto. Defined terms used herein and not otherwise defined herein shall have the meaning ascribed to them in the Agreement.
COMMON STOCK PURCHASE WARRANT ALLIANCE MMA, INC.Common Stock Purchase Warrant • January 9th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
THIS COMMON STOCK PURCHASE WARRANT (this “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 five (5) year anniversary of the Initial Exercise Date (the “Termination Date”; provided, however that if such date is not a Trading Day, the Termination Date shall be the immediately following Trading Day) but not thereafter, to subscribe for and purchase from Alliance MMA, Inc., a Delaware corporation (the “Company”), up to ____________ shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “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 1(b). This Warrant is one of the warrants (collectively, the
ESCROW DEPOSIT AGREEMENTEscrow Deposit Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
This ESCROW DEPOSIT AGREEMENT (this “Agreement”) dated as of this 20th day of July 2016, by and among ALLIANCE MMA, INC., a Delaware corporation (the “Company”), having an address at 590 Madison Avenue, 21st Floor, New York, New York 10022, NETWORK 1 FINANCIAL SECURITIES, INC. (the “Underwriter”), having an address at 2 Bridge Avenue, Red Bank, New Jersey 07701 and SIGNATURE BANK (the “Escrow Agent”), a New York chartered bank, having an office at 950 Third Avenue, New York, New York 10022. All capitalized terms not herein defined shall have the meanings ascribed to them in the Company’s Registration Statement on Form S-1, filed with the Securities and Exchange Commission on or about June 30, 2016, including all attachments, schedules and exhibits thereto (the “Registration Statement”).
FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENTCopyright Purchase Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT (the “Agreement”), dated as of February 23, 2016 (the “Effective Date”), is entered into by and among HOSS PROMOTIONS, LLC, a New York corporation (“Seller”) and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”).
GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • July 16th, 2024 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York
GUARANTY AND SECURITY AGREEMENT, dated as of July 12, 2024 (this “Agreement”), made by SCWORX CORP., a Delaware corporation (the “Company”) and each of the undersigned direct and indirect domestic Subsidiaries of the Company from time to time, if any (each a “Grantor” and together with the Company, collectively, the “Grantors”), in favor of IROQUOIS CAPITAL MANAGEMENT, LLC, in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the Noteholders (as defined below) party to the Securities Purchase Agreement, dated as of July 12, 2024 (as amended, modified, supplemented, extended, renewed, restated or replaced from time to time, the “Securities Purchase Agreement”).
ADVISORY SERVICES AGREEMENTAdvisory Services Agreement • April 16th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
THIS ADVISORY SERVICES AGREEMENT (this “Agreement”) is entered into as of October 24, 2016 (the “Effective Date”), by and between Jason Robinett, an individual and resident of the state of Washington (the “Advisor”), and Alliance MMA, Inc., a Delaware corporation (the “Company”).
FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENTFight Library Copyright Purchase Agreement • July 22nd, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT (the “Agreement”), dated as of September 15, 2015 (the “Effective Date”), is entered into by and among LOUIS NEGLIA’S MARTIAL ARTS KARATE, INC., a New York corporation (“Seller”) and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”).
Form of Selling Agent’s Warrant AgreementSelling Agent’s Warrant Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) AN SELLING AGENT OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF ANY SUCH SELLING AGENT OR SELECTED DEALER.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 29th, 2017 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of September 22, 2017 (the “Effective Date”), is entered into by and among Victory FC, Inc., a Nebraska corporation (“Seller”), Ryan Stoddard, an individual and resident of the State of Nebraska (the “Primary Shareholder”), Daniel White, an individual and resident of the State of Nebraska (the “Minority Shareholder”), and Alliance MMA, Inc., a Delaware corporation (“Buyer”). The Primary Shareholder and the Minority Shareholder are each sometimes referred to herein a “Shareholder” and, together, as the “Shareholders”).
ALLIANCE MMA, INC. COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • January 10th, 2017 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 16th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation
THIS AMENDMENT NO. 1 to ASSET PURCHASE AGREEMENT is dated as of July 16, 2016 (this “Amendment”) and amends the Asset Purchase Agreement, dated as of February 23, 2016 (the “Agreement”) by and among PUNCH DRUNK, INC., a Washington corporation d/b/a COMBAT GAMES MMA (“Seller”), Joe DeRobbio, an individual and resident of the State of Washington (“DeRobbio”), and Jason Robinett, an individual and resident of the State of Washington (“Robinett” with each of DeRobbio and Robinett each a “Selling Stockholder” and collectively the “Selling Stockholders”), and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”). Capitalized terms not defined in this Amendment have the meanings set forth in the Agreement.
AGREEMENTSettlement Agreement • September 5th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New York
THIS AGREEMENT is made effective as of May 31, 2018 and between, Alliance MMA, Inc. (“Alliance” or the “Company”), with an address at 590 Madison Ave, 21st Floor, New York, New York, 10022 and Michael Constantino, with an address of __________________________________________________________ (the “Promoter”).
Settlement AgreementSettlement Agreement • April 1st, 2019 • SCWorx Corp. • Services-miscellaneous amusement & recreation • Maryland
This Settlement Agreement (“Agreement”) is made and entered into this day December 24, 2018 by and between Alliance MMA and its successors and assigns (“Alliance”) and Ira S. Rainess (“Executive”). Upon execution the employment agreement is terminated as of this date with neither party having any further rights or obligations to those agreements.
TERMS AND CONDITIONS OF PURCHASE Number:Terms and Conditions of Purchase • May 19th, 2021 • SCWorx Corp. • Services-miscellaneous amusement & recreation • New York
This Agreement for the purchase oflevel 4 blue medical gowns (double laminate, 35g weight), (“Products”), together with the Escrow Agreement, if required, by and between Seller, Purchaser and the Escrow Agent, constitute the entire and sole basis upon which Purchaser agrees to purchase Products from Seller, and are the exclusive understanding between Purchaser and Seller covering the Products (hereinafter collectively “the Contract”). Any additional or different terms and/or conditions proposed by Purchaser or Seller, whether by: (i) quotation; (ii) acknowledgment; (iii) invoice; (iv) separate written document; and/or (v) any other means, do not constitute part of the Contract. Any such additional or different terms shall be considered proposals to amend, which are not accepted, unless mutually agreed to in a writing signed by the Parties and/or Manufacturer as applicable. All prior general terms and conditions, contracts, representations, statements, negotiations, and undertakings, wh
AMENDMENT NO. 1 TO FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENTFight Library Copyright Purchase Agreement • July 22nd, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation
THIS AMENDMENT NO. 1 to FIGHT LIBRARY COPYRIGHT PURCHASE AGREEMENT is dated as of July 16, 2016 (this “Amendment”) and amends the Fight Library Copyright Purchase Agreement, dated as of February 23, 2016 (the “Agreement”) by and between HOSS PROMOTIONS, LLC, a New Jersey limited liability company (“Seller”) and ALLIANCE MMA, INC., a Delaware corporation (“Buyer”). Capitalized terms not defined in this Amendment have the meanings set forth in the Agreement.
SEPARATION AND SETTLEMENT AGREEMENTSeparation and Settlement Agreement • November 16th, 2018 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • Florida
This Separation and Settlement Agreement (the “Agreement”) is made and entered into as of this July 1, 2018 by and between ALLIANCE MMA, INC. (“Alliance MMA”), and Wilbur (“Burt”) Watson (“Watson”).
AGREEMENTPromotional Agreement • June 30th, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation • New Jersey
This AGREEMENT (“Agreement”) is made and entered into as of Oct. 8, 2014, by and between Marina District Development Company, LLC d/b/a Borgata Hotel Casino & Spa (“Borgata”) and CFFC Promotions, LLC (“CFFC”) as the promoter for the purpose of presenting Pro Mixed Martial Arts bouts at Borgata Hotel Casino & Spa (the “Promoter”). Borgata will assign and determine which property will be utilized.
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 22nd, 2016 • Alliance MMA, Inc. • Services-miscellaneous amusement & recreation
THIS AMENDMENT NO. 1 to AGREEMENT AND PLAN OF MERGER is dated as of July 16, 2016 (this “Amendment”) and amends the Agreement and Plan of Merger, dated as of March 1, 2016 (the “Agreement”) by and among GO FIGHT NET, INC., a New York corporation (“GFL”), David Klarman, an individual and resident of the State of New York (the “Principal Stockholder”), ALLIANCE MMA, INC., a Delaware corporation (“Parent”), and GFL ACQUISITION CO., INC., a New York corporation and wholly-owned subsidiary of Parent (“Acquisition Co.”). Capitalized terms not defined in this Amendment have the meanings set forth in the Agreement.
ContractService and Software License Agreement • June 12th, 2020 • SCWorx Corp. • Services-miscellaneous amusement & recreation
Note: The Service Provider’s names specified in this exhibit has been excluded from the exhibit because the identity of said provider is both not material and would likely cause competitive harm to the registrant if publicly disclosed.
