Standard Contracts
POSTING AGREEMENTPosting Agreement • February 10th, 2021 • Jet Token Inc. • Services-equipment rental & leasing, nec • California
[Jet Token Inc. ][COMPANY], a [Delaware][STATE] [Corporation ][ENTITY] located at [10845 Griffith Peak Dr. Las Vegas, NV][ADDRESS] (the “Company”), proposes, subject to the terms and conditions contained in this Posting Agreement (this “Agreement”), to issue and sell shares of its [Non-Voting Common Stock ][SECURITIES], (the “Shares”) to investors (collectively, the “Investors”) in a public offering (the “Offering”) on the online website provided by StartEngine Crowdfunding, Inc. (the “Platform”) pursuant to Regulation A through StartEngine Primary LLC ( “StartEngine”), acting on a best efforts basis only, in connection with such sales. The Shares are more fully described in the Offering Statement (as hereinafter defined).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 11th, 2022 • Jet Token Inc. • Services-equipment rental & leasing, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made and entered into as of the date first above written, by and among JET TOKEN INC., a corporation incorporated under the laws of the State of Delaware whose registered office is at 10845 Griffith Peak Drive, Suite 200, Las Vegas, NV 89135 (the “Company”), GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 12C, rue Guillaume J. Kroll, L-1882 Luxembourg (“Purchaser”); and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with Purchaser, the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement (as defined below).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • August 11th, 2022 • Jet Token Inc. • Services-equipment rental & leasing, nec • New York
This SHARE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the date first above written by and among JET TOKEN INC., a corporation incorporated under the laws of the State of Delaware whose registered office is at 10845 Griffith Peak Drive, Suite 200, Las Vegas, NV 89135 (the “Company”); GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 12C, rue Guillaume J. Kroll, L-1882 Luxembourg (the “Purchaser”); and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”).
wework MEMBERSHIP AGREEMENTMembership Agreement • December 12th, 2019 • Jet Token Inc. • Services-equipment rental & leasing, nec • New York
By electronically signing the(se) membership agreement(s) below, your company is entering into legally binding agreement(s). Please download and read carefully prior to signing. Any Agreement(s), including the(se) Terms and Conditions and Membership Details form(s), and any applicable Service Package Addendum(s), will be effective when signed by both parties. In the event of any conflict between the(se) Terms and Conditions and the Membership Details form(s), the Membership Details form(s) shall prevail.
Amendment No. 1 to BUSINESS COMBINATION AGREEMENT AND PLAN OF REORGANIZATIONBusiness Combination Agreement and Plan of Reorganization • May 16th, 2023 • Jet Token Inc. • Services-equipment rental & leasing, nec • Delaware
This Amendment No. 1 to BUSINESS COMBINATION AGREEMENT AND PLAN OF REORGANIZATION (this “Amendment”) is made and entered into as of May 11, 2023 (the “Amendment Date”) by and among Oxbridge Acquisition Corp., a Cayman Islands exempted company (which shall domesticate as a Delaware corporation prior to the Closing) (“Acquiror”), OXAC Merger Sub I, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Acquiror (“First Merger Sub”), Summerlin Aviation LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of Acquiror (“Second Merger Sub” and, together with First Merger Sub, the “Merger Subs”), and Jet Token, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement (as defined below).
BUSINESS COMBINATION AGREEMENT AND PLAN OF REORGANIZATIONBusiness Combination Agreement • March 14th, 2023 • Jet Token Inc. • Services-equipment rental & leasing, nec • Delaware
This BUSINESS COMBINATION AGREEMENT AND PLAN OF REORGANIZATION, dated as of February 24, 2023 (this “Agreement”), by and among Oxbridge Acquisition Corp., a Cayman Islands exempted company (which shall domesticate as a Delaware corporation prior to the Closing) (“Acquiror”), OXAC Merger Sub I, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Acquiror (“First Merger Sub”), OXAC Merger Sub II, LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of Acquiror (“Second Merger Sub” and, together with First Merger Sub, the “Merger Subs”), and Jet Token, Inc., a Delaware corporation (the “Company”).
ContractEngagement Letter • January 16th, 2020 • Jet Token Inc. • Services-equipment rental & leasing, nec
****Certain confidential portions of this document have been intentionally omitted from this exhibit and separately filed with the Securities and Exchange Commission (the “Commission”).
ContractHondajet Fleet Purchase Agreement • December 11th, 2020 • Jet Token Inc. • Services-equipment rental & leasing, nec
****Certain confidential portions of this document have been intentionally omitted from this exhibit and will be separately filed with the Securities and Exchange Commission (the “Commission”).
ContractAircraft Deposit Agreement • January 16th, 2020 • Jet Token Inc. • Services-equipment rental & leasing, nec
****Certain confidential portions of this document have been intentionally omitted from this exhibit and separately filed with the Securities and Exchange Commission (the “Commission”).
ContractAircraft Deposit Agreement • December 12th, 2019 • Jet Token Inc. • Services-equipment rental & leasing, nec
Certain identified information has been intentionally omitted from this exhibit because it is not material and would likely cause competitive harm to the company if publicly disclosed.
POSTING AGREEMENTPosting Agreement • March 25th, 2021 • Jet Token Inc. • Services-equipment rental & leasing, nec • California
[Jet Token][COMPANY], a [Delaware] [STATE][Corporation] [ENTITY] located at [10845 Griffith Peak Drive, Las Vegas, NV] [ADDRESS] (the “Company”), proposes, subject to the terms and conditions contained in this Posting Agreement (this “Agreement”), to issue and sell shares of its [Non-Voting Equity][SECURITIES], (the “Shares”) to investors (collectively, the “Investors”) in a public offering (the “Offering”) on the online website provided by StartEngine Crowdfunding, Inc. (the “Platform”) pursuant to Regulation A through StartEngine Primary LLC ( “StartEngine”), acting on a best efforts basis only, in connection with such sales. The Shares are more fully described in the Offering Statement (as hereinafter defined).
AMENDMENT TO MEMBERSHIP AGREEMENTMembership Agreement • February 10th, 2021 • Jet Token Inc. • Services-equipment rental & leasing, nec
Reference is hereby made to the WeWork Membership Agreement between 10845 Griffith Peak Drive Tenant LLC ("WeWork") and Jet Token Inc. dated July 17, 2019, including the accompanying Membership Details Form and any other amendments thereto (the "Agreement"). The parties agree that the following terms shall be considered binding amendments to the Agreement (the "Amendment"). Capitalized terms not defined herein shall have the meaning ascribed to them in the Agreement.
Incentive Stock Option Agreement under the Jet Token Inc. Amended and Restated 2018 Stock Option and Grant PlanIncentive Stock Option Agreement • October 29th, 2019 • Jet Token Inc. • Delaware
Pursuant to the Jet Token Inc. Amended and Restated 2018 Stock Option and Grant Plan (the “Plan”) Jet Token Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Optionholder, who is an Eligible Person under the terms of the Plan, an option to purchase (this “Stock Option”), on or prior to the Grant Expiration (or such earlier date as provided in Section 3 below), all or any part of the number of shares of Common Stock of the Company indicated above (the “Underlying Shares,” with such shares once issued being referred to herein and in the Plan as “Option Shares”) at the Exercise Price per share indicated above.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • February 10th, 2021 • Jet Token Inc. • Services-equipment rental & leasing, nec • Delaware
THIS SHARE EXCHANGE AGREEMENT (this “Agreement”), is made and entered as of January 22, 2021, by and between Michael Winston (the “Stockholder”) and Jet Token, Inc., a Delaware corporation (the “Company”).
AMENDMENT TO MEMBERSHIP AGREEMENTMembership Agreement • March 15th, 2021 • Jet Token Inc. • Services-equipment rental & leasing, nec
Reference is hereby made to the WeWork Membership Agreement between 10845 Griffith Peak Drive Tenant LLC ("WeWork") and Jet Token Inc. dated July 17, 2019, including the accompanying Membership Details Form and any other amendments thereto (the "Agreement"). The parties agree that the following terms shall be considered binding amendments to the Agreement (the "Amendment"). Capitalized terms not defined herein shall have the meaning ascribed to them in the Agreement.
EXECUTIVE AIRCRAFT MANAGEMENT AND CHARTER SERVICES AGREEMENTExecutive Aircraft Management and Charter Services Agreement • November 17th, 2020 • Jet Token Inc. • Services-equipment rental & leasing, nec • Nevada
This EXECUTIVE AIRCRAFT MANAGEMENT AND CHARTER SERVICES AGREEMENT (hereinafter referred to as the "Agreement") is entered into as of the 16th day of November 2020 (the "Effective Date") by and between GREAT WESTERN AIR, LLC, an Arizona limited liability company ("Manager") and Jet Token Managemnt Inc., a California Corporation ("Client") (Manager and Client may be hereinafter referred to collectively as the "Parties" and/or individually as a "Party") and is made with reference to the following recitals:
