TAX MATTERS AGREEMENT by and among Nxt-ID, Inc. and PartX, Inc. Dated as of ___________, 2019 TAX MATTERS AGREEMENTTax Matters Agreement • April 29th, 2019 • PartX, Inc. • Delaware
Contract Type FiledApril 29th, 2019 Company JurisdictionTHIS TAX MATTERS AGREEMENT (this “Agreement”), dated as of _______, 2019 is by and among Nxt-ID, Inc., a Delaware corporation (“Nxt-ID”), and PartX, Inc., a Delaware corporation (“PartX”). Each of Nxt-ID and PartX is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”
LICENSE AGREEMENTLicense Agreement • April 29th, 2019 • PartX, Inc.
Contract Type FiledApril 29th, 2019 CompanyTHIS LICENSE ETITION] AGREEMENT (this “Agreement”), dated as of [●], 2019 (the “Effective Date”), by and among PartX, Inc., a Delaware corporation (“PartX”) and Fit-Pay, Inc., a Delaware corporation (“Fit-Pay”), on the one hand, and Nxt-ID, Inc., a Delaware corporation (“Nxt-ID”), on the other hand. Each of PartX, Fit Pay, and Nxt-ID, is sometimes referred to herein as a “Party” and collectively, as the “Parties”. Capitalized terms used herein shall have the meanings assigned to them in Schedule A or the Separation Agreement (as defined below), as applicable.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • April 29th, 2019 • PartX, Inc. • Delaware
Contract Type FiledApril 29th, 2019 Company JurisdictionThis TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of _____, 2019 is by and among Nxt-ID, Inc., a Delaware corporation (“Nxt-ID”), and PartX, Inc., a Delaware corporation (“SpinCo”). Each of Nxt-ID and SpinCo is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”
ASSUMPTION AND ASSIGNMENT AGREEMENTAssumption and Assignment Agreement • April 29th, 2019 • PartX, Inc. • New York
Contract Type FiledApril 29th, 2019 Company JurisdictionASSUMPTION AND ASSIGNMENT AGREEMENT (this “Agreement”), dated as of [ ], 2019 (the “Effective Date”), by and among Nxt-ID, Inc., a Delaware corporation (the “Assignor”), and PartX, Inc., a Delaware corporation and a wholly owned subsidiary of the Assignor with offices located at 5650 El Camino Real, Carlsbad CA 92008 (the “Assignee”).