FORM OF VOTING TRUST AGREEMENTVoting Trust Agreement • March 23rd, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
WHEREAS the Company has issued shares in the capital of the Company to and may in the future issue additional shares (collectively, the "Shares") to the Shareholder; and
Standard Contracts
NAQI LOGIX INC. SUBSCRIPTION AGREEMENT INSTRUCTIONS TO SUBSCRIBERSubscription Agreement • July 1st, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
THIS VOTING AGREEMENT (the "Agreement") is made and entered into as of April 12, 2021 by and among Naqi Logix Inc., a corporation existing under the Business Corporations Act (British Columbia) (the "Company") and those shareholders of the Company listed on Schedule A (together with any subsequent shareholders, or any transferees, who become parties hereto pursuant to Section 6.2 or 6.3) (the "Shareholders").
ContractContract • March 28th, 2024 • Naqi Logix Inc. • Services-computer programming, data processing, etc.
Certain identified information has been excluded from this exhibit because it is both (i) not material and (ii) is the type that the company treats as private or confidential. Such portions are marked as indicated with [***].
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • February 26th, 2025 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
WHEREAS the Company wishes to retain the Contractor as an independent contractor to provide certain services to the Company, on the terms and conditions set forth in this Agreement.
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • February 26th, 2025 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
WHEREAS the Company wishes to retain the Contractor as an independent contractor to provide certain services to the Company, on the terms and conditions set forth in this Agreement.
NAQI LOGIX INC. SHAREHOLDER RIGHTS AGREEMENTShareholder Rights Agreement • March 23rd, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
together with its Affiliates, holds less than 20% of the outstanding equity of any Competitor and does not, nor do any of its Affiliates, have a right to designate any members of the board of directors of such Competitor.
NAQI LOGIX INC. VOTING AGREEMENTVoting Agreement • January 6th, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
THIS VOTING AGREEMENT (the "Agreement") is made and entered into as of April 12, 2021 by and among Naqi Logix Inc., a corporation existing under the Business Corporations Act (British Columbia) (the "Company") and those shareholders of the Company listed on Schedule A (together with any subsequent shareholders, or any transferees, who become parties hereto pursuant to Section 6.2 or 6.3) (the "Shareholders").
NAQI LOGIX INC. SUBSCRIPTION AGREEMENT INSTRUCTIONS TO SUBSCRIBERSubscription Agreement • March 23rd, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
Escrow Agreement FOR SECURITIES OFFERINGEscrow Agreement • November 26th, 2024 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • Delaware
FIRST AMENDMENT TO INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • February 26th, 2025 • Naqi Logix Inc. • Services-computer programming, data processing, etc.
May 18, 2023 Mr. Osman Sinan Tumer, Chief Operating Officer Naqi Logix Inc.,Engagement Letter • February 10th, 2025 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
SERVICES AGREEMENTServices Agreement • November 26th, 2024 • Naqi Logix Inc. • Services-computer programming, data processing, etc.
This Services Agreement ("Services Agreement" or "Agreement") is entered into as of the date noted below (the "Effective Date") between StartEngine Crowdfunding, Inc., a Delaware corporation ("Company"), and Naqi Logix a British Columbia corporation ("Customer" or "you").
NAQI LOGIX INC. VOTING AGREEMENTVoting Agreement • March 23rd, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
THIS VOTING AGREEMENT (the "Agreement") is made and entered into as of _________, 20__ by and among Naqi Logix Inc., a corporation existing under the Business Corporations Act (British Columbia) (the "Company") and those shareholders of the Company listed on Schedule A (together with any subsequent shareholders, or any transferees, who become parties hereto pursuant to Section 6.2 or 6.3) (the "Shareholders").
NAQI LOGIX INC. FIRST AMENDMENT TO INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • February 26th, 2025 • Naqi Logix Inc. • Services-computer programming, data processing, etc.
May 18, 2023 Mr. Osman Sinan Tumer, Chief Operating Officer Naqi Logix Inc.,Engagement Letter • February 26th, 2025 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
ContractEmployment Agreement • February 26th, 2025 • Naqi Logix Inc. • Services-computer programming, data processing, etc.
Certain identified information has been excluded from this exhibit because it is both (i) not material and (ii) is the type that the company treats as private or confidential. Such portions are marked as indicated with [***]
NAQI LOGIX INC. RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • March 23rd, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
NAQI LOGIX INC. PRIVATE PLACEMENT SUBSCRIPTION AND JOINDER AGREEMENTPrivate Placement Subscription Agreement • February 26th, 2025 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
The undersigned (the "Subscriber") hereby irrevocably subscribes for and agrees to purchase from Naqi Logix Inc. (the "Issuer" or "Naqi") that number of Voting Common Shares of the Issuer (the "Base Shares") set out below at a base price of $2.61 per Base Share (as such may be deemed to be adjusted in accordance with the terms hereunder) (the "Base Purchase Price per Share") and, if applicable, such number of additional Voting Common Shares of the Issuer to be issued as bonus shares (the "Bonus Shares" and together with the Base Shares, the "Shares") to the Subscriber, as prescribed by Schedule "A" to this Subscription Agreement, such that the price per Share so subscribed for shall be determined by dividing the aggregate purchase price for the Shares (excluding any fees) by the number of Shares subscribed for hereunder (collectively, the "Offering"). For greater certainty, any Bonus Shares to which the Subscriber is entitled as set out in Schedule "A" to this Subscription Agreement an
NAQI LOGIX INC. SHAREHOLDER RIGHTS AGREEMENTShareholder Rights Agreement • January 6th, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
THIS SHAREHOLDER RIGHTS AGREEMENT (the "Agreement") is made and entered into as of April 12,2021, by and among Naqi Logix Inc., a corporation existing under the Business Corporations Act (British Columbia) (the "Company") and those shareholders of the Company listed on Schedule A (together with any subsequent shareholders, or any transferees, who become parties hereto pursuant to Sections 3.1, 5.1 or 5.13) (the "Shareholders").
NAQI LOGIX INC. RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • January 6th, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia
THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (the "Agreement") is made as of April 12, 2021 by and among Naqi Logix Inc., a corporation existing under the Business Corporations Act (British Columbia) (the "Company") and those shareholders of the Company listed on Schedule A (together with any subsequent shareholders, or any transferees, who become parties hereto pursuant to Section 6.10 or 6.12) (the "Shareholders").
CREDIT CARD SERVICES AGREEMENTCredit Card Services Agreement • November 26th, 2024 • Naqi Logix Inc. • Services-computer programming, data processing, etc.
This Services Agreement ("Services Agreement" or "Agreement") is entered into as of the date noted below (the "Effective Date") between StartEngine Crowdfunding, Inc., a Delaware corporation ("Company"), and Naqi Logix a British Columbia corporation ("Customer" or "you").
Broker-Dealer AgreementBroker-Dealer Agreement • March 23rd, 2022 • Naqi Logix Inc. • Services-computer programming, data processing, etc.
This agreement (together with exhibits and schedules, the "Agreement") is entered into by and between Naqi Logix Inc. ("Client"), a British Columbia Corporation, and Dalmore Group, LLC., a New York Limited Liability Company ("Dalmore"). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of January 17, 2022 (the "Effective Date"):
POSTING AGREEMENTPosting Agreement • November 26th, 2024 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • California
[ Naqi Logix ][COMPANY], a [BC_______________][STATE][Company ][ENTITY] located at [Vancouver, BC ][ADDRESS] (the "Company"), proposes, subject to the terms and conditions contained in this Posting Agreement (this "Agreement"), to issue and sell shares of its [common ][SECURITIES], $2.25 par value per share (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).