REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 4th, 2007 • Datajungle Software Inc • Services-prepackaged software
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 28, 2007, between Datajungle Software Inc., a Nevada corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT BLINK LOGIC INC.Security Agreement • November 4th, 2008 • Blink Logic Inc. • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ LP (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 year anniversary of the Authorized Share Approval Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Blink Logic Inc., a Nevada corporation (the “Company”), up to ________ shares (the “Warrant Shares”) of 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).
ORIGINAL ISSUE DISCOUNT SECURED CONVERTIBLE DEBENTURE DUE OCTOBER 31, 2010Convertible Security Agreement • June 24th, 2009 • Blink Logic Inc. • Services-prepackaged software • New York
THIS ORIGINAL ISSUE DISCOUNT SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Original Issue Discount Secured Convertible Debentures of Blink Logic Inc., a Nevada corporation, (the “Company”), having its principal place of business at 750 Lindaro Street, Suite 350, San Rafael, California 94901, designated as its Original Issue Discount Senior Secured Convertible Debenture due October 31, 2010 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 4th, 2008 • Blink Logic Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 31, 2008 between Blink Logic 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”).
SECURITY AGREEMENTSecurity Agreement • November 4th, 2008 • Blink Logic Inc. • Services-prepackaged software • New York
This SECURITY AGREEMENT, dated as of October 31, 2008 (this “Agreement”), is among Blink Logic Inc., a Nevada corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries , the “ Guarantors ” and together with the Company , the “Debtors”) and the holders of the Company’s Original Issue Discount Senior Secured Convertible Debentures due October 31, 2010 and issued on October 31, 2008 in the original aggregate Principal Amount of up to $2,222,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 4th, 2008 • Blink Logic Inc. • Services-prepackaged software • New York
SUBSIDIARY GUARANTEE, dated as of October 31, 2008 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Blink Logic Inc., a Nevada corporation (the “Company”) and the Purchasers.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 4th, 2007 • Datajungle Software Inc • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 28, 2007 between Datajungle Software 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”).
COMMON STOCK PURCHASE WARRANTWarrant Agreement • August 1st, 2008 • Blink Logic Inc. • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________ (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 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Blink Logic Inc., a Nevada corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of 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).
BLINK LOGIC INC. San Rafael, CA 94901Securities Purchase Agreement • May 20th, 2009 • Blink Logic Inc. • Services-prepackaged software
Reference is made to the Securities Purchase Agreement by and among Blink Logic Inc. (f/k/a DataJungle Software Inc.) (the “Company”), Enable Growth Partners LP, Enable Opportunity Partners LP and Pierce Diversified Strategy Master Fund LLC, Ena (collectively, the “Holders”), dated September 28, 2007 (the “Agreement”), and the Original Issue Discount Senior Secured Convertible Debentures, having an issue date of September 28, 2007 (the “Debentures”), that were issued to you pursuant to the Agreement. Any defined terms used herein and otherwise undefined shall have the same meaning ascribed to such terms in the Agreement. The Company hereby seeks to obtain your consent to amend the terms of the Debentures (this “Amendment”) as follows:
ContractCommon Stock Purchase Warrant • April 17th, 2007 • Datajungle Software Inc • Services-prepackaged software • Nevada
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE “ACT”) OR ANY STATE SECURITIES LAW, AND MAY NOT BE OFFERED FOR SALE, SOLD OR TRANSFERRED UNLESS A REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS SHALL BE EFFECTIVE WITH RESPECT THERETO, OR AN OPINION OF COUNSEL, IN FORM AND SUBSTANCE REASONABLY ACCEPTABLE TO THE COMPANY, THAT AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE OR UNLESS SOLD PURSUANT TO RULE 144 UNDER THE SAID ACT.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 1st, 2008 • Blink Logic Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 28, 2008 between Blink Logic 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”).
BLINK LOGIC INC. San Rafael, CA 94901Securities Purchase Agreement • March 25th, 2009 • Blink Logic Inc. • Services-prepackaged software
Reference is made to the Securities Purchase Agreement by and among Blink Logic Inc. (the “Company”) and Crescent International Inc. (the “Holder”), dated August 20, 2008 (the “Agreement”), and the Original Issue Discount Senior Secured Convertible Debentures, having an issue date of August 20, 2008 (the “Debentures”), that were issued to you pursuant to the Agreement. Any defined terms used herein and otherwise undefined shall have the same meaning ascribed to such terms in the Agreement. The Company hereby seeks to obtain your consent to amend the terms of the Debentures (this “Amendment”) as follows:
ContractWarrant Agreement • March 31st, 2005 • Datajungle Software Inc • Services-prepackaged software • Nevada
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE “ACT”) OR ANY STATE SECURITIES LAW, AND MAY NOT BE OFFERED FOR SALE, SOLD OR TRANSFERRED UNLESS A REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS SHALL BE EFFECTIVE WITH RESPECT THERETO, OR AN OPINION OF COUNSEL, IN FORM AND SUBSTANCE REASONABLY ACCEPTABLE TO THE COMPANY, THAT AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE OR UNLESS SOLD PURSUANT TO RULE 144 UNDER THE SAID ACT.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • April 30th, 2004 • Datajungle Software Inc • Services-prepackaged software • Nevada
This Share Exchange Agreement (the “Agreement”) is made and entered into this 16th day of September, 2003, by and between Quad Metals Corporation, a Nevada corporation (the "Purchaser") and DataJungle Ltd., a Canadian corporation (the "Company"), the shareholders of the Company listed on Schedule 1.4 (collectively, the "Vendors") and the holders of certain instruments of debt of the Company listed in Schedule 1.5 (collectively, the "Debtors").
BLINK LOGIC INC. San Rafael, CA 94901Securities Purchase Agreement • May 20th, 2009 • Blink Logic Inc. • Services-prepackaged software
Reference is made to the Securities Purchase Agreement by and among Blink Logic Inc. (the “Company”) and Enable Growth Partners LP (the “Holder”), dated July 28, 2008 (the “Agreement”), and the Original Issue Discount Senior Secured Convertible Debentures, having an issue date of July 28, 2008 (the “Debentures”), that were issued to you pursuant to the Agreement. Any defined terms used herein and otherwise undefined shall have the same meaning ascribed to such terms in the Agreement. The Company hereby seeks to obtain your consent to amend the terms of the Debentures (this “Amendment”) as follows:
CONSULTING AGREEMENTConsulting Agreement • November 9th, 2007 • Blink Logic, Inc. • Services-prepackaged software • Ontario
THIS AGREEMENT witnesses that the parties have agreed that the terms and conditions of the relationship shall be as follows:
THIS AMENDMENT TO AGREEMENTAgreement • March 20th, 2008 • Blink Logic Inc. • Services-prepackaged software
CONSULTING AGREEMENTConsulting Agreement • March 31st, 2005 • Datajungle Software Inc • Services-prepackaged software • Georgia
This Consulting Agreement (the "Agreement"), effective as of November 22 , 2004 is entered into by and between DataJungle Software Inc. (herein referred to as the "Company") and Insight Corporation (herein referred to as the "Consultant").
SETTLEMENT AGREEMENT THIS AGREEMENT dated the 10th day of September, 2007.Settlement Agreement • November 9th, 2007 • Blink Logic, Inc. • Services-prepackaged software • Ontario
DATAJUNGLE SOFTWARE INC., a corporation incorporated under the laws of the State of Nevada, in the United States of America (hereinafter referred to as "DataJungle Software")
COMMON STOCK PURCHASE WARRANT BLINK LOGIC INC.Security Agreement • April 16th, 2009 • Blink Logic Inc. • Services-prepackaged software • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _________ (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 December 31, 2013 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Blink Logic Inc., a Nevada corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of 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).
CONSULTING AGREEMENTConsulting Agreement • August 14th, 2007 • Datajungle Software Inc • Services-prepackaged software • Ontario
THIS AGREEMENT witnesses that the parties have agreed that the terms and conditions of the relationship shall be as follows:
CONSULTING AGREEMENTConsulting Agreement • April 17th, 2007 • Datajungle Software Inc • Services-prepackaged software • Nevada
This Consulting Agreement (the "Agreement"), effective as of January 10, 2007 is entered into by and between DataJungle Software Inc. (herein referred to as the "Company") and Three Rivers Consulting, L.L.C. (herein referred to as the "Consultant").
EXHIBIT I PLAN OF MERGERMerger Agreement • November 21st, 2002 • Quad Metals Corp/Wa • Mining & quarrying of nonmetallic minerals (no fuels) • Nevada
This Plan of Merger is made and entered into this ____ day of __________, 2002, by and between Quad Metals Corporation, a Washington corporation ("Quad Washington"), and Quad Metals Corporation, a Nevada corporation ("Quad Nevada" or the "Surviving Corporation").
INDEPENDENT CONSULTING AGREEMENTIndependent Consulting Agreement • March 20th, 2008 • Blink Logic Inc. • Services-prepackaged software • Oregon
This Independent Consulting Agreement (“Agreement”), effective as of the 14th day of March, 2008 (“Effective Date”) is entered into by and between BLINK LOGIC INC., a Nevada corporation (herein referred to as the “Company”) and SALZWEDEL FINANCIAL COMMUNICATIONS, INC., an Oregon corporation (herein referred to as the “Consultant”).
AMENDMENT AGREEMENTAmendment Agreement • August 18th, 2009 • Blink Logic Inc. • Services-prepackaged software • New York
THIS AMENDMENT AGREEMENT (this “Agreement”), dated as of July 2, 2009 is entered into by and between Blink Logic Inc., a Nevada corporation (the “Company”) and Dean Delis (the “Holder”). Capitalized items not defined in this Agreement shall have the meaning defined in the Note.
BLINK LOGIC INC. San Rafael, CA 94901Securities Purchase Agreement • May 20th, 2009 • Blink Logic Inc. • Services-prepackaged software
Reference is made to the Securities Purchase Agreement by and among Blink Logic Inc. (the “Company”) and Enable Growth Partners LP (the “Holder”), dated October 31, 2008 (the “Agreement”), and the Original Issue Discount Senior Secured Convertible Debentures, having an issue date of October 31, 2008 (the “Debentures”), that were issued to you pursuant to the Agreement. Any defined terms used herein and otherwise undefined shall have the same meaning ascribed to such terms in the Agreement. The Company hereby seeks to obtain your consent to amend the terms of the Debentures (this “Amendment”) as follows:
THIS AMENDMENT TO CONSULTING AGREEMENTConsulting Agreement • August 14th, 2007 • Datajungle Software Inc • Services-prepackaged software
INTER-CREDITOR AGREEMENTInter-Creditor Agreement • August 1st, 2008 • Blink Logic Inc. • Services-prepackaged software • New York
THIS INTER-CREDITOR AGREEMENT (this “Agreement”) is made and effective as of July 28, 2008, by and between (i) the holders of the Original Issue Discount Senior Secured Convertible Debentures of Blink Logic Inc., a Nevada corporation (f/k/a Datajungle Software Inc., a Nevada corporation) (the “Company”) due September 28, 2009 (the “September Creditors”), (ii) the holder of the Company’s Original Issue Discount Senior Secured Convertible Debentures due June 12, 2010 (the “June Creditor” and collectively with the September Creditors, the “Existing Creditors”) and (iii) the New Creditors (as defined below) (the Existing Creditors and the New Creditors are collectively referred to as the “Creditors”).
DEBENTURE PURCHASE AGREEMENTDebenture Purchase Agreement • June 24th, 2009 • Blink Logic Inc. • Services-prepackaged software • New York
This Debenture Purchase Agreement (this “Agreement”), dated as of June __, 2009, is made by and between Blink Logic Inc., a Nevada corporation (the “Company”), and the Purchasers signatory hereto (collectively, the “Purchasers”).
DATAJUNGLE SOFTWARE INC. CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • April 17th, 2007 • Datajungle Software Inc • Services-prepackaged software
For value received, DataJungle Software Inc. (hereinafter referred to as the “Borrower”) promises to pay to the order of _______________ (hereinafter referred to as the “Lender”) in the City of Atlanta, Georgia or at such other place as the Holder hereof may, from time to time designated in writing, the sum of $___________ USD (collectively the “Loan”) made by the Lender to the Borrower, in legal and lawful money of the United States of America, with interest on the principal outstanding from time to time until paid, both before and after maturity, at the rate of ten percent (10%) per annum.
ContractConsulting Agreement • April 17th, 2007 • Datajungle Software Inc • Services-prepackaged software
CONSULTING AGREEMENT This Consulting Agreement (the "Agreement"), effective as of this 8th day of February, 2007 (the "Effective Date") is entered into by and between, New Castle Consulting, LLC (herein referred to as the "Consultant") and Data Jungle Software Inc (herein referred to as the "Company"). RECITALS WHEREAS, Company desires to engage the services of Consultant to consult, assist and advise the Company in identifying investor relations and/or public relations and/or market relations organizations to be utilized by the Company and assisting the Company with such investor relations and/or public relations and/or market relations organizations which are engaged by the Company; NOW THEREFORE, in consideration of the promises and the mutual covenants and agreements hereinafter set forth, the parties hereto covenant and agree as follows: 1. Term of Consultancy. Company hereby agrees to retain the Consultant to act in a consulting capacity to the Company, and the Co
SERVICE AGREEMENTService Agreement • April 17th, 2007 • Datajungle Software Inc • Services-prepackaged software • Florida
THIS AGREEMENT (the “Agreement”) is made and entered into this 12th day of December, 2006, by and between ELITE FINANCIAL COMMUNICATIONS GROUP, LLC, located at 605 Crescent Executive Court, Suite 124, Lake Mary, Florida 32746, (hereinafter referred to as “ELITE”) and DATAJUNGLE SOFTWARE INC., located at 1 Hines Road, Suite 202, Ottawa, Ontario, Canada K2K 3C7, (hereinafter referred to as the “Company”).
DATAJUNGLE LTD. CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • April 17th, 2007 • Datajungle Software Inc • Services-prepackaged software
For value received, DataJungle Ltd. (hereinafter referred to as the “Borrower”) promises to pay to the order of Capital House Corporation (hereinafter referred to as the “Lender”) in the City of Ottawa, Ontario or at such other place as the Holder hereof may, from time to time designated in writing, the sum of $________ CAD (collectively the “Loan”) made by the Lender to the Borrower, in legal and lawful money of Canada, with interest on the principal outstanding from time to time until paid, both before and after maturity, at the rate of ten percent (10%) per annum.
THIS AMENDMENT TO PROMISSORY NOTESPromissory Note Amendment • April 17th, 2007 • Datajungle Software Inc • Services-prepackaged software
AMENDMENT AGREEMENTAmendment Agreement • June 24th, 2009 • Blink Logic Inc. • Services-prepackaged software • New York
THIS AMENDMENT AGREEMENT (this “Agreement”), dated as of June ___, 2009 is entered into by and between Blink Logic Inc., a Nevada corporation (the “Company”) and each of the purchasers holders identified on the signature pages hereof (the “Purchasers”). Capitalized terms used herein, but not otherwise defined, shall have the meanings ascribed to such terms in the Purchase Agreements (each as defined below).
