Omagine, Inc. Sample Contracts

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 5th, 2018 • Omagine, Inc. • Real estate • Arizona

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 2, 2018, by and between OMAGINE, INC., a Delaware corporation, with headquarters located at 136 Madison Avenue, 5th Floor, New York, NY 10016 (the “Company”), and EINSTEIN INVESTMENTS LLC, an Arizona limited liability company, with its address at 2415 E Camelback Rd., Suite 700, Phoenix, AZ 85016 (the “Buyer”). The Company and the Buyer are sometimes referred to herein individually as a “party’ and collectively as the “parties”.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 5th, 2018 • Omagine, Inc. • Real estate • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 29, 2017, by and between Omagine, Inc., a Delaware corporation, with headquarters located at 136 Madison Avenue, 5th Floor, New York, NY 10016, (the “Company”), and ADAR BAYS, LLC, a Florida limited liability company, with its address at 3411 Indian Creek Drive, Suite 403, Miami Beach, FL 33140 (the “Buyer”).

EXHIBIT A
Agreement and Plan of Merger • January 27th, 1997 • Alfa International Corp • Non-operating establishments • New York
ARTICLE 1.
Security Agreement • December 9th, 2005 • Alfa International Holdings Corp. • Non-operating establishments • New Jersey
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 18th, 2017 • Omagine, Inc. • Real estate • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 28, 2017, is entered into by and between OMAGINE, INC., a Delaware corporation (the “Company”), and EMA Financial, LLC, a Delaware limited liability company (the “Purchaser”). The Company and the Purchaser are sometimes referred to herein individually as a “party’ and collectively as the “parties”.

E-24
Consulting Agreement • April 15th, 2002 • Alfa International Corp • Non-operating establishments • New York
WITNESSETH
Securities Purchase Agreement • December 9th, 2005 • Alfa International Holdings Corp. • Non-operating establishments • New Jersey
CONSULTING AGREEMENT This consulting agreement (the "Agreement") is entered into as of the 19th day of March 2007 by Alfa International Holdings Corp., a corporation organized under the laws of the State of Delaware ("Alfa") which maintains its...
Consulting Agreement • April 17th, 2007 • Alfa International Holdings Corp. • Non-operating establishments • New York

This consulting agreement (the "Agreement") is entered into as of the 19th day of March 2007 by Alfa International Holdings Corp., a corporation organized under the laws of the State of Delaware ("Alfa") which maintains its corporate office at 350 Fifth Avenue, New York, NY 10018 and Sam Hamdan, an individual ("Hamdan"), whose address is 555 South Old Woodward Ave., Birmingham, MI 48009-6679. Alfa and Hamdan are sometimes referred to herein individually as a "Party" or collectively as the "Parties".

1 Purchase Agreement") whereby J&P will become a shareholder of the Project Company, and
Agreement • April 17th, 2007 • Alfa International Holdings Corp. • Non-operating establishments
Note Purchase Agreement
Note Purchase Agreement • November 21st, 2016 • Omagine, Inc. • Real estate • Utah

This Note Purchase Agreement (this “Agreement”), dated as of November 14, 2016, is entered into by and between Omagine, Inc., a Delaware corporation (“Company”), and St. George Investments LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • December 8th, 2016 • Omagine, Inc. • Real estate • New York

THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of December 7, 2016 (the “Agreement Date”), by and between OMAGINE, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”), and YA II PN, LTD, a Cayman Islands exempt limited liability company (the “Investor”).

BACKGROUND
Escrow Agreement • December 9th, 2005 • Alfa International Holdings Corp. • Non-operating establishments • New Jersey
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AMENDMENT #6 TO CONVERTIBLE PROMISSORY NOTE
Convertible Promissory Note • November 20th, 2017 • Omagine, Inc. • Real estate

This Amendment #6 to Convertible Promissory Note (this “Amendment”) is entered into as of November 13, 2017, by and between St. George Investments LLC, a Utah limited liability company (“Lender”), and Omagine, Inc., a Delaware corporation (“Borrower”). Capitalized terms used in this Amendment without definition shall have the meanings given to them in the Note (as defined below).

AMENDMENT TO CONVERTIBLE PROMISSORY NOTE
Convertible Promissory Note • November 20th, 2017 • Omagine, Inc. • Real estate

This agreement (the “Amendment Agreement”) is made and entered into as of November 2, 2017 by and between Omagine, Inc., a Delaware corporation (the “Company”) and Jeffrey A. Grossman (the “Lender”). This Amendment Agreement is an amendment to that certain Convertible Promissory Note between the Company and the Lender dated July 3, 2017 (the “Note”). The Note is incorporated into this Amendment Agreement by reference thereto. Capitalized terms used in this Amendment Agreement and not otherwise defined herein shall have the meaning given to them in the Note.

AMENDMENT #2 TO CONVERTIBLE PROMISSORY NOTE
Convertible Promissory Note • August 21st, 2017 • Omagine, Inc. • Real estate

This Amendment #2 to Convertible Promissory Note (this “Amendment”) is entered into as of July 12, 2017, by and between St. George Investments LLC, a Utah limited liability company (“Lender”), and Omagine, Inc., a Delaware corporation (“Borrower”). Capitalized terms used in this Amendment without definition shall have the meanings given to them in the Note (as defined below).

Shareholder Agreement among The Office of Royal Court Affairs and Consolidated Contractors Co. Oman LLC and Consolidated Contractors Company, S.A. and Journey of Light, Inc. and Omagine, Inc. in relation to Omagine LLC April 20, 2011
Subscription Agreement • November 8th, 2011 • Omagine, Inc. • Non-operating establishments

This shareholders’ agreement (“Agreement” or “Shareholder Agreement”) is entered into as of the 20th day of April, 2011 by and among The Office of Royal Court Affairs, an Omani organization (“RCA”), Consolidated Contractors Co. Oman LLC, an Omani limited liability company (“CCC-Oman”), Omagine, Inc., a Delaware USA corporation (“OMAG”), Journey of Light, Inc., a New York USA corporation (“JOL”), and Consolidated Contractors Company, S.A., a Panamanian corporation (“CCC-Panama”).

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • May 21st, 2015 • Omagine, Inc. • Real estate • New York

THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of May 20, 2015 (the “Agreement Date”), by and between OMAGINE, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”), and YA GLOBAL MASTER SPV, LTD., a Cayman Islands exempt limited partnership (the “Investor”).

AMENDMENT AGREEMENT
Amendment Agreement • January 17th, 2012 • Omagine, Inc. • Non-operating establishments

This amendment agreement dated as of December 30, 2011 (the “Amendment Agreement”) is an amendment to that certain consulting agreement (the “March Agreement”) dated March 19, 2007 between Omagine, Inc. a Delaware corporation (the “Company”) and Sam Hamdan, an individual (“Hamdan”).

MEMORANDUM OF UNDERSTANDING Omagine, Inc. Journey of Light, Inc. Consolidated Contractors International Company, S.A. and Omani Union Real Estate Development Company LLC Dated: June 8, 2008
Omagine, Inc. • March 3rd, 2009 • Non-operating establishments

Omagine Inc., a Delaware USA corporation (“OMAG”), Journey of Light, Inc., a New York USA corporation (“JOL”) and Consolidated Contractors International Company, S.A., a Panamanian corporation (“CCIC”) on the one hand,

Subject: Usufruct Agreement for Government Touristic Land No 1, 74SW quarter, Al Seib state
Omagine, Inc. • July 9th, 2015 • Real estate
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