ContractWarrant Agreement • July 17th, 2014 • 3D Total Solutions Inc. • Connecticut
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 17th, 2014 • 3D Total Solutions Inc. • Connecticut
This Stock Purchase Agreement (“Agreement”) is effective as of September 30, 2013, by and among, 3D Total Solutions Inc. (collectively referred to as the “Company) and New Skyline Partners, LLC (the “Purchaser”).
AGREEMENTEmployment Agreement • July 17th, 2014 • 3D Total Solutions Inc. • Connecticut
AGREEMENT made and entered into as of the 1st day of November, 2013, (the “Agreement”) by and between 3D Total Solutions Inc., (the “Company”) and David Hostelley (“CFO”).
ContractPrivate Placement Subscription Agreement • July 17th, 2014 • 3D Total Solutions Inc. • Connecticut
NONE OF THE SECURITIES TO WHICH THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE “SUBSCRIPTION AGREEMENT”) RELATES HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO U.S. PERSONS (AS DEFINED HEREIN) EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE WITH THE 1933 ACT.
EMPLOYMENT AGREEMENTEmployment Agreement • July 17th, 2014 • 3D Total Solutions Inc. • Connecticut
This Agreement (this “Agreement”), dated as of October 22, 2013 (sometimes the “Effective Date”), by and between 3D Total Solutions, Inc., a Delaware corporation with principal executive offices at 75 Danbury Road, Ridgefield, Connecticut 06877, (the “Company”), and James Endee, residing at 38 Ridgecrest Drive, Ridgefield, Connecticut 06877 (the “Executive”)
AGREEMENTAdvisor Agreement • July 17th, 2014 • 3D Total Solutions Inc.
This is a Agreement (the “Agreement”) by and between 3D Total Solutions Inc. (the “Company”), a Delaware corporation, and Dr. Thomas Barbaro (the “Advisor”) dated as of May 19, 2014.
ASSIGNMENT AGREEMENTIp Transfer Agreement • July 17th, 2014 • 3D Total Solutions Inc.
For value received as set forth below, I, Ellen S. Ross, of Westchester County, State of New York, do hereby sell, assign and transfer to 3D Total Solutions, Inc. (the “Company”), located at 75 Danbury Road, Suite 108, Ridgefield, Connecticut 06877, and its successors, assigns and legal representatives, my entire right, title and interest, if any, for the United States of America, in and to certain inventions related to Methods of Playing Games Using the Internet and a 3D Printer described in Provisional Patent Application No. 61/868,199, filed on August 21, 2013, and my entire rights and privileges, if any, in said application and under any and all Letters Patent that may be granted in the United States for said inventions; and I also hereby sell, assign and transfer, to the Company and its successors, assigns and legal representatives, my entire right, title and interest, if any, in and to said inventions for all countries foreign to the United States, including any rights of priorit
