SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE DECEMBER 20, 2018Convertible Security Agreement • April 24th, 2018 • Black Cactus Global, Inc. • Services-nursing & personal care facilities • New York
THIS SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued Senior Secured Convertible Promissory Notes of Black Cactus Global, Inc., a Florida corporation, f/k/a Envoy Group Corp. (the “Company”), having its principal place of business at 8275 S. Eastern Avenue, Suite 200, Las Vegas, NV 89123, designated as its Senior Secured Convertible Promissory Note due December 20, 2018 (this “Note”, or the “Note” and collectively with the other Notes of such series, the “Notes”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 24th, 2018 • Black Cactus Global, Inc. • Services-nursing & personal care facilities
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April 11, 2018, and effective as of April 5, 2018, between Black Cactus Global, Inc., a Florida corporation/ f/k/a Envoy Group Corp., a Florida corporation (the “Company”), and the purchaser signatory hereto (the “Purchaser”).
AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 24th, 2018 • Black Cactus Global, Inc. • Services-nursing & personal care facilities • New York
This AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) dated as of April 11, 2018, and effective as of April 5, 2018 (the “Effective Date”) is entered into by Black Cactus Global, Inc., a Florida corporation/ f/k/a Envoy Group Corp., a Florida corporation (the “Company”), and Bellridge Capital, L.P., or its assigns (“Bellridge”).
SECURITIES PURCHASE AGREEMENT BY AND AMONG BLACK CACTUS GLOBAL, INC. AND THE PURCHASERS PARTY HERETOSecurities Purchase Agreement • April 24th, 2018 • Black Cactus Global, Inc. • Services-nursing & personal care facilities • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is entered into as of April 5, 2018, by and among Black Cactus Global, Inc., a Florida corporation (the “Company”) and the purchasers identified on Exhibit A on the date hereof (which purchasers are hereinafter collectively referred to as the “Purchasers” and each individually as, a “Purchaser”).
AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 24th, 2018 • Black Cactus Global, Inc. • Services-nursing & personal care facilities • New York
This AMENDMENT TO REGISTRATION AGREEMENT (this “Amendment”) dated as of April 11, 2018, and effective as of November 27, 2017 (the “Effective Date”) is entered into by Black Cactus Global, Inc., a Florida corporation/ f/k/a Envoy Group Corp., a Florida corporation (the “Company”), and Bellridge Capital, L.P., or its assigns (“Bellridge”).
BLACK CACTUS GLOBAL, INC. Financial Advisor Warrant To Purchase Common StockSecurity Agreement • April 24th, 2018 • Black Cactus Global, Inc. • Services-nursing & personal care facilities • New York
Black Cactus Global, Inc., a corporation organized under the laws of the State of Nevada (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, AEGIS CAPITAL CORP, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined in Section 1(b)) then in effect, at any time or times on or after the date hereof (the “Initial Exercisability Date”), but not after 11:59 p.m., New York time, on the Expiration Date, up to such number of fully paid and nonassessable Common Stock (as defined below) equal to 560,717, subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to purchase Common Stock (including any warrants to purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall
BLACK CACTUS GLOBAL, INC. Warrant to Purchase Common StockWarrant • April 24th, 2018 • Black Cactus Global, Inc. • Services-nursing & personal care facilities • New York
Black Cactus Global, Inc. (f/k/a “Envoy Group Corp.), a corporation organized under the laws of the State of Florida (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Bellridge Capital, L.P., the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined in Section 1(b)) then in effect, at any time or times on or after the date hereof (the “Initial Exercisability Date”), but not after 11:59 p.m., New York time, on the Expiration Date, up to such number of fully paid and nonassessable Common Stock (as defined below) equal to 28,339,000, subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to purchase Common Stock (including any warrants to purchase Common Stock issued in exchange, transfer or replac
