NYIAX, Inc. INDEMNITY AGREEMENTIndemnity Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • Delaware
This Indemnity Agreement, effective as of______________, is made by and between NYIAX, Inc., a Delaware corporation with executive offices located at 244 5th Avenue, STE 2669, NYC, NY 10001 (the “Company”), and ______________________ residing at _______________(the “Indemnitee”)
SUBSCRIPTION AGREEMENTSubscription Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
This SUBSCRIPTION AGREEMENT (“Subscription Agreement”) made as of this ____ day of ________________, by and between NYIAX, Inc., a Delaware corporation (the “Company”), and the undersigned (the “Subscriber”).
SETTLEMENT AGREEMENT AND GENERAL RELEASESettlement Agreement and General Release • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
This Settlement Agreement and General Release (the “Settlement Agreement”) is made by and between Graham M. Mosley, on behalf of himself, his agents, assignees, successors, heirs, executors, administrators, beneficiaries, trustees and power of attorney (collectively, “Mosley”), and NYIAX, Inc., including on behalf of founders Carolina Abenante and Marc Grinbaum, its current and former officers, directors, affiliates, subsidiaries, insurers, successors and assigns (individually and collectively “NYIAX”). Mosley and NYIAX shall be collectively referred to herein as the “Parties.”
Agreement Appointing Joseph G. Passaic, Jr., Corporate Secretary of NYIAX, Inc.Nyiax, Inc. • June 1st, 2022 • Services-computer processing & data preparation • New York
In accordance with the terms below, this is to confirm our agreement with and the appointment of Joseph G. Passaic, Jr., to serve as corporate secretary and officer (the “Secretary”) of NYIAX, Inc., a Delaware corporation, (the “Company”) effective May 17, 2022.
NYIAX, INC. STOCK OPTION AGREEMENTEquity Incentive Plan • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • Delaware
Unless otherwise defined herein, the terms defined in the NYIAX, Inc. 2021 Equity Incentive Plan (as amended from time to time, the “Plan”) shall have the same defined meanings in this Stock Option Agreement (this “Option Agreement”).
SECURITIES PURCHASE AGREEMENTSecurity Purchase Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
This SECURITY PURCHASE AGREEMENT (this “Security Purchase Agreement” or this “Agreement”) made as of this day of February 22, 2021, by and between NYIAX, corporation (the “Company”), and the undersigned (the “Purchaser”) (The Company and Purchaser being collectively referred to herein as the “Parties,” and each a “Party”).
MASTER SERVICES AGREEMENTMaster Services Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
This Master Services Agreement (the “Agreement”), dated as of_________________________________ (the “Effective Date”) is by and between NYIAX, Inc. (“NYIAX”, “We” or “Us”) and the person or entity set forth in the signature page hereto (“Company” or “You”). NYIAX and Company may be referred to herein together as the “Parties”, or individually as a “Party.”
NYIAX EMPLOYMENT AGREEMENTNyiax Employment Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • York
This EMPLOYMENT AGREEMENT (this “Agreement”), entered into May 26, 2022 and effective as of May 26, 2022 (“Effective Date”) by and between NYIAX, Inc, a Delaware company (the “Company”) with offices at 180 Maidens Lane New York City, New York 10005, and Christopher Hogan. (the “Executive”). The Company and the Executive are individually referred to herein as a “Party” and collectively as the “Parties.”
FORM OF STOCK OPTION AWARD AGREEMENT NYIAX, INC. STOCK OPTION AWARD AGREEMENTForm of Stock Option Award Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
Exercise/Vesting Schedule (2): 113,578 options shall vest in equal amounts on a monthly basis of 1/36 per month from date of Grant (October 14 2016) and shall be fully vested and exercisable by October 14, 2019.
SECURITIES PURCHASE AGREEMENTSecurity Purchase Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
This SECURITY PURCHASE AGREEMENT (this “Security Purchase Agreement” or this “Agreement”) made as of this day of April ___, 2020, by and between NYIAX, corporation (the “Company”), and the undersigned (the “Purchaser”) (The Company and Purchaser being collectively referred to herein as the “Parties,” and each a “Party”).
ADVISOR AGREEMENT AND GENERAL RELEASEAdvisor Agreement and General Release • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
THIS AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made by and between Mark Grinbaum, on behalf of himself, his agents, assignees, successors, heirs, executors, administrators, beneficiaries, trustees and power of attorney (collectively, “Grinbaum”), and NYIAX, Inc., its current and former officers, directors, affiliates, subsidiaries, insurers, successors and assigns (individually and collectively “NYIAX”). Grinbaum and NYIAX shall be collectively referred to herein as the “Parties.”
FORM OF STOCK OPTION AWARD AGREEMENT NYIAX, INC. STOCK OPTION AWARD AGREEMENT 2016 EQUITY INCENTIVE PLANForm of Stock Option Award Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
EMPLOYMENT AGREEMENT AND GENERAL RELEASEEmployment Agreement and General Release • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
THIS AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made by and between Carolina Abenante, on behalf of herself, her agents, assignees, successors, heirs, executors, administrators, beneficiaries, trustees and power of attorney (collectively, “Executive”), and NYIAX, Inc., its current and former officers, directors, affiliates, subsidiaries, insurers, successors and assigns (individually and collectively “NYIAX”). Executive and NYIAX shall be collectively referred to herein as the “Parties.”
SECURITIES PURCHASE AGREEMENTSecurity Purchase Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
This SECURITY PURCHASE AGREEMENT (this “Security Purchase Agreement” or this “Agreement”) made as of this day of [_____________, 2021], by and between NYIAX, Delaware corporation (the “Company” or “NYIAX”), and the undersigned (the “Purchaser”) (The Company and Purchaser being collectively referred to herein as the “Parties,” and each a “Party”).
AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
THIS AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (the “Agreement”) is made as of August, 24 2016 by and among (i) the Founding Shareholders (as defined on Schedule I), (ii) the Initial Shareholders (as defined on Schedule I), (iii) those persons listed on Exhibit A and such other persons who in the future become parties pursuant to the terms hereof (collectively, the “Shareholders”; individually, a “Shareholder”) and (iv) NYIAX, Inc., a Delaware corporation (the “Company”), with reference to the following facts:
FORM OF STOCK OPTION AWARD AGREEMENT NYIAX, INC. STOCK OPTION AWARD AGREEMENT 2017 EQUITY INCENTIVE PLANForm of Stock Option Award Agreement • June 1st, 2022 • Nyiax, Inc. • Services-computer processing & data preparation • New York
Exercise/Vesting Schedule (2): [_(_______) shall fully vest and become exercisable on ______, __ 201() and an additional (_____) shall fully vest and become exercisable on _____, _ 202()]
