SECURITIES EXCHANGE AND SERIES A PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock • July 31st, 2017 • Freeze Tag, Inc. • Services-prepackaged software • California
This Securities Exchange and Series A Preferred Stock Purchase Agreement (this “Agreement”) is made and entered into effective as of the 25th day of July, 2017 (the “Effective Date”) by and between Freeze Tag, Inc., a Delaware corporation (the “Company”), and Accredited Investor #3, a Nevada limited liability company (the “Holder”). The Company and Holder shall each be referred to as a “Party” and collectively as the “Parties.”
AMENDMENT NO. 2 TO PROMISSORY NOTEPromissory Note • July 31st, 2017 • Freeze Tag, Inc. • Services-prepackaged software
This Amendment No. 2 (“Amendment No. 2”) is made this 25th day of July, 2017, by and between Freeze Tag, Inc., a Delaware corporation (the “Borrower”), and on the one hand; and Craig Holland, an individual (the “Lender”), on the other hand, to amend the terms of that certain Convertible Promissory Note dated December 31, 2013, as amended on October 15, 2015 (the “October Amendment”) and as extended by agreement dated December 31, 2016, and entered into by and between the parties (the “Note”). Borrower and Lender shall be referred to herein as a “Party” and collectively as the “Parties”. In the event the terms of the Note, the October Amendment, and this Amendment No. 2 conflict, the terms of this Amendment No. 2 control. Any defined terms herein that are not defined herein have the meaning set forth in the Note.
SECURITIES EXCHANGE AND SERIES A PREFERRED STOCK PURCHASE AGREEMENTSecurities Exchange and Series a Preferred Stock • July 31st, 2017 • Freeze Tag, Inc. • Services-prepackaged software • California
This Securities Exchange and Series A Preferred Stock Purchase Agreement (this “Agreement”) is made and entered into effective as of the 25th day of July 2017 (the “Effective Date”) by and between Freeze Tag, Inc., a Delaware corporation (the “Company”), and Accredited Investor #1 /Accredited Investor #2, a Nevada corporation (the “Holder”). The Company and Holder shall each be referred to as a “Party” and collectively as the “Parties.”
AMENDMENT NO. 1 TO PROMISSORY NOTEPromissory Note • July 31st, 2017 • Freeze Tag, Inc. • Services-prepackaged software
This Amendment No. 1 (“Amendment No. 1”) is made this 25th day of July, 2017, by and between Freeze Tag, Inc., a Delaware corporation (the “Borrower”), and on the one hand; and [Lender], an individual (the “Lender”), on the other hand, to amend the terms of that certain Convertible Promissory Note dated December 31, 2013, as extended by agreement dated December 31, 2016, and entered into by and between the parties (the “Note”). Borrower and Lender shall be referred to herein as a “Party” and collectively as the “Parties”. In the event the terms of the Note and this Amendment No. 1 conflict, the terms of this Amendment No. 1 control. Any defined terms herein that are not defined herein have the meaning set forth in the Note.
SECURITIES EXCHANGE AND COMMON STOCK PURCHASE AGREEMENTSecurities Exchange and Common Stock • July 31st, 2017 • Freeze Tag, Inc. • Services-prepackaged software • California
This Securities Exchange and Common Stock Purchase Agreement (this “Agreement”) is made and entered into effective as of the 25th day of July, 2017 (the “Effective Date”) by and between Freeze Tag, Inc., a Delaware corporation (the “Company”), and [Holder], an individual (the “Holder”). The Company and Holder shall each be referred to as a “Party” and collectively as the “Parties.”
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 31st, 2017 • Freeze Tag, Inc. • Services-prepackaged software • California
This Agreement and Plan of Merger (the “Agreement”) is made and entered into as of July 26, 2017 among Munzee, Inc., a Delaware corporation, which has a mailing address at 1720 Bray Central Drive, McKinney, Texas 75069 (“Munzee” or the “Seller”), the owners of all of Munzee’s common stock listed on Exhibit A (collectively, the “Munzee Owners”), and Freeze Tag, Inc., a Delaware corporation (the “Buyer” or “Company”). Each of Seller, the Munzee Owners, and Buyer are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
