THE ISSUE PRICE OF THIS NOTE IS $400,000.00 (THE “ISSUE PRICE”). THE ISSUE DATE OF THIS NOTE IS JUNE 30, 2014.The Issue Price • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
FOR VALUE RECEIVED, Helpful Alliance Company Inc., a Florida Corporation (“Borrower”) hereby promises to pay to Zimas LLC, a Florida Limited Liability Company the registered holder (“Holder”) of this Secured Promissory Note (this “Note”), the principal sum of Four Hundred Thousand 00/100 U.S. Dollars (“Principal Amount”) on the Maturity Date as defined above in accordance with the Loan Agreement between the Borrower and the Holder dated June 1, 2014 (“Loan Agreement”), and to pay interest on the principal sum outstanding Principal Amount at the rate of 8.0% per year (computed on the basis of the actual number of days elapsed under the Loan and a year of 360 days) accruing on quarterly basis starting from June 30, 2014, the date of initial issuance of this Note (the “Issue Date”), until payment in full of the Principal Amount has been made or duly provided for under Section 3.15 and Section 3.16 of the Loan Agreement (whether before or after the Maturity Date).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
THIS LOAN AND SECURITY AGREEMENT, dated as of June 1, 2014 is entered into by and between MARUSYA PRO LLC, a Florida Limited Liability Company with principle address at ___________________________________________ (the “Lender”), and HELPFUL ALLIANCE COMPANY a Florida corporation with principal address 700 West Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33312 (the “Borrower”).
INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENTIntellectual Property Assignment Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders
THIS INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT (this “ Agreement” i s made and entered into effect as of May 20, 2012 (the “Effective Date”), by and between Helpful Technologies Inc., a Florida corporation (“Assignor”), and Helpful Alliance Company, a Florida corporation (“ Assignee ”).
SIMPLE LOAN AGREEMENTSimple Loan Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Simple Loan Agreement (this “Agreement”’) dated as of July 7, 2015 (the “Effective Date”) is made into effect by HELPFUL TECHNOLOGIES INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (“Borrower”) and HELPFUL ALLIANCE COMPANY INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
THE ISSUE PRICE OF THIS NOTE IS $400,000.00 (THE “ISSUE PRICE”). THE ISSUE DATE OF THIS NOTE IS FEBRUARY 21, 2013.The Issue Price • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Note is being issued pursuant to the terms of the Loan Agreement, to which the Borrower and the Holder are participating parties. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Loan Agreement.
AMENDMENT NO. 1 TO SIMPLE LOAN AGREEMENTSimple Loan Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Amendment No. 1 to Simple Loan Agreement (this “Amendment”), dated as of December 14, 2015, among HELPFUL TECHNOLOGIES, INC., a Florida corporation (the “Borrower”), and HELPFUL ALLIANCE COMPANY, a Florida corporation (the “Lender”).
SIMPLE LOAN AGREEMENTSimple Loan Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Simple Loan Agreement (this “Agreement”’) dated as of September 1, 2014 (the “Effective Date”) is made into effect by HELPFUL TECHNOLOGIES INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (“Borrower”) and HELPFUL ALLIANCE COMPANY INC., a Florida Corporation with registered address at 700 W Hillsboro Blvd., Suite 1-100, Deerfield Beach, FL 33441 (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
Sublease AgreementSublease Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders
This Sublease Agreement is made between Helpful Technologies, Inc., a Florida corporation (the “Sublandord,”) and Helpful Alliance Company, a Florida Corporation (the “Subtenant/1) together referred to as the “Parties.”
LOAN EXTENSION AGREEMENTLoan Extension Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders
THIS LOAN EXTENSION AGREEMENT, dated as of October 1, 2015 (“Effective Date”) is entered into by and between HELPFUL CAPITAL GROUP LLC, a Florida Limited Liability Company with principal business address at 700 W. Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441 (the “Assignor”) HELPFUL ALLIANCE COMPANY, a Florida Corporation with principal business address at 700 W. Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441 (“Lender” or “Assignee”) and ABRATENKO LABS LLC, a Florida Limited Liability Company (“Borrower”) a separate existence of which has ceased to exist upon completion of merger into FUEL COMBUSTION TECHNOLOGIES INC. with principal business address at 700 W. Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441 (the “Surviving Corporation”).
PATENT ASSIGNMENT AGREEMENTPatent Assignment Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
THIS PATENT ASSIGNMENT AGREEMENT (this “Agreement”) is entered into on March 18, 2014 by and between HELPFUL ALLIANCE COMPANY INC. (hereinafter referred to as the “Assignor”), a Florida Corporation having a principal address at 3732 SW 30th Ave, Ste. 202, Fort Lauderdale, and
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Loan and Security Agreement (this “Agreement”) dated as of January 31, 2013 (“Effective Date”) is made into effect by HELPFUL ALLIANCE COMPANY, a Florida Corporation having a registered address at 150 SE 2nd Avenue, Suite 1010, Miami, FL 33131 (“Borrower”) and Mr. Dmitry G. Andrienko, a Citizen of Russian Federation having an address at ___9 Parkovay Str., 41 A, apt. 18, Moscow, RF____ (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
AMENDMENT NO. 1 TO LOAN EXTENSION AGREEMENTLoan Extension Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Amendment No. 1 to Loan Extension Agreement (this “Amendment”), dated as of December 14, 2015, among FUEL COMBUSTION TECHNOLOGIES, INC., a Florida corporation (the “Borrower”), and HELPFUL ALLIANCE COMPANY, a Florida corporation (the “Lender”).
TECHNOLOGY ASSIGNMENT AGREEMENTTechnology Assignment Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders
Helpful Alliance Company, a corporation duly established under the laws of the State of Florida, with its principal address at 700 W Hillsboro Blvd, Ste 1-100, Deerfield Beach, FL 33441, (“Assignee”), and
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Loan and Security Agreement (this “Agreement”) dated as of March 31, 2013 (the “Effective Date”) is made into effect by HELPFUL ALLIANCE COMPANY, a Florida Corporation having a registered address at 150 SE 2nd Avenue, Suite 1010, Miami, Florida 33131 (“Borrower”) and ZIMAS LLC, a Florida Limited Liability Company having an address at 18911 Collins Avenue, Unit 2701, Sunny Isles Beach, Florida 33160 (together with its successors and assigns, the “Lender”), collectively herein referred to as the “Parties”.
LIMITED LIABILITY COMPANY OPERATNG AGREEMENTLimited Liability Company Operatng Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Virginia
This Limited Liability Company Operating Agreement of Seasons Creek Development LLC, a Virginia limited liability company (the “Company”), is entered into as of December 10, 2015, by and among the Company, the Initial Members executing this Agreement as of the date hereof and each other Person who after the date hereof becomes a Member of the Company and becomes a party to this Agreement by executing a Joinder Agreement.
WARRANT PURCHASE AGREEMENTWarrant Purchase Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
THIS WARRANT PURCHASE AGREEMENT (this “Agreement”) dated as of April 10, 2015 (“Effective Date”) by and between Helpful Alliance Company with principal address as 700 West Hillsboro Blvd, Suite 1-100, Deerfield Beach, FL 33441, a Florida corporation (the “Company”), and AssetsTZ Holdings LLC 3900 Hollywood Blvd, Suite 103, Hollywood, FL 33021 (“Investor”).
AMENDMENT NO. 1 TO LOAN AGREEMENTLoan Agreement • January 11th, 2016 • Helpful Alliance Co • Operative builders • Florida
This Amendment No. 1 to Loan Agreement (this “Amendment”), dated as of December 14, 2015, among HELPFUL TECHNOLOGIES, INC., a Florida corporation (the “Borrower”), and HELPFUL ALLIANCE COMPANY, a Florida corporation (the “Lender”).
