SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 9, 2018, by and between SYLIOS CORP., a Florida corporation, with headquarters located at 501 1st Ave N, Suite 9, St. Petersburg, Florida 33701 (the “Company”), and ARMADA INVESTMENT FUND, LLC, a Delaware limited liability company, with its address at 1826 E. 17th Street #2, Brooklyn, New York 11229 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of the 9th day of January 2019 by and between SYLIOS CORP, a Florida corporation, with headquarters located at 501 1st Ave N., Suite 901 St. 33701 (the “Company”), and DARLING CAPITAL, LLC., a New York Limited Liability Company, with its address at 1578 Union St #1B, Brooklyn, NY 11213(the “Buyer”).
CONVERTIBLE NOTE DUE FEBRUARY 18, 2020Sylios Corp • April 11th, 2019 • Crude petroleum & natural gas • Nevada
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of Sylios Corp, a Florida corporation, (the “Borrower”), due February 18, 2020 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
COMMON STOCK PURCHASE WARRANT SYLIOS CORP.Sylios Corp • April 11th, 2019 • Crude petroleum & natural gas
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received Armada Investment Fund, LLC or its registered assigns (the “Holder”), with an address at: 7703 Springfield Lake Drive, Lake Worth, FL 33467, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sylios Corp., a Florida corporation (the “Company”), up to 82,500 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 9, 2018, by and among Sylios Corp, a Florida corporation (the “Company”), and the investors listed on the Schedule of Purchasers attached hereto (each, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT SYLIOS CORPSylios Corp • April 11th, 2019 • Crude petroleum & natural gas
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ARMADA INVESTMENT FUND LLC, a Delaware limited liability company, or its registered assigns (the “Holder”), with an address at: 7703 Springfield Lake Drive, Lake Worth, Florida 33467 (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from SYLIOS CORP, a Florida corporation, with headquarters located at: 501 1st Ave N., Suite 901, St. Petersburg, Florida 33701 (the “Company”), up to 26,250 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of February 18, 2019, between Sylios Corp., a Florida corporation and its predecessors (the “Company”), and each purchaser identified on Schedule I and in accordance with the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • Florida
This Indemnification Agreement (this “Agreement”), dated as of April 1, 2018, is made by and between Sylios Corp, a Florida corporation (the “Company”), and the undersigned, who is either a director or an officer (or both) of the Company (the “Indemnitee”), with this Agreement to be deemed effective as of the date that the Indemnitee first assumed either such capacity at the Company.
US Natural Gas Corp Board of Directors Services AgreementBoard of Directors Services Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • Florida
This Board of Directors Services Agreement (the “Agreement”), dated January 5, 2011, is entered into between US Natural Gas Corp, a Florida corporation (“the Company), and Jimmy Wayne Anderson, an individual with a principal place of residence in St. Petersburg, FL (“Director”).
SYLIOS CORP EMPLOYMENT AGREEMENTEmployment Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • Florida
EMPLOYMENT AGREEMENT dated as of April 1, 2018 (this “Agreement”), by and between WAYNE ANDERSON (the “Executive”), and SYLIOS CORP, a Florida Corporation with its principal offices located at 244 2nd Ave N. N., Suite 9, St. Petersburg, FL 33701 (the “Company”).
AMENDMENT TO SECURITIESSecurities Purchase Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas
AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 20, 2010, by and among E 2 INVESTMENTS, LLC (“E 2”), a Florida Limited Liability Company, the (“Buyer”) and HARLIS TRUST, a REVOCABLE TRUST, the (“Seller”).
LENDER ACQUISITION AGREEMENTLender Acquisition Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • Georgia
THIS LENDER ACQUISITION AGREEMENT (this “Agreement”) is made and entered into as of the 4th day of September, 2009, by and among Adventure Energy, Inc. (“Adventure”) and SLMI Holdings , LLC (“Owner”); Owner is the sole member and sole owner of SLMI Options, LLC (“Lender”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • Florida
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of November 10, 2009, by and among E 2 INVESTMENTS, LLC (“E 2”), a Florida Limited Liability Company, the (“Buyer”) and HARLIS TRUST, a REVOCABLE TRUST, the (“Seller”).
ASSET ACQUISITION AGREEMENT Between SYLIOS CORP And THE GREATER CANNABIS COMPANY, INC. April 21, 2017 ASSET ACQUISITION AGREEMENTAsset Acquisition Agreement • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • Florida
THIS ASSET ACQUISITION AGREEMENT (hereinafter referred to as this “Agreement”) is entered into as of this 21st day of April, 2017 by and between SYLIOS CORP (SYLIOS as to this agreement) a Florida Corporation (hereinafter referred to as “SYLIOS”) and THE GREATER CANNABIS COMPANY, INC. (GCC as to this agreement) a Florida corporation (hereinafter referred to as “GCC ”), upon the following premises:
AGREEMENT AND PLAN OF SHARE EXCHANGEAgreement and Plan of Share Exchange • April 11th, 2019 • Sylios Corp • Crude petroleum & natural gas • Florida
THIS AGREEMENT AND PLAN OF SHARE EXCHANGE (the “Agreement”) is entered into as of this 22nd day of SEPTEMBER, 2017 between US NATURAL GAS CORP KY a Florida corporation (hereinafter the “COMPANY”), SYLIOS CORP, a Florida corporation (hereinafter “SYLIOS”) and TERRATECH, INC., a Texas corporation (hereinafter “TTECH”).
