ANTI-DILUTION AGREEMENTAnti-Dilution Agreement • January 19th, 2024 • Hallmark Venture Group, Inc. • Real estate • New York
THIS ANTI-DILUTION AGREEMENT (the “Agreement”) is dated as of January 11,2024 and is by and among HALLMARK VENTURE GROUP, Inc., a Florida corporation (the “Company” or “HLLK”) and _________, a __________ (“HOLDER”), and Aurum International Ltd. (“AIL”), each a Party and collectively the Parties.
10% CONVERTIBLE PROMISSORY NOTE OF Hallmark Venture Group, Inc.Hallmark Venture Group, Inc. • January 19th, 2024 • Real estate • New York
This Convertible Promissory Note is issued by Hallmark Venture Group, Inc., a corporation duly organized and existing under the laws of the State of Florida, designated as the Company’s 10% Convertible Promissory Note in the principal amount of $77,000.00. This Note will become effective upon its execution by authorized agents of the Company and the Holder and delivery of the Initial Consideration by the Holder to the Company.
ESCROW AGREEMENTEscrow Agreement • January 19th, 2024 • Hallmark Venture Group, Inc. • Real estate
THIS AGREEMENT is made as of the date last indicated below, by and between Hallmark Venture Group, Inc. (the “Company” or “HLLK”) and John D. Murphy, Jr. and JMJ Associates, LLC (collectively, “Murphy”), Paul Strickland, Selkirk Global Holdings, LLC, and Beartooth Asset Holdings, LLC, (collectively, “Strickland”), and Aurum International Ltd. and Steven Arenal (collectively, “Purchaser”) and Liberty Stock Transfer, Inc., (the “Escrow Agent”), and each shall be referred to individually as a Party and collectively the Parties, and concerns the change of control of the Company from Murphy and Strickland to Purchaser.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • January 19th, 2024 • Hallmark Venture Group, Inc. • Real estate • New York
THIS CHANGE OF CONTROL AGREEMENT (this Agreement) made and entered to on the date last written below, by and between Hallmark Venture Group, Inc. (the “Company” or “HLLK”) and John D. Murphy, Jr. and JMJ Associates, LLC (collectively, “Murphy”), Paul Strickland, Selkirk Global Holdings, LLC, and Beartooth Asset Holdings, LLC, (collectively, “Strickland”) Aurum International Ltd. and Steven Arenal (Collectively, “AURUM”) and concerns the change of control of the Company from Murphy and Strickland to AURUM, and each shall be referred to individually as a Party and collectively the Parties.
FORM OF DEBT CANCELLATION AGREEMENT Debt Cancellation AgreementDebt Cancellation Agreement • January 19th, 2024 • Hallmark Venture Group, Inc. • Real estate
Reference is made to that certain 10% Convertible Promissory Note Issued by the Company on ________ (the “NOTE”) by and among Hallmark Venture Group, Inc., a Florida corporation, whose principal executive offices are located at 5112 West Taft Road, Suite M, Liverpool, NY 13088 (the “Company”), and _____________ (the “Creditor”). As of the date last written below, the remaining NOTE balance is _________ (“Remaining Note Balance”).
