0001683168-21-006080 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 3rd, 2021 • IIOT-OXYS, Inc. • Services-prepackaged software • Nevada

This Registration Rights AGREEMENT (the “Agreement”), dated as of November 1, 2021 (the “Execution Date”), is entered into by and between IIOT-OXYS, Inc., a Nevada corporation with its principal executive office at 705 Cambridge St., Cambridge, MA 02141 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102 Jericho, NY 11753 (the “Investor”).

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EQUITY FINANCING AGREEMENT
Equity Financing Agreement • December 3rd, 2021 • IIOT-OXYS, Inc. • Services-prepackaged software • Nevada

This EQUITY FINANCING AGREEMENT (the “Agreement”), dated as of November 1, 2021 (the “Execution Date”), is entered into by and between IIOT-OXYS, Inc., a Nevada corporation with its principal executive office at 705 Cambridge St., Cambridge, MA 02141 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102, Jericho, NY 11753 (the “Investor”).

Extension No. 2 TO CONVERTIBLE PROMISSORY NOTE
Convertible Promissory Note • December 3rd, 2021 • IIOT-OXYS, Inc. • Services-prepackaged software

This Extension No. 2 (this “Extension”) to the Convertible Promissory Note, issued July 29, 2020 (the “Issuance Date”), as amended, in the principal amount of $75,000, is by and between IIOT-OXYS, Inc., a Nevada corporation (the “Borrower”), on the one hand, and GHS Investments LLC, a Nevada limited liability company (the “Holder”), on the other hand. The Borrower and the Holder will be referred to individually as a “Party” and collectively as the “Parties.” Any capitalized terms not defined in this Extension will have the meaning set forth in the Convertible Promissory Note issued July 29, 2020, as amended, issued to the Holder by the Borrower (the “Note”), attached hereto as Exhibit A.

Re: Finder’s Fee Agreement
IIOT-OXYS, Inc. • December 3rd, 2021 • Services-prepackaged software • New York

As you know, IIOT-OXYS, Inc. (the “Issuer”), has expressed an interest in obtaining private equity or debt capital for various purposes. This letter agreement (“Agreement”) sets forth the terms and conditions upon which J.H. Darbie & Co., Inc. (“Darbie”), will introduce the Issuer to third-party investors (each, an “Introduced Party”).

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