ContractConvertible Security Agreement • December 19th, 2017 • Boston Carriers, Inc. • Services-business services, nec • New York
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE COMPANY TO SUCH EFFECT, OR COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES, UNLESS OTHERWIS
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • December 19th, 2017 • Boston Carriers, Inc. • Services-business services, nec • Delaware
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), effective as of December 18, 2017 (the “Effective Date”), is entered into by and between YP Holdings, LLC, a Texas limited liability company (“Assignor”), and the party identified on Schedule A hereto (the “Assignee”), which shall be acknowledged by the Company, as defined below.
EXCHANGE AGREEMENTExchange Agreement • December 19th, 2017 • Boston Carriers, Inc. • Services-business services, nec • New York
This EXCHANGE AGREEMENT (this “Agreement”), is dated as of December 18, 2017, by and between Boston Carriers, Inc., a Marshall Islands corporation (the “Company”), and Yaniv Equity LP (the “Holder”).
