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Filing tables
Filing exhibits
- 10-12G Registration of securities
- 2.1 Agreement and Plan of Reorganization and Merger
- 2.2 First Amendment to Agreement and Plan of Reorganization and Merger
- 2.3 Reorganization and Asset Acquisition Agreement
- 2.4 Reorganization and Asset Acquisition Agreement
- 2.5 Reorganization and Asset Acquisition Agreement
- 2.6 Agreement and Plan of Reorganization
- 2.7 Securities Purchase Agreement
- 3.1 Amended and Restated Articles of Incorporation
- 3.2 Certificate of Amendment to Articles of Incorporation
- 3.3 Bylaws
- 10.1 Common Stock Purchase Warrant
- 10.2 Marketing Service Agreement
- 10.3 Employment Agreement
- 10.4 Domain Name Purchase Agreement
- 10.5 Non-recourse Secured Promissory Note
- 10.6 Domian Names Purchase Agreement
- 10.7 First Amendment to Domain Name Purchase Agreement
- 10.8 First Amendment to Non-recourse Secured Promissory Note
- 10.9 Carrillo Promissory Note
- 10.10 Pakulis Promissory Note
- 10.11 Secured Promissory Note
- 10.12 Pledge and Security Agreement
- 10.13 Hartfield Assignment, Assumption and Release Agreement
- 10.14 Francis Assignment, Assumption and Release Agreement
- 10.15 Hoerling Assignment, Assumption and Release Agreement
- 10.16 Lease Assumption Agreement
- 10.17 Agreement Assumption Agreement
- 10.18 Buyer Non-competition Agreement
- 10.19 Seller Non-competition Agreement
- 10.20 Assignment of Trademarks
- 10.21 Assignment of Domain Names
- 10.22 Side Letter Agreement
- 10.23 Asset Purchase Agreement
- 10.24 Assignment of Domain Names
- 10.25 Management Agreement
- 10.26 Escrow Instructions and Agreement
- 16.1 Letter from Mendoza Berger & Company, LLP
- 16.2 Letter from Dale Matheson Carr-hilton Labonte, LLP
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EXHIBIT 10.16
LEASE ASSUMPTION AGREEMENT
This Lease Assumption Agreement (this “Agreement”) is entered into effective December 31, 2012 (the “Effective Date”) by and between SearchCore, Inc., a Nevada corporation (the “Company”) and RJM BV, a Dutch corporation (“RJM”). Each of the Company and RJM may be referred to herein as a “Party” and collectively as the “Parties.”
RECITALS
WHEREAS, the Company previously entered into that certain Office Lease Agreement, dated January 17, 2011 (the “Lease”), a copy of which is attached hereto as Exhibit A;
WHEREAS, the Company and RJM entered into that certain Agreement and Plan of Reorganization dated December 11, 2012 (the “Agreement and Plan of Reorganization”), whereby the Company desires to sell and RJM desires to purchase various assets of the Company;
WHEREAS, as partial consideration under the Agreement and Plan of Reorganization, RJM desires to assume the Lease as set forth herein.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:
AGREEMENT
1. As partial consideration under the Agreement and Plan of Reorganization, RJM assumes any and all obligations of the Company contained in the Lease.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the Effective Date.
“Company” | “RJM” | |
SearchCore, Inc., | RJM BV, | |
a Nevada corporation | a Dutch corporation | |
/s/ James Pakulis | /s/ Mario Lap | |
By: James Pakulis | By: Mario Lap | |
Its: President and Chief Executive Officer | Its: President |
1
Exhibit A
Lease
2