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Inx Ltd – IPO: ‘F-1’ on 8/19/19 – ‘EX-10.5’

On:  Monday, 8/19/19, at 4:16pm ET   ·   Accession #:  1213900-19-16285   ·   File #:  333-233363

Previous ‘F-1’:  None   ·   Next:  ‘F-1/A’ on 9/26/19   ·   Latest:  ‘F-1/A’ on 8/20/20   ·   22 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/19/19  Inx Ltd                           F-1                   37:4.5M                                   Edgar Agents LLC/FA

Initial Public Offering (IPO):  Registration Statement by a Foreign Issuer   —   Form F-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: F-1         Registration Statement by a Foreign Issuer          HTML   1.15M 
 2: EX-3.1      Memorandum of Association of the Company            HTML     15K 
 3: EX-3.2      Second Amended and Restated Articles of             HTML    207K 
                Association of the Company, as Currently in Effect               
 4: EX-4.1      Form of Inx Token Purchase Agreement                HTML    120K 
 5: EX-4.2      Form of Waiver and Subordination Undertaking        HTML     28K 
 6: EX-4.3      Smart Contract                                      HTML     47K 
 7: EX-4.4      Inx Smart Contract Description V.2.2, Dated July    HTML     31K 
                7, 2019                                                          
 8: EX-10.1     Founders' Agreement Dated September 1, 2017,        HTML     42K 
                Between Triple-V (1999) Ltd. and A-Labs Finance                  
                and Advisory Ltd.                                                
17: EX-10.10    Amended and Restated Executive Services Agreement   HTML     38K 
                Dated June 25, 2018 Among Fidelis LLC, Inx Limited               
                and Inx Services, Inc.                                           
18: EX-10.11    Amended and Restated Consultancy Agreement Dated    HTML     59K 
                June 25, 2018 Between Ms. Maia Naor and Inx                      
                Limited                                                          
19: EX-10.12    Services Agreement Dated May 1, 2018 Between        HTML     40K 
                Shiran Communications Ltd. and Inx Limited                       
20: EX-10.13    Amended and Restated Consultancy Agreement Dated    HTML     53K 
                June 25, 2018 Between Mr. Jonathan Azeroual and                  
                Inx Limited                                                      
21: EX-10.14    Amended and Restated Executive Employment           HTML     86K 
                Agreement Dated June 25, 2018 Between Mr. Alan                   
                Silbert and Inx Services Inc                                     
22: EX-10.15    Services Agreement Dated March 8, 2018 Between      HTML     34K 
                Bentley Limited and Inx Limited                                  
23: EX-10.16    Amendment to Services Agreement Dated September 6,  HTML     19K 
                2018 Between Bentley Limited and Inx Limited                     
24: EX-10.17    Second Amendment to Services Agreement Dated        HTML     19K 
                November 30, 2018 Between Bentley Limited and Inx                
                Limited                                                          
25: EX-10.18    Amended and Restated Letter of Invitation Dated     HTML     31K 
                June 25, 2018 Between Mr. David Weild and Inx                    
                Limited                                                          
26: EX-10.19    Loan Agreement Dated November 27, 2017 Between Ms.  HTML     28K 
                Maia Naor and Inx Limited                                        
 9: EX-10.2     Addendum to Founders' Agreement Dated September     HTML     18K 
                27, 2017 Between Triple-V (1999) Ltd. and A-Labs                 
                Finance and Advisory Ltd.                                        
27: EX-10.20    Loan Agreement Dated November 27, 2017 Between Ms.  HTML     28K 
                Ayelet Horn and Inx Limited                                      
28: EX-10.21    Loan Agreement Dated November 27, 2017 Between Mr.  HTML     29K 
                Yaniv Segev and Inx Limited                                      
29: EX-10.22    Letter of Invitation Dated July 10, 2018 Mr.        HTML     28K 
                Nicholas Thadaney and Inx Limited                                
30: EX-10.23    Letter of Invitation Dated August 20, 2018 Mr.      HTML     27K 
                Haim Ashar and Inx Limited                                       
31: EX-10.24    Letter of Invitation Dated September 21, 2018 Mr.   HTML     27K 
                Thomas Lewis and Inx Limited                                     
32: EX-10.25    Form of Custodial Services Agreement Between Inx    HTML    137K 
                Digital Inc. and Bitgo Trust Company                             
33: EX-10.26    Form of Subscription Escrow Agreement Between Inx   HTML     57K 
                Limited and Metropolitan Commercial Bank, as                     
                Escrow Agent                                                     
34: EX-10.27    Simple Agreement for Future Equity, Dated April     HTML     39K 
                25, 2019, Between Shy Datika and Inx Limited                     
35: EX-10.28    Simple Agreement for Future Equity, Dated April     HTML     38K 
                25, 2019, Between A-Labs Finance and Advisory Ltd.               
                and Inx Limited                                                  
10: EX-10.3     Addendum 2 to Founders' Agreement Dated December    HTML     20K 
                31, 2017 Between Triple-V (1999) Ltd. and A-Labs                 
                Finance and Advisory Ltd.                                        
11: EX-10.4     Amended and Restated Consultancy Agreement Dated    HTML     54K 
                June 25, 2018 Between Triple-V (1999) Ltd. and Inx               
                Limited                                                          
12: EX-10.5     Financial Services Agreement Dated December 26,     HTML     25K 
                2017 Between Insight Finance Ltd. and Inx Limited                
13: EX-10.6     Second Amended and Restated Engagement Agreement    HTML     72K 
                Dated December 31, 2017 Between A-Labs Finance and               
                Advisory Ltd. and Inx Limited                                    
14: EX-10.7     Amendment to the Second Amended and Restated        HTML     23K 
                Engagement Agreement Dated January 31, 2018,                     
                Between A-Labs Finance and Advisory Ltd. and Inx                 
                Limited                                                          
15: EX-10.8     Amended and Restated Software Services Agreement    HTML    134K 
                Dated May 9, 2018, by and Between Y. Singer                      
                Technologies Ltd. (Committed) and Inx Limited                    
16: EX-10.9     Amendment to Amended and Restated Software          HTML     18K 
                Services Agreement Dated June 27, 2018, by and                   
                Between Y. Singer Technologies Ltd. (Committed)                  
                and Inx Limited                                                  
36: EX-21.1     List of Subsidiaries of the Registrant              HTML     14K 
37: EX-23.1     Consent of Kost Forer Gabbay & Kasierer,            HTML     16K 
                Independent Registered Public Accounting Firm                    


‘EX-10.5’   —   Financial Services Agreement Dated December 26, 2017 Between Insight Finance Ltd. and Inx Limited


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



Exhibit 10.5

 

Insight Finance
Arnot Bituch Tower

48 Menachem Begin Road

Tel-Aviv 6618004, Israel

 

  Phone: +972-3-7774726
  Fax: +972-3-7774725

 

Proposal for financial services

INX Ltd.

 

  December 26, 2017

 

Mr. Shy Datika

 

Re: Proposal for financial services

 

Dear Shy,

 

Thank you for opportunity to provide financial services to INX Ltd. (hereinafter the “Company” or “you”).

 

We look forward to building a long-term business relationship on a foundation of delivering the most responsive and high-quality service. If you have any question or request as you review our proposal, please do not hesitate to contact me at +972-54-4318962.

 

Sincerely,

Oran Mordechai

 

Appendixes:

 

1.Proposed services and fees
2.General terms and conditions

 

 C: 

 

 

 

Proposed services (“Services”) and fees

 

Pursuant to your request, I will provide CFO services to the Company.

 

Fees for my services will be $5,000 for the initial filing of form F-1, expected by January 8, 2018. The quoted fees do not cover services given after the initial filing, if and when requested, or my time and services if such initial filing will extend beyond a few days. Any additional fee will be agreed upon in advance when such service is requested.

 

I will submit my invoices after the filing and appreciate payment upon receipt. The fees are exclusive of VAT and certain out of pocket expenses, such as travel and parking.

 

 C: 

 C: 2

 

 

General terms and conditions

 

Timing of Engagement

 

The agreement is effective and will continue from this date until notified by the Company that further services are no longer necessary. At such time, we will be paid all fees accrued to date for services rendered and expenses incurred in connection with the Service.

 

Limitation of liability

 

It is hereby agreed that the amount of Insight Finance’s liability (including our employees, officers and/or any one acting its behalf), on any claim for loss, liability, damage, expense, or cost (including attorneys’ fees and courts costs) or otherwise based upon, arising out of, resulting from or in any way connected with this agreement, whether based upon, negligence, mistake, action, omission, indemnification, misconduct, or other legal theory including without limitation based on contract laws and/or laws of tort, shall in no event exceed an amount equal to the total annual fees actually paid to under this agreement (hereafter: “Limit of Liability”).

 

The Company shall provide (or cause others to provide) to Insight Finance (or its employees), promptly, the information, resources and assistance (including access to records, systems, premises and people) that are reasonably require to perform the Services. To the best of your knowledge, all information provided by you or on your behalf (the Company’s Information”) will be accurate and complete in all material respects. The provision of Company’s Information to us will not infringe any copyright or other third-party rights. We will rely on the Company’s Information made available to us and, unless we expressly agree otherwise, will have no responsibility to evaluate or verify it (including information provided by bookkeeping companies which are engaged directly by the Company). You shall be responsible for your personnel’s compliance with your obligations under this Agreement.

 

Without derogating from the above, the Company shall indemnify and compensate Insight Finance, its employees, officers, directors and/or anyone acting in its behalf from and against any Losses in connection with any and all actions, suits, claims or demands that may be brought or instituted against Insight Finance, its employees, officers and/or any one acting in its behalf, made by any third party (including attorney and legal fees that we may incur) based on, or arising out of, resulting from or in any way connected to performing obligations under this agreement that exceed the Limit of Liability.

 

 C: 

3

 

 

Non-Solicitation

 

It is agreed that during this agreement and for a period of 12 months from the termination of this agreement, the Company will not hire, recruit or solicit any employee of Insight Finance without its written consent.

 

Engagement Fees

 

The fees will be billed at the end of each month for the respective hours incurred. Payment is due upon receipt of the invoice. The fees are exclusive of taxes or similar charges, as well as customs, duties or tariffs imposed in respect of the Services, if applicable.

 

Confidentiality

 

Insight Finance and its employees are committed to maintain confidentiality of all information pertaining to the client including databases, client’s documents, financial data, strategic plans and documents, customer and supplier’s lists or all other propriety information owned by the client.

 

Insight Finance:

 

By: Oran Mordechai, founder and CEO

 

Date:  3/1/18   Accepted:  /s/ Oran Mordechai

 

INX Ltd:

 

By: Shy Datika   Accepted:  /s/ Shy Datika
         
Date: 3/1/18      

 

 

4

 


Dates Referenced Herein

This ‘F-1’ Filing    Date    Other Filings
Filed on:8/19/19None on these Dates
1/8/18
12/26/17
 List all Filings 


22 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/18/24  Inx Ltd.                          20-F       12/31/23  121:11M                                    EdgarAgents LLC/FA
 5/01/23  Inx Ltd.                          20-F       12/31/22  117:10M                                    EdgarAgents LLC/FA
 8/01/22  Inx Ltd.                          S-8         8/01/22    5:171K                                   EdgarAgents LLC/FA
 5/02/22  Inx Ltd.                          8-A12G                 1:18K                                    EdgarAgents LLC/FA
 5/02/22  Inx Ltd.                          20-F       12/31/21  104:10M                                    EdgarAgents LLC/FA
 5/19/21  Inx Ltd.                          20-F/A     12/31/20   56:3.3M                                   EdgarAgents LLC/FA
 4/29/21  Inx Ltd.                          20-F/A     12/31/20    5:1.2M                                   EdgarAgents LLC/FA
 4/29/21  Inx Ltd.                          20-F       12/31/20    9:2.1M                                   EdgarAgents LLC/FA
 3/30/21  Inx Ltd.                          POS AM                 6:2.7M                                   EdgarAgents LLC/FA
 9/24/20  Inx Ltd.                          POS AM                 2:2.4M                                   EdgarAgents LLC/FA
 8/20/20  Inx Ltd.                          F-1/A                  3:2.3M                                   EdgarAgents LLC/FA
 8/18/20  SEC                               UPLOAD9/18/20    2:193K Inx Ltd.
 8/12/20  Inx Ltd.                          F-1/A                  5:2.6M                                   EdgarAgents LLC/FA
 8/11/20  SEC                               UPLOAD9/18/20    2:223K Inx Ltd.
 8/03/20  Inx Ltd.                          F-1/A                  8:3.3M                                   EdgarAgents LLC/FA
 3/12/20  SEC                               UPLOAD9/18/20    2:192K Inx Ltd.
 2/06/20  SEC                               UPLOAD9/18/20    2:203K Inx Ltd.
 1/14/20  SEC                               UPLOAD9/18/20    2:210K Inx Ltd.
11/21/19  SEC                               UPLOAD9/18/20    2:195K Inx Ltd.
11/08/19  SEC                               UPLOAD9/18/20    2:201K Inx Ltd.
10/23/19  SEC                               UPLOAD9/18/20    2:179K Inx Ltd.
 9/12/19  SEC                               UPLOAD9/18/20    2:187K Inx Ltd.
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Filing Submission 0001213900-19-016285   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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