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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/02/16 DSG Global Inc. 10-K 12/31/15 87:6.6M Global Financial Corp/FA |
Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 944K 2: EX-10.5 Material Contract HTML 25K 3: EX-10.6 Material Contract HTML 56K 4: EX-10.7 Material Contract HTML 53K 5: EX-10.8 Material Contract HTML 25K 6: EX-10.9 Material Contract HTML 40K 7: EX-31.1 Certification -- §302 - SOA'02 HTML 32K 8: EX-32.1 Certification -- §906 - SOA'02 HTML 26K 15: R1 Document and Entity Information HTML 52K 16: R2 Consolidated Balance Sheets HTML 112K 17: R3 Consolidated Balance Sheets (Parentheticals) HTML 30K 18: R4 Consolidated Statements of Operations HTML 94K 19: R5 Consolidated Statements of Comprehensive Loss HTML 39K 20: R6 Consolidated Statements of Stockholders' Deficit HTML 65K 21: R7 Consolidated Statements of Cash Flows HTML 117K 22: R8 Organization HTML 38K 23: R9 Summary of Significant Accounting Policies HTML 121K 24: R10 Going Concern HTML 29K 25: R11 Accounts Receivable, Net HTML 32K 26: R12 Other Assets HTML 31K 27: R13 Intangible Assets HTML 34K 28: R14 Trade and Other Payables HTML 36K 29: R15 Loans Payable HTML 42K 30: R16 Convertible Loan HTML 48K 31: R17 Payable to Shareholder HTML 25K 32: R18 Mezzanine Equity HTML 27K 33: R19 Stockholders' Deficit HTML 34K 34: R20 Stock Options and Warrants HTML 32K 35: R21 Related Party Transactions HTML 33K 36: R22 Income Tax HTML 47K 37: R23 Geographic Segment Information HTML 87K 38: R24 Commitments and Contingencies HTML 43K 39: R25 Legal Matters HTML 33K 40: R26 Subsequent Events HTML 39K 41: R27 Summary of Significant Accounting Policies HTML 174K (Policies) 42: R28 Summary of Significant Accounting Policies HTML 69K (Tables) 43: R29 Accounts Receivable, Net (Tables) HTML 33K 44: R30 Other Assets (Tables) HTML 30K 45: R31 Intangible Assets (Tables) HTML 33K 46: R32 Trade and Other Payables (Tables) HTML 35K 47: R33 Loans Payable (Tables) HTML 45K 48: R34 Convertible Loan (Tables) HTML 50K 49: R35 Income Tax (Tables) HTML 43K 50: R36 Geographic Segment Information (Tables) HTML 81K 51: R37 Commitments and Contingencies (Tables) HTML 30K 52: R38 Organization (Detail Textuals) HTML 70K 53: R39 Summary of Significant Accounting Policies HTML 33K (Details) 54: R40 Summary of Significant Accounting Policies HTML 35K (Details 1) 55: R41 Summary of Significant Accounting Policies HTML 36K (Details 2) 56: R42 Summary of Significant Accounting Policies HTML 44K (Details 3) 57: R43 Summary of Significant Accounting Policies (Detail HTML 43K Textuals) 58: R44 Going Concern (Detail Textuals) HTML 29K 59: R45 Accounts Receivable, Net (Details) HTML 30K 60: R46 Other Assets (Details) HTML 26K 61: R47 Intangible Assets (Details) HTML 30K 62: R48 Intangible Assets (Details 1) HTML 32K 63: R49 Trade and Other Payables (Details) HTML 36K 64: R50 Loans Payable (Details) HTML 36K 65: R51 Loans Payable (Parentheticals) (Details) HTML 30K 66: R52 Convertible Loan (Details) HTML 35K 67: R53 Convertible Loan (Parentheticals) (Details) HTML 35K 68: R54 Convertible Loan (Details 1) HTML 26K 69: R55 Convertible Loan (Parentheticals) (Details 1) HTML 31K 70: R56 Payable to Shareholder (Detail Textuals) HTML 26K 71: R57 Mezzanine Equity (Detail Textuals) HTML 68K 72: R58 Stockholders' Deficit (Detail Textuals) HTML 85K 73: R59 Stock Options and Warrants (Detail Textuals) HTML 73K 74: R60 Related Party Transactions (Detail Textuals) HTML 64K 75: R61 Income Tax (Details) HTML 32K 76: R62 Income Tax (Details 1) HTML 31K 77: R63 Income Tax (Detail Textuals) HTML 26K 78: R64 Geographic Segment Information (Details) HTML 63K 79: R65 Geographic Segment Information (Detail Textuals) HTML 23K 80: R66 Commitments and Contingencies (Details) HTML 38K 81: R67 Commitments and Contingencies (Detail Textuals) HTML 36K 82: R68 Legal Matters (Detail Textuals) HTML 44K 83: R69 Subsequent Events (Detail Textuals) HTML 64K 84: R70 Subsequent Events (Detail Textuals 1) HTML 66K 86: XML IDEA XML File -- Filing Summary XML 152K 85: EXCEL IDEA Workbook of Financial Reports XLSX 80K 9: EX-101.INS XBRL Instance -- dsgt-20151231 XML 1.25M 11: EX-101.CAL XBRL Calculations -- dsgt-20151231_cal XML 147K 12: EX-101.DEF XBRL Definitions -- dsgt-20151231_def XML 497K 13: EX-101.LAB XBRL Labels -- dsgt-20151231_lab XML 987K 14: EX-101.PRE XBRL Presentations -- dsgt-20151231_pre XML 822K 10: EX-101.SCH XBRL Schema -- dsgt-20151231 XSD 153K 87: ZIP XBRL Zipped Folder -- 0001165527-16-000752-xbrl Zip 120K
1.01
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The Borrower acknowledges that the Lender has advanced to the Borrower the Principal Amount of TWO HUNDRED AND FIFTY THOUSAND UNITED STATES DOLLARS (USD$250,000) (the Principal Amount”).
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1.02
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In consideration of the Principal amount, the Borrower shall execute and delivery’ to the Lender Promissory Note (the "Note”) in the form attached hereto as Schedule "A”.
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1.03
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The debt represented by this Agreement and by the Promissory Note is sometimes referred to herein as the “Debt or the “Loan”.
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2.01
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The Principal Amount shall bear minimum interest (the “Minimum Interest”) of 10% per annum which shall be payable on the maturity Date with minimum interest of $25,000.
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3.01
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The Borrower will pay to the Lender in full the Principal Amount and the Minimum Interest on or before the maturity date which shall be the earlier to occur of:
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3.02
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The Borrower may prepay the Principal Amount and/or the Minimum Interest in whole or in part, at any time and from time to time without notice, bonus or penalty.
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3.03
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Any payments made by the Borrower hereunder shall be first applied against the Minimum Interest and lastly to the Principal Amount
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3.04
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Notwithstanding the foregoing, in consideration of the Loan to the Borrower, the Borrower shall pay to the Lender, on an ongoing basis until such time as the Loan is repaid in full, an amount equal to 50% of the gross proceeds actually collected by the Borrower in respect of sales made by the Borrower of products incorporating the DSG TAG TOUCH"' system (collectively the "Gross Proceeds'). 50% of all Gross Proceeds paid to the Borrower hereunder shall be applied against the loan in accordance with above paragraph 3.03.
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3.06
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If the Borrower is required by law to withhold from any payment required to be made to the Lender under this Agreement, any amount on account of any taxes imposed by the laws of Canada, or the laws applicable therein, the Borrower will, as applicable, make the withholding; and pay the amount withheld to the appropriate governmental authority before penalties attach or interest accrues. The amount of any payment required to be made hereunder by the Borrower to the Lender is to be reduced by any amount withheld and paid in respect of such payment in accordance with this Section. Upon request of the Lender or the Borrower will deliver to the Lender official tax receipts evidencing such payments.
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3.07
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The Borrower will make all payments to the Lender under this Agreement by wire transfer, cheque. direct deposit or back draft in immediately available funds to such account or accounts of the Lender as the Lender may direct in writing from time to time.
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(a)
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It is a duly incorporated company and is in good standing under the laws of the jurisdiction of its incorporation and has the power and authority to carry on its business as now being conducted;
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(b)
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The execution and delivery of this Agreement and the performance of its provisions have been duly authorized by all necessary corporate action;
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(c)
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There are no actions, proceeding or investigations pending or, to the knowledge of the Borrower threatened, which question the validity of the Agreement, or the validity of any acts to be taken pursuant hereto which might result in any material adverse change in the condition or business of the Borrower or their respective ability to perform their obligations under this Agreement;
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(d)
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Neither the entering into, nor the carrying out by the Borrower of its obligations set forth in this Agreement will result in any breach of or be in conflict with any term Memorandum or Articles of the Borrower
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4.03
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All representations, warranties, and agreements made herein are material and will conclusively be deemed to have been relied on by the Lender notwithstanding any prior or subsequent investigation by the Lender and will survive the advance of the Note and the fulfillment of all the transactions and deliveries contemplated hereunder continuing in full force and effect so long as any amount of the Note remains outstanding and unpaid.
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5.01
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Each of the following events constitutes a default by the Borrower under this Agreement (each, an “Event of Default”), unless the Lender agrees to waive such default:
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(a)
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The Borrower fails to pay an amount owing to the Lender under this Agreement when due, and such amount remains unpaid in five days;
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(b)
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Any of the representations or warranties of the Borrower in this Agreement are misleading, or incorrect in any material respect;
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(e)
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If the Borrower becomes insolvent, admits in writing its inability to pay its debts as they become due or otherwise acknowledges its insolvency, commits an act of bankruptcy, makes an assignment or bulk sale of its assets, is adjudged or declared bankrupt or makes an assignment for the benefit of creditors or a proposal or similar action any jurisdiction, or commences any other proceedings relating to it under any reorganization, arrangement, readjustment of debt, dissolution or liquidation law or statute of any jurisdiction whether now or thereafter in effect, or consents to any such proceeding.
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(a)
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Immediately declare due and payable the outstanding balance of the Loan, without presentment of the Note, and without demand, protest or other notices of any kind, all of which are expressly waived by the Borrower; and/or
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(b)
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Exercise any and all rights, powers, remedies, and recourses available to the Lender under this Agreement, whether at law, in equity or otherwise.
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6.02
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The parties will execute such further assurances and other documents and instruments and do such other things as may be necessary to implement and carry out the intent of this Agreement
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6.03
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The provisions herein constitute the entire agreement between the parties and supersede all previous expectations, understandings, communications, representations and agreements whether verbal or written between the parties with respect to the subject matter hereof.
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6.04
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Any notice required to be given hereunder by any party will be deemed to have been well and sufficiently given if mailed by pre-paid registered mail, or delivered to whom it is directed at its address set out on page 1, or such other address as any party may, from time to time, direct in writing, and any such notice will be deemed to have been received, if mailed, five business days after the day of mailing and, if delivered, upon the date of delivery. If normal mail service is interrupted by strike, slow-down, force majeure or any other cause, a notice sent by mail will not be deemed to be received until actually received, and the party sending the notice will deliver such notice in order to ensure prompt receipt thereof.
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6.06
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Nothing contained in this Agreement will prejudice or impair any other right or remedy which the Lender may otherwise have with respect to the Loan hereunder or any rights or remedies it may have with respect to other loans which the Lender may make to the Borrower.
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6.08
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This Agreement will be binding upon and ensure to the benefit of the Borrower and the Lender and their respective successors and assigns.
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6.09
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The parties hereto confirm that they have been recommended to obtain independent legal advice prior to the execution of this Agreement and confirm that they have obtained independent legal advice or alternatively, have waived their right to the same.
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6.10
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This Agreement will in all respects be governed by and be construed in accordance with the laws of British Columbia.
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6.11
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If any one or more of the provisions contained in this Agreement is found to be invalid, illegal or unenforceable in any respect in any jurisdiction, the validity, legality and enforceability of the remaining provisions contained herein will not in any way be affected or impaired and such unenforceable or invalid provisions shall be severable for the remainder of this Agreement.
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This ‘10-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
8/11/16 | ||||
Filed on: | 5/2/16 | |||
2/11/16 | ||||
For Period end: | 12/31/15 | NT 10-K | ||
List all Filings |