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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 |
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
Exhibit 10.18
 |
INX Limited 57/63 Line Wall Road GX11 1AA, Gibraltar | |
|
|
To:
| David Weild | -Via Email- |
Re: Amended and Restated Invitation to serve as a Member of the Board of Directors of INX Ltd.
Dear David,
On March 21, 2018, we entered into an agreement with you and invited you to serve as a member of the Board of Directors (the “Board”) of INX Ltd., a company incorporated under the laws of Gibraltar (the “Company”), under the terms set forth below (the “First Agreement”) commencing as of April 15, 2018 (the “Effective Date”).
The First Agreement is hereby amended and is replaced in its entirety with this Amended and Restated Invitation to serve as a Member of the Board of Directors of INX Ltd. (the “Letter”), effective as of the Effective date.
| 1. | As a member of the Board you will (the “Services”): |
| ● | assist, guide and contribute from your expertise in steering the Company’s operations; |
| ● | agree to the use of your credentials, photo and bio on the Company’s website and other promotional and marketing materials at the sole discretion of the Company (including without limitation, in connection with the public offering of Tokens contemplated by the Company (the “RCO”) and all other commercial and technological activities and operations of the Company and its affiliates); |
| ● | assist the Company in developing key contacts, including with potential clients, and business partners, for its benefit to accelerate and further enable its R&D, business development, marketing and financing efforts using your professional experience, knowledge, and business and personal contacts; |
| ● | support the Company in its interactions with third parties such as potential strategic partners that can help accelerate the execution of the Company’s R&D plan, business development operations and financing efforts; |
| ● | participate in various meetings of the Board and its committees, in person or via remote communication, as shall be instructed by the Board (which are expected to be held by phone on a monthly basis and in person or via video conference on a quarterly basis). In addition, the Company wishes that you will be available for ongoing consultation on a regular basis. Provided that such consultation shall consist of no more than: (i) ten (10) hours per calendar month; or (ii) sixty (60) hours per each consecutive period of six (6) calendar months; |
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| ● | assist the Company in presenting relevant information during marketing meetings with prospective strategic clients, as well as in meetings with prospective investors and strategic partners; |
| 2. | In consideration for the Services you will be paid a monthly fee (the “Fee”) in the amount of: US$ 1,500 (which will be paid within 14 days following the end of each calendar month of Services against a valid invoice). Additionally, upon and subject to the RCO Effective Date, you will be entitled to the right to purchase 350,000 INX Tokens generated and issued by the Company (the “Tokens”) in consideration for US$ 0.01 per each Token and to a monthly issuance of 3,500 Tokens per month of Services following the RCO Effective Date, in consideration for US$ 0.01 per each Token. For the purpose of this Letter, the RCO Effective Date shall mean: 6 months after declaration by the SEC of the effectiveness of the RCO. |
| 3. | The Company will reimburse you for all necessary and reasonable travel and business expenses you incur in connection with your duties as a member of the Board, provided that such expenses have been approved by the Company in advance and are properly itemized and documented, and according to applicable Company policies from time to time. |
| 4. | You shall be solely responsible to pay all taxes, levies, social benefits, insurance payments and any other payments required by law in connection with your engagement with the Company (including, inter alia, in connection with the Fee and the Tokens) provided, however, that the Company shall be entitled to withhold, deduct or set-off any amounts due, as may be required by, and subject to, applicable law, from any payments due to you hereunder (including the Tokens) or in connection with this Letter. |
| 5. | As a member of the Board, you will be covered by the directors’ and officers’ insurance policy of the Company (pursuant to the terms thereof). |
| 6. | It is hereby clarified that you shall perform the Services as an independent contractor (and not as an agent, employee or representative of the Company). |
| 7. | The Company’s technology, trade secrets, business plans, financial information and any other proprietary information, including technical, business and financial information provided to you by the Company (“Confidential Information”) shall be kept in strict confidence and you shall be subject to the following obligations: |
| ● | You shall use the Confidential Information received solely in furtherance of the business of the Company; |
| ● | You shall further refrain from copying or disclosing to any third party, the Confidential Information received, except with the Company’s prior written consent; and |
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| ● | Upon the written request of the Company, promptly destroy or return any and all copies on any media containing such Confidential Information, except that you may keep one (1) copy thereof for the purpose of complying with the terms of this Letter. However, the Company acknowledges that you are employed by a FINRA member firm and that all electronic communications may be required by FINRA rules to be stored for a period of seven (7) years and thus cannot be, as a practical matter, either destroyed or returned. |
The confidentiality obligations of this Letter shall not apply to any information that you can document (a) is already in the public domain through no breach of this Letter; (b) was, as between the parties, lawfully in your possession prior to receipt from the Company; (c) is independently developed by you without use of the Confidential Information; or (d) you are obligated to produce pursuant to an order of a court of competent jurisdiction or a valid administrative or Congressional subpoena, provided that you promptly notify Company and cooperate reasonably with Company’s efforts to contest or limit the scope of such order.
No patent, copyright, trademark or other proprietary right or license is granted by this Letter or the disclosure of the Confidential Information.
This confidentiality undertaking shall be perpetual, until such time as the Confidential Information shall have become public domain through no fault by you.
| 8. | All intellectual property rights made by you in and during the performance of the Services or directly result from the Confidential Information shall be sole property of the Company. |
| 9. | The Company shall be entitled to disclose the fact that you are a member of the Board at any time and refer any potential investor in the Company to you. |
| 10. | This Letter shall be exclusively governed by and construed in accordance with the laws of Gibraltar. |
| 11. | This Letter shall be in effect as of the Effective Date and may be terminated by either the Company or yourself at any time and for any reason, upon written notice with immediate effectiveness. |
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| Sincerely yours, | ||
| INX Ltd. |
Agreed and Accepted:
| /s/ David Weild | ||
| David Weild |
4
| This ‘F-1’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 8/19/19 | None on these Dates | ||
| 6/21/18 | ||||
| 4/15/18 | ||||
| 3/21/18 | ||||
| List all Filings | ||||