AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • November 25th, 2015 • Groundfloor Finance Inc. • Real estate • Georgia
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 24th day of November, 2015, by and among GROUNDFLOOR FINANCE INC., a Georgia corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and any Additional Purchaser (as defined in the Purchase Agreement (as defined below)) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
ESCROW AGREEMENT FOR SECURITIES OFFERINGEscrow Agreement • June 8th, 2020 • Groundfloor Finance Inc. • Real estate • Delaware
THIS ESCROW AGREEMENT, dated as of 6/3/2020 (“Escrow Agreement”), is by and between SI Securities, LLC (“SI Securities”), Groundfloor Finance Inc , a Georgia Corporation (“Issuer”), and The Bryn Mawr Trust Company of Delaware (“BMTC DE”), a Delaware entity, as Escrow Agent hereunder (“Escrow Agent”). Capitalized terms used herein, but not otherwise defined, shall have the meaning set forth in that certain Issuer Agreement by and between Issuer and SI Securities executed prior hereto (the “Issuer Agreement”).
GROUNDFLOOR FINANCE INC. INVESTOR AGREEMENT Effective: October 22, 2018Investor Agreement • November 1st, 2018 • Groundfloor Finance Inc. • Real estate • Georgia
The following terms constitute a binding agreement (this “Agreement”) between you and Groundfloor Finance Inc. (the “Company,” “we,” or “us”). This Agreement, including the Terms and Conditions of Investment attached as Appendix A (the “Terms and Conditions”), each as amended from time to time, will govern all of your purchases of any and all limited recourse obligations (“LROs”) from the Company.
GROUNDFLOOR FINANCE INC. FORM OF LOAN AGREEMENTLoan Agreement • July 1st, 2015 • Groundfloor Finance Inc. • Real estate • Georgia
THIS LOAN AGREEMENT (“Loan Agreement”) is entered into as of the ____ day of _______________, 20__ by and between [NAME OF DEVELOPER], a [INSERT STATE OF ORGANIZATION/RESIDENCY AND TYPE OF ENTITY/NATURAL PERSON] (“Borrower”), having the address set forth on the signature page hereof, and GROUNDFLOOR FINANCE INC., a Georgia corporation (“Lender”), having the address set forth on the signature page hereof. Borrower and Lender are sometimes referred to herein individually as a “party” and collectively as the “parties.”
PROMISSORY NOTEPromissory Note • July 1st, 2015 • Groundfloor Finance Inc. • Real estate • Georgia
FOR VALUE RECEIVED, _________________, a ___________________ (“Borrower”), promises to pay to the order of GROUNDFLOOR FINANCE INC., a Georgia corporation, or to the order of any subsequent holder of this Promissory Note (“Lender”), at Lender’s offices located at _____________________ (or at such other place as Lender may designate in writing from time to time), the principal sum of ________________________________ and no/100 Dollars ($_____________) (the “Loan”), payable in lawful money of the United States, together with interest thereon from the date hereof as hereinafter provided, or so much as is advanced pursuant to the Loan Agreement between Lender and Borrower dated ___________ ___, 20__ (as amended from time the time, the “Loan Agreement”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Loan Agreement.
ContractNonqualified Stock Option Agreement • September 12th, 2016 • Groundfloor Finance Inc. • Real estate • Georgia
THE SECURITY REPRESENTED BY THIS AGREEMENT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAW AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO UNDER THE SECURITIES ACT OR ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
Stock REPURCHASE AgreementStock Repurchase Agreement • July 1st, 2015 • Groundfloor Finance Inc. • Real estate • North Carolina
This Stock Repurchase Agreement (this “Agreement”) made effective as of August 30, 2013 (the “Effective Date”), by and between GROUNDFLOOR Inc., a North Carolina corporation (the “Company”), and Nikhil Bhargava (the “Shareholder”).
ContractIncentive Stock Option Agreement • September 29th, 2016 • Groundfloor Finance Inc. • Real estate • Georgia
THE SECURITY REPRESENTED BY THIS AGREEMENT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAW AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO UNDER THE SECURITIES ACT OR ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • June 8th, 2020 • Groundfloor Finance Inc. • Real estate • Georgia
THIS INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of _______, 2020, by and among Groundfloor Finance Inc., a Georgia corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.” For the avoidance of doubt, each person that is a party to the Subscription Agreement (as defined below) as an “Investor” thereunder is hereby deemed automatically, and without any further action, to have joined this Agreement and become a party hereof as an “Investor” pursuant to Section 2 of the Subscription Agreement, notwithstanding any failure by such Person have executed or delivered this Agreement to any other party hereof.
GROUNDFLOOR FINANCE INC. INVESTOR AGREEMENT Effective _____________, 2015Investor Agreement • August 21st, 2015 • Groundfloor Finance Inc. • Real estate • Georgia
The following terms constitute a binding agreement (this “Agreement”) between you and Groundfloor Finance Inc., a Georgia corporation (“Groundfloor”, “we”, or “us”). This Agreement, including the Terms and Conditions of Investment attached as Appendix A (the “Terms and Conditions”), each as amended from time to time, will govern all of your purchases of any and all limited recourse obligations (“LROs”) from Groundfloor.
SUBSCRIPTION AGREEMENTSubscription Agreement • June 8th, 2020 • Groundfloor Finance Inc. • Real estate • Georgia
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 1st, 2015 • Groundfloor Finance Inc. • Real estate • Georgia
This Executive Employment Agreement (“Agreement”) is made and entered into this 19th day of November, 2014, by and between Groundfloor Finance Inc., a Georgia corporation (the “Company”), and Brian Dally (“Executive”). The Company and the Executive are hereinafter collectively referred to as the “Parties”.
SERIES A PREFERRED STOCK PURCHASE AGREEMENTSeries a Preferred Stock Purchase Agreement • November 25th, 2015 • Groundfloor Finance Inc. • Real estate • Georgia
THIS SERIES A PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”), is made as of the 24th day of November, 2015 by and among Groundfloor Finance Inc., a Georgia corporation (the “Company”), FinTech Ventures Fund, LLLP, a Delaware limited liability limited partnership (the “Lead Purchaser”), the other investors listed on Exhibit A attached to this Agreement (together with the Lead Purchaser, each a “Purchaser” and together the “Purchasers”), and the persons listed as “Founders” on the signature pages to this Agreement (each a “Founder” and together the “Founders”).
GROUNDFLOOR FINANCE INC. VOTING AGREEMENTVoting Agreement • August 18th, 2022 • Groundfloor Finance Inc. • Real estate • Georgia
This Voting Agreement (the “Agreement”) is made and entered into as of this ___ day of ___, 20__, by and among Groundfloor Finance Inc., a Georgia corporation (the “Company”), and ____________ an individual (the “Shareholder”).
PROMISSORY NOTE AND SECURITY AGREEMENTPromissory Note and Security Agreement • October 18th, 2017 • Groundfloor Finance Inc. • Real estate • Georgia
For value received, Groundfloor Finance Inc., a Georgia corporation (the “Company”), promises to pay to ISB Development Corp. or its assigns (the “Holder”), the principal sum of One Million Dollars ($1,000,000) together with accrued but unpaid interest thereon, each due and payable on the date and in the manner set forth below.
VOTING AGREEMENTVoting Agreement • November 30th, 2017 • Groundfloor Finance Inc. • Real estate • Georgia
THIS VOTING AGREEMENT (this “Agreement”), is made and entered into as of November 24, 2015 (the “Effective Date”), by and among GROUNDFLOOR FINANCE INC., a Georgia corporation (the “Company”), each holder of the Company’s Series A Preferred Stock, no par value per share (“Series A Preferred Stock”) and Series Seed Preferred Stock, no par value per share (“Series Seed Preferred Stock”) (referred to herein collectively with the Series A Preferred Stock, as the “Preferred Stock”) listed on Schedule A (together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Subsections 6.1(a) or 6.2 below, the “Investors”), and those certain stockholders of the Company listed on Schedule B (together with any subsequent stockholders, or any transferees, who become parties hereto as “Key Holders” pursuant to Subsections 6.1(b) or 6.2 below, the “Key Holders,” and together collectively with the Investors, the “Stockholders”).
VOTING AGREEMENTVoting Agreement • January 22nd, 2018 • Groundfloor Finance Inc. • Real estate • Georgia
THIS VOTING AGREEMENT (this “Agreement”), is made and entered into as of November 24, 2015 (the “Effective Date”), by and among GROUNDFLOOR FINANCE INC., a Georgia corporation (the “Company”), each holder of the Company’s Series A Preferred Stock, no par value per share (“Series A Preferred Stock”) and Series Seed Preferred Stock, no par value per share (“Series Seed Preferred Stock”) (referred to herein collectively with the Series A Preferred Stock, as the “Preferred Stock”) listed on Schedule A (together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Subsections 6.1(a) or 6.2 below, the “Investors”), and those certain stockholders of the Company listed on Schedule B (together with any subsequent stockholders, or any transferees, who become parties hereto as “Key Holders” pursuant to Subsections 6.1(b) or 6.2 below, the “Key Holders,” and together collectively with the Investors, the “Stockholders”).
LOAN PURCHASE AGREEMENT by Groundfloor Finance, Inc. Seller and Harvest Residential Loan Acquisition, LLC PurchaserLoan Purchase Agreement • January 5th, 2018 • Groundfloor Finance Inc. • Real estate • Texas
This LOAN PURCHASE AGREEMENT (this “Agreement”) is entered into as of [_________ ___, 20___] by and between Groundfloor Finance Inc., a Georgia corporation (“Seller”), having an address of 75 5th St., Suite 2170, Atlanta, GA 30308, and HARVEST RESIDENTIAL LOAN ACQUISITION, LLC, a Delaware limited liability company (“Purchaser”), having an office at 777 Third Avenue, Suite 19B, New York, NY 10017.
GROUNDFLOOR FINANCE INC. SERIES SEED PREFERRED STOCK PURCHASE AGREEMENTSeries Seed Preferred Stock Purchase Agreement • July 1st, 2015 • Groundfloor Finance Inc. • Real estate • Georgia
This Series Seed Preferred Stock Purchase Agreement (this “Agreement”) is made as of December 5, 2014, by and among Groundfloor Finance Inc., a Georgia corporation (the “Company”) and the investors listed on Exhibit A attached to this Agreement (each a “Purchaser” and together the “Purchasers”).
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • July 1st, 2015 • Groundfloor Finance Inc. • Real estate • Georgia
This Investors’ Rights Agreement (this “Agreement”) is made and entered into as of December 5, 2014, by and among Groundfloor Finance Inc., a Georgia corporation (the “Company”), the parties listed on Exhibit A attached hereto (the “Investors”) and the parties listed on Exhibit B attached hereto (the “Key Holders”).
VOTING AGREEMENTVoting Agreement • December 14th, 2017 • Groundfloor Finance Inc. • Real estate • Georgia
THIS VOTING AGREEMENT (this “Agreement”), is made and entered into as of , 2015 (the “Effective Date”), by and among GROUNDFLOOR FINANCE INC., a Georgia corporation (the “Company”), each holder of the Company’s Series A Preferred Stock, no par value per share (“Series A Preferred Stock”) and Series Seed Preferred Stock, no par value per share (“Series Seed Preferred Stock”) (referred to herein collectively with the Series A Preferred Stock, as the “Preferred Stock”) listed on Schedule A (together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Subsections 6.1(a) or 6.2 below, the “Investors”), and those certain stockholders of the Company listed on Schedule B (together with any subsequent stockholders, or any transferees, who become parties hereto as “Key Holders” pursuant to Subsections 6.1(b) or 6.2 below, the “Key Holders,” and together collectively with the Investors, the “Stockholders”).
SUBSCRIPTION AGREEMENTSubscription Agreement • January 5th, 2018 • Groundfloor Finance Inc. • Real estate • Georgia
The undersigned investor (“Investor”) hereby tenders this Subscription Agreement (the “Agreement”) in connection with such Investor’s purchase, in accordance with the terms hereof, of common stock (the “Groundfloor Common Stock”) in Groundfloor Finance, Inc., a Georgia corporation (the “Company”). Investor understands that the Company is offering (the “Offering”) for sale up to $5,000,000 in aggregate principal amount of Groundfloor Common Stock and that the Offering is being made without registration of the Groundfloor Common Stock under the Securities Act of 1933, as amended (the “Securities Act”).
RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • November 25th, 2015 • Groundfloor Finance Inc. • Real estate • Georgia
THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”), is made as of November 24, 2015 by and among Groundfloor Finance Inc., a Georgia corporation (the “Company”), the Investors listed on Schedule A (the “Investors”) and the Key Holders listed on Schedule B (the “Key Holders”).
SI Securities, LLCOffering Agreement • April 3rd, 2020 • Groundfloor Finance Inc. • Real estate • New York
GROUNDFLOOR FINANCE INC. FIRST AMENDMENT TO VOTING AGREEMENTVoting Agreement • August 18th, 2022 • Groundfloor Finance Inc. • Real estate
This FIRST AMENDMENT TO VOTING AGREEMENT (this “Amendment”) is made as of this ___ day of _______, 2022, by and among Groundfloor Finance Inc., a Georgia corporation (the “Company”), and ____________ an individual (the “Shareholder”). Any capitalized terms used herein but not defined shall have meaning given in the Voting Agreement (as defined below).
SERVICING AGREEMENT between HARVEST RESIDENTIAL LOAN ACQUISITION, LLC, a Delaware limited liability company (“Owner”) and Groundfloor Finance, Inc. a Georgia Corporation (“Servicer”) Dated as of December 11, 2017Servicing Agreement • January 5th, 2018 • Groundfloor Finance Inc. • Real estate • Texas
THIS SERVICING AGREEMENT (as amended from time to time, this “Agreement”), dated as of [Dec. 11th], 20[17] between HARVEST RESIDENTIAL LOAN ACQUISITION, LLC, a Delaware limited liability company, together with any direct or indirect subsidiaries that may originate or acquire Loans (hereinafter defined) to be serviced hereunder (including any successor or assignee thereof, collectively, the “Owner”) and [Groundfloor Finance, Inc], a [Georgia Corporation] (including any successor or assignee, the “Servicer”).
