ERC Communities 1, Inc. Sample Contracts

ESCROW SERVICES AGREEMENT
Escrow Services Agreement • July 15th, 2019 • ERC Homebuilders 1, Inc. • General bldg contractors - residential bldgs • Nevada

This Escrow Services Agreement (this “Agreement”) is made and entered into as of June 27, 2019 by and between Prime Trust, LLC (“Prime Trust” or “Escrow Agent”) and ERC HOMEBUILDERS 1 INC. (“Issuer”).

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SUBSCRIPTION AGREEMENT
Subscription Agreement • December 22nd, 2023 • ERC Communities 1, Inc. • General bldg contractors - residential bldgs • Delaware

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.

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Broker-Dealer Agreement
Broker-Dealer Agreement • July 15th, 2019 • ERC Homebuilders 1, Inc. • General bldg contractors - residential bldgs

This amended agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between ERC Homebuilders 1, Inc. (“Client”) a Delaware Corporation, and Sageworks Capital LLC., a Pennsylvania Limited Liability Company (“Sageworks”). Client and Sageworks agree to be bound by the terms of this Agreement, effective of April 10, 2019 (the “Effective Date”):

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Manhattan Street Capital Reg A+ Engagement Agreement
Reg A+ Engagement Agreement • August 20th, 2019 • ERC Homebuilders 1, Inc. • General bldg contractors - residential bldgs • Delaware

This agreement (this “Agreement”) will confirm the arrangements under which FundAthena, Inc., DBA Manhattan Street Capital, Inc. (“MSC”) and ERC Homebuilders, Inc., a Delaware corporation, and its subsidiary, ERC Homebuilders 1, Inc., a Delaware corporation (collectively, the “Client”), to act as the Client’s project manager in connection with a Financing (as defined below) and the Client’s use of MSC’s proprietary technology platform (the “MSC Platform”).

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Broker-Dealer Agreement
Broker-Dealer Agreement • May 23rd, 2022 • ERC Communities 1, Inc. • General bldg contractors - residential bldgs

This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between ERC Communities 1, Inc (“Client”), a Delaware Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of April 15, 2022 (the “Effective Date”):

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SUBSCRIPTION AGREEMENT
Subscription Agreement • May 23rd, 2022 • ERC Communities 1, Inc. • General bldg contractors - residential bldgs • Delaware

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.

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SUBSCRIPTION AGREEMENT
Subscription Agreement • July 15th, 2019 • ERC Homebuilders 1, Inc. • General bldg contractors - residential bldgs • Delaware

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.

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MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • December 22nd, 2023 • ERC Communities 1, Inc. • General bldg contractors - residential bldgs • Delaware

This MANAGEMENT SERVICES AGREEMENT (“Agreement”) is made effective as of this 5th day of August, 2019, by and between ERC Homebuilders 1, Inc., a Delaware corporation with a principal place of business at 2738 Falkenburg Rd. S., Riverview, FL 33578 (“ERCHB1”) and ERC Home Builders, Inc., a Delaware corporation with a principal place of business at 2738 Falkenburg Rd. S., Riverview, FL 33578 (“Manager”). This Agreement amends and restates in its entirety that certain Management Services Agreement dated August 5, 2019, between the parties.

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Broker-Dealer Agreement
Broker-Dealer Agreement • November 27th, 2019 • ERC Homebuilders 1, Inc. • General bldg contractors - residential bldgs

This amended agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between ERC Homebuilders 1, Inc. (“Client”) a Delaware Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective of July 12, 2019 (the “Effective Date”):

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MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • April 12th, 2019 • ERC Homebuilders 1, Inc. • Delaware

This MANAGEMENT SERVICES AGREEMENT (“Agreement”) is entered into as of this 18 day of February, 2019, by and between ERC Homebuilders 1, Inc., a Delaware corporation with a principal place of business at 2738 Falkenburg Rd. S., Riverview, FL 33578 (“ERCHB1”) and ERC Home Builders, Inc., a Delaware corporation with a principal place of business at 2738 Falkenburg Rd. S., Riverview, FL 33578 (“Manager”).

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Manhattan Street Capital Reg A+ Engagement Agreement
Reg A+ Engagement Agreement • April 12th, 2019 • ERC Homebuilders 1, Inc. • Delaware

This agreement (this “Agreement”) will confirm the arrangements under which FundAthena, Inc., DBA Manhattan Street Capital, Inc. (“MSC”) and ERC Homebuilders, Inc., a Delaware C corporation, and its present and future subsidiaries (collectively, the “Client”), to act as the Client’s advisor in connection with a possible Financing (as defined below) and the Client’s use of MSC’s proprietary technology platform (the “MSC Platform”).

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MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • August 20th, 2019 • ERC Homebuilders 1, Inc. • General bldg contractors - residential bldgs • Delaware

This MANAGEMENT SERVICES AGREEMENT (“Agreement”) is made effective as of this 5th day of August, 2019, by and between ERC Homebuilders 1, Inc., a Delaware corporation with a principal place of business at 2738 Falkenburg Rd. S., Riverview, FL 33578 (“ERCHB1”) and ERC Home Builders, Inc., a Delaware corporation with a principal place of business at 2738 Falkenburg Rd. S., Riverview, FL 33578 (“Manager”). This Agreement amends and restates in its entirety that certain Management Services Agreement dated February 18, 2019 between the parties.

Sample 1
AGREEMENT OF SALE AND PURCHASE
Agreement of Sale and Purchase • May 10th, 2022 • ERC Communities 1, Inc. • General bldg contractors - residential bldgs • Florida

This AGREEMENT OF SALE AND PURCHASE (the “Agreement”) is made and entered into as of the 5th day of August, 2021 (the “Effective Date”), by and between WILLIAM HAMILTON, JR, TRUSTEE OF THE HAMILTON FAMILY TRUST DATED 2/4/1992, whose address is PO Box 2015, Saint Leo, FL 33574 (“Seller”). and ERC COMMUNITIES 1, INC., a Delaware corporation, whose address is 2738 S. Falkenburg Road, Riverview, FL 33578, or its assigns (“Purchaser”), the foregoing sometimes being individually referred to herein as a “Party” or collectively as the “Parties”.

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