SUBSCRIPTION AGREEMENTSubscription Agreement • June 30th, 2020 • Legion Works, Inc. • Blank checks • 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.
POSTING AGREEMENTPosting Agreement • June 21st, 2023 • Legion Works, Inc. • Blank checks • California
Legion Works, Inc., a Delaware Corporation located at 4275 Executive Square, Suite 200, La Jolla, CA 92037 (the “Company”), proposes, subject to the terms and conditions contained in this Posting Agreement (this “Agreement”), to issue and sell shares of its Voting Common Stock, $3.60 par value per share (the “Shares”) to investors (collectively, the “Investors”) in a public offering (the “Offering”) on the online website provided by StartEngine Crowdfunding, Inc. (the “Platform”) pursuant to Regulation A through StartEngine Primary LLC ( “StartEngine”), acting on a best efforts basis only, in connection with such sales. The Shares are more fully described in the Offering Statement (as hereinafter defined).
ESCROW AGREEMENT FOR SECURITIES OFFERINGEscrow Agreement • July 13th, 2023 • Legion Works, Inc. • Blank checks • Delaware
This Escrow Agreement, effective as of 04 / 26 / 2023, (“Escrow Agreement”), is by, between and among The Bryn Mawr Trust Company of Delaware, a Delaware Limited Purpose Trust Company and located at 20 Montchanin Rd., Suite 100, Greenville, DE 19807 as Escrow Agent hereunder (“Escrow Agent”); StartEngine Primary LLC (“Broker”), a Delaware Limited Liability Company, located at 3900 W. Alameda Ave, Burbank, CA 91505; and Legion Works, Inc., a Delaware Corporation (“Issuer”) located at 4275 Executive Square, Suite 200, La Jolla, CA 92037.
ContractLegion Works, Inc. • July 5th, 2022 • Blank checks • Delaware
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS IN ACCORDANCE WITH APPLICABLE REGISTRATION REQUIREMENTS OR AN EXEMPTION THEREFROM. THIS WARRANT MUST BE SURRENDERED TO THE COMPANY OR ITS TRANSFER AGENT AS A CONDITION PRECEDENT TO THE SALE, TRANSFER, PLEDGE OR HYPOTHECATION OF ANY INTEREST IN ANY OF THE SECURITIES REPRESENTED HEREBY.
LEGION WORKS INC. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • April 30th, 2021 • Legion Works, Inc. • Blank checks • California
This Common Stock Purchase Agreement (this “Agreement”) is made as of January 10th, 2020 by and between Legion Works Inc, a Delaware corporation (the “Company”), and Mike Kamo (“Purchaser”).
LEGION WORKS INC COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • April 30th, 2021 • Legion Works, Inc. • Blank checks • California
This Common Stock Purchase Agreement (this “Agreement”) is made as of January 10th, 2020 by and between Legion Works Inc, a Delaware corporation (the “Company”), and Keiran Flanigan (“Purchaser”).
SUBSCRIPTION AGREEMENTSubscription Agreement • July 5th, 2022 • Legion Works, Inc. • Blank checks • 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.
SUBSCRIPTION AGREEMENTSubscription Agreement • June 21st, 2023 • Legion Works, Inc. • Blank checks • 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.
PURCHASE AGREEMENTPurchase Agreement • October 11th, 2024 • Legion Works, Inc. • Services-prepackaged software
· Access to External Service Accounts: Growth Collective will maintain all Assigned Accounts in active condition (including payment of any associated fees), and provide usernames and passwords for external services used by Growth Collective that constitute Assigned Accounts and will otherwise coordinate with Toptal with respect to external services used by Growth Collective that do not constitute Assigned Accounts but contain Purchased Assets to make necessary updates on those services to point to Toptal.com after the Closing (e.g., Facebook, Instagram, TrustPilot, LinkedIn, Clutch, etc). Toptal will assume ownership and possess all owner rights in the respective admin panel with respect to all Assigned Accounts once they are assigned. Growth Collective will cease to be the owner of such Assigned Accounts but may retain some access to assist Toptal during the Service Period. After the Service Period, Growth Collective will have no rights in the Assigned Accounts.
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • January 7th, 2021 • Legion Works, Inc. • Blank checks • Delaware
THIS AGREEMENT (“Agreement”) is made on December 29th, 2020 (the “Effective Date”), by and between Michael Kamo, a Utah resident with an address of 4611 North Crest Ridge Road, Lehi, Utah 92101, (“Seller”) and Legion Works, Inc., a Delaware Corporation with a principal place of business located at 4275 Executive Square, Suite 200, La Jolla, California 92037 (“Buyer”).
Executive Employment AgreementExecutive Employment Agreement • July 5th, 2022 • Legion Works, Inc. • Blank checks • California
This Employment Agreement (the “Agreement”) is made and entered into as of April 21st, 2022 by and between Robert Caleb Cuccaro-Green (the “Executive”) and Legion Works, Inc., a Delaware Corporation (the “Company”).
FIRST AMENDMENT TO PURCHASE AGREEMENTPurchase Agreement • October 11th, 2024 • Legion Works, Inc. • Services-prepackaged software
This First Amendment (this “Amendment”) to the Purchase Agreement dated as of June 18, 2024 (the “Agreement”), is made and entered into as of June 25, 2024, by and among Toptal, LLC, a Delaware limited liability company (the “Purchaser”), Growth Collective Solutions, Inc., a Delaware corporation (the “Company”), and Legion Works, Inc., a Delaware corporation (“Parent”). Defined terms used and not defined herein shall have the meanings assigned to them in the Agreement.
