800 Degrees Go, Inc. Sample Contracts
SUBSCRIPTION AGREEMENTSubscription Agreement • November 4th, 2021 • 800 Degrees Go, Inc. • Retail-eating places • 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.
Standard Contracts
sales representative AGREEMENTSales Representative Agreement • November 4th, 2021 • 800 Degrees Go, Inc. • Retail-eating places • California
THIS SALES REPRESENTATIVE AGREEMENT (this “Agreement”) is made and entered into as of September 3, 2021 (the “Effective Date”) by and between Piestro, Inc., a Delaware corporation (“Company”), and 800 Degrees GO, Inc., a Delaware corporation (“Representative”). All of the capitalized words used but not otherwise defined in this Agreement have the meanings set forth in the Appendix attached hereto.
WARRANT To Purchase Limited Liability Company Units of (this “Warrant”)Warrant Agreement • September 13th, 2021 • 800 Degrees Go, Inc. • Delaware
THIS CERTIFIES THAT, for value received, Piestro, Inc., a Delaware corporation (the “Holder”), is entitled upon the terms and subject to the conditions hereinafter set forth, at any time on or after September 3, 2021 (the “Issuance Date”) to subscribe for and purchase during the Exercise Period (as defined below) from 800 Degrees Pizza, LLC, a Delaware limited liability company (the “Company”), 100 units (the “Warrant Units”) of the Company’s limited liability company membership units (the “Common Units”) at a purchase price of US $0.01 per Common Unit (the “Exercise Price”). The “Exercise Period” shall mean that period commencing with the Issuance Date and ending on the date that is ten (10) years after the Issuance Date. The Warrant Units are equal to 10% of the fully-diluted shares of Common Units as of the date hereof, where the term “fully-diluted” means, for purposes of this Agreement, such ownership assuming (x) the exercise of all outstanding options or warrants to acquire Comm
Broker-Dealer AgreementBroker-Dealer Agreement • September 13th, 2021 • 800 Degrees Go, Inc.
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between 800 GO, 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 August 12, 2021 (the “Effective Date”):
800 DEGREES GO, INC. STOCKHOLDERS’ RIGHTS AGREEMENT SEPTEMBER 3, 2021Stockholders’ Rights Agreement • November 4th, 2021 • 800 Degrees Go, Inc. • Retail-eating places • Delaware
This Stockholders’ Rights Agreement (this “Agreement”) is dated as of September 3, 2021, and is among 800 Degrees GO, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on Exhibit A (each, a “Stockholder” and collectively, the “Stockholders”).
RECIPROCAL LICENSE AGREEMENTReciprocal License Agreement • November 4th, 2021 • 800 Degrees Go, Inc. • Retail-eating places • California
This Reciprocal License Agreement (the “Agreement”), dated as of September 3, 2021 (the “Effective Date”), is by and between 800 Degrees Pizza, LLC, a Delaware limited liability company (“800”), Piestro, Inc. a Delaware corporation (“Piestro”), and 800 Degrees GO, Inc., a Delaware corporation (“Go”).
Termination AgreementTermination Agreement • February 8th, 2024 • 800 Degrees Go, Inc. • Retail-eating places • Delaware
This Termination Agreement (this “Agreement”) is entered into and effective as of this 2nd day of June, 2023 by and between 800 Degrees GO, Inc., a Delaware corporation (“800”), and Vebu Labs, Inc., fka Wavemaker Labs, Inc., a Delaware corporation (“Vebu”).
ContractServices Agreement • November 4th, 2021 • 800 Degrees Go, Inc. • Retail-eating places • California
This Services Agreement (the “Agreement”) sets forth terms under which Wavemaker Labs, Inc. (“the Company”) shall provide general support services to 800 Degrees Go, Inc. (“the Client”). This Agreement is entered into as of the signature date below (“Effective Date”). Wavemaker Labs, Inc. and 800 Degrees Go, Inc. are referred to herein, individually, as a “Party” and, collectively, as the “Parties”.
GENERAL SUPPORT AGREEMENTGeneral Support Agreement • November 4th, 2021 • 800 Degrees Go, Inc. • Retail-eating places • California
This Services Agreement (the “Agreement”) sets forth terms under which 800 Degrees Pizza, LLC (“the Company”) shall provide general support services to 800 Degrees Go, Inc. (“the Client”). This Agreement is entered into as of the signature date below (“Effective Date”). 800 Degrees Pizza, LLC and 800 Degrees Go, Inc. are referred to herein, individually, as a “Party” and, collectively, as the “Parties”.
Termination Agreement and ReleaseTermination Agreement and Release • February 8th, 2024 • 800 Degrees Go, Inc. • Retail-eating places • Delaware
This Termination Agreement and Release (this “Agreement”) is entered into on the date indicated below the signature of the last party to execute this Agreement (the “Signing Date”) by and among 800 Degrees GO, Inc., a Delaware corporation (“800 GO”), Piestro, Inc., a Delaware corporation (“Piestro”), and 800 Degrees Pizza, LLC, a Delaware limited liability company (“800 Pizza”). 800 GO and 800 Pizza are each sometimes referred to herein as an “800 Party,” and they are collectively referred to herein as the “800 Parties.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 13th, 2021 • 800 Degrees Go, Inc. • Delaware
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 3rd day of September, 2021, by and among 800 Degrees GO, Inc., a Delaware corporation (the “Company”), and the persons who are signatories hereto as a “Purchaser” (each, a “Purchaser” and collectively, the “Purchasers”).
warrant PURCHASE AGREEMENTWarrant Purchase Agreement • September 13th, 2021 • 800 Degrees Go, Inc. • Delaware
This WARRANT PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 3rd day of September, 2021, by and between 800 Degrees Pizza, LLC, a Delaware limited liability company (“Pizza”), and Piestro, Inc., a Delaware corporation (“Piestro”). Piestro and Pizza are each sometimes referred to herein individually as a “Purchaser” (in reference to its purchase of Shares, Units or Warrants) or as a “Company” (in reference to its issuance of Shares or Units or its grant of Warrants), as the context requires.
GENERAL SUPPORT AGREEMENT November 2021General Support Agreement • November 18th, 2022 • 800 Degrees Go, Inc. • Retail-eating places • California
This Services Agreement (the “Agreement”) sets forth terms under which Wavemaker Labs, Inc. (“the Company”) shall provide general support services to 800 Degrees Go, Inc. (“the Client”). This Agreement is entered into as of the signature date below (“Effective Date”). Wavemaker Labs, Inc. and 800 Degrees Go, Inc. are referred to herein, individually, as a “Party” and, collectively, as the “Parties”.
WARRANT To Purchase Shares of Common Stock of PIESTRO, INC. (this “Warrant”)Warrant Agreement • November 4th, 2021 • 800 Degrees Go, Inc. • Retail-eating places • Delaware
THIS CERTIFIES THAT, for value received, 800 Degrees Pizza, LLC, a Delaware limited liability company (the “Holder”), is entitled upon the terms and subject to the conditions hereinafter set forth, at any time on or after September 3, 2021 (the “Issuance Date”) to subscribe for and purchase during the Exercise Period (as defined below) from Piestro, Inc., a Delaware corporation (the “Company”), 564,798 shares (the “Warrant Shares”) of the Company’s Common Stock (the “Common Stock”) at a purchase price of US $0.01 per share (the “Exercise Price”). The “Exercise Period” shall mean that period commencing with the Issuance Date and ending on the date that is ten (10) years after the Issuance Date. The Warrant Shares are equal to 10% of the fully-diluted shares of Common Stock as of the date hereof, where the term “fully-diluted” means, for purposes of this Agreement, such ownership assuming (x) the exercise of all outstanding options or warrants to acquire Common Stock or shares convertibl
MASTER SERVICES AGREEMENTMaster Services Agreement • May 2nd, 2022 • 800 Degrees Go, Inc. • Retail-eating places • California
This Services Agreement (the “Agreement”) sets forth terms under which WAX, Inc. (“Company”) shall provide services to 800 Degrees GO, Inc. (the “Client”). This Agreement is entered into as of the signature date below (“Effective Date”). Company and Client are referred to herein, individually, as a “Party” and, collectively, as the “Parties”.