AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 30th, 2022 • Corphousing Group Inc. • Real estate
This Amended and Restated Registration Rights Agreement (this “Agreement”) is made and entered into as of September 30, 2022, between CorpHousing Group Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
CORPHOUSING GROUP, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • August 16th, 2022 • Corphousing Group Inc. • Real estate • New York
The undersigned, Corphousing Group, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) to issue and sell to the underwriter or underwriters, as the case may be, named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters;”), for whom Maxim Group LLC is acting as representative (in such capacity, the “Representative”), an aggregate of 3,375,000 shares (the “Firm Shares”) of the Company’s common stock, par value $0.00001 per share (the “Common Stock”), and, at the election of the Representative, up to an additional 506,250 Option Shares (as defined herein and collectively with the Firm Shares, the “Shares” or the “Securities”). The offering and sale of the Securities contemplated by this Agreement is referred to herein as the “Offering.”
COMMON STOCK PURCHASE WARRANT CORPHOUSING GROUP, INC.Corphousing Group Inc. • January 31st, 2022 • Real estate • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 20271 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Corphousing Group, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), up to [___] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder
COMMON STOCK PURCHASE WARRANT LuxUrban Hotels Inc.Luxurban Hotels Inc. • April 18th, 2023 • Real estate • Delaware
This Warrant is being issued pursuant to that certain letter agreement dated as of April 16, 2023 among the Holder, the Company and Greenle Partners LLC Series Beta P.S (the “Letter Agreement”). In addition to the terms defined elsewhere in this Warrant, capitalized terms that are not otherwise defined herein have the meanings given to such terms in the Letter Agreement or, if not defined therein, in the September Agreement (as defined in the Letter Agreement).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • July 11th, 2022 • Corphousing Group Inc. • Real estate • Delaware
This Warrant is being issued pursuant to that certain Securities Purchase Agreement dated as of June 30, 2022 between the Holder and the Company (the “Securities Purchase Agreement”) and the other purchasers of the Notes. In addition to the terms defined elsewhere in this Warrant, capitalized terms that are not otherwise defined herein have the meanings given to such terms in the Securities Purchase Agreement.
LUXURBAN HOTELS INC.Luxurban Hotels Inc. • February 21st, 2023 • Real estate • Delaware
This letter will confirm our understanding and agreement that, in consideration of the respective agreements of the Company and Greenle Beta set forth herein, the sufficiency of which is hereby acknowledged by such parties, the Company and Greenle Beta acknowledge and agree as follows:
COMMON STOCK PURCHASE WARRANT LuxUrban Hotels Inc.Luxurban Hotels Inc. • September 1st, 2023 • Real estate • Delaware
This Warrant is being issued pursuant to that certain letter agreement dated as of August 31, 2023 among the Holder, the Company and Greenle Partners LLC Series [____] P.S (the “Letter Agreement”). In addition to the terms defined elsewhere in this Warrant, capitalized terms that are not otherwise defined herein have the meanings given to such terms in the Letter Agreement or, if not defined therein, in the September Agreement (as defined in the Letter Agreement).
CORPHOUSING GROUP, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Warrant Agent Warrant Agency Agreement Dated as of [ ] __, 2022 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 31st, 2022 • Corphousing Group Inc. • Real estate • California
WARRANT AGENCY AGREEMENT, dated as of [ ] __, 2022 (“Agreement”), between CORPHOUSING GROUP, INC., a corporation organized under the laws of the State of Delaware (the “Company”), and . CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a corporation organized under the laws of [ ] (the “Warrant Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 31st, 2022 • Corphousing Group Inc. • Real estate • New York
This Agreement, made and entered into effective as of ________, 2022 (“Agreement”), by and between CorpHousing Group Inc., a Delaware corporation (“Company”), and the undersigned indemnitee (“Indemnitee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 11th, 2022 • Corphousing Group Inc. • Real estate • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of May 27, 2022, between CorpHousing Group Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
CORPHOUSING GROUP, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 31st, 2022 • Corphousing Group Inc. • Real estate • New York
The undersigned, Corphousing Group, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) to issue and sell to the underwriter or underwriters, as the case may be, named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters;”), for whom Maxim Group LLC is acting as representative (in such capacity, the “Representative”), an aggregate of [____] units (the “Firm Units” or “Units”) of the Company’s securities, and, at the election of the Representative, up to an additional [_________] Option Shares (as defined herein and collectively with the shares of Common Stock underlying the Firm Units, the “Shares”), and/or up to an additional [_____] Option Warrants (as defined herein and collectively with warrants underlying the Firm Units, the “Warrants”). Each Unit consists of one share of the Company’s common stock, par value $0.00001 per share (the “Common Stock”) and one Warrant. Each Warrant entitles the holder to purchase
LUXURBAN HOTELS INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 5th, 2024 • Luxurban Hotels Inc. • Real estate
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between LuxUrban Hotels Inc., a Delaware corporation (the “Company”), and Shanoop Kothari (the “Executive”), effective as of March 1, 2024 (the “Effective Date”). This Agreement supersedes and replaces the Employment Agreement entered into by and between the Company and the Executive dated August 7, 2023 and effective as of October 1, 2023 (“August 2023 Employment Agreement”), which shall no longer by in force or effect as of the date hereof.
EMPLOYMENT AGREEMENTEmployment Agreement • January 12th, 2022 • Corphousing Group Inc. • Real estate • Florida
This EMPLOYMENT AGREEMENT (“Agreement”), dated as of ________________, 2022 (“Effective Date”), is made and entered into by and between CORPHOUSING GROUP, Inc, a Delaware Corporation (“CHG” or “Company”), having an address of 2125 Key Biscayne Blvd., Suite 253, Miami, Florida 33137 and Kevin J. Mikolashek (“Executive”), an individual having an address as set forth on the signature page.
COMMON STOCK PURCHASE WARRANT LUXURBAN HOTELS INC.Luxurban Hotels Inc. • September 1st, 2023 • Real estate
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Partners LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [_] (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_] (the “Termination Date”) but not thereafter, to subscribe for and purchase from LuxUrban Hotels Inc., a Delaware corporation (the “Company”), up to [_] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
UNDERWRITING AGREEMENT between LUXURBAN HOTELS INC. and ALEXANDER CAPITAL, L.P., as Representative of the Several Underwriters LUXURBAN HOTELS INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 26th, 2023 • Luxurban Hotels Inc. • Real estate • New York
Alexander Capital, L.P. As Representative of the several Underwriters named on Schedule 1 attached hereto (the “Representative”)
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 30th, 2022 • Corphousing Group Inc. • Real estate • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of September 30, 2022, between CorpHousing Group Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ContractCorphousing Group Inc. • January 12th, 2022 • Real estate • Delaware
NEITHER THIS WARRANT NOR THE COMMON STOCK THAT MAY BE ACQUIRED UPON THE EXERCISE HEREOF ("WARRANT SHARES") HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED ("SECURITIES ACT"), OR UNDER THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, PLEDGED, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND COMPLIANCE WITH ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE COMPANY RECEIVES AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED. THIS WARRANT ALSO CONTAINS CERTAIN RESTRICTIONS REGARDING THE TRANSFER OF THIS WARRANT AND/OR THE WARRANT SHARES.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 11th, 2022 • Corphousing Group Inc. • Real estate • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2022, between CorpHousing Group Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
Restricted Stock Award AgreementRestricted Stock Award Agreement • June 6th, 2024 • Luxurban Hotels Inc. • Real estate • Delaware
This Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of June 4, 2024 by and between LuxUrban Hotels Inc., a Delaware corporation (the “Company”) and Michael James (the “Grantee”).
HOTEL MANAGEMENT AGREEMENT [Name of Hotel] By and Between and Rebel Hotel Company LLC.Hotel Management Agreement • November 8th, 2022 • Luxurban Hotels Inc. • Real estate • New York
THIS HOTEL MANAGEMENT AGREEMENT (“Agreement”) is made as of the day of , 2022 (“Execution Date”), by and between , a limited liability company (“Owner”), and Rebel Hotel Company LLC, a Delaware limited liability company (“Operator”).
LOAN AGREEMENTLoan Agreement • November 28th, 2022 • Luxurban Hotels Inc. • Real estate • Delaware
This Loan Agreement (this “Agreement”) is dated as of November 23, 2022, between LuxUrban Hotels Inc., a Delaware corporation (the “Company”), and each lender identified on the signature pages hereto (each, including its successors and assigns, a “Lender” and collectively, the “Lenders”).
LUXURBAN HOTELS INC.Securities Purchase Agreement • April 18th, 2023 • Luxurban Hotels Inc. • Real estate • Delaware
This letter will confirm our understanding and agreement that, in consideration of the respective agreements of the Company, Greenle Alpha and Greenle Beta set forth herein, the sufficiency of which is hereby acknowledged by such parties, the Company, Greenle Alpha and Greenle Beta acknowledge and agree to the provisions set forth below and will consummate the following transactions:
MODIFICATIONModification • October 21st, 2024 • Luxurban Hotels Inc. • Real estate
MODIFICATION, dated as of October 18, 2024, by and among LuxUrban Hotels Inc. (the “Company”) and each of the undersigned holders of August 2024 Notes (as defined), representing in the aggregate more than the majority of the principal amount of the August 2024 Notes issued by the Company. Capitalized terms used herein shall have the meanings ascribed to them in the Securities Purchase Agreement, dated as of August 13, 2024 (“August 2024 SPA”) and the August 2024 Notes (as defined below).
LUXURBAN HOTELS INC. UNDERWRITING AGREEMENT 30,500,000 Shares of Common StockUnderwriting Agreement • May 22nd, 2024 • Luxurban Hotels Inc. • Real estate • New York
LuxUrban Hotels Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), 30,500,000 authorized but unissued shares (the “Firm Shares”) of common stock of the Company, par value $0.00001 per share (the “Common Stock”). In addition, the Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional 4,575,000 authorized but unissued shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares” or “Securities.”
LUXURBAN HOTELS INC. EMPLOYMENT AGREEMENTEmployment Agreement • June 6th, 2024 • Luxurban Hotels Inc. • Real estate
LUXURBAN HOTELS INC.Securities Purchase Agreement • December 18th, 2023 • Luxurban Hotels Inc. • Real estate
This letter agreement (this “Agreement”) will confirm our understanding and agreement that, in consideration of the respective agreements of the Company and Greenle set forth herein, the sufficiency of which is hereby acknowledged by such parties, the Company, Greenle Alpha and Greenle Beta acknowledge and agree as follows:
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 11th, 2022 • Corphousing Group Inc. • Real estate • Delaware
This AMENDMENT No. 1 to Securities Purchase Agreement (this “Amendment”), dated as of June 30, 2022 (the “Amendment Effective Date”) is entered into by and between CorpHousing Group Inc., a Delaware corporation (the “Company”) and Greenle Partners LLC Series Alpha P.S. (the “Purchaser”) to amend the Securities Purchase Agreement originally entered into between the Company and Evergreen Capital Partners LLC (“Evergreen”) on May 27, 2022 (the “Agreement”). All capitalized terms herein shall have the definitions assigned to such terms in the Agreement.
LUXURBAN HOTELS INC.Securities Purchase Agreement • December 29th, 2023 • Luxurban Hotels Inc. • Real estate
Reference is made to (i) the Securities Purchase Agreement dated as of May 27, 2022 (the “May Agreement”) between LuxUrban Hotels Inc. (formerly known as CorpHousing Group, Inc.), a Delaware corporation (the “Company”), and Greenle Partners LLC Series Alpha P.S., a Delaware limited liability company (“Greenle Alpha”), (ii) the Securities Purchase Agreement dated as of June 30, 2022 and amended by the letter agreement dated July 15, 2022, Addendum to Securities Purchase Agreement dated as of August 15, 2022 and the letter agreement dated September 16, 2022 (as amended, the “June Agreement”) between the Company and Greenle Alpha, (iii) the Securities Purchase Agreement dated as of September 30, 2022 and amended by the letter agreement dated October 20, 2022 (as amended, the “September Agreement” and, together with the May Agreement and the June Agreement, the “Purchase Agreements”) between the Company and Greenle Alpha, (iv) the Loan Agreement dated as of November 23, 2022 (the “Loan Agr
GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • August 14th, 2024 • Luxurban Hotels Inc. • Real estate • Delaware
This GUARANTY AND SECURITY AGREEMENT (this “Security Agreement”) is made as of August ____, 2024, by and among LuxUrban Hotels Inc., a Delaware corporation (the “Company”), the subsidiaries of the Company named on the signature pages hereto (the “Guarantors” and individually a “Guarantor”), and ________, as the collateral agent (the “Collateral Agent”) on behalf of itself and the other purchasers of the Notes (collectively, the “Purchasers”) under the securities purchase agreement of even date herewith by and the Company and the Purchasers(the “SPA”). The Company and the Guarantors are collectively referred to in this Security Agreement as the “Grantors” and the Grantors and the Collateral Agent are collectively referred to in this Security Agreement as the “Parties.” Capitalized terms not defined herein shall have the meanings ascribed to them in the SPA.
LUXURBAN HOTELS INC. NONEXECUTIVE CHAIRMAN OF THE BOARD AGREEMENTBoard Agreement • April 23rd, 2024 • Luxurban Hotels Inc. • Real estate
This NONEXECUTIVE CHAIRMAN OF THE BOARD AGREEMENT (this “Agreement”) is entered into by and between LuxUrban Hotels Inc., a Delaware corporation (the “Company”), and Elan J. Blutinger (the “Mr. Blutinger” or “Chairman”), effective as of April 22, 2024 (the “Effective Date”).
Greenle Partners LLC Series Alpha P.S Saddle River, New Jersey 07458 Greenle Partners LLC Series Beta P.S. Saddle River, New Jersey 07458 Gentlemen:Securities Purchase Agreement • April 15th, 2024 • Luxurban Hotels Inc. • Real estate
Reference is made to (i) the Securities Purchase Agreement dated as of May 27, 2022 (the “May Agreement”) between LuxUrban Hotels Inc. (formerly known as CorpHousing Group, Inc.), a Delaware corporation (the “Company”), and Greenle Partners LLC Series Alpha P.S., a Delaware limited liability company (“Greenle Alpha”), (ii) the Securities Purchase Agreement dated as of June 30, 2022 and amended by the letter agreement dated July 15, 2022, Addendum to Securities Purchase Agreement dated as of August 15, 2022 and the letter agreement dated September 16, 2022 (as amended, the “June Agreement”) between the Company and Greenle Alpha, (iii) the Securities Purchase Agreement dated as of September 30, 2022 and amended by the letter agreement dated October 20, 2022 (as amended, the “September Agreement” and, together with the May Agreement and the June Agreement, the “Purchase Agreements”) between the Company and Greenle Alpha, (iv) the Loan Agreement dated as of November 23, 2022 (the “Loan Agr
AMENDED AND RESTATED GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • September 30th, 2022 • Corphousing Group Inc. • Real estate • Delaware
This AMENDED AND RESTATED GUARANTY AND SECURITY AGREEMENT (this “Security Agreement”) is made as of September 30, 2022, by and among CorpHousing Group Inc., a Delaware corporation (the “Company”), the subsidiaries of the Company named on the signature pages hereto (the “Guarantors” and individually a “Guarantor”), and Greenle Partners LLC Series Alpha P.S. (the “Lender”). The Company and the Guarantors are collectively referred to in this Security Agreement as the “Grantors” and the Grantors and the Lender are collectively referred to in this Security Agreement as the “Parties.”
LUXURBAN HOTELS INC. MODIFICATION TO CONSULTING AGREEMENTConsulting Agreement • June 11th, 2024 • Luxurban Hotels Inc. • Real estate
This Modification revises as specifically set forth herein the Consulting Agreement (the “Agreement”) by and between LuxUrban Hotels Inc., a Delaware corporation (the “Company”), and Brian L. Ferdinand (the “Consultant”), effective as of April 22, 2024 (the “Effective Date”). Specifically:
MEMBERSHIP AGREEMENTMembership Agreement • August 2nd, 2023 • Luxurban Hotels Inc. • Real estate • New Jersey
THIS MEMBERSHIP AGREEMENT (“Agreement”), dated ____________________, 20______, is between [●], a Delaware limited liability company (“we”, “our” or “us”), and LuxUrban Hotels Inc., a Delaware corporation (“you”). The definitions of capitalized terms are found in Appendix A. In consideration of the following mutual promises, the parties agree as follows:
AMENDMENT NO. 1 TO AMENDED AND RESTATED GUARANTY AND SECURITY AGREEMENTSecurities Purchase Agreement • February 21st, 2023 • Luxurban Hotels Inc. • Real estate • Delaware
Amendment No. 1 dated as of February 17, 2023 (this “Amendment”) to the Amended and Restated Guaranty and Security Agreement, dated as of November 22, 2022 (the “Security Agreement”), by and among LuxUrban Hotels Inc., a Delaware corporation (the “Company”), the subsidiaries of the Company named on the signature pages hereto (the “Grantors” and “Guarantors” and individually a “Grantor” and “Guarantor”) and Greenle Partners LLC Series Alpha P.S. (“Greenle Alpha”).
