0001144204-18-056591 Sample Contracts

ESCROW SERVICES AGREEMENT
Escrow Services Agreement • November 1st, 2018 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • Nevada

This Escrow Services Agreement (this “Agreement”) is made and entered into as of October 30, 2018 by and between Prime Trust, LLC (“Prime Trust” or “Escrow Agent”) and StartEngine Crowdfunding Inc (“Issuer”).

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FORM OF COMMON STOCK SUBSCRIPTION AGREEMENT
Common Stock Subscription Agreement • November 1st, 2018 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • New York

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.

TECHNOLOGY AGREEMENT ACCOUNT FORM
Technology Agreement • November 1st, 2018 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • New York

This TECHNOLOGY AGREEMENT, which consists of this account form (the “Account Form”) and the associated Terms and Conditions (the “Terms and Conditions”) attached hereto as Exhibit A, is made and entered into as of October 30, 2018 (the “Effective Date”) between StartEngine Crowdfunding Inc (collectively referred to as “Issuer,” “you,” “your”) for its offering of securities entitled StartEngine STO (“Offering”), and FundAmerica, LLC (“FundAmerica”, “Technology Provider,” “we,” “our,” or “us”).

FORM OF PREFERRED STOCK SUBSCRIPTION AGREEMENT
Preferred Stock Subscription Agreement • November 1st, 2018 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • New York

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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