SUBSCRIPTION AGREEMENTSubscription Agreement • September 27th, 2022 • Zergratran SA, Inc. • 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.
ESCROW AGREEMENTEscrow Agreement • September 27th, 2022 • Zergratran SA, Inc. • Delaware
This ESCROW AGREEMENT (this “Agreement”) dated as of this 22nd day of July 2022 by and among Zergratran SA, Inc., a Delaware corporation (the “Company”), having an address at 501 East Las Olas Blvd, S. 207, Fort Lauderdale, FL 33301; Rialto Markets, LLC, having an address at 42 Broadway, Ste 12-129, NY, NY 10004 (“Placement Agent ”), and WILMINGTON TRUST, NATIONAL ASSOCIATION (the “Escrow Agent”), with its principal corporate trust office at 99 Wood Avenue South, 10th Floor, Iselin, NJ 08830. The Company and the Placement Agent, each a “party,” are collectively referred to as “Parties” and individually, a “Party.”
Broker-Dealer Onboarding Agent Engagement Agreement – Reg A+ Tier 2Broker-Dealer Onboarding Agent Engagement Agreement • September 27th, 2022 • Zergratran SA, Inc. • New York
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between Zergratran, Inc. (“Issuer”), a Florida corporation limited liability company, and Rialto Markets LLC., a Delaware Limited Liability Company (“Rialto”) and FINRA registered Broker Dealer in all 50 states and Puerto Rico. Issuer and Rialto agree to be bound by the terms of this Agreement, effective as of (the “Effective Date”): 09/21/2022
Intercompany Services AgreementIntercompany Services Agreement • September 27th, 2022 • Zergratran SA, Inc. • Delaware
This Intercompany Services Agreement (this “Agreement”), effective as of June 14, 2022 (the “Effective Time”), is by and between Zergratran, Inc., a Florida corporation (the “Company”) providing services as set forth in Section 1 and Zergratran SA, Inc., a Delaware corporation and subsidiary of the Company (the “Service Recipient,” and together with the Company, the “Parties.”).
