FLEWBER GLOBAL INC. FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • November 20th, 2023 • Flewber Global Inc. • Air transportation, nonscheduled • New York
The undersigned, Flewber Global Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Joseph Stone Capital, LLC (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 3,750,000 shares of common stock, par value $0.0001 per share (“Common Stock”), of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 562,500 shares of its Common Stock (the “Option Shares” and collectively hereafter sometimes referred to as the “Shares”), if and to the extent that the Representative shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Option Shares granted to the Underwriters in Section 1 hereof. The Firm Shares and the
Flewber Global CONSULTING AGREEMENTConsulting Agreement • November 20th, 2023 • Flewber Global Inc. • Air transportation, nonscheduled • New York
This Consulting Agreement (the “Agreement”) is made as of Tuesday October 17th, 2023 by and between Flewber Global, Inc. a Delaware corporation (“Company”), and VIP Ventures Limited LLC, a Florida Corporation (“Consultant").
LIMITED LIABILITY COMPANY OPERATING AGREEMENTOperating Agreement • November 20th, 2023 • Flewber Global Inc. • Air transportation, nonscheduled • Delaware
This Limited Liability Company Operating Agreement (the “Agreement”) of Vision FGAR 1, LLC, a Delaware limited liability company (the “Company”), is entered into as of November 14, 2023 by and among the Company, each Person identified on Schedule I attached hereto (the “Members Schedule”) as of the date hereof as a Member and who has executed this Agreement or a counterpart thereof and each other Person who, after the date hereof, becomes a Member of the Company in accordance with the terms of this Agreement by executing and delivering a joinder agreement hereto to the Company (collectively, the “Members”), pursuant to the Delaware Limited Liability Company Act (“Act”). Unless otherwise noted, capitalized terms used in this Agreement have the meanings ascribed herein, as more fully set forth in ARTICLE X.
EXCLUSIVE AIRCRAFT LEASE AGREEMENTExclusive Aircraft Lease Agreement • November 20th, 2023 • Flewber Global Inc. • Air transportation, nonscheduled • New York
This EXCLUSIVE Aircraft Lease Agreement (this “Agreement”) is made this 14 day of November, 2023 (“Effective Date”) by and between Vision FGAR 1, LLC, a Delaware limited liability company (“Lessor”), and Ponderosa Air, LLC, a New York limited liability company (“Lessee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 20th, 2023 • Flewber Global Inc. • Air transportation, nonscheduled • Florida
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 14, 2023, by and among Vision FGAR 1, LLC, a Delaware limited liability company (the “Company”), and Radlo Family Irrevocable Trust II, a Massachusetts Trust (the “Buyer”).
ASSIGNMENT OF PURCHASE AGREEMENTAssignment of Purchase Agreement • November 20th, 2023 • Flewber Global Inc. • Air transportation, nonscheduled
THIS ASSIGNMENT OF PURCHASE AGREEMENT (this “Assignment”) is made and entered into as of November 14, 2023 (the “Effective Date”) by and between Flewber, Inc., a New York corporation (“Assignor”) and Vision FGAR 1, LLC, a Delaware limited liability company (“Assignee”) and is consented to by Cirrus Design Corporation, a Wisconsin corporation (“Seller”).
