MUSCLE MAKER, INC Maximum: 3,076,920 Shares of Common Stock no par value per share SELLING AGENCY AGREEMENTSelling Agency Agreement • February 14th, 2018 • Muscle Maker, Inc. • Retail-eating & drinking places • New York
Muscle Maker, Inc, a California corporation (the “Company”), proposes, subject to the terms and conditions contained in this Selling Agency Agreement (this “Agreement”), to issue and sell up to a maximum of 3,076,920 shares of its common stock, no par value per share (the “Common Stock”),at an offering price of $3.25 per share, to investors (collectively, the “Investors”) in an initial public offering (the “Offering”) pursuant to Regulation A through Tripoint Global Equities, LLC and its online division, Banq®, as managing selling agent (the “Managing Agent”) and Cambria Capital, LLC (the “Lead Agent” and, together with the Managing Agent, , the “Selling Agents” or, individually, a “Selling Agent”), acting on a best efforts basis only, in connection with such sales. The shares of Common Stock to be sold in this offering are referred to herein as the “Shares.” The Shares are more fully described in the Offering Statement (as hereinafter defined).
SUBSCRIPTION AGREEMENT (BANQ® Subscribers) Common Stock In Muscle Maker, IncSubscription Agreement • February 14th, 2018 • Muscle Maker, Inc. • Retail-eating & drinking places • California
This Subscription Agreement relates to my/our agreement to purchase ________ shares of common stock, no par value per share (the “Shares”), to be issued by Muscle Maker, Inc, a California corporation (the “Company”), for a purchase price of $3.25 per Share, for a total purchase price of $___________ (“Subscription Price”), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the Final Offering Circular for the sale of the Shares, dated ____________, 2018 (the “Circular”). Capitalized terms used but not defined herein shall have the meanings given to them in the Circular.
CLOSING ESCROW AGREEMENTClosing Escrow Agreement • February 14th, 2018 • Muscle Maker, Inc. • Retail-eating & drinking places • Delaware
This CLOSING ESCROW AGREEMENT (this “Agreement”) dated as of this 2nd day of October 2017 by and among Muscle Maker, Inc, a California corporation (the “Company”), having an address at 2200 Space Park Drive, Suite 310, Houston, Texas 77058; TriPoint Global Equities, LLC, having an address at 1450 Broadway, 26th Floor, New York, NY 10018 (“Placement Agent”), and WILMINGTON TRUST, NATIONAL ASSOCIATION (the “Escrow Agent”), with its principal corporate trust office at 1100 North Market Street, Wilmington, Delaware 19890.
SUBSCRIPTION AGREEMENT Common Stock In Muscle Maker, IncSubscription Agreement • February 14th, 2018 • Muscle Maker, Inc. • Retail-eating & drinking places • California
This Subscription Agreement relates to my/our agreement to purchase of shares of common stock, no par value per share (the “Shares”), to be issued by Muscle Maker, Inc, a California corporation (the “Company”), for a purchase price of $3.25 per Share, for a total purchase price of the number of shares times the price per share (“Subscription Price”), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the Final Offering Circular for the sale of the Shares, dated ________, 2018 (the “Circular”). Capitalized terms used but not defined herein shall have the meanings given to them in the Circular.
Muscle Maker, Inc Employment AgreementEmployment Agreement • February 14th, 2018 • Muscle Maker, Inc. • Retail-eating & drinking places • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into effective as of the Effective Date (as defined below), by and between Ferdinand Groenewald (“Employee”) and Muscle Maker, Inc, a California corporation (the “Company”). The Employee and the Company are sometimes referred to herein, each individually as a “Party” or collectively as the “Parties”.
AMENDMENT NO. 2 TO ESCROW AGREEMENTEscrow Agreement • February 14th, 2018 • Muscle Maker, Inc. • Retail-eating & drinking places
This AMENDMENT, dated as of February 10, 2018 (the “Amendment”), by and among Muscle Maker, Inc, a California corporation (the “Company”), having an address at 2200 Space Park Drive, Suite 310, Houston, Texas 77058; TriPoint Global Equities, LLC, having an address at 1450 Broadway, 26th Floor, New York, NY 10018 (“Placement Agent”), and WILMINGTON TRUST, NATIONAL ASSOCIATION (the “Escrow Agent”) with its principal corporate trust office at 1100 North Market Street, Wilmington, Delaware 19890.
AMENDMENT NO. 1 TO ESCROW AGREEMENTEscrow Agreement • February 14th, 2018 • Muscle Maker, Inc. • Retail-eating & drinking places
This AMENDMENT, dated as of November 30, 2017 (the “Amendment”), by and among Muscle Maker, Inc, a California corporation (the “Company”), having an address at 2200 Space Park Drive, Suite 310, Houston, Texas 77058; TriPoint Global Equities, LLC, having an address at 1450 Broadway, 26th Floor, New York, NY 10018 (“Placement Agent”), and WILMINGTON TRUST, NATIONAL ASSOCIATION (the “Escrow Agent”) with its principal corporate trust office at 1100 North Market Street, Wilmington, Delaware 19890.
