REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 18th, 2023 • Trans American Aquaculture, Inc
This REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of January 20, 2023 (the "Execution Date"), is entered into by and between Trans American Aquaculture, Inc., (F/X/A Gold River Productions, Inc) a Colorado corporation with its principal executive office at 1022 Shadyside Lane, Dallas, TX 75223 (the "Company"), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102 Jericho, NY 11753 (the "Investor").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 18th, 2023 • Trans American Aquaculture, Inc • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of July 6th, 2023, between Gold River Productions Inc. (D/B/A Trans American Aquaculture), a Colorado corporation (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).
EQUITY FINANCING AGREEMENTEquity Financing Agreement • August 18th, 2023 • Trans American Aquaculture, Inc
This EQUITY FINANCING AGREEMENT (the "Agreement"), dated as of January 20, 2023 (the "Execution Date"), is entered into by and between Trans American Aquaculture, Inc. (F/K/A Gold River Productions, Inc.), a Colorado corporation with its principal executive office at 1022 Shadyside Lane, Dallas, TX 75223 (the "Company"), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102, Jericho, NY 11753 (the "Investor").
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 18th, 2023 • Trans American Aquaculture, Inc • Colorado
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of August 28, 2022 by and among, Adam Thomas (“Purchaser”), Gold River Productions, Inc., a Colorado corporation (the “Company”), and Richard Goulding (the “Selling Party,” and the “Executive”). The Purchaser, the Company, the Selling Party, and the Executive are sometimes collectively referred to herein as the “Parties” and individually referred to herein as a “Party.”
d/b/a South Texas Securities MEMBER FINRA/SIPCPlacement Agent Agreement • August 18th, 2023 • Trans American Aquaculture, Inc • New York
This letter (the “Agreement”) constitutes the agreement between Icon Capital Group, LLC (dba South Texas Securities Co.), a Delaware limited liability company (“ICG” or the “Placement Agent”), and Gold River Productions, Inc., a Colorado corporation (OTCPK: GRPS) (the “Company”), who hereby agrees to sell up to an aggregate of ten million dollars ($10,000,000.00) of securities of the Company, including the shares (the “Shares”) of the Company’s common stock, $0.000001 par value per share (the “Common Stock” or the “Securities”), directly to a certain investor (the “Purchaser”) through the Placement Agent, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of the Securities to the Purchaser. The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the Purchaser and nothing herein constitutes that the Placement Agent would have the power or authority to bind the Company or the Purchaser or an obligation
d/b/a South Texas Securities MEMBER FINRA/SIPCPlacement Agent Agreement • August 18th, 2023 • Trans American Aquaculture, Inc • New York
This letter (the “Agreement”) constitutes the agreement between Icon Capital Group, LLC (dba South Texas Securities Co.), a Delaware limited liability company (“ICG” or the “Placement Agent”), and Gold River Productions, Inc., a Colorado corporation (OTCPK: GRPS) (the “Company”), who hereby agrees to sell up to an aggregate of Seven Hundred Fifty Thousand Dollars ($750,000.00) of securities of the Company in three tranches of Two Hundred Fifty Thousand Dollars ($250,000.00), including the shares (the “Shares”) of the Company’s Series D Preferred Stock, $[ ]1 par value per share (the "Preferred Stock”), pre-funded Preferred Stock purchase warrants (the “Pre-Funded Warrants” and the Shares issuable upon exercise of the Pre-Funded Warrants, the “Pre-Funded Warrant Shares”), and Preferred Stock purchase warrants (the “Warrants” and the Shares issuable upon exercise of the Warrants, the “Warrant Shares” and, together with the Shares, the Pre-Funded Warrants, and the Pre-Funded Warrant Share
DEFINITIVE EQUITY EXCHANGE AGREEMENTDefinitive Equity Exchange Agreement • August 18th, 2023 • Trans American Aquaculture, Inc • Colorado
This Definitive Equity Exchange Agreement (“Agreement”), dated as of September 13, 2022, is among Trans American Aquaculture, LLC (“TAA”), a [Texas] limited liability company, the members of TAA, listed herein on Exhibit A (collectively, the “Members”), Gold River Productions, Inc., a Colorado corporation (“GRPS”), and Adam Thomas, the managing member of TAA and the controlling shareholder of GRPS (“Thomas”). Collectively, the Members, TAA, GRPS and Thomas are the “Parties.”
ASSIGNMENT OF RIGHTS AND ASSUMPTION OF LIABILITIES AGREEMENTAssignment of Rights and Assumption of Liabilities Agreement • August 18th, 2023 • Trans American Aquaculture, Inc • Nevada
THIS Assignment of Rights and Assumption of Liabilities Agreement (this "Agreement") dated as of August 29, 2022, by and between Gold River Productions, Inc. ("Company"), and Richard Goulding (the "Executive").
