1-a-a Sample Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 22nd, 2020 • RDE, Inc. • Retail-catalog & mail-order houses • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 7, 2018, by and between INCUMAKER, INC., a Delaware corporation, with headquarters located at 327 Dahlonega Road, Suite 1701B, Cumming, GA 30040 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the “Buyer”).
Standard Contracts
TRIAD PRO INNOVATORS, INC. CLASS A COMMON STOCK PURCHASE WARRANTSecurity Agreement • June 23rd, 2021 • Triad Pro Innovators, Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
THIS CLASS A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________________________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ______________ (the “Initial Issue Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Triad Pro Innovators, Inc., a Nevada corporation (the “Company”), up to ___________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 19th, 2016 • Stocosil Inc. • Pharmaceutical preparations • Delaware
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 2nd, 2022 • Principal Solar, Inc. • Electric services • Colorado
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) dated as of March 8, 2022, by and between PRINCIPAL SOLAR, INC., a Delaware corporation, with headquarters located at 100 Crescent Court, Suite 700, Dallas, TX 75201 (the “Company”) and GODFREY DAVIS HOLDINGS LLC, a Colorado limited liability company, with its address at 700 Colorado Blvd., #155, Denver, CO 80206 (the “Buyer”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • December 21st, 2017 • Aspen REIT, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 20 , by and between Aspen REIT, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).
FORM OF PRE-FUNDED WARRANT JANOVER INC.Warrant Agreement • August 6th, 2024 • Janover Inc. • Loan brokers • New York
THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Janover Inc., a Delaware corporation (the “Company”), up to ___________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 24th, 2019 • Hemp Naturals, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of March 14, 2019, by and between HEMP NATURALS, INC., a Delaware corporation, with its address at 16950 North Bay Road, Suite 1803, Sunny Isles Beach, Florida 33160 (the "Company"), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the "Buyer").
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Cyngn Inc.Pre-Funded Common Stock Purchase Warrant • September 30th, 2024 • Cyngn Inc. • Services-computer programming services
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Cyngn Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 17th, 2020 • RDE, Inc. • Retail-catalog & mail-order houses • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 15, 2019, by and between UBID HOLDINGS, INC., a Delaware corporation (the “Company”), and EMA FINANCIAL, LLC, a Delaware limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the securities purchase agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT ZERIFY, INC.Common Stock Purchase Warrant • December 5th, 2022 • Zerify, Inc. • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Spencer Clarke LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____________, 2022 (the “Initial Issuance Date”) and on or prior to 5:00 p.m. (New York City time) on _________, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Zerify, Inc., a Wyoming corporation (the “Company”), up to ______________common shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock based on the qualification offering of the Company’s Regulation A offering by the Securities and Exchange Commission (unless the Warrant is earlier terminated pursuant to paragraph Section 5(o). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF MASTERWORKS 108, LLCLimited Liability Company Operating Agreement • October 20th, 2022 • Masterworks 108, LLC • Retail-retail stores, nec • Delaware
COMMON STOCK PURCHASE WARRANT the3rdbevco, inc.Common Stock Purchase Warrant • December 18th, 2020 • The3rdBevco Inc. • Beverages
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______________________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the two (2) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from The3rdBevco, Inc., a New York corporation (the “Company”), up to _______________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock; provided, however, in the event that the Conversion Price is adjusted pursuant to 2(b) below, then upon each such adjustment the number of Warrant Shares issuable under this Warrant shall increase such that the aggregate Exercise Price immediately prior to such adjustment shall equal the aggregate Exercise Price immedia
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 26th, 2018 • YayYo, Inc. • Services-computer processing & data preparation • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 8, 2018, is by and among YayYo, Inc., a Delaware corporation with offices located at 433 North Camden Drive, Suite 600, Beverly Hills, California 90210 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
COMMON STOCK PURCHASE WARRANT UBID HOLDINGS, INC.Security Agreement • October 22nd, 2020 • RDE, Inc. • Retail-catalog & mail-order houses • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the $277,500.00 convertible promissory note to the Holder (as defined below) of even date) (the “Note”), Auctus Fund, LLC, a Delaware limited liability company (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from uBid Holdings, Inc., a Delaware corporation (the “Company”), up to 7,000,000 shares of Common Stock (as defined below) (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated July 22, 2019, by and among the Company and
FORM OF MASTERWORKS INTERCOMPANY AGREEMENTIntercompany Agreement • July 2nd, 2021 • Masterworks 046, LLC • Retail-retail stores, nec • New York
This intercompany agreement (“Agreement”) is made effective as of [ ], 2021 (the “Effective Date”) by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 046, LLC, a Delaware limited liability company (the “Company”), provided that as the context requires, the term “Company” as used herein may refer to a wholly owned subsidiary of the Company or a segregated portfolio of Masterworks Cayman SPC that is wholly owned by the Company, and is intended to set forth certain representations, covenants and agreements between Masterworks and the Company with respect to the offering (the “Offering”) for sale by the Company of its Class A ordinary membership interests (referred to herein as the “Shares”) as described in the Company’s Offering Circular dated as of the date of its qualification by the SEC, as amended by any post-qualification amendment (the “Offering Circular”). Capitalized terms used herein and
CONTACT GOLD CORP. as the Corporation and COMPUTERSHARE TRUST COMPANY OF CANADA as the Warrant AgentWarrant Indenture • September 23rd, 2020 • Contact Gold Corp. • Gold and silver ores • British Columbia
COMPUTERSHARE TRUST COMPANY OF CANADA a trust company existing under the laws of Canada and authorized to carry on business in all provinces of Canada (the "Warrant Agent")
ESCROW AGREEMENT FOR SECURITIES OFFERINGEscrow Agreement • March 5th, 2021 • School of Whales Commercial Real Estate Equity Fund, LLC • Real estate • Delaware
THIS ESCROW AGREEMENT, effective as of _____________, (“Escrow Agreement”), is by, between and among North Capital Private Securities Corporation, a Delaware Corporation and a registered Broker-Dealer, member FINRA and SIPC, located at 623 E. Ft. Union Blvd, Suite 101, Salt Lake City, UT 84047 (“NCPS”) as escrow agent hereunder (“NCPS” or “Escrow Agent”); Dalmore Group, LLC (“Broker”), a New York limited liability compnay located at 525 Green Place, Woodmere, NY 11598; and ____________________________, a __________________________ (“Issuer”) located at ___________________________________________________________________.
FORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2021Administrative Services Agreement • July 2nd, 2021 • Masterworks 046, LLC • Retail-retail stores, nec • New York
This Administrative Services Agreement (this “Agreement”), dated as of the date first set forth above (the “Effective Date”) is entered into by and between Masterworks Administrative Services, LLC, a Delaware limited liability company (the “Administrator”) and Masterworks 046, LLC, a Delaware limited liability company (the “Issuer”) and Masterworks Cayman, SPC, a Cayman Islands segregated portfolio company (“Masterworks Cayman”), on behalf of the [ ] segregated portfolio (the “Portfolio”). Each party hereto may be referred to herein individually as a “Party” and all parties may be referred to collectively as the “Parties.”
FORM OF MANAGEMENT SERVICES AGREEMENT Dated as of [DATE], 2022Management Services Agreement • October 20th, 2022 • Masterworks 108, LLC • Retail-retail stores, nec • New York
This Management Services Agreement (this “Agreement”), dated as of the date first set forth above (the “Effective Date”) is entered into by and between Masterworks Administrative Services, LLC, a Delaware limited liability company (the “Administrator”) and Masterworks 108, LLC, a Delaware limited liability company (the “Issuer”) and Masterworks Cayman, SPC, a Cayman Islands segregated portfolio company (“Masterworks Cayman”), on behalf of the [ ] segregated portfolio (the “Portfolio”). Each party hereto may be referred to herein individually as a “Party” and all parties may be referred to collectively as the “Parties.”
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 23rd, 2023 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • Delaware
This Indemnification Agreement ("Agreement"), dated as of [DATE], is by and between Monogram Orthopaedics, Inc., a Delaware corporation (the "Company") and Paul Riss (the "Indemnitee").
CONVERTIBLE NOTE DUE AUGUST 24, 2021Convertible Security Agreement • January 25th, 2021 • Pacific Software, Inc. • Retail-eating & drinking places • New York
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued notes of Pacific Software, Inc., a Nevada corporation, (the “Borrower”), having its principal place of business at 2 Bloor St. East, Suite 3500, Toronto, Canada, M4W 1A8, due August 24, 2021 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
FORM OF ENGAGEMENT LETTER AND AGREEMENT AMONG CO-MANAGERSEngagement Letter and Agreement Among Co-Managers • November 4th, 2022 • Masterworks 157, LLC • Retail-retail stores, nec • New York
This engagement letter and agreement among co-managers (the “Agreement”) confirms the terms and conditions upon which Masterworks 157, LLC, a Delaware limited liability company with an address at 225 Liberty Street, 29th Floor, NY, NY 10281 (the “Client”) engages each of Independent Brokerage Solutions LLC (“IndieBrokers”) and Arete Wealth Management, LLC (“Arete” and, together with IndieBrokers, the “Co-Managers” and each, a “Co-Manager”) to act as Co-Managers for a Tier 2 offering of Class A shares of the Client (the “Securities”) pursuant to Regulation A, as amended, under Title IV of the Jumpstart Our Business Startups Act (“JOBS Act”) in one or more related transactions (the “Offering”) to purchasers, who will subscribe for the securities via the Client’s online investment platform at www.masterworks.com (the “Masterworks Platform”). Compensation to the Co-Managers payable hereunder shall be paid by Masterworks Investor Services, LLC (“Masterworks”), a Delaware limited liability c
EMO CAPITAL, CORP. SUBSCRIPTION AGREEMENTSubscription Agreement • July 14th, 2023 • Emo Capital Corp. • Agricultural chemicals • Nevada
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.
Winc, Inc. fIFth amended and restated Investors’ Rights AGREEMENT Effective Date: ____, 2019Investors’ Rights Agreement • September 9th, 2019 • Winc, Inc. • Retail-miscellaneous retail • Delaware
THIS FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of _____, 2019, by and among Winc, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule 1 hereto (each, an “Investor” and collectively, the “Investors”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 5th, 2024 • CBD Life Sciences Inc. • Medicinal chemicals & botanical products • California
This Indemnification Agreement (the “Agreement”) is entered into effective May 1, 2024, by and between CBD Life Sciences, Inc., a Nevada corporation (the “Company”), and Lisa Nelson (“Indemnitee”).
INDEMNIFICATION AGREEMENT ENERGY HUNTER RESOURCES, INC.Indemnification Agreement • November 17th, 2016 • Energy Hunter Resources, Inc. • Crude petroleum & natural gas • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of the ___day of July, 2016 between ENERGY HUNTER RESOURCES, INC., a Delaware corporation (the “Company”), and ______________ (“Indemnitee”).
FORM OF ENGAGEMENT LETTEREngagement Letter • March 4th, 2021 • Masterworks 041, LLC • Retail-retail stores, nec • New York
This engagement letter (the “Agreement”) confirms the terms upon which Masterworks 041, LLC (the “Client;” “Masterworks 041”) engages Independent Brokerage Solutions LLC (the “Financial Adviser;” “IndieBrokers”). IndieBrokers is engaged to act as the exclusive underwriter to the Client in connection with a Regulation A Offering (as defined below) of securities on behalf of Client (the “Potential Transaction”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 22nd, 2020 • RDE, Inc. • Retail-catalog & mail-order houses • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 6, 2019, is entered into by and between UBid Holdings, Inc., a Delaware corporation (the “Company”), and EMA Financial, LLC, a Delaware limited liability company (the “Purchaser”).
Broker-Dealer AgreementBroker-Dealer Agreement • February 1st, 2022 • TNT Franchise Fund Inc. • Investors, nec
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between TNT Franchise Fund Inc. (“Client”), a Delaware Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of August 24, 2021 (the “Effective Date”):
Series #TICKER, a series of RSE Portfolio, LLC Interests are offered through Dalmore Group, LLC, a registered broker-dealer and member of FINRA and SIPC (“Dalmore” or the “BOR”) Subscription Agreement to subscribe for Series #TICKER, a series of RSE...Subscription Agreement • December 19th, 2022 • RSE Portfolio, LLC • Real estate • Delaware
AGREEMENT OF LIMITED PARTNERSHIP OF HAPPYNEST OPERATING PARTNERSHIP, LP Dated as of April 13, 2020 ContentsLimited Partnership Agreement • December 8th, 2023 • HappyNest REIT, Inc. • Real estate investment trusts • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP OF HAPPYNEST OPERATING PARTNERSHIP, LP (this “Agreement”) dated as of April 13, 2020, is entered into among HAPPYNEST REIT, INC., a Delaware corporation, as general partner (the “General Partner”) and initial limited partner (the “Initial Limited Partner”), and the Limited Partners party hereto from time to time.
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING [*], 2023, WHICH IS THE COMMENCEMENT OF SALES OF SHARES OF COMMON STOCK IN THE OFFERING:...Purchase Warrant Agreement • August 22nd, 2023 • Autonomix Medical, Inc. • Surgical & medical instruments & apparatus • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [*], 20[23] (THE DATE OF ISSUANCE), AND IT WILL BE VOID AFTER 5:00 P.M., EASTERN TIME, [*], 2028 (THE DATE THAT IS FIVE YEARS FROM COMMENCEMENT OF SALES OF SHARES OF COMMON STOCK IN THE OFFERING).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 19th, 2024 • WFTP Ventures Inc. • Wholesale-drugs, proprietaries & druggists' sundries • 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.
AMENDED AND RESTATED OPERATING AGREEMENT OF FUNDRISE GROWTH eREIT III, LLC Dated as of February 13, 2019Operating Agreement • July 18th, 2023 • Fundrise Growth eREIT III, LLC • Real estate investment trusts • Delaware
This AMENDED AND RESTATED OPERATING AGREEMENT OF FUNDRISE GROWTH eREIT III, LLC is dated as of February 13, 2019. Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in Section 1.1 or Section 13.1.
BIOLIFE SCIENCES INC. SUBSCRIPTION AGREEMENT NOTICE TO INVESTORSSubscription Agreement • November 29th, 2022 • BioLIfe Sciences Inc • Pharmaceutical preparations • Nevada
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.
