SADDLE RANCH MEDIA, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • April 12th, 2019 • Saddle Ranch Media, Inc. • Electric lighting & wiring equipment • California
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.
Broker-Dealer AgreementBroker-Dealer Agreement • July 30th, 2021 • TriplePulse, Inc. • Food and kindred products
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between TriplePulse, Inc. (“Client”), a Delaware Limited Liability Company, 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 May 26, 2021 (the “Effective Date”):
SUBSCRIPTION AGREEMENTSubscription Agreement • May 18th, 2017 • Medivie USA Inc. • Fabricated rubber products, nec • New York
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.
Broker-Dealer AgreementBroker-Dealer Agreement • April 20th, 2023 • Coyuchi, Inc. • Broadwoven fabric mills, cotton
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between Coyuchi Inc (“Client”), a California 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 April 11, 2023 (the “Effective Date”):
POSTING AGREEMENTPosting Agreement • January 31st, 2022 • TriplePulse, Inc. • Food and kindred products • California
[TRIPLEPULSE INC][COMPANY], a [DELAWARE][STATE] [CORPORATIN][ENTITY] located at [3103 NEILSON WAY, STE D SANTA MONICA, CA][ADDRESS] (the “Company”), proposes, subject to the terms and conditions contained in this Posting Agreement (this “Agreement”), to issue and sell shares of its [COMMON STOCK][SECURITIES], $XXX par value per share (the “Shares”) to investors (collectively, the “Investors”) in a public offering (the “Offering”) on the online website provided by StartEngine Crowdfunding, Inc. (the “Platform”) pursuant to Regulation A through StartEngine Primary LLC ( “StartEngine”), acting on a best efforts basis only, in connection with such sales. The Shares are more fully described in the Offering Statement (as hereinafter defined).
NOTICE TO INVESTORSSubscription Agreement • September 7th, 2022 • Coeptis Therapeutics Inc. • Pharmaceutical preparations • Delaware
The securities of Coeptis Therapeutics, Inc., a Delaware corporation (the “Company”), to which this Subscription Agreement relates, represent an investment that involves a high degree of risk, suitable only for persons who can bear the economic risk for an indefinite period of time and who can afford to lose their entire investments. Investors should further understand that this investment is illiquid and is expected to continue to be illiquid for an indefinite period of time. No public market exists for the securities to which this Subscription Agreement relates.
SQUARE CHAIN CORP. SUBSCRIPTION AGREEMENTSubscription Agreement • November 16th, 2018 • Square Chain Corp. • Services-prepackaged software • Maryland
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.
B2DIGITAL, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • December 13th, 2019 • B2Digital, Inc. • Services-video tape rental • Florida
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.
ENTORO SECURITIES, LLC – REG A - PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • March 31st, 2023 • VictoryBase Corp • Real estate • Texas
Advance on Expenses: $10,000, covers due diligence expenses, technology platform setup costs, other necessary support. Refundable to extent not used.
OFFERING LISTING AGREEMENTOffering Listing Agreement • March 19th, 2021 • RDE, Inc. • Retail-catalog & mail-order houses • New York
This Offering Listing Agreement (this “Agreement”) is effective as of March 19, 2021 (the “Effective Date”) by and among RDE, Inc., a Delaware corporation (“Issuer”), and OpenDeal Broker LLC dba the Capital R (“ODB”), a New York limited liability company. Issuer and ODB are hereby referred to collectively as the “Parties” or individually as a “Party”.
SUBSCRIPTION AGREEMENTSubscription Agreement • March 7th, 2022 • LK Secured Lending Reg a Fund, LLC • Short-term business credit institutions • California
THE MEMBERSHIP INTERESTS OF THE COMPANY SUBJECT TO THIS SUBSCRIPTION AGREEMENT ARE SECURITIES WHICH HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE “SEC”) DOES NOT PASS UPON THE MERITS OF OR GIVE ITS APPROVAL TO ANY SECURITIES OFFERED OR THE TERMS OF THE OFFERING, NOR DOES IT PASS UPON THE ACCURACY OR COMPLETENESS OF ANY OFFERING CIRCULAR OR OTHER SELLING LITERATURE. THE SEC HAS NOT MADE AN INDEPENDENT DETERMINATION THAT THE SECURITIES ARE EXEMPT FROM REGISTRATION. THESE SECURITIES ARE OFFERED PURSUANT TO AN EXEMPTION FROM REGISTRATION WITH THE SEC. THE SEC HAS NOT MADE AN INDEPENDENT DETERMINATION THAT THIS INVESTMENT INVOLVES A DEGREE OF RISK THAT MAY NOT BE SUITABLE FOR ALL PERSONS. ONLY THOSE INVESTORS WHO CAN BEAR THE LOSS OF A SIGNIFICANT PORTION OF THEIR INVESTMENT SHOULD PARTICIPATE IN THE INVESTMENT.
EQUITY AGREEMENT” SUBSCRIPTION AGREEMENTSubscription Agreement • March 31st, 2023 • VictoryBase Corp • Real estate • Delaware
This Subscription Agreement (this “Agreement”), which VictoryBase Corporation, a Delaware corporation (the “Company”), sometimes refers to as an “Equity Agreement,” is entered into as of the date set forth on the signature page hereto, by and between the Company and the Investor identified on Schedule 1 attached hereto (whether one or more, “Investor”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 24th, 2021 • LiveWire Ergogenics, Inc. • Sugar & confectionery products • Nevada
SUBSCRIPTION AGREEMENTSubscription Agreement • January 31st, 2022 • TriplePulse, Inc. • Food and kindred products • 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.
ContractQuotation Agreement • September 16th, 2021 • Waverly Labs Inc • Communications equipment, nec • California
THIS QUOTATION AGREEMENT, dated as of the date executed by StartEngine Primary, LLC, a Delaware limited liability company (“Primary”), with an office at 3900 W Alameda Ave, Suite 1200, Burbank, CA 91505, is by and between Primary and the Company, as identified below (the “Company”).
Smart Decision, Inc. FORM OF SUBSCRIPTION AGREEMENTForm of Subscription Agreement • November 19th, 2018 • Smart Decision, Inc. • Services-prepackaged software • Florida
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.
SUBSCRIPTION AGREEMENTSubscription Agreement • April 20th, 2023 • Coyuchi, Inc. • Broadwoven fabric mills, cotton • California
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 CURRENTLY EXISTS FOR THE SECURITIES.
BUSINESS PURCHASE AGREEMENTBusiness Purchase Agreement • March 24th, 2021 • LiveWire Ergogenics, Inc. • Sugar & confectionery products • California
This Business Purchase Agreement (this “Agreement”) is made and entered into on October 1, 2018, by and between Estrella Ranch Partners, LLC, having its principal office of business at 1600 N Kraemer Blvd, Anaheim California 92867(“Seller”), on the one hand, and Livewire Ergogenics, Inc., having its principal office of business at 1600 North Kraemer Blvd., Anaheim, CA 92806, California (“Buyer”), on the other hand. Seller and Buyer are collectively referred to herein as the “Parties” and are sometimes referred to individually as a “Party”.
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • January 22nd, 2021 • IdentifySensors Biologics Corp. • Services-health services • Ohio
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is effective as of _____________ __, ____, by and between IDENTIFYSENSORS BIOLOGICS CORP., a Delaware corporation (the “Company”), and ___________ (“Awardee”).
SECOND Amendment to LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE HOLDINGS LLCLimited Liability Company Agreement • March 31st, 2023 • VictoryBase Corp • Real estate • Texas
GREAT JONES PROPERTY MANAGEMENT AGREEMENTGreat Jones Property Management Agreement • October 4th, 2021 • Arrived Homes, LLC • Real estate • Delaware
Whereas Owner hereby desires to retain Broker as Owner’s agent and grants Broker the exclusive right to lease, operate, and manage the property described below, and in consideration of the covenants herein contained, GREAT JONES FLORIDA LLC and its successors (hereinafter referred to as “Broker”) and ___________________ and their subsidiaries (hereinafter collectively referred to as “Owner”) agree as follows:
MASTER PURCHASE ORDER AGREEMENTMaster Purchase Order Agreement • April 7th, 2017 • Medivie USA Inc. • Fabricated rubber products, nec • New Jersey
This Master Purchase Order Agreement (this “Agreement”) is made between Toys “R” Us – Delaware, Inc. (“Buyer”) and Medivie USA Inc. (“Seller”).
Broker-Dealer AgreementBroker-Dealer Agreement • April 4th, 2023 • Phoenix Capital Group Holdings, LLC • Metal mining
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between Phoenix Capital Group Holdings, LLC (“Client”), a Delaware Limited Liability Company, 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 March 15, 2023 (the “Effective Date”):
President AGREEMENTPresident Agreement • April 7th, 2017 • Medivie USA Inc. • Fabricated rubber products, nec • New York
THIS AGREEMENT is restated and amended as of April 4, 2017. The original agreement was dated as of July 1, 2016 (the “Effective Date”), by and between Medivie USA Inc., a Nevada corporation, (the "Company"), and Joshua Rurka (the "President") (the President and Company each a “Party” and collectively the “Parties”).
COMMERCIAL LOAN AGREEMENTCommercial Loan Agreement • March 31st, 2023 • VictoryBase Corp • Real estate
TIDS LOAN AGREEMENT (referred to herein as “Agreement”) is made as of February 10, 2023, by and between VICTORYBASE NYl, LLC, a Texas limited liability company authorized to do business in New York State, with an address of 500 Reserve Street, Suite 190, Southlake, Texas 76092 (referred to herein as “Borrower”), THOMAS PAQUIN, with an address of 1812 Firenze Street, Keller, Texas 76262, VICTORYBASE HOLDINGS LLC, a Texas limited liability company, with an address of 500 Reserve Street, Suite 190, Southlake, Texas 76092, CORRY J. LAWLER, with an address of206 Ambrose Street, Sackets Harbor, New York 13685 and LAWLER REALTY LLC, a New York State limited liability company, with an address of 206 Ambrose Street, Sackets Harbor, New York 13685 (referred to herein jointly and severally as “Guarantor”) with WATERTOWN SAVJNGS BANK, a New York savings bank, with an office located at 111 Clinton Street, Watertown, NY 13601 (referred to herein as “Lender”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 24th, 2021 • LiveWire Ergogenics, Inc. • Sugar & confectionery products • California
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), dated October 1, 2017 is by and between Bill Hodson (“Employee”) and Livewire Ergogenics, Inc. (“Employer”).
LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE NY1, LLC (a Texas limited liability company) Dated as of February 10, 2023Limited Liability Company Agreement • March 31st, 2023 • VictoryBase Corp • Real estate • Texas
THIS LIMITED LIABILITY COMPANY AGREEMENT of VICTORYBASE NY1, LLC, a Texas limited liability company (the “Company”), is made, entered into and effective as of February 10, 2023, by and between LAWLER REALTY, LLC, a New York limited liability company, as a member of the Company (“Preferred Member”), and VICTORYBASE HOLDINGS LLC, a Texas limited liability company, as a member of the Company (“Common Member”) and the initial Manager.
OCONEE FINANCIAL CORPORATION up to 149,015 Shares COMMON SHARES ($2.00 Par Value) Subscription Price $28.94 Per Share AGENCY AGREEMENT (this “Agreement”) May 9, 2023Agency Agreement • May 10th, 2023 • Oconee Financial Corp • State commercial banks • New York
SUBSCRIPTION AGREEMENT Common Stock of The 4Less Group, Inc.Subscription Agreement • December 21st, 2020 • 4Less Group, Inc. • Services-business services, nec • Nevada
This Subscription Agreement relates to my/our agreement to purchase shares of common stock, par value $0.000001 per share (the “Shares”), to be issued by The 4Less Group, Inc., a Nevada corporation (the “Company”), for a purchase price of $2.00 per Share, for a total purchase price of $__________ USD (“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 December 16, 2020 (the “Circular”). Capitalized terms used but not defined herein shall have the meanings given to them in the Circular.
Sub-Control AgreementSub-Control Agreement • January 30th, 2023 • VictoryBase Corp • Real estate
This Sub-Control Agreement (this “Agreement”) is made and entered into as of [__________] (the “Effective Date”), by and between VictoryBase Holdings, LLC, a Texas limited liability company (“VBH”), and VictoryBase Corporation, a Delaware corporation (“VBC”).
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • May 25th, 2023 • Red Oak Capital Intermediate Income Fund, LLC • Real estate
THIS FIRST SUPPLEMENTAL INDENTURE (the “First Supplemental Indenture”) is entered into as of the 24th day of May, 2023, by and among Red Oak Capital Intermediate Income Fund, LLC, a Delaware limited liability company (“Company”), and UMB Bank, N.A., in its capacity as indenture trustee under the Indenture (as defined below) (“Trustee”).
SHAREHOLDER SUBSCRIPTION RIGHTS AGREEMENTShareholder Subscription Rights Agreement • June 30th, 2017 • Chino Commercial Bancorp • National commercial banks
The undersigned, having received and read your offering circular dated June 21, 2017 (the “Offering Circular”), understand that as shareholders of Chino Commercial Bancorp (the “Company”) owning at least four shares of the Company’s common stock as of June 16, 2017, they are being given subscription rights entitling them to subscribe for up to the number of shares of the Company’s common stock shown above, at a subscription price of $15.00 per share. Persons exercising these subscription rights will also receive bonus shares equal to five percent (5%) of the number of shares purchased pursuant to such rights, for no additional consideration. The subscription rights are not transferable. The undersigned further understand that they are also being given an over-subscription privilege allowing them to subscribe for additional shares offered on the same basis (i.e., with the bonus shares attached), subject to acceptance or rejection in our sole discretion. Unlike the subscription rights, t
CHIEF EXECUTIVE OFFICER AGREEMENTChief Executive Officer Agreement • April 7th, 2017 • Medivie USA Inc. • Fabricated rubber products, nec • New York
THIS AGREEMENT is restated and amended as of April 4, 2017. The original Agreement was dated as of July 1, 2016 (the “Effective Date”), by and between Medivie USA Inc., a Nevada corporation, (the "Company"), and Benjamin Rael-Brook (the "CEO") (the CEO and Company each a “Party” and collectively the “Parties”).
Broker-Dealer AgreementBroker-Dealer Agreement • January 22nd, 2021 • IdentifySensors Biologics Corp. • Services-health services
This agreement (together with exhibits and schedules, the "Agreement") is entered into by and between IdentifySensors Biologics Corp. ("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 January 13, 2021 (the "Effective Date"):
FIRST Amendment to LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE HOLDINGS LLCLimited Liability Company Agreement • January 30th, 2023 • VictoryBase Corp • Real estate • Texas
This FIRST Amendment to LIMITED LIABILITY COMPANY AGREEMENT (this “Amendment”), dated as of January 1, 2023 (the “Effective Date”), amends the Limited Liability Company Agreement, dated December 9, 2020 (the “LLC Agreement”), of VictoryBase Holdings LLC, a Texas limited liability company (the “Company”), and is hereby adopted by all of the Members of the Company. Capitalized terms used but not defined in this Amendment shall have the meanings given to such terms in the LLC Agreement.
