INDEMNIFICATION AGREEMENTIndemnification Agreement • December 19th, 2016 • Stocosil Inc. • Pharmaceutical preparations • Delaware
FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF MASTERWORKS 031, LLCLimited Liability Company Operating Agreement • December 14th, 2020 • Masterworks 031, LLC • Retail-retail stores, nec • Delaware
This Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Masterworks 031, LLC, a Delaware limited liability company (the “Company”), is dated as of August , 2020, and is entered into by Masterworks Gallery, LLC as its sole initial Member (the “Initial Member”).
FORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2020Administrative Services Agreement • December 10th, 2020 • Masterworks 026, 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 026, 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.”
BACTECH ENVIRONMENTAL CORPORATION SUBSCRIPTION AGREEMENTSubscription Agreement • June 25th, 2020 • BacTech Environmental Corp • Hazardous waste management • Ontario
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.
FORM OF ENGAGEMENT LETTERMasterworks 026, LLC • December 10th, 2020 • Retail-retail stores, nec • New York
This engagement letter (the “Agreement”) confirms the terms upon which Masterworks 026, LLC (the “Client;” “Masterworks 026”) engages Independent Brokerage Solutions LLC (the “Financial Advisor;” “IndeBrokers”). IndeBrokers 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”).
ADOMANI, INC. STOCK OPTION AGREEMENT (For U.S. Participants)Stock Option Agreement • April 7th, 2017 • Adomani, Inc. • Motor vehicle parts & accessories • California
Adomani, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Stock Option (the “Grant Notice”) to which this Stock Option Agreement (the “Option Agreement”) is attached an option (the “Option”) to purchase certain shares of Stock upon the terms and conditions set forth in the Grant Notice and this Option Agreement. The Option has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Adomani, Inc. 2017 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of, and represents that the Participant has read and is familiar with, the Grant Notice, this Option Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of shares issuable pursuant to the Option (the “Plan Prospectus”), (b) accepts
FORM OF MASTERWORKS INTERCOMPANY AGREEMENTIntercompany Agreement • December 10th, 2020 • Masterworks 026, LLC • Retail-retail stores, nec • New York
This intercompany agreement (“Agreement”) is made effective as of [ ], 2020 (the “Effective Date”) by and between MASTERWORKS.IO, LLC (“IO”), MASTERWORKS GALLERY, LLC (“Masterworks Gallery” and, together with IO, “Masterworks”) and MASTERWORKS 026, LLC, a Delaware limited liability company (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 not otherwise defined herein have the meaning ascribed to such terms in the Offering Circular. Masterworks and the Company may be referred to collectively herein as the “Parties”.
Las Vegas Railway Express, Inc. EMPLOYMENT AGREEMENT Wayne Bailey - Chief Financial OfficerEmployment Agreement • May 11th, 2018 • Las Vegas Railway Express, Inc. • Finance services • Nevada
THIS EMPLOYMENT AGREEMENT (this "Agreement"), effective as of the Effective Date (as defined below), is entered into by and between Las Vegas Railway Express, Inc., a Nevada corporation (the "Company"), and Wayne Bailey (the "Executive").
INDEMNITY AGREEMENTIndemnity Agreement • December 21st, 2016 • Adomani, Inc. • Motor vehicle parts & accessories • Delaware
This Indemnity Agreement, dated as of , 2016, is made by and between ADOMANI, Inc., a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”).
MUSCLE MAKER, INC COMMON STOCK PURCHASE WARRANTNotice of Exercise • November 16th, 2017 • Muscle Maker, Inc. • Retail-eating & drinking places • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Tripoint Global Equities, 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 the date that is 180 days after the qualification date of the Offering Statement (the “Initial Exercise Date”) and on or before the close of business on the five (5) year anniversary of the qualification date of the Offering Statement (the “Termination Date”) but not thereafter, to subscribe for and purchase from Muscle Maker, Inc, a California 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).
MUSCLE MAKER, INC Maximum: 4,200,000 Shares of Common Stock no par value per share SELLING AGENCY AGREEMENTSelling Agency Agreement • November 16th, 2017 • 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 4,200,000 shares of its common stock, no par value per share (the “Common Stock”),at an offering price of $4.75 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 Selling Agent (collectively, the “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 AGREEMENTAgreement • December 15th, 2017 • Cf Fund Ii, LLC • Real estate • Pennsylvania
THE PROMISSORY NOTES 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.
CB SCIENTIFIC INC. EMPLOYMENT AGREEMENT WITH CAMERON COXEmployment Agreement • March 5th, 2019 • Cb Scientific, Inc. • Surgical & medical instruments & apparatus
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of December 1st, 2018 (the “Effective Date”), by and between CB SCIENTIFIC INC., a Oregon Corporation (the “Company”), and Cameron Cox (the “Executive”).
Date: July 24, 2019 Crescent Securities Group, Inc. Dallas, Texas 75231Red Oak Capital Fund III, LLC • July 30th, 2019 • Real estate • Michigan
This letter sets forth the agreement (“Agreement”) among Red Oak Capital Fund III, LLC, a Delaware limited liability company (the “Company”) and Crescent Securities Group, Inc., a Texas corporation (“Crescent”), the “Managing Broker-Dealer/Underwriter” or “MBD/U”), regarding the offering and sale by the Company of Securities in the Company (the “Offering”).
NO BORDERS, INC. SUBSCRIPTION AGREEMENTAgreement • April 9th, 2020 • Bioquest Corp • Cable & other pay television services • 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.
FORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 2019Form of Administrative Services Agreement • August 14th, 2019 • Masterworks 003, 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 003, LLC, a Delaware limited liability company (the “Issuer”). Each party hereto may be referred to herein individually as a “Party” and all parties may be referred to collectively as the “Parties.”
TRANSFER AGENT AND REGISTRAR AGREEMENTTransfer Agent and Registrar Agreement • July 7th, 2017 • Duke Robotics, Inc. • Search, detection, navagation, guidance, aeronautical sys • New York
This Transfer Agent and Registrar Agreement (the “Agreement”), dated as of June 5, 2017, by and between Duke Robotics, Inc. a corporation duly organized and existing under the laws of the State of Delaware (“Corporation”), and VStock Transfer, LLC, a California limited liability company (“Transfer Agent”), is for the purpose of performing the services described therein.
AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • March 9th, 2020 • Worthy Peer Capital II, Inc. • Short-term business credit institutions • Florida
This AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT (the “Agreement”) is made and entered into on March 5, 2020 and amends and restates in its entirety the Management Services agreement entered into on February 3, 2020, but shall be deemed operative during the Term (as defined below), by and between Worthy Management, Inc., a Florida corporation (“Worthy Management”) and Worthy Peer Capital II, Inc., a Florida corporation (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 3rd, 2017 • Sack Lunch Productions Inc. • Real estate operators (no developers) & lessors • Utah
SACK LUNCH PRODUCTIONS INC., referred to in this Contract as Employer, hereby employs David Wulf, referred to in this Contract as Employee, and the parties desire to state the terms and conditions of the employment of Employee;
ContractPurpose of Agreement • November 17th, 2020 • RAD Diversified REIT, Inc. • Real estate investment trusts • Maryland
SUBSCRIPTION AGREEMENTSubscription Agreement • October 22nd, 2020 • Hoop Street Center I Corp • Arizona
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.
LIMITED LIABILITY COMPANY OPERATING AGREEMENT of CF FUND II, LLC A Pennsylvania limited liability companyLimited Liability Company Operating Agreement • March 28th, 2019 • Cf Fund Ii, LLC • Real estate • Pennsylvania
This Limited Liability Company Operating Agreement (the “Agreement”) of CF FUND II, LLC, a Pennsylvania limited liability company (the “LLC”), is among each of the initial Members of the LLC listed on the attached Exhibit A (the “Initial Members”), and each of the additional Persons who become Members in accordance with the provisions of this Agreement.
LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • August 26th, 2020 • DLP Positive Note Fund LLC • Real estate • Delaware
This OPERATING AGREEMENT (the “Agreement”) of DLP POSITIVE NOTE FUND LLC (the “Company”) is entered into and effective as of January 16, 2020 (the “Effective Date”) by and between the undersigned as members of the Company (the “Members”, and each individually, a “Member”) and each other person who after the date hereof becomes a Member of the Company and becomes a party to this Agreement by executing a joinder agreement.
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.
Membership interest OPTION AGREEMENTMembership Interest Option Agreement • November 5th, 2018 • Iroquois Valley Farmland REIT, PBC • Illinois
THIS MEMBERSHIP INTEREST OPTION AGREEMENT (this “Option Agreement”) is entered into and effective as of this 30th day of March, 2015 by and between Iroquois Valley Farms LLC, an Illinois Limited Liability Company (the “Company”) and John Steven Bianucci (the “Optionee”).
EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • April 9th, 2020 • Bioquest Corp • Cable & other pay television services • California
IN WITNESS WHEREOF, this EXECUTIVE EMPLOYMENT AGREEMENT has been duly executed by the Parties in Orange County, California, and shall be effective as of and on the Effective Date set forth in Article I of this Agreement. Each of the undersigned Parties hereby represents and warrants that it (i) has the requisite power and authority to enter into and carry out the terms and conditions of this Agreement, as well as all transactions contemplated hereunder; and, (ii) it is duly authorized and empowered to execute and deliver this Agreement.
ContractToken Rights Agreement • July 1st, 2020 • CERES Coin LLC • Finance services • Delaware
THE “TOKENS” (AS DEFINED BELOW) ARE PROVIDED SOLELY ON THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT AND ON THE CONDITION THAT THE TOKEN HOLDER (AS DEFINED BELOW) ACCEPTS AND COMPLIES WITH THEM. THE “TOKEN HOLDER” (AS DEFINED BELOW): (A) ACCEPTS THIS AGREEMENT AND AGREES THAT IT IS LEGALLY BOUND BY ITS TERMS; AND (B) REPRESENTS AND WARRANTS THAT: (I) THE TOKEN HOLDER IS OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (II) IF THE TOKEN HOLDER IS A CORPORATION, GOVERNMENTAL ORGANIZATION, OR OTHER LEGAL ENTITY, THE PERSON AGREEING TO THIS AGREEMENT HAS THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE TOKEN HOLDER AND BIND THE TOKEN HOLDER TO ITS TERMS. IF THE TOKEN HOLDER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, THE COMPANY (AS DEFINED BELOW) WILL NOT AND DOES NOT AGREE TO OFFER AND/OR SELL ANY TOKENS TO THE TOKEN HOLDER.
AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • October 5th, 2018 • LunaDNA, LLC • Services-computer processing & data preparation • Delaware
THIS AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is made as of April 23, 2018 (“Effective Date”), by and between Luna DNA, Inc., a Delaware corporation (the “Manager”), and LunaTrust LLC, a Delaware limited liability company (the “Company” and, together with the Manager, the “Parties”). All capitalized terms that have not been defined herein shall have the meanings ascribed to such terms as provided in the Limited Liability Company Agreement of LunaTrust LLC (the “Operating Agreement”).
ESCROW DEPOSIT AGREEMENTEscrow Deposit Agreement • December 21st, 2016 • Adomani, Inc. • Motor vehicle parts & accessories • New York
This ESCROW DEPOSIT AGREEMENT (this “Agreement”) dated as of this [ ] day of 2016, by and among ADOMANI, INC., a Delaware corporation (the “Company”), having an address at 620 Newport Center Drive, Suite 1100, Newport Beach CA 92660, MONARCH BAY SECURITIES, LLC, a California LLC. (the “Underwriter”), having an address at 898 N. Sepulveda, Suite 475, El Segundo CA 90245, and SIGNATURE BANK (the “Escrow Agent”), a New York State chartered bank, having an office at 950 Third Ave, 9th Floor, New York, NY 10022. All capitalized terms not herein defined shall have the meaning ascribed to them in that certain offering circular, dated [ ], 20[ ], including all attachments, schedules and exhibits thereto (the “Offering Circular”).
AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT JAMESTOWN INVEST 1 OP, L.P. (the “Partnership”)Limited Partnership Agreement • October 24th, 2019 • Jamestown Invest 1, LLC • Real estate investment trusts • Delaware
THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF JAMESTOWN INVEST 1 OP, L.P. (this “Agreement”) is entered into and shall be effective as of October 23, 2019 (the “Effective Date”), by and among those Persons who have executed this Agreement or a counterpart hereof, or who become parties hereto pursuant to the terms of this Agreement.
ContractCoin Rights Agreement • July 1st, 2020 • CERES Coin LLC • Finance services • Delaware
THE “COINS” (AS DEFINED BELOW) ARE PROVIDED SOLELY ON THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT AND ON THE CONDITION THAT THE COIN HOLDER (AS DEFINED BELOW) ACCEPTS AND COMPLIES WITH THEM. THE “COIN HOLDER” (AS DEFINED BELOW): (A) ACCEPTS THIS AGREEMENT AND AGREES THAT IT IS LEGALLY BOUND BY ITS TERMS; AND (B) REPRESENTS AND WARRANTS THAT: (I) THE COIN HOLDER IS OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (II) IF THE COIN HOLDER IS A CORPORATION, GOVERNMENTAL ORGANIZATION, OR OTHER LEGAL ENTITY, THE PERSON AGREEING TO THIS AGREEMENT HAS THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE COIN HOLDER AND BIND THE COIN HOLDER TO ITS TERMS. IF THE COIN HOLDER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, THE COMPANY (AS DEFINED BELOW) WILL NOT AND DOES NOT AGREE TO OFFER AND/OR SELL ANY COINS TO THE COIN HOLDER.
ADOMANI, INC. ADVISOR AGREEMENTAdvisor Agreement • December 21st, 2016 • Adomani, Inc. • Motor vehicle parts & accessories • California
This Advisor Agreement (the “Agreement”) is entered into as of the date set forth on the signature page by and between ADOMANI, Inc., a Florida corporation that proposes to reincorporate in Delaware (the “Company”) and the undersigned advisor (the “Advisor”).
ADVISORY MANAGEMENT AGREEMENTAdvisory Management Agreement • June 24th, 2020 • Dakota Real Estate Investment Trust • Real estate investment trusts • North Dakota
This Agreement is made this 24th day of October, 2019, by and between DAKOTA REAL ESTATE INVESTMENT TRUST (“the Trust”) and DAKOTA REIT MANAGEMENT, LLC (“Advisor”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of LUNATRUST LLC Dated as of April 23, 2018Limited Liability Company Agreement • July 30th, 2018 • LunaTrust LLC • Services-computer processing & data preparation • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of LunaTrust LLC, a Delaware limited liability company (“Company”), is made as of April 23, 2018 (the “Effective Date”) by and among Luna DNA, Inc., a Delaware corporation (together with its successors as manager of the Company, the “Manager”) and the persons from time to time identified on the Schedule of Members (as defined herein) who are members of the Company (collectively, and solely in their respective capacity as members of the Company, the “Members”).
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • July 30th, 2019 • Fat Brands, Inc • Retail-eating places • New York
THIS WARRANT AGENCY AGREEMENT (this “Agreement”) is made as of [●], 2019 (the “Issuance Date”), by and between FAT Brands Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC a California limited liability company (the “Warrant Agent”).
