Indemnification AgreementIndemnification Agreement • December 8th, 2020 • Feel the World, Inc. • Rubber & plastics footwear • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of December __, 2020 between Feel the World, Inc., a Delaware corporation (the “Company”), and [Name] (“Indemnitee”).
Broker-Dealer AgreementBroker-Dealer Agreement • April 14th, 2020 • Winc, Inc. • Retail-miscellaneous retail
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between Winc, 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 of March 23, 2020 (the “Effective Date”):
Landa LeaseLanda Lease • May 3rd, 2022 • Landa App 2 LLC • Real estate • Georgia
This Residential Lease Agreement (hereinafter “Lease”) is entered into this on 1st day of May, 2022 by and between the Lessor: LANDA APP 2 LLC - 3192 LAKE MONROE ROAD DOUGLASVILLE GA LLC (hereinafter referred to as “Landlord”), and the Lessee(s): [***]. All Lessees (hereinafter referred to collectively as “Tenant”), are jointly, severally and individually bound by, and liable under, the terms and conditions of this Lease.
POSTING AGREEMENTPosting Agreement • December 20th, 2021 • Oracle Health, Inc. • Surgical & medical instruments & apparatus • California
[Oracle Health, Inc][COMPANY], a [Delaware][STATE] [C-Corp][ENTITY] located at [910 Woodbridge Ct. Safety Harbor, FL 34695][ADDRESS] (the “Company”), proposes, subject to the terms and conditions contained in this Posting Agreement (this “Agreement”), to issue and sell shares of its [3,000,000 shares of common stock ($2/share)][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).
REGISTRATION RIGHTS AGREEMENT December 1, 2022Registration Rights Agreement • December 5th, 2022 • ReAlpha Asset Management Inc • Real estate
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made and entered into as of the date first above written, by and among REALPHA ASSET MANAGEMENT, INC., a corporation incorporated under the laws of the State of Delaware whose registered office is at 6515 Longshore Loop #100 Dublin, OH 43017 (the “Company”), GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 12C, rue Guillaume J. Kroll, L-1882 Luxembourg (“Purchaser”); and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with Purchaser, the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement (as defined below).
SHARE PURCHASE AGREEMENT dated as of December 1, 2022 by and among REALPHA ASSET MANAGEMENT, INC., GEM GLOBAL YIELD LLC SCS and GEM YIELD BAHAMAS LIMITEDShare Purchase Agreement • December 5th, 2022 • ReAlpha Asset Management Inc • Real estate • New York
This SHARE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the date first above written by and among REALPHA ASSET MANAGEMENT, INC., a corporation incorporated under the laws of the State of Delaware whose principal executive office is at 6515 Longshore Loop #100 Dublin, OH 43017 (the “Company”); GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 12C, rue Guillaume J. Kroll, L-1882 Luxembourg (the “Purchaser”); and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 22nd, 2018 • DatChat, Inc. • Telegraph & other message communications • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 8, 2018, among DatChat, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”, which Purchasers include Spherix Incorporated, a Delaware corporation (“Spherix”)), and joining as parties solely with respect to ARTICLE V hereto, Spherix Merger Subsidiary Inc., a Nevada corporation and a wholly-owned subsidiary of Spherix (“Merger Sub”), and Darin Myman (“Myman”). The Company, Spherix, Merger Sub and Myman, are sometimes referred to herein collectively as, the “Parties” and each, individually, as a “Party.” Capitalized terms used but not defined in this Agreement shall have the respective meanings given to them in the Merger Agreement (as defined below).
TO THE STARS ACADEMY OF ARTS AND SCIENCE INC. Maximum 6,000,000 Shares of Class A Common Stock SELLING AGENCY AGREEMENTSelling Agency Agreement • April 1st, 2020 • To the Stars Academy of Arts & Science Inc. • Services-allied to motion picture production • New York
To The Stars Academy of Arts and Science Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained in this Selling Agency Agreement (this “Agreement”), to issue and sell on a “best efforts” basis up to a maximum of 6,000,000 shares of Class A Common Stock, par value $0.0001 per share to investors (collectively, the “Investors”) in a public offering (the “Offering”) pursuant to Regulation A through Digital Offering, LLC, and its online division, BANQ® (the “Selling Agent”), acting on a best efforts basis only, in connection with such sales. The Company already sold of 120,965 shares of Class A Common Stock as of the date hereof. The shares of Class A Common Stock to be sold in this Offering through the Selling Agent, in the amount of 5,879,035 as of the date hereof, are referred to herein as the “Shares.” The Shares are more fully described in the Offering Statement (as hereinafter defined).
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • January 14th, 2022 • Good Earth Organics, Inc. • Agricultural production-crops • Delaware
THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of January 7, 2022, by and among The Good Earth Organics, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.
Broker-Dealer AgreementBroker-Dealer Agreement • June 12th, 2019 • RSE Collection, LLC • Motor vehicles & passenger car bodies
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between RSE Collection, LLC (“Client”) a Delaware Limited Liability Company, and Dalmore Group LLC., a New York Limited Liability Company (“Dalmore”). Each of Client and Dalmore may be referred to herein as a “Party” and, collectively, the “Parties. Client and Dalmore agree to be bound by the terms of this Agreement, effective of June 11, 2019 (the “Effective Date”):
SECOND AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER BY AND AMONG KEYSTONE SOLUTIONS, INC., a Delaware corporation, NOVUME SOLUTIONS, Inc., a Delaware corporation, KEYSTONE MERGER SUB, LLC, a Delaware limited liability company, BREKFORD MERGER...Agreement and Plan of Merger • July 14th, 2017 • KeyStone Solutions, Inc. • Services-management consulting services • Delaware
THIS SECOND AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, dated as of July 12, 2017 (the “Agreement”), is entered into by and among KeyStone Solutions, Inc., a Delaware corporation (the “Company”), Novume Solutions, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (“Novume”), KeyStone Merger Sub, LLC , a Delaware limited liability company and a wholly-owned subsidiary of Novume previously existing as KeyStone Merger Sub, Inc. (“Company Merger Sub”), Brekford Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Novume (“Brekford Merger Sub”), and Brekford Traffic Safety, Inc. (formerly known as Brekford Corp.), a Delaware corporation (“Brekford” and, together with the Company, Novume, Company Merger Sub and Brekford Merger Sub, each a “Party” and collectively the “Parties”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 7th, 2016 • Fig Publishing, Inc. • Services-prepackaged software • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of September 30, 2016 (the “Effective Date”) among (a) SILICON VALLEY BANK, a California corporation with a loan production office located at 2400 Hanover Street, Palo Alto, California 94304 (“Bank”), and (b) (i) LOOSE TOOTH INDUSTRIES, INC., a Delaware corporation (“Loose Tooth”) and (ii) FIG PUBLISHING, INC., a Delaware corporation (“Fig”) (Loose Tooth and Fig are individually and collectively, jointly and severally, the “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
Platform Services, Transfer Agent and Registrar AgreementAgent and Registrar Agreement • April 26th, 2024 • Landa App 2 LLC • Real estate • New York
This PLATFORM SERVICES, TRANSFER AGENT AND REGISTRAR AGREEMENT, including all exhibits hereto (“Agreement”) is made and entered into as of April 18, 2024 (“Effective Date”), and is by and between Landa Transfer Agent LLC, a Delaware limited liability company with offices at 20 W 22nd street, New York, NY, 10010 (“Landa TA”), Landa App 2 with offices at 20 W 22nd street, New York, NY, 10010 (the “Issuer”), and Dalmore Group LLC (“Dalmore”) each a “Party”, together the “Parties”.
November 30, 2023Public Shrek Royalties LLC • December 1st, 2023 • Retail-retail stores, nec
This letter confirms the agreement between Dalmore Group, LLC, a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and the Securities Industry Protection Corporation (“SIPC”), (“Dalmore” or “we” or “us”) and Public Shrek Royalties LLC (the “Issuer” or “you”) as follows:
AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE NOTEHightimes Holding Corp. • September 11th, 2018 • Periodicals: publishing or publishing & printing • Illinois
This Note is issued in connection with the Fourth Amendment and the Loan Documents. Reference is made to the Agreement for the terms and conditions governing this Note, including, without limitation, the terms and conditions under which this Note may be accelerated. Except as otherwise specified in Section 2 of the Fourth Amendment, this Note is payable in full on the Maturity Date (defined below), is secured by the Collateral and is otherwise subject to the terms of the Agreement. Capitalized terms used but not otherwise defined in this Note have the meanings attributed to them in the Agreement.
ContractQuotation Agreement • February 23rd, 2021 • Fisher Wallace Laboratories, Inc. • Surgical & medical instruments & apparatus • 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”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 26th, 2017 • KeyStone Solutions, Inc. • Services-management consulting services • New York
This EMPLOYMENT AGREEMENT (this “Agreement”) is dated as of the 25th day of January, 2017, by and between KeyStone Solutions, Inc., a Delaware corporation (the “Company”), and Suzanne Loughlin (the “Executive”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 1st, 2019 • Punch TV Studios Inc. • Services-allied to motion picture production • California
THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made on June 15th, 2018 by and between Punch TV Studios, Inc., a Delaware Corporation, (the “Seller”) and Punch Flix, Inc., a Delaware Corporation (the "Purchaser"). The parties are referred to singularly as “Party” and collectively as the “Parties.”
EXHIBIT 6.1 ___________________________________________________________________ _______________________________________________________________________________ ___________________ PLAN AND AGREEMENT OF MERGER PLAN AND AGREEMENT OF MERGER, dated as of...Plan and Agreement of Merger • December 18th, 2019 • Black Bird Potentials Inc. • Soap, detergents, cleang preparations, perfumes, cosmetics • Nevada
CONTRIBUTION AND SUBSCRIPTION AGREEMENT BETWEEN RIVERSIDE CROSSING, L.C. AND GENERATION INCOME PROPERTIES, L.P. July 16, 2019 PRA CENTER III NORFOLK, VIRGINIAContribution and Subscription Agreement • July 18th, 2019 • Generation Income Properties, Inc. • Real estate investment trusts • Delaware
THIS CONTRIBUTION AND SUBSCRIPTION (this “Agreement”), made and entered into this 16th day of July, 2019, by and between RIVERSIDE CROSSING, L.C., a Virginia limited liability company (“Contributor”), and GENERATION INCOME PROPERTIES, L.P., a Delaware limited Partnership (“GIPLP”).
COMMERCIAL LOAN AGREEMENT Dated as of October 14, 2020 Between PHOENIX TEN PROPERTIES LLC, a Georgia limited liability company, as Borrower and RED OAK CAPITAL FUND IV, LLC a Delaware limited liability company as Lender Loan No....Loan Agreement • October 21st, 2020 • Red Oak Capital Fund IV, LLC • Real estate • Michigan
THIS LOAN AGREEMENT is made as of October 14, 2020 (this “Agreement”), between RED OAK CAPITAL FUND IV, LLC, a Delaware limited liability company, having an address at 625 Kenmoor Ave SE, Suite 200, Grand Rapids, Michigan 49546 (“Lender”) and PHOENIX TEN PROPERTIES LLC, a Georgia limited liability company, having its principal place of business at 3455 Peachtree Road NE, Suite 500, Atlanta, Georgia 30326 (“Borrower”).
Broker-Dealer AgreementBroker-Dealer Agreement • June 2nd, 2022 • Startengine Crowdfunding, Inc. • Finance services
This amended agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between StartEngine Crowdfunding, 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 June 1, 2002 and replaces the amended Agreement previously dated May 26, 2022 (the “Effective Date”):
COMMERCIAL LOAN AGREEMENT Dated as of December 20, 2021 Between a California limited liability company, as Borrower and RED OAK CAPITAL FUND V, LLC a Delaware limited liability company as Lender Loan No. APP-000563Commercial Loan Agreement • December 23rd, 2021 • Red Oak Capital Fund V, LLC • Real estate • Michigan
BUSINESS LICENSE AGREEMENTBusiness License Agreement • August 19th, 2022 • Nuvus Gro Corp • Agricultural services
Agreement made and entered into this of , 2021 (the Date”), by and between the PRO MUSIC RIGHTS, LLC, with its principal offices located at 3811 Airport Pulling Rd. Ste. 203, Naples, Florida 34105, hereinafter referred to as “PRO”, and _______________________________ hereinafter referred to as “Licensee”.
AGENCY AGREEMENTAgency Agreement • February 24th, 2021 • JUVA LIFE INC./Canada • Pharmaceutical preparations • British Columbia
Mackie Research Capital Corporation (the "Agent"), as sole lead agent and bookrunner, understands that Juva Life Inc. (the "Company") proposes to issue and sell up to 8,285,720 transferable special warrants of the Company (each, a "Special Warrant") at a price of $1.05 per Special Warrant (the "Offering Price"), for aggregate gross proceeds to the Company of up to $8,700,006 (the "Offering").
DISTRIBUTION AGREEMENT This Distribution (the "Agreement") is made as of August 26, 2019 (the "Effective Date"), by and between "COMPANY": Black Bird Potentials Inc. 47123 Michel Road Ronan, Montana 59864 Attention: Eric Newlan, Vice President...Distribution Agreement • October 8th, 2019 • Black Bird Potentials Inc. • Soap, detergents, cleang preparations, perfumes, cosmetics • Nevada
Dear,Agreement • August 19th, 2022 • Nuvus Gro Corp • Agricultural services • Florida
This Agreement made between the Undersigned (“Owner”) and Pro Music Rights, LLC, 1978 Gulf Shore Blvd. S., Naples, Florida 34102(“Society” or “PRO”), in consideration of the premises and of the mutual covenants hereinafter contained, as follows:
Commercial Loan AgreementCommercial Loan Agreement • July 3rd, 2019 • Red Oak Capital Fund II, LLC • Real estate • Michigan
THIS LOAN AGREEMENT ("Agreement") is made as of this 28th day of June, 20 19, by and between Bravicci, LLC, a Missouri Limited Liability Company, with an address of 8551 E Blue Parkway, Kansas City, MO 64133, (hereinafter "Borrower"), and Red Oak Capital Fund II, LLC together with any successors and/or its assigns, having a mailing address of 625 Kenmoor Ave SE, Suite 211, Grand Rapids, MI 49546 (hereinafter "Lender"). The Lender agrees to make, and the Borrower agrees to repay the loan described below (the "Loan"), in accordance with the terms and conditions set forth in this Agreement.
PPEX ATS COMPANY AGREEMENTCompany Agreement • July 21st, 2021 • Otis Collection LLC • Retail-retail stores, nec • Utah
This PPEX ATS Company Agreement (including the policies and documents referenced below, collectively, this “Agreement”), effective as of the effective date set forth below (“Effective Date”), is entered into by and between Company set forth below (“Company”), and North Capital Private Securities Corporation, a Delaware corporation (“NCPS”, together with Company, the “Parties”, and each, a “Party”).
MANTEO, NORTH CAROLINA PURCHASE AND SALE AGREEMENT BETWEEN MARITIME WOODS DEVELOPMENT, LLC AND GENERATION INCOME PROPERTIES, L.P. August 24, 2018Purchase and Sale Agreement • August 20th, 2019 • Generation Income Properties, Inc. • Real estate investment trusts • North Carolina
THIS PURCHASE AND SALE AGREEMENT (the “Agreement”), made and entered into this ____ day of August, 2018, by and between MARITIME WOODS DEVELOPMENT, LLC, a North Carolina limited liability company (“Seller”), and GENERATION INCOME PROPERTIES L.P., a Delaware limited partnership (“Purchaser”).
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR...Stockholders Agreement • January 26th, 2017 • KeyStone Solutions, Inc. • Services-management consulting services • Delaware
THIS WARRANT (AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT) IS SUBJECT TO A STOCKHOLDERS AGREEMENT, DATED AS OF MARCH 16, 2016, BY AND AMONG COMPANY, CERTAIN STOCKHOLDERS OF THE COMPANY NAMED THEREIN, AND THE ORIGINAL HOLDER HEREOF (AS AMENDED FROM TIME TO TIME, THE “STOCKHOLDERS AGREEMENT”). NO TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION OF THE SECURITIES REPRESENTED BY THIS WARRANT MAY BE MADE EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF SUCH STOCKHOLDERS AGREEMENT AND THIS WARRANT. A COPY OF THE STOCKHOLDERS AGREEMENT SHALL BE FURNISHED WITHOUT CHARGE BY THE COMPANY TO THE REGISTERED HOLDER HEREOF UPON REQUEST.
PROPERTY MANAGEMENT AGREEMENTProperty Management Agreement • September 20th, 2023 • Arrived STR, LLC • Real estate investment trusts • Delaware
THIS PROPERTY MANAGEMENT AGREEMENT ("Agreement") is entered into as of this ___day of ______, 2023 by and between ___________, a_______ limited liability company ("Owner") and Boutiq, Inc., a Delaware corporation ("Manager").
PROPERTY MANAGEMENT AGREEMENTProperty Management Agreement • September 20th, 2023 • Arrived STR 2, LLC • Real estate • Washington
THIS PROPERTY MANAGEMENT AGREEMENT (the “Agreement”) made this ___ day of _______ 2023 (the “Effective Date”), by and between [_____] (“Owner”), and ARRIVED PROPERTY MANAGER, LLC, a Delaware corporation (“Manager”).
SELLING AGENT AGREEMENTSelling Agent Agreement • August 13th, 2018 • Hightimes Holding Corp. • Periodicals: publishing or publishing & printing • California
This letter (this “Agreement”) constitutes the agreement between Hightimes Holding Corp., a Delaware corporation (the “Company”) and NMS Capital Advisors, LLC. (“NMS Capital” or the “Selling Agent”) pursuant to which NMS Capital shall serve as the managing Selling Agent for the Company, on a “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that NMS Capital’s obligations hereunder are on a “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by NMS Capital to purchase or sell any shares of Class A Common Stock of the Company (the “Securities”) and does not ensure the successful placement of the Securities or any portion thereof or the success of NMS Capital placing the Securities.
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • March 23rd, 2017 • Fig Publishing, Inc. • Services-prepackaged software • California
This Amended and Restated License Agreement (this “Agreement”), dated as of March 20, 2017 (“Effective Date”), is entered into between inXile Entertainment, Inc. (“Developer”) and Fig Publishing, Inc., a Delaware corporation (“Fig”), which fully amends and restates the License Agreement, dated as of September 9, 2016, between the parties and the Amended and Restated License Agreement, dated as of September 14, 2016, between the parties.
