Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*], a Series of Arrived Homes 3, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3, 2023, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”). 1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated [*], 2023 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision. 1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 3 contracts
Sources: Subscription Agreement (Arrived Homes 3, LLC), Subscription Agreement (Arrived Homes 3, LLC), Subscription Agreement (Arrived Homes 3, LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇, ▇▇, ▇▇▇ (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3Octo- ber 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*], 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription AgreementAgree- ment, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Subscrip- tion Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser un- less and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accor - dance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent accep- tance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Man - ager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser ’s subscription (the each, a “Termination DateClos- ing”)) shall occur promptly following such acceptance.
Appears in 3 contracts
Sources: Subscription Agreement, Subscription Agreement, Subscription Agreement
Subscription. 1.1. 1.1 The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Fintor Assets, LLC, Series [*]#SWEET, a Series of Arrived Homes 3Fintor Assets, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Fintor Assets, LLC, Series [*] #SWEET (the “Series [*] Sweet Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 4.86 per Series [*] Sweet Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Amended and Restated Limited Liability Company Agreement governing the Company, dated January 3April 22, 20232022, as further amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived HoldingsFintor, Inc., the managing member manager of the Company and of Arrived Fintor Assets Series [*] #SWEET (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] 81,250 Series [*] Sweet Interests for maximum aggregate gross proceeds of $[*] 394,875 (“Maximum Offering Amount”).
1.2. 1.2 The Purchaser understands that the Series [*] Sweet Interests are being offered pursuant to an offering circular, dated [*], 2023 2022 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. 1.3 The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 2 contracts
Sources: Subscription Agreement (Fintor Assets, LLC), Subscription Agreement (Fintor Assets, LLC)
Subscription. 1.1. (a) The undersigned (the “Purchaser”), intending to be legally bound, Investor hereby irrevocably subscribes for and agrees to purchase from Arrived Series [*], a Series of Arrived Homes 3, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] (the “Series [*] Interests”) Units set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front signature page hereto (at the “Subscription Per Unit Purchase Price”), and on upon the terms and conditions of set forth herein. The aggregate purchase price for the Limited Liability Company Agreement governing the Company, dated January 3, 2023, as amended from time Units with respect to time each Investor (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “ManagerPurchase Price”) by is payable in the Purchaser manner provided in accordance with and subject to Section 9 below. The minimum number of Units that the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Investor may purchase is two thousand (the “Offering”2,000) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”)Units.
1.2. The Purchaser (b) Investor understands that the Series [*] Interests Units are being offered pursuant to an offering circularthe Form 1-A Regulation A Offering Circular and its exhibits, dated [*], 2023 (qualified by the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”) on _____________, 2020 (collectively, the “Offering Circular”). The Investor is also urged to review the Company’s Form 1-K Annual Report for its fiscal year ended December 31, 2019, which has been filed by the Company with the SEC pursuant to Rule 257(b)(1) of Regulation A and any Form 1-U Current Reports pursuant to Regulation A filed by the Company with the SEC (all such reports, together with the Offering Circular are hereinafter collectively referred to as the “SEC Reports”). By executing this Subscription Agreementsubscribing to the Offering, the Purchaser Investor acknowledges that the Purchaser Investor has received this Subscription Agreement, copies and reviewed a copy of the Offering Circular, the exhibits thereto, SEC Reports and any other information required by the Purchaser Investor to make an investment decision.
1.3decision with respect to the Units. The closing Company will accept tenders of funds to purchase the Units. The Company will close on investments on a monthly “rolling basis,” pursuant to the terms of the Offering Circular (each closing occurring on a “Closing Date”). As a result, not all Investors will receive their Units on the same date.
(c) This subscription may be accepted or rejected in whole or in part, for any reason or for no reason, at any time prior to the Termination Date, by the Company at its sole and absolute discretion. In addition, the Company, at its sole and absolute discretion, may allocate to Investor only a portion of the number of the Units that Investor has subscribed for hereunder. The Company will notify Investor whether this subscription is accepted (whether in whole or in part) or rejected. If Investor’s subscription is rejected, Investor’s payment (or portion thereof if partially rejected) will be returned to Investor without interest and all of Investor’s obligations hereunder shall terminate. In the event of rejection of this subscription in its entirety, or in the event the sale of the Units (or any portion thereof) to an Investor is not consummated for any reason, this Subscription Agreement shall have no force or effect, except for Section 5 hereof, which shall remain in full force and effect.
(d) The terms of this Subscription Agreement shall be binding upon Investor and its permitted transferees, heirs, successors and assigns (collectively, the “ClosingTransferees”) will occur on the earliest ); provided, however, that for any such transfer to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurredbe deemed effective, the Offering Transferee shall be terminated upon (i) have executed and delivered to the date which is one year from Company in advance an instrument in form acceptable to the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager Company in its sole discretion, or (ii) any date on pursuant to which the Manager elects proposed Transferee shall acknowledge and agree to terminate be bound by the Offering representations and warranties of Investor and the terms of this Subscription Agreement. No transfer of this Agreement may be made without the consent of the Company, which may be withheld in its sole discretion (the “Termination Date”)and absolute discretion.
Appears in 2 contracts
Sources: Subscription Agreement (World Tree Usa, LLC), Subscription Agreement (World Tree Usa, LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*[ ](the “Series”), a Series series of Arrived Homes 3Dome Capital, LLC, a Delaware series limited liability company (the “CompanyDome Capital”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] Interests”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 [ ] per Series [*] Interest Unit for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanyDome Capital, dated January 3[ ], 2023, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived HoldingsMansa, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and Dome Capital, the “Dome Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*[ ] Interests for a maximum aggregate gross proceeds of $[*[ ] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated [*[ ], 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Interests.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Interests from the earliest Series hereunder, the Series shall have no obligation to occur sell the Interests or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Interests in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Interests, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Interests in accordance with Section 2. If an initial Closing has not occurred, The closing of the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) sale of any date on Interests for which the Manager elects to terminate has accepted the Offering in its sole Purchaser’s subscription (each, a “Closing”) shall occur when the maximum number of subscriptions are received for the series or at the discretion (the “Termination Date”)of management.
Appears in 2 contracts
Sources: Subscription Agreement (Dome Capital, LLC), Subscription Agreement (Dome Capital, LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*[ ](the “Series”), a Series series of Arrived Homes 3Dome Capital, LLC, a Delaware series limited liability company (the “CompanyDome Capital”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] Interests”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 [ ] per Series [*] Interest Unit for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanyDome Capital, dated January 3[ ], 2023, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived HoldingsMansa, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and Dome Capital, the “Dome Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*[ ] Interests for a maximum aggregate gross proceeds of $[*[ ] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated [*[ ], 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Interests.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Interests from the earliest Series hereunder, the Series shall have no obligation to occur sell the Interests or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Interests in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Interests, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Interests in accordance with Section 2. If an initial Closing The closing of the sale of any Interests for which the Manager has not occurredaccepted the Purchaser’s subscription (each, the Offering a “Closing”) shall be terminated upon (i) the date which is one year occur every two weeks beginning from the date that is two weeks following the Offering Circular is qualified by SEC, which period may be extended by an additional six months by commencement of the Manager series offering and end when the maximum number of subscriptions are received for the series or if management in its sole discretion, or (ii) any date on which the Manager elects to advance funds for the relevant series and terminate the Offering in its sole discretion (offering, at which point the “Termination Date”)final closing of the relevant series will occur.
Appears in 2 contracts
Sources: Subscription Agreement (Dome Capital, LLC), Subscription Agreement (Dome Capital, LLC)
Subscription. 1.1. 1.1 The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Vestible Assets, LLC, Series [*____], a Series of Arrived Homes 3Vestible Assets, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Vestible Assets, LLC, Series [*____] (the “Series [*____] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 [____] per Series [*____] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3July 20, 20232022, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived HoldingsVestible, Inc., the managing member manager of the Company and of Arrived Vestible Assets, LLC, Series [*____] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of up to [*____] Series [*____] Interests for maximum aggregate gross proceeds of $[*____] (“Maximum Offering Amount”).
1.2. 1.2 The Purchaser understands that the Series [*____] Interests are being offered pursuant to an offering circular, dated [*_____], 2023 (as may be amended from time to time, the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.31.3 The Company may elect at any time to close all or any portion of the Offering, once it has raised the minimum offering amount, on various dates (each a “Closing”). The closing Investor understands that the Escrow Agent may hold Investor’s Subscription Amount, without interest, while the Company raises the minimum offering amount of the Offering $[____] (the “ClosingMinimum Offering Amount”) will and that the first Closing shall not occur on until the Minimum Offering Amount has been raised.
1.4 The Offering shall be terminated, including if the Company is unable to sell the Minimum Offering Amount, upon the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the this Offering Circular or amendment thereof, as applicable, is qualified by the SEC, which period may be extended by an additional six months by the Manager in its sole discretion, discretion or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 2 contracts
Sources: Subscription Agreement (Vestible Assets, LLC), Subscription Agreement (Vestible Assets, LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]#KW, a Series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] #KW (the “Series [*] #KW Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 25 per Series [*] #KW Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] #KW (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 5,000 Series #KW Interests for minimum aggregate proceeds of $125,000 (the “Minimum Offering Amount”) and up to [*] 10,000 Series [*] #KW Interests for maximum aggregate gross proceeds of $[*] 250,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] #KW Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2019 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 2 contracts
Sources: Subscription Agreement (Otis Gallery LLC), Subscription Agreement (Otis Gallery LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*Name of Series], a Series series of Arrived Homes 3, ▇▇▇▇ Collection LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*Name of Series] (the “Series [*Name of Series] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 [Purchase Price] per Series [*Name of Series] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3October 10, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and [Name of Arrived Series [*Series] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of [Minimum Interests] [Name of Series] Interests for minimum aggregate proceeds of $[Minimum Proceeds] (the “Minimum Offering Amount”) and up to [*Maximum Interests] Series [*Name of Series] Interests for maximum aggregate gross proceeds of $[*Maximum Proceeds] (“Maximum Offering Amount”). The Company has authorized the issuance of up to [Maximum Interests Authorized] [Name of Series] Interests.
1.2. The Purchaser understands that the Series [*Name of Series] Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 2 contracts
Sources: Subscription Agreement (Otis Collection LLC), Subscription Agreement (Otis Collection LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Homes Series [*]] LLC, a Series of Arrived Homes 3Homes, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Homes Series [*] LLC (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3July 13, 20232020, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Homes Series [*] LLC (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated January [*], 2023 2021 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 2 contracts
Sources: Subscription Agreement (Arrived Homes, LLC), Subscription Agreement (Arrived Homes, LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Collection Drop 004, a Series series of Arrived Homes 3, ▇▇▇▇ Collection LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Collection Drop 004 (the “Series [*] Collection Drop 004 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Collection Drop 004 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3October 10, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ Wealth, Inc., the managing member of the Company and of Arrived Series [*] Collection Drop 004 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 609 Series Collection Drop 004 Interests for minimum aggregate proceeds of $6,090 (the “Minimum Offering Amount”) and up to [*] 640 Series [*] Collection Drop 004 Interests for maximum aggregate gross proceeds of $[*] 6,400 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Collection Drop 004 Interests are being offered pursuant to an offering circular, dated [*]_______________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 2 contracts
Sources: Subscription Agreement (Otis Collection LLC), Subscription Agreement (Otis Collection LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*[ ](the “Series”), a Series series of Arrived Homes 3Dome Capital, LLC, a Delaware series limited liability company (the “CompanyDome Capital”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] Interests”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 [ ] per Series [*] Interest Unit for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanyDome Capital, dated January 3[ ], 2023, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived HoldingsMansa, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and Dome Capital, the “Dome Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*[ ] Interests for a maximum aggregate gross proceeds of $[*[ ] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated [*[ ], 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Interests.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Interests from the earliest Series hereunder, the Series shall have no obligation to occur sell the Interests or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Interests in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Interests, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Interests in accordance with Section 2. If an initial Closing has not occurred, The closing of the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) sale of any date on Interests for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 2 contracts
Sources: Subscription Agreement (Dome Capital, LLC), Subscription Agreement (Dome Capital, LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 114, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 114 (the “Series [*] Gallery Drop 114 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 114 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 114 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 1,281 Series Gallery Drop 114 Interests for minimum aggregate proceeds of $12,810 (the “Minimum Offering Amount”) and up to [*] 1,350 Series [*] Gallery Drop 114 Interests for maximum aggregate gross proceeds of $[*] 13,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 114 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 101, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 101 (the “Series [*] Gallery Drop 101 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 101 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 101 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 20,075 Series Gallery Drop 101 Interests for minimum aggregate proceeds of $200,750 (the “Minimum Offering Amount”) and up to [*] 21,130 Series [*] Gallery Drop 101 Interests for maximum aggregate gross proceeds of $[*] 211,300 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 101 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 048, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 048 (the “Series [*] Gallery Drop 048 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 048 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 048 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 5,625 Series Gallery Drop 048 Interests for minimum aggregate proceeds of $56,250 (the “Minimum Offering Amount”) and up to [*] 5,800 Series [*] Gallery Drop 048 Interests for maximum aggregate gross proceeds of $[*] 58,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 048 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 063, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 063 (the “Series [*] Gallery Drop 063 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 063 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 063 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,000 Series Gallery Drop 063 Interests for minimum aggregate proceeds of $20,000 (the “Minimum Offering Amount”) and up to [*] 2,110 Series [*] Gallery Drop 063 Interests for maximum aggregate gross proceeds of $[*] 21,100 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 063 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 5.2515 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3October 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] 52,515 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*]____________, 2023 2021, as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 021, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 021 (the “Series [*] Gallery Drop 021 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 25 per Series [*] Gallery Drop 021 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 021 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 1,063 Series Gallery Drop 021 Interests for minimum aggregate proceeds of $26,575 (the “Minimum Offering Amount”) and up to [*] 1,100 Series [*] Gallery Drop 021 Interests for maximum aggregate gross proceeds of $[*] 27,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 021 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 044, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 044 (the “Series [*] Gallery Drop 044 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 044 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 044 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 41,670 Series Gallery Drop 044 Interests for minimum aggregate proceeds of $416,700 (the “Minimum Offering Amount”) and up to [*] 46,670 Series [*] Gallery Drop 044 Interests for maximum aggregate gross proceeds of $[*] 466,700 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 044 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 078, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 078 (the “Series [*] Gallery Drop 078 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 078 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 078 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,091 Series Gallery Drop 078 Interests for minimum aggregate proceeds of $20,910 (the “Minimum Offering Amount”) and up to [*] 2,200 Series [*] Gallery Drop 078 Interests for maximum aggregate gross proceeds of $[*] 22,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 078 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 119, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 119 (the “Series [*] Gallery Drop 119 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1 per Series [*] Gallery Drop 119 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 119 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 84,000 Series Gallery Drop 119 Interests for minimum aggregate proceeds of $84,000 (the “Minimum Offering Amount”) and up to [*] 88,400 Series [*] Gallery Drop 119 Interests for maximum aggregate gross proceeds of $[*] 88,400 (“Maximum Offering Amount”). The Company has authorized the issuance of up to 88,400 Series Gallery Drop 119 Interests.
1.2. The Purchaser understands that the Series [*] Gallery Drop 119 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*], a Series of Arrived Homes 3STR 2, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 312, 2023, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated [*], 2023 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]] LLC, a Series of Arrived Homes 3STR 2, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] LLC (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3July 12, 20232022, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] LLC (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated April [*], 2023 2022 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 112, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 112 (the “Series [*] Gallery Drop 112 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 112 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 112 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 5,700 Series Gallery Drop 112 Interests for minimum aggregate proceeds of $57,000 (the “Minimum Offering Amount”) and up to [*] 6,000 Series [*] Gallery Drop 112 Interests for maximum aggregate gross proceeds of $[*] 60,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 112 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 3.6073 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3October 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] 36,073 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*][ ] (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 [ ] per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3, 2023[ ], as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*[ ] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*[ ], 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Casa Shares Series [*], a Series of Arrived Homes 3Casa Shares Assets, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Casa Shares Series [*] (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 [*] per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3August [*], 2023, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived HoldingsCasa Shares, Inc., the managing member of the Company and of Arrived Casa Shares Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated [*], 2023 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies a copy of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 060, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 060 (the “Series [*] Gallery Drop 060 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 060 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 060 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 4,850 Series Gallery Drop 060 Interests for minimum aggregate proceeds of $48,500 (the “Minimum Offering Amount”) and up to [*] 5,110 Series [*] Gallery Drop 060 Interests for maximum aggregate gross proceeds of $[*] 51,100 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 060 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 5.3351 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3October 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] 53,351 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*]____________, 2023 2021, as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 058, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 058 (the “Series [*] Gallery Drop 058 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 058 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 058 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,126 Series Gallery Drop 058 Interests for minimum aggregate proceeds of $21,260 (the “Minimum Offering Amount”) and up to [*] 2,240 Series [*] Gallery Drop 058 Interests for maximum aggregate gross proceeds of $[*] 22,400 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 058 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 019, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 019 (the “Series [*] Gallery Drop 019 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 30 per Series [*] Gallery Drop 019 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ Wealth, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 019 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 630 Series Gallery Drop 019 Interests for minimum aggregate proceeds of $18,900 (the “Minimum Offering Amount”) and up to [*] 750 Series [*] Gallery Drop 019 Interests for maximum aggregate gross proceeds of $[*] 22,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 019 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 046, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 046 (the “Series [*] Gallery Drop 046 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 046 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 046 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 5,040 Series Gallery Drop 046 Interests for minimum aggregate proceeds of $50,400 (the “Minimum Offering Amount”) and up to [*] 5,300 Series [*] Gallery Drop 046 Interests for maximum aggregate gross proceeds of $[*] 53,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 046 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 5.3351 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3October 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] 53,351 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 029, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 029 (the “Series [*] Gallery Drop 029 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 11.00 per Series [*] Gallery Drop 029 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 029 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 4,847 Series Gallery Drop 029 Interests for minimum aggregate proceeds of $53,317 (the “Minimum Offering Amount”) and up to [*] 5,000 Series [*] Gallery Drop 029 Interests for maximum aggregate gross proceeds of $[*] 55,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 029 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 071, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 071 (the “Series [*] Gallery Drop 071 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 071 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 071 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 7,500 Series Gallery Drop 071 Interests for minimum aggregate proceeds of $75,000 (the “Minimum Offering Amount”) and up to [*] 7,890 Series [*] Gallery Drop 071 Interests for maximum aggregate gross proceeds of $[*] 78,900 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 071 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*], a Series of Arrived Homes 3SFR Genesis Fund, LLC, a Delaware series limited liability company (the “Company”), the number of Interests Common Shares in Arrived Series [*] SFR Genesis Fund, LLC (the “Series [*] InterestsCommon Shares”) set forth on the front of this subscription agreement (the “Subscription Agreement Agreement”) at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Amended and Restated Operating Agreement governing the Company, dated January 3May 31, 2023, as amended from time to time (the “Operating Agreement”), a copy of which is posted on the Company’s online investment platform ▇▇▇.▇▇▇▇▇▇▇.▇▇▇ (the “Arrived Platform”) and which the Purchaser has received and read. This subscription is submitted to Arrived HoldingsFund Manager, Inc.LLC, the managing non-member of the Company and of Arrived Series [*] manager (the “Manager”) of Arrived SFR Genesis Fund, LLC by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of up to [*] Series [*] Interests 7,500,000 Common Shares for maximum aggregate gross proceeds of $[*] 75,000,000 (the “Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Common Shares are being offered pursuant to an offering circular, dated [*______], 2023 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, Circular and the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from immediately following the date that one week prior to three months after the Offering Circular is qualified by SEC, which period may be extended by an additional six months by date the Manager in its sole discretion, offering begins or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Sources: Subscription Agreement (Arrived SFR Genesis Fund, LLC)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 123, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 123 (the “Series [*] Gallery Drop 123 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1 per Series [*] Gallery Drop 123 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 123 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 44,444 Series Gallery Drop 123 Interests for minimum aggregate proceeds of $44,444 (the “Minimum Offering Amount”) and up to [*] 46,800 Series [*] Gallery Drop 123 Interests for maximum aggregate gross proceeds of $[*] 46,800 (“Maximum Offering Amount”). The Company has authorized the issuance of up to 46,800 Series Gallery Drop 123 Interests.
1.2. The Purchaser understands that the Series [*] Gallery Drop 123 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 077, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 077 (the “Series [*] Gallery Drop 077 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 077 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 077 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 3,690 Series Gallery Drop 077 Interests for minimum aggregate proceeds of $36,900 (the “Minimum Offering Amount”) and up to [*] 3,880 Series [*] Gallery Drop 077 Interests for maximum aggregate gross proceeds of $[*] 38,800 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 077 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 079, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 079 (the “Series [*] Gallery Drop 079 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 079 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 079 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,010 Series Gallery Drop 079 Interests for minimum aggregate proceeds of $20,100 (the “Minimum Offering Amount”) and up to [*] 2,120 Series [*] Gallery Drop 079 Interests for maximum aggregate gross proceeds of $[*] 21,200 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 079 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 4.3742 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3October 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] 43,742 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*]____________, 2023 2021, as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 069, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 069 (the “Series [*] Gallery Drop 069 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 069 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 069 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 3,513 Series Gallery Drop 069 Interests for minimum aggregate proceeds of $35,130 (the “Minimum Offering Amount”) and up to [*] 3,700 Series [*] Gallery Drop 069 Interests for maximum aggregate gross proceeds of $[*] 37,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 069 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 089, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 089 (the “Series [*] Gallery Drop 089 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 089 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 089 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,391 Series Gallery Drop 089 Interests for minimum aggregate proceeds of $23,910 (the “Minimum Offering Amount”) and up to [*] 2,520 Series [*] Gallery Drop 089 Interests for maximum aggregate gross proceeds of $[*] 25,200 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 089 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 011, a Series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 011 (the “Series [*] Gallery Drop 011 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 25 per Series [*] Gallery Drop 011 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ Wealth, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 011 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 720 Series Gallery Drop 011 Interests for minimum aggregate proceeds of $18,000 (the “Minimum Offering Amount”) and up to [*] 800 Series [*] Gallery Drop 011 Interests for maximum aggregate gross proceeds of $[*] 20,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 011 Interests are being offered pursuant to an offering circular, dated [*], 2023 ____________ (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 059, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 059 (the “Series [*] Gallery Drop 059 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 059 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 059 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 7,370 Series Gallery Drop 059 Interests for minimum aggregate proceeds of $73,700 (the “Minimum Offering Amount”) and up to [*] 7,760 Series [*] Gallery Drop 059 Interests for maximum aggregate gross proceeds of $[*] 77,600 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 059 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 113, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 113 (the “Series [*] Gallery Drop 113 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 113 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 113 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 5,500 Series Gallery Drop 113 Interests for minimum aggregate proceeds of $55,000 (the “Minimum Offering Amount”) and up to [*] 5,790 Series [*] Gallery Drop 113 Interests for maximum aggregate gross proceeds of $[*] 57,900 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 113 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 073, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 073 (the “Series [*] Gallery Drop 073 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 073 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 073 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 4,428 Series Gallery Drop 073 Interests for minimum aggregate proceeds of $44,280 (the “Minimum Offering Amount”) and up to [*] 4,660 Series [*] Gallery Drop 073 Interests for maximum aggregate gross proceeds of $[*] 46,600 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 073 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 083, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 083 (the “Series [*] Gallery Drop 083 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 083 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 083 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 4,500 Series Gallery Drop 083 Interests for minimum aggregate proceeds of $45,000 (the “Minimum Offering Amount”) and up to [*] 4,740 Series [*] Gallery Drop 083 Interests for maximum aggregate gross proceeds of $[*] 47,400 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 083 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*], a Series of Arrived Homes 34, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3March 6, 20232024, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated [*], 2023 2024 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 018, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 018 (the “Series [*] Gallery Drop 018 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 25 per Series [*] Gallery Drop 018 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ Wealth, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 018 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 464 Series Gallery Drop 018 Interests for minimum aggregate proceeds of $11,600 (the “Minimum Offering Amount”) and up to [*] 480 Series [*] Gallery Drop 018 Interests for maximum aggregate gross proceeds of $[*] 12,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 018 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 025, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 025 (the “Series [*] Gallery Drop 025 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 70 per Series [*] Gallery Drop 025 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 025 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 915 Series Gallery Drop 025 Interests for minimum aggregate proceeds of $64,050 (the “Minimum Offering Amount”) and up to [*] 1,000 Series [*] Gallery Drop 025 Interests for maximum aggregate gross proceeds of $[*] 70,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 025 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*[ ](the “Series”), a Series series of Arrived Homes 3Dome Capital, LLC, a Delaware series limited liability company (the “CompanyDome Capital”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsUnits”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 [ ] per Series [*] Interest Unit for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanyDome Capital, dated January 3[ ], 2023, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived HoldingsMansa, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and Dome Capital, the “Dome Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*[ ] Series [*] Interests Units for a maximum aggregate gross proceeds of $[*[ ] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Units are being offered pursuant to an offering circular, dated [*[ ], 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Units.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Units from the earliest Series hereunder, the Series shall have no obligation to occur sell the Units or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Units in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Units, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Units in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Units, the Offering Purchaser shall remain committed to purchase the remainder of the Units upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Units, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Units in accordance with Section 2. The closing of the sale of any date on Units for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]▇▇▇▇▇ App 3 LLC - [ ] (the “Series”), a Series series of Arrived Homes 3, ▇▇▇▇▇ App 3 LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 [ ] per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the Company▇▇▇▇▇, dated January 37, 20232022, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 100,000 Shares for a maximum aggregate gross proceeds of $[*[ ] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*[ ], 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Homes Series [*]▇▇▇▇▇▇ LLC, a Series of Arrived Homes 3Homes, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Homes Series [*] ▇▇▇▇▇▇ LLC (the “Series [*] ▇▇▇▇▇▇ Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] ▇▇▇▇▇▇ Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3July 13, 20232020, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Homes Series [*] ▇▇▇▇▇▇ LLC (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] 22,500 Series [*] ▇▇▇▇▇▇ Interests for maximum aggregate gross proceeds of $[*] 225,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] ▇▇▇▇▇▇ Interests are being offered pursuant to an offering circular, dated [*], 2023 2020 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. (a) The undersigned (“Subscriber”) hereby irrevocably subscribes for and agrees to purchase the Series A-1 Preferred Stock (the “PurchaserSecurities”), intending to be legally boundof Gryphon Online Safety, hereby irrevocably agrees to purchase from Arrived Series [*], a Series of Arrived Homes 3, LLCInc., a Delaware series limited liability company corporation (the “Company”), the number of Interests in Arrived Series [*] (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1.10 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto share (the “Subscription Per Security Price”), and on upon the terms and conditions set forth herein. The minimum subscription is $999.90 representing 909 shares of the Limited Liability Company Agreement governing Company. Subscribers participating in the SeedInvest Auto Invest program have a lower minimum subscription of $___, representing __ shares of the Company, dated January 3, 2023, . The Series A-1 Preferred Stock being subscribed for under this Subscription Agreement and the Common Stock (“Conversion Shares”) issuable upon conversion/exercise of the Series A-1 Preferred Stock are also referred to as amended from time the “Securities.” The rights and preferences of the Series A-1 Preferred Stock are as set forth in the Company’s Amended and Restated Certificate of Incorporation included as an exhibit to time the Offering Statement of the Company filed with the SEC (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering AmountStatement”).
1.2(b) Subscriber understands that SI Securities, LLC which is serving as the Company’s broker-dealer in this offering, will assess a processing fee of 2.0% of the value of the shares subscribed for, up to $300. The Purchaser This processing fee shall count against the per investor limit set out in Section 5(d)(ii) below.
(c) Subscriber understands that the Series [*] Interests Securities are being offered pursuant to an offering circular, circular dated [*], 2023 DATE] (the “Offering Circular”), ) filed with the U.S. Securities and Exchange Commission (SEC as part of the “SEC”)Offering Statement. By executing this Subscription Agreement, the Purchaser Subscriber acknowledges that the Purchaser Subscriber has received this Subscription Agreement, copies of the Offering Circular, the Circular and Offering Statement including exhibits thereto, thereto and any other information required by the Purchaser Subscriber to make an investment decision.
1.3(d) The Subscriber’s subscription may be accepted or rejected in whole or in part, at any time prior to a Closing Date (as hereinafter defined), by the Company at its sole discretion, subject to the conditions set forth herein. In addition, the Company, at its sole discretion, may allocate to Subscriber only a portion of the number of Securities Subscriber has subscribed for. The closing Company will notify Subscriber whether this subscription is accepted (whether in whole or in part) or rejected. If Subscriber’s subscription is rejected, Subscriber’s payment (or portion thereof if partially rejected) will be returned to Subscriber without interest and all of Subscriber’s obligations hereunder shall terminate.
(e) The aggregate number of Securities sold by the Company pursuant to the offering described in the Offering Circular (the “ClosingOffering”) will occur on shall not exceed $10,000,000 (the earliest to occur of “Maximum Offering”). The Company may accept subscriptions until (i) the date subscriptions for the Maximum Offering Amount have has been accepted or sold to investors; (ii) a date determined 12 months after qualification by the Manager in its sole discretion. If an initial Closing has not occurredSEC, the Offering shall be terminated upon or (iiii) the date at which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months earlier terminated by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering Company in its sole discretion (the “Termination Date”). Providing that subscriptions for $500,000 Securities are received (the “Minimum Offering”) and all other requirements for a closing are met, the Company may elect at any time to close all or any portion of the Offering, on various dates (each a “Closing Date”).
(f) In the event of rejection of this subscription in its entirety, or in the event the sale of the Securities (or any portion thereof) is not consummated for any reason, this Subscription Agreement shall have no force or effect, except for Section 5 hereof, which shall remain in force and effect.
(g) The terms of this Subscription Agreement and the Investment Agreements (as defined below) shall be binding upon Subscriber and its transferees, heirs, successors and assigns (collectively, “Transferees”); provided that for any such transfer to be deemed effective, the Transferee shall have executed and delivered to the Company in advance an instrument in a form acceptable to the Company in its sole discretion, pursuant to which the proposed Transferee shall be acknowledge, agree, and be bound by the representations and warranties of Subscriber, terms of this Subscription Agreement.
Appears in 1 contract
Sources: Subscription Agreement (Gryphon Online Safety, Inc.)
Subscription. 1.1. (a) The undersigned (the “Purchaser”), intending to be legally bound, Investor hereby irrevocably subscribes for and agrees to purchase from Arrived Series [*], a Series of Arrived Homes 3, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] (the “Series [*] Interests”) Shares set forth on the front of this Subscription Agreement signature page hereto at a purchase price of $10.00 2.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto such share (the “Subscription Per Share Purchase Price”), and rounded down to the nearest whole share based on Investor’s subscription amount, upon the terms and conditions of set forth herein. The aggregate purchase price for the Limited Liability Company Agreement governing the Company, dated January 3, 2023, as amended from time Shares with respect to time each Investor (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “ManagerPurchase Price”) by is payable in the Purchaser manner provided in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”Section 2(a) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”)below.
1.2. The Purchaser (b) Investor understands that the Series [*] Interests Shares are being offered pursuant to an offering circularthe Offering Circular dated ______ __, dated [*]2016 and its exhibits (collectively, 2023 (the “Offering Circular”), ) as filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreementsubscribing to the Offering, the Purchaser Investor acknowledges that the Purchaser Investor has received this Subscription Agreement, copies and reviewed a copy of the Offering Circular, the exhibits thereto, Circular and any other information required by the Purchaser Investor to make an investment decisiondecision with respect to the Shares.
1.3(c) This subscription may be accepted or rejected in whole or in part, for any reason or for no reason, at any time prior to the Termination Date (as hereinafter defined), by the Company at its sole and absolute discretion. In addition, the Company, at its sole and absolute discretion, may allocate to Investor only a portion of the number of the Shares that Investor has subscribed for hereunder. The closing Company will notify Investor whether this subscription is accepted (whether in whole or in part) or rejected. If Investor’s subscription is rejected, Investor’s payment (or portion thereof if partially rejected) will be returned to Investor without interest and all of Investor’s obligations hereunder shall terminate.
(d) The aggregate number of Shares that may be sold by the Offering Company in this offering shall not exceed 25,000,000 (the “ClosingMaximum Offering”) ). This offering will occur terminate on the earliest to occur earlier of (i) January 19, 2017, subject to extension for up to one hundred-eighty (180) days in the date subscriptions for sole discretion of the Maximum Offering Amount have been accepted Company; or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Maximum Offering is sold (in its sole discretion (either case, the “Termination Date”). The Company may elect at any time to close all or any portion of this offering on various dates at or prior to the Termination Date (each, a “Closing”).
(e) In the event of rejection of this subscription in its entirety, or in the event the sale of the Shares (or any portion thereof) to an Investor is not consummated for any reason, this Subscription Agreement shall have no force or effect, except for Section 5 hereof, which shall remain in force and effect.
(f) The terms of this Subscription Agreement shall be binding upon Investor and its permitted transferees, heirs, successors and assigns (collectively, the “Transferees”); provided, however, that for any such transfer to be deemed effective, the Transferee shall have executed and delivered to the Company in advance an instrument in form acceptable to the Company in its sole discretion, pursuant to which the proposed Transferee shall acknowledge and agree to be bound by the representations and warranties of Investor and the terms of this Subscription Agreement. No transfer of this Agreement may be made without the consent of the Company, which may be withheld in its sole and absolute discretion.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 120, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 120 (the “Series [*] Gallery Drop 120 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1 per Series [*] Gallery Drop 120 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 120 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 26,400 Series Gallery Drop 120 Interests for minimum aggregate proceeds of $26,400 (the “Minimum Offering Amount”) and up to [*] 27,800 Series [*] Gallery Drop 120 Interests for maximum aggregate gross proceeds of $[*] 27,800 (“Maximum Offering Amount”). The Company has authorized the issuance of up to 27,800 Series Gallery Drop 120 Interests.
1.2. The Purchaser understands that the Series [*] Gallery Drop 120 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Collection Drop 005, a Series series of Arrived Homes 3, ▇▇▇▇ Collection LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Collection Drop 005 (the “Series [*] Collection Drop 005 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1.00 per Series [*] Collection Drop 005 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3October 10, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Collection Drop 005 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 29,000 Series Collection Drop 005 Interests for minimum aggregate proceeds of $29,000 (the “Minimum Offering Amount”) and up to [*] 30,500 Series [*] Collection Drop 005 Interests for maximum aggregate gross proceeds of $[*] 30,500 (“Maximum Offering Amount”). The Company has authorized the issuance of up to 51,500 Series Collection Drop 005 Interests.
1.2. The Purchaser understands that the Series [*] Collection Drop 005 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (a) Subject to the express terms and conditions of this Agreement, the Subscriber hereby irrevocably subscribes for and agrees to purchase the number of units (the “PurchaserUnits”)) of Elegance Brands, intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*], a Series of Arrived Homes 3, LLC, a Delaware series limited liability company Inc. (the “Company”), pursuant to the number of Interests in Arrived Series [*] Company’s Regulation A+ offering (the “Series [*] InterestsOffering”), at a price of US$0.50 per Unit, for the aggregate purchase price (the “Purchase Price”) set forth on the front signature page to this Agreement. Each Unit consists of this Subscription Agreement at a purchase price one share of Class A common stock, par value $10.00 0.0001 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto share (the “Subscription PriceCommon Stock”), and on a warrant (a “Warrant”) to purchase one-half of one share of Common Stock (with each whole share underlying such warrants being a “Warrant Share”) at an exercise price of US$0.75 per Warrant Share. Each Warrant shall be exercisable for a period of eighteen (18) months following the termination of the Offering, pursuant to the terms and conditions contained in the form of the Limited Liability Company Agreement governing the Company, dated January 3, 2023, Warrant attached hereto as amended from time to time Annex A (the “Operating AgreementWarrant Certificate”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc.The Units, the managing member of Common Stock, the Company Warrants and of Arrived Series [*] (the Warrant Shares are referred to herein as the “ManagerSecurities.”
(b) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser Subscriber understands that the Series [*] Interests Securities are being offered pursuant to an the Company’s Regulation A+ Offering Circular, originally qualified by the SEC on December 31, 2018, as later supplemented on August 26, 2019 and October 7, 2019, and which was subsequently refiled as a new offering circular, dated [*circular (SEC File No. [ ]) on April [ ], 2023 (2020 and requalified by the “SEC on __________________________, 2020. as part of the Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”)Statement. By executing this Subscription Agreement, the Purchaser Subscriber acknowledges that the Purchaser Subscriber has received this Subscription Agreement, copies of the Offering CircularCircular and the Offering Statement, including the exhibits thereto, and any other information required by the Purchaser Subscriber to make an investment decision.
1.3(c) Subscriber’s subscription may be accepted or rejected in whole or in part, at any time prior to a Closing Date (as hereinafter defined), by the Company at its sole discretion. In addition, the Company, at its sole discretion, may allocate to Subscriber only a portion of the number of Securities Subscriber has subscribed for. The closing Company will notify Subscriber whether this subscription is accepted (whether in whole or in part) or rejected. If Subscriber’s subscription is rejected, Subscriber’s payment (or portion thereof if partially rejected) will be returned to Subscriber without interest and all of Subscriber’s obligations hereunder relating to the rejected portion of the Offering subscription shall terminate.
(d) The Company may accept subscriptions until the “Closing”) will occur on the earliest to occur earlier of (i) [December 31, 2020], unless the date subscriptions for Offering is extended by the Maximum Offering Amount have been accepted Company in its sole discretion in accordance with applicable SEC regulations or (ii) a date determined by until the Manager maximum amount of 57,000,000 Units are sold in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SECtogether, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”). The Company may elect at any time to close all or any portion of this Offering, on various dates at or prior to the Termination Date (each a “Closing Date”).
(e) In the event of rejection of this subscription in its entirety, or in the event the sale of the Securities (or any portion thereof) is not consummated for any reason, this Subscription Agreement shall have no force or effect, except for Section 5 hereof, which shall remain in force and effect.
(f) The terms of this Subscription Agreement shall be binding upon Subscriber and its transferees, heirs, successors and assigns (collectively, “Transferees”); provided that for any such transfer to be deemed effective, the Transferee shall have executed and delivered to the Company in advance an instrument in a form acceptable to the Company in its sole discretion, pursuant to which the proposed Transferee shall acknowledge, agree, and be bound by the representations and warranties of Subscriber and the terms of this Subscription Agreement, and the Company consents to the transfer in its sole discretion.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇▇▇ ▇▇▇▇ ▇▇▇▇ (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 5.2215 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3October 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] 52,215 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*]____________, 2023 2021, as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending a) Subject to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*], a Series of Arrived Homes 3, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of this Agreement, the Limited Liability Company Agreement governing shall sell to the Purchaser and the Purchaser shall purchase from the Company, dated January 3for an aggregate purchase price of $15,000,000, 2023150,000 shares of Series A Preferred Stock (the "Preferred Shares") at a stated price of $100 per ---------------- share (such $15,000,000 amount, as amended from time adjusted pursuant to time this paragraph (the “Operating Agreement”a), a copy the "Committed Amount"). The Committed Amount shall be reduced by $1.00 for every ---------------- $2.00 of which the Purchaser has gross proceeds received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company from the sale of Series A Preferred Stock in the rights offering described in the Plan Term Sheet. Upon any adjustment of the Committed Amount, the number of Preferred Shares to be purchased and sold at the Closing (as defined in paragraph (d) below) shall be proportionately reduced.
(b) At the Closing, the Company shall issue to the Purchaser, for no additional consideration, warrants (the “Offering”"Warrants") up to [*] Series [*] Interests for maximum aggregate gross proceeds -------- purchase shares of $[*] the common stock of the reorganized Company (“Maximum Offering Amount”)the "New Common ---------- Stock") constituting 1% of the equity of the reorganized Company as set forth in ----- the Plan Term Sheet, provided, however, that if the Committed Amount and the number of Preferred Shares to be purchased and sold at the Closing shall be reduced pursuant to paragraph (a) above, the number of Warrants issuable at the Closing shall be proportionately reduced.
1.2(c) At the Closing, the Company shall issue to ▇▇▇▇▇▇▇▇ ▇. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular▇▇▇▇▇▇, dated [*], 2023 III (the “Offering Circular”"▇▇▇▇▇▇"), filed in consideration for the purchase commitment set forth ------ in this Agreement, shares of New Common Stock constituting 1% of the equity of the reorganized Company as set forth in the Plan Term Sheet (such shares of New Common Stock, together with the U.S. Securities Preferred Shares and Exchange Commission (the “SEC”Warrants, the "Securities"). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.----------
1.3. (d) The closing of the Offering purchase and sale of the Securities (the “"Closing”") will occur shall take place substantially concurrently with the other ------- transactions contemplated by the Plan to take place on the earliest to occur effective date of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion Plan (the “Termination "Plan Effective Date”"), including the cancellation of the Notes and ------------------- the Company's existing equity securities and the issuance of the New Common Stock.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 082, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 082 (the “Series [*] Gallery Drop 082 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 082 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 082 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 8,000 Series Gallery Drop 082 Interests for minimum aggregate proceeds of $80,000 (the “Minimum Offering Amount”) and up to [*] 8,420 Series [*] Gallery Drop 082 Interests for maximum aggregate gross proceeds of $[*] 84,200 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 082 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]▇▇▇▇▇ App 2 LLC - [ ] (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App 2 LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 [ ] per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3July 28, 20232021, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*[ ] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*[ ], 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 031, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 031 (the “Series [*] Gallery Drop 031 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 24.00 per Series [*] Gallery Drop 031 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 031 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 1,823 Series Gallery Drop 031 Interests for minimum aggregate proceeds of $43,752 (the “Minimum Offering Amount”) and up to [*] 2,000 Series [*] Gallery Drop 031 Interests for maximum aggregate gross proceeds of $[*] 48,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 031 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 116, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 116 (the “Series [*] Gallery Drop 116 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1.00 per Series [*] Gallery Drop 116 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 116 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 225,000 Series Gallery Drop 116 Interests for minimum aggregate proceeds of $225,000 (the “Minimum Offering Amount”) and up to [*] 236,800 Series [*] Gallery Drop 116 Interests for maximum aggregate gross proceeds of $[*] 236,800 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 116 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 091, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 091 (the “Series [*] Gallery Drop 091 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 091 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 091 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 3,748 Series Gallery Drop 091 Interests for minimum aggregate proceeds of $37,480 (the “Minimum Offering Amount”) and up to [*] 3,940 Series [*] Gallery Drop 091 Interests for maximum aggregate gross proceeds of $[*] 39,400 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 091 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]#Illume, a Series of Arrived Homes 3Compound Projects, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] #Illume (the “Series [*] #Illume Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 4.63 per Series [*] #Illume Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3October 15, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived HoldingsCompound Asset Management, Inc.LLC, the managing member of the Company and of Arrived Series [*] #Illume (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] 23,000 Series [*] #Illume Interests for maximum aggregate gross proceeds of $[*] 106,490 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] #Illume Interests are being offered pursuant to an offering circular, dated [*], 2023 (the “Offering Circular”), filed with qualified by the U.S. Securities and Exchange Commission (the “SEC”) on January 8, 2021 (the “Offering Circular”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of of: (i) the date that subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Sources: Subscription Agreement
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Collection Drop 008, a Series series of Arrived Homes 3, ▇▇▇▇ Collection LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Collection Drop 008 (the “Series [*] Collection Drop 008 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1.00 per Series [*] Collection Drop 008 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3October 10, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Collection Drop 008 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 10,600 Series Collection Drop 008 Interests for minimum aggregate proceeds of $10,600 (the “Minimum Offering Amount”) and up to [*] 11,200 Series [*] Collection Drop 008 Interests for maximum aggregate gross proceeds of $[*] 11,200 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Collection Drop 008 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 043, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 043 (the “Series [*] Gallery Drop 043 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 043 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 043 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 6,300 Series Gallery Drop 043 Interests for minimum aggregate proceeds of $63,000 (the “Minimum Offering Amount”) and up to [*] 6,700 Series [*] Gallery Drop 043 Interests for maximum aggregate gross proceeds of $[*] 67,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 043 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 121, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 121 (the “Series [*] Gallery Drop 121 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1 per Series [*] Gallery Drop 121 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 121 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 31,200 Series Gallery Drop 121 Interests for minimum aggregate proceeds of $31,200 (the “Minimum Offering Amount”) and up to [*] 32,800 Series [*] Gallery Drop 121 Interests for maximum aggregate gross proceeds of $[*] 32,800 (“Maximum Offering Amount”). The Company has authorized the issuance of up to 32,800 Series Gallery Drop 121 Interests.
1.2. The Purchaser understands that the Series [*] Gallery Drop 121 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 111, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 111 (the “Series [*] Gallery Drop 111 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 111 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 111 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 1,800 Series Gallery Drop 111 Interests for minimum aggregate proceeds of $18,000 (the “Minimum Offering Amount”) and up to [*] 1,890 Series [*] Gallery Drop 111 Interests for maximum aggregate gross proceeds of $[*] 18,900 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 111 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 033, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 033 (the “Series [*] Gallery Drop 033 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 033 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 033 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,148 Series Gallery Drop 033 Interests for minimum aggregate proceeds of $21,480 (the “Minimum Offering Amount”) and up to [*] 2,400 Series [*] Gallery Drop 033 Interests for maximum aggregate gross proceeds of $[*] 24,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 033 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Cityfunds I Series [*Name of Series], a Series of Arrived Homes 3Cityfunds I, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Cityfunds I Series [*Name of Series] (the “Series [*Name of Series] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*Name of Series] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3June 8, 20232021, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived HoldingsCityfunds Manager, Inc.LLC, the managing member of the Company and of Arrived Cityfunds I Series [*Name of Series] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*Number of Interests] Series [*Name of Series] Interests for maximum aggregate gross proceeds of $[*[ ] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*Name of Series] Interests are being offered pursuant to an offering circular, dated [*[ ], 2023 2022 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 107, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 107 (the “Series [*] Gallery Drop 107 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 107 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 107 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,261 Series Gallery Drop 107 Interests for minimum aggregate proceeds of $22,610 (the “Minimum Offering Amount”) and up to [*] 2,380 Series [*] Gallery Drop 107 Interests for maximum aggregate gross proceeds of $[*] 23,800 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 107 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 015, a Series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 015 (the “Series [*] Gallery Drop 015 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 27 per Series [*] Gallery Drop 015 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 015 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 917 Series Gallery Drop 015 Interests for minimum aggregate proceeds of $24,750 (the “Minimum Offering Amount”) and up to [*] 1,000 Series [*] Gallery Drop 015 Interests for maximum aggregate gross proceeds of $[*] 27,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 015 Interests are being offered pursuant to an offering circular, dated [*], 2023 _______________ (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 090, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 090 (the “Series [*] Gallery Drop 090 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 090 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 090 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 9,885 Series Gallery Drop 090 Interests for minimum aggregate proceeds of $98,850 (the “Minimum Offering Amount”) and up to [*] 10,410 Series [*] Gallery Drop 090 Interests for maximum aggregate gross proceeds of $[*] 104,100 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 090 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 5.2515 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3October 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] 52,515 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
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Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 047, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 047 (the “Series [*] Gallery Drop 047 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 047 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 047 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,880 Series Gallery Drop 047 Interests for minimum aggregate proceeds of $28,800 (the “Minimum Offering Amount”) and up to [*] 3,000 Series [*] Gallery Drop 047 Interests for maximum aggregate gross proceeds of $[*] 30,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 047 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 067, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 067 (the “Series [*] Gallery Drop 067 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 067 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 067 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 6,000 Series Gallery Drop 067 Interests for minimum aggregate proceeds of $60,000 (the “Minimum Offering Amount”) and up to [*] 6,320 Series [*] Gallery Drop 067 Interests for maximum aggregate gross proceeds of $[*] 63,200 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 067 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 045, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 045 (the “Series [*] Gallery Drop 045 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 045 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 045 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 21,600 Series Gallery Drop 045 Interests for minimum aggregate proceeds of $216,000 (the “Minimum Offering Amount”) and up to [*] 23,000 Series [*] Gallery Drop 045 Interests for maximum aggregate gross proceeds of $[*] 230,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 045 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
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Subscription. 1.1. 1.1 The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Vestible Assets, LLC, Series [*]BDBR, a Series of Arrived Homes 3Vestible Assets, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Vestible Assets, LLC, Series [*] BDBR (the “Series [*] BDBR Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 15.00 per Series [*] BDBR Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3July 20, 20232022, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived HoldingsVestible, Inc., the managing member manager of the Company and of Arrived Vestible Assets, LLC, Series [*] BDBR (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of up to [*] 100,000 Series [*] BDBR Interests for maximum aggregate gross proceeds of $[*] 1,500,000 (“Maximum Offering Amount”).
1.2. 1.2 The Purchaser understands that the Series [*] BDBR Interests are being offered pursuant to an offering circular, dated [*______], 2023 (as may be amended from time to time, the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.31.3 The Company may elect at any time to close all or any portion of the Offering, once it has raised the minimum offering amount, on various dates (each a “Closing”). The closing of Investor understands that the Escrow Agent may hold Investor’s Subscription Amount, without interest, for up to one month from the date the Offering Circular is qualified by the SEC (the “ClosingMinimum Offering Amount Period”), while it raises the minimum offering amount of $1,000,000 (the “Minimum Offering Amount”) will and that the first Closing shall not occur on until the earliest to occur of (i) the date subscriptions for the Maximum Minimum Offering Amount have has been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the raised.
1.4 The Offering shall be terminated upon (i) the date that is one month from the date the Offering Circular is qualified by the SEC if the Minimum Offering Amount has not been raised; (ii) if the Minimum Offering Amount has been raised by such date: (a) the date which is one year from the date that the this Offering Circular or amendment thereof, as applicable, is qualified by the SEC, which period may be extended by an additional six months by the Manager in its sole discretion, discretion or (iib) the sale of the Maximum Offering Amount of interests for the Offering; or (iii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion. (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 061, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 061 (the “Series [*] Gallery Drop 061 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 061 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 061 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,199 Series Gallery Drop 061 Interests for minimum aggregate proceeds of $21,990 (the “Minimum Offering Amount”) and up to [*] 2,310 Series [*] Gallery Drop 061 Interests for maximum aggregate gross proceeds of $[*] 23,100 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 061 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, ) hereby irrevocably agrees subscribes for on and subject to purchase the terms and conditions set forth herein, from Arrived Series [*]SyntheMed, a Series of Arrived Homes 3, LLCInc., a Delaware series limited liability company corporation (the “CompanyCorporation”), the number of Interests in Arrived Series [*] units (the “Series [*] InterestsUnits”) ), set forth on the front signature page hereof (the “Purchased Units”). Each Unit shall consist of this Subscription Agreement at (i) one share of common stock, $0.001(US) par value per share, of the Corporation (“Common Stock”) and (ii) one Common Stock purchase warrant (a “Warrant”). Each Warrant, a sample copy of which is appended as Annex A-1, will entitle the holder to purchase one share of Common Stock up and until 5:00 p.m. (Eastern Standard Time) on September 30, 2011 upon payment of the applicable exercise price of $10.00 0.50 (US), subject to adjustment as provided in the Warrant certificate. The Purchased Units are being sold to the Purchaser in consideration for $0.40 (US) per Series [*] Interest for the aggregate purchase price set forth on the front page hereto Unit (the “Subscription Price”), and on the terms and conditions as part of the Limited Liability Company Agreement governing the Company, dated January 3, 2023, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt an offering by the Company (the “Offering”) of up to [*] Series [*] Interests for 15,000,000 Units. If the maximum aggregate number of Units offered is sold, the Corporation will receive gross proceeds of $[*] 6,000,000 (US). There is no minimum number of Units being offered, and the Corporation reserves the right to accept or reject subscriptions, in whole or in part, as and when received. ▇▇▇▇▇ Capital Limited (the “Maximum Agent”) is serving as a placement agent for the Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated [*], 2023 agency agreement to be entered into with the Corporation (the “Agency Agreement”). The Offering Circularis being made to investors resident outside the United States pursuant to exemptions from local registration, prospectus or similar requirements. The Offering is being made in reliance upon the exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”), filed with provided by Section 4(2) thereof and/or Regulation D promulgated thereunder and/or in reliance upon Regulation S promulgated under the U.S. Securities Act and Exchange Commission (the “SEC”). By executing this Subscription Agreementexemptions from local registration, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decisionprospectus or similar requirements.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 088, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 088 (the “Series [*] Gallery Drop 088 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 088 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 088 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 5,525 Series Gallery Drop 088 Interests for minimum aggregate proceeds of $55,250 (the “Minimum Offering Amount”) and up to [*] 5,820 Series [*] Gallery Drop 088 Interests for maximum aggregate gross proceeds of $[*] 58,200 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 088 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. 1.1 The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Fintor Assets, LLC, Series [*]#Alpha, a Series of Arrived Homes 3Fintor Assets, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Fintor Assets, LLC, Series [*] #Alpha (the “Series [*] Alpha Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 19.46 per Series [*] Alpha Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Amended and Restated Limited Liability Company Agreement governing the Company, dated January 3October 7, 20232021, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived HoldingsFintor, Inc., the managing member manager of the Company and of Arrived Fintor Assets Series [*] #Alpha (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] 10,000 Series [*] Alpha Interests for maximum aggregate gross proceeds of $[*] 194,600 (“Maximum Offering Amount”).
1.2. 1.2 The Purchaser understands that the Series [*] Alpha Interests are being offered pursuant to an offering circular, dated October [*], 2023 2021 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. 1.3 The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. (a) The undersigned (the “Purchaser”), intending to be legally bound, Participant hereby irrevocably subscribes for and agrees to purchase from Arrived Series [*], a Series of Arrived Homes 3, LLC, a Delaware series limited liability company (the “Company”), the Company such number of Interests in Arrived Series [*] (Offered Shares of restricted Common Stock of the “Series [*] Interests”) set forth on the front of this Subscription Agreement Company at a purchase price of per Offered Share equal to $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto 0.03 (the “Subscription "Offering Price”"), and on in accordance with the terms and conditions of this Agreement and the Limited Liability Memorandum.
(b) Before this Subscription is considered, the Participant must complete, execute and deliver to the Company the following: (i) This Common Stock Subscription Agreement; ___________ Common Stock Subscription Agreement governing Participant's Initials Exhibit A-2 TWL Corporation
(ii) The Registration Rights Agreement, attached to the Memorandum as Exhibit B (the "Rights Agreement"); (iii) The Certificate of Accredited Investor Status, attached hereto as Annex A and (iv) The Participant's check in the amount of $350,000 in exchange for 11,666,667 Offered Shares purchased, or wire transfer sent according to the Company"s instructions set forth hereto in Annex B.
(c) This Subscription is irrevocable by the Participant.
(d) This Subscription is not transferable or assignable by the Participant.
(e) This Subscription may be rejected in whole or in part by the Company in its sole discretion. In the event this Subscription is rejected by the Company, dated January 3all funds and documents tendered by the Participant shall be returned.
(f) The Company's placement agent, 2023Chadbourn Securities, inc., and/or other advisors, placement agents, broker dealers andlor finders (collectively the "Placement Agent") shall receive (x) an aggregate advisory fee equal to 8.0% of the proceeds raised in this Offering from investors introduced to the Company by Placement Agent, (y) an unallocated expense reimbursement of 2.0% of the proceeds raised in this Offering from investors introduced to the Company by Placement Agent, and (z) warrants equal to 10% of the number and type of shares sold in this Offering from investors introduced to the Company by Placement Agent, exercisable at the Offering Price. The Company has also agreed to indenmify the Placement Agent against certain civil liabilities, including liabilities under the Securities Act. The Placement Agent has agreed to offer the Offered Shares on a "best efforts" basis.
(g) This Offering, as amended from time defined in the Memorandum, is scheduled to time (remain open until the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated [*], 2023 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest earlier to occur of (i) the date subscriptions for sale of all of the Maximum Offering Amount have been accepted Offered Shares; or (ii) July 7, 2007 (the "Closing Date"); provided, however, that the Company, at its sole election, may extend this Offering up to an additional ninety (90) days. The target Offering is for up to 100,000,000 shares of common stock for an aggregate raise of $3,000,000, and the Company, at its option, may offer up to an additional 100,000,000 shares of common stock for a date determined total maximum aggregate raise of $6,000,000; however, this Offering has no prescribed minimum amount and the Company may accept smaller amounts from participants or have multiple closings of this Offering.
(h) Until the registration statement contemplated by the Manager Rights Agreement is declared effective, Participant hereby agrees not to, and will cause its affiliates not to, enter into any "put equivalent position" as such term is defined in its sole discretion. If an initial Closing has not occurredRule 16a-l under the Securities Exchange Act of 1934, as amended (the Offering shall be terminated upon "Exchange Act"), or short sale position with respect to the Company's securities.
(i) The purchase price is payable by check to the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager Company"s address set forth in its sole discretion, Section 5 or (ii) any date on which the Manager elects to terminate the Offering via a wire transfer instructions set forth in its sole discretion (the “Termination Date”)Annex B annexed hereto.
Appears in 1 contract
Sources: Common Stock Subscription Agreement (Linden Asset Management, Inc.)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 016, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 016 (the “Series [*] Gallery Drop 016 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 21 per Series [*] Gallery Drop 016 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 016 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 930 Series Gallery Drop 016 Interests for minimum aggregate proceeds of $19,539 (the “Minimum Offering Amount”) and up to [*] 1,000 Series [*] Gallery Drop 016 Interests for maximum aggregate gross proceeds of $[*] 21,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 016 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Drop 010, a Series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Drop 010 (the “Series [*] Drop 010 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 25 per Series [*] Drop 010 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ Wealth, Inc., the managing member of the Company and of Arrived Series [*] Drop 010 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 960 Series Drop 010 Interests for minimum aggregate proceeds of $24,000 (the “Minimum Offering Amount”) and up to [*] 1,000 Series [*] Drop 010 Interests for maximum aggregate gross proceeds of $[*] 25,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Drop 010 Interests are being offered pursuant to an offering circular, dated [*]__________, 2023 2019 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Homes Series [*], a Series of Arrived Homes 3Homes, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Homes Series [*] (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3July 13, 20232020, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Homes Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular, dated January [*], 2023 2021 (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 110, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 110 (the “Series [*] Gallery Drop 110 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 110 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 110 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 1,008 Series Gallery Drop 110 Interests for minimum aggregate proceeds of $10,080 (the “Minimum Offering Amount”) and up to [*] 1,060 Series [*] Gallery Drop 110 Interests for maximum aggregate gross proceeds of $[*] 10,600 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 110 Interests are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 094, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 094 (the “Series [*] Gallery Drop 094 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 094 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 094 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,164 Series Gallery Drop 094 Interests for minimum aggregate proceeds of $21,640 (the “Minimum Offering Amount”) and up to [*] 2,280 Series [*] Gallery Drop 094 Interests for maximum aggregate gross proceeds of $[*] 22,800 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 094 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 038, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 038 (the “Series [*] Gallery Drop 038 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 038 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 038 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 7,241 Series Gallery Drop 038 Interests for minimum aggregate proceeds of $72,410 (the “Minimum Offering Amount”) and up to [*] 7,350 Series [*] Gallery Drop 038 Interests for maximum aggregate gross proceeds of $[*] 73,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 038 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned Subject to the terms and conditions of this agreement (the “PurchaserSubscription Agreement”), intending ) the subscriber indicated on the signature page to be legally bound, this Subscription Agreement (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Arrived Series [*](i) two hundred thousand (200,000) shares (the “Shares”) of the common stock, a Series par value $0.01 per share (the “Common Stock”) of Arrived Homes 3First Physicians Capital Group, LLCInc., a Delaware series limited liability company corporation f/k/a Tri-Isthmus Group, Inc. (the “Company”), at a price of US $0.50 per Share and (ii) a warrant in substantially the number of Interests in Arrived Series [*] form attached hereto as Exhibit A (the “Series [*] InterestsWarrant”) set forth on the front to purchase sixty thousand (60,000) shares of this Subscription Agreement Common Stock at a purchase an exercise price of US $10.00 0.50 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto share (the “Subscription Warrant Shares”). The Warrant shall have a term of two (2) years. As consideration for the Shares, the Subscriber hereby irrevocably tenders to the Company a cashier’s check (or personal check if so authorized by the Company) or wire transfer in the amount of US $100,000.00 (the “Purchase Price”), and on the terms and conditions of the Limited Liability Company Agreement governing . The Purchase Price shall be sent to the Company’s counsel, dated January 3K&L Gates, 2023, as amended from time to time (LLP at the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdingsfollowing address: First Physicians Capital Group, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement▇/▇ ▇&▇ ▇▇▇▇▇, relating to the exempt offering by the Company (the “Offering”) up to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circular▇▇▇, dated [*]▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2023 (the “Offering Circular”)▇▇▇▇▇ ▇▇▇▇, filed with the U.S. Securities and Exchange Commission (the “SEC”)▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attn: I. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Esq. By executing this Subscription Agreement, Subscriber agrees to become a shareholder of the Purchaser acknowledges that Company and to be bound by the Purchaser has received terms of this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of This Subscription Agreement shall not become binding unless (i) this subscription is accepted by the date subscriptions for the Maximum Offering Amount have been accepted or Company, (ii) a date determined the Purchase Price has been received and accepted by the Manager in its sole discretion. If an initial Closing has not occurredCompany, and (iii) such additional closing conditions as the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SECCompany, which period may be extended by an additional six months by the Manager in its sole discretion, shall require are satisfied. This subscription shall not be deemed accepted by the Company until this Subscription Agreement is signed by a duly authorized officer of the Company. If this subscription is accepted, this Subscription Agreement shall become effective as between the Company and the Subscriber. If this subscription is rejected, this Subscription Agreement and the Purchase Price will be returned to the Subscriber as soon as reasonably practicable, and this subscription shall be rendered void and of no further force or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”)effect.
Appears in 1 contract
Sources: Subscription Agreement (First Physicians Capital Group, Inc.)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇ ▇▇▇▇▇ ▇▇▇▇▇ Road (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 4.4727 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3October 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] 44,727 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*]____________, 2023 2021, as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. (a) The undersigned (individually and/or collectively, the “PurchaserParticipant”), intending to be legally bound, ) hereby irrevocably agrees applies to purchase from Arrived restricted Series [*], a A Convertible Preferred Stock (the “Series A Preferred” or the “Shares”) of Arrived Homes 3, LLCLafayette Energy Corp, a Delaware series limited liability company corporation (the “Company”), the number of Interests in Arrived Series [*] (the “Series [*] Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on accordance with the terms and conditions of (1) this Subscription Agreement (the Limited Liability “Subscription”); (2) the Company’s Amended and Restated Certificate of Incorporation (the “Amended Certificate”), attached hereto as Exhibit A; and (3) the Certificate of Designation (“Certificate of Designation”), attached hereto as Exhibit B.
(b) Before this Subscription is considered, the Participant must complete, execute and deliver to the Company the following:
(i) This Subscription Agreement;
(ii) The Certificate of Accredited Investor Status, attached hereto as Exhibit C; and
(iii) The Participant’s check for the first tranche (the “Tranche 1”) in the amount of $2,500,000.00 in exchange for 1,000,000 Shares purchased, or wire transfer sent according to the Company’s instructions below; and
(iv) Within 10 days of the Company notifying the Participant by letter or email containing detail deemed sufficient to Participant that the Company has successfully drilled the first oil and gas well and produced at least 100 barrels of oil, the Participant will wire transfer an amount of $2,500,000.00 in exchange for an additional 1,000,000 Shares purchased (the “Tranche 2”).
(v) Wire Transfer Instructions: Bank: ** Address: ** Routing #: ** Account #: ** Account Name: ** Address: ** Contact: ** Phone: **
(c) This Subscription is irrevocable by the Participant.
(d) This Subscription is not transferable or assignable by the Participant. ___________ Subscription Agreement governing Participant’s Initials 1 Lafayette Energy Corp
(e) This Subscription may be rejected in whole or in part by the Company in its sole discretion prior to the Initial Closing Date (as defined in Section 1(f) hereof), regardless of whether Participant’s funds have theretofore been deposited by the Company). Participant’s execution and delivery of this Subscription will not constitute an agreement between the undersigned and the Company until this Agreement has been accepted and executed by the Company. In the event this Subscription is rejected by the Company, dated January 3, 2023, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received all funds and read. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) documents tendered by the Purchaser in accordance with Participant shall be returned and subject to the terms and conditions described in this Subscription Agreementparties’ obligations hereunder, relating to the exempt shall terminate.
(f) This offering by the Company (the “Offering”) up is scheduled to [*] Series [*] Interests have two closings upon receipt of the deliverables described herein for maximum aggregate gross proceeds of $[*] Tranche 1 and Tranche 2, each a closing date (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests are being offered pursuant to an offering circularas applicable, dated [*], 2023 (the “Offering CircularClosing Date”), filed with the U.S. Securities and Exchange Commission (Closing Date for Tranche 1 being defined herein as the “SECInitial Closing Date” and such Closing Date for Tranche 2 being defined herein as the “Second Closing Date”, and the closing in connection therewith, the “Second Closing”). By executing Within five days of each Closing the Company shall deliver to Participant a certificate (or other book entry evidence) representing the Shares purchased at the applicable Closing. The Company’s obligation to close upon the Tranche 2 at the Second Closing is conditioned up each of the representations and warranties of the Company set forth in Section 3 of this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur Agreement being accurate in all material respects on the earliest to occur Second Closing Date (unless as of (i) the a specific date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager therein in its sole discretion. If an initial Closing has not occurred, the Offering which case they shall be terminated upon accurate in all material respects (i) or, to the date which is one year from the date that the Offering Circular is extent representations or warranties are qualified by SECmateriality, which period may be extended by an additional six months by the Manager in its sole discretion, or (iiall respects) any date on which the Manager elects to terminate the Offering in its sole discretion (the “Termination Date”as of such date).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived ▇▇▇▇▇ App LLC - ▇▇▇▇▇ Series [*]▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ (the “Series”), a Series of Arrived Homes 3, series registered under ▇▇▇▇▇ App LLC, a Delaware series limited liability company (the “Company▇▇▇▇▇”), the number of Interests membership interests in Arrived the Series [*] (the “Series [*] InterestsShares”) set forth on the front signature page of this Subscription Agreement (this “Subscription Agreement”) at a purchase price of $10.00 5.5185 per Series [*] Interest Share for the aggregate purchase price set forth on the front signature page hereto of this Subscription Agreement (the “Subscription Price”), ) and on the terms and conditions set forth in this Agreement and in the Operating Agreement of the Limited Liability Company Agreement governing the CompanySeries, dated January 3October 2, 20232020, as may be amended from time to time (the “Operating Agreement”), a copy of which the Purchaser acknowledges he or she or it has received and readreviewed. This subscription is submitted by the Purchaser to Arrived ▇▇▇▇▇ Holdings, Inc., the managing member Manager of the Company and of Arrived Series [*] (the “Manager,” and together with the Series and ▇▇▇▇▇, the “▇▇▇▇▇ Parties”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company Series (the “Offering”) of up to [*] Series [*] Interests 10,000 Shares for a maximum aggregate gross proceeds of $[*] 55,185 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Interests Shares are being offered pursuant to an offering circular, dated [*]____________, 2023 as amended from time to time (the “Offering Circular”), which is part of an Offering Statement on Form 1-A (the “Offering Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Regulation A (“Regulation A”) under the Securities Act of 1933, as amended (the “Securities Act”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received and reviewed this Subscription Agreement, copies of the Offering Statement, including the exhibits thereto, the Offering Materials (as defined in the Offering Circular, the exhibits thereto), and any other information required by the Purchaser to make an investment decisiondecision with respect to the Shares.
1.3. The closing Notwithstanding the irrevocable agreement of the Offering (Purchaser to purchase the “Closing”) will occur on Shares from the earliest Series hereunder, the Series shall have no obligation to occur sell the Shares or any portion thereof to the Purchaser unless and until the Manager has accepted the subscription of (i) the date subscriptions Purchaser with respect to such Shares in accordance with Section 3.1, which acceptance may be for all or any portion or all of such Shares, and the Maximum Offering Amount have been accepted or (ii) a date determined determination of which shall be made by the Manager in its sole discretiondiscretion at any time until the earlier of the Termination Date (as defined below) or the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. If an initial Closing has not occurredthe Manager accepts the subscription of the Purchaser with respect to a portion of the Shares, the Offering Purchaser shall remain committed to purchase the remainder of the Shares upon any subsequent acceptance by the Manager of all or any portion the Purchaser’s subscription for such Shares, the determination of which shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months made by the Manager in its sole discretion, discretion at any time until the earlier of the Termination Date or (ii) the Manager’s rejection of the subscription of the Purchaser with respect to such Shares in accordance with Section 2. The closing of the sale of any date on Shares for which the Manager elects to terminate has accepted the Offering in its sole discretion Purchaser’s subscription (the each, a “Termination DateClosing”)) shall occur promptly following such acceptance.
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 020, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 020 (the “Series [*] Gallery Drop 020 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 75 per Series [*] Gallery Drop 020 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 020 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 1,787 Series Gallery Drop 020 Interests for minimum aggregate proceeds of $134,025 (the “Minimum Offering Amount”) and up to [*] 1,820 Series [*] Gallery Drop 020 Interests for maximum aggregate gross proceeds of $[*] 136,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 020 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 070, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 070 (the “Series [*] Gallery Drop 070 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 070 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 070 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 3,120 Series Gallery Drop 070 Interests for minimum aggregate proceeds of $31,200 (the “Minimum Offering Amount”) and up to [*] 3,280 Series [*] Gallery Drop 070 Interests for maximum aggregate gross proceeds of $[*] 32,800 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 070 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 036, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 036 (the “Series [*] Gallery Drop 036 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 036 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 036 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 4,821 Series Gallery Drop 036 Interests for minimum aggregate proceeds of $48,210 (the “Minimum Offering Amount”) and up to [*] 5,100 Series [*] Gallery Drop 036 Interests for maximum aggregate gross proceeds of $[*] 51,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 036 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 028, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 028 (the “Series [*] Gallery Drop 028 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 028 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 028 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 1,850 Series Gallery Drop 028 Interests for minimum aggregate proceeds of $18,500 (the “Minimum Offering Amount”) and up to [*] 2,000 Series [*] Gallery Drop 028 Interests for maximum aggregate gross proceeds of $[*] 20,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 028 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
Appears in 1 contract
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 042, a Series series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Gallery Drop 042 (the “Series [*] Gallery Drop 042 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 042 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Limited Liability Company Agreement governing the Company, dated January 3February 1, 20232019, as amended from time to time (the “Operating Agreement”), a copy of which the Purchaser has received and read. This subscription is submitted to Arrived Holdings▇▇▇▇ ▇▇▇▇▇▇, Inc., the managing member of the Company and of Arrived Series [*] Gallery Drop 042 (the “Manager”) by the Purchaser in accordance with and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering by the Company (the “Offering”) of a minimum of 2,000 Series Gallery Drop 042 Interests for minimum aggregate proceeds of $20,000 (the “Minimum Offering Amount”) and up to [*] 2,100 Series [*] Gallery Drop 042 Interests for maximum aggregate gross proceeds of $[*] 21,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 042 Interests are being offered pursuant to an offering circular, dated [*]___________, 2023 2020, as amended and supplemented from time to time (the “Offering Circular”), filed with the U.S. Securities and Exchange Commission (the “SEC”). By executing this Subscription Agreement, the Purchaser acknowledges that the Purchaser has received this Subscription Agreement, copies of the Offering Circular, the exhibits thereto, thereto and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (the “Closing”) will occur on the earliest to occur of (i) the date subscriptions for the Maximum Offering Amount have been accepted or (ii) a date determined by the Manager in its sole discretion, provided that subscriptions for the Minimum Offering Amount have been accepted. If an initial the Closing has not occurred, the Offering shall be terminated upon (i) the date which is one year from the date that the Offering Circular is qualified by SEC, which period may be extended by an additional six months by the Manager in its sole discretion, or (ii) any date on which the Manager elects to terminate the Offering in its sole discretion discretion, such date not to exceed the date which is 18 months from the date the Offering Circular or amendment thereto, as applicable, is qualified by the SEC (the “Termination Date”).
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