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. The undersigned (1.1 On 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 basis 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 representations 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 warranties and subject to the terms and conditions described set forth herein, ___________________________________ (the "Subscriber") hereby irrevocably subscribes for and agrees to purchase ______________ units (the "Units") at a price per Unit of US$1.00 (such subscription and agreement to purchase being the "Subscription"), for an aggregate purchase price of US$______________ (the "Subscription Proceeds").
1.2 Each Unit will consist of: (i) one share in this Subscription Agreement, relating to the exempt offering by common stock of the Company (each, a "Share"); (ii) one non-transferable common stock purchase warrant (each, an "One Year Warrant") entitling the “Offering”holder thereof to purchase one Share (each, an "One Year Warrant Share"), as presently constituted, for a period of one year commencing at the Closing (as defined below), at a price per One Year Warrant Share of US$1.25; and (iii) up one non-transferable common stock purchase warrant (each, a "Two Year Warrant" and, together with the One Year Warrants, the "Warrants") entitling the holder thereof to [*] Series [*] Interests purchase one Share (each, a "Two Year Warrant Share" and, together with the One Year Warrant Shares, the "Warrant Shares"), as presently constituted, for maximum aggregate gross proceeds a period of $[*] two years commencing at the Closing (“Maximum Offering Amount”as defined below), at a price per Two Year Warrant Share of US$1.25. Certificate(s) representing the One Year Warrants will be in the form attached as Exhibit "A" hereto and certificate(s) representing the Two Year Warrants will be in the form attached as Exhibit "B" hereto. The Shares, Warrants and the Warrant Shares are collectively referred to as the "Securities".
1.21.3 On the basis of the representations and warranties and subject to the terms and conditions set forth herein, the Company hereby irrevocably agrees to sell the Units to the Subscriber.
1.4 Subject to the terms hereof, the Subscription will be effective upon its acceptance by the Company. 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 Subscriber acknowledges that the Purchaser has received this Subscription Agreement, copies offering 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 Units contemplated hereby (the “Closing”"Offering") will occur on the earliest is not subject 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”)minimum aggregate subscription level.
Appears in 2 contracts
Sources: Private Placement Subscription Agreement (Mabcure Inc.), Private Placement Subscription Agreement (Mabcure Inc.)
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 [*[ ](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 [*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. 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. 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. 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. (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 [*]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 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”).
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 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”).
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 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 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 [*]Collection Drop 001, a Series of Arrived Homes 3, ▇▇▇▇ Collection LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Collection Drop 001 (the “Series [*] Collection Drop 001 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 25 per Series [*] Collection Drop 001 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 001 (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 560 Series Collection Drop 001 Interests for minimum aggregate proceeds of $14,000 (the “Minimum Offering Amount”) and up to [*] 600 Series [*] Collection Drop 001 Interests for maximum aggregate gross proceeds of $[*] 15,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Collection Drop 001 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 Series [*]Gallery Drop 050, 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 050 (the “Series [*] Gallery Drop 050 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 050 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 050 (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 2,500 Series Gallery Drop 050 Interests for minimum aggregate proceeds of $25,000 (the “Minimum Offering Amount”) and up to [*] 2,950 Series [*] Gallery Drop 050 Interests for maximum aggregate gross proceeds of $[*] 29,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 050 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 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 Series [*]Gallery Drop 115, 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 115 (the “Series [*] Gallery Drop 115 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 115 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 115 (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 1,570 Series Gallery Drop 115 Interests for minimum aggregate proceeds of $15,700 (the “Minimum Offering Amount”) and up to [*] 1,650 Series [*] Gallery Drop 115 Interests for maximum aggregate gross proceeds of $[*] 16,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 115 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 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 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 [*]Gallery Drop 122, 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 122 (the “Series [*] Gallery Drop 122 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1 per Series [*] Gallery Drop 122 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 122 (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 110,000 Series Gallery Drop 122 Interests for minimum aggregate proceeds of $110,000 (the “Minimum Offering Amount”) and up to [*] 115,800 Series [*] Gallery Drop 122 Interests for maximum aggregate gross proceeds of $[*] 115,800 (“Maximum Offering Amount”). The Company has authorized the issuance of up to 115,800 Series Gallery Drop 122 Interests.
1.2. The Purchaser understands that the Series [*] Gallery Drop 122 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 076, 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 076 (the “Series [*] Gallery Drop 076 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 076 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 076 (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 5,535 Series Gallery Drop 076 Interests for minimum aggregate proceeds of $55,350 (the “Minimum Offering Amount”) and up to [*] 5,830 Series [*] Gallery Drop 076 Interests for maximum aggregate gross proceeds of $[*] 58,300 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 076 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 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 $[*] 7,000,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*Name of Series] Interests are being offered pursuant to an offering circular, dated [*]November 10, 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
Sources: Subscription Agreement
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 084, 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 084 (the “Series [*] Gallery Drop 084 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 084 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 084 (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 5,200 Series Gallery Drop 084 Interests for minimum aggregate proceeds of $52,000 (the “Minimum Offering Amount”) and up to [*] 5,470 Series [*] Gallery Drop 084 Interests for maximum aggregate gross proceeds of $[*] 54,700 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 084 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 102, 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 102 (the “Series [*] Gallery Drop 102 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 102 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 102 (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 1,406 Series Gallery Drop 102 Interests for minimum aggregate proceeds of $14,060 (the “Minimum Offering Amount”) and up to [*] 1,480 Series [*] Gallery Drop 102 Interests for maximum aggregate gross proceeds of $[*] 14,800 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 102 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 080, 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 080 (the “Series [*] Gallery Drop 080 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 080 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 080 (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 1,500 Series Gallery Drop 080 Interests for minimum aggregate proceeds of $15,000 (the “Minimum Offering Amount”) and up to [*] 1,580 Series [*] Gallery Drop 080 Interests for maximum aggregate gross proceeds of $[*] 15,800 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 080 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 Vestible Assets, LLC, Series [*]KSV 1919, 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 [*] KSV 1919 (the “Series [*] KSV 1919 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 500 per Series [*] KSV 1919 Interest for the aggregate purchase price set forth on the front page hereto (the “Subscription Price”), and on the terms and conditions of the Second Amended and Restated Limited Liability Company Agreement governing the Company, dated January 327, 20232026, 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 [*] KSV 1919 (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 [*] 10,000 Series [*] KSV 1919 Interests for maximum aggregate gross proceeds of $[*] 5,000,000 (“Maximum Offering Amount”).
1.2. 1.2 The Purchaser understands that the Series [*] KSV 1919 Interests are being offered pursuant to an offering circular, dated [*______], 2023 2026 (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 $3,000,000 (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”).
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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 065, 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 065 (the “Series [*] Gallery Drop 065 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 065 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 065 (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 2,008 Series Gallery Drop 065 Interests for minimum aggregate proceeds of $20,080 (the “Minimum Offering Amount”) and up to [*] 2,110 Series [*] Gallery Drop 065 Interests for maximum aggregate gross proceeds of $[*] 21,100 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 065 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 LLC - [ ] (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 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 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”).
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 054, 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 054 (the “Series [*] Gallery Drop 054 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 054 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 054 (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 054 Interests for minimum aggregate proceeds of $18,000 (the “Minimum Offering Amount”) and up to [*] 1,900 Series [*] Gallery Drop 054 Interests for maximum aggregate gross proceeds of $[*] 19,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 054 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 [*], a Series of Arrived Homes 3, LLC, a Delaware series limited liability company ________________________ (the “CompanyCorporation”), ) the number of Interests in Arrived Series [*] common shares (the “Series [*] InterestsCommon Shares”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 ____ per Series [*] Interest for share (the aggregate purchase price "Purchase Price"), as set forth on the front page hereto Signature Page at the end of this subscription agreement (the “Subscription PriceAgreement”), and on upon 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 readhereinafter set forth. The minimum purchase per investor is _______ Common Shares or $______. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser Corporation in accordance with and subject to the terms and conditions described in this Subscription Agreement. The Corporation is offering a maximum of ________ Common Shares at the Purchase Price on a best efforts basis, relating to with no minimum number of Common Shares being sold. As a result, the exempt offering Purchaser understands that it is possible that the Corporation will not receive any proceeds from the sale of Common Shares other than the purchase price of the Common Shares previously sold by the Company Company, if any, and the Purchase Price of the Common Shares being purchased by the Purchaser. The undersigned is delivering the subscription payment made payable to “________________” and two fully executed copies of this Agreement; a completed Investor Questionnaire (the “OfferingSubscriber Questionnaire”) up ): A prospective investor remitting the purchase price by wire transfer should provide the appropriate payment by wire transfer of immediately available funds to [*] Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”).
1.2. the attorney client trust account maintained at ___________, by _____________, in accordance with the following wire transfer instructions: Receiving Bank Name: Routing Number: ________________ SWIFT CODE: ________________ Beneficiary’s Name: ________________ Reference: Beneficiary’s Account #: The Purchaser undersigned understands that the Series [*] Interests Common Shares are being offered issued pursuant to an offering circularthe exemption from the registration requirements of the United States Securities Act of 1933, dated [*], 2023 as amended (the “Offering CircularSecurities Act”), filed with the U.S. provided by Regulation D Rule 506, or Regulation S of such Securities and Exchange Commission (the “SEC”)Act. By executing this Subscription AgreementAs such, the Purchaser acknowledges Common Shares are only being offered and sold to investors who qualify as “accredited investors,” and a limited number of sophisticated investors, and persons who are not “US persons” as defined in Regulation S under the Securities Act. The Corporation is relying on the representations made by the undersigned in this Agreement that the Purchaser has received this Subscription Agreementundersigned qualifies as such an accredited, copies sophisticated, or non “US person” investor. The Common Shares are “restricted securities” for purposes of the Offering Circular, the exhibits thereto, United States securities laws and any other information required by the Purchaser to make an investment decisioncannot be transferred except as permitted under these laws.
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 052, 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 052 (the “Series [*] Gallery Drop 052 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 052 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 052 (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 900 Series Gallery Drop 052 Interests for minimum aggregate proceeds of $9,000 (the “Minimum Offering Amount”) and up to [*] 1,000 Series [*] Gallery Drop 052 Interests for maximum aggregate gross proceeds of $[*] 10,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 052 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 037, 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 037 (the “Series [*] Gallery Drop 037 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 037 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 037 (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 2,476 Series Gallery Drop 037 Interests for minimum aggregate proceeds of $24,760 (the “Minimum Offering Amount”) and up to [*] 2,650 Series [*] Gallery Drop 037 Interests for maximum aggregate gross proceeds of $[*] 26,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 037 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 012, 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 012 (the “Series [*] Gallery Drop 012 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 75 per Series [*] Gallery Drop 012 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 012 (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 1,867 Series Gallery Drop 012 Interests for minimum aggregate proceeds of $140,000 (the “Minimum Offering Amount”) and up to [*] 2,000 Series [*] Gallery Drop 012 Interests for maximum aggregate gross proceeds of $[*] 150,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 012 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”).
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 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”).
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 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 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 [*]Gallery Drop 086, 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 086 (the “Series [*] Gallery Drop 086 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 086 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 086 (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 9,000 Series Gallery Drop 086 Interests for minimum aggregate proceeds of $90,000 (the “Minimum Offering Amount”) and up to [*] 9,470 Series [*] Gallery Drop 086 Interests for maximum aggregate gross proceeds of $[*] 94,700 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 086 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 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 ▇▇▇▇▇ 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 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 023, 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 023 (the “Series [*] Gallery Drop 023 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 19 per Series [*] Gallery Drop 023 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 023 (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 790 Series Gallery Drop 023 Interests for minimum aggregate proceeds of $15,010 (the “Minimum Offering Amount”) and up to [*] 1,000 Series [*] Gallery Drop 023 Interests for maximum aggregate gross proceeds of $[*] 19,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 023 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 [*]▇▇ ▇▇▇▇▇ ▇▇▇▇▇ 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 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 [*]Drop 002, a Series of Arrived Homes 3, ▇▇▇▇ Gallery LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] Drop 002 (the “Series [*] Drop 002 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 33 per Series [*] Drop 002 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 002 (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 909 Series Drop 002 Interests for minimum aggregate proceeds of $30,000 (the “Minimum Offering Amount”) and up to [*] 1,000 Series [*] Drop 002 Interests for maximum aggregate gross proceeds of $[*] 33,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Drop 002 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 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 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. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Collection Drop 009, 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 009 (the “Series [*] Collection Drop 009 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 1.00 per Series [*] Collection Drop 009 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 009 (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 10,000 Series Collection Drop 009 Interests for minimum aggregate proceeds of $10,000 (the “Minimum Offering Amount”) and up to [*] 10,500 Series [*] Collection Drop 009 Interests for maximum aggregate gross proceeds of $[*] 10,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Collection Drop 009 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, 1.1 Subscriber hereby irrevocably subscribes for and agrees to purchase from Arrived Series [*]i2 Telecom, Inc., a Series of Arrived Homes 3, LLC, a Delaware series limited liability company Washington corporation (the “Company”), the number of Interests in Arrived shares (the “Shares”) of Series [*] F Convertible Preferred Stock, no par value per share (the “Series [*] InterestsF Preferred Stock”) set forth on ), of the front of this Subscription Agreement Company, at a purchase price of $10.00 1,000 per Series [*] Interest Share. For each Share purchased by Subscriber, the Company will issue to Subscriber, for no additional consideration, a warrant to purchase 5,714 shares of common stock, no par value, of the aggregate purchase price set forth on Company (the front page “Common Stock”), which Warrant will be in substantially the form of Exhibit A attached hereto (the “Subscription PriceWarrants”), . The rights and on the terms and conditions preferences of the Limited Liability Company Agreement governing Series F Preferred Stock are set forth in the Certificate of Designations of Rights and Preferences of Series F Convertible Preferred Stock of 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 [*] attached hereto as Exhibit B (the “ManagerCertificate of Designations”) by the Purchaser in accordance with ).
1.2 This Agreement is part of an offering of up to $8,000,000 of Series F Preferred Stock and subject to the terms and conditions described in this Subscription Agreement, relating to the exempt offering Warrants being conducted by the Company (the “Offering”). In addition, the Company may engage one or more placement agents to assist the Company in selling the Series F Preferred Stock and Warrants in the Offering, in which event, the Company may compensate any such placement agents in cash (not to exceed seven percent (7%)) of the dollar amount placed by such placement agent in the Offering and warrants to purchase up to [*] seven percent (7%) of the Series [*] Interests for maximum aggregate gross proceeds of $[*] (“Maximum Offering Amount”)F Preferred Stock and Warrants placed by such placement agent in the Offering.
1.21.3 Subscriber understands that it will not earn interest on any funds held by the Company prior to the date of closing of the Offering. The Purchaser understands that the Series [*] Interests are being offered pursuant to Company may hold 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 initial closing of the Offering (the “Initial Closing”) will at any time designated by the Company. The date of the Initial Closing is hereinafter referred to as the “Initial Closing Date.” The Company may hold additional interim closings after the Initial Closing provided that the terms of the Offering are the same for each closing. Any such interim closings are each hereinafter referred to as an “Additional Closing” and shall occur on one or more dates each hereinafter referred to as an “Additional Closing Date.” The Initial Closing Date and the earliest Additional Closing Dates are each hereinafter sometimes referred to occur as a “Closing Date.” The last Closing is sometimes referred to herein as the “Final Closing.” Upon receipt by the Company of (i) the date requisite payment for all shares of Series F Preferred Stock to be purchased by the subscribers whose subscriptions are accepted at the Initial Closing or any Additional Closing, as applicable, and subject to the satisfaction of certain conditions, the Series F Preferred Stock and Warrants so purchased will be issued in the name of each such subscriber, and the name of such subscriber will be registered on the stock transfer books of the Company as the record owner of such shares of Series F Preferred Stock and Warrants. The Company will promptly thereafter issue to each subscriber participating in such closing a stock certificate for the Maximum Offering Amount have been accepted or (ii) shares of Series F Preferred Stock so purchased as well as a date determined by Warrant for the Manager in its sole discretion. If an initial Closing has not occurred, the Offering shall corresponding number of Warrants allocable to such holder.
1.4 Subscriber hereby agrees to be terminated bound hereby upon (i) execution and delivery to the date which is one year from Company of 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 signature page to this Agreement and (ii) any date written acceptance on the Initial Closing Date or an Additional Closing Date, as the case may be, by the Company of Subscriber’s subscription, which shall be confirmed by faxing to the Manager elects Subscriber the signature page to terminate this Agreement that has been executed by the Offering in its sole discretion Company (the “Termination DateSubscription”).. 5490018v.2 1
Appears in 1 contract
Sources: Subscription Agreement (I2 Telecom International Inc)
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 (a) On the terms and subject to the conditions of this Agreement, each Investor agrees, severally and not jointly, to subscribe and pay for that number of fully paid and non-assessable shares of Common Stock of the Company set forth opposite its name on Schedule 1 hereto (the “PurchaserSubscription Shares”), 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 . The subscription price is $10.7851 per Subscription Agreement at a purchase price of $10.00 per Series [*] Interest for the aggregate purchase price set forth on the front page hereto Share (the “Subscription Price”), and on .
(b) Subject to 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 satisfaction (or waiver by such Investor) of the Offering Circularconditions of subscription set forth in Section 4.01 (Conditions of the Investors Subscription) and Section 2.03 (Cancellation of Investors Subscription), the exhibits thereto, and any other information required by the Purchaser to make an investment decision.
1.3. The closing of the Offering (purchase and sale of the “Closing”) will occur Subscription Shares shall take place on the earliest to occur of (i) the date subscriptions for earlier of the Maximum Offering Amount fifteenth (15th) Business Day after (A) the Company delivers to each Investor (x) the Closing Notice stating that all conditions of subscription set forth in Section 4.01 (Conditions of the Investors Subscription) have been accepted satisfied and (y) executed copies of all documents to be delivered at the closing, dated the Subscription Date, such documents to be held in escrow pending the closing, or (iiB) the delivery to the Company by each Investor of a date determined by notice that it is waiving the Manager conditions to subscription set forth in its sole discretion. If an initial Closing Section 4.01 (Conditions of the Investors Subscription) that the Company has not occurred, the Offering shall be terminated upon (i) satisfied as of 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 discretionof such notice, or (ii) any such other date on which as the Manager elects to terminate Company and the Offering in its sole discretion Investors may agree (such date of closing the “Termination Subscription Date”). The Company shall promptly deliver a Closing Notice to each the Investors when all conditions of subscription set forth in Section 4.01 (Conditions of the Investors Subscription) are satisfied (modified to the extent the Investors are waiving certain closing conditions).
(c) On the Subscription Date:
(i) each Investor shall pay the amount equal to the Subscription Price multiplied by the number of Subscription Shares in Dollars to the account of the Company specified in the Closing Notice; and
(ii) the Company shall issue to each Investor, or as such Investor directs, the Subscription Shares free of all Liens or other encumbrances or rights of third parties and record each Investor as the legal and beneficial owner of the Subscription Shares in the Company’s share register, and shall provide each Investor with evidence, in form and substance satisfactory to such Investor, that book-entry shares representing the Subscription Shares have been issued in the name of such Investor.
(d) The Company shall pay all Taxes, fees or other charges payable on or in connection with the execution, issue, subscription, delivery, registration, translation or notarization of this Agreement, the other Transaction Documents, the Company’s Charter, the Subscription Shares and any other documents related to this Agreement, the Policy Agreement or the Company’s Charter.
(e) The Company shall undertake all post-issue filings and other requirements associated with the issuance of the Subscription Shares in the time prescribed for the same under Applicable Law.
(f) If the Company, for any reason, does not issue the Subscription Shares as set forth in Section 2.01(c) or deliver the Closing Notice when all conditions of subscription set forth in Section 4.01 (Conditions of the Investors Subscription) are satisfied, such failure to issue the Subscription Shares shall constitute a breach of the Company’s obligations under this Agreement, and the Investors shall have the right to exercise any and all rights or legal or equitable remedies of any kind which may accrue to it against the Company.
(g) If any Investor, for any reason, does not pay the aggregate Subscription Price for its Subscription Shares as set forth in Section 2.01(c), such failure to pay for the Subscription Shares shall constitute a breach of such Investor’s obligations under this Agreement, and the Company shall have the right to exercise any and all rights or legal or equitable remedies of any kind which may accrue to it against such Investor.
Appears in 1 contract
Sources: Subscription Agreement (Net 1 Ueps Technologies Inc)
Subscription. 1.1. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 098, 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 098 (the “Series [*] Gallery Drop 098 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 098 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 098 (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 1,400 Series Gallery Drop 098 Interests for minimum aggregate proceeds of $14,000 (the “Minimum Offering Amount”) and up to [*] 1,470 Series [*] Gallery Drop 098 Interests for maximum aggregate gross proceeds of $[*] 14,700 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 098 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 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”) by execution of this Subscription Agreement (“Subscription Agreement”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Calpian, Inc., a Series of Arrived Homes 3, LLC, a Delaware series limited liability company Texas corporation (the “Company”), ) the number of Interests in Arrived Series [*] shares (the “Series [*] InterestsShares”) of the Company’s Series E Convertible Preferred Stock, par value $0.001 per share (the “Preferred Stock”), set forth on the front of this Subscription Agreement signature page hereto at a purchase price of One Thousand Dollars ($10.00 1,000.00) per Series [*] Interest share, for the aggregate purchase subscription price set forth on the front signature page hereto (the “Subscription Purchase Price”). The Preferred Stock carries the rights, limitations and on preferences set forth in the terms Certificate of Designation attached hereto as Exhibit B. The minimum investment is $50,000 and conditions of the Limited Liability Company Agreement governing maximum investment is $5,000,000, unless the Company, dated January 3in its sole discretion, 2023accepts subscriptions for lesser or greater amounts. If this subscription is accepted, as amended from time the Company will signify such acceptance by executing counterparts of this Subscription Agreement and causing one such mutually executed counterpart to time (be returned to the “Operating Agreement”), a copy of which the Purchaser has received and readundersigned. This subscription is submitted to Arrived Holdings, Inc., the managing member of the Company and of Arrived Series [*] (the “Manager”) by the Purchaser you in accordance with and subject to the terms and conditions described in this Subscription Agreement and all attachments, schedules and exhibits hereto (the “Subscription Agreement”), including but not limited to the the risk factors (“Risk Factors”) set forth on Schedule I hereto, relating to the exempt offering by the Company (the “Offering”) by the Company of up to [*] Series [*] Interests for a maximum aggregate gross proceeds of $[*] 25,000,000 of Preferred Stock (the “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 unless the Maximum Offering Amount have is increased to $30,000,000 by the Company’s Board of Directors. The offering price of the Shares has been accepted or (ii) a date unilaterally determined by the Manager in Company and is not based on its sole discretionassets or earnings. If an initial Closing has not occurredThe Shares will be offered and sold by the Company. However, the Offering shall be terminated upon Company reserves the right to engage one or more placement agents (i) a “Placement Agent” or collectively “Placement Agents”), who, once engaged, may receive commissions of up to 9% of the date which total proceeds raised in the Offering. By execution hereof, Purchaser acknowledges that this is one year from the date that the Offering Circular is qualified by SECan unregistered offering of restricted securities, which period securities, subject to the satisfaction of certain requirements, may be extended by an additional sold in accordance with Rule 144. Rule 144 requires at least a six months by month holding period before shares can be publicly traded. Although Calpian is currently a reporting issuer in the Manager United States, there is no assurance that it will remain a reporting issuer and/or remain in compliance with all requirements, including without limitation the timely filing of its sole discretionperiodic reports, that allow for Purchasers, or successors and assigns, to transfer restricted securities of the Company in reliance upon Rule 144 or any other exemption to the registration requirement of the Securities Act of 1933, as amended. Furthermore, Purchaser acknowledges that a significant portion of the net proceeds of this Offering will be applied to working capital and other general corporate purposes, including but not limited to the prepayment of outstanding debt and compensation (iiin the form of salary and bonuses) any date on which to officers and directors. Accordingly, the Manager elects Company’s management will have broad discretion as to terminate the application of such proceeds. There can be no assurance that management’s use of proceeds generated through this Offering in its sole discretion (will prove optimal or translate into revenue or profitability for the “Termination Date”).Company. Purchasers are urged to consult with their attorneys, accountants and personal investment advisors prior to making any
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. 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. 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. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Arrived Series [*]Gallery Drop 013, 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 013 (the “Series [*] Gallery Drop 013 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 60 per Series [*] Gallery Drop 013 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 013 (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 1,403 Series Gallery Drop 013 Interests for minimum aggregate proceeds of $84,150 (the “Minimum Offering Amount”) and up to [*] 1,500 Series [*] Gallery Drop 013 Interests for maximum aggregate gross proceeds of $[*] 90,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 013 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”).
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 3, ▇▇▇▇▇ Financing LLC, a Delaware series limited liability company (“▇▇▇▇▇ Financing”) the number of common shares, which represent limited liability company interests in ▇▇▇▇▇ Financing (the “CompanyShares”), the number of Interests in Arrived 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 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 Amended and Restated Operating Agreement of the Limited Liability Company Agreement governing the Company▇▇▇▇▇ Financing, 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.▇▇▇▇▇ Management LLC, the managing member manager of the Company and of Arrived Series [*] ▇▇▇▇▇ Financing (the “Manager,” and together with ▇▇▇▇▇ Financing, 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 ▇▇▇▇▇ Financing of up to $75,000,000 worth of Shares (the “Offering”) up to [*] Series [*] Interests for 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 CircularStatement, including the exhibits thereto, the Offering Materials, 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 ▇▇▇▇▇ Financing hereunder, ▇▇▇▇▇ Financing shall have no obligation to sell the earliest Shares or any portion thereof to occur 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 Nestake LLC Series [*]#1-7Palm Dubai, a Series of Arrived Homes 3Nestake, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Nestake LLC Series [*] #1-7Palm Dubai (the “Series [*] #1-7Palm Dubai Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 €[ ] per Series [*] #1-7Palm Dubai 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 – Private Placement Memorandum governing the Company, dated January 3April 11, 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 HoldingsMindMagnet, Inc.LLC, the managing member of the Company and of Arrived Nestake LLC Series [*] #1-7Palm Dubai (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 [*] #1-7Palm Dubai Interests for maximum aggregate gross proceeds of $[*€[ ] (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] #1-7Palm Dubai 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 Private Placement Memorandum, Offering Circular, Operating Agreement 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 SECqualified, 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 [*]Gallery Drop 104, 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 104 (the “Series [*] Gallery Drop 104 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 104 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 104 (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 1,249 Series Gallery Drop 104 Interests for minimum aggregate proceeds of $12,490 (the “Minimum Offering Amount”) and up to [*] 1,310 Series [*] Gallery Drop 104 Interests for maximum aggregate gross proceeds of $[*] 13,100 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 104 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 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 040, 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 040 (the “Series [*] Gallery Drop 040 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 040 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 040 (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 3,322 Series Gallery Drop 040 Interests for minimum aggregate proceeds of $33,220 (the “Minimum Offering Amount”) and up to [*] 3,550 Series [*] Gallery Drop 040 Interests for maximum aggregate gross proceeds of $[*] 35,500 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 040 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 095, 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 095 (the “Series [*] Gallery Drop 095 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 095 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 095 (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 4,520 Series Gallery Drop 095 Interests for minimum aggregate proceeds of $45,200 (the “Minimum Offering Amount”) and up to [*] 4,760 Series [*] Gallery Drop 095 Interests for maximum aggregate gross proceeds of $[*] 47,600 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 095 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 017, 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 017 (the “Series [*] Gallery Drop 017 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 54 per Series [*] Gallery Drop 017 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 017 (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 017 Interests for minimum aggregate proceeds of $49,500 (the “Minimum Offering Amount”) and up to [*] 1,000 Series [*] Gallery Drop 017 Interests for maximum aggregate gross proceeds of $[*] 54,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 017 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 ▇▇▇▇▇ 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 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 [*]Gallery Drop 024, 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 024 (the “Series [*] Gallery Drop 024 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 24 per Series [*] Gallery Drop 024 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 024 (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 959 Series Gallery Drop 024 Interests for minimum aggregate proceeds of $23,016 (the “Minimum Offering Amount”) and up to [*] 1,000 Series [*] Gallery Drop 024 Interests for maximum aggregate gross proceeds of $[*] 24,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 024 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 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”).
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 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”).
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 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”).
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 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”).
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 106, 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 106 (the “Series [*] Gallery Drop 106 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 106 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 106 (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 2,665 Series Gallery Drop 106 Interests for minimum aggregate proceeds of $26,650 (the “Minimum Offering Amount”) and up to [*] 2,810 Series [*] Gallery Drop 106 Interests for maximum aggregate gross proceeds of $[*] 28,100 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 106 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 013, 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 013 (the “Series [*] Gallery Drop 013 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 60.00 per Series [*] Gallery Drop 013 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 013 (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 1,403 Series Gallery Drop 013 Interests for minimum aggregate proceeds of $84,150 (the “Minimum Offering Amount”) and up to [*] 1,500 Series [*] Gallery Drop 013 Interests for maximum aggregate gross proceeds of $[*] 90,000 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 013 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 [*]#Flatiron, a Series of Arrived Homes 3Compound Projects, LLC, a Delaware series limited liability company (the “Company”), the number of Interests in Arrived Series [*] #Flatiron (the “Series [*] #Flatiron Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 5.32 per Series [*] #Flatiron 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 [*] #Flatiron (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 [*] 40,000 Series [*] #Flatiron Interests for maximum aggregate gross proceeds of $[*] 212,800 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] #Flatiron 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 [*]Gallery Drop 056, 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 056 (the “Series [*] Gallery Drop 056 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 056 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 056 (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 056 Interests for minimum aggregate proceeds of $20,100 (the “Minimum Offering Amount”) and up to [*] 2,120 Series [*] Gallery Drop 056 Interests for maximum aggregate gross proceeds of $[*] 21,200 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 056 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 108, 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 108 (the “Series [*] Gallery Drop 108 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 108 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 108 (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 3,012 Series Gallery Drop 108 Interests for minimum aggregate proceeds of $30,120 (the “Minimum Offering Amount”) and up to [*] 3,170 Series [*] Gallery Drop 108 Interests for maximum aggregate gross proceeds of $[*] 31,700 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 108 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 087, 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 087 (the “Series [*] Gallery Drop 087 Interests”) set forth on the front of this Subscription Agreement at a purchase price of $10.00 per Series [*] Gallery Drop 087 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 087 (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 23,101 Series Gallery Drop 087 Interests for minimum aggregate proceeds of $231,010 (the “Minimum Offering Amount”) and up to [*] 24,320 Series [*] Gallery Drop 087 Interests for maximum aggregate gross proceeds of $[*] 243,200 (“Maximum Offering Amount”).
1.2. The Purchaser understands that the Series [*] Gallery Drop 087 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. (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 $1,000,000 in exchange for 33,333,333 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 ▇▇▇▇▇ 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 4.2788 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 $[*] 42,788 (“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