1847 Holdings LLC Sample Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 15th, 2024 • 1847 Holdings LLC • Services-management consulting services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 9, 2024 between 1847 Holdings LLC, a limited liability company formed under the laws of the State of Delaware (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 14th, 2023 • 1847 Holdings LLC • Services-management consulting services
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of August 11, 2023, between the Company and the Purchasers named therein (the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 28th, 2023 • 1847 Holdings LLC • Services-management consulting services • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 22, 2023, by and between 1847 HOLDINGS LLC, a Delaware limited liability company, with headquarters located at 590 Madison Avenue, 21st Floor, New York, NY 10022 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
UNDERWRITING AGREEMENT between 1847 HOLDINGS LLC and CRAFT CAPITAL MANAGEMENT LLC and R.F. LAFFERTY & CO. INC. AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERSUnderwriting Agreement • August 8th, 2022 • 1847 Holdings LLC • Services-management consulting services • New York
The undersigned, 1847 Holdings LLC, a limited liability company formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with Craft Capital Management LLC and R.F. Lafferty & Co. Inc (hereinafter referred to as “you, ” (including its correlatives), or the “Representatives”) and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) an aggregate of 1,428,572 common shares, no par value per share of the Company (the “Common Shares” or the (“Firm Shares”)), and at the election of the Representatives, up to an additional 214,286 Common Shares (the “Option Shares” and together with the Firm Shares, the “Shares”). The Firm Shares and the Option Shares are collectively referred to as the “Public Securities.” The offering and sale of the Public Securit
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 10th, 2018 • 1847 Holdings LLC • Services-management consulting services • Delaware
INDEMNIFICATION AGREEMENT (this “Agreement”) dated ______________, is made by and between 1847 Holdings LLC, a Delaware limited liability company (the “Company”), and the undersigned (“Indemnitee”).
COMMON SHARE PURCHASE WARRANTCommon Share Purchase Warrant • May 14th, 2024 • 1847 Holdings LLC • Services-management consulting services
This COMMON SHARE PURCHASE WARRANT (this “Warrant”) certifies that, for value received, SPARTAN CAPITAL SECURITIES, LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date that is the six-months (the “Initial Exercise Date”) after the Initial Issue Date set forth hereinabove (the “Initial Issue Date”) and until the earlier of the fifth anniversary of the Initial Issue Date and the date that this Warrant is exercised in full (as the case may be, the “Termination Date”) but not thereafter, to subscribe for and purchase from 1847 Holdings LLC, a limited liability company formed under the laws of the State of Delaware (the “Company”), up to the Initial Number of Shares (as subject to adjustment hereunder, the “Warrant Shares”) of the common shares, no par value, of the Company (the “Common Shares”). The purchase price of one Common Share under this Warrant shall be eq
ContractWarrant Agency Agreement • August 14th, 2023 • 1847 Holdings LLC • Services-management consulting services • New York
WARRANT AGENCY AGREEMENT, dated as of August 11, 2023 (the “Agreement”), between 1847 Holdings LLC, a limited liability company formed under the laws of the State of Delaware (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 10th, 2023 • 1847 Holdings LLC • Services-management consulting services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 3, 2023, between 1847 Holdings LLC, a limited liability company formed under the laws of the State of Delaware (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 20th, 2023 • 1847 Holdings LLC • Services-management consulting services • New York
SERIES B WARRANT TO PURCHASE COMMON SHARESWarrant Agreement • October 31st, 2024 • 1847 Holdings LLC • Services-management consulting services • New York
THIS WARRANT TO PURCHASE COMMON SHARES (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on October 30, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from 1847 Holdings LLC, a limited liability company formed under the laws of the State of Delaware (the “Company”), up to _____ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one (1) Common Share under this Series B Warrant (this “Warrant”) shall be equal to the Exercise Price, as defined in Section 2.2.
ContractPurchase Warrant Agreement • August 8th, 2022 • 1847 Holdings LLC • Services-management consulting services • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) R.F. LAFFERTY & CO. INC. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF R.F. LAFFERTY & CO. INC. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 13th, 2023 • 1847 Holdings LLC • Services-management consulting services • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 9, 2023, by and between 1847 HOLDINGS LLC, a Delaware limited liability company, with headquarters located at 590 Madison Avenue, 21st Floor, New York, NY 10022 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 31st, 2022 • 1847 Holdings LLC • Services-management consulting services • Delaware
INDEMNIFICATION AGREEMENT (this “Agreement”), dated _________, by and between 1847 Holdings LLC, a Delaware limited liability company (the “Company”), and the undersigned (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 10th, 2018 • 1847 Holdings LLC • Services-management consulting services • Delaware
EMPLOYMENT AGREEMENT (this “Employment Agreement”), dated as of November 7, 2017, between 1847 Holdings LLC, a Delaware limited liability company (the “Company”), and Robert Barry, an individual (the “Executive”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 14th, 2024 • 1847 Holdings LLC • Services-management consulting services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 8, 2024 and is by and between 1847 Holdings LLC, a Delaware limited liability company (the “Company”), and each purchaser identified on the Annex A hereto (each, including its successors and assigns, an “Investor” or “Holder”) and collectively, the “Investors”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 8th, 2019 • 1847 Holdings LLC • Services-management consulting services • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of April 5, 2019 by and between 1847 HOLDINGS LLC, a Delaware limited liability company (“the “Company”), 1847 GOEDEKER HOLDCO INC., a Delaware corporation and majority-owned subsidiary of the Company (“Holdco”), 1847 GOEDEKER INC., a Delaware corporation and wholly-owned subsidiary of Holdco (“1847 Goedeker” and collectively with the Company and Holdco, “1847”) and LEONITE CAPITAL LLC, a Delaware limited liability company (the “Purchaser”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 31st, 2024 • 1847 Holdings LLC • Services-management consulting services • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 18th, 2024 • 1847 Holdings LLC • Services-management consulting services
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 13, 2024, between 1847 Holdings LLC, a Delaware limited liability company (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • January 31st, 2022 • 1847 Holdings LLC • Services-management consulting services • Delaware
The Company desires to appoint the Director to serve on the Company’s board of directors (the “Board”), which may include membership on one or more committees of the Board, and the Director desires to accept such appointment to serve on the Board, effective as of the Effective Date (as defined below).
COMMON SHARE PURCHASE WARRANTSecurity Agreement • April 8th, 2019 • 1847 Holdings LLC • Services-management consulting services • New York
This COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the $714,285.71 secured convertible promissory note to the Holder (as defined below) of even date (the “Note”), Leonite Capital, LLC, a Delaware limited liability company (including any permitted and registered assigns, each a “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from 1847 Holdings LLC, a Delaware limited liability company (the “Company”), up to 200,000 common shares (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement, dated April 5, 2019, by and between the Company and t
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 12th, 2022 • 1847 Holdings LLC • Services-management consulting services • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 8, 2022, by and between 1847 HOLDINGS LLC, a Delaware limited liability company, with headquarters located at 590 Madison Avenue, 21st Floor, New York, NY 10022 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
LOAN AND SECURITY AGREEMENT by and between INDUSTRIAL FUNDING GROUP, INC. as Lender and ICU EYEWEAR, INC., ICU EYEWEAR HOLDINGS, INC., jointly and severally as Borrower Dated: February 9, 2023 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 13th, 2023 • 1847 Holdings LLC • Services-management consulting services • Texas
LOAN AND SECURITY AGREEMENT (as the same may be amended, supplemented, restated, or otherwise modified from time to time, the “Agreement”), dated as of February 9, 2023, by and between 1847 ICU HOLDINGS INC., a Delaware corporation with a principal place of business located at 590 Madison Avenue, New York, NY 10022, ICU EYEWEAR, INC., a California corporation with a principal place of business located at 1900 Shelton Drive, Hollister, CA 95023, and ICU EYEWEAR HOLDINGS, INC., a California corporation with a principal place of business located at 1900 Shelton Drive, Hollister, CA 95023, jointly and severally (“Borrower”) and INDUSTRIAL FUNDING GROUP, INC., a California corporation with offices at 13848 Ventura Blvd., Sherman Oaks, CA 91423 (together with its successors and assigns, the “Lender”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 20th, 2023 • 1847 Holdings LLC • Services-management consulting services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 14, 2023, between 1847 Holdings LLC, a limited liability company formed under the laws of the State of Delaware (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • December 18th, 2024 • 1847 Holdings LLC • Services-management consulting services • New York
MANAGEMENT SERVICES AGREEMENT (as amended, revised, supplemented or otherwise modified from time to time, this “Agreement”), dated as of December 16, 2024, by and between 1847 CMD INC., a Delaware corporation (the “Company”), and 1847 PARTNERS LLC, a Delaware limited liability company (the “Manager”). Each party hereto shall be referred to as, individually, a “Party” and, collectively, the “Parties.”
ContractPurchase Warrant • August 8th, 2022 • 1847 Holdings LLC • Services-management consulting services • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) CRAFT CAPITAL MANAGEMENT LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF CRAFT CAPITAL MANAGEMENT LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.
COMMON SHARE PURCHASE WARRANTSecurities Agreement • March 2nd, 2022 • 1847 Holdings LLC • Services-management consulting services • New York
This COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of Series B Senior Convertible Preferred Shares to the Holder (as defined below) of even date (the “Preferred Shares”), _____________ (including any permitted and registered assigns, each a “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time within three (3) years after the date of issuance hereof, to purchase from 1847 Holdings LLC, a Delaware limited liability company (the “Company”), up to ____________ Common Shares (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement, dated ___________, 2022, by and between the Company and the Holder (the
STRICTLY CONFIDENTIALPlacement Agent Agreement • December 18th, 2024 • 1847 Holdings LLC • Services-management consulting services • New York
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 8th, 2019 • 1847 Holdings LLC • Services-management consulting services • Missouri
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of January 18, 2019, is entered into by and among 1847 GOEDEKER INC., a Delaware corporation (“Buyer”), GOEDEKER TELEVISION CO., INC., a Missouri corporation (“Seller”), and STEVE GOEDEKER and MIKE GOEDEKER (the “Stockholders”, and each individually, a “Stockholder”).
COMMON SHARE PURCHASE WARRANTSecurity Agreement • February 13th, 2023 • 1847 Holdings LLC • Services-management consulting services • Delaware
This COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $1,390,908.59 to the Holder (as defined below) of even date) (the “Note”), Mast Hill Fund, L.P., a Delaware limited partnership (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from 1847 HOLDINGS LLC, a Delaware limited liability company (the “Company”), 289,772 Common Shares (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated February 9, 2023, by and among the Company and the Ho
COMMON STOCK PURCHASE WARRANTSecurity Agreement • April 28th, 2023 • 1847 Holdings LLC • Services-management consulting services • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for services provided according to Fee Agreement dated June 19, 2022, J.H. Darbie & Co., Inc., a New York corporation (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time during the Exercise Period (as defined below), to purchase from 1847 Holdings, LLC, a Delaware corporation (the “Company”), up to 11,923 shares of Common Stock (as defined below) (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated February 9, 2023, by and among the Company and the Introduced Party (as defined in the Fee Agreement).
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • April 8th, 2019 • 1847 Holdings LLC • Services-management consulting services • New York
This SECURITY AND PLEDGE AGREEMENT (the “Agreement”) is made and entered into on April 5, 2019 by and between 1847 Holdings LLC, a Delaware limited liability company (“EFSH”), 1847 Goedeker Holdco Inc., a Delaware corporation (“Holdco”) and 1847 Goedeker Inc., a Delaware corporation (“1847 Goedeker” and, together with EFSH and Holdco, the “Debtor”) and Leonite Capital LLC, a Delaware limited liability company, and its permitted endorsees, transferees and assigns (collectively, the “Secured Party”).
ContractSubordinated Promissory Note • April 25th, 2024 • 1847 Holdings LLC • Services-management consulting services • Delaware
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THIS NOTE UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL, IN A FORM ACCEPTABLE TO BUYER THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR APPLICABLE STATE SECURITIES LAWS OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SAID ACT.
STOCK PURCHASE AGREEMENT dated as of March 27, 2020 among ASIEN’S APPLIANCE, INC., JOERG CHRISTIAN WILHELMSEN AND SUSAN KAY WILHELMSEN, AS TRUSTEES OF THE WILHELMSEN FAMILY TRUST, U/D/T DATED MAY 1, 1992 andStock Purchase Agreement • June 3rd, 2020 • 1847 Holdings LLC • Services-management consulting services • California
STOCK PURCHASE AGREEMENT, dated as of March 27, 2020 (the “Agreement”), among 1847 Asien Inc., a Delaware corporation (the “Buyer”), Asien’s Appliance, Inc. a California (the “Company”), Joerg Christian Wilhelmsen and Susan Kay Wilhelmsen, as Trustees of the Wilhelmsen Family Trust, U/D/T dated May 1, 1992 (the “Seller”), and 1847 Holdings LLC, a Delaware limited liability company (“Buyer Parent”).
COMMON SHARE PURCHASE WARRANTSecurities Agreement • February 28th, 2023 • 1847 Holdings LLC • Services-management consulting services • Delaware
This COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $878,000.00 to the Holder (as defined below) of even date) (the “Note”), Mast Hill Fund, L.P., a Delaware limited partnership (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from 1847 HOLDINGS LLC, a Delaware limited liability company (the “Company”), 182,917 Common Shares (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated February 22, 2023, by and among the Company and the Hol
MANAGEMENT FEE SUBORDINATION AGREEMENTManagement Fee Subordination Agreement • April 8th, 2019 • 1847 Holdings LLC • Services-management consulting services
THIS MANAGEMENT FEE SUBORDINATION AGREEMENT (the “Agreement”) is entered into as of April 5, 2019 by and between BURNLEY CAPITAL LLC, a Delaware limited liability company (together with its successors and assigns, “Lender”) and 1847 PARTNERS LLC, a Delaware limited liability company (the “Manager”).