Startengine Crowdfunding, Inc. Sample Contracts

TECHNOLOGY AGREEMENT ACCOUNT FORM
Technology Agreement • March 12th, 2020 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • New York

This TECHNOLOGY AGREEMENT, which consists of this account form (the “Account Form”) and the associated Terms and Conditions (the “Terms and Conditions”) attached hereto as Exhibit A, is made and entered into as of October 30, 2018 (the “Effective Date”) between StartEngine Crowdfunding Inc (collectively referred to as “Issuer,” “you,” “your”) for its offering of securities entitled StartEngine STO (“Offering”), and FundAmerica, LLC (“FundAmerica”, “Technology Provider,” “we,” “our,” or “us”).

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Broker-Dealer Agreement
Broker-Dealer Agreement • March 17th, 2021 • Startengine Crowdfunding, Inc. • Finance services

This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between StartEngine Crowdfunding, Inc (“Client”) a Delaware Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective of March 10, 2021 (the “Effective Date”):

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Technology Agreement Account Form
Technology Services Agreement • August 29th, 2018 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • New York

This TECHNOLOGY SERVICES AGREEMENT, which consists of this account form (the “Account Form”) and the associated Terms and Conditions (the “Terms and Conditions”) attached hereto as Exhibit A, is made and entered into as of %%TODAY%% (the “Effective Date”) between %%ISSUER_NAME%% (collectively referred to as “Issuer”, “you”, “your”) for its offering of securities entitled <offering name> (“Offering”), and FundAmerica, LLC (“FundAmerica”, “Technology Provider,” “we,” “our,” or “us”).

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Broker-Dealer Agreement
Broker-Dealer Agreement • June 2nd, 2022 • Startengine Crowdfunding, Inc. • Finance services

This amended agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between StartEngine Crowdfunding, Inc. (“Client”) a Delaware Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of June 1, 2002 and replaces the amended Agreement previously dated May 26, 2022 (the “Effective Date”):

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STARTENGINE CROWDFUNDING, INC. EMPLOYMENT AGREEMENT
Employment Agreement • February 14th, 2022 • Startengine Crowdfunding, Inc. • Finance services • Delaware

THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into effective January 1, 2022. (“Effective Date”), by and between StartEngine Crowdfunding, Inc., a Delaware corporation (the “Company”), and Howard Marks (“Employee”).

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SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • March 12th, 2020 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • Delaware

This Second Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made and shall be effective as of March 8, 2020 by and among StartEngine Crowdfunding, Inc., a Delaware corporation (the “Company”), the parties listed on Exhibit A attached hereto (the “Investors”) and the parties listed on Exhibit B attached hereto (the “Key Holders”).

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INDICATES CERTAIN IDENTIFIED INFORMATION THAT HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THE COMPANY TREATS AS PRIVATE AND CONFIDENTIAL ASSET PURCHASE AGREEMENT by and among STARTENGINE...
Asset Purchase Agreement • November 28th, 2022 • Startengine Crowdfunding, Inc. • Finance services • Delaware

THIS ASSET PURCHASE AGREEMENT, dated as of October 24, 2022, is made and entered into by and among StartEngine Crowdfunding, Inc., a Delaware corporation (“Parent”), Moonshine Acquisition, LLC, a Delaware limited liability company (“Purchaser”), Pluto Holdings, LLC, a Delaware limited liability company (“Pluto Holdings”), and SI Securities, LLC, a New York limited liability company (“SI Securities,” and together with Pluto Holdings, “Sellers” and each a “Seller”), and Circle Internet Financial Limited, an Irish limited company (“Seller Parent”). Purchaser, Parent, Seller Parent and Sellers are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

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Broker-Dealer Agreement
Broker-Dealer Agreement • February 14th, 2022 • Startengine Crowdfunding, Inc. • Finance services

This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between StartEngine Crowdfunding, Inc. (“Client”) a Delaware Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective of February 10, 2022 (the “Effective Date”):

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Explanatory Note INDEX TO EXHIBITS
Startengine Crowdfunding, Inc. • September 27th, 2017 • Services-computer processing & data preparation
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Membership in NextGen Platform Network Collaboration and Data Licensing Agreement
Licensing Agreement • June 23rd, 2017 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • California

This NextGen Platform Network Collaboration and Data Licensing Agreement (“Agreement”) is made as of March 11, 2016 (“Effective Date”) by and between NextGen Crowdfunding LLC (“NGCF”), and StartEngine Crowdfunding Inc. (“Platform”).

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November 2, 2016 StartEngine Crowdfunding, Inc. Santa Monica, CA 90403
Letter Agreement • June 29th, 2018 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • Delaware
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CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL STARTENGINE CROWDFUNDING, INC. EMPLOYMENT AGREEMENT
Employment Agreement • April 15th, 2024 • Startengine Crowdfunding, Inc. • Finance services • Delaware

THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into effective January 1, 2024. (" Effective Date"), by and between StartEngine Crowdfunding, Inc., a Delaware corporation (the " Company"), and Howard Marks ("Employee").

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FORM OF COMMON STOCK SUBSCRIPTION AGREEMENT
Startengine Crowdfunding, Inc. • February 13th, 2023 • Finance services • New York

THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.

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STARTENGINE​ ​CROWDFUNDING,​ ​INC.
Employment Agreement • March 12th, 2020 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • Delaware

THIS EMPLOYMENT AGREEMENT (“​Agreement​”) is entered into effective January 1, 2020. (“​Effective Date​”), by and between StartEngine Crowdfunding, Inc., a Delaware corporation​ ​(the​ ​“​Company​”),​ ​and​ ​Howard​ ​Marks​ ​(“​Employee​”).

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CONFIDENTIAL SEVERANCE AGREEMENT AND GENERAL RELEASE
Confidential Severance Agreement and General Release • June 29th, 2018 • Startengine Crowdfunding, Inc. • Services-computer processing & data preparation • California

This Confidential Severance Agreement and General Release (“Agreement”) is made by and between Ronald Miller (“you” or your” as the context requires) and StartEngine Crowdfunding, Inc., a Delaware corporation (the “Company”) (both the Company and you, the “Parties”) as of November 2, 2016.

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