UNDERWRITING AGREEMENTUnderwriting Agreement • February 8th, 2023 • Alset Inc. • Real estate • New York
The undersigned, Alset Inc., a Texas corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Underwriter”) as follows:
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Alset EHome International Inc.Alset EHome International Inc. • July 23rd, 2021 • Real estate • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. 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 hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Alset EHome International Inc., a Delaware corporation (the “Company”), up to [*] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s right to el
COMMON STOCK PURCHASE WARRANT Alset EHome International Inc.Common Stock Purchase Warrant • May 4th, 2021 • Alset EHome International Inc. • Real estate • New York
THIS COMMON STOCK PURCHASE WARRANT (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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [*], 2026 (the “Termination Date”) (or if any portion of this Warrant is redeemed pursuant to Section 5 below, on the Redemption Date (as defined below) for such portion) but not thereafter, to subscribe for and purchase from Alset EHome International Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form an
WARRANT AGENT AGREEMENTWarrant Agent Agreement • July 30th, 2021 • Alset EHome International Inc. • Real estate • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of July 30, 2021 (the “Issuance Date”) is between Alset EHome International Inc., a Delaware corporation (the “Company”), and Direct Transfer, LLC (the “Warrant Agent”).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • December 1st, 2021 • Alset EHome International Inc. • Real estate
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of December __, 2021 (the “Issuance Date”) is between Alset EHome International Inc., a Delaware corporation (the “Company”), and Direct Transfer, LLC (the “Warrant Agent”).
ContractCommon Stock Purchase Warrant • July 30th, 2021 • Alset EHome International Inc. • Real estate • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND 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 JULY 30, 2021 (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) AEGIS CAPITAL CORP. OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE UNDERWRITER AS CONSIDERATION (THE “OFFERING”), OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP.
Certain confidential information contained in this document, marked by brackets and asterisk ([***]), has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K, because the Company customarily and actually treats such information as private...And Escrow Instructions • November 17th, 2023 • Alset Inc. • Real estate
THIS CONTRACT FOR PURCHASE AND SALE AND ESCROW INSTRUCTIONS (the “Agreement”) dated as of November 13, 2023 and effective as of the Effective Date (as defined below) is by and between ALSET EHOME INC., a Delaware corporation (“Seller”), and CENTURY LAND HOLDINGS OF TEXAS, LLC, a Colorado limited liability company (“Buyer”). Seller and Buyer are sometimes individually referred to herein as a “Party”, and collectively as the “Parties.”
6,311,637 UNITS Alset EHome International Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • May 14th, 2021 • Alset EHome International Inc. • Real estate • New York
The undersigned, Alset EHome International Inc., a corporation formed under the laws of the State of Delaware (collectively, with its Subsidiaries, the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named on Schedule 1 hereto for which Aegis Capital Corp. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein. The offering and sale of the Securities contemplated by this Agreement is referred to herein as the “Offering”.
PARTNERSHIP INTEREST PURCHASE AGREEMENTPartnership Interest Purchase Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Delaware
This Partnership Interest Purchase Agreement (this "Agreement"), dated as of July 23, 2018, is entered into among American Real Estate Investments, LLC, a Missouri limited liability company ("Seller"), SeD Development USA, LLC, a Delaware limited liability company ("Buyer") and 150 CCM Black Oak. Ltd., a Texas limited partnership (collectively, Seller and Buyer may be referred as the “Parties” and individually referred to as a “Party”).
PURCHASE AND SALE AGREEMENT (DEVELOPED - BULK)Purchase and Sale Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Texas
This Purchase and Sale Agreement (“Agreement”) is made between 150 CCM Black Oak, Ltd. a Texas limited partnership (collectively “Seller” and/or “Developer”, whether one or more) and Houston LD, LLC (“Buyer”).
SHARE EXCHANGE AGREEMENT among SINGAPORE EDEVELOPMENT LTD., GLOBAL BIOMEDICAL PTE LTD., DOCUMENT SECURITY SYSTEMS, INC. and DSS BIOHEALTH SECURITY INC. dated as of April 21, 2020Share Exchange Agreement • July 31st, 2020 • HF Enterprises Inc. • Real estate • New York
LOT PURCHASE AGREEMENT BALLENGER RUNLot Purchase Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate
THIS LOT PURCHASE AGREEMENT (the "Agreement") is entered into as of __________, 2014 but effective as of the Effective Date (as hereinafter defined) by and between a SeD Maryland Development, LLC, a Delaware limited liability company (the "Seller") and NVR, INC., a Virginia corporation d/b/a RYAN HOMES (the "Purchaser").
AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (DEVELOPED - BULK)Purchase and Sale Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Texas
This Amended and Restated Purchase and Sale Agreement (“Agreement”) is made between 150 CCM Black Oak, Ltd. a Texas limited partnership (collectively “Seller” and/or “Developer”, whether one or more) and Houston LD, LLC (“Buyer”).
MANAGEMENT AGREEMENTManagement Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Delaware
This MANAGEMENT AGREEMENT is made and entered into as of July 15, 2015 (this “Agreement”), by and between SeD MARYLAND DEVELOPMENT, LLC, a Maryland limited liability company (the “Developer”) and SeD DEVELOPMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Delaware
STOCK PURCHASE AGREEMENT, dated as of October 1, 2018 (the “Agreement”), by and between HF Enterprises Inc., a Delaware (USA) corporation (“HF Enterprises”), and Chan Heng Fai, the sole shareholder (the “Shareholder”) of Global eHealth Limited, a limited corporation formed in Hong Kong (the “Company”).
CONTRACT OF SALE (Frederick, Maryland)Contract of Sale • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Maryland
THIS CONTRACT OF SALE (this "Contract") is entered into as of the 20th day of July, 2016, by and between SeD Maryland Development, LLC, a Delaware limited liability company qualified to conduct and transact business in the State of Maryland ("Seller"), and ORCHARD DEVELOPMENT CORPORATION, a Maryland corporation, or its permitted assignee as provided for herein ("Buyer").
AGREEMENT FOR SERVICESAgreement for Services • December 23rd, 2019 • HF Enterprises Inc. • Real estate
IGalen International Inc. a company incorporated under the laws of United States of America bearing corporate registration number 58156-96 and having its principal place of business at 1771 Post Rd East #178 Westport, CT 06880 hereinafter referred to as "IGalen”) of the one part
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SeD MARYLAND DEVELOPMENT, LLCLimited Liability Company Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Delaware
This Amended and Restated Limited Liability Company Agreement (together with the schedules attached hereto, this “Agreement”) of SeD MARYLAND DEVELOPMENT, LLC, a Delaware limited liability company (the “Company”), is entered into on September 16, 2015, by the parties identified on Schedule B attached hereto (the “Members” and each a “Member”). Capitalized terms used and not otherwise defined herein have the meanings set forth on Schedule A attached hereto.
LOAN CONVERSION AGREEMENTLoan Conversion Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Delaware
This Loan Conversion Agreement (“Agreement”) is entered into by and between HotApp International, Inc., a Delaware company (hereinafter the “Company”) and Singapore eDevelopment Limited, a Singapore company (hereinafter “Creditor”), effective as of this the 13th day of July 2015 (the “Conversion Date”).
PROJECT DEVELOPMENT AND MANAGEMENT AGREEMENT FOR BALLENGER RUN PUDAnd Management Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Maryland
THIS PROJECT DEVELOPMENT AND MANAGEMENT AGREEMENT (the “Agreement”) is made as of this 25th day of February, 2015, by and between MacKenzie Development Company, LLC (“MacKenzie”) and Cavalier Development Group, LLC (“Cavalier”) (together MacKenzie and Cavalier are referred to as the “Developers”) and SeD Maryland Development, LLC (the “Owner”).
ACQUISITION AGREEMENT AND PLAN OF MERGERAcquisition Agreement and Plan of Merger • November 13th, 2018 • HF Enterprises Inc. • Real estate • Delaware
THIS ACQUISITION AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into on this 29th day of December, 2017, by and among SeD Intelligent Home Inc., a Nevada corporation (the “Public Company”), SeD Acquisition Corp., a Delaware corporation (the “Merger Sub”), SeD Home International, Inc., a Delaware corporation (“SeD Home International”), and SeD Home, Inc., a corporation incorporated under the laws of the State of Delaware (“SeD Home”).
AGREEMENT TO TERMINATE STOCK PURCHASE AGREEMENTAgreement to Terminate • March 1st, 2022 • Alset EHome International Inc. • Real estate
Effective as of February 28, 2022 (the “Effective Date”), DSS, Inc. (the “Buyer”), and Alset EHome International Inc. (the “Seller”) enter into and agree as provided in this Agreement to Terminate Stock Purchase Agreement (the “Termination Agreement”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 10th, 2021 • Alset EHome International Inc. • Real estate • New York
This SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of September 3, 2021 by and among Document Security Systems, Inc., a New York Corporation, (the “Company”), and Alset EHome International, Inc. (the “Subscriber”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 1st, 2022 • Alset EHome International Inc. • Real estate • New York
This STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of February 28 2022 by and among DSS, Inc., a New York Corporation, or its designated subsidiary (collectively, the “Buyer”), and Alset EHome International Inc. and its subsidiaries (collectively, the “Seller”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 20th, 2022 • Alset EHome International Inc. • Real estate • New York
This STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of January 18, 2022 by and among DSS, Inc., a New York Corporation, (the “Buyer”), and Alset EHome International, Inc. (the “Seller”).
AGREEMENT OF LIMITED PARTNERSHIP OFAgreement of Limited Partnership • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Texas
THIS AGREEMENT OF LIMITED PARTNERSHIP (the “Agreement”) is made and entered into effective the 20th day of March, 2014 by and between 150 Black Oak GP, Inc., a Texas corporation, whose address is 340 North Sam Houston Parkway East, Suite 140, Houston, Texas 77060, as general partner (“General Partner”), and each of the individuals or entities whose names are set forth on Exhibit “A” attached to this Agreement as limited partners (“Limited Partners”).
PREFERRED STOCK CANCELLATION AGREEMENTPreferred Stock Cancellation Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Delaware
THIS PREFERRED STOCK CANCELLATION AGREEMENT (this “Agreement”) is made and entered into effective as of March 27 , 2017, by and between HotApp International Inc., a Delaware corporation (the “Company” or “HotApp”), and Singapore eDevelopment Ltd. (the “Stockholder”).
CONSULTING SERVICE AGREEMENTConsulting Service Agreement • November 13th, 2018 • HF Enterprises Inc. • Real estate • Maryland
This Consulting Service Agreement (the "Agreement") is made effective as of May 1st, 2017 between SeD Development Management, LLC (“Company”) and MacKenzie Equity Partners, LLC (“Consultant”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 22nd, 2023 • Alset Inc. • Real estate • New York
This STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of November 21, 2023, is by and between Alset International Limited, a Singapore corporation (the “Company”), and Massive Brilliant Limited, a Hong Kong corporation (the “Investor”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (hereinafter referred to as the “Assignment Agreement”), made as of this 15th day of September 2017 (the “Effective Date”) by and between MacKenzie Development Company, LLC (“Assignor”) and Adams-Aumiller Properties, LLC (“Assignee”).
EXCHANGE AGREEMENTExchange Agreement • May 12th, 2021 • Alset EHome International Inc. • Real estate • Delaware
THIS EXCHANGE AGREEMENT (the “Agreement”), dated as of May 12, 2021, is made by and between Alset EHome International Inc., a Delaware corporation (“Company”), and the holder of a $28,363,966 convertible note, issued on March 12, 2021, which is convertible into shares of common stock, $0.001 par value per share of the Company (the “Note”), signatory hereto (each a “Holder”).
Certain confidential information contained in this document, marked by brackets and asterisk ([***]), has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K, because the Company customarily and actually treats such information as private...Contract of Sale • March 28th, 2023 • Alset Inc. • Real estate
THIS CONTRACT OF SALE (this “Contract”) is made and entered into by and between 150 CCM BLACK OAK, LTD., a Texas limited partnership (“Seller”), and DAVIDSON HOMES, LLC, an Alabama limited liability company (“Purchaser”), effective as of the Effective Date (hereinafter defined). Seller and Purchaser may each be referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OFHF Enterprises Inc. • December 23rd, 2019 • Real estate
This Amendment (this “Amendment”) to the Agreement of Limited Partnership (the “Partnership Agreement”) of 150 CCM Black Oak, Ltd. (the “Company”), dated as of September 25, 2017, is hereby adopted by 150 Black Oak GP, Inc., a Texas corporation, whose address is 340 North Sam Houston Parkway East, Suite 140, Houston, Texas 77060, as general partner (“General Partner”), and each of the individuals or entities whose names are set forth on the Amended Exhibit A attached to this Amendment as limited partners (the “Limited Partners”). Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 20th, 2022 • Alset EHome International Inc. • Real estate • New York
This STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of January 18, 2022 by and among DSS, Inc., a New York Corporation, or its designated subsidiary (collectively, the “Buyer”), and Alset EHome International, Inc. and its subsidiaries (collectively, the “Seller”).
LOAN CONVERSION AGREEMENTLoan Conversion Agreement • December 23rd, 2019 • HF Enterprises Inc. • Real estate • Maryland
This LOAN CONVERSION AGREEMENT (this "Agreement") is dated March 27, 2017 (the “Effective Date”), by and between Singapore eDevelopment, Ltd, a Singapore limited company (“SeD’) or “Holder”) and HotApp International, Inc., a Delaware corporation (“HotApp”).
