ESCROW AGREEMENTEscrow Agreement • January 28th, 2021 • RYSE, Inc. • Motors & generators • Delaware
This ESCROW AGREEMENT (this “Agreement”) dated as of this ___ day of ____ 2021 by and among RYSE Inc, a Canadian corporation (the “Company”), having an address at 20 Camden St. Suite 200, Toronto, ON M5V 1V1; Rialto Markets LLC, having an address at 42 Broadway, Ste. 12-129, NY, NY, 10004 (“Placement Agent”), and Piermont Bank (the “Escrow Agent”), with its principal corporate trust office at 4 Bryant Park, 3rd Fl, NY, NY 10018. The Company and the Placement Agent, each a “Party,” are collectively referred to as “Parties” and individually, a “Party.”
AMENDED AND RESTATED ENGAGEMENT AGREEMENTEngagement Agreement • April 11th, 2023 • RYSE Inc. • Motors & generators • New York
This Amended and Restated Engagement Agreement (this “Agreement”) is effective as of January 25th, 2023 (the “Effective Date”) by and among, RYSE Inc. (“Issuer”), and OpenDeal Broker LLC dba the Capital R (“ODB”), a New York limited liability company. Issuer and ODB are hereby referred to collectively as the “Parties” or individually as a “Party”. This Agreement shall supersede and replace all prior agreements and understandings, oral or written, between the Parties regarding the services contemplated to be provided by ODB herein.
ESCROW AGREEMENTEscrow Agreement • April 11th, 2023 • RYSE Inc. • Motors & generators • New York
This ESCROW AGREEMENT (this “Agreement”) dated as of the Effective Date (as defined below) by and among RYSE Inc., (the “Issuer”), having an address found in Section 3.3; OpenDeal Broker LLC, a New York limited liability company (“Intermediary”), and BankProv (the “Escrow Agent”), with its principal corporate office at 5 Market Street, Amesbury, MA 01913. The Issuer, the Intermediary, and the Escrow Agent are collectively referred to as “Parties” and individually, a “Party.”
VOTING TRUST AGREEMENTVoting Trust Agreement • May 23rd, 2022 • RYSE Inc. • Motors & generators • Ontario
IN CONSIDERATION OF the respective covenants and agreements of the parties contained herein, and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto agree as follows:
Regulation A+ Advisory Agreement January 13, 2021RYSE, Inc. • January 28th, 2021 • Motors & generators
Thank you for choosing Rialto Markets LLC (“Rialto Markets LLC” or “Advisor”) to assist (the “Company” or “you”) in connection with its intent to issue securities and/or affect a Financing. (as defined below).
ETAPA WINDOW FASHIONS INC. SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • December 29th, 2020 • RYSE, Inc. • Ontario
IN CONSIDERATION OF the premises and mutual covenants and agreements in this agreement, the sufficiency of which is hereby acknowledged, the Parties agree as follows (the “Agreement”):
Explanatory NoteRYSE Inc. • May 11th, 2022 • Motors & generators
Explanatory NoteRYSE Inc. • May 23rd, 2022 • Motors & generators
SUBSCRIPTION AGREEMENTSubscription Agreement • July 27th, 2023 • RYSE Inc. • Motors & generators • Delaware
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.
SUBSCRIPTION AGREEMENTSubscription Agreement • January 28th, 2021 • RYSE, Inc. • Motors & generators • Delaware
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.
SUBSCRIPTION AGREEMENTSubscription Agreement • May 23rd, 2022 • RYSE Inc. • Motors & generators • Delaware
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.
Explanatory NoteRYSE, Inc. • February 17th, 2021 • Motors & generators
Ryse, Inc. (the “Company) has prepared this Form 1-A/A solely for the purpose of deleting Exhibit 13 because the Company has not done any testing the waters under Rule 255.
Explanatory Note RYSE, Inc. has prepared this Form 1-APOS solely for the purpose of filing Exhibits 11.1, 11.2 and 13 INDEX TO EXHIBITSRYSE Inc. • August 23rd, 2023 • Motors & generators
RYSE INC. AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • May 9th, 2022 • RYSE, Inc. • Motors & generators • Ontario
