Asset Entities Inc. Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • February 8th, 2023 • Asset Entities Inc. • Services-prepackaged software • New York

The undersigned, Asset Entities Inc., a Nevada corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Boustead Securities, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 2nd, 2022 • Asset Entities Inc. • Services-prepackaged software • Nevada

INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of [*] by and between Asset Entities Inc., a Nevada corporation (the “Company”) and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.

ASSET ENTITIES INC. CLASS B COMMON STOCK SALES AGREEMENT
Sales Agreement • September 30th, 2024 • Asset Entities Inc. • Services-prepackaged software • New York

Asset Entities Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (the “Sales Agent”), as follows:

Warrant To Purchase Class B Common Stock
Warrant Agreement • August 9th, 2024 • Asset Entities Inc. • Services-prepackaged software • New York

Asset Entities Inc., a Nevada corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Michael R. Jacks, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, Class B Common Stock, $0.0001 par value per share, of the Company (“Common Stock”) (including any Warrants to purchase shares issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after the date hereof, to the extent permitted by the applicable SEC and FINRA rules, but not after 11:59 p.m., Eastern Time, on the Expiration Date (as defined below), 30,800 (subject to adjustment as provided herein) fully paid and non-assessable shares of Common Stock (the “Warrant Shares”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 16th, 2024 • Asset Entities Inc. • Services-prepackaged software • Nevada

INDEMNIFICATION AGREEMENT (this “Agreement”), dated _________, by and between Asset Entities Inc., a Nevada corporation (the “Company”), and the undersigned (the “Indemnitee”).

INDEPENDENT DIRECTOR AGREEMENT
Independent Director Agreement • May 16th, 2024 • Asset Entities Inc. • Services-prepackaged software • Texas

INDEPENDENT DIRECTOR AGREEMENT (this “Agreement”), dated May 16, 2024 (the “Effective Date”), by and between Asset Entities Inc., a Nevada corporation (the “Company”), and the undersigned (the “Director”).

RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • September 2nd, 2022 • Asset Entities Inc. • Services-prepackaged software • Nevada

This Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of _______________ (the “Grant Date”) by and between Asset Entities Inc., a Nevada corporation (the “Company”), and ______________ (the “Grantee”).

STOCK OPTION AGREEMENT
Stock Option Agreement • September 2nd, 2022 • Asset Entities Inc. • Services-prepackaged software • Nevada

This Stock Option Agreement (this “Agreement”) is made and entered into as of the Grant Date specified below by and between Asset Entities Inc., a Nevada corporation (the “Company”), and the participant named below (the “Participant”).

RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • September 2nd, 2022 • Asset Entities Inc. • Services-prepackaged software • Nevada

This Restricted Stock Unit Award Agreement (this “Agreement”) is made and entered into as of _______________ (the “Grant Date”) by and between Asset Entities Inc., a Nevada corporation (the “Company”), and ______________ (the “Grantee”).

CANCELLATION AND EXCHANGE AGREEMENT
Cancellation and Exchange Agreement • May 15th, 2024 • Asset Entities Inc. • Services-prepackaged software

THIS CANCELLATION AND EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of February 2_2_, 2024 (the “Effective Date”), by and among Asset Entities Inc., a Nevada corporation (“AEI”), Asset Entities Holdings, LLC, a Texas limited liability company (“AEH”), GKDB AE Holdings, LLC, a Texas limited liability company (“GKDB”) and the undersigned holder of units of membership interests in GKDB (the “GKDB Units”) set forth on the signature page (the “Holder” and together with AEI, AEH and GKDB, the “Parties”).

Contract
General Terms and Conditions • August 14th, 2023 • Asset Entities Inc. • Services-prepackaged software

These General Terms and Conditions apply to Office/Co-Working, Virtual Office, and Membership agreements for services We supply to You.

Strive, Inc. Employment Agreement
Employment Agreement • December 3rd, 2025 • Strive, Inc. • Finance services • Texas

This Employment Agreement (this “Agreement”) is made and entered into as of September 15, 2025, by and between Matthew Cole (the “Executive”) and Strive, Inc. (f.k.a., Asset Entities Inc.), a Nevada corporation (the “Company”), and entirely amends, restates and replaces any employment agreement between the Executive and the Company or its affiliates, including, but not limited to, Strive Enterprises, Inc. (“SEI”), that was made and entered into prior to the date hereof (the “Existing Employment Agreement”).

Strive, Inc. Employment Agreement
Employment Agreement • November 14th, 2025 • Strive, Inc. • Finance services • Texas

This Employment Agreement (this “Agreement”) is made and entered into as of September 15, 2025, by and between B. Logan Beirne (the “Executive”) and Strive, Inc. (f.k.a., Asset Entities Inc.), a Nevada corporation (the “Company”), and entirely amends, restates and replaces any employment agreement between the Executive and the Company or its affiliates, including, but not limited to, Strive Enterprises, Inc. (“SEI”), that was made and entered into prior to the date hereof (the “Existing Employment Agreement”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 28th, 2024 • Asset Entities Inc. • Services-prepackaged software • Nevada

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 24, 2024, is by and among Asset Entities Inc., a Nevada corporation with offices located at 100 Crescent Ct, 7th Floor, Dallas, TX 75201 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

AMENDED AND RESTATED CLOSING AGREEMENT
Closing Agreement • August 7th, 2023 • Asset Entities Inc. • Services-prepackaged software

This Amended and Restated Closing Agreement (the “Agreement”), dated as of August 1, 2023 (the “Issue Date”), is entered into between Asset Entities Inc., a Nevada corporation (the “Company”), and TRITON FUNDS LP, a Delaware limited partnership (the “Investor” and, together with the Company, the “Parties” and, each, individually, a “Party”).

Contract
General Terms and Conditions for Office/Co-Working, Virtual Office, and Membership Agreements • August 9th, 2024 • Asset Entities Inc. • Services-prepackaged software

These General Terms and Conditions apply to Office/Co-Working, Virtual Office, and Membership agreements for services We supply to You.

SEPARATION AGREEMENT AND RELEASE OF CLAIMS
Separation Agreement • September 12th, 2025 • Strive, Inc. • Finance services • Texas

This Separation Agreement and Release of Claims (the “Separation Agreement”), dated as of September 10, 2025, is made by and between Matthew Krueger, an individual (“Executive”), and Asset Entities Inc., a Nevada corporation with a principal place of business at 100 Crescent Ct, 7th Floor, Dallas, TX 75201 (“Company”). The Executive and the Company are referred to herein from time to time collectively as the “Parties” and each individually as a “Party”. This Separation Agreement will become effective on the Effective Date (as defined below) and the separation contemplated by this Separation Agreement will become effective on the Separation Date (as defined below).

INDEPENDENT DIRECTOR AGREEMENT
Independent Director Agreement • March 31st, 2023 • Asset Entities Inc. • Services-prepackaged software • Texas

INDEPENDENT DIRECTOR AGREEMENT (this “Agreement”), dated May 2, 2022, by and between Asset Entities Inc., a Nevada corporation (the “Company”), and the undersigned (the “Director”).

AMENDED AND RESTATED WAIVER AND CONSENT
Waiver and Consent • March 20th, 2025 • Asset Entities Inc. • Services-prepackaged software

AMENDED AND RESTATED WAIVER AND CONSENT, dated as of March 20, 2025 (this “Waiver and Consent”). by and between Asset Entities Inc., a Nevada corporation (the “Company”) and Ionic Ventures, LLC, a California limited liability company (the “Investor”). Each of the Company and the Investor are sometimes referred to in this Agreement individually as a “Party” and, collectively, as the “Parties.”

Contract
General Terms and Conditions for Office/Co-Working Services • August 9th, 2024 • Asset Entities Inc. • Services-prepackaged software

These General Terms and Conditions apply to Office/Co-Working, Virtual Office, and Membership agreements for services We supply to You.

AGREEMENT AND PLAN OF MERGER dated as of September 22, 2025 by and among Strive, inc., and SEMLER SCIENTIFIC, INC.
Merger Agreement • September 22nd, 2025 • Strive, Inc. • Finance services • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 22, 2025, is entered into by and among (i) Strive, Inc., a Nevada corporation (“Parent”), (ii) after giving effect to the joinder contemplated by Section 7.06, Merger Sub (as defined herein) and (iii) Semler Scientific, Inc., a Delaware corporation (the “Company”).

STRIVE ENTERPRISES, INC. RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • August 6th, 2025 • Asset Entities Inc. • Finance services

This Restricted Stock Award Agreement (this “Agreement”) is granted by Strive Enterprises Inc. an Ohio corporation (the “Company”), to [FIRST LAST] (“you” or “Executive”), on [XXX] (the “Effective Date”) pursuant to a certain Employment Agreement by and between you and the Company of even date herewith (the “Employment Agreement”) and pursuant to the Strive Enterprises 2022 Equity Incentive Plan. Certain capitalized terms used herein shall have the meaning provided in Exhibit A hereto.

strive enterprises, inc. FIRST AMENDMENT TO FIRST AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • September 12th, 2025 • Strive, Inc. • Finance services • Ohio

THIS FIRST AMENDMENT TO THE FIRST AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Amendment”) is entered into as of September 12, 2025 by and among Strive Enterprises, Inc., an Ohio corporation (the “Company”), and the Investors and Key Holders listed on the signature pages hereto. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the First Amended and Restated Investors’ Rights Agreement, dated as of July 15, 2024, by and among the Company, the Investors (as defined therein) and the Key Holders (the “Investors’ Rights Agreement”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • September 2nd, 2022 • Asset Entities Inc. • Services-prepackaged software • Texas

Subscription. I (sometimes referred to herein as the “Investor”) hereby subscribe for and agree to purchase the Securities (as defined below) of Asset Entities Inc., a Nevada corporation (the “Company”), for the purchase price (the “Purchase Price”) set forth on the signature page to this Subscription Agreement (this “Agreement”) and on the terms and conditions described in this Agreement, which is Exhibit A to the investor subscription package (together with all exhibits, the “Subscription Package”) and in exhibits B, C, D and E to the Subscription Package. Terms not defined herein in this Agreement are defined elsewhere in the Subscription Package. The Company is seeking to raise a minimum of $250,000 (the “Minimum Offering Amount”) and maximum of $750,000 (the “Maximum Offering Amount”) in this Offering. The minimum amount of investment required from any one subscriber to participate in this Offering is $50,000. All references to $ means United States dollars.

SUBSCRIPTION AGREEMENT
Subscription Agreement • December 3rd, 2025 • Strive, Inc. • Finance services • New York

This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 26th day of May, 2025, by and among Strive Enterprises, Inc., a Delaware corporation (“Strive”), Asset Entities, Inc., a Nevada corporation (the “Issuer”), and the undersigned (“Subscriber” or “you”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Merger Agreement (as defined below).

FORM OF WARRANT]
Warrant Agreement • September 12th, 2025 • Strive, Inc. • Finance services

THIS COMMON STOCK PURCHASE WARRANT (this “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 (as defined below) and on or prior to 5:00 p.m. (New York City time) on the Termination Date (as defined below) but not thereafter, to subscribe for and purchase from Asset Entities Inc., a Nevada corporation (the “Issuer”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Class A common stock, par value $0.0001 per share, of the Issuer (the “Class A Common Stock”). The purchase price of one share of Class A Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

VARIABLE RATE SERIES A PERPETUAL PREFERRED STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • November 10th, 2025 • Strive, Inc. • Finance services • New York
ASSET ENTITIES INC. Dallas, TX 75201
Consulting Agreement • September 2nd, 2022 • Asset Entities Inc. • Services-prepackaged software • Nevada

This engagement letter (this “Agreement”) sets forth the terms and conditions pertaining to your retention by us as a consultant and the provision of Services (as defined below) by you to us. Please indicate your acceptance of these terms and conditions by signing in the space designated below and returning this Agreement to my attention.

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • November 15th, 2023 • Asset Entities Inc. • Services-prepackaged software • Texas

This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of November 10, 2023, 2023, is entered into by and among Asset Entities Inc., a Nevada corporation (“ASSET ENTITIES”), or a designated affiliate of ASSET ENTITIES (either being referred to as “Buyer”), Ternary Inc., a Florida corporation (“Ternary FL”), Ternary Developments Inc., a Delaware corporation (“Ternary DE”), OptionsSwing Inc, a Florida corporation (“OSI,” and together with Ternary FL and Ternary DE, individually, a “Seller,” and collectively, “Sellers”) and Jason Lee, the principal shareholder of each Seller (the “Shareholder”). Buyer, Ternary FL, Ternary DE, OSI and the Shareholder are sometimes referred to herein individually, as a “Party,” and collectively, as the “Parties.”

LIMITED WAIVER AND CONSENT
Limited Waiver and Consent • September 27th, 2024 • Asset Entities Inc. • Services-prepackaged software

This LIMITED WAIVER AND CONSENT, dated as of September 26, 2024 (this “Waiver and Consent”), is entered into by and between Asset Entities Inc. (the “Company”), a Nevada corporation, and Boustead Securities, LLC, a California limited liability company (“Boustead”). Each of the Company and Boustead are sometimes referred to in this Agreement individually as a “Party” and, collectively, as the “Parties.”

Contract
General Terms and Conditions • August 9th, 2024 • Asset Entities Inc. • Services-prepackaged software

These General Terms and Conditions apply to Office/Coworking, Virtual Office, Membership, and Workplace Recovery agreements for services We supply to You.

FORM OF WARRANT]
Warrant Agreement • December 3rd, 2025 • Strive, Inc. • Finance services

THIS COMMON STOCK PURCHASE WARRANT (this “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 (as defined below) and on or prior to 5:00 p.m. (New York City time) on the Termination Date (as defined below) but not thereafter, to subscribe for and purchase from Asset Entities Inc., a Nevada corporation (the “Issuer”), up to [•] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Class A common stock, par value $0.0001 per share, of the Issuer (the “Class A Common Stock”). The purchase price of one share of Class A Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

Strive, Inc. Shares of Class A Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales Agreement
Sales Agreement • September 15th, 2025 • Strive, Inc. • Finance services • New York

Strive, Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:

STOCK OPTION AGREEMENT
Stock Option Agreement • December 3rd, 2025 • Strive, Inc. • Finance services • Nevada

This Stock Option Agreement (this “Agreement”) is made and entered into as of the Grant Date specified below by and between Asset Entities Inc., a Nevada corporation (the “Company”), and the participant named below (the “Participant”).

AGREEMENT AND PLAN OF MERGER
Merger Agreement • September 2nd, 2022 • Asset Entities Inc. • Services-prepackaged software

AGREEMENT AND PLAN OF MERGER, dated as of March 11, 2022 (this “Agreement”), by and between Asset Entities Limited Liability Company, a California limited liability company (“California LLC”), and Asset Entities Inc., a Nevada corporation (“Nevada Corp.”).