JFB Construction Holdings Sample Contracts

JFB CONSTRUCTION HOLDINGS INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 3rd, 2024 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • Nevada

This INDEMNIFICATION AGREEMENT (“Agreement”) is made as of [•], 2024 by and between JFB Construction Holdings, a Nevada corporation (the “Company”), and [•] (the “Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.

COMMON STOCK PURCHASE WARRANT
Common Stock Purchase Warrant • March 10th, 2025 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • New York

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 date hereof (the “Original Issuance Date”) and on or prior to 5:00 p.m. (New York City time) on [_____] (the “Termination Date”) but not thereafter, to subscribe for and purchase from JFB Construction Holdings., a Nevada corporation (the “Company”), up to [___] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Class A common stock of the Company, par value $0.0001 per share (“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 s

UNDERWRITING AGREEMENT
Underwriting Agreement • March 10th, 2025 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • New York

The undersigned, JFB Construction Holdings., a Nevada corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters named herein (the “Underwriters” and each an “Underwriter”), for whom Kingswood Capital Partners, LLC is acting as lead managing underwriter, bookrunner and representative (in such capacity, the “Representative,” and if there are no underwriters other than the Representative, the term Representative as used herein shall have the same meaning as Underwriter) to issue and sell to the Underwriters an aggregate of 1,250,000 immediately detachable units of the Company (“Units”) to be sold by the Company (the “Firm Securities”). Each Unit consists of one share of Class A common stock, par value $0.0001 per share (“Share”), and one warrant of the Company (“Warrant”), where each Warrant entitles the holder to purchase one Share for an exercise price of $5.50 per share, subject to adjustment as provided in the Warrant,. The Company has

REPRESENTATIVE COMMON STOCK PURCHASE WARRANT
Representative Common Stock Purchase Warrant • January 23rd, 2025 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • New York

THIS REPRESENTATIVE 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 date hereof (the “Original Issuance Date”) and on or prior to 5:00 p.m. (New York City time) on [_____]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from JFB Construction Holdings., a Nevada corporation (the “Company”), up to [___] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Class A common stock of the Company, par value $0.0001 per share (“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).

AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • February 3rd, 2025 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • Nevada

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and is effective as of February 1, 2025 (“Effective Date”), and entered into by and between JFB Construction Holdings, a Nevada corporation (the “Company”), and Joseph Basile, III, an individual (the “Executive”), each a “Party,” or, collectively, the “Parties.”

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • July 19th, 2024 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • Nevada

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and is effective as of July 18, 2024 (“Effective Date”), and entered into by and between JFB Construction Holdings, a Nevada corporation (the “Company”), and Joseph Basile, III, an individual (the “Executive”), each a “Party,” or, collectively, the “Parties.”

CONTRIBUTION AND EXCHANGE AGREEMENT
Contribution and Exchange Agreement • July 19th, 2024 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • Nevada

THIS CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”), dated as of July 18, 2024, is entered into by and among JFB Construction Holdings, a Nevada corporation (the “Company”), on one hand, and the shareholders of the Company identified on the signature page hereto, each of which are listed in Schedule A annexed hereto (each individually, a “Contributor” and collectively, the “Contributors”). Each of the parties to this Agreement is sometimes individually referred to herein as a “Party” and collectively as the “Parties.”

LEASE AGREEMENT
Lease Agreement • October 3rd, 2024 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs

THIS LEASE AGREEMENT (“Lease”) is made as of the 29th day of March 2024, by and between AURA COMMERCIAL, LLC., a Florida limited liability company (“Landlord”), and JFB CONSTRUCTION & DEVELOPMENT, INC., a Florida corporation (“Tenant”).

July 17, 2024 PERSONAL AND CONFIDENTIAL
Service Agreement • October 3rd, 2024 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • Florida

This service agreement (“Agreement”) confirms the terms and conditions of the engagement of Chartered Services (“CS”) by JFB Construction Holdings, a Nevada Corporation (the “Company”) to render certain professional services to the Company.

AMENDMENT TO SERVICE AGREEMENT
Service Agreement • January 23rd, 2025 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs
RE: CONTRACT FOR COMPLETING ALL IMPROVEMENTS AT OWNER’S PREMISES
Construction Contract • October 3rd, 2024 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs

AS A FOLLOW UP TO OUR MEETINGS AND CONVERSATIONS IN CONNECTION WITH THE REFERENCED SUBJECT MATTER, PLEASE ACCEPT THISCOST PLUS 5% LETTER WHEN EXECUTED BY BOTH PARTIES AS A FORMAL AGREEMENT WITH THE FOLLOWING TERMS AND CONDITIONS:

Subscription Agreement for
Subscription Agreement • May 12th, 2025 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • Delaware

(The undersigned (“Purchaser” or the “Subscriber”) understands that CM OB Hotel Owner, LLC, a limited liability company organized under the laws of the state of Delaware (the “Company”), is offering for purchase to the undersigned a certain number of Class A Membership Interest Units of the Company (the “Securities” and each Unit a “Unit”) in this private placement offering with up to $5,000,000 sought in total subscriptions (the “Offering”). The Offering shall commence as of April 24, 2025 and shall terminate on the earlier of (a) the date the Manager, in its discretion, elects to terminate, (b) the date upon which all Subscription funds for the maximum aggregate offering have been procured, or (c) twelve months (the “Offering Period”). The undersigned further understands that this offering is being made without registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), or any securities law of any state of the United States or of any other jur

Amendment to Lease Agreement
Lease Agreement • December 10th, 2024 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs

This Amendment to Lease Agreement (the “Amendment”) is entered into as of December 4, 2024, by and between AURA COMMERCIAL, LLC., a Florida liability company (“Landlord”) and JFB CONSTRUCTION & DEVELOPMENT, INC., a Florida corporation (“Tenant”), collectively referred to as the “Parties.”

May 6, 2025
Side Letter Agreement • May 12th, 2025 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs

We, CM OB Hotel MGR, LLC, are pleased to present to you, the undersigned, this side letter in which we both mutually agree to certain additional terms concerning your subscription for equity interests (your “Investment”) in CM OB Hotel Owner, LLC (the “Fund”). This letter serves as a side letter agreement (this “Letter”) between us, the terms of which are agreed to be in addition to, and incident to, that certain Subscription Agreement governing your Investment into the Fund dated effective on or about even date with this Letter (the “Subscription Agreement” and the “Effective Date” respectively) and the execution by the you of that certain Operating Agreement for the Fund, as may be amended from time to time (the “Operating Agreement”). Capitalized terms used in this Side Letter and not defined herein shall have the meanings ascribed to them in the Operating Agreement.

CONSTRUCTION CONTRACT
Construction Contract • October 3rd, 2024 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs

This Construction Contract (this “Contract”) is made this _____ day of March 2024 (the “Effective Date”) by and between _____________, a _________ limited liability company (“Owner”) and JFB Construction, Inc., a Florida corporation (“Contractor”). Each of Owner and Contractor is a “Party” and collectively, the “Parties.” Notwithstanding the designation of parties hereof, Contractor acknowledges the Site may be owned by a third party, as landlord of Owner (“Property Owner”).

LEASE AGREEMENT
Lease Agreement • October 3rd, 2024 • JFB Construction Holdings • General bldg contractors - nonresidential bldgs • Florida

This Lease Agreement (this “Agreement”) is made this January 01, 2004, by and between LOOSE CANNON LLC (“Landlord”) and JFB CONSTRUCTION & DEVELOPMENT (“Tenant”). Each Landlord and Tenant may be referred to individually as a “Party” and collectively as the “Parties.”