AMENDED and restated INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • September 14th, 2020 • Gatsby Digital, Inc. • Security & commodity brokers, dealers, exchanges & services • Delaware
This Amended and Restated Investor Rights Agreement (this “Agreement”) is made and entered into as of ____________, 2020, by and among Gatsby Digital, Inc. a Delaware corporation (the “Company”) each of the investors listed on Schedule A hereto and each person that acquires shares of the Company’s Series Seed Preferred Stock and/or Series A Preferred Stock) (such persons together, and their permitted assigns and successors, the “Investors”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 14th, 2020 • Gatsby Digital, Inc. • Security & commodity brokers, dealers, exchanges & 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.
MANAGEMENT AGREEMENTFranchise Branch Office • September 14th, 2020 • Gatsby Digital, Inc. • Security & commodity brokers, dealers, exchanges & services • Florida
THIS AGREEMENT, (the “Agreement”), effective as of August 22, 2019 by and among ViewTrade Securities, Inc., (the “Company” or “VT”), with Office at 7280 W. Palmetto Park Road #310, Boca Raton, Florida and Gatsby Digital, Inc. (the “Contractor”) located at 28 Liberty St. New York, NY 10005 and Peter Quinn (the “Manager”).
ContractGatsby Digital, Inc. • September 14th, 2020 • Security & commodity brokers, dealers, exchanges & services • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED UNLESS (I) A REGISTRATION STATEMENT COVERING SUCH SHARES IS EFFECTIVE UNDER THE ACT AND IS QUALIFIED UNDER APPLICABLE STATE AND FOREIGN LAW OR (II) THE TRANSACTION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS UNDER THE ACT AND THE QUALIFICATION REQUIREMENTS UNDER APPLICABLE STATE AND FOREIGN LAW AND, IF THE COMPANY REQUESTS, AN OPINION SATISFACTORY TO THE COMPANY TO SUCH EFFECT HAS BEEN RENDERED BY COUNSEL.
SI SECURITIES, LLC AMENDMENT TO ISSUER AGREEMENTIssuer Agreement • September 14th, 2020 • Gatsby Digital, Inc. • Security & commodity brokers, dealers, exchanges & services • New York
THIS AMENDMENT LETTER (the “Letter”) is entered into as of ________ (the “Effective Date”) by and among Gatsby Digital, Inc. (the “Company”) and SI Securities, LLC (“SI Securities”, and together with Company, the “Parties”).
