0001654954-24-002175 Sample Contracts

BRIDGE LOAN AGREEMENT
Bridge Loan Agreement • February 26th, 2024 • Lendway, Inc. • Services-advertising
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BRIDGE LOAN AGREEMENT
Bridge Loan Agreement • February 26th, 2024 • Lendway, Inc. • Services-advertising

The parties listed under 1 to 3 are, collectively referred to as the Lenders and each of them a Lender, and the parties under 4 and 5 are, collectively referred to as the Borrowers and each of them a Borrower and the parties under 1 to 5 are, collectively referred to as Parties and each of them a Party.

CREDIT AGREEMENT by and among TULP 24.1, LLC as Borrower, THE OTHER BORROWERS PARTY HERETO, LENDWAY, INC., as Parent Guarantor, THE OTHER GUARANTORS PARTY HERETO and THE LENDERS FROM TIME TO TIME PARTY HERETO and ASSOCIATED BANK, N.A., as Agent Dated:...
Credit Agreement • February 26th, 2024 • Lendway, Inc. • Services-advertising • Minnesota

THIS CREDIT AGREEMENT (this “Agreement”), dated as of February 20, 2024, is by and among, (1) TULP 24.1, LLC, a Delaware limited liability company (“Bloomia Acquisition”, together with each other Person joined hereto as a borrower from time to time, each, a “Borrower”, and collectively, the “Borrowers”), (2) LENDWAY, INC., a Delaware corporation (the “Parent Guarantor”), as a Guarantor, (3) TULIPA ACQUISITIE HOLDING B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the Laws of the Netherlands (“Tulipa”), as a Guarantor, (4) effective immediately upon the consummation of the Acquisition (Bloomia), BLOOMIA, B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the Laws of the Netherlands (“Bloomia”), as a Guarantor (as defined below), (5) effective immediately upon the consummation of the Acquisition (Bloomia), FRESH TULIPS USA, LLC, a Virginia limited

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT among TULP 24.1, LLC and THE MEMBERS NAMED HEREIN dated as of February 22, 2024
Limited Liability Company Agreement • February 26th, 2024 • Lendway, Inc. • Services-advertising • Delaware

This Amended and Restated Limited Liability Company Agreement of Tulp 24.1, LLC, a Delaware limited liability company (the “Company”), is entered into as of February 22, 2024 (the “Effective Date”) by and among the Company, Lendway, Inc. a publicly traded company on NASDAQ, incorporated and validly existing under the Laws of the State of Delaware (the “Majority Member”), and Werner F. Jansen (the “Minority Member”).

Lease Agreement
Lease Agreement • February 26th, 2024 • Lendway, Inc. • Services-advertising • Virginia

This lease, dated July 1, 2021, is made between: Horti-Group, LLC, herein called Lessor and Fresh Tulips USA, LLC dba Bloomia, herein called Lessee. Lessee hereby agrees to lease from Lessor the premises situated in King George, State of Virginia, described as 2259 Kings Hwy, and as more particularly described in Exhibit A, upon the following TERMS and CONDITIONS:

MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • February 26th, 2024 • Lendway, Inc. • Services-advertising • Delaware

This Management Services Agreement (this “Agreement”) is made and entered into as of February 22, 2024 (the “Effective Date”), by and between Lendway, Inc. a publicly traded company on NASDAQ, incorporated and validly existing under the Laws of the State of Delaware (“Lendway”) and Tulp 24.1, LLC, a Delaware limited liability company (the “Company”).

Agreement for the sale and purchase of shares in the share capital of Bloomia B.V. between Botman Bloembollen B.V., Mr W.F. Jansen and Mr H.J. Strengers (as the Sellers) and Tulipa Acquisitie Holding B.V.(as the Purchaser) and Tulp 24.1, LLC (as the...
Share Purchase Agreement • February 26th, 2024 • Lendway, Inc. • Services-advertising

The parties referred to under 1 up to and including 3 are hereinafter together referred to as the Sellers and individually also as a Seller.

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