SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 22nd, 2020 • RDE, Inc. • Retail-catalog & mail-order houses • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 7, 2018, by and between INCUMAKER, INC., a Delaware corporation, with headquarters located at 327 Dahlonega Road, Suite 1701B, Cumming, GA 30040 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 17th, 2020 • RDE, Inc. • Retail-catalog & mail-order houses • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 15, 2019, by and between UBID HOLDINGS, INC., a Delaware corporation (the “Company”), and EMA FINANCIAL, LLC, a Delaware limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the securities purchase agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT UBID HOLDINGS, INC.Common Stock Purchase Warrant • November 17th, 2020 • RDE, Inc. • Retail-catalog & mail-order houses • New York
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the $112,750.00 convertible note to the Holder (as defined below) of even date) (the “Note”), EMA Financial, LLC, a Delaware limited liability company (including any permitted and registered 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 of issuance hereof, to purchase from uBid Holdings, Inc., a Delaware corporation (the “Company”), up to 2,800,000 shares of Common Stock (as defined below) (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated August 15, 2019, by and among the Company and the Hol
COMMON STOCK PURCHASE WARRANTXcraft Enterprises, LLC • September 17th, 2020 • Aircraft • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, StartEngine Crowdfunding, Inc. 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 “Initial Exercise Date”) and on or prior to the close of business on the 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from [COMPANY], xCraftEnterprises a Delaware corporation (the “Company”), up to _________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“Common Stock”); provided, however, the number of Warrant Shares issuable hereunder shall increase by 25% on each 6-month anniversary of the Initial Exercise Date if, prior to such date, a Liquidity Event has not occurred. The purchase price of one share of Common Stock under this Warrant shall be equal to the
MUSCLE MAKER, INC COMMON STOCK PURCHASE WARRANTMuscle Maker, Inc. • September 21st, 2017 • Retail-eating & drinking places • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Tripoint Global Equities, LLC 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 that is 180 days after the qualification date of the Offering Statement (the “Initial Exercise Date”) and on or before the close of business on the five (5) year anniversary of the qualification date of the Offering Statement (the “Termination Date”) but not thereafter, to subscribe for and purchase from Muscle Maker, Inc, a California corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
COMMON STOCK PURCHASE WARRANT [COMPANY]Elio Motors, Inc. • October 21st, 2015 • Motor vehicles & passenger car bodies • New York
THIS COMMON STOCK PURCHASE WARRANT (the “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 “Initial Exercise Date”) and on or prior to the close of business on the third anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ELIO MOTORS, INC., an Arizona corporation (the “Company”), up to _________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“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).
Form of Underwriter’s Warrant Agreement]Prometheum, Inc. • April 20th, 2021 • Security & commodity brokers, dealers, exchanges & services • New York
THIS COMMON STOCK PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [ ] [DATE THAT IS SIX MONTHS FROM THE CLOSING DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [ ] [DATE THAT IS FIVE YEARS FROM THE QUALIFICATION DATE (AS DEFINED BELOW) OF THE OFFERING].
GME INNOTAINMENT, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • December 3rd, 2021 • Gme Innotainment, Inc. • Commercial printing • Florida
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.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 22nd, 2020 • RDE, Inc. • Retail-catalog & mail-order houses • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 6, 2019, is entered into by and between UBid Holdings, Inc., a Delaware corporation (the “Company”), and EMA Financial, LLC, a Delaware limited liability company (the “Purchaser”).
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • September 30th, 2021 • NEXGENT Inc. • Delaware
THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of November 27, 2018 by and among NEXGENT Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
Broker-Dealer AgreementBroker-Dealer Agreement • February 22nd, 2022 • My Racehorse CA LLC • Retail-miscellaneous retail
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between My Racehorse C.A., LLC (“Client”), a Nevada Series Limited Liability Company, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of July 10, 2020 (the “Effective Date”):
CR GLOBAL HOLDINGS, INC. SUBSCRIPTION AGREEMENT NOTICE TO INVESTORSSubscription Agreement • December 23rd, 2020 • CR Global Holdings, Inc. • Real estate agents & managers (for others) • Virginia
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.
SERIES OPERATING AGREEMENT OF LANDA APP LLC - 1910 GROVE WAY HAMPTON GA LLCSeries Operating Agreement • December 20th, 2021 • Landa App LLC • Real estate
THIS SERIES OPERATING AGREEMENT (this “Agreement”) of LANDA APP LLC - 1910 GROVE WAY HAMPTON GA LLC, dated as of July 12, 2021, by and between LANDA APP LLC - 1910 GROVE WAY HAMPTON GA LLC, a registered Delaware series of Landa App LLC (the “Series”), Landa App LLC, a Delaware limited liability company (the “Company”), Landa Holdings, Inc., a Delaware corporation (the “Manager”) and the members of the Series, each listed on Schedule A attached hereto (the “Members,” and together with the Series, the Company and the Manager the “Parties”) Capitalized terms used herein and not otherwise defined are used as defined in the Limited Liability Company Agreement of the Company, dated as of September 14, 2020 (as may be amended from time to time, the “Master Agreement”).
Broker-Dealer AgreementBroker-Dealer Agreement • July 11th, 2023 • The3rdBevco Inc. • Beverages
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between The3rdBevco Inc. (“Client”), a New York Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of July 11, 2023 (the “Effective Date”):
WARRANT TO PURCHASE SHARES OF SERIES S PREFERREDKnightscope, Inc. • July 18th, 2019 • Communications equipment, nec • Delaware
THIS CERTIFIES THAT, for value received, Proud Ventures KS LLC, or its registered assigns (the “Holder”), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from Knightscope, Inc., a Delaware corporation (the “Company”), 86,000 shares of the Company’s Series S Preferred Stock, $0.001 par value per share (the “Shares”), in the amounts, at such times and at the price per share set forth in Section 1. The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued in connection with the transactions described in the Note and Warrant Purchase Agreement dated as of or about the date hereof between the Company and Holder (the “Purchase Agreement”).
SUBSCRIPTION AGREEMENT REGULATION A SHARESSubscription Agreement • October 13th, 2023 • Cam Group, Inc. • Services-advertising • Nevada
THIS SUBSCRIPTION AGREEMENT made as of the day of , 2023, between CAM Group, Inc.., a corporation organized under the laws of the State of Nevada, (the “Company”), and the undersigned (the “Subscriber” and together with each of the other subscribers in the Offering (defined below), the “Subscribers”).
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING [*], 2023, WHICH IS THE COMMENCEMENT OF SALES OF SHARES OF COMMON STOCK IN THE OFFERING:...Common Stock Purchase Warrant • August 22nd, 2023 • Autonomix Medical, Inc. • Surgical & medical instruments & apparatus • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [*], 20[23] (THE DATE OF ISSUANCE), AND IT WILL BE VOID AFTER 5:00 P.M., EASTERN TIME, [*], 2028 (THE DATE THAT IS FIVE YEARS FROM COMMENCEMENT OF SALES OF SHARES OF COMMON STOCK IN THE OFFERING).
Operating Agreement THE HOLIDAY LIFESTYLE FUND 1 L.L.C. A Florida Limited Liability CompanyOperating Agreement • August 23rd, 2021 • Holiday Lifestyle Fund I • Real estate • Florida
COMMON STOCK PURCHASE WARRANT MONOGRAM ORTHOPAEDICS, INC.Monogram Orthopaedics Inc • October 14th, 2020 • Surgical & medical instruments & apparatus • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, StartEngine Primary, LLC 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 “Initial Exercise Date”) and on or prior to the close of business on the earlier of the 5 year anniversary of the Initial Exercise Date and [DATE FIVE YEARS AFTER DATE OF QUALIFIED OFFERING] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Monogram Orthopaedics, Inc., a Delaware corporation (the “Company”), up to _________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“Common Stock”); provided. 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).
PACIFIC SOFTWARE, INC. SUBSCRIPTION AGREEMENTAgreement • January 25th, 2021 • Pacific Software, Inc. • Retail-eating & drinking places • Nevada
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.
WARRANT TO PURCHASE SHARES OF SERIES M-3 PREFERRED of KNIGHTSCOPE, INC.Knightscope, Inc. • November 23rd, 2021 • Communications equipment, nec • California
THIS CERTIFIES THAT, for value received, Andrew Brown, or its registered assigns (the "Holder''), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from Knightscope, Inc., a Delaware corporation (the "Company"), 692,571 shares of the Company's Series m-3 Preferred Stock, $0.001 par value per share (the "Shares"), in the amounts, at such times and at the price per share set forth in Section 1. The term "Warrant' as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued in connection with the transactions described in the Series m-3 Preferred Stock Purchase Agreement dated as of or about the date hereof between the Company and Holder (the "Purchase Agreement').
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 28th, 2015 • Elio Motors, Inc.
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March __, 2015, among Elio Motors, Inc., an Arizona corporation (the “Company”) and the several purchasers signatory hereto (each such purchaser, a “Holder” and, collectively, the “Holders”).
STOCK RESTRICTION AGREEMENTStock Restriction Agreement • October 10th, 2017 • VirtualArmour International Inc. • Services-computer processing & data preparation • British Columbia
VIRTUALARMOR INTERNATIONAL INC., a company incorporated under the laws of Colorado, USA with a head office of suite 301 – 10901 West Toller Drive, Littleton, CO 80127
RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTSale Agreement • September 30th, 2021 • NEXGENT Inc. • Delaware
THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”), is made as of November 27, 2018 by and among NEXGENT Inc., a Delaware corporation (the “Company”), the Investors listed on Schedule A and the Key Holders listed on Schedule B.
WARRANT AGREEMENTWarrant Agreement • May 18th, 2023 • Cloudastructure, Inc. • Services-computer programming, data processing, etc. • New York
This Warrant Agreement made as of [___________], 2023 (this “Agreement”), is between Cloudastructure, Inc., a Delaware corporation, with offices at 55 E 3rd Ave., San Mateo California 94401 (the “Company”), and DealMaker Transfer Agent LLC, with offices at 16540 Pointe Village Drive, Suite 201J, Lutz FL 33558 (the “Warrant Agent”).
Minimum: 1,875,000 Shares of Common Stock Maximum: 6,250,000 Shares of Common Stock $0.0001 par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • November 21st, 2016 • ShiftPixy, Inc. • Services-employment agencies • California
ShiftPixy, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained in this Underwriting Agreement (this “Agreement”), to issue and sell a minimum of 1,875,000 shares and up to a maximum of 6,250,000 shares of its common stock, $0.0001 par value per share (the “Common Stock”), to investors (collectively, the “Investors”) in an initial public offering pursuant to Regulation A through you as underwriters (collectively the “Underwriters”), acting on a best efforts basis only, in connection with such sales. The parties agree that W.R. Hambrecht + Co., LLC shall act as the representative Underwriter (the “Representative Underwriter”). The shares of Common Stock to be sold in this offering are referred to herein as the “Shares.” The Shares are more fully described in the Offering Statement (as hereinafter defined).
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 14th, 2020 • Golden Cacao Corp • Colorado
THIS AGREEMENT (the "Agreement") is made and entered into as of September 1, 2020 between Golden Cacao Corporation, a Colorado corporation (the "Company"), and Christopher Werner, John Vogel, and Raul Lacayo (collectively the "Indemnitee").
a Delaware limited liability company AND UMB Bank, N.A. Trustee INDENTURE Dated as of ________, 2024 Debt SecuritiesMCI Income Fund VII, LLC • January 26th, 2024 • Real estate • Delaware
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of secured debt securities (hereinafter referred to as the “Bonds”) to be issued as registered Bonds without coupons, to be authenticated by the certificate of the Trustee;
COMMON STOCK PURCHASE WARRANT CNS Pharmaceuticals Inc.CNS Pharmaceuticals, Inc. • June 15th, 2018 • Pharmaceutical preparations • Texas
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________ (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” (which is the Issue Date) and on or prior to the close of business on the fifth (5th) anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from CNS Pharmaceuticals Inc, a Delaware corporation (the “Company”), up to ________________ shares (the “Warrant Shares”) of 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).
FORM OF REGISTRATION RIGHTS AGREEMENT by and among AeroClean Technologies, Inc. Amin J. Khoury and the Holders Dated as of [●], 2021Assumption Agreement • September 21st, 2021 • AeroClean Technologies, LLC • Industrial & commercial fans & blowers & air purifing equip • New York
REGISTRATION RIGHTS AGREEMENT, dated as of [●], 2021 (this “Agreement”), by and among (i) AeroClean Technologies, Inc., a Delaware corporation (the “Company”), (ii) Amin J. Khoury (together with his permitted transferees, collectively, the “Shareholder”) and (iii) the Holders (as defined below).
Form of Warrant Form of Underwriter’s Warrant AgreementClubhouse Media Group, Inc. • May 28th, 2021 • Services-amusement & recreation services • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [●], 20__ [DATE ON WHICH THE OFFERING IS QUALIFIED]. VOID AFTER 5:00 P.M., EASTERN TIME, [●], 20__ [DATE THAT IS FIVE YEARS FROM THE DATE ON WHICH THE OFFERING IS QUALIFIED].
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • November 18th, 2022 • MCI Income Fund VII, LLC • Delaware
THIS PLEDGE AND SECURITY AGREEMENT (this “Security Agreement”) is entered into as of ___________, 2022, by and among MCI Income Fund VII, LLC, a Delaware limited liability company (“Grantor”), and UMB Bank, N.A., in its capacity as indenture trustee under the Indenture (as defined below) and collateral agent hereunder (the “Trustee”), for the benefit of the holders of Class A Bonds and Class B Bonds issued by Grantor under the Indenture (as defined in the Indenture).
KEEN HOME INC. INVESTORS’ RIGHTS AGREEMENT May 2, 2014Investors’ Rights Agreement • December 23rd, 2016 • Keen Home Inc. • Services-prepackaged software • Delaware
This Investors’ Rights Agreement (this “Agreement”) is dated as of May 2, 2014, and is made by and among Keen Home Inc., a Delaware corporation (the “Company”), and the persons and entities listed on Exhibit A (each, an “Investor” and collectively, the “Investors”).
WARRANT TO PURCHASE SHARES OF COMMON STOCK of CLOUDASTRUCTURE, INC. Dated as of [insert date] Void after the date specified in Section 8Cloudastructure, Inc. • May 18th, 2023 • Services-computer programming, data processing, etc. • Delaware
THIS CERTIFIES THAT, for value received, [insert name of warrant holder], or its registered assigns (the “Holder”), is entitled to purchase from Cloudastructure, Inc., a Delaware corporation (the “Company”), shares of the Company’s Class A Common Stock, $0.0001 par value per share (the “Shares”), in the amounts, at such times and at the price per share set forth in Section 1, subject to the provisions and upon the terms and conditions set forth herein and in the Warrant Agreement dated as of ______ 20__ (the “Warrant Agreement”) between the Company and DealMaker Transfer Agent LLC (the “Warrant Agent”). The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued as part of an offering of securities by the Company pursuant to Regulation A under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to an offering circular dated ______, 20__as supplemented or amend
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 8th, 2018 • Item Banc • South Carolina
THIS AGREEMENT (the "Agreement") is made and entered into as sf June 4, 2018 between ITEM RANC, Inc., a South Carolina corporation (the "Company"), and Virginia Robertson, Henri Thompson, Joran Gitterman and Anthony Short (collectiveey the "Indemnitee").
