Subscription Agreement Sample Contracts

Enstar Group LTD – SUBSCRIPTION AGREEMENT (March 1st, 2019)

This SUBSCRIPTION AGREEMENT, dated as of December 11, 2018 (this “Agreement”), is between Enhanzed Reinsurance Ltd., a Bermuda Class E insurer and a to-be licensed Class 4 insurer (the “Company”), and Cavello Bay Reinsurance Limited, a company formed under the laws of Bermuda (the “Investor”).

Rito Group Corp. – Subscription Agreement (February 28th, 2019)

This Subscription Agreement (this “Agreement”) is made and entered into as of February 25, 2019 by and between RITO GROUP CORP., a Nevada corporation (the “Company”) and the undersigned (the “Purchaser”). The Purchaser, together with the Company shall be referred to as the “Parties”.

Tanzanian Royalty Exploration Corp – SUBSCRIPTION AGREEMENT (February 27th, 2019)

The undersigned (the “Investor”) hereby confirms its agreement with Tanzanian Royalty Exploration Corporation, a corporation formed under the Business Corporations Act (Alberta) (the “Company”), as follows:

Zamee Corp. – SUBSCRIPTION AGREEMENT September 19, 2018 (February 27th, 2019)
Petro River Oil Corp. – HORIZON ENERGY ACQUISITION, LLC SUBSCRIPTION AGREEMENT (February 27th, 2019)

Horizon Energy Acquisition, LLC, a Delaware limited liability company (the “Company”), hereby confirms to you, as the undersigned purchaser identified in this Subscription Agreement (this “Agreement”), the following:

Charmt, Inc. – SUBSCRIPTION AGREEMENT (February 25th, 2019)

The undersigned (the “Subscriber”), expresses the desire to become a holder of common shares (the “Shares”) of Charmt, Inc., a corporation organized under the laws of the state of Nevada (the “Company”).

Rito Group Corp. – Subscription Agreement (February 22nd, 2019)

This Subscription Agreement (this “Agreement”) is made and entered into as of February 21, 2019 by and between RITO GROUP CORP., a Nevada corporation (the “Company”) and the undersigned (the “Purchaser”). The Purchaser, together with the Company shall be referred to as the “Parties”.

Alliance Resource Partners Lp – SUBSCRIPTION AGREEMENT FOR PARTNERSHIP INTEREST IN ALLDALE MINERALS, LP (February 22nd, 2019)

The undersigned, Alliance Resource Partners, L.P., a Delaware limited partnership ("Subscriber"), and ALLDALE MINERALS, LP, a Texas limited partnership (the "Partnership"), and AllDale Minerals Management, LLC, a Texas limited liability company (the "General Partner"), hereby agree as follows:

Chicken Soup for the Soul Entertainment, Inc. – Subscription Agreement (February 22nd, 2019)

This subscription agreement (this “Subscription”) is dated February 22, 2019, by and between the investor identified on the signature page hereto (the “Investor”) and Chicken Soup for the Soul Entertainment, Inc., a Delaware corporation (the “Company”), whereby the parties agree as follows:

Alliance Resource Partners Lp – SUBSCRIPTION AGREEMENT FOR PARTNERSHIP INTEREST IN ALLDALE MINERALS II, LP (February 22nd, 2019)

The undersigned, Alliance Resource Partners, L.P., a Delaware limited partnership ("Subscriber"), and ALLDALE MINERALS II, LP, a Texas limited partnership (the "Partnership"), and AllDale Minerals Management II, LLC, a Texas limited liability company (the "General Partner"), hereby agree as follows:

Alliance Resource Partners Lp – SUBSCRIPTION AGREEMENT FOR PARTNERSHIP INTEREST IN ALLDALE MINERALS, LP (February 22nd, 2019)

The undersigned, Alliance Resource Partners, L.P., a Delaware limited partnership ("Subscriber"), and ALLDALE MINERALS, LP, a Texas limited partnership (the "Partnership"), and AllDale Minerals Management, LLC, a Texas limited liability company (the "General Partner"), hereby agree as follows:

Chicken Soup for the Soul Entertainment, Inc. – Subscription Agreement (February 22nd, 2019)

This subscription agreement (this “Subscription”) is dated February 20, 2019, by and between the investor identified on the signature page hereto (the “Investor”) and Chicken Soup for the Soul Entertainment, Inc., a Delaware corporation (the “Company”), whereby the parties agree as follows:

Alliance Resource Partners Lp – SUBSCRIPTION AGREEMENT FOR PARTNERSHIP INTEREST IN ALLDALE MINERALS II, LP (February 22nd, 2019)

The undersigned, Alliance Resource Partners, L.P., a Delaware limited partnership ("Subscriber"), and ALLDALE MINERALS II, LP, a Texas limited partnership (the "Partnership"), and AllDale Minerals Management II, LLC, a Texas limited liability company (the "General Partner"), hereby agree as follows:

Chicken Soup for the Soul Entertainment, Inc. – Subscription Agreement (February 22nd, 2019)

This subscription agreement (this “Subscription”) is dated February 21, 2019, by and between the investor identified on the signature page hereto (the “Investor”) and Chicken Soup for the Soul Entertainment, Inc., a Delaware corporation (the “Company”), whereby the parties agree as follows:

Exactus, Inc. – SUBSCRIPTION AGREEMENT EXACTUS, INC. (February 21st, 2019)

Exactus, Inc., a Nevada corporation (hereinafter the "Company") and the undersigned (hereinafter the “Subscriber”) agree as follows:

Empire Resorts Inc – SUBSCRIPTION AGREEMENT (February 20th, 2019)

THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is made and entered into as of February 20, 2019, by and among Empire Resorts, Inc., a Delaware corporation (the “Company”), and Kien Huat Realty III Limited, a corporation organized in the Isle of Man (the “Purchaser”).

Chicken Soup for the Soul Entertainment, Inc. – Subscription Agreement (February 19th, 2019)

This subscription agreement (this “Subscription”) is dated February 13, 2019, by and between the investor identified on the signature page hereto (the “Investor”) and Chicken Soup for the Soul Entertainment, Inc., a Delaware corporation (the “Company”), whereby the parties agree as follows:

Emergent Capital, Inc. – SUBSCRIPTION AGREEMENT (February 15th, 2019)

The undersigned (the “Investor”) hereby confirms its agreement with Emergent Capital, Inc., a Florida corporation (the “Company”), as follows:

Workhorse Group Inc. – WORKHORSE GROUP INC. SHARES OF COMMON STOCK SUBSCRIPTION AGREEMENT (February 15th, 2019)

This Agreement, dated as of February 11, 2019, is made and entered into between Workhorse Group Inc., a Nevada corporation (the “Company”), and _____________________________ (the “Investor”). This Agreement sets forth the terms under which the Investor will purchase from the Company ________________ shares of the Company’s $0.001 par value per share Common Stock (the “Shares” or the “Securities”) for a purchase price of $0.____ per share and an aggregate purchase price of $_________________________ (the “Purchase Price”) as set forth below.

GTY Technology Holdings Inc. – SUBSCRIPTION AGREEMENT (February 14th, 2019)

GTY Technology Holdings Inc., a Cayman Islands exempted company (“GTY”), has entered into agreements (collectively, the “Business Combination Agreements”) for a business combination (the “Business Combination”) with CityBase, Inc., Bonfire Interactive Ltd., eCivis Inc., Open Counter Enterprises Inc., Questica Inc. and Questica USCDN Inc. and Sherpa Government Solutions LLC (collectively, the “Targets”). In connection with the Business Combination, GTY is seeking commitments from interested investors to purchase Class A ordinary shares of GTY, par value $0.0001 per share (including any shares in any successor entity issued in exchange therefor in connection with the Business Combination “Class A Ordinary Shares”), for a purchase price of $10.00 per share, in a private placement (the “Private Placement”). The undersigned wishes to purchase Class A Ordinary Shares in such private placement on the terms and conditions set forth herein, and, accordingly, the undersigned and GTY hereby agree

Gates Industrial Corp Plc – MANAGEMENT EQUITY SUBSCRIPTION AGREEMENT (February 14th, 2019)

THIS MANAGEMENT EQUITY SUBSCRIPTION AGREEMENT (the “Agreement”) by and between Gates Industrial Corporation plc, a company registered in England and Wales (the “Company”), and the individual named on the Participant Master Signature Page hereto (the “Participant”) is made on the date set forth on such Participant Master Signature Page.

DiamondPeak Holdings Corp. – SUBSCRIPTION AGREEMENT (February 14th, 2019)

This Subscription Agreement (this “Agreement”) is entered into as of __, 2019 between DiamondPeak Holdings Corp., a Delaware corporation (the “Company”), DiamondPeak Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and [BlackRock Entity] (the “Purchaser”).

Predictive Technology Group, Inc. – AMENDMENT NO. 1 TO THE SECOND AMENDED AND RESTATED SUBSCRIPTION AGREEMENT (February 14th, 2019)

THIS AMENDMENT NO. 1 TO THE SECOND AMENDED AND RESTATED SUBSCRIPTION AGREEMENT (the “Amendment”) is made and entered into to be effective as of January 1, 2019 by and between by and between JUNEAU BIOSCIENCES, LLC ("Juneau") and PREDICTIVE TECHNOLOGY GROUP, INC. ("Predictive").

Bullfrog Gold Corp. – SUBSCRIPTION AGREEMENT (February 14th, 2019)

This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in Bullfrog Gold Corp., a Delaware corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of units (“Units”), with each Unit consisting of one (1) share of the Company’s common stock and a warrant, as more fully described below, at a purchase price of Five Cents ($0.05) per Unit (the “Purchase Price”). Each Unit will consist of: (i) one(1) share of the Company’s common stock (the “Common Stock”), par value $0.0001 per share (the “Shares”) (or, at the election of any purchaser who would, as a result of purchase of Units become a beneficial owner of five (5%) percent or greater of the outstanding Common Stock of the Company, one share of the Company’s Series B Preferred Stock, par value $0.0001 per share, which is convertible into one (1) share of Common Stock, with s

Gnc Holdings, Inc. – AMENDMENT TO MASTER REORGANIZATION AND SUBSCRIPTION AGREEMENT (February 13th, 2019)

THIS AMENDMENT TO MASTER REORGANIZATION AND SUBSCRIPTION AGREEMENT (this “Amendment”), dated as of February 13, 2019, is entered into by and among:

Brain Scientific Inc. – SUBSCRIPTION AGREEMENT (February 11th, 2019)

This Subscription Agreement (this “Agreement”) is made as of the date set forth on the signature page hereto, by and among Brain Scientific Inc., a Nevada corporation (the “Company”), and the subscriber identified on the signature pages hereto (the “Subscriber”).

Hennessy Capital Acquisition Corp IV – SUBSCRIPTION AGREEMENT (February 11th, 2019)

This Subscription Agreement (this “Agreement”) is entered into as of February __, 2019 between Hennessy Capital Acquisition Corp. IV, a Delaware corporation (the “Company”), Hennessy Capital Partners IV LLC, a Delaware limited liability company (the “Sponsor”) and [BlackRock Entity] (the “Purchaser”).

Rito Group Corp. – Subscription Agreement (February 11th, 2019)

This Subscription Agreement (this “Agreement”) is made and entered into as of February 8, 2019 by and between RITO GROUP CORP., a Nevada corporation (the “Company”) and the undersigned (the “Purchaser”). The Purchaser, together with the Company shall be referred to as the “Parties”.

EVO Transportation & Energy Services, Inc. – EVO Transportation & Energy Services, Inc. SUBSCRIPTION AGREEMENT (February 7th, 2019)

This Subscription Agreement (this “Agreement”) is made as of February 1, 2019 between EVO Transportation & Energy Services, Inc., a Delaware corporation (the “Company”) and Ursula Lampsa (the “Subscriber”).

EVO Transportation & Energy Services, Inc. – EVO Transportation & Energy Services, Inc. SUBSCRIPTION AGREEMENT (February 7th, 2019)

This Subscription Agreement (this “Agreement”) is made as of February 1, 2019 between EVO Transportation & Energy Services, Inc., a Delaware corporation (the “Company”) and John Lampsa (the “Subscriber”).

Originclear, Inc. – SUBSCRIPTION AGREEMENT (February 6th, 2019)

Subscription Agreement between the Company, and purchaser identified on the signature page to this Agreement (the “Subscriber”), and is being delivered to the Subscriber in connection with its investment in OriginClear, Inc., a Nevada corporation (the “Company”). The Company is conducting a private placement (the “Offering”) for an amount of up to $2,000,000 of Units, each Unit consisting of (i) 100 shares (the “Series G Preferred Shares”) of the Company’s newly created Series G Preferred Stock, having the rights set forth the Certificate of Designation of Series G Preferred Stock substantially in the form of Exhibit A hereto (the “Series G Certificate of Designation”), and (ii) shares of common stock of the Company, in an amount determined by dividing $50,000by the closing price of the common stock on the date the Company has banked funds and received executed subscription documents and the purchase price under the Subscription Agreement from the investor (the “Common Shares”; the Uni

Gty Govtech, Inc. – SUBSCRIPTION AGREEMENT (February 5th, 2019)

GTY Technology Holdings Inc., a Cayman Islands exempted company (“GTY”), has entered into agreements (collectively, the “Business Combination Agreements”) for a business combination (the “Business Combination”) with CityBase, Inc., Bonfire Interactive Ltd., eCivis Inc., Open Counter Enterprises Inc., Questica Inc. and Questica USCDN Inc. and Sherpa Government Solutions LLC (collectively, the “Targets”). In connection with the Business Combination, GTY is seeking commitments from interested investors to purchase Class A ordinary shares of GTY, par value $0.0001 per share (“Class A Ordinary Shares”), for a purchase price of $10.00 per share (implying a 2.5% discount from the expected per share trust value at closing), in a private placement (the “Private Placement”). The undersigned wishes to purchase Class A Ordinary Shares in such private placement on the terms and conditions set forth herein. Accordingly, the undersigned and GTY hereby agree as follows:

GTY Technology Holdings Inc. – SUBSCRIPTION AGREEMENT (February 5th, 2019)

GTY Technology Holdings Inc., a Cayman Islands exempted company (“GTY”), has entered into agreements (collectively, the “Business Combination Agreements”) for a business combination (the “Business Combination”) with CityBase, Inc., Bonfire Interactive Ltd., eCivis Inc., Open Counter Enterprises Inc., Questica Inc. and Questica USCDN Inc. and Sherpa Government Solutions LLC (collectively, the “Targets”). In connection with the Business Combination, GTY is seeking commitments from interested investors to purchase Class A ordinary shares of GTY, par value $0.0001 per share (“Class A Ordinary Shares”), for a purchase price of $10.00 per share (implying a 2.5% discount from the expected per share trust value at closing), in a private placement (the “Private Placement”). The undersigned wishes to purchase Class A Ordinary Shares in such private placement on the terms and conditions set forth herein. Accordingly, the undersigned and GTY hereby agree as follows:

GTY Technology Holdings Inc. – SUBSCRIPTION AGREEMENT1 (February 4th, 2019)

GTY Technology Holdings Inc., a Cayman Islands exempted company (“GTY”), has entered into agreements (collectively, the “Business Combination Agreements”) for a business combination (the “Business Combination”) with CityBase, Inc., Bonfire Interactive Ltd., eCivis Inc., Open Counter Enterprises Inc., Questica Inc. and Questica USCDN Inc. and Sherpa Government Solutions LLC (collectively, the “Targets”). In connection with the Business Combination, GTY is seeking commitments from interested investors to purchase Class A ordinary shares of GTY, par value $0.0001 per share (including any shares in any successor entity issued in exchange therefor in connection with the Business Combination, “Class A Ordinary Shares”), for a purchase price of $10.00 per share (implying a 2.5% discount from the expected per share trust value at closing) (the “Per Share Purchase Price”), in a private placement (the “Private Placement”). The undersigned wishes to purchase Class A Ordinary Shares in such privat

Gty Govtech, Inc. – SUBSCRIPTION AGREEMENT1 (February 4th, 2019)

GTY Technology Holdings Inc., a Cayman Islands exempted company (“GTY”), has entered into agreements (collectively, the “Business Combination Agreements”) for a business combination (the “Business Combination”) with CityBase, Inc., Bonfire Interactive Ltd., eCivis Inc., Open Counter Enterprises Inc., Questica Inc. and Questica USCDN Inc. and Sherpa Government Solutions LLC (collectively, the “Targets”). In connection with the Business Combination, GTY is seeking commitments from interested investors to purchase Class A ordinary shares of GTY, par value $0.0001 per share (including any shares in any successor entity issued in exchange therefor in connection with the Business Combination, “Class A Ordinary Shares”), for a purchase price of $10.00 per share (implying a 2.5% discount from the expected per share trust value at closing) (the “Per Share Purchase Price”), in a private placement (the “Private Placement”). The undersigned wishes to purchase Class A Ordinary Shares in such privat