Subscription Agreement Sample Contracts

Subscription Agreement

A subscription agreement defines the terms and conditions for the purchase of newly issued shares of stocks or bonds.  It is as way for small businesses in particular to secure funding through "silent partners."  Subscription agreements include terms such as the names of the parties to the agreement, the number of shares, and the price of the shares.

CLS Holdings USA, Inc. – Subscription Agreement (November 6th, 2018)

This Subscription Agreement is made by and between CLS Holdings USA, Inc., a Nevada corporation (the "Company"), and the undersigned person (the "Investor") who is subscribing hereby for the Company's securities set forth below. In consideration of the Company's agreement to sell the securities to the Investor, upon the terms and conditions and based on the disclosure set forth herein, the Investor and the Company agree and represent as follows:

Fortuneswell Corp – FORTUNESWELL CORPORATION Subscription Agreement (October 30th, 2018)
Alberton Acquisition Corp – AMENDED AND RESTATED SUBSCRIPTION AGREEMENT (Agreement for Private Placement of Units) (October 29th, 2018)

Alberton Acquisition Corporation (the "Company") is a British Virgin Island corporation formed as a special purpose acquisition company (a "SPAC") to acquire one or more businesses or entities (a "Business Combination").

VistaGen Therapeutics, Inc. – Subscription Agreement Units (October 29th, 2018)

Subscription. The undersigned (the "Subscriber") hereby irrevocably subscribes for and agrees to purchase from the Company the number of units of the Company ("Units") at the price and for the aggregate consideration set forth in Box A of Section 7 below (the "Subscription Price"). Each Unit will consist of (i) one share of the Company's Common Stock, par value $0.001 per share ("Common Stock"); and (ii) an immediately exercisable warrant to purchase one (1) unregistered share of the Company's Common Stock (the "Warrant Shares") of the Company at a price equal to the closing quoted market price per share of the Company's Common Stock on the Nasdaq Capital Market on the effective date of each Subscriber's Subscription Agreement, which shall be defined as the date on which the Company receives Subscriber's investment funds (the "Effective Date") for a period of four (4) years following the Effective Date (each warrant to purchase shares of Common Stock, a "Warrant"). The Subscription Pri

Boxwood Merger Corp. – Subscription Agreement (October 26th, 2018)

This Subscription Agreement is entered into by and between the undersigned subscriber, M Acquisition III Sponsor, LLC, a Delaware limited liability company (the "Subscriber"), and M Acquisition Company III Corporation., a Delaware corporation (the "Company" ), as of June 28, 2017. The Subscriber and the Company hereby agree that:

Sentinel Energy Services Inc. – Subscription Agreement (October 19th, 2018)

This SUBSCRIPTION AGREEMENT (this "Subscription Agreement") is entered into on October 18, 2018, by and between Sentinel Energy Services Inc., a Cayman Islands exempted company (which, as described below, shall be domesticated as a Delaware corporation prior to the closing of the Transaction (as defined herein) and in connection therewith change its name to Strike, Inc.) (the "Company"), and the subscribers listed on Schedule A hereto (each such subscriber a "Subscriber" and together, the "Subscribers").

Sentinel Energy Services Inc. – Subscription Agreement (October 19th, 2018)

This SUBSCRIPTION AGREEMENT (this "Subscription Agreement") is entered into on October 18, 2018, by and between Sentinel Energy Services Inc., a Cayman Islands exempted company (which, as described below, shall be domesticated as a Delaware corporation prior to the closing of the Transaction (as defined herein) and in connection therewith change its name to Strike, Inc.) (the "Company"), and the undersigned subscriber (the "Subscriber").

United Capital Consultants Inc. – Subscription Agreement (October 18th, 2018)

The undersigned (the "Subscriber"), desires to become a holder of common shares (the "Shares") of United Capital Consultants, Inc., a corporation organized under the laws of the state of Delaware (the "Company").

NGFC Equities, Inc. – Subscription Agreement (October 16th, 2018)

The undersigned (the "Subscriber"), desires to become a holder of common shares (the "Shares") of AMERICAN RESOURCES CORPORATION, a corporation organized under the laws of the state of Florida (the "Company"); one share of Common Stock has a par value $0.0001 per share. Accordingly, the Subscriber hereby agrees as follows:

Bionik Laboratories Corp. – Subscription Agreement (October 12th, 2018)

This Subscription Agreement (this "Agreement") is made as of the date set forth on the signature page hereto, by and among Bionik Laboratories Corp., a Delaware corporation (the "Company"), and the subscribers identified on the signature pages hereto (each, a "Subscriber" and collectively, the "Subscribers").

Subscription Agreement for Accredited Investors Falconstor Software, Inc. (October 11th, 2018)

THE UNITS, INCLUDING THE SHARES OF SERIES A CONVERTIBLE PREFERRED STOCK AND FINANCING WARRANTS COMPRISING SUCH UNITS AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE CONVERSION OR EXERCISE OF SUCH SECURITIES, AS APPLICABLE (THE "UNIT COMPONENTS"), OFFERED HEREBY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). ANY SALE OF UNITS AND UNIT COMPONENTS IS MADE IN RELIANCE UPON EXEMPTIONS FROM REGISTRATION AND QUALIFICATION AS PROVIDED IN THE SECURITIES ACT AND APPLICABLE STATE LAW. THE UNITS AND UNIT COMPONENTS HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION, OR ANY STATE SECURITIES COMMISSION OR OTHER REGULATORY AUTHORITY, NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THIS SUBSCRIPTION AGREEMENT. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.

Tel-Instrument Electronics Corp. – Subscription Agreement (October 9th, 2018)

THIS SUBSCRIPTION AGREEMENT (this "Agreement"), dated as of October ____, 2018 by and between Tel-Instrument Electronics Corp., a New Jersey corporation with its headquarters located at One Branca Road, East Rutherford, NJ 07073 (the "Company"), and the subscriber identified on the signature page hereto (the "Subscriber").

Alberton Acquisition Corp – SUBSCRIPTION AGREEMENT (Agreement for Private Placement of Units) (October 9th, 2018)

Alberton Acquisition Corporation (the "Company") is a British Virgin Island corporation formed as a special purpose acquisition company (a "SPAC") to acquire one or more businesses or entities (a "Business Combination").

STUDIO CITY INTERNATIONAL HOLDINGS Ltd – Subscription Agreement (October 9th, 2018)
Assisted 4 Living, Inc. – Assisted 4 Living, Inc. Subscription Agreement (October 9th, 2018)

The undersigned investor in this Subscription Agreement hereby acknowledges receipt of the Prospectus, dated __________________, 2018, of Assisted 4 Living, Inc., a Nevada corporation (the "Company"), and subscribes for the following number of shares upon the terms and conditions set forth in the Prospectus.

Cyberspace Vita, Inc. – Subscription Agreement (October 5th, 2018)

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 GSRX Industries Inc., formerly Green Spirit Industries Inc., a Nevada corporation (the "Company"). The Company is conducting a private placement offering (the "Offering") of up to One Million Five Hundred Thousand Dollars ($1,500,000) (the "Maximum Offering") of units of securities of the Company (each, a "Unit" and collectively, the "Units"), at a purchase price of $1.25 per Unit (the "Purchase Price"). Each Unit consists of (i) one (1) share of the Company's common stock, par value $0.001 per share (the "Shares"), and (ii) warrants to purchase shares of the Company's common stock, par value $0.001 per share (the "Warrants"). The number of shares underlying each Warrant shall be equal to 50% of the number of Shares issued to the Subscriber under this Agreement; provided, however, that no fractional

Subscription Agreement (October 4th, 2018)

This Subscription Agreement (this "Agreement") is dated as of the date set forth on the signature page hereto between Air Industries Group, a Nevada corporation (the "Company"), and the party identified on the signature page hereto as the "Purchaser."

Tencent Music Entertainment Group – SUBSCRIPTION AGREEMENT by and Among TENCENT MUSIC ENTERTAINMENT GROUP, TENCENT MUSIC ENTERTAINMENT HONG KONG LIMITED, SPOTIFY TECHNOLOGY S.A. And SPOTIFY AB DATED AS OF DECEMBER 8, 2017 (October 2nd, 2018)
Elite Performance Holding Corp – Subscription Agreement (October 2nd, 2018)
Oaktree Strategic Income II, Inc. – Subscription Agreement (October 2nd, 2018)
Rito Group Corp. – Subscription Agreement (October 2nd, 2018)

This Subscription Agreement (this "Agreement") is made and entered into as of September 27, 2018 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".

Blackstone / GSO Secured Lending Fund – Subscription Agreement: Each Investor Should Fill in the Amount of the Capital Commitment (As Defined Herein) on the Signature Page of the Subscription Agreement. Each Investor Should Date, Print the Name of the Investor and Sign (And Print Name, Capacity and Title of Signatory, if Applicable) on the Signature Page to the Subscription Agreement and Provide a Copy of Government- Issued Photo Identification for Each Signatory. Each Investor Should Complete the Appropriate Acknowledgment Form (Making Any Changes Necessary to Reflect the Investors Particular Circumstances) and Have the Form Notariz (October 1st, 2018)
Golden Metropolis International Ltd – SUBSCRIPTION AGREEMENT ORDINARY SHARES of GOLDEN METROPOLIS INTERNATIONAL LIMITED (September 28th, 2018)

This Subscription Agreement (this "Subscription Agreement") is dated ______________ __, 2018, by and between the investor identified on the signature page hereto (the "Investor") and Golden Metropolis International Limited, a British Virgin Islands company (the "Company"), whereby the parties agree as follows:

JUMP WORLD HOLDINGS Ltd – SUBSCRIPTION AGREEMENT Class a Ordinary Shares of Jump World Holding Limited (September 26th, 2018)

This subscription agreement (this "Subscription Agreement") is dated , 2018, by and between the investor identified on the signature page hereto (the "Investor") and Jump World Holding Limited, a Cayman Islands exempted company (the "Company"). The parties agree as follows:

Inmune Bio, Inc. – SUBSCRIPTION AGREEMENT Common Stock of Inmune Bio Inc. (September 26th, 2018)

This subscription agreement (this "Subscription") is dated , 2018, by and between the investor identified on the signature page hereto (the "Investor") and Inmune Bio Inc., a Nevada corporation (the "Company"). The parties agree as follows:

Fortuneswell Corp – FORTUNESWELL CORPORATION Subscription Agreement (September 18th, 2018)
Owl Rock Technology Finance Corp. – Subscription Agreement (September 18th, 2018)
Kelinda – Subscription Agreement (September 14th, 2018)

The undersigned __________________________________________________ (Buyer) subscribes for ______________ Shares of Common Stock of Kelinda (the Company), at US $0.03 per share. The total subscription amount is US $______________.

Knight Knox Development Corp. – Subscription Agreement (September 14th, 2018)

This Subscription Agreement (this "Agreement") is entered into by and between Artelo Biosciences, Inc., a corporation organized under the laws of the State of Nevada (the "Company") and the subscriber whose name is set forth on the signature pages affixed hereto (the "Subscriber").

Granite Falls Energy, LLC – Subscription Agreement for Harvestone Group, Llc (September 14th, 2018)

This is the offer and agreement ("Subscription Agreement") of the undersigned to purchase 20 Preferred Units of membership interest ("Preferred Units") to be issued by Harvestone Group, LLC, a Delaware limited liability company ("Company"), for a purchase price of $100,000 per Unit, for a total purchase price of $2,000,000 ("Subscription Price"), subject to the terms, conditions, acknowledgments, representations and warranties stated herein. Simultaneously with the execution and delivery hereof, I am transmitting a wire transfer pursuant to the wire instructions herein or a check payable to the order of "Harvestone Group, LLC" in the amount of $2,000,000, representing the Subscription Price for the Preferred Units I am purchasing.

Subscription Agreement (September 10th, 2018)

This Subscription Agreement (this "Agreement") is dated as of August 29, 2018, between One Horizon Group, Inc., a Delaware corporation (the "Company"), and the person and/or entity identified on the signature page hereto ("Purchaser").

Sirius International Insurance Group, Ltd. – Subscription Agreement (September 10th, 2018)

This SUBSCRIPTION AGREEMENT (this Subscription Agreement) is entered into this 29th day of August, 2018, by and between Sirius International Insurance Group, Ltd., a Bermuda exempted company limited by shares (the Issuer), and [*], a [*] (Subscriber).

Industrea Acquisition Corp. – Subscription Agreement (September 7th, 2018)

This SUBSCRIPTION AGREEMENT (this "Subscription Agreement") is entered into on September 7, 2018, by and among Concrete Pumping Holdings Acquisition Corp., a Delaware corporation ("Newco"), Industrea Acquisition Corp., a Delaware corporation ("Industrea"), and the undersigned subscriber ("Subscriber") on behalf of one or more funds and accounts of Subscriber.

Industrea Acquisition Corp. – Subscription Agreement (September 7th, 2018)

This SUBSCRIPTION AGREEMENT (this "Subscription Agreement") is entered into on [__], 2018, by and among Industrea Acquisition Corp., a Delaware corporation (the "Industrea"), Concrete Pumping Holdings Acquisition Corp., a Delaware corporation ("Newco"), Industrea Alexandria LLC ("Sponsor") and the undersigned subscriber ("Subscriber").

Industrea Acquisition Corp. – Subscription Agreement (September 7th, 2018)

This SUBSCRIPTION AGREEMENT (this "Subscription Agreement") is entered into on September 7, 2018, by and among Concrete Pumping Holdings Acquisition Corp., a Delaware corporation ("Newco"), Industrea Acquisition Corp., a Delaware corporation ("Industrea"), and the undersigned subscriber ("Subscriber") on behalf of one or more funds and accounts of Subscriber.