PRE-FUNDED COMMON STOCK PURCHASE WARRANT ELATE GROUP, INC.Elate Group, Inc. • December 27th, 2023 • Trucking & courier services (no air) • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●]or its 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 hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elate Group, Inc., a Delaware corporation (the “Company”), up to [●] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s right to elect to rec
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 1st, 2022 • Elate Group, Inc. • Trucking & courier services (no air) • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _____________, 202_, by and between Elate Group, Inc., a Delaware corporation (the “Company”), and ___________________ (“Indemnitee”).
ELATE GROUP, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 12th, 2024 • Elate Group, Inc. • Trucking & courier services (no air) • New York
The undersigned, Elate Group, Inc., a company incorporated under the laws of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below) of the “Underwriters,” and each an “Underwriter”) named in Schedule I hereto for which EF Hutton LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
ContractElate Group, Inc. • May 3rd, 2022 • Trucking & courier services (no air) • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING FEBRUARY 4, 2022 (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) AEGIS CAPITAL CORP. OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE UNDERWRITER AS CONSIDERATION (THE “OFFERING”), OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP.
SHARES ELATE GROUP, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 25th, 2023 • Elate Group, Inc. • Trucking & courier services (no air) • New York
The undersigned, Elate Group, Inc., a Delaware corporation (together with its Subsidiary, the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (the “Underwriter”) on the terms and conditions set forth herein. The offering and sale of the Securities contemplated by this Agreement is referred to herein as the “Offering”.
SERIES A COMMON STOCK PURCHASE WARRANT ELATE GROUP, INC.Elate Group, Inc. • February 12th, 2024 • Trucking & courier services (no air) • 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 [________], 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_______], 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elate Group, Inc., a Delaware corporation (the “Company”), up to [______] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Class A common stock, par value $0.0001 per share (the “Common Stock”) under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
COMMON STOCK PURCHASE WARRANT ELATE GROUP, INC.Elate Group, Inc. • January 17th, 2024 • Trucking & courier services (no air)
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 [________], 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [________], 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elate Group, Inc., a Delaware corporation (the “Company”), up to [________]1 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • May 3rd, 2022 • Elate Group, Inc. • Trucking & courier services (no air) • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of [●], 2022 (the “Issuance Date”) is between Elate Group, Inc., a Delaware corporation (the “Company”), and Colonial Stock Transfer (the “Warrant Agent”).
COMMON STOCK PURCHASE WARRANT ELATE GROUP, INC.Elate Group, Inc. • September 23rd, 2022 • Trucking & courier services (no air) • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●], or its assigns (the “Holder,” provided that a “Holder” shall include, if the Warrants are held in “street name,” a Participant, any designee appointed by such Participant and each “beneficial owner” of such Warrants) 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 5:00 p.m. (New York City time) on the earlier of [●], 2027 or the Redemption Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ELATE GROUP, INC., a Delaware corporation (the “Company”), up to [●] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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). This Warrant shall initially be issued and
COMMON STOCK PURCHASE WARRANT ELATE GROUP, INC.Elate Group, Inc. • November 1st, 2022 • Trucking & courier services (no air) • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●], or its assigns (the “Holder,” provided that a “Holder” shall include, if the Warrants are held in “street name,” a Participant, any designee appointed by such Participant and each “beneficial owner” of such Warrants) 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 5:00 p.m. (New York City time) on the earlier of [●], 2027 or the Redemption Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ELATE GROUP, INC., a Delaware corporation (the “Company”), up to [●] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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). This Warrant shall initially be issued and
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • February 12th, 2024 • Elate Group, Inc. • Trucking & courier services (no air)
This WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) dated as of [●], 2024 (the “Issuance Date”) is between Elate Group, Inc., a Delaware corporation (the “Company”), and Colonial Stock Transfer (the “Warrant Agent”).
SERIES A COMMON STOCK PURCHASE WARRANT ELATE GROUP, INC.Elate Group, Inc. • January 22nd, 2024 • Trucking & courier services (no air) • 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 [________], 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_______], 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elate Group, Inc., a Delaware corporation (the “Company”), up to [______] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Class A common stock, par value $0.0001 per share (the “Common Stock”) under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SERIES B COMMON STOCK PURCHASE WARRANT ELATE GROUP, INC.Elate Group, Inc. • January 22nd, 2024 • Trucking & courier services (no air) • 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 [________], 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_______], 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elate Group, Inc., a Delaware corporation (the “Company”), up to [______] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Class A common stock, par value $0.0001 per share (the “Common Stock”) under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PROMISSORY NOTEElate Group, Inc. • April 1st, 2022 • Trucking & courier services (no air) • New York
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • September 5th, 2023 • Elate Group, Inc. • Trucking & courier services (no air) • New York
THIS STOCK REPURCHASE AGREEMENT (the “Agreement”) is entered into as of August 29, 2023, by and between Elate Group, Inc., a Delaware corporation (the “Company”), and Julia Britt (the “Stockholder”).
FIRST AMENDMENT TO PROMISSORY NOTEPromissory Note • November 1st, 2022 • Elate Group, Inc. • Trucking & courier services (no air) • New York
This FIRST AMENDMENT TO PROMISSORY NOTE (the “Amendment”) is dated as of October 4, 2022 and is made between Elate Group, Inc., a Delaware corporation (“Borrower”) and Julia Britt (“Lender”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2022 • Elate Group, Inc. • Trucking & courier services (no air) • New York
This Employment Agreement (this “Agreement”) is dated as of March 15, 2022 (“Effective Date”), and is made by and between Elate Group, Inc., a Delaware corporation (the “Company”), and Julia Britt (“Executive”).
CORPORATE OFFICER CONSULTING ENGAGEMENT AGREEMENTEngagement Agreement • April 1st, 2022 • Elate Group, Inc. • Trucking & courier services (no air) • New York
This engagement agreement ("Agreement") is made effective as of December 16, 2021 (the “Effective Date”) by and between Elate Group, Inc., a Delaware corporation with its headquarters in New York, NY and a warehouse/office location in Brooklyn, NY (the "Company" or “Elate”) and Garry Lowenthal (the “Consultant” or “Lowenthal”) residing at 2551 38th Avenue NE, Unit 135, Minneapolis, MN 55421. The Company, Elate, Lowenthal and Consultant, collectively the “Parties” and each individually a “Party.”
FORM OF EMPLOYMENT AGREEMENTForm of Employment Agreement • December 27th, 2023 • Elate Group, Inc. • Trucking & courier services (no air) • New York
This Employment Agreement (this “Agreement”) is dated as of [*] (“Effective Date”), and is made by and between Elate Group, Inc., a Delaware corporation (the “Company”), and Garry Lowenthal (“Executive”).
COMMON STOCK PURCHASE WARRANT ELATE GROUP, INC.Common Stock Purchase Warrant • December 27th, 2023 • Elate Group, Inc. • Trucking & courier services (no air) • 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 “Issuance Date”) and unless terminated earlier by the parties hereto, shall terminate after the earlier of 5:00 P.M., Eastern Standard Time (the “close of business”) on ____________ (“Expiration Date”) and the date on which no Warrants remain outstanding (the “Termination Date”), to purchase from Elate Group, Inc., a Delaware corporation (the “Company”), up to ____________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trus
