EX1SA-6 MAT CTRCT 2 vvml_ex6z102.htm VV-CDP1 Purchase Agreement.docx

Purchase Agreement

 

As of August 23, 2023,

 

This exclusive purchase agreement (the “Purchase Agreement”) is made between VV Markets, LLC (“Purchaser” or “us”) and Vinvesto, Inc. (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

 

Key Deal Points

-The purchaser shall pay and deliver the purchase price following notice from the Seller that all of the Assets have been acquired and all consideration for the Assets paid to the relevant third parties by the Seller, and subject to the qualification by the SEC of the Purchaser’s investment offering and the investment of sufficient funds in that offering. 

-The Purchaser and Seller agree to take reasonable steps to confirm the method and time of payment of the Purchase Price, including any information that the Purchaser requires to initiate a wire transfer to the Seller. 

-We have agreed with you to a purchase price and form of consideration to be paid for each Asset, as outlined below. 

Your Rights and Obligations

-You have the ability to supply the Assets listed in the Asset Table. 

-Upon trade settlement, you will store, maintain, and insure the Asset(s) as part of your inventory and consistent with the manner in which they were stored, maintained, and insured prior to the date of this Purchase Agreement. 

-You will provide us with reasonable access to the Asset(s) for the creation of marketing materials. Marketing materials remain our property. 

-Right to possession of the Assets shall transfer to the Purchaser upon payment of the Purchase Price. It is the Seller’s duty to ensure the Assets are delivered to the Purchaser or to the Purchaser’s designated storage facility in the same condition as when purchased by the Seller. 

-Upon the completion of the offering, you will continue to store, maintain, and insure the assets, in exchange for the payment of storage fees. 

The Results:

-Upon the successful completion of the relevant offering through the Vint platform, you will receive payment of the Consideration for the associated Asset, as outlined below, and we will assume title in, and take possession of, the Asset(s), unless otherwise mutually agreed by you and us. 

Other:

-This Purchase Agreement may be modified or amended only with the prior written consent of both Purchaser and Seller. 


 

Asset Table

 

Chateauneuf du Pape Champions Collection

 

Wine

 

Vintage

 

Bottles

% Weighting of Collection
(as per acquisition price)

2019 Domaine de la Janasse XXL

Chateauneuf du Pape

 

2019

 

24

 

9.79%

2019 Domaine de la Janasse XXL

Chateauneuf du Pape

 

2019

 

24

 

9.86%

2016 Domaine de la Janasse XXL

Chateauneuf du Pape

 

2016

 

6

 

4.04%

 

2019 Clos du Caillou CdP Reserve

 

2019

 

6

 

1.38%

 

2019 Clos St Jean Deus Ex Machina

 

2019

 

1

 

1.58%

 

2016 Beaucastel Rouge

 

2016

 

12

 

1.64%

 

2015 Beaucastel Rouge

 

2015

 

12

 

1.62%

 

2016 Usseglio Reserve Deux Freres

 

2016

 

6

 

1.45%

 

2015 Clos des Papes

 

2015

 

12

 

1.87%

 

2015 Clos des Papes

 

2015

 

3

 

0.97%

 

2016 Clos des Papes

 

2016

 

12

 

0.40%

 

2020 Janasse CdP VV

 

2020

 

120

 

13.50%

 

2019 Janasse CdP VV

 

2019

 

12

 

1.67%

2012 Chateau de Beaucastel Hommage a Jacques Perrin, Chateauneuf-du-Pape

3x75cl

 

 

2012

 

 

12

 

 

6.68%

 

2007 Beaucastel HJP 6x750ml

 

2007

 

6

 

4.90%

 

2018 Beaucastel HJP

 

2018

 

3

 

1.59%

 

2019 Beaucastel HJP

 

2019

 

9

 

4.85%

 

2012 Rayas CdP Reserve

 

2012

 

12

 

28.32%

2021 Chateau La Nerthe Chateauneuf Du

Pape Clos De Beauvenir Blanc

 

2021

 

18

 

3.89%


Description:

Chateauneuf du Pape Champions Collection

Total Acquisition Cost:

$47,534.52

Consideration:

Cash (%)

Equity (%)

Total

 

$47,534.52 (100%)

(0%)

$47,534.52

 

Other Terms:

 

 

Acknowledged and Agreed:

 

 

/s/Nicholas King

 

/s/Nicholas King

 

 

 

VV Markets, LLC

 

Vinvesto, Inc.

Name: Nicholas King

 

Name: Nicholas King

Title: Managing Member

 

Title: CEO


Exhibit A – Purchase Orders, Receipts, and other Agreements for Purchase of Assets

 

This Exhibit A, titled "Purchase Orders, Receipts, and other Agreements for Purchase of Assets," forms an integral part of the Purchase Agreement entered into between the parties (the Manager and the Initial Asset Seller). This exhibit includes sales agreements between the parties, outlines the details regarding the shipping of assets, absence of discounts, and the requirement for assets to match any sales agreements.

 

1.Shipping of Assets: Upon completion of the sale, the assets purchased shall be promptly shipped to a partner storage facility designated by the Manager. The Manager’s partner facilities includes, but is not limited to London City Bond, Octavian, Domaine, and Farr Vintners. The Manager will coordinate with the initial asset seller to facilitate shipping. 

 

2.Match with Sales Agreements: It is a condition of this Agreement that the assets acquired by the Manager must correspond to the description and specifications as set forth in any relevant sales agreements, purchase orders, receipts, or other supporting documentation. 

 

This Exhibit A is incorporated into the Agreement and shall be binding upon the parties hereto as if fully set forth therein. Attached in this exhibit are all agreements representing the sale of the Assets to the Manager.


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