Live Current Media Inc. Sample Contracts

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 3rd, 2022 • Live Current Media Inc. • Services-business services, nec

This Registration Rights Agreement (this "Agreement") is made and entered into as of October 27, 2022 between Live Current Media, Inc., a Nevada corporation (the "Company") and Mercer Street Global Opportunity Fund, LLC ("Purchaser").

ESCROW AGREEMENT -------------------------
Escrow Agreement • November 14th, 2001 • Troyden Corp • Non-operating establishments • British Columbia
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 3rd, 2022 • Live Current Media Inc. • Services-business services, nec • Nevada

___________________, a _________________ corporation and _____________________ ("Investor") have entered into a Securities Purchase Agreement dated as of ________________ (the "Agreement") providing for the issuance of a Convertible Promissory Note in the principal amount of $___________ (the "Note") and ____________ warrants ("Warrants", and together with the Note, the "Securities").

COMMUNICATE.COM, INC. Incentive Stock Option Agreement Granted under the 2007 Stock Incentive Plan
Incentive Stock Option Agreement • May 29th, 2008 • Communicate Com Inc • Services-business services, nec
THIS INTERIM CONSULTING AGREEMENT is made effective as of the March 14, 2008,
Interim Consulting Agreement • March 31st, 2008 • Communicate Com Inc • Services-business services, nec • Washington

WHEREAS the Company and the Interim Consultant entered into that certain Agreement and Plan of Merger By and Among Communicate.com, Inc., Communicate.com Delaware, Inc., Entity, Inc., the Founders, and Harjeet Taggar as representative of the shareholders of the Company, dated March 25, 2008 (the “Merger Agreement”); and

SECONDMENT AGREEMENT THIS AGREEMENT is made as of the 25 day of March, 2008,
Secondment Agreement • March 26th, 2008 • Communicate Com Inc • Services-business services, nec • Washington

WHEREAS the Home Company and the Host Company wish to enter into this agreement to address all mutual exchanges of staff by way of Secondments between the Parties;

EMPLOYMENT AGREEMENT
Employment Agreement • November 15th, 2010 • Live Current Media Inc. • Services-business services, nec • British Columbia

WHEREAS the Company and the Executive wish to enter into this agreement to set forth the rights and obligations of each of them as regards the Executive’s employment with the Company;

SECURITY AGREEMENT
Security Agreement • February 16th, 2022 • Live Current Media Inc. • Services-business services, nec • New York

This SECURITY AGREEMENT, dated as of February 15, 2022 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this "Agreement") made by and among Live Current Media, Inc., Inc., a Nevada corporation (the "Company") and the guarantors listed on the signature pages hereto (the "Original Guarantors") or from time to time party hereto by execution of a Joinder Agreement (as hereinafter defined), which shall include all wholly-owned and majority-owned subsidiaries of the Company acquired or formed after the date hereof for so long as this Agreement remains in effect (the "Additional Guarantors", and together with the Original Guarantors, the "Guarantors"), as grantors, pledgors, assignors and debtors (the Company, together with the Guarantors, in such capacities and together with any successors in such capacities, the "Grantors", and each, a "Grantor"), and Mercer Street Global Opportunity Fund, LLC, a Delaware limit

EMPLOYMENT AGREEMENT
Employment Agreement • March 26th, 2008 • Communicate Com Inc • Services-business services, nec • Washington

WHEREAS the Company and the Manager entered into that certain Agreement and Plan of Merger By and Among Communicate.com, Inc., Communicate.com Delaware, Inc., Entity, Inc., and the Founders, dated March 25, 2008 (the “Merger Agreement”); and

ORIGINAL ISSUE DISCOUNT SENIOR CONVERTIBLE PROMISSORY NOTE
Convertible Note Agreement • November 3rd, 2022 • Live Current Media Inc. • Services-business services, nec

THIS ORIGINAL ISSUE DISCOUNT SENIOR CONVERTIBLE PROMISSORY NOTE is duly authorized and validly issued at an original issue discount by Live Current Media, Inc., a Nevada corporation (the "Company") (the "Note").

SETTLEMENT AGREEMENT AND RELEASE
Settlement Agreement • August 31st, 2009 • Live Current Media Inc. • Services-business services, nec • British Columbia

This Settlement Agreement and Release (“Agreement”) is entered into by and between Live Current Media Inc. and its subsidiaries (collectively, “Company”), on the one hand, and Harjeet Taggar, an individual (“Mr. Taggar”), on the other hand.

COMMON STOCK PURCHASE WARRANT To Purchase _______ Shares of Common Stock of LIVE CURRENT MEDIA INC. (“20% PREMIUM WARRANT”)
Security Agreement • November 20th, 2008 • Live Current Media, Inc. • Services-business services, nec • Nevada

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”) and on or prior to the close of business on the second anniversary of the issuance date of this Warrant (the “Termination Date”) but not thereafter, to subscribe for and purchase from Live Current Media Inc., a corporation incorporated in the State of Nevada (the “Company”), up to __________ shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $0.78 subject to adjustment hereunder. The Exercise Price and the number of common shares for which the Warrant is exercisable (the “Warrant Shares”) shall be subject to adjustment as

SIERRA SYSTEMS GROUP INC. 1400 - 1177 West Hastings Street Vancouver BC V6E 2K3
Purchase Agreement • March 30th, 2001 • Troyden Corp • Non-operating establishments
PETRINA ENTERPRISES INC. LEASE - COMMERCIAL
Lease Agreement • June 18th, 2010 • Live Current Media Inc. • Services-business services, nec

WITNESSETH that in consideration of the Rents, Covenants, Conditions and Agreements hereinafter respectively reserved and contained, the said Lessor doth demise and lease unto the said Lessee, ALL AND SINGULAR those certain lands, Premises and buildings situate in:

COMMON STOCK PURCHASE WARRANT
Securities Agreement • March 31st, 2022 • Live Current Media Inc. • Services-business services, nec

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 five year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Live Current Media, Inc., a Nevada corporation (the "Company"), up to ♦ shares of Common Stock (subject to adjustment hereunder, the "Warrant Shares"). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued as part of an offering by the Company of Original Issue Discount Senior Unsecured Convertible Promissory Notes having a total gross subscription price of up to $1,000,000.00 (and having an original principal amount of

DATED March 31, 2009 LIVE CURRENT MEDIA Inc - and – GLOBAL CRICKET VENTURES PTE LTD - and – BOARD OF CONTROL FOR CRICKET IN INDIA NOVATION AGREEMENT
Novation Agreement • April 8th, 2009 • Live Current Media Inc. • Services-business services, nec

(Live Current, BCCI-IPL and GCV shall also as the context requires be referred to as a “Party” and collectively as the “Parties”)

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COMMON STOCK PURCHASE WARRANT
Warrant Agreement • November 3rd, 2022 • Live Current Media Inc. • Services-business services, nec

THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, Mercer Street Global Opportunity Fund, 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 five year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Live Current Media, Inc., a Nevada corporation (the "Company"), up to 2,250,000 shares of Common Stock (subject to adjustment hereunder, the "Warrant Shares"). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant issued pursuant to a Securities Purchase Agreement (the "Purchase Agreement") entered into as of the Initial Exercise Date between the Company and the initial Holder.

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 4th, 2010 • Live Current Media Inc. • Services-business services, nec • British Columbia
SUBLEASE BETWEEN DOMAIN HOLDINGS INC. AND 7339534 CANADA INC.
Sublease Agreement • June 18th, 2010 • Live Current Media Inc. • Services-business services, nec • British Columbia

THIS SUBLEASE (the “Sublease”) is made and entered into as of the 1 day of June, 2010 (“Effective Date”) between Domain Holdings Inc., an Alberta company ("Sublessor"), and 7339534 Canada Inc., a ____ company and a wholly owned subsidiary of Joyent Inc. (“Subtenant”).

THIS AGREEMENT made as of the 17 day of January, 2008
Employment Agreement • January 18th, 2008 • Communicate Com Inc • Services-business services, nec

WHEREAS the Company and the Executive entered into an agreement (the “Employment Agreement”) dated as of May 16, 2007 pursuant to which the Company has been employing the Executive as therein provided;

UNIT PURCHASE AGREEMENT
Unit Purchase Agreement • November 15th, 2010 • Live Current Media Inc. • Services-business services, nec • Nevada

This is a Unit Purchase Agreement (this “Agreement”), dated as of July ___, 2010, by and among Live Current Media Inc., a Nevada corporation (the “Company”), and certain other persons (each such person, a “Purchaser” and collectively, the “Purchasers”) listed on Exhibit A attached hereto, as Exhibit A may be amended from time to time.

THIS SECOND AMENDMENT AGREEMENT (the "Second Amendment") is dated the 13th day of November, 2009,
Employment Agreement • February 1st, 2010 • Live Current Media Inc. • Services-business services, nec

WHEREAS the Company and the Executive (collectively, "the parties") entered into an agreement (the "Employment Agreement") dated as of September 8, 2007 pursuant to which the Company employed the Executive as therein provided until January 31, 2009;

MUTUAL TERMINATION AGREEMENT
Mutual Termination Agreement • April 8th, 2009 • Live Current Media Inc. • Services-business services, nec

This MUTUAL TERMINATION AGREEMENT AND RELEASE (“Agreement”) dated as of March 31, 2009 (the "Effective Date") is made and entered into by and between:

WARRANT AGREEMENT
Warrant Agreement • November 15th, 2010 • Live Current Media Inc. • Services-business services, nec • Nevada

This WARRANT AGREEMENT (this “Agreement”) is dated as of __________________, 2010, between Live Current Media Inc., a Nevada corporation (the “Company”), and ____________________ (the “Investor”). Collectively, the Company and the Investor are sometimes referred to as a “party” or the “parties”.

ORIGINAL ISSUE DISCOUNT SENIOR UNSECURED CONVERTIBLE PROMISSORY NOTE
Securities Agreement • March 31st, 2022 • Live Current Media Inc. • Services-business services, nec

THIS ORIGINAL ISSUE DISCOUNT SENIOR UNSECURED CONVERTIBLE PROMISSORY NOTE is duly authorized and validly issued at an original issue discount by Live Current Media, Inc., a Nevada corporation (the "Company") (the "Note").

Certain portions of this Exhibit have been redacted because it is both not material and of the type that the registrant treats as private or confidential.
Agreement and Plan of Reorganization • January 9th, 2023 • Live Current Media Inc. • Services-business services, nec • Delaware

This Agreement and Plan of Reorganization (this "Agreement") is made and entered into as of November 23, 2022 (the "Agreement Date"), by and among Guru Experience, Co., a Delaware corporation ("Guru"), Live Current Media, Inc., a Nevada corporation ("LIVC"), Guru Acquisition Inc., a Delaware corporation and wholly owned subsidiary of LIVC ("Merger Sub"), and the holders of capital stock of Guru, whom are all listed on Exhibit A attached hereto (each, a "Holder," and collectively, the "Holders").

Distribution Agreement
Distribution Agreement • March 27th, 2019 • Live Current Media Inc. • Services-business services, nec

This agreement is between Live Current Media, Inc. (“LIVC” or “Distributor”) located at 880 – 50 West Liberty Street, Reno, NV 89501, and Cell MedX Corp. (“CMXC” or “Lessor”) located at 123 W. Nye Ln, Suite 446 Carson City, NV. For purposes of this agreement, LIVC and CMXC are referred to collectively as “the Parties.”

CRICK ET.COM LEASE AND TRANSFER AGREEMENT
Lease and Transfer Agreement • August 31st, 2009 • Live Current Media Inc. • Services-business services, nec

THIS AGREEMENT is made this 20th day of August 2009 ("Effective Date") between DOMAIN HOLDINGS INC. (formerly named Communicate.com Inc.), a corporation incorporated under the laws of Alberta having an office at 375 Water Street, Suite 045, Vancouver, Canada ("Vendor"), and GLOBAL CRICKET VENTURES LIMITED a private limited company with registered address at 4th Floor, Ebene Skies, Rue de I’institut, Ebene, Mauritius (“Purchaser”).

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