FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 26th, 2019 • LiveXLive Media, Inc. • Retail-eating places • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 25, 2019, between, LiveXLive Media, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • July 3rd, 2018 • LiveXLive Media, Inc. • Retail-eating places • New York
This SECURITY AGREEMENT, dated as of June 29, 2018 (as may be amended or restated from time to time, this “Agreement”), is by and among LiveXLive Media, Inc., a Delaware corporation (the “Company”), any Subsidiaries of the Company that now or at any time hereafter agree to guarantee the Company’s obligations under the Debentures and/or any documents or instruments associated therewith (such Subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), the holders of the Company’s 12.75% Original Issue Discount Senior Secured Debentures due June 29, 2021, in the original aggregate principal amount of $10,460,000] (collectively, the “Debentures”) that are signatories hereto, their endorsees, transferees and assigns (the “Purchasers”), and JGB Collateral, LLC, a Delaware limited liability company, in its capacity as agent for the Purchasers (“Agent” and collectively with the Purchasers, the “Secured Parties”).
LiveXLive Media, Inc.Placement Agent Agreement • July 26th, 2019 • LiveXLive Media, Inc. • Retail-eating places • New York
FORM INDEMNIFICATION AGREEMENTIndemnification Agreement • April 30th, 2014 • Loton, Corp • Services-computer programming, data processing, etc. • Nevada
THIS AGREEMENT is entered into, effective as of April 24, 2014, by and between Loton, Corp, a Nevada corporation (the “Company”), and __________ (“Indemnitee”).
LiveOne, Inc. Shares of Common Stock SALES AGREEMENTSales Agreement • May 14th, 2024 • LiveOne, Inc. • Retail-eating places
LiveOne, Inc., a Delaware corporation (the “Company”), confirms as follows its agreements with Roth Capital Partners, LLC (the “Sales Agent”).
COMMON STOCK, $0.001 PAR VALUE PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • December 21st, 2017 • LiveXLive Media, Inc. • Retail-eating places • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 3rd, 2018 • LiveXLive Media, Inc. • Retail-eating places • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2018, between LiveXLive Media, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
COMMERCIAL SECURITY AGREEMENTCommercial Security Agreement • June 11th, 2021 • LiveXLive Media, Inc. • Retail-eating places • California
SECURITY AGREEMENTSecurity Agreement • September 21st, 2020 • LiveXLive Media, Inc. • Retail-eating places • Delaware
This SECURITY AGREEMENT, dated as of September 15, 2020 (as may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is by and among LiveXLive Media, Inc., a Delaware corporation (the “Company”), any Subsidiaries of the Company that now or at any time hereafter agree to guarantee the Company’s obligations under the Note (as defined below) and/or any documents or instruments associated therewith (such Subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), Harvest Small Cap Partners, L.P. and Harvest Small Cap Partners Master, Ltd. as the holders of the Company’s 8.5% Original Issue Discount Secured Notes due September 15, 2022, in the original aggregate principal amount of $15,000,000 (collectively, the “Note”) that is a signatory hereto, and its endorsees, transferees and assigns (collectively, the “Secured Party”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 6th, 2020 • LiveXLive Media, Inc. • Retail-eating places • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of July 2, 2020 (the “Effective Date”), between LiveXLive Media, Inc., a Delaware corporation (the “Company”), and No Street Capital LLC, a Delaware limited liability company (including its successors and assigns, the “Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 20th, 2020 • LiveXLive Media, Inc. • Retail-eating places • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of November 16, 2020 and effective as of November 30, 2020 (the “Effective Date”), by and between LiveXLive Media, Inc., a Delaware corporation (the “Company”), and Michael Quartieri (“Executive”). The Company and Executive sometimes are referred to herein collectively as the “Parties” and each individually as a “Party”.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 17th, 2015 • Loton, Corp • Services-computer programming, data processing, etc. • California
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of November 18, 2014 by and between Loton, Corp., a Nevada corporation (the “Company”), and ______________ (the “Investor”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 16th, 2013 • Loton, Corp • Services-computer programming, data processing, etc. • California
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of October 8th, 2013 by and between Loton, Corp., a Nevada corporation (the “Company”), and Naiefaa Holdings LLC (the “Investor”).
From: LiveOne, Inc.Preferred Stock Exchange Agreement • April 5th, 2024 • LiveOne, Inc. • Retail-eating places
This Preferred Stock Exchange and Warrants Issuance Letter Agreement (this “Agreement”), dated as of the first date written above, is entered into between LiveOne, Inc., a Delaware corporation (the “Company”), and Harvest Small Cap Partners, L.P. (the “Holder”) as the holder of shares of the Company’s Series A Perpetual Convertible Preferred Stock (the “Preferred Stock”), to confirm the agreement between the Company and the Holder to exchange (i) such amount of the Holder’s shares of Preferred Stock (as indicated on the signature page hereto (collectively, the “Exchange Amount”) into shares of the Company’s common stock, $0.001 par value per share (the “Common Stock”), at the rate equal to (x) $2.10 per share (y) multiplied by 1,000 as the Stated Value (as defined in the Certificate of Designation (as defined below)) of the Preferred Stock (the “Exchange Price”), and (ii) to issue warrants to purchase shares of Common Stock, in the form attached hereto as Exhibit A (the “Warrants”), in
EXCHANGE AGREEMENTExchange Agreement • February 7th, 2023 • LiveOne, Inc. • Retail-eating places • Delaware
This EXCHANGE AGREEMENT (the “Agreement”), dated as of February 3, 2023 (the “Closing Date”), is made by and between LiveOne, Inc., a Delaware corporation (the “Company”), and the holder of the Note (as defined below) signatory hereto (the “Holder”). All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Certificate of Designation (as defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 15th, 2011 • Loton, Corp • Services-computer programming, data processing, etc.
THIS SECURITIES PURCHASE AGREEMENT is entered into as of September 9, 2011 (this “Agreement”), by and between Alex Kuznetsov, an individual (the “Seller”), and Trinad Capital Master Fund Ltd., a Cayman Islands exempted company (the “Buyer”). Each party to this Agreement is referred to herein as a “Party,” and they are all referred to collectively as “Parties.”
ContractWarrant Agreement • July 19th, 2016 • Loton, Corp • Retail-eating places
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
CONSULTING AGREEMENTConsulting Agreement • July 19th, 2016 • Loton, Corp • Retail-eating places • California
THIS CONSULTING AGREEMENT (“Agreement”) is made and entered into as of the 1st day of October, 2015 (“Effective Date”), by and between Schuyler Hoversten (“Consultant”) and LiveXLive, a Delaware corporation (“Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 11th, 2017 • Loton, Corp • Retail-eating places • New York
This Employment Agreement (“Agreement”) is made and entered into as of May 5, 2017 (the “Effective Date”), by and between LiveXLive Tickets, Inc. (the “Company”), a Delaware corporation and a wholly owned subsidiary of Loton, Corp, a Nevada corporation (“Loton”), and Richard Blakeley (“Executive”).
DATED 22 SEPTEMBER 2016 MR ROBERT ELLIN MR OLIVER BENGOUGH KOKO (CAMDEN) LIMITED OBAR CAMDEN LIMITED OBAR CAMDEN HOLDINGS LIMITED GLOBAL LOAN AGENCY SERVICES LIMITED -and- LOTON CORP.Settlement Agreement • November 14th, 2016 • Loton, Corp • Retail-eating places • England and Wales
Courtside Group, Inc. (dba PodcastOne) 335 North Maple Drive, Suite 127 Beverly Hills, CA 90210 Ladies and Gentlemen:Placement Agent Agreement • July 20th, 2022 • LiveOne, Inc. • Retail-eating places • New York
This letter (the “Agreement”) constitutes the agreement between Joseph Gunnar & Co., LLC (“Joseph Gunnar” or the “Placement Agent”) and Courtside Group, Inc. (dba PodcastOne), a Delaware corporation (the “Company”), that Joseph Gunnar shall serve as the exclusive placement agent for the Company, on a “commercially reasonable efforts” basis, in connection with the proposed placement (the “Placement”) of units (each a “Unit” and collectively the “Units”) at a purchase price of $100,000 per Unit. Each Unit consists of (i) a Convertible Promissory Note in the principal amount of $110,000, reflecting an Original Issue Discount of 10.0% (each a “Note” and collectively the “Notes”) of the Company, and (ii) a five and a half (5.5)-year warrant (each a “Warrant” and collectively the “Warrants”) to purchase a number of shares of the Company’s common stock, par value $0.00001 per share (the “Common Stock,” each a “Warrant Share” and collectively the “Warrant Shares”), equal to a certain number of
COURTSIDE GROUP, INC. (dba podcastone) SUBSCRIPTION AGREEMENT (July 2022)Subscription Agreement • July 20th, 2022 • LiveOne, Inc. • Retail-eating places • New York
The undersigned subscriber or subscribers (hereinafter, the “Subscriber”) has received and carefully read the Courtside Group, Inc.’s (dba PodcastOne) Subscription Booklet, dated July 2022, and supplements, if any, thereto and exhibits thereto (collectively, the “Subscription Booklet”), including, without limitation, the form of Note (as defined below) and form of Warrant (as defined below), which describes the terms and conditions by which an investor may participate and invest in Courtside Group, Inc., a company incorporated under the laws of Delaware (the “Company”). Capitalized terms used and not defined herein shall have the same meanings as in the Subscription Booklet.
AMENDMENT NO. 2 OF NOTES AGREEMENTNotes Agreement • July 14th, 2022 • LiveOne, Inc. • Retail-eating places
This Amendment No. 2 of Notes Agreement (this “Agreement”), dated as of July 6, 2022 and effective as of the same date (the “Effective Date”), is entered into between LiveOne, Inc., a Delaware corporation (the “Company”), and Harvest Small Cap Partners Master, Ltd., a company organized under the laws of Cayman Islands (the “Noteholder”). Capitalized terms used in this Agreement but not defined herein have the meanings ascribed to them in the Securities Purchase Agreement, dated as of July 2, 2020, as amended on July 30, 2020 (the “SPA”), between the Company and No Street Capital LLC, a Delaware limited liability company, pursuant to which the Note was issued to the Noteholder.
LOTON, CORP Subscription AgreementSubscription Agreement • July 19th, 2016 • Loton, Corp • Retail-eating places • California
THE securities OF LOTON, CORP being subscribed to HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND THEREFORE CANNOT BE RESOLD UNLESS THEY ARE REGISTERED UNDER SAID ACT OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE.
STOCK OPTION AGREEMENT LOTON, CORP.Stock Option Agreement • November 14th, 2016 • Loton, Corp • Retail-eating places
Agreement and Plan of Merger By and Among LiveXLive Media, Inc., LXL Video Acquisition Corp., Snap Interactive, Inc., and Jason Katz, as the Stockholders’ AgentMerger Agreement • September 11th, 2017 • LiveXLive Media, Inc. • Retail-eating places • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of September 6, 2017 (the “Agreement Date”), by and among LiveXLive Media, Inc., a Delaware corporation (“Buyer”), LXL Video Acquisition Corp., a Delaware corporation (“Merger Sub”) and wholly owned subsidiary of Buyer, Snap Interactive, Inc., a Delaware corporation (the “Company”), and Jason Katz, in his capacity as the stockholders’ agent in connection with the transactions contemplated by this Agreement (the “Stockholders’ Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 6th, 2013 • Loton, Corp • Services-computer programming, data processing, etc. • Delaware
THIS EMPLOYMENT AGREEMENT (this “Agreement”) effective as of the 1st day of October, 2013 by and among Loton, Corp., a company organized and operating under the laws of Nevada (the “Company”) and Barry Regenstein (the “Employee”).
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 10th, 2017 • LiveXLive Media, Inc. • Retail-eating places • Delaware
This AMENDMENT NO. 2 (this “Amendment”), dated as of October 10, 2017, to the Agreement and Plan of Merger dated as of September 6, 2017 (as amended or supplemented from time to time, including by that certain Amendment No. 1 dated as of October 3, 2017, the “Merger Agreement”), is by and among LiveXLive Media, Inc., a Delaware corporation (“Buyer”), LXL Video Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Buyer (“Merger Sub”), Snap Interactive, Inc., a Delaware corporation (the “Company”), and Jason Katz in his capacity as the stockholders’ agent (the “Stockholders’ Agent”). Buyer, Merger Sub, the Company and the Stockholders’ Agent are each sometimes referred to collectively as the “Parties.”
ADVISORY BOARD CONSULTING AGREEMENTAdvisory Board Consulting Agreement • March 18th, 2013 • Loton, Corp • Services-computer programming, data processing, etc. • California
THIS CONSULTING AGREEMENT (“Agreement”) is made and entered into as of the [__] day of January, 2013 (“Effective Date”), by and between [_________] (“Consultant”) and Loton, Corp., a Nevada corporation (“Company”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • September 21st, 2020 • LiveXLive Media, Inc. • Retail-eating places • Delaware
This INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “IP Security Agreement”), dated as of September 15, 2020, is made by LiveXLive Media, Inc., a Delaware corporation (the “Company”), and the other Debtors a party hereto (together with the Company, each individually a “Debtor” and collectively, the “Debtors”), in favor of the holder(s) of the Company’s 8.5% Original Issue Discount Secured Notes due September 15, 2022, in the original aggregate principal amount of $15,000,000 (collectively, the “Note”) that is a signatory hereto, and its endorsees, transferees and assigns (collectively, the “Secured Party”). Capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in, or by reference in, the Security Agreement (as defined below).
AMENDMENT NO. 1 TO THE SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 5th, 2020 • LiveXLive Media, Inc. • Retail-eating places
This Amendment No. 1 (“Amendment”), dated as of July 30, 2020, is made by and between No Street Capital LLC, a Delaware limited liability company (the “Purchaser”), and LiveXLive Media, Inc., a Delaware corporation (the “Company”).
SEPARATION AND CONSULTING AGREEMENT AND MUTUAL RELEASESeparation and Consulting Agreement • October 21st, 2015 • Loton, Corp • Retail-eating places • California
THIS SEPARATION AND CONSULTING AGREEMENT AND MUTUAL RELEASE ("Agreement") is made and entered into, effective as of the 15th day of October, 2015 (the “Effective Date”), by and between LiveXLive, Corp. (f/k/a FestreamTV, Corp.), a Delaware corporation (“LiveXLive” or the “Company”), on the one hand, and Bulldog DM, LLC, a California limited liability company ("Consulting Company"), and John Petrocelli (“John” and with Consulting Company, collectively, “Consultant”), on the other hand. The Company and Consultant are sometimes referred to collectively as the “Parties” and individually as a “Party”. References to the Consultant herein shall be deemed to be references to John and Consulting Company, on a joint and several basis.
AMENDMENT NO. 2 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 29th, 2018 • LiveXLive Media, Inc. • Retail-eating places
This AMENDMENT NO. 2 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Amendment”), dated as of April 27, 2018 and effective as of April 16, 2018 (the “Effective Date”), is entered into by and between LiveXLive Media, Inc., a Delaware corporation (the “Company”), and Jerome N. Gold (the “Executive”). The Company and the Executive shall collectively be referred to herein as the “Parties”. Capitalized terms used in this Amendment but not defined herein have the meanings ascribed to them in the Employment Agreement (as defined below).
SECURED CONVERTIBLE NOTE PURCHASE AGREEMENTSecured Convertible Note Purchase Agreement • July 29th, 2013 • Loton, Corp • Services-computer programming, data processing, etc. • California
This SECURED CONVERTIBLE Note Purchase Agreement (this “Agreement”) is made as of March 25, 2013 (the “Effective Date”) by and among Penzance, LLC, a California limited liability company (the “Company”), the initial purchasers of the Notes who are signatory hereto (each, an “Investor” and collectively, the “Investors”) and Loton, Corp., a Nevada corporation, as an Investor and as collateral agent for the Investors (the “Collateral Agent”). The Company, the Investors and the Collateral Agent are from time to time referred to herein as the “parties” and each as a “party.”
Variation To Shareholders AgreementShareholders Agreement • April 30th, 2014 • Loton, Corp • Services-computer programming, data processing, etc.
