COMMON STOCK PURCHASE WARRANT SRAX, inc.SRAX, Inc. • November 6th, 2023 • Services-advertising agencies
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 August 29, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 28, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SRAX, Inc., a Delaware corporation (the “Company”), up to ________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 30th, 2020 • SRAX, Inc. • Services-advertising agencies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 25, 2020, between SRAX, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 30th, 2020 • SRAX, Inc. • Services-advertising agencies
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT srax, inc.Common Stock Purchase Warrant • February 22nd, 2021 • SRAX, Inc. • Services-advertising agencies
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 Issue Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 31, 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SRAX, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 10th, 2019 • SOCIAL REALITY, Inc. • Services-advertising agencies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 7, 2019, between Social Reality, 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”).
SRAX, INC. Class A Common Stock (par value $0.001 per share) At Market Issuance Sales AgreementSRAX, Inc. • May 5th, 2020 • Services-advertising agencies • New York
CONVERTIBLE PROMISSORY NOTE DUE March 29, 2024SRAX, Inc. • April 3rd, 2024 • Services-advertising agencies • New York
THIS CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued Convertible Promissory Notes of Debenture of SRAX, INC. designated as its Convertible Promissory Note due March 29, 2024 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 27th, 2017 • SOCIAL REALITY, Inc. • Services-advertising agencies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 26, 2017, between Social Reality, 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”).
SERIES [A-1] [A-2] 12.5% SENIOR SECURED CONVERTIBLE DEBENTURESOCIAL REALITY, Inc. • October 27th, 2017 • Services-advertising agencies • New York
THIS SERIES [A-1] [A-2] 12.5% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 12.5% Senior Secured Convertible Debentures of Social Reality, Inc., a Delaware corporation (the “Company”), having its principal place of business at 456 Seaton Street, Los Angeles, CA 90013, designated as its 12.5% Senior Secured Convertible Debenture due April 21, 2020 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”). This Debenture is one of a series Debentures issued pursuant to the terms of the Purchase Agreement (as that term is hereinafter defined).
SECURITY AGREEMENTSecurity Agreement • June 30th, 2020 • SRAX, Inc. • Services-advertising agencies • New York
This SECURITY AGREEMENT, dated as of June __, 2020 (this “Agreement”), is among SRAX, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s Original Issue Discount Senior Secured Convertible Debentures due June __, 2023, in the original aggregate principal amount of $12,500,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
COMMON STOCK PURCHASE WARRANT SOCIAL REALITY, INC.SOCIAL REALITY, Inc. • August 14th, 2019 • Services-advertising agencies • 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 August [●], 2020 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the four (4) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from SOCIAL REALITY, INC., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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).
SERIES A WARRANT TO PURCHASE COMMON STOCKSOCIAL REALITY, Inc. • January 4th, 2017 • Services-advertising agencies • New York
Social Reality, Inc., a Delaware corporation (the "Company"), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [HOLDER], the registered holder hereof or its permitted assigns (the "Holder"), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, at any time or times on or after July 5, 2017 (the "Initial Exercisability Date"), but not after 11:59 p.m., New York time, on the Expiration Date, (as defined below), ______________ (_____________) fully paid nonassessable shares of Common Stock, subject to adjustment as provided herein (the "Warrant Shares"). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this "Warrant"), shall have the meanings set forth in Section 17. This Warrant is one of
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 10th, 2014 • SOCIAL REALITY, Inc. • Services-advertising agencies • Delaware
THIS AGREEMENT is entered into, effective as of November 5, 2014, by and between Social Reality, Inc., a Delaware corporation (the “Company”), and Carrie McQueen (“Indemnitee”).
FORM OF SECURITIES PURCHASE AGREEMENTForm of Securities Purchase Agreement • April 21st, 2017 • SOCIAL REALITY, Inc. • Services-advertising agencies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 20, 2017, between Social Reality, 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”).
SERIES B COMMON STOCK PURCHASE WARRANTSOCIAL REALITY, Inc. • November 30th, 2018 • Services-advertising agencies
THIS SERIES B 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 [*], 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Social Reality, Inc., a Delaware corporation (the “Company”), up to [_______] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock.
COMMON STOCK PURCHASE WARRANT SOCIAL REALITY, INC.SOCIAL REALITY, Inc. • April 2nd, 2018 • Services-advertising agencies • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, DIP SPV1, LP with an address of Craigmuir Chambers, P.O. Box 71, Road Town, Tortola VG1110, British Virgin Islands, 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 (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Social Reality, Inc., a Delaware corporation (the “Company”), up to Three hundred fifty thousand (350,000) shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Class A common stock, par value $0.001 per share (the “Common Stock”). This Warrant is being issued to the Holder, as designee of Leapfrog Media Trading, Inc., a Delaware corporation (the "Seller") pursuant to t
SECURITY AGREEMENTSecurity Agreement • August 12th, 2022 • SRAX, Inc. • Services-advertising agencies • New York
This SECURITY AGREEMENT (the “Security Agreement”) dated as of August 8, 2022, is executed by and between LD Micro, Inc., a Delaware corporation (the “Debtor”), and [ATW OPPORTUNITIES MASTER FUND II, LP] (the “Secured Party”).
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • April 21st, 2017 • SOCIAL REALITY, Inc. • Services-advertising agencies
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 20, 2017, between Social Reality, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 24th, 2012 • Social Reality • Delaware
This Indemnification Agreement ("Agreement") is entered into as of the [__] day of ______, 20__ by and between Social Reality, Inc., a Delaware corporation (the “Company”), and [___________________] ( "Indemnitee" ).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 14th, 2019 • SOCIAL REALITY, Inc. • Services-advertising agencies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 12, 2019, between Social Reality, 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”).
SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT IN THE MAXIMUM AMOUNT OF US$9,450,000 BY AND AMONG SRAX, INC., as Borrower, as Guarantor , AND ATW OPPORTUNITIES MASTER FUND II, LP, as Lender Effective as of August 8, 2022 SENIOR SECURED REVOLVING...Senior Secured Revolving Credit Facility Agreement • August 12th, 2022 • SRAX, Inc. • Services-advertising agencies • Delaware
This SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”), dated as of August 8, 2022 and made effective as of August 8, 2022 (the “Effective Date”), is executed by and among: (i) SRAX, INC., a corporation incorporated under the laws of the State of Delaware (the “Borrower”); (ii) LD MICRO, INC., a corporation incorporated organized and existing under the laws of Delaware (the “Corporate Guarantor”); (iii) any Person to hereafter become a Subsidiary of the Borrower pursuant to Section 10.18 hereof, and any Person that from time to time may hereafter become liable for the Obligations, or any part thereof, as joint and several guarantors (collectively, the “Additional Guarantors”) (the Corporate Guarantor and the Additional Guarantors together, jointly and severally, the “Guarantors” and together with the Borrower, the “Credit Parties”); and (iv) ATW OPPORTUNITIES MASTER FUND II, LP, a limited partnership
Agreement and Plan of Merger By and among SRAX, INC., as the Parent TOWNSGATE MERGER SUB 1, INC., as Merger Sub 1 LD MICRO, INC., as Merger Sub 2 LD MICRO, INC., as the Target and Christopher Lahiji, in the capacity as the sole stockholder of the...Agreement and Plan of Merger • September 11th, 2020 • SRAX, Inc. • Services-advertising agencies • Delaware
This Agreement and Plan of Merger (this “Agreement”), dated as of September 4, 2020, is entered into by and among SRAX, Inc. a Delaware corporation (“Parent”), Townsgate Merger Sub 1, Inc., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub 1”), LD Micro, Inc., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub 2”), LD Micro, Inc., a California corporation (the “Company”), and Christopher Lahiji, the sole stockholder of the Company (the “Stockholder”). Merger Sub 1 and Merger Sub 2 are sometimes collectively referred to in this Agreement as “Merger Sub.”
SOCIAL REALITY, INC.Restricted Stock Unit Agreement • January 24th, 2012 • Social Reality • Delaware
PLEDGE AND ESCROW AGREEMENTPledge and Escrow Agreement • August 12th, 2022 • SRAX, Inc. • Services-advertising agencies • Delaware
THIS PLEDGE AND ESCROW AGREEMENT (“Agreement”) is made and entered into as of August 8, 2022 by and between SRAX, INC., a Delaware corporation (the “Pledgor”), and ATW OPPORTUNITIES MASTER FUND II, LP, a Delaware limited partnership (the “Secured Party”), with the joinder of LUCOSKY BROOKMAN LLP (“Escrow Agent”).
COMMON STOCK PURCHASE WARRANT SOCIAL REALITY, INC.SOCIAL REALITY, Inc. • August 14th, 2019 • Services-advertising agencies
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 “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on __________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Social Reality, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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).
EMPLOYMENT AGREEMENTEmployment Agreement • November 4th, 2014 • SOCIAL REALITY, Inc. • Services-advertising agencies • New Jersey
EMPLOYMENT AGREEMENT (“Agreement”), dated as of October 30, 2014, by and between Social Reality, Inc., a Delaware corporation (the “Employer”) and Adam Bigelow, an individual residing at _________________ (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 30th, 2015 • SOCIAL REALITY, Inc. • Services-advertising agencies • California
EMPLOYMENT AGREEMENT (“Agreement”), dated as of October 19, 2015, by and between Social Reality, Inc., a Delaware corporation (the “Employer”) and Erin DeRuggiero, an individual residing at 4502 Beard Ave South, Minneapolis, MN 55410 (the “Executive”).
PURCHASE AGREEMENTPurchase Agreement • April 3rd, 2024 • SRAX, Inc. • Services-advertising agencies • New York
This PURCHASE AGREEMENT (the “Agreement”), dated as of March 29, 2024 is by and among SRAX, Inc., a Delaware corporation (the “Company”), and, (the “Buyer”).
FINANCING AGREEMENTFinancing Agreement • November 4th, 2014 • SOCIAL REALITY, Inc. • Services-advertising agencies • Illinois
This FINANCING AGREEMENT (as modified, amended, extended, restated, amended and restated and/or supplemented from time to time, this "Agreement"), dated as of October 30, 2014, is being entered into by and among Social Reality, Inc., a Delaware corporation ("Social"; Social and each other Person who executes a Joinder Agreement and becomes a New Borrower hereunder, including, without limitation, Steel Media, a California corporation ("Steel Media"), from and after the consummation of the Closing Date Acquisition, from time to time, each a "Borrower" and collectively, the "Borrowers"), Social, as the Borrower Representative, the entities party hereto from time to time as Guarantors, the lenders from time to time listed on the Schedule of Lenders attached hereto (each individually, a "Lender" and collectively, the "Lenders") and Victory Park Management, LLC, as administrative agent and collateral agent (the "Agent") for the Lenders and the Holders (as defined herein).
UNIT REDEMPTION AGREEMENTUnit Redemption Agreement • November 3rd, 2020 • SRAX, Inc. • Services-advertising agencies • Delaware
THIS UNIT REDEMPTION AGREEMENT dated as of October 30, 2020 (this “Agreement”) is entered into by and between Halyard MD, LLC, a Delaware limited liability company (the “Company”), SRAX, Inc., a Delaware corporation (the “Seller”) and, solely with respect to Section 5.11, Halyard MD OpCo, LLC, a Delaware limited liability company (the “Guarantor”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 24th, 2012 • Social Reality • California
This Employment Agreement (the “Agreement”), dated as of January 1, 2012 (the “Effective Date”), is made by and between Social Reality, Inc., a Delaware corporation (the “Company”), and Christopher Miglino (“Executive”). This Agreement is intended to confirm the understanding and set forth the agreement between the Company and Executive with respect to Executive’s employment by the Company. In consideration of the mutual promises and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, the Company and the Executive hereby agree as follows:
NOTICE OF PURCHASE AND SALENotice of Purchase and Sale • February 19th, 2016 • SOCIAL REALITY, Inc. • Services-advertising agencies
Reference is made to that certain Financing Agreement, dated as of October 30, 2014 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), among Social Reality, Inc., a Delaware corporation (“Social”), Steel Media, a California corporation (“Steel” and together with Social, each a “Borrower” and collectively the “Borrowers”), Social as the Borrower Representative, the Guarantors party thereto, Victory Park Management, LLC, as Agent for the Lenders and the Holders, and the Lenders signatory thereto from time to time. Capitalized terms used but not otherwise defined in this letter shall have the meanings given to such terms in the Financing Agreement.
SUBORDINATION AGREEMENTSubordination Agreement • November 4th, 2014 • SOCIAL REALITY, Inc. • Services-advertising agencies • Illinois
THIS SUBORDINATION AGREEMENT (this “Agreement”) is entered into as of this 30th day of October, 2014, by and among RICHARD STEEL, an individual (the “Subordinated Creditor”), SOCIAL REALITY, INC., a Delaware corporation (the “Borrower”; the Borrower and each other Person who executes a joinder to this Agreement and becomes an obligor hereunder, including, without limitation, Steel Media, a California corporation (“Steel Media”), from and after the consummation of the Closing Date Acquisition (as defined in the Senior Loan Agreement described below), from time to time, each a “Company” and collectively, the “Companies”) and VICTORY PARK MANAGEMENT, LLC, as administrative agent and collateral agent for the Lenders (as defined in the Senior Loan Agreement described below) or such then present holder or holders of the “Senior Debt” (as hereinafter defined) as may from time to time exist (“Senior Agent”; the Senior Agent, the Lenders and such other present holders of “Senior Debt” from time
Share Exchange AgreementShare Exchange Agreement • October 5th, 2020 • SRAX, Inc. • Services-advertising agencies • Florida
This Share Exchange Agreement, dated as of September 30, 2020, is made by and among FORCE PROTECTION VIDEO EQUIPMENT CORP, a Florida corporation (the “Acquiror Company”), SRAX, INC., a Delaware company (the “Company”), and Paul Feldman, the owner of all of the Acquiror’s outstanding preferred stock, accounting for a majority of the voting power of the Acquiror Company (the “Principal”).
STOCK PURCHASE AGREEMENT AMONG RICHARD STEEL, STEEL MEDIA AND SOCIAL REALITY, INC. dated as of October 30, 2014Stock Purchase Agreement • November 4th, 2014 • SOCIAL REALITY, Inc. • Services-advertising agencies • California
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of October 30, 2014, is by and among Richard Steel (the “Seller”), Steel Media, a California corporation (the “Company”) and Social Reality, Inc., a Delaware corporation (the “Buyer”).
