COMMON STOCK PURCHASE SERIES A WARRANT GROM SOCIAL ENTERPRISES, INC.Common Stock Purchase Warrant • September 11th, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
THIS COMMON STOCK PURCHASE SERIES A WARRANT (“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 5:00 p.m. (New York City time) on September 12, 2028 (the “Termination Date”) but not thereafter, to purchase from Grom Social Enterprises, Inc., a Florida 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).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 31st, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 25, 2023, between Grom Social Enterprises Inc., a Florida corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 20th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 16, 2021, by and between GROM SOCIAL ENTERPRISES, INC., a Florida corporation, with headquarters located at 2060 NW Boca Raton Blvd. #6, Boca Raton, FL 33431 (the “Company”), and LABRYS FUND, LP, a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 31st, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 25, 2023, between Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT GROM SOCIAL ENTERPRISES, INC.Pre-Funded Common Stock Purchase Warrant • September 11th, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (“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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Grom Social Enterprises, Inc., a Florida 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).
COMMON STOCK PURCHASE WARRANT GROM SOCIAL ENTERPRISES, INC.Common Stock Purchase Warrant • January 26th, 2022 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, L1 Capital Global Master Fund 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 5:00 p.m. (New York City time) on the five (5) year anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Grom Social Enterprises, Inc., a Florida corporation (the “Company”), up to 303,682 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).
DUE July 20, 2023Convertible Security Agreement • January 26th, 2022 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
THIS 10.0% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 10.0% Original Issue Discount Senior Secured Convertible Notes of Grom Social Enterprises, Inc., a Florida corporation (the “Company”), having its principal place of business at 2060 NW Boca Raton Blvd. #6, Boca Raton, Florida 33431, designated as its 10.0% Original Issue Discount Senior Secured Convertible Note due July 20, 2023 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 15th, 2024 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
This Registration Rights Agreement (the “Agreement”), dated as of March 11, 2024 (the “Execution Date”), is entered into by and between Grom Social Enterprises, Inc. a Florida corporation (the “Company”), and Generating Alpha Ltd., a Saint Kitts and Nevis Company (the “Investor”).
COMMON STOCK PURCHASE WARRANT GROM SOCIAL ENTERPRISES, INC.Security Agreement • April 20th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $300,000.00 to the Holder (as defined below) of even date) (the “Note”), Labrys Fund, LP, a Delaware limited partnership (including any permitted and 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 of issuance hereof, to purchase from GROM SOCIAL ENTERPRISES, INC., a Florida corporation (the “Company”), 3,750,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated April 16, 2021, by and among the Company and the Hol
SECURITY AGREEMENTSecurity Agreement • September 20th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
This SECURITY AGREEMENT, dated as of September 14, 2021 (this “Agreement”), is among Grom Social Enterprises, Inc., a Florida 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 10.0% Senior Secured Original Issue Discount Convertible Notes due 18 months following their issuance, in the original aggregate principal amount of $4,400,000.00 (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
UNDERWRITING AGREEMENT Dated September 7, 2023 Between GROM SOCIAL ENTERPRISES, INC. (a Florida corporation) And EF HUTTON, Division of Benchmark Investments, LLC as Representative of the several Underwriters named on Schedule I attached heretoUnderwriting Agreement • September 11th, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
The undersigned, Grom Social Enterprises, Inc., a company incorporated under the laws of the State of Florida (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which EF Hutton, division of Benchmark Investments, LLC (“EF Hutton”), is acting as representative to the several Underwriters (in such capacity, 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.
SUBSIDIARY GUARANTEESubsidiary Guarantee • September 20th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
SUBSIDIARY GUARANTEE, dated as of September 14, 2021 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Grom Social Enterprises, Inc., a Florida corporation (the “Company”) and the Purchasers.
COMMON STOCK PURCHASE WARRANT GROM SOCIAL ENTERPRISES, INC.Common Stock Purchase Warrant • June 22nd, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, EF HUTTON, DIVISION OF BENCHMARK INVESTMENTS, 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 December 21, 2021 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(e)(1)(A), and on or prior to 5:00 p.m. (New York City time) on June 21, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Grom Social Enterprises, Inc., a Florida corporation (the “Company”), up to 144,578 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).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • December 13th, 2022 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of December 13, 2022 (the “Issuance Date”) is between Grom Social Enterprises, Inc. a Florida corporation (the “Company”), and Equiniti Trust Company (the “Warrant Agent”).
GROM SOCIAL ENTERPRISES, INC. [____] UNITS CONSISTING OF [____] SHARES OF COMMON STOCK AND WARRANTS (EXERCISABLE FOR UP TO [____] SHARES OF COMMON STOCK) UNDERWRITING AGREEMENTUnderwriting Agreement • April 28th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
The undersigned, Grom Social Enterprises, Inc., a company incorporated under the laws of Florida (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Grom Social Enterprises, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Kingswood Capital Markets, division of Benchmark Investments, Inc., is acting as representative to the several Underwriters (in such capacity, 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 Underwriters) on the terms and conditions set forth herein.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 12th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 30, 2020, is entered into by and between GROM SOCIAL ENTERPRISES, Inc., a Florida corporation (the “Company”), and EMA Financial, LLC, a Delaware limited liability company (the “Purchaser” or “Holder”).
COMMON STOCK PURCHASE WARRANT GROM SOCIAL ENTERPRISES, INC.Security Agreement • April 5th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, FIRSTFIRE GLOBAL OPPORTUNITIES FUND LLC, a Delaware limited liability company, 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 on or prior to the close of business on the fifth anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from GROM SOCIAL ENTERPRISES, INC., a Florida corporation (the “Company”), up to 3,750,000 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.
COMMON STOCK PURCHASE WARRANT GROM SOCIAL ENTERPRISES, INC.Securities Agreement • February 19th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $500,000.00 to the Holder (as defined below) of even date) (the “Note”), Auctus Fund, LLC, a Delaware limited liability company (including any permitted and 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 of issuance hereof, to purchase from GROM SOCIAL ENTERPRISES, INC., a Florida corporation (the “Company”), 6,250,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated February 9, 2021, by and among the Company an
COMMON STOCK PURCHASE SERIES B WARRANT GROM SOCIAL ENTERPRISES, INC.Common Stock Purchase Warrant • September 11th, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
THIS COMMON STOCK PURCHASE SERIES B WARRANT (“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 5:00 p.m. (New York City time) on September 12, 2028 (the “Termination Date”) but not thereafter, to purchase from Grom Social Enterprises, Inc., a Florida 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).
GROM SOCIAL ENTERPRISES, INC. 2,409,639 UNITS CONSISTING OF 2,409,639 SHARES OF COMMON STOCK AND WARRANTS (EXERCISABLE FOR UP TO 2,409,639 SHARES OF COMMON STOCK) UNDERWRITING AGREEMENTUnderwriting Agreement • June 22nd, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
The undersigned, Grom Social Enterprises, Inc., a company incorporated under the laws of Florida (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Grom Social Enterprises, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which EF Hutton, division of Benchmark Investments, LLC, is acting as representative to the several Underwriters (in such capacity, 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 Underwriters) on the terms and conditions set forth herein.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • February 12th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Florida
THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of December 17, 2020, (the “Execution Date”), is entered into by and between GROM SOCIAL ENTERPRISES, INC., a Florida corporation (the “Company”), and QUICK CAPITAL, LLC, a Wyoming limited liability company (the “Buyer”). Each capitalized term used herein shall have the meaning ascribed thereto in Section 10 below, or as otherwise defined herein.
WARRANT AGENT AGREEMENTWarrant Agent Agreement • June 22nd, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
THIS WARRANT AGENT AGREEMENT (this “Agreement”) is dated June 21, 2021, between Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and Equiniti Trust Company, acting as warrant agent (the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 5th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 11, 2021, is made by and between Grom Social Enterprises., Inc., a Florida corporation (the “Company”), and FirstFire Global Opportunities Fund, LLC (the “Holder”). The Company and the Holder are hereinafter sometimes collectively referred to as the “Parties” and each a “Party” to this Agreement.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 15th, 2024 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Nevis
This STOCK PURCHASE AGREEMENT is dated as of the 11th day of March 2024 (the “Agreement”) between Generating Alpha Ltd., a Saint Kitts and Nevis Company (the “Investor”), and Grom Social Enterprises, Inc., a Florida corporation (the “Company”).
THE PLACEMENT AGENT FOR THIS SECURITIES PURCHASE AGREEMENT IS EF HUTTON LLC, A BROKER - DEALER REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION AND IS A MEMBER OF FINRASecurities Purchase Agreement • April 5th, 2024 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Nevis
THIS NOTE CONTAINS AN AFFIDAVIT OF CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS BORROWER MAY HAVE AND ALLOWS THE INVESTOR TO OBTAIN A JUDGMENT AGAINST BORROWER WITHOUT ANY FURTHER NOTICE.
SECURITY AGREEMENTSecurity Agreement • March 20th, 2020 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Florida
THIS SECURITY AGREEMENT (this “Agreement”) is made and entered into as of March 16, 2020, by and among Grom Social Enterprises, Inc., a Florida corporation (the “Grantor”), and The Crone Law Group, P.C., solely in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the Holders (as defined below).
DEBT EXCHANGE AGREEMENTDebt Exchange Agreement • November 15th, 2019 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Florida
THIS DEBT EXCHANGE AGREEMENT (this “Debt Exchange Agreement”), dated as of __________ __, 2019, is entered into by and between Grom Social Enterprises, Inc., a Florida corporation with its principal offices at 2060 NW Boca Raton Blvd. #6, Boca Raton, Florida 33431 (the “Company”), and the noteholder set forth on the signature page hereto (the “Noteholder”).
THE PLACEMENT AGENT FOR THIS SECURITIES PURCHASE AGREEMENT IS EF HUTTON, A DIVISION OF BENCHMARK INVESTMENTS, LLC, A BROKER - DEALER REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION AND IS A MEMBER OF FINRASecurities Purchase Agreement • April 5th, 2024 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Nevis
This Securities Purchase Agreement (together with all exhibits and schedules hereto, this “Agreement”) is entered into as of April 1, 2024 (the “Effective Date”), by and between Grom Social Enterprises, Inc., a Florida corporation (the “Company”) and Generating Alpha Ltd., a Saint Kitts and Nevis Corporation (“Buyer”). The Company and Buyer may be collectively referred to herein as the “Parties” and individually as a “Party.”
Registration Rights AgreementRegistration Rights Agreement • April 5th, 2024 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 1, 2024 (the “Effective Date”), between Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and Generating Alpha Ltd., a Saint Kitts and Nevis corporation (“Buyer”). The Company and the Buyer may be referred to herein individually as a “Party” and collectively as the “Parties”.
GROM SOCIAL ENTERPRISES, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • March 20th, 2020 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Florida
This Subscription Agreement (this “Agreement”) is being delivered by the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in Grom Social Enterprises, Inc., a Florida corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of 12% senior secured convertible notes (each, a “Note”) and collectively, the “Notes”) of the Company.
ContractSenior Secured Convertible Note • March 20th, 2020 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Florida
THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”), AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
GROM SOCIAL ENTERPRISES, INC. 2020 EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • August 24th, 2021 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
On July 29, 2021, the Compensation Committee approved a grant of a Non-Qualified Stock Option (this "Option") to you to purchase Common Stock of Grom Social Enterprises, Inc. (the "Company") pursuant to the Grom Social Enterprises, Inc. 2020 Equity Incentive Plan (the "Plan"). The Option shall constitute and be treated at all times by you and the Company as a “non-qualified stock option” for Federal income tax purposes and shall not constitute and shall not be treated as an “incentive stock option” as defined under Section 422(b) of the Internal Revenue Code of 1986, as amended.
GROM SOCIAL ENTERPRISES, INC. 2020 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • September 21st, 2020 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
On [__________, 20__], the Compensation Committee approved a grant of an Incentive Stock Option (the "Option") to you to purchase Common Stock of Grom Social Enterprises, Inc. (the "Company") pursuant to the Grom Social Enterprises, Inc. 2020 Equity Incentive Plan (the "Plan"). The Option shall constitute and be treated at all times by you and the Company as an “incentive stock option,” as defined under Section 422(b) of the Internal Revenue Code of 1986, as amended.
PREFUNDED COMMON STOCK PURCHASE WARRANT Grom Social Enterprises, inc.Prefunded Common Stock Agreement • January 31st, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Hudson Bay Master Fund Ltd. 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”) until this Warrant is exercised in full (the “Expiration Date”) but not thereafter, to subscribe for and purchase from Grom Social Enterprises, Inc., a Florida corporation (the “Company”), up to 1,227,434 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).
VOTING AGREEMENTVoting Agreement • April 5th, 2024 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Nevada
This Voting Agreement, dated as of the date first set forth above (this “Agreement”), is entered into by and between Generating Alpha Ltd., a Saint Kitts and Nevis corporation (“Buyer”), Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and each of the shareholders of the Company whose names appear on the signature pages of this Agreement (each, a “Company Shareholder” and, collectively, the “Company Shareholders”). Buyer, the Company and each Company Shareholder may be referred to herein individually as a “Party” and collectively as the “Parties”.
