ESCROW AGREEMENT FOR SECURITIES OFFERINGEscrow Agreement • March 15th, 2021 • Gryphon Online Safety, Inc. • Computer communications equipment • Delaware
THIS ESCROW AGREEMENT, dated as of (“Escrow Agreement”), is by and between SI Securities, LLC (“SI Securities”), , a (“Issuer”), and The Bryn Mawr Trust Company of Delaware (“BMTC DE”), a Delaware entity, as Escrow Agent hereunder (“Escrow Agent”). Capitalized terms used herein, but not otherwise defined, shall have the meaning set forth in that certain Issuer Agreement by and between Issuer and SI Securities executed prior hereto (the “Issuer Agreement”).
Amended and Restated RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT April __, 2021 Gryphon Online Safety, Inc. RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • March 15th, 2021 • Gryphon Online Safety, Inc. • Computer communications equipment • Delaware
THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made as of April __, 2021 by and among Gryphon Online Safety, Inc., a Delaware corporation (the “Company”), the “Investors” (as defined below) listed on Exhibit A and the “Key Holders” (as defined below) listed on Exhibit B.
SI Securities, LLCOffering Agreement • January 19th, 2021 • Gryphon Online Safety, Inc. • New York
VOTING AGREEMENT May 31, 2019Voting Agreement • January 19th, 2021 • Gryphon Online Safety, Inc. • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of May 31, 2019, by and among Gryphon Online Safety, Inc., a Delaware corporation (the “Company”), each holder of the Company’s Series Seed Preferred Stock, $0.0001 par value per share (the “Preferred Stock”) listed on Exhibit A (together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Sections 7.1(a) or 7.2 below, the “Investors”), and those certain stockholders of the Company and holders of options to acquire shares of the capital stock of the Company listed on Exhibit B (together with any subsequent stockholders or option holders, or any transferees, who become parties hereto as “Key Holders” pursuant to Sections 7.1(b) or 7.2 below, the “Key Holders,” and together collectively with the Investors, the “Stockholders”).
Gryphon Online Safety, Inc. SERIES A-1 PREFERRED STOCK SUBSCRIPTION AGREEMENTSubscription Agreement • March 15th, 2021 • Gryphon Online Safety, Inc. • Computer communications equipment • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
Explanatory Note: INDEX TO EXHIBITSExhibit Filing • March 29th, 2021 • Gryphon Online Safety, Inc. • Computer communications equipment
AMENDED AND RESTATED VOTING AGREEMENT April __, 2021 Gryphon Online Safety, Inc. Amended and Restated VOTING AGREEMENTVoting Agreement • March 15th, 2021 • Gryphon Online Safety, Inc. • Computer communications equipment • Delaware
THIS Amended and Restated VOTING AGREEMENT (this “Agreement”) is made and entered into as of April __, 2021, by and among Gryphon Online Safety, Inc., a Delaware corporation (the “Company”), each holder of the Company’s Series Seed Preferred Stock, $0.0001 par value per share, Series A-1 Preferred Stock, $0.0001 par value per share, and Series A-2 Preferred Stock, $0.0001 par value per share (collectively, the “Preferred Stock”) listed on Exhibit A (together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Sections 7.1(a) or 7.2 below, the “Investors”), and those certain stockholders of the Company and holders of options to acquire shares of the capital stock of the Company listed on Exhibit B (together with any subsequent stockholders or option holders, or any transferees, who become parties hereto as “Key Holders” pursuant to Sections 7.1(b) or 7.2 below, the “Key Holders,” and together collectively with the Investors, the “Stockhold
Gryphon Online Safety, Inc. SERIES A-1 PREFERRED STOCK SUBSCRIPTION AGREEMENTSubscription Agreement • March 15th, 2021 • Gryphon Online Safety, Inc. • Computer communications equipment • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
investor rights agreementInvestor Rights Agreement • January 19th, 2021 • Gryphon Online Safety, Inc. • Delaware
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of May 31, 2019 by and among Gryphon Online Safety, Inc., a Delaware corporation (the “Company”), each of the investors listed on Exhibit A hereto, each of which is referred to in this Agreement as an “Investor,” and any “Additional Purchaser” (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
Amended and Restated INVESTOR RIGHTS AGREEMENT April __, 2021 Gryphon Online Safety, Inc. Amended and Restated INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • March 15th, 2021 • Gryphon Online Safety, Inc. • Computer communications equipment • Delaware
THIS Amended and Restated INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of April __, 2021 by and among Gryphon Online Safety, Inc., a Delaware corporation (the “Company”), each of the investors listed on Exhibit A hereto, each of which is referred to in this Agreement as an “Investor,” and any “Additional Purchaser” (as defined below) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
