REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 15th, 2024 • Global Mofy AI LTD • Services-computer programming, data processing, etc.
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”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 15th, 2024 • Global Mofy AI LTD • Services-computer programming, data processing, etc. • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 13, 2024, between Global Mofy AI Limited, a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ORDINARY SHARE PURCHASE WARRANT GLOBAL MOFY AI LIMITEDOrdinary Share Purchase Warrant • October 15th, 2024 • Global Mofy AI LTD • Services-computer programming, data processing, etc.
THIS ORDINARY SHARE 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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _______2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Global Mofy AI Limited, a Cayman Islands exempted company (the “Company”), up to ______ Class A ordinary shares (the “Ordinary Shares” and as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 26th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc. • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2023, between Global Mofy Metaverse Limited, a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
GLOBAL MOFY METAVERSE LIMITED UNDERWRITING AGREEMENTUnderwriting Agreement • May 5th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc. • New York
EMPLOYMENT AGREEMENTEmployment Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc. • New York
This Employment Agreement (the “AGREEMENT”) is made and entered into on November 15, 2023 by and between Chen Chen (the “EXECUTIVE”) and Global Mofy Metaverse Limited, a Cayman Islands company (the “COMPANY”).
Consultation and Service AgreementConsultation and Service Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
This Consultation and Services Agreement (the “Agreement”) is entered into as of January 5, 2022 in Beijing between the following two parties:
GLOBAL MOFY METAVERSE LIMITED ORDINARY SHARES, PAR VALUE US$0.000002 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • March 22nd, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc. • New York
Global Mofy Metaverse Limited, an exempted company incorporated in the Cayman Islands. (the “Company”), proposes to sell to the underwriters named in Schedule I (the “Underwriters”) to this agreement (the “Agreement”) for which Maxim Group LLC is acting as representative (in such capacity, the “Representative”) an aggregate of [●] ordinary shares, par value $0.000002 per share (“Ordinary Shares”) of the Company (the “Firm Shares”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to an aggregate of (i) [●] additional Ordinary Shares (the “Option Shares” and collectively with the Firm Shares, the “Securities”) The offering and sale of the Securities contemplated by this Agreement is referred to herein as the “Offering”.
Employment Agreement with Qing LiEmployment Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
In accordance with the Labor Law of the People’s Republic of China, the Labor Contract Law of the People’s Republic of China and other relevant laws and regulations, Party A and Party B agree on the principle of equality, voluntariness and negotiation (hereinafter referred to as the Labor Contract) of the “Contract”, and jointly abide by the provisions listed in this Contract.
Equity Pledge AgreementEquity Pledge Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
This Equity Pledge Agreement (this “Agreement”) is entered into in the People’s Republic of China (the “PRC”) on January 【】, 2022, by and among the following Parties:
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • January 3rd, 2024 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc. • New York
This letter (this “Agreement”) constitutes the agreement between Global Mofy Metaverse Limited (the “Company”), Prime Number Capital LLC (“Prime Number”), and FT Global Capital, Inc. (“FT Global” and with Prime Number, the “Placement Agents”) pursuant to which FT Global and Prime Number shall serve as the placement agents for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and sale (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement) (the “Services”). The Company expressly acknowledges and agrees that the Placement Agents’ obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by the Placement Agents to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of the Placement Agents with respect to securing any other financing on behalf of the Company.
Exclusive Call Option AgreementExclusive Call Option Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
This Exclusive Call Option Agreement (this “Agreement”) is entered into in the People’s Republic of China (the “PRC”) on January 【】, 2022 by and among the following Parties:
Shareholder Voting Proxy AgreementShareholder Voting Proxy Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
This Shareholder Voting Proxy Agreement (this “Agreement”) is entered into in the People’s Republic of China (the “PRC”) on [ ], 2022, by and among the following Parties:
Business Operation AgreementBusiness Operation Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
This Business Operation Agreement (this “Agreement”) is entered into in the People’s Republic of China (the “PRC”) on January 5, 2022, by and among the following Parties:
Form of Agreement with SupplierSupplier Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
Party A and Party B enter into this Contract in accordance with the Contract Law of the People’s Republic of China, the Advertising Law of the People’s Republic of China and other relevant laws and regulations, on the basis of equality, voluntary and consensus consultation and on the basis of the principles of honesty and trustworthiness, mutual benefit and common development.
Form of Agreement for Digital MarketingDigital Marketing Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
In accordance with the provisions of the relevant laws, regulations and rules of the People’s Republic of China, Party A and Party B shall sign this Contract on the basis of equality, voluntary agreement and mutual agreement through consultation.
Termination AgreementTermination Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
Form of Agreement for Licensing Digital AssetLicensing Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
1、 Party A is a company related to 3D digital assets, and Party A undertakes to have the copyright of the complete authorization chain of the contents authorized in this Agreement.
Consulting and service, business operation termination agreementConsulting and Service Termination Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
The shareholders of Party B have transferred all their shares to Party A. Party A is already the 100% controlling shareholder of Party B. The parties have negotiated as follows.
Form of Agreement for Virtual Technology ServiceVirtual Technology Service Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
Party A invests and shoots the network drama XXX (tentative name, modification and change of the drama name shall not affect the validity of the Contract and the rights and obligations of both parties, hereinafter referred to as “the drama”), and needs to make virtual content footage for the drama; Party B is the virtual content producer and service provider with rich experience.
Form of Equity Transfer AgreementEquity Transfer Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • November 27th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc. • Hong Kong
THIS SHARE PURCHASE AGREEMENT (together with all exhibits, as amended from time to time, this “Agreement”) is entered into on November 15, 2022 (the “Signing Date”) by and among:
Lock-Up AgreementLock-Up Agreement • December 26th, 2023 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
WARRANT EXCHANGE AGREEMENTWarrant Exchange Agreement • March 1st, 2024 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc. • New York
This Warrant Exchange Agreement (this “Agreement”) is made and entered into as of March 1, 2024 (the “Effective Date”), by and among Global Mofy Metaverse Limited (the “Company”), and the investor signatory hereto (the “Holder”, and, together with the Company, the “parties”).
AMENDMENT AGREEMENTAmendment Agreement • November 6th, 2024 • Global Mofy AI LTD • Services-computer programming, data processing, etc. • New York
This Amendment Agreement (the “Amendment Agreement”), dated as of October 31, 2024, is entered into by and between Global Mofy AI Limited, a Cayman Islands company (“Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”) to amend a certain securities purchase agreement by and among the Company and the Purchasers dated October 13, 2024 (the (the “Securities Purchase Agreement”).
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT GLOBAL MOFY AI LIMITEDPre-Funded Ordinary Warrant Agreement • October 15th, 2024 • Global Mofy AI LTD • Services-computer programming, data processing, etc.
THIS PRE-FUNDED ORDINARY SHARE 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 set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Global Mofy AI Limited, a Cayman Islands exempted company (the “Company”), up to ______ Class A ordinary shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Global Mofy Metaverse Limited December 29, 2023Lock-Up Agreement • January 3rd, 2024 • Global Mofy Metaverse LTD • Services-computer programming, data processing, etc.
