SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 19th, 2014 • Players Network • Cable & other pay television services • New York
THIS PURCHASE AGREEMENT ("Agreement") is made as of the 13th day of June, 2014 by and between Players Network., a Nevada Corporation,(the "Company"), and WHC Capital, LLC (the "Investor").
ContractConvertible Note • August 19th, 2014 • Players Network • Cable & other pay television services • California
NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD 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.
Securities Purchase AgreementSecurities Purchase Agreement • August 19th, 2014 • Players Network • Cable & other pay television services • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of May 20, 2014, is entered into by and between Players Network, a Nevada corporation (“Company”), and Typenex Co-Investment, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 19th, 2014 • Players Network • Cable & other pay television services • Nevada
The undersigned understands that Players Network, a Nevada corporation (the "Company"), is offering for sale shares of its common stock, par value $.001 per share ("Shares") and warrants exercisable for shares of the Company's common stock ("Warrants") on the terms and conditions set forth in this Subscription Agreement. The undersigned further understands that the offer and sale of the Shares and the Warrants is being made without registration under the Securities Act of 1933, as amended (the "Securities Act").
ContractWarrant Agreement • August 19th, 2014 • Players Network • Cable & other pay television services • Nevada
THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO PLAYERS NETWORK, Inc. THAT SUCH REGISTRATION IS NOT REQUIRED.
PLAYERS NETWORK AMENDED AND RESTATEDStock Option Agreement • August 19th, 2014 • Players Network • Cable & other pay television services • Nevada
Unless otherwise defined herein, the terms defined in the Amended and Restated 2004 Non-Qualified Stock Option Plan shall have the same defined meanings in this Stock Option Agreement.
FIRST AMENDMENTConvertible Debenture • August 19th, 2014 • Players Network • Cable & other pay television services
This Amendment, effective as of May 12, 2014, is to that certain Convertible Debenture (the "Debenture") dated May 8, 2014 of Players Network Inc., a Nevada corporation ("Borrower") in favor of Group 10 Holdings LLC ("Holder").
