REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 16th, 2022 • Live Current Media Inc. • Services-business services, nec
This Registration Rights Agreement (this "Agreement") is made and entered into as of February 15, 2022 between Live Current Media, Inc., a Nevada corporation (the "Company") and Mercer Street Global Opportunity Fund, LLC ("Purchaser").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 16th, 2022 • Live Current Media Inc. • Services-business services, nec • New York
___________________, a _________________ corporation and _____________________ ("Investor") have entered into a Securities Purchase Agreement dated as of ________________ (the "Agreement") providing for the issuance of a Convertible Promissory Note in the principal amount of $___________ (the "Note") and ____________ warrants ("Warrants", and together with the Note, the "Securities").
SECURITY AGREEMENTSecurity Agreement • February 16th, 2022 • Live Current Media Inc. • Services-business services, nec • New York
This SECURITY AGREEMENT, dated as of February 15, 2022 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this "Agreement") made by and among Live Current Media, Inc., Inc., a Nevada corporation (the "Company") and the guarantors listed on the signature pages hereto (the "Original Guarantors") or from time to time party hereto by execution of a Joinder Agreement (as hereinafter defined), which shall include all wholly-owned and majority-owned subsidiaries of the Company acquired or formed after the date hereof for so long as this Agreement remains in effect (the "Additional Guarantors", and together with the Original Guarantors, the "Guarantors"), as grantors, pledgors, assignors and debtors (the Company, together with the Guarantors, in such capacities and together with any successors in such capacities, the "Grantors", and each, a "Grantor"), and Mercer Street Global Opportunity Fund, LLC, a Delaware limit
ORIGINAL ISSUE DISCOUNT SENIOR CONVERTIBLE PROMISSORY NOTEConvertible Note Agreement • February 16th, 2022 • Live Current Media Inc. • Services-business services, nec
THIS ORIGINAL ISSUE DISCOUNT SENIOR CONVERTIBLE PROMISSORY NOTE is duly authorized and validly issued at an original issue discount by Live Current Media, Inc., a Nevada corporation (the "Company") (the "Note").
COMMON STOCK PURCHASE WARRANTWarrant Agreement • February 16th, 2022 • Live Current Media Inc. • Services-business services, nec
THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, Mercer Street Global Opportunity Fund, 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 the date hereof (the "Initial Exercise Date") and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Live Current Media, Inc., a Nevada corporation (the "Company"), up to ____________ shares of Common Stock (subject to adjustment hereunder, the "Warrant Shares"). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant issued pursuant to a Securities Purchase Agreement (the "Purchase Agreement") entered into as of the Initial Exercise Date between the Company and the initial Holder.
