SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 12th, 2023 • BIT ORIGIN LTD • Finance services • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December __, 2023, is by and among Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at 27F, Samsung Hub, 3 Church Street, Singapore 049483 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 12th, 2023 • BIT ORIGIN LTD • Finance services
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December __, 2023, is by and among Bit Origin Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at 27F, Samsung Hub, 3 Church Street, Singapore 049483 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • December 12th, 2023 • BIT ORIGIN LTD • Finance services • New York
WHEREAS, the Company is party to that certain Securities Purchase Agreement, dated as of December 7, 2023, (as amended, modified, supplemented, extended, renewed, restated or replaced from time to time in accordance with the terms thereof, the “Securities Purchase Agreement”) by and among the Company and each party listed as a “Buyer” on the Schedule of Buyers attached thereto (each a “Buyer” and collectively, the “Buyers”), pursuant to which the Company shall be required to sell, and the Buyers shall purchase or have the right to purchase, the “Notes” issued pursuant thereto (as such Notes may be amended, modified, supplemented, extended, renewed, restated or replaced from time to time in accordance with the terms thereof, collectively, the “Notes”);
GUARANTYGuaranty • December 12th, 2023 • BIT ORIGIN LTD • Finance services • New York
This GUARANTY, dated as of __________, 2023 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of [ ], a [ ], in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreement (each as defined below).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of SONIC AUSPICE DC LLCLimited Liability Company Agreement • December 12th, 2023 • BIT ORIGIN LTD • Finance services • Delaware
This Second Amended and Restated Limited Liability Company Agreement (the “Agreement”) of Sonic Auspice DC LLC (the “Company”) is made as of December 8, 2023 (the “Effective Date”) by and among the Company and the Members whose names and addresses are set forth on the signature pages hereto.
EQUITY PURCHASE AGREEMENT dated as of December 7, 2023 between and BIT ORIGIN LTD. EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • December 12th, 2023 • BIT ORIGIN LTD • Finance services • Delaware
