SHARE PURCHASE AGREEMENT dated as of [•], 2022 by and among BANZAI INTERNATIONAL, INC., GEM GLOBAL YIELD LLC SCS and GEM YIELD BAHAMAS LIMITEDShare Purchase Agreement • August 31st, 2023 • 7GC & Co. Holdings Inc. • Blank checks • New York
This SHARE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the date first above written by and among BANZAI INTERNATIONAL, INC., a company incorporated under the laws of the State of Delaware whose registered office is at 101 Yesler Way, Suite 600, Seattle WA, 98104 (the “Company”); GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 12C, rue Guillaume J. Kroll, L-1882 Luxembourg (the “Purchaser”); and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”).
BANZAI INTERNATIONAL, INC., a Delaware corporation, as Borrower JOSEPH P. DAVY as an Individual Guarantor DEMIO, INC., a Florida corporation as Individual Guarantor CP BF LENDING, LLC, a Delaware limited liability company as Lender Loan of $1,500,000...Loan Agreement • August 31st, 2023 • 7GC & Co. Holdings Inc. • Blank checks • Washington
This LOAN AGREEMENT, dated as of February 19, 2021 (this “Agreement”), is made by and among BANZAI INTERNATIONAL, INC., a Delaware corporation (“Borrower”), each Guarantor that joins this Agreement after the date hereof by executing a Joinder Agreement, and CP BF LENDING, LLC, a Delaware limited liability company, as lender (“Lender”).
FORBEARANCE AGREEMENTForbearance Agreement • August 31st, 2023 • 7GC & Co. Holdings Inc. • Blank checks • Delaware
This FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of August 24, 2023, by and among BANZAI INTERNATIONAL, INC., a Delaware corporation (the “Borrower”), the guarantors from time to time party to the Loan Agreement described below (collectively with the Borrower, the “Credit Parties”) and CP BF LENDING, LLC, a Delaware limited liability company (the “Lender”).
