0001213900-18-011997 Sample Contracts

COMMON STOCK PURCHASE WARRANT jerrick media holdings, inc.
Common Stock Purchase Warrant • August 31st, 2018 • Jerrick Media Holdings, Inc. • Services-allied to motion picture production

THIS COMMON STOCK 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August __, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Jerrick Media Holdings, Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 31st, 2018 • Jerrick Media Holdings, Inc. • Services-allied to motion picture production

This Registration Rights Agreement (this “Agreement”) is made and entered into as of August __, 2018, between Jerrick Media Holdings, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 31st, 2018 • Jerrick Media Holdings, Inc. • Services-allied to motion picture production • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August ____, 2018, between Jerrick Media Holdings, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

Re: Agreement to Convert – Convertible Note
Convertible Note Agreement • August 31st, 2018 • Jerrick Media Holdings, Inc. • Services-allied to motion picture production • New Jersey

You are being sent this letter as you are currently the holder of a Convertible Note dated <<Date Signed>> (the “Note”) issued by Jerrick Media Holdings, Inc. (the “Company”) in the original principal amount of <<Principal>> (“Original Principal Amount”). Marking the note to August 15th, 2018 , you are owed remaining principal of <<Principal>> (“Principal Amount”), along with accrued interest of <<Interest>> (the “Interest Amount” together with the Principal Amount, the “Note Obligation”). As an incentive to the requested conversion as set forth below, the Company has agreed to issue you a five-year warrant to purchase shares of the Company’s common stock, par value $0.001 per share (“Common Stock”) at an exercise price of $0.30 equal to 50% of the amount of shares underlying the Note Obligation (the “Incentive Warrant”).

Re: Agreement to Convert – Promissory Note
Promissory Note • August 31st, 2018 • Jerrick Media Holdings, Inc. • Services-allied to motion picture production • New Jersey

You are being sent this letter as you are currently the holder of a Promissory Note dated <<Date Signed>> (the “Note”) issued by Jerrick Media Holdings, Inc. (the “Company”) in the original principal amount of $150,000 (“Original Principal Amount”). Marking the note to August 15th, 2018 , you are owed remaining principal of <<Principal>> (“Principal Amount”), along with accrued interest of <<Interest>> (the “Interest Amount” together with the Principal Amount, the “Note Obligation”). As an incentive to the requested conversion as set forth below, the Company has agreed to issue you a five-year warrant to purchase shares of the Company’s common stock, par value $0.001 per share (“Common Stock”) at an exercise price of $0.30 equal to 50% of the amount of shares underlying the Note Obligation (the “Incentive Warrant”).

Re: Agreement to Convert – Series B Preferred Stock
Agreement to Convert – Series B Preferred Stock • August 31st, 2018 • Jerrick Media Holdings, Inc. • Services-allied to motion picture production • New Jersey

You are being sent this letter as a holder of <<SeriesB>> shares of Series B Convertible Preferred Stock, par value $.001 per share (the “Series B Preferred Stock”) of Jerrick Media Holdings, Inc. (the “Company”), which are currently convertible into <<CommonB>> shares (the “Conversion Shares”) of the Company's common stock, par value $.001 per share (the “Common Stock”), inclusive of accrued and unpaid dividends and liquidated damages, if any. These Conversion Shares represent all shares owed to the holder, fulfilling all remaining obligations to the holder. As an incentive to the requested conversion as set forth below, the Company has agreed to issue you a warrant to purchase shares of the Company’s Common Stock at an exercise price of $0.30 equal to 50% of the Conversion Shares (the “Incentive Warrant”).

FORM OF LOCK-UP AGREEMENT
Lock-Up Agreement • August 31st, 2018 • Jerrick Media Holdings, Inc. • Services-allied to motion picture production • New York

Re: Securities Purchase Agreement, dated as of ____ __, 2018 (the “Purchase Agreement”), between Jerrick Media Holdings, Inc., a Nevada corporation (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”)

Re: Agreement to Convert – Series A Preferred Stock
Agreement to Convert – Series a Preferred Stock • August 31st, 2018 • Jerrick Media Holdings, Inc. • Services-allied to motion picture production • New Jersey

You are being sent this letter as a holder of <<SeriesA>> shares of Series A Convertible Preferred Stock, par value $.001 per share (the “Series A Preferred Stock”) of Jerrick Media Holdings, Inc. (the “Company”), which are currently convertible into <<CommonA>> shares (the “Conversion Shares”) of the Company's common stock, par value $.001 per share (the “Common Stock”), inclusive of accrued and unpaid dividends and liquidated damages, if any. As an incentive to the requested conversion as set forth below, the Company has agreed to issue you a warrant to purchase shares of the Company’s Common Stock at an exercise price of $0.30 equal to 50% of the Conversion Shares (the “Incentive Warrant”).

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