SECURITY AGREEMENTSecurity Agreement • September 21st, 2020 • LiveXLive Media, Inc. • Retail-eating places • Delaware
This SECURITY AGREEMENT, dated as of September 15, 2020 (as may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is by and among LiveXLive Media, Inc., a Delaware corporation (the “Company”), any Subsidiaries of the Company that now or at any time hereafter agree to guarantee the Company’s obligations under the Note (as defined below) and/or any documents or instruments associated therewith (such Subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), Harvest Small Cap Partners, L.P. and Harvest Small Cap Partners Master, Ltd. as the holders of the Company’s 8.5% Original Issue Discount Secured Notes due September 15, 2022, in the original aggregate principal amount of $15,000,000 (collectively, the “Note”) that is a signatory hereto, and its endorsees, transferees and assigns (collectively, the “Secured Party”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • September 21st, 2020 • LiveXLive Media, Inc. • Retail-eating places • Delaware
This INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “IP Security Agreement”), dated as of September 15, 2020, is made by LiveXLive Media, Inc., a Delaware corporation (the “Company”), and the other Debtors a party hereto (together with the Company, each individually a “Debtor” and collectively, the “Debtors”), in favor of the holder(s) of the Company’s 8.5% Original Issue Discount Secured Notes due September 15, 2022, in the original aggregate principal amount of $15,000,000 (collectively, the “Note”) that is a signatory hereto, and its endorsees, transferees and assigns (collectively, the “Secured Party”). Capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in, or by reference in, the Security Agreement (as defined below).
SUBSIDIARY GUARANTEESubsidiary Guarantee • September 21st, 2020 • LiveXLive Media, Inc. • Retail-eating places • Delaware
This SUBSIDIARY GUARANTEE, dated as of September 15, 2020 (this “Guarantee”), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the Secured Parties defined below.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 21st, 2020 • LiveXLive Media, Inc. • Retail-eating places • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 15, 2020, by and among LiveXLive Media, Inc., a Delaware corporation (the “Company”), Harvest Small Cap Partners, L.P., a Delaware limited partnership (“Harvest LP”) and Harvest Small Cap Partners Master, Ltd., a Delaware corporation (“Harvest Ltd.” and together with Harvest LP, collectively, the “Buyer”).
