Courtside Group, Inc. (dba PodcastOne) 335 North Maple Drive, Suite 127 Beverly Hills, CA 90210 Ladies and Gentlemen:LiveOne, Inc. • July 20th, 2022 • Retail-eating places • New York
This letter (the “Agreement”) constitutes the agreement between Joseph Gunnar & Co., LLC (“Joseph Gunnar” or the “Placement Agent”) and Courtside Group, Inc. (dba PodcastOne), a Delaware corporation (the “Company”), that Joseph Gunnar shall serve as the exclusive placement agent for the Company, on a “commercially reasonable efforts” basis, in connection with the proposed placement (the “Placement”) of units (each a “Unit” and collectively the “Units”) at a purchase price of $100,000 per Unit. Each Unit consists of (i) a Convertible Promissory Note in the principal amount of $110,000, reflecting an Original Issue Discount of 10.0% (each a “Note” and collectively the “Notes”) of the Company, and (ii) a five and a half (5.5)-year warrant (each a “Warrant” and collectively the “Warrants”) to purchase a number of shares of the Company’s common stock, par value $0.00001 per share (the “Common Stock,” each a “Warrant Share” and collectively the “Warrant Shares”), equal to a certain number of
COURTSIDE GROUP, INC. (dba podcastone) SUBSCRIPTION AGREEMENT (July 2022)LiveOne, Inc. • July 20th, 2022 • Retail-eating places • New York
The undersigned subscriber or subscribers (hereinafter, the “Subscriber”) has received and carefully read the Courtside Group, Inc.’s (dba PodcastOne) Subscription Booklet, dated July 2022, and supplements, if any, thereto and exhibits thereto (collectively, the “Subscription Booklet”), including, without limitation, the form of Note (as defined below) and form of Warrant (as defined below), which describes the terms and conditions by which an investor may participate and invest in Courtside Group, Inc., a company incorporated under the laws of Delaware (the “Company”). Capitalized terms used and not defined herein shall have the same meanings as in the Subscription Booklet.
