REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 6th, 2024 • Baijiayun Group LTD • Services-prepackaged software
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of December 6, 2024 is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and BAIJIAYUN GROUP LTD, an exempted company incorporated under the laws of the Cayman Islands (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”
STANDBY EQUITY PURCHASE AGREEMENTStandby Equity Purchase Agreement • December 6th, 2024 • Baijiayun Group LTD • Services-prepackaged software • New York
THIS STANDBY EQUITY PURCHASE AGREEMENT (this “Agreement”) dated as of December 6, 2024 is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and BAIJIAYUN GROUP LTD, an exempted company incorporated under the laws of the Cayman Islands (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”
Convertible Promissory NoteConvertible Note • December 6th, 2024 • Baijiayun Group LTD • Services-prepackaged software
This Note is being issued pursuant to Section 2.01 of the Standby Equity Purchase Agreement, dated December 6, 2024 (as may be amended, amended and restated, extended, supplemented or otherwise modified in writing from time to time, the “SEPA”), by and between the Company and YA II PN, Ltd., as the Investor. This Note may be repaid in accordance with the terms of the SEPA, including, without limitation, pursuant to Investor Notices and corresponding Advance Notices deemed given by the Company in connection with such Investor Notices. The Holder also has the option of converting on one or more occasions all or part of the then outstanding balance under this Note by delivering to the Company one or more Conversion Notices in accordance with Section 3 of this Note.
