MIMVI, INC. OID CONVERTIBLE NOTEConvertible Security Agreement • May 28th, 2013 • Mimvi, Inc. • Services-advertising • New York
This Note is one of a series of duly authorized and validly issued OID Convertible Notes of Mimvi, Inc., a Nevada corporation (the “Company”), having its principal place of business at 440 North Wolfe Road, Sunnyvale, CA 94085, designated as its OID Convertible Note (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
COMMON STOCK PURCHASE WARRANT MIMVI, INC.Common Stock Purchase Warrant • May 28th, 2013 • Mimvi, Inc. • Services-advertising
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, GEMINI MASTER FUND, LTD. (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 Issue Date (as defined above) and on or prior to the close of business on the fifth (5th) anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Mimvi, Inc., a Nevada corporation (the “Company”), up to 4,000,000 shares (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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 28th, 2013 • Mimvi, Inc. • Services-advertising • New York
This Securities Purchase Agreement (this “Agreement”) is made and entered into as of May 21, 2013, by and between Mimvi, Inc., a Nevada corporation (“Company”), and the purchaser(s) listed on the signature page hereof (each a “Purchaser” and collectively the “Purchasers”).
