LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 11th, 2017 • Frankly Inc • Services-computer programming, data processing, etc.
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of December 28, 2016 (the “Effective Date”) among (a) SILICON VALLEY BANK, a California corporation (“Bank”), and (b) FRANKLY INC., a corporation continued under the laws of British Columbia, Canada (“Canadian Borrower”), FRANKLY CO., a Delaware corporation (“Frankly Co.”) and FRANKLY MEDIA LLC, a Delaware limited liability company (“Frankly LLC” and, together with Canadian Borrower and Frankly Co., individually and collectively, jointly and severally, “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
Frankly Inc.Credit Agreement • January 11th, 2017 • Frankly Inc • Services-computer programming, data processing, etc.
Reference is made to the Credit Agreement between Raycom Media, Inc. (“Raycom”) and Frankly Inc. (“Frankly”) dated August 31, 2016 (the “Credit Agreement”). Section 4.3.2.3 of the Credit Agreement requires mandatory payment to Raycom of the net proceeds received by Frankly from any “issuances of debt or equity.” Sections 4.3.2.4 and 4.3.2.5 of the Credit Agreement provide for mandatory repayment to Raycom of specific amounts, based upon the amount of capital raised in connection with a NASDAQ listing. Frankly anticipates (a) closing a private placement of equity in December of 2016, (b) closing a revolving credit facility with Silicon Valley Bank in December of 2016, and (c) making a US public offering of equity on or about the date that its pending S-1 Registration Statement and NASDAQ listing application become effective. Raycom and Frankly agree that the proceeds received by Frankly from the financings listed in (a) and (b) above (and (c) above to the extent that the amount raised i
Credit Agreement BETWEEN RAYCOM MEDIA, INC.Credit Agreement • January 11th, 2017 • Frankly Inc • Services-computer programming, data processing, etc. • Ontario
