SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 6th, 2023 • Vinco Ventures, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February __, 2023, is by and among Vinco Ventures, Inc., a Nevada corporation with offices located at 24 Aspen Park Blvd., East Syracuse, NY 13057 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 6th, 2023 • Vinco Ventures, Inc. • Games, toys & children's vehicles (no dolls & bicycles)
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February [___], 2023, is by and among Vinco Ventures, Inc., a Nevada corporation with offices located at 24 Aspen Park Blvd., East Syracuse, NY 13057 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • February 6th, 2023 • Vinco Ventures, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • New York
WHEREAS, the Company is party to that certain Securities Purchase Agreement, dated as of [January __, 2023], (as amended, modified, supplemented, extended, renewed, restated or replaced from time to time in accordance with the terms thereof, the “Securities Purchase Agreement”) by and among the Company and each party listed as a “Buyer” on the Schedule of Buyers attached thereto (each a “Buyer” and collectively, the “Buyers”), pursuant to which the Company shall be required to sell, and the Buyers shall purchase or have the right to purchase, the “Notes” issued pursuant thereto (as such Notes may be amended, modified, supplemented, extended, renewed, restated or replaced from time to time in accordance with the terms thereof, collectively, the “Notes”);
GUARANTYGuaranty • February 6th, 2023 • Vinco Ventures, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • New York
This GUARANTY, dated as of __, 2023 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of [__________], a [______], in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreement (each as defined below).
EXCHANGE AND AMENDMENT AGREEMENTExchange and Amendment Agreement • February 6th, 2023 • Vinco Ventures, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • New York
This EXCHANGE AND AMENDMENT AGREEMENT (the “Agreement”), dated as of [•], 2023, is made by and between Vinco Ventures, Inc., a Nevada corporation, with headquarters located at 24 Aspen Park Blvd., East Syracuse, NY 13057 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the July SPA (as defined below) or July Note (as defined below), as applicable.
INTERCREDITOR AGREEMENTIntercreditor Agreement • February 6th, 2023 • Vinco Ventures, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • New York
This INTERCREDITOR Agreement (as amended, restated, renewed, extended, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of February [●], 2023 by and among Holder (“HOLDER”), the Persons listed on Annex A hereto (together with [Five Narrow Lane], as collateral agent under the New Creditor Notes Documents (as defined below), collectively, the “New Creditor”), Vinco Ventures, Inc., a Nevada corporation (the “Company”) and each other Subsidiary of the Company listed as a “Grantor” on the signature pages hereto.
