INDEMNIFICATION AGREEMENTIndemnification Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of March [__], 2024 between Brand Engagement Network Inc., a Delaware corporation (the “Company”), and the counterparty identified on the signature page hereto (“Indemnitee”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 14, 2024, is made and entered into by and among Brand Engagement Network Inc., a Delaware corporation (the “Company”) (f/k/a DHC Acquisition Corp., a Cayman Islands exempted company limited by shares prior to its domestication as a Delaware corporation, DHC Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), October 3rd Holdings, LLC, a Wyoming limited liability company (“October 3rd”) and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor, October 3rd and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design • Maryland
This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer”), and Paul Chang (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.”
Brand Engagement Network Inc. Jackson, WY 83001Subscription Agreement for Common Stock • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design • Delaware
This agreement (the “Agreement”) is entered into as ________, ________ by and between ________ (the “Subscriber” and “you”), and Brand Engagement Network Inc., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase ________ shares (the “Shares”) of common stock, $0.001 par value per share of the Company (the “Common Stock”). The terms on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
EXCLUSIVE RESELLER AGREEMENT (SAAS)Exclusive Reseller Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design • Texas
Upon the achievement of an Earnout Threshold for the first time, on the day the Board (as defined below) has determined the Earnout Threshold has been achieved (as further described below) for a particular Warrant Tranche, then the corresponding Warrant Tranche shall become exercisable for a three-year period (any three year period, an “Exercise Period”). Any Warrant Tranche that is not exercised, in whole or in part, within the corresponding Exercise Period shall expire and Reseller shall no longer be permitted to exercise such Warrant Tranche.
EMPLOYMENT AGREEMENTEmployment Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design • New York
This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer’’), and Bill Williams (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.”
SUBSCRIPTION AGREEMENT September 7, 2023Subscription Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into as of September 7, 2023 (“Execution Date”), by and between Brand Engagement Network Inc., a Wyoming corporation (the “Company”), and the undersigned subscriber (“Subscriber”).
FORM NONQUALIFIED STOCK OPTION AGREEMENT UNDER THE BRAND ENGAGEMENT NETWORK, INC.Nonqualified Stock Option Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design
FORM RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE BRAND ENGAGEMENT NETWORK, INC. 2023 LONG-TERM INCENTIVE PLANRestricted Stock Unit Award Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design
FORM INCENTIVE STOCK OPTION AGREEMENT UNDER THE BRAND ENGAGEMENT NETWORK, INC.Incentive Stock Option Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design
FORM RESTRICTED STOCK AWARD AGREEMENT UNDER THE BRAND ENGAGEMENT NETWORK, INC.Restricted Stock Award Agreement • March 20th, 2024 • Brand Engagement Network Inc. • Services-computer integrated systems design
