ContractBanzai International, Inc. • September 20th, 2024 • Services-prepackaged software • Delaware
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES. THIS NOTE MAY BE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE UNDER SUCH LAWS AND ANY SUCH TRANSFER OR RESALE MAY REQUIRE COMPLIANCE WITH THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE ISSUER OF THIS NOTE MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
AMENDMENT No 4 TO SUBORDINATED PROMISSORY NOTESubordinated Promissory Note • September 20th, 2024 • Banzai International, Inc. • Services-prepackaged software
This Amendment No. 4 to Subordinated Promissory Note (the “Amendment”), dated May [30], 2024, is entered into by and between Banzai International, Inc. (the “Company”), Alco Investment Company (the “Holder”) and CP BF Lending, LLC (the “Lender”) (collectively known as the “Parties”).
ContractBanzai International, Inc. • September 20th, 2024 • Services-prepackaged software • Delaware
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES. THIS NOTE MAY BE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE UNDER SUCH LAWS AND ANY SUCH TRANSFER OR RESALE MAY REQUIRE COMPLIANCE WITH THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE ISSUER OF THIS NOTE MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
AMENDMENT No 3 TO SUBORDINATED PROMISSORY NOTESubordinated Promissory Note • September 20th, 2024 • Banzai International, Inc. • Services-prepackaged software
This Amendment No. 3 to Subordinated Promissory Note (the “Amendment”), dated May [30], 2024, is entered into by and between Banzai International, Inc. (the “Company”), Alco Investment Company (the “Holder”) and CP BF Lending, LLC (the “Lender”) (collectively known as the “Parties”).
AMENDED AND RESTATED DEBT REPAYMENT AGREEMENTDebt Repayment Agreement • September 20th, 2024 • Banzai International, Inc. • Services-prepackaged software • Delaware
This Amended and Restated Debt Repayment Agreement (this “Agreement”) is entered into as of May 22, 2024, effective upon the closing of the Offering (as defined below), by and between BANZAI INTERNATIONAL, INC. (f/k/a 7GC & Co. Holdings Inc.), a Delaware corporation (the “Company”), and YA II PN, LTD., a Cayman Islands exempt limited partnership managed by Yorkville Advisors Global, LP (“Yorkville”), in respect of (i) that certain Convertible Promissory Note, dated December 14, 2023, made by the Company in favor of Yorkville in the original principal amount of $2,000,000 (the “December Promissory Note”); (ii) that certain Convertible Promissory Note, dated February 5, 2024, made by the Company in favor of Yorkville in the original principal amount of $1,000,000 (the “February Promissory Note”); and (iii) that certain Convertible Promissory Note, dated March 26, 2024, made by the Company in favor of Yorkville in the original principal amount of $1,500,000 (the “March Promissory Note,” t
