0001493152-24-041316 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 16th, 2024 • Banzai International, Inc. • Services-prepackaged software • New York
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CONSULTING AGREEMENT
Consulting Agreement • October 16th, 2024 • Banzai International, Inc. • Services-prepackaged software • Delaware

This consulting agreement (“Agreement”) is entered into as of September 26, 2024 (the “Effective Date”) between Hudson Global Ventures, LLC, a Nevada limited liability company (“Consultant”) and Banzai International INC., a Delaware corporation (“COMPANY”) (collectively, the “Parties”).

FLOOR PRICE REDUCTION AGREEMENT
Floor Price Reduction Agreement • October 16th, 2024 • Banzai International, Inc. • Services-prepackaged software • Delaware

This Floor Price Reduction Agreement (this “Agreement”) is entered into as of September 20, 2024, 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,” together with the December Promissory, the “Outstanding Promissory Notes

REPAYMENT AGREEMENT
Repayment Agreement • October 16th, 2024 • Banzai International, Inc. • Services-prepackaged software

This Repayment Agreement is being entered into by and between Banzai International, Inc., a Delaware corporation (“Company”), and Cooley LLP (“Payee”), as of September __, 2024 (the “Effective Date”). The Company and Payee are each a “Party” and collectively the “Parties” hereto.

REPAYMENT AGREEMENT
Repayment Agreement • October 16th, 2024 • Banzai International, Inc. • Services-prepackaged software

This Repayment Agreement is being entered into by and between Banzai International, Inc., a Delaware corporation (“Company”), and Donnelley Financial LLC (“Payee”), as of September 13, 2024 (the “Effective Date”). The Company and Payee are each a “Party” and collectively the “Parties” hereto.

AMENDED & RESTATED REPAYMENT AGREEMENT
Repayment Agreement • October 16th, 2024 • Banzai International, Inc. • Services-prepackaged software • Delaware

This Amended & Restated Repayment Agreement (“Agreement”) is being entered into by and between Banzai International, Inc., a Delaware corporation (“Company”), and J.V.B. Financial Group, LLC acting through Cohen & Company Capital Markets Division (“Payee”), as of September 6, 2024 (the “Effective Date”). The Company and Payee are each a “Party” and collectively the “Parties” hereto.

REPAYMENT AGREEMENT
Repayment Agreement • October 16th, 2024 • Banzai International, Inc. • Services-prepackaged software • Delaware

This Repayment Agreement is being entered into by and between Banzai International, Inc., a Delaware corporation (“Company”), and Perkins Coie LLP (“Payee”), as of September 9, 2024 (the “Effective Date”,). The Company and Payee are each a “Party” and collectively the “Parties” hereto.

REPAYMENT AGREEMENT
Repayment Agreement • October 16th, 2024 • Banzai International, Inc. • Services-prepackaged software

This Repayment Agreement is being entered into by and between Banzai International, Inc., a Delaware corporation (“Company”), and Sidley Austin LLP (“Payee”), as of September [ ], 2024 (the “Effective Date”). The Company and Payee are each a “Party” and collectively the “Parties” hereto.

REPAYMENT AGREEMENT
Repayment Agreement • October 16th, 2024 • Banzai International, Inc. • Services-prepackaged software • Delaware

This Repayment Agreement is being entered into by and between Banzai International, Inc., a Delaware corporation (“Company”), and Verista Partners, Inc., aka Winterberry Group, (“Payee”), as of [●] (the “Effective Date”). The Company and Payee are each a “Party” and collectively the “Parties” hereto.

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