SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 18th, 2024 • MGO Global Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [ ], 2024, between MGO Global Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
COMMON STOCK PURCHASE WARRANT MGO GLOBAL INC.Common Stock Purchase Warrant • December 18th, 2024 • MGO Global Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Stockholder Approval Date (as defined below) (the “Initial Exercise Date”) and on the earlier of (i) the closing date of the transactions contemplated by the BCA and (ii) on or prior to 5:00 p.m. (New York City time) on the [five (5) year] anniversary of the Initial Exercise Date, provided that, if such date is not a Trading Day, then the next Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from MGO Global Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This
PRE-FUNDED COMMON STOCK PURCHASE WARRANT MGO GLOBAL INC.Pre-Funded Common Stock Purchase Warrant • December 18th, 2024 • MGO Global Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and until the earlier of (i) the date on which this Warrant is exercised in full and (ii) the closing date of the transactions contemplated by the BCA (the “Termination Date”) but not thereafter, to subscribe for and purchase from MGO Global Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 18th, 2024 • MGO Global Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
