REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 22nd, 2019 • Dolphin Entertainment, Inc. • Services-personal services
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 20, 2019, between by and among Dolphin Entertainment, Inc., a Florida corporation (the “Company”), and Lincoln Park Capital Fund, LLC, an Illinois limited liability company (the “Investor”).
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Dolphin Entertainment, Inc. • May 22nd, 2019 • Services-personal services • New York
THIS NOTE HAS BEEN ISSUED WITH ORIGINAL ISSUE DISCOUNT (“OID”). PURSUANT TO TREASURY REGULATION §1.1275-3(b)(1), WILLIAM O’DOWD, IV, A REPRESENTATIVE OF THE COMPANY HEREOF WILL, BEGINNING TEN DAYS AFTER THE ISSUANCE DATE OF THIS NOTE, PROMPTLY MAKE AVAILABLE TO THE HOLDER UPON REQUEST THE INFORMATION DESCRIBED IN TREASURY REGULATION §1.1275-3(B)(1)(I). WILLIAM O’DOWD, IV MAY BE REACHED AT BILLODOWD@DOLPHINENTERTAINMENT.COM.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 22nd, 2019 • Dolphin Entertainment, Inc. • Services-personal services • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 20, 2019, is by and between Dolphin Entertainment, Inc., a Florida corporation (the “Company”), and Lincoln Park Capital Fund, LLC, an Illinois limited liability company (the “Investor”).
FORM OF SERIES A WARRANT]Dolphin Entertainment, Inc. • May 22nd, 2019 • Services-personal services • New York
Dolphin Entertainment, Inc., a Florida corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lincoln Park Capital Fund, LLC, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon exercise of this Series A Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this “Series A Warrant”), at any time or times on or after the Initial Exercise Date, but not after 11:59 p.m., New York time, on the Expiration Date (as defined below), 137,500 (subject to adjustment as provided herein) fully paid and non-assessable shares of Common Stock (as defined below) (the “Series A Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Series A Warrant
