ContractConvertible Security Agreement • May 14th, 2024 • LIVE VENTURES Inc • Retail-miscellaneous retail
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 SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANIES. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • May 14th, 2024 • LIVE VENTURES Inc • Retail-miscellaneous retail • Nevada
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into this 6th day of March 2024, by and between Live Ventures Incorporated, a Nevada corporation (the “Seller”), and MSW Projects Limited, a Canadian entity, or designee (the “Buyer”), on the following premises:
LOAN MODIFICATION AGREEMENTLoan Modification Agreement • May 14th, 2024 • LIVE VENTURES Inc • Retail-miscellaneous retail
THIS LOAN MODIFICATION AGREEMENT (this “Modification”), dated as of the February [*], 2024 (the “Effective Date”), is entered into among LIVE VENTURES INCORPORATED, a Nevada corporation (“Borrower”), JON ISAAC, individually (“Isaac”), ISAAC CAPITAL GROUP, LLC, a Delaware limited liability company (“ICG” and collectively with Isaac, the “Guarantors” and each, a “Guarantor”), and SPRIGGS INVESTMENTS, LLC, a Missouri limited liability company (“Lender”). Borrower and Guarantors are herein sometimes referred to individually as a “Borrower Party” and collectively as “Borrower Parties.”
ContractPromissory Note • May 14th, 2024 • LIVE VENTURES Inc • Retail-miscellaneous retail
This THIRD AMENDMENT TO PROMISSORY NOTE (this “Amendment”) is entered into as of January 11, 2024, between Live Ventures Incorporated, a Nevada corporation (“Borrower”), and Isaac Capital Group, LLC, a Delaware limited liability company (“Noteholder”).
