CONVERTIBLE PROMISSORY NOTEConvertible Security Agreement • April 16th, 2019 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Delaware
FOR VALUE RECEIVED, Grom Holdings, Inc., a Delaware corporation (the "Company"), promises to pay to the order of TeleMate.Net Software, LLC., a Georgia Limited Liability Company ("Holder"), or its successors and assigns, in lawful money of the United States of America, the principal amount of this Promissory Note, of $1,000,000 (one million dollars) with interest thereon at the rate of 0.68% per annum compounded annually, said principal and all accrued interest thereon being payable on January 1st of each year beginning with January 1, 2018 and principal plus unpaid accrued interest being due and payable on or before January 2, 2020, unless converted into shares of the Company's Common Stock as described herein below. Notwithstanding the above, the interest rate charged shall in no event exceed the maximum rate permitted by law.
SUBSCRIPTION AGREEMENT GROM SOCIAL ENTERPRISES, INC.Subscription Agreement • April 16th, 2019 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Florida
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • April 16th, 2019 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
PLEDGE AND SECURITY AGREEMENT (this “Agreement”), dated September __, 2018, made by and among of GROM SOCIAL ENTERPRISES, INC. (the “Company”) and the holders of Company’s common stock signatory hereto (collectively, the “Pledgors”) in favor of each of the holders of the Company’s 12% Secured Notes set forth on Schedule A hereto (as may be amended from time to time to reflect additional closings and assignments, each a Pledgee and collectively, the “Pledgees”) and Corporate Stock Transfer, Inc., as pledge holder of the Pledged Shares for the Pledgees (the “Agent”).
LEASELease Agreement • April 16th, 2019 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Georgia
THIS LEASE, made as of the _____ day of ___________, 2017, by and between REALCO GA 001, LLC, a Georgia limited liability company, hereinafter referred to as “Landlord,” and GROM EDUCATIONAL SERVICES, a _________________, hereinafter referred to as “Tenant” and Top Draw Animation, Inc., “Guarantor.”
NEWBRIDGE SECURITIES INVESTMENT BANKING ENGAGEMENT AGREEMENTInvestment Banking Engagement Agreement • April 16th, 2019 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • Florida
This letter (the "Agreement") confirms Newbridge Securities Corporation ("NSC") engagement as an exclusive placement agent for Grom Social Enterprises, Inc., a Florida corporation, in connection with the proposed Capital Raise (the "Offering") of up to two million ($2,000,000) of the Company's securities (the "Securities"). It is anticipated that the Securities will be sold only to "accredited investors" (the "Investors"), as such term is defined in Rule 501(a) of Regulation D, promulgated under the United States Securities Act of 1933, as amended, pursuant to an exemption from registration under Rule 506 of Regulation D.
