PREFUNDED COMMON STOCK PURCHASE WARRANT Grom Social Enterprises, inc.Grom Social Enterprises, Inc. • January 31st, 2023 • Services-computer programming, data processing, etc.
THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Hudson Bay Master Fund Ltd. 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”) until this Warrant is exercised in full (the “Expiration Date”) but not thereafter, to subscribe for and purchase from Grom Social Enterprises, Inc., a Florida corporation (the “Company”), up to 1,227,434 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 31st, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc. • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 25, 2023, between Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 31st, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 25, 2023, between Grom Social Enterprises Inc., a Florida corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
WAIVER AGREEMENTWaiver Agreement • January 31st, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
This Waiver Agreement, dated as of January 30, 2023 (this “Agreement”), is entered into by and between Grom Social Enterprises, Inc. (the “Company”) and the holder identified on the signature page hereto (the “Holder”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Securities Purchase Agreement, dated as of September 14, 2021, by and between the Company and the Holder (the “2021 SPA”).
AMENDMENT NO. 2 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 31st, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
This AMENDMENT NO. 2, dated as of January 30, 2023 (this “Amendment”), to the SECURITIES PURCHASE AGREEMENT, as amended (the “Securities Purchase Agreement”), dated as of January 25, 2023, is by and among Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and the investors signatory thereto (including, the undersigned investor (the “Investor”). Unless otherwise defined herein or the context otherwise requires, capitalized terms used herein and defined in the Securities Purchase Agreement shall be used herein as therein defined.
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 31st, 2023 • Grom Social Enterprises, Inc. • Services-computer programming, data processing, etc.
This AMENDMENT NO. 1, dated as of January 30, 2023 (this “Amendment”), to the SECURITIES PURCHASE AGREEMENT (the “Securities Purchase Agreement”), dated as of January 25, 2023, is by and among Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and the investors signatory thereto (including, the undersigned investor (the “Investor”). Unless otherwise defined herein or the context otherwise requires, capitalized terms used herein and defined in the Securities Purchase Agreement shall be used herein as therein defined.
