REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 22nd, 2021 • Touchpoint Group Holdings Inc. • Telephone & telegraph apparatus • Florida
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of March 15, 2021, by and between TOUCHPOINT GROUP HOLDINGS INC., a Delaware corporation (the "Company"), and MACRAB LLC, a Florida limited liability company (together with it permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the standby equity commitment agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").
COMMON STOCK PURCHASE WARRANTSecurity Agreement • March 22nd, 2021 • Touchpoint Group Holdings Inc. • Telephone & telegraph apparatus • Florida
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the execution of the Purchase Agreement (as defined below)), MacRab LLC, a Florida limited liability company (including any permitted and registered 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 of issuance hereof, to purchase from Touchpoint Group Holdings Inc., a Delaware corporation (the “Company”), 2,272,727 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain standby equity commitment agreement dated March 15, 2021, by and among the Company and the Holder (the “Purchase Agreement”).
STANDBY EQUITY COMMITMENT AGREEMENTStandby Equity Commitment Agreement • March 22nd, 2021 • Touchpoint Group Holdings Inc. • Telephone & telegraph apparatus • Delaware
This standby equity commitment agreement is entered into as of March 15, 2021 (this "Agreement"), by and between Touchpoint Group Holdings Inc., a Delaware corporation (the "Company"), and MacRab LLC, a Florida limited liability company (the "Investor").
