REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 29th, 2021 • Lm Funding America, Inc. • Finance services • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 25, 2021, is made and entered into by and among LMF Acquisition Opportunities, Inc., a Delaware corporation (the “Company”), Maxim Partners LLC (“Maxim”) and LMFAO Sponsor, LLC, a Florida limited liability company (the “Sponsor,” together with Maxim and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
WARRANT AGREEMENTWarrant Agreement • January 29th, 2021 • Lm Funding America, Inc. • Finance services • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of January 25, 2021, is by and between LMF Acquisition Opportunities, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent,” also referred to herein as the “Transfer Agent”).
FORM OF UNDERWRITER WARRANT]Lm Funding America, Inc. • October 8th, 2021 • Finance services • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Group, LLC 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 [__]1(the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [__]2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from LM Funding America, Inc., a Delaware corporation (the “Company”), up to []3 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).
January 25, 2021 LMF Acquisition Opportunities, Inc. Tampa, FL 33606Letter Agreement • January 29th, 2021 • Lm Funding America, Inc. • Finance services
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among LMF Acquisition Opportunities, Inc., a Delaware corporation (the “Company”), and Maxim Group LLC, as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 10,350,000 of the Company’s units (including up to 1,350,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one redeemable warrant. Each warrant (a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Form S
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 25th, 2015 • Lm Funding America, Inc. • Finance services • Delaware
This Indemnification Agreement (“Agreement”), dated as of [ ], is by and between LM FUNDING AMERICA, INC., a Delaware corporation (the “Company”), and [NAME] (the “Indemnitee”).
Up to US$4,700,000 of Common Stock EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • June 27th, 2023 • Lm Funding America, Inc. • Finance services • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • August 18th, 2020 • Lm Funding America, Inc. • Finance services • New York
COMMON STOCK PURCHASE WARRANTLm Funding America, Inc. • October 22nd, 2018 • Finance services • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] 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”) and on or prior to 5:00 p.m. (New York City time) on [__]1, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from LM Funding America, Inc., a Delaware corporation (the “Company”), up to [] 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).
UNDERWRITING AGREEMENTUnderwriting Agreement • October 20th, 2021 • Lm Funding America, Inc. • Finance services • New York
EMPLOYMENT AGREEMENTEmployment Agreement • November 1st, 2021 • Lm Funding America, Inc. • Finance services
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is dated as of October 27, 2021 (the “Effective Date”), by and between LM Funding America, Inc., Delaware incorporated corporation (the “Company”), and Ryan Duran (“Executive”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • January 29th, 2021 • Lm Funding America, Inc. • Finance services • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of January 25, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between LMF Acquisition Opportunities, Inc., a Delaware corporation (the “Company”), and LMFAO Sponsor, LLC, a Florida limited liability company (the “Purchaser”).
SALES AND PURCHASE AGREEMENT BETWEEN Bitmain Technologies Limited (“Bitmain”)Non-Fixed Price • October 8th, 2021 • Lm Funding America, Inc. • Finance services
This non-fixed price sales and purchase agreement (this “Agreement”) is made on 6 Oct 2021 by and between Bitmain Technologies Limited (“Bitmain”) (Company number: 2024301), with its registered office at Unit A1 of Unit A, 11th Floor, Success Commercial Building, 245-251 Hennessy Road, Hong Kong, and LM Funding America Inc. (the “Purchaser”) (EIN: 47-3844457), with its principal place of business at 1200 West Platt St, Ste 100. Tampa, Florida 33609.
ContractLm Funding America, Inc. • July 23rd, 2018 • Finance services • New York
THIS AMENDED AND RESTATED NOTE HAS NOT 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 OR PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THIS AMENDED AND RESTATED NOTE MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE WITH THE SECURITIES ACT. ANY TRANSFEREE OF THIS AMENDED AND RESTATED NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS AMENDED AND RESTATED NOTE, INCLUDING SECTION AND 17(a) HEREOF. THE PRINCIPAL AMOUNT REPRESENTED BY THIS AMENDED AND RESTATED NOTE MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 3(c)(ii) OF THIS AMEND
WARRANT AGREEMENTWarrant Agreement • August 7th, 2015 • Lm Funding America, Inc. • Finance services • Florida
This Warrant Agreement (this “Agreement”) is made as of , 2015 (the “Issuance Date”) between LM Funding America, Inc., a Delaware corporation, with offices at 302 Knights Run Avenue, Suite 1000, Tampa, Florida 33602 (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York State limited liability trust company, with offices at 6201 15th Avenue, Brooklyn, New York 11219 (the “Warrant Agent”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase • October 20th, 2021 • Lm Funding America, Inc. • Finance services • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [______] 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”) and on or prior to 5:00 p.m. (New York City time) on October 19, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from LM Funding America, Inc., a Delaware corporation (the “Company”), up to [____] 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).
SECURITY AGREEMENTSecurity Agreement • November 3rd, 2022 • Lm Funding America, Inc. • Finance services • Florida
THIS SECURITY AGREEMENT dated as of October 28, 2022 (as amended, restated, or otherwise modified from time to time, this “Agreement”), is made by SEASTAR MEDICAL, INC., a Delaware corporation (the “Subsidiary”) and SEASTAR MEDICAL HOLDING CORPORATION, a Delaware corporation (the “Borrower” and, together with the Subsidiary, the “Borrower Parties”), to, and for the benefit of, LMFAO Sponsor, LLC, a Florida limited liability company (the “Secured Party”).
Public Offering of Units Maximum: 2,000,000 Units Minimum: 1,200,000 Units SALES AGENCY AGREEMENTSales Agency Agreement • October 23rd, 2015 • Lm Funding America, Inc. • Finance services • Delaware
The undersigned, LM Funding America, Inc., a Delaware corporation, and its wholly owned subsidiary, LM Funding, LLC, a Florida limited liability company, (the “Company”), hereby confirms its agreement with you (unless otherwise defined herein, the term “you” shall collectively refer to the Sales Agents) as follows:
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 23rd, 2018 • Lm Funding America, Inc. • Finance services • New York
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 23, 2018, is by and among LM Funding America, Inc., a Delaware corporation (the “Company”), and Esousa Holdings LLC, a New York limited liability company (the “Buyer”).
ContractLm Funding America, Inc. • November 14th, 2018 • Finance services • Florida
NEITHER THIS NOTE NOR THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE 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 OR PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THIS NOTE MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE WITH THE SECURITIES ACT. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE, INCLUDING SECTION AND 17(a) HEREOF. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION [3(c)(iii)] OF THIS NOTE.
AMENDED AND RESTATED WARRANT TO PURCHASE COMMON SHARESLm Funding America, Inc. • July 23rd, 2018 • Finance services • New York
This Amended and Restated Warrant to Purchase Common Shares (this “Warrant”) amends, restates and replaces that certain Warrant to Purhase Common Shares, dated April 2, 2018, issued to the Holder, as amended from time to time, and is one warrant, or one of a series of similar warrants, issued pursuant to that certain Securities Purchase Agreement, dated as of even date hereof, by and among the Company and the Purchaser(s) identified therein (the “Purchase Agreement”). All such warrants are referred to herein, collectively, as the “Warrants.”
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 23rd, 2018 • Lm Funding America, Inc. • Finance services • New York
This AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 23, 2018 (the “Restatement Date”), is by and among LM Funding America, Inc., a Delaware corporation (the “Company”), and Esousa Holdings LLC, a New York limited liability company (the “Buyer”), and amends and restates in its entirety that certain Securities Purchase Agreement, effective as of April 2, 2018 (“Effective Date”), by and between the Company and the Buyer, as amended, supplemented or otherwise modified (the “Original Agreement”).
ContractStock Option Award Agreement • October 23rd, 2015 • Lm Funding America, Inc. • Finance services
You have been granted an option (this “Option”) to purchase shares of the common stock of LM Funding America, Inc. (the “Company”) pursuant to the Company’s 2015 Omnibus Incentive Plan (the “Plan”) and this Stock Option Award Agreement (this “Option Agreement”). This Option is granted under and governed by the terms and conditions of the Plan and this Option Agreement. Additional provisions regarding this Option and definitions of capitalized terms used and not defined in this Option Agreement can be found in the Plan.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • May 21st, 2018 • Lm Funding America, Inc. • Finance services • New York
COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of April 2, 2018 (the “Effective Date”), by and between LM FUNDING AMERICA, INC., a Delaware corporation (the “Company”), and ESOUSA HOLDINGS LLC, a New York limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.
Public Offering of Units Minimum 1,200,000 Units Maximum 2,000,000 Units SELECTED DEALER AGREEMENTSelected Dealer Agreement • August 7th, 2015 • Lm Funding America, Inc. • Finance services
SETTLEMENT AGREEMENT AND STIPULATIONSettlement Agreement and Stipulation • March 31st, 2021 • Lm Funding America, Inc. • Finance services • New York
This SETTLEMENT AGREEMENT AND STIPULATION (this “Agreement”), is dated as of December 14, 2020, by and between plaintiff LMFA Financing, LLC, a Florida limited liability company (the “Creditor”) and defendant Borqs Technologies, Inc., a company incorporated in the British Virgin Islands, with headquarters located at Building B23-A, Universal Business Park No. 10 Jiuxianqiao Road Chaoyang District, Beijing 100015, China (the “Company”).
COMMON STOCK PURCHASE WARRANTLm Funding America, Inc. • October 20th, 2021 • Finance services • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Group LLC 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 April 16, 2022 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 16, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from LM Funding America, Inc., a Delaware corporation (the “Company”), up to [_____] 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).
ESCROW AGREEMENTEscrow Agreement • August 7th, 2015 • Lm Funding America, Inc. • Finance services • Georgia
This Escrow Agreement (this “Agreement”) is made and entered into as of the day of August, 2015, by and among LM Funding America, Inc., a Delaware corporation (the “Company”), SunTrust Bank, a Georgia banking corporation (“Escrow Agent”), and International Assets Advisory, LLC, a Florida limited liability company (“IAA”), as representative of the several sales agents (individually and collectively, the “Sales Agent”) set forth in Schedule I of the Sales Agency Agreement, dated August, 2015, by and between the Company and IAA, as such representative, and on Schedule I of this Agreement.
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase • November 5th, 2018 • Lm Funding America, Inc. • Finance services • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, 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”) and on or prior to 5:00 p.m. (New York City time) on November 1, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from LM Funding America, Inc., a Delaware corporation (the “Company”), up to 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 • November 14th, 2018 • Lm Funding America, Inc. • Finance services • Florida
This NOTE PURCHASE AGREEMENT (the “Agreement”), dated as of November 2, 2018, is by and among IIU, Inc., a Virginia corporation (the “Company”), and LM Funding America, Inc., a Delaware corporation (the “Buyer”).
AMENDMENT NO. 1 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 18th, 2022 • Lm Funding America, Inc. • Finance services • Florida
This is Amendment No. 1, dated November 16, 2022 (this “Amendment No. 1”), to that certain Amended and Restated Employment Agreement dated October 27, 2021 (the “Employment Agreement”), between LM Funding America, Inc., a Delaware corporation (the “Company”), and Bruce M. Rodgers, an individual (the “Executive”).
SALE AND PURCHASE AGREEMENTSale and Purchase Agreement • October 8th, 2021 • Lm Funding America, Inc. • Finance services • Florida
This Sale and Purchase Agreement (“Agreement”) is entered into and effective as of October 6, 2021 (“Effective Date”), by and between Uptime Armory, LLC (the “Company”), a Florida limited liability company with its principal place of business located at 12301 NW 112 Ave Suite 112, Medley, FL 33178 and US Digital Mining and Hosting Co. LLC (the “Buyer”), a Florida limited liability company with its principal place of business located at 1200 West Platt St. Suite 100, Tampa, FL 33606 (collectively “Parties”; individually “Party”).
UPTIME HOSTING LLC HOSTING AGREEMENTHosting LLC Hosting Agreement • October 8th, 2021 • Lm Funding America, Inc. • Finance services • Florida
This Hosting Agreement (“Agreement”), made as of October 6, 2021 (“Effective Date”), is made by and between Uptime Hosting LLC (“Host”), a Florida limited liability company with its principal place of business located at 12301 NW 112 Ave Suite 112, Medley, FL 33178 and US Digital Mining and Hosting Co. LLC (“Client”), a Florida limited liability company with its principal place of business located at 1200 West Platt St. Suite 100, Tampa, FL 33606 (collectively “Parties”; individually “Party”).
GUARANTYGuaranty • June 25th, 2015 • Lm Funding America, Inc. • Finance services
FOR VALUE RECEIVED, LM FUNDING, LLC, a Florida limited liability company whose address is 302 Knights Run Ave., Suite 1000, Tampa, FL 33602, CAROL LINN GOULD, an individual, whose address is 1109 S. Rome Avenue, Tampa, Florida 33606 and BRUCE M. RODGERS, an individual, whose address is 1109 S. Rome Avenue, Tampa, Florida 33606”). (each, “Guarantor” and collectively, “Guarantors”), hereby unconditionally jointly and severally guarantee the due and punctual payment of the $2,000,000.00 Promissory Note (as such amount may be increased thereunder), of which LMF October 2010 Fund, LLC, a Florida limited liability company, is the Maker and David A. Straz, Jr. Revocable Living Trust of 1986 is the Holder (the “Note”), and all extensions or renewals thereof and all sums payable under or by virtue thereof including, without limitation, all amounts of principal and interest and all expenses (including attorneys’ fees, whether incurred in trial or appellate proceedings) incurred in the collection
PLEDGE AGREEMENTPledge Agreement • April 4th, 2017 • Lm Funding America, Inc. • Finance services • Florida
THIS PLEDGE AGREEMENT is effective as of March 15, 2017 and entered into this 31st day of March, 2017 by and between LM FUNDING AMERICA, Inc., a Delaware corporation, as grantor (“Grantor”), and HEARTLAND BANK, an Arkansas state bank, on behalf of itself and its Affiliates (“Secured Party”).
CREDIT AGREEMENT among LMF SPE#2, LLC (as Borrower), LM FUNDING, LLC, CGR63, LLC AND LM FUNDING MANAGEMENT, LLC (as the Guarantors) and HEARTLAND BANK (as Lender) DATED AS OF DECEMBER 30, 2014Credit Agreement • June 25th, 2015 • Lm Funding America, Inc. • Finance services • Florida
THIS CREDIT AGREEMENT (the “Agreement”), dated as of December 30, 2014, is entered into by and among LMF SPE#2, LLC, a Florida limited liability company (“Borrower”), LM FUNDING, LLC, a Florida limited liability company, CGR63, LLC, a Florida limited liability company, LM FUNDING MANAGEMENT, LLC, a Florida limited liability company (collectively, the “Guarantors”), and HEARTLAND BANK, an Arkansas state bank (“Lender”).
