SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 30th, 2023 • Snail, Inc. • Services-prepackaged software • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of August 24, 2023, between Snail, Inc., a Delaware 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 • August 30th, 2023 • Snail, Inc. • Services-prepackaged software
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 24, 2023, between Snail, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 16th, 2022 • Snail, Inc. • Services-prepackaged software • Delaware
This Indemnification Agreement (this “Agreement”), made and entered into as of the ____ day of ______, 2022, by and between Snail, Inc., a Delaware corporation (the “Company”), and _________ (“Indemnitee”).
ContractSnail, Inc. • August 30th, 2023 • Services-prepackaged software
THIS 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 UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR UPON RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE AND, ACCORDINGLY, THE SECURITIES ISSUABLE UPON CONVERSION HEREOF, MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF, PURSUANT TO THE TERMS OF THIS NOTE.
COMMON STOCK PURCHASE WARRANT SNAIL, INC.Snail, Inc. • August 30th, 2023 • Services-prepackaged software • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the Original Issue 7.4% Discount Convertible Promissory Note in the principal amount of $[●] to the Holder (as defined below) of even date) (the “Note”), [●], a [●] 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 Snail, Inc., a Delaware corporation (the “Company”), [●]1 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 Securities Purchase Agreement dated August 24, 2023, by and among the Company and purch
WARRANT SNAIL, INC.Snail, Inc. • August 30th, 2023 • Services-prepackaged software • Delaware
THIS 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 August 24, 2023 (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Snail, Inc., a Delaware corporation (the “Company”), up to Three Hundred Sixty Seven Thousand Six Hundred Forty Seven (367,647) shares of the Company’s Class A Common Stock (“Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
EMPLOYMENT AGREEMENTEmployment Agreement • May 27th, 2022 • Snail, Inc. • Services-prepackaged software • California
This Agreement is made between Snail Games USA Inc., a California corporation (“Snail USA”), and Peter Kang, a resident of the State of California (“Employee”) on December 10, 2012.
LOAN AGREEMENT SNAIL GAMES USA INC., a California corporation,Loan Agreement • May 27th, 2022 • Snail, Inc. • Services-prepackaged software • California
THIS LOAN AGREEMENT (“Agreement”) is entered into as of June 17, 2021 by and between SNAIL GAMES USA INC., a California corporation (“Borrower”), and CATHAY BANK, a California banking corporation (“Lender”).
PURCHASE AGREEMENTPurchase Agreement • August 30th, 2023 • Snail, Inc. • Services-prepackaged software • Delaware
PURCHASE AGREEMENT (this “Agreement”), dated as of August 24, 2023, by and between SNAIL, INC., a Delaware corporation (the “Company”), and _______________ (the “Investor”).
SECOND AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT SNAIL GAMES USA INC., a California corporation and CATHAY BANK, a California banking corporationRevolving Loan and Security Agreement • May 27th, 2022 • Snail, Inc. • Services-prepackaged software • California
THIS SECOND AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT ("Agreement") is entered into as of January 26, 2022, by and among SNAIL GAMES USA INC., a California corporation ("Borrower"), on the one hand, and CATHAY BANK, a California banking corporation ("Lender''), on the other hand. This Agreement amends, restates, replaces and supersedes in its entirety that certain Amended and Restated Loan and Security Agreement dated June 17, 2021, as amended from time to time.
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • November 16th, 2023 • Snail, Inc. • Services-prepackaged software • Delaware
THIS INDEPENDENT DIRECTOR AGREEMENT is made effective as of November 10, 2023 (the “Agreement”), between SNAIL, INC., a Delaware corporation (the “Company”), and Ryan Jamieson, residing at [Address] (“Director”).
AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT SNAIL GAMES USA INC., a California corporation and CATHAY BANK, a California banking corporationRevolving Loan and Security Agreement • January 3rd, 2022 • Snail, Inc. • Services-prepackaged software • California
THIS AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT (“Agreement”) is entered into as of June 17, 2021, by and among SNAIL GAMES USA INC., a California corporation (“Borrower”) , on the one hand, and CATHAY BANK, a California banking corporation (“Lender”), on the other hand. This Agreement amends, restates, replaces and supercedes in its entirety that certain Loan and Security Agreement dated December 26, 2018, as amended from time to time.
FIRST AMENDMENT TO AMENDED AND RESTATED EXCLUSIVE SOFTWARE LICENSE AGREEMENTExclusive Software License Agreement • March 29th, 2023 • Snail, Inc. • Services-prepackaged software
This First Amendment to AMENDED AND RESTATED EXCLUSIVE SOFTWARE LICENSE AGREEMENT (the “First Amendment”) is entered into as of March 10th, 2023, by and between SDE, INC., a California corporation (“SDE”), and SNAIL GAMES USA, INC., a California corporation (“SGU” and together with SDE, the “Parties,” and each, a “Party”). Capitalized terms used and not defined in this First Amendment have the respective meanings assigned to them in the Existing Agreement (as defined below).
