REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 11th, 2005 • Genius Products Inc • Services-allied to motion picture production
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 4, 2005, by and among Genius Products, Inc., a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and collectively, the “Purchasers”).
GENIUS PRODUCTS, INC. COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of Genius Products, Inc.Genius Products Inc • October 11th, 2005 • Services-allied to motion picture production
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (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 the close of business on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Genius Products, Inc., a Delaware corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.0001 per share, of the Company (the “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).
GENIUS PRODUCTS, INC. NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • October 11th, 2005 • Genius Products Inc • Services-allied to motion picture production • California
THIS NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of October 4, 2005 by and among Genius Products, Inc., a Delaware corporation (the “Company”), and the investors listed on Exhibit A hereto, each of which is herein referred to as an “Investor”.
GENIUS PRODUCTS, INC. PROMISSORY NOTEGenius Products Inc • October 11th, 2005 • Services-allied to motion picture production • California
This promissory note (this “Note”) has been executed and delivered pursuant to and in accordance with the terms and conditions of that certain Note and Warrant Purchase Agreement, dated October 4, 2005, by and among Maker, Payee, and the other Investors signatory thereto (the “Agreement”), and is subject to the terms and conditions of the Agreement, which are, by this reference, incorporated herein and made a part hereof. Capitalized terms used in this Note without definition shall have the respective meanings set forth in the Agreement.
