Grom Social Enterprises, Inc. Sample Contracts

October 20th, 2021 · Common Contracts · 1000 similar
Grom Social Enterprises, Inc.AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT

This Amended and Restated Securities Purchase Agreement (this “Agreement”) is dated as of October 20, 2021 and amends and restates in its entirety the prior Securities Purchase Agreement dated as of September 14, 2021, 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”).

January 26th, 2022 · Common Contracts · 1000 similar
Grom Social Enterprises, Inc.REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 20, 2022, 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”).

April 20th, 2021 · Common Contracts · 985 similar
Grom Social Enterprises, Inc.SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 16, 2021, by and between GROM SOCIAL ENTERPRISES, INC., a Florida corporation, with headquarters located at 2060 NW Boca Raton Blvd. #6, Boca Raton, FL 33431 (the “Company”), and LABRYS FUND, LP, a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).

June 22nd, 2021 · Common Contracts · 779 similar
Grom Social Enterprises, Inc.GROM SOCIAL ENTERPRISES, INC. 2,409,639 UNITS CONSISTING OF 2,409,639 SHARES OF COMMON STOCK AND WARRANTS (EXERCISABLE FOR UP TO 2,409,639 SHARES OF COMMON STOCK) UNDERWRITING AGREEMENT

The undersigned, Grom Social Enterprises, Inc., a company incorporated under the laws of Florida (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Grom Social Enterprises, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which EF Hutton, division of Benchmark Investments, LLC, is acting as representative to the several Underwriters (in such capacity, the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriters) on the terms and conditions set forth herein.

September 20th, 2021 · Common Contracts · 249 similar
Grom Social Enterprises, Inc.SECURITY AGREEMENT

This SECURITY AGREEMENT, dated as of September 14, 2021 (this “Agreement”), is among Grom Social Enterprises, Inc., a Florida corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 10.0% Senior Secured Original Issue Discount Convertible Notes due 18 months following their issuance, in the original aggregate principal amount of $4,400,000.00 (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).

September 20th, 2021 · Common Contracts · 176 similar
Grom Social Enterprises, Inc.SUBSIDIARY GUARANTEE

SUBSIDIARY GUARANTEE, dated as of September 14, 2021 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Grom Social Enterprises, Inc., a Florida corporation (the “Company”) and the Purchasers.

February 12th, 2021 · Common Contracts · 91 similar
Grom Social Enterprises, Inc.SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 30, 2020, is entered into by and between GROM SOCIAL ENTERPRISES, Inc., a Florida corporation (the “Company”), and EMA Financial, LLC, a Delaware limited liability company (the “Purchaser” or “Holder”).

February 12th, 2021 · Common Contracts · 8 similar
Grom Social Enterprises, Inc.NOTE PURCHASE AGREEMENT

THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of December 17, 2020, (the “Execution Date”), is entered into by and between GROM SOCIAL ENTERPRISES, INC., a Florida corporation (the “Company”), and QUICK CAPITAL, LLC, a Wyoming limited liability company (the “Buyer”). Each capitalized term used herein shall have the meaning ascribed thereto in Section 10 below, or as otherwise defined herein.

April 5th, 2021 · Common Contracts · 7 similar
Grom Social Enterprises, Inc.REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 11, 2021, is made by and between Grom Social Enterprises., Inc., a Florida corporation (the “Company”), and FirstFire Global Opportunities Fund, LLC (the “Holder”). The Company and the Holder are hereinafter sometimes collectively referred to as the “Parties” and each a “Party” to this Agreement.

April 28th, 2021 · Common Contracts · 5 similar
Grom Social Enterprises, Inc.FORM OF WARRANT AGENT AGREEMENT

THIS WARRANT AGENT AGREEMENT (this “Agreement”) is dated [ ], 2021, between Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and Equiniti Trust Company, acting as warrant agent (the “Warrant Agent”).

June 22nd, 2021 · Common Contracts · 4 similar
Grom Social Enterprises, Inc.WARRANT AGENT AGREEMENT

THIS WARRANT AGENT AGREEMENT (this “Agreement”) is dated June 21, 2021, between Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and Equiniti Trust Company, acting as warrant agent (the “Warrant Agent”).

March 20th, 2020 · Common Contracts · 3 similar
Grom Social Enterprises, Inc.SECURITY AGREEMENT

THIS SECURITY AGREEMENT (this “Agreement”) is made and entered into as of March 16, 2020, by and among Grom Social Enterprises, Inc., a Florida corporation (the “Grantor”), and The Crone Law Group, P.C., solely in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the Holders (as defined below).

March 20th, 2020 · Common Contracts · 2 similar
Grom Social Enterprises, Inc.GROM SOCIAL ENTERPRISES, INC. SUBSCRIPTION AGREEMENT

This Subscription Agreement (this “Agreement”) is being delivered by the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in Grom Social Enterprises, Inc., a Florida corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of 12% senior secured convertible notes (each, a “Note”) and collectively, the “Notes”) of the Company.

August 24th, 2021 · Common Contracts · 2 similar
Grom Social Enterprises, Inc.EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement"), dated as of August 19, 2021 (the “Effective Date”), is by and between (1) Grom Social Enterprises, Inc., a Florida corporation (“Grom” or the “Company”), and (2) Brent Watts (the “Executive”). The Company and the Executive are sometimes referred to herein collectively as the “Parties” and individually as a “Party.

August 22nd, 2017 · Common Contracts · 2 similar
Grom Social Enterprises, Inc.EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on June 1, 2016 and is effective for all purposes as of the Effective Date (as defined below), by and between Grom Holdings, Inc./Grom Social Inc. a Florida corporation (the “Company”, or “Grom”), and Darren M. Marks (the “Executive”).

November 19th, 2019
Grom Social Enterprises, Inc.SUBSCRIPTION AGREEMENT

This Subscription Agreement (this “Agreement”) is being delivered by the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in Grom Social Enterprises, Inc., a Florida corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of units (the “Units”) of the Company. Each Unit shall consist of one (1) share of the Company’s common stock, par value $0.001 (the “Common Stock”) and one (1) warrant exercisable for one share of the Common Stock at a per share price of $0.25 and exercisable for a three-year period.

May 27th, 2021
Grom Social Enterprises, Inc.AMENDMENT NO. 1 TO TRANSACTION DOCUMENTS

This AMENDMENT NO. 1 TO TRANSACTION DOCUMENTS (this “Amendment”), dated as of May 24, 2021, by and between GROM SOCIAL ENTERPRISES, Inc., a Florida corporation (the “Company”), and EMA FINANCIAL, LLC, a Delaware limited liability company (the “Lender”). Each of the Company and the Lender shall be referred to collectively as the “Parties” and individually as a “Party.”

April 17th, 2018
Grom Social Enterprises, Inc.FIRST MODIFICATION TO PURCHASE AND SALE AGREEMENT DATED JANUARY 12, 2017

WHEREAS Grom Social Enterprises, Inc. a Florida corporation (f/k/a Grom Holdings, Inc.) ("Grom" or the "Company"), and TELEMATE.NET SOFTWARE, LLC ("TeleMate") entered into a Purchase and Sale Agreement dated January 12, 2017; and

August 4th, 2021
Grom Social Enterprises, Inc.MEMBERSHIP INTEREST PURCHASE AGREEMENT

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated July 29, 2021, is by and among: (1) Grom Social Enterprises, Inc., a Florida corporation (“Purchaser”); (2) Russell Hicks (“Hicks”), Brent Watts (“BWatts”), John Van Slooten, Trustee (“Van Slooten”) of the Van Slooten Family Revocable Living Trust dated 4/6/90 (“Van Slooten Trust”), and Gregory A. Peterson, Trustee (“Peterson”) of the Gregory A. Peterson Revocable Living Trust dated April 9, 2001 (“Peterson Trust”); Ryan Watts (“RWatts”); Robert Nelsen (“Nelsen”); Lauren Selig (“Selig”); Jared Wolfson (“Wolfson”); Matthew Cubberly (“Cubberly”); and (3) Curiosity Ink Media LLC, a Delaware limited liability company (“Company”). Each of Hicks, BWatts, Van Slooten, Peterson, RWatts, Nelsen, Selig, Wolfson and Cubberly are hereinafter sometimes referred to individually as a “Seller” and collectively as “Sellers; and each of Purchaser, Company and Sellers are sometimes referred to herein as a “Party” and collectively as th

August 6th, 2020
Grom Social Enterprises, Inc.SUBSCRIPTION AGREEMENT

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of __________ __, 2020, by and between GROM SOCIAL ENTERPRISES, INC., a Florida corporation (the “Company”), and the subscriber identified on the signature page hereto (each a “Subscriber” and collectively “Subscribers”).

May 17th, 2017
Illumination America, Inc.SHARE EXCHANGE AGREEMENT BY AND BETWEEN ILLUMINATION AMERICA, INC. AND GROM HOLDINGS, INC.

THIS SHARE EXCHANGE AGREEMENT (the "Agreement") is made and entered into as of May 15, 2017, by and between Illumination America, Inc., a Florida corporation ("IA") and Grom Holdings, Inc., a Delaware corporation (“Grom”), who hereby agree as follows.

March 20th, 2020
Grom Social Enterprises, Inc.SECURITY AGENT AGREEMENT

SECURITY AGENT AGREEMENT (this "Agreement"), dated as of March 16, 2020, among Grom Social Enterprises, Inc., a Florida corporation (the “Company”), the lenders reflected on the signature pages hereto (each individually, a "Lender" and collectively, the "Lenders"), and The Crone Law Group, P.C. (the "Security Agent").

August 22nd, 2017
Grom Social Enterprises, Inc.SHARE SALE AGREEMENT FOR THE ENTIRE ISSUED SHARE CAPITAL OF TD HOLDINGS LIMITED
August 6th, 2020
Grom Social Enterprises, Inc.EXCHANGE AGREEMENT

This Exchange Agreement (this “Agreement”), effective as of __________ __, 2020, is entered into by and between Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and the holder of Series A 10% Convertible Preferred Stock (the “Holder”).

January 3rd, 2018
Grom Social Enterprises, Inc.ASSET PURCHASE AGREEMENT

THIS ASSET PURCHASE AGREEMENT (“Agreement”) is entered into as of December 27, 2017, by and among Fyoosion, LLC a Delaware limited liability company (“Fyoosion” or the "Seller"), and Grom Social Enterprises, Inc. a Florida corporation (“Purchaser”).

January 13th, 2016
Illumination America, Inc.CONSULTING AGREEMENT

This Consulting Agreement (this “Agreement”) is dated effective as of June 15th, 2015 (the “Effective Date”) by and between Illumination America, Inc. (the “Company”), a Florida Corporation with an office at 2060 Boca Raton Boulevard, Suite 6 Boca Raton, Florida 33431, and Financial Genetics LLC. A Delaware Corporation (the “Consultant”), with an address at 205 Chestnut Drive Roslyn, NY 11576. The Company and Consultant are sometimes hereinafter referred to individually as a “Party” and collective,· as the “Parties.”

April 16th, 2019
Grom Social Enterprises, Inc.SUBSCRIPTION AGREEMENT GROM SOCIAL ENTERPRISES, INC.
May 27th, 2021
Grom Social Enterprises, Inc.AMENDMENT NO. 1 TO COMMON STOCK PURCHASE WARRANT

This Amendment No. 1 to Common Stock Purchase Warrant (this “Amendment”), dated as of May 21, 2021 (the “Effective Date”), is entered into by and between Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and Quick Capital, LLC, a Wyoming limited liability company (the “Holder”).

May 27th, 2021
Grom Social Enterprises, Inc.AMENDMENT NO. 1 TO TRANSACTION DOCUMENTS

This AMENDMENT NO. 1 TO TRANSACTION DOCUMENTS (this “Amendment”), dated as of May 20, 2021, by and between GROM SOCIAL ENTERPRISES, INC., a Florida corporation (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company (the “Lender”). Each of the Company and the Lender shall be referred to collectively as the “Parties” and individually as a “Party.”

April 16th, 2019
Grom Social Enterprises, Inc.PLEDGE AND SECURITY AGREEMENT

PLEDGE AND SECURITY AGREEMENT (this “Agreement”), dated September __, 2018, made by and among of GROM SOCIAL ENTERPRISES, INC. (the “Company”) and the holders of Company’s common stock signatory hereto (collectively, the “Pledgors”) in favor of each of the holders of the Company’s 12% Secured Notes set forth on Schedule A hereto (as may be amended from time to time to reflect additional closings and assignments, each a Pledgee and collectively, the “Pledgees”) and Corporate Stock Transfer, Inc., as pledge holder of the Pledged Shares for the Pledgees (the “Agent”).

January 5th, 2018
Grom Social Enterprises, Inc.DATED 1 JANUARY 2018 AMENDING AGREEMENT TO THE SHARE SALE AGREEMENT FOR THE ENTIRE ISSUED SHARE CAPITAL OF TD HOLDINGS LIMITED AND THE SECURED PROMISSORY NOTE TD Holdings Limited Suite 601, 6th Floor, West Tower, Philippine Stock Exchange Center...
August 6th, 2020
Grom Social Enterprises, Inc.DEBT EXCHANGE AGREEMENT

This Debt Exchange Agreement (this “Agreement”), effective as of __________ __, 2020, is entered into by and between Grom Social Enterprises, Inc., a Florida corporation (the “Company”), and the holder of the outstanding note issued by Company as described below (the “Holder”).

January 16th, 2019
Grom Social Enterprises, Inc.SECOND AMENDING AGREEMENT TO THE SHARE SALE AGREEMENT FOR THE ENTIRE ISSUED SHARE CAPITAL OF TD HOLDINGS LIMITED AND THE SECURED PROMISSORY NOTE
May 27th, 2021
Grom Social Enterprises, Inc.AMENDMENT NO. 1 TO THE WARRANT

This AMENDMENT NO. 1 to the Warrant (as defined below) (the “Amendment”), dated as of May 25, 2021 (the “Effective Date”), by and between GROM SOCIAL ENTERPRISES, INC., a Florida corporation (the “Company”), and AUCTUS FUND, LLC, a Delaware limited liability company (the “Investor”). Each of the Company and the Investor shall be referred to collectively as the “Parties” and individually as a “Party.”

April 16th, 2019
Grom Social Enterprises, Inc.LEASE

THIS LEASE, made as of the _____ day of ___________, 2017, by and between REALCO GA 001, LLC, a Georgia limited liability company, hereinafter referred to as “Landlord,” and GROM EDUCATIONAL SERVICES, a _________________, hereinafter referred to as “Tenant” and Top Draw Animation, Inc., “Guarantor.”