Subsidiary Guarantee Sample Contracts

Icad Inc – SUBSIDIARY GUARANTEE (December 27th, 2018)

SUBSIDIARY GUARANTEE, dated as of December 20, 2018 (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 iCAD, Inc., a Delaware corporation (the “Company”) and the Purchasers.

xG TECHNOLOGY, INC. – SUBSIDIARY GUARANTEE (December 4th, 2018)

SUBSIDIARY GUARANTEE, dated as of December 3, 2018 (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 xG Technology, Inc., a Delaware corporation (the “Company”) and the Purchasers.

theMaven, Inc. – SUBSIDIARY GUARANTEE (October 24th, 2018)

SUBSIDIARY GUARANTEE, dated as of October 17, 2018 (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 TheMaven, Inc., a Delaware corporation (the “Company”) and the Purchasers.

Dthera Sciences – SUBSIDIARY GUARANTEE (September 27th, 2018)

Subsidiary Guarantee, dated as of September 21, 2018 (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 “Secured Parties”) to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of the date hereof, among Dthera Sciences, a Nevada corporation (the “Company”) and the Secured Parties.

Emmaus Life Sciences, Inc. – SUBSIDIARY GUARANTEE (September 17th, 2018)

SUBSIDIARY GUARANTEE, dated as of August __, 2018 (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 Emmaus Life Sciences, Inc., a Delaware corporation (the “Company”) and the Purchasers (the “Purchase Agreement”).

Attis Industries Inc. – SUBSIDIARY GUARANTEE (September 4th, 2018)

This SUBSIDIARY GUARANTEE, dated as of August 29, 2018 (this “Guarantee”), is 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 holders (together with their permitted assigns, the “Purchasers”) of the 8% Senior Secured Convertible Promissory Notes in the principal amount of $5,439,000.00 (the “Notes”) and the Warrants to Purchase Common Stock (the “Warrants”) of Attis Industries Inc., a New York corporation (the “Company”).

Dolphin Entertainment, Inc. – SUBSIDIARY GUARANTEE (July 11th, 2018)

SUBSIDIARY GUARANTEE, dated as of July 5, 2018 (this “Guarantee”), made by the signatory hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchaser signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Dolphin Entertainment, Inc., a Florida corporation (the “Company”) and the Purchaser.

LiveXLive Media, Inc. – SUBSIDIARY GUARANTEE (July 3rd, 2018)

This SUBSIDIARY GUARANTEE, dated as of June 29, 2018 (this “Guarantee”), is 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 Secured Parties defined below.

Sirius Xm Holdings Inc. – AMENDMENT NO. 3 TO CREDIT AGREEMENT AND AMENDMENT NO. 1 TO SECURITY AGREEMENT, PLEDGE AGREEMENT AND SUBSIDIARY GUARANTEE (July 3rd, 2018)

CREDIT AGREEMENT, dated as of December 5, 2012 (this “Agreement”), among SIRIUS XM RADIO INC., a Delaware corporation (the “Borrower”; as hereinafter further defined), the Lenders party hereto from time to time, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders and as collateral agent for the Secured Parties (as defined herein) (in such capacities, the “Administrative Agent”), and as an Issuing Bank.

Oncolix, Inc. – SUBSIDIARY GUARANTEE (June 6th, 2018)

SUBSIDIARY GUARANTEE, dated as of June 1, 2018 (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 Oncolix, Inc., a Florida corporation (the “Company”), and the Purchasers.

xG TECHNOLOGY, INC. – SUBSIDIARY GUARANTEE (May 30th, 2018)

SUBSIDIARY GUARANTEE, dated as of May 29, 2018 (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 xG Technology, Inc., a Delaware corporation (the “Company”) and the Purchasers.

Spectrum Global Solutions, Inc. – Amendment No 1 to security Agreement and subsidiary guarantee of spectrum global solutions, inc. (May 18th, 2018)

Amendment No 1 (this “Amendment”), dated as of May 18, 2018, by and among Dominion Capital LLC, a Delaware limited liability company (the “Lender”), Spectrum Global Solutions, Inc., a Nevada corporation (the “Borrower”) and the subsidiaries of the Borrower party hereto (the “Subsidiary Guarantors” and, together with the Borrower, the “Debtors”) to each of the Security Agreement, dated as of April 23, 2018 among the Lender, the Borrower the Subsidiary Guarantors and other subsidiaries and affiliates of the Borrower from time to time party thereto as guarantors (as modified to the date hereof, the “Security Agreement”) and the Subsidiary Guarantee, dated as of April 23, 2018, among the Guarantors and the Lender (as modified to the date hereof, the “Guarantee” and, together with the Security Agreement, the “Agreements”).

DPW Holdings, Inc. – SUBSIDIARY GUARANTEE (May 16th, 2018)

SUBSIDIARY GUARANTEE, dated as of May 15, 2018 (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 DPW Holdings, Inc., a Delaware corporation (the “Company”) and the Purchasers (the “Purchase Agreement”).

Digital Ally Inc – SUBSIDIARY GUARANTEE (April 4th, 2018)

SUBSIDIARY GUARANTEE, dated as of April 3, 2018 (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 Digital Ally, Inc., a Nevada corporation (the “Company”) and the Purchasers.

PlayAGS, Inc. – SUBSIDIARY GUARANTEE (December 19th, 2017)

This SUBSIDIARY GUARANTEE dated and effective as of June 6, 2017 (as amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) by and among each Subsidiary listed on the signature page hereof and each other Subsidiary that becomes a party hereto after the date hereof (each a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors”) and JEFFERIES FINANCE LLC, as collateral agent (together with its successors and permitted assigns in such capacity, the “Agent”) for the Secured Parties (as defined below).

Black Cactus Global, Inc. – SUBSIDIARY GUARANTEE (December 15th, 2017)

This SUBSIDIARY GUARANTEE, dated as of November [27], 2017 (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 “Secured Parties”) to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of the date hereof, among Envoy Group Corp., a Florida corporation(the “Company”) and the Secured Parties.

Synthesis Energy Systems Inc – SUBSIDIARY GUARANTEE (October 25th, 2017)

WHEREAS, pursuant to that certain Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Purchasers (the “Purchase Agreement”), the Company has agreed to sell and issue to the Purchasers, and the Purchasers have agreed to purchase from the Company the Debentures, subject to the terms and conditions set forth therein; and

JRjr33, Inc. – SUBSIDIARY GUARANTEE (October 24th, 2017)

This SUBSIDIARY GUARANTEE, dated as of October 19, 2017 (this “Guarantee”), is 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 Secured Parties defined below.

AP Gaming Holdco, Inc. – SUBSIDIARY GUARANTEE (October 16th, 2017)

This SUBSIDIARY GUARANTEE dated and effective as of June 6, 2017 (as amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) by and among each Subsidiary listed on the signature page hereof and each other Subsidiary that becomes a party hereto after the date hereof (each a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors”) and JEFFERIES FINANCE LLC, as collateral agent (together with its successors and permitted assigns in such capacity, the “Agent”) for the Secured Parties (as defined below).

Rosetta Genomics Ltd. – SUBSIDIARY GUARANTEE (October 11th, 2017)

SUBSIDIARY GUARANTEE, dated as of October 2, 2017 (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 Rosetta Genomics Ltd., an Israeli corporation (the “Company”) and the Purchasers.

Rennova Health, Inc. – SUBSIDIARY GUARANTEE (September 25th, 2017)

SUBSIDIARY GUARANTEE, dated as of September 19, 2017 (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 and investors, as applicable, signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement (“Purchase Agreement”), dated as of the date hereof, between Rennova Health, Inc., a Delaware corporation (the “Company”) and the purchasers and those certain Securities Exchange Agreements (“Exchange Agreement”), dated as of the date hereof, by and between the Company and the investors signatory thereto.

Advanced Environmental Petroleum Producers Inc. – SUBSIDIARY GUARANTEE (August 9th, 2017)

SUBSIDIARY GUARANTEE, dated as of Aug. 3, 2017 (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 Advanced Environmental Petroleum Producers, Inc., a Florida corporation (the “Company”), Oncolix, Inc., a Delaware corporation (“Oncolix”), and the Purchasers.

Rennova Health, Inc. – FORM OF SUBSIDIARY GUARANTEE (July 17th, 2017)

SUBSIDIARY GUARANTEE, dated as of July __, 2017 (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 Rennova Health, Inc., a Delaware corporation (the “Company”) and the Purchasers.

Rennova Health, Inc. – FORM OF SUBSIDIARY GUARANTEE (June 22nd, 2017)

SUBSIDIARY GUARANTEE, dated as of June __, 2017 (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 Rennova Health, Inc., a Delaware corporation (the “Company”) and the Purchasers.

Rennova Health, Inc. – FORM OF SUBSIDIARY GUARANTEE (June 5th, 2017)

SUBSIDIARY GUARANTEE, dated as of June 2, 2017 (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 Rennova Health, Inc., a Delaware corporation (the “Company”) and the Purchasers.

HealthLynked Corp – AMENDMENT #1 TO THE SUBSIDIARY GUARANTEE DATED JULY 7, 2016 (May 25th, 2017)

This Amendment, dated May 19, 2017 (the “Amendment”), is entered into by and between each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), and Iconic Holdings, LLC, a Delaware LLC (together with permitted assigns, the “Secured Parties”).

Magnegas Corp – SUBSIDIARY GUARANTEE (May 11th, 2017)

SUBSIDIARY GUARANTEE, dated as of May 9, 2017 (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 MagneGas Corporation, a Delaware corporation (the “Company”) and the Purchasers.

Chanticleer Holdings, Inc. – SUBSIDIARY GUARANTEE (May 5th, 2017)

SUBSIDIARY GUARANTEE, dated as of May 4, 2017 (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 Chanticleer Holdings, Inc., a Delaware corporation (the “Company”) and the Purchasers.

Helix TCS, Inc. – SUBSIDIARY GUARANTEE (May 1st, 2017)

This SUBSIDIARY GUARANTEE, dated as of April 26, 2017 (this “Guarantee”), is 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 RedDiamond Partners, LLC (together with their permitted assigns, the “Secured Parties”).

Biotech Products Services & Research, Inc. – SUBSIDIARY GUARANTEE (April 3rd, 2017)

Subsidiary Guarantee, dated as of March 29, 2017 (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 Agent (together with their permitted assigns, the “Secured Parties”) to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of the date hereof, among Biotech Products Services and Research, Inc., a Nevada corporation (the “Company”), the Secured Parties, and the Lenders (as defined in that certain 10% Original Issue Discount Convertible Secured Promissory Note and Guarantee, due twelve (12) months following its issuance (the “Note”), issued by Biotech Products Services and Research, Inc., a Nevada corporation (the “Company”), as the maker, to the Secured Parties, as the agent/payee on behalf of the Lenders). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Purchase Agreement and the Note.

Rennova Health, Inc. – SUBSIDIARY GUARANTEE (March 16th, 2017)

SUBSIDIARY GUARANTEE, dated as of March __, 2017 (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 and investors, as applicable, signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement (“Purchase Agreement”), dated as of the date hereof, between Rennova Health, Inc., a Delaware corporation (the “Company”) and the purchasers and those certain Securities Exchange Agreements (“Exchange Agreements”), dated as of the date hereof, by and between the Company and the investors signatory thereto.

Helix TCS, Inc. – SUBSIDIARY GUARANTEE (February 24th, 2017)

This SUBSIDIARY GUARANTEE, dated as of February 13, 2017 (this “Guarantee”), is 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 RedDiamond Partners, LLC (together with their permitted assigns, the “Secured Parties”).

RiceBran Technologies – SUBSIDIARY GUARANTEE (February 15th, 2017)

SUBSIDIARY GUARANTEE, dated as of February 13, 2017 (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 RiceBran Technologies, a California corporation (the “Company”) and the Purchasers.

Rennova Health, Inc. – SUBSIDIARY GUARANTEE (February 8th, 2017)

SUBSIDIARY GUARANTEE, dated as of February 2, 2017 (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 Rennova Health, Inc., a Delaware corporation (the “Company”) and the Purchasers.

Digital Ally Inc – SUBSIDIARY GUARANTEE (January 3rd, 2017)

SUBSIDIARY GUARANTEE, dated as of December 30, 2016 (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 Digital Ally, Inc., a Nevada corporation (the “Company”) and the Purchasers.