KISS-A Key Terms and Conversion Mechanics

Apuntes

THIS INSTRUMENT AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAW OF CERTAIN STATES. KISS-A “Purchase Price” “Date of Issuance” $60,000 JULY 27 2022 For the Purchase Price, the receipt and sufficiency of which is hereby acknowledged, this KISS-A is issued on the Date of Issuance by BLUERABBIT GLOBAL, LLC., a Delaware limited liability company (the “Company”), to 500 LUCHADORES III-C, L.L.C., a Delaware limited liability company (the “Investor”). 1. Definitions. (a) “Conversion Equity Securities” shall mean: (i) with respect to a conversion pursuant to Section 2.1, the Company’s Next Preferred Equity Securities issued in the Next Equity Financing; provided, however, that, at the Company’s election, “Conversion Equity Securities” with respect to a conversion pursuant to Section 2.1 shall mean a Shadow Series of equity securities; (ii) with respect to a conversion pursuant to Section 2.2, the Company’s common equity (the “Common Equity Securities”); and (iii) with respect to a conversion pursuant to Section 2.3, a newly created series of the Company’s preferred equity (t...