10% Senior Secured Note with 32 Entertainment LLC, dated December 4, 2019

Exhibit 10.26

THIS NOTE AND THE SECURITIES ISSUABLE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE "ACT"), AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.

EDISON NATION INC. SENIOR SECURED NOTE

FOR VALUE RECEIVED, Edison Nation Inc., a Nevada corporation (the "Company"), promises to pay to 32 Entertainment LLC (the "Holder") in lawful money of the United States of America the Company the principal sum of $250,000, together with interest from the date of this issuance Senior Secured Note (this "Note") by lender on the unpaid principal balance at a rate equal to 10% per annum computed on the basis of 360 days a year, as simple interest. All unpaid principal, together with any then unpaid and accrued interest and other amounts payable hereunder, shall be due and payable on December 4th, 2020 (the "Maturity Date") or such earlier date as this Note is permitted to be repaid as provided hereunder.

The following is a statement of the rights of Holder and the conditions to which this Note is subject, and to which Holder, by the acceptance of this Note, agrees:

a.            Interest. Holder shall be entitled to receive, and Company shall pay simple interest on the outstanding principal amount of this Note at an annual rate often percent (10%) from the Original Issuance Date through the Maturity Date. Interest shall be payable on March 4th, June\ September 4^th and on the Maturity Date when all amounts outstanding in connection with this Note shall be due and payable (each an "Interest Payment Date") in cash. If any Interest Payment Date is not a Trading Day, the applicable payment shall be due on the next succeeding Trading Day. Payment of principal and interest and shall be made in United States dollars.

The outstanding principal amount all accrued unpaid interest thereon and any other amounts owed under each Note, if not sooner paid, shall be due and payable on the Maturity Date.

b.            Prepayment. The Company, at its sole discretion, reserves the right to prepay, prior to the Maturity Date, all or any part of the principal of the Notes without penalty. Upon a Prepayment, Holder will keep all common stock and warrants, as noted in this agreement.

All payments should be made to:

Account holder: 32 Entertainment LLC
Bank:    JPMorgan Chase Bank, N.A.

270 Park Avenue
New York, NY 10017

ABA routing number: 021000021
Account number: 559668590

Security Interest. This Note is secured by all of the Company's unencumbered unsecured assets. In the event that any or all of the Company's assets are already subject to liens, this Note shall be junior to the rights of other lenders, creditors and other secured parties. During the term of this Note, the Company shall only be permitted to enter into loans junior to the Note, with the consent of Lender.

1. all equipment and all warranties, express or implied, related thereto;

11.                   all accounts and accounts receivable;

m.                    all inventory;

1v.                   all contract rights;

v.                    all licenses, permits and approvals by any governmental authority;

vi.                   all general intangibles (including payment intangibles, software, trademarks, patents, copyrights or other intellectual property rights of the Company);

v11.                all equipment (including all machinery, furniture, and fixtures);

v111.              all goods;

ix.                    all chattel paper (whether tangible or electronic);

x.                     all fixtures;

xi.                     all investment property (including all financial assets, certificated and uncertificated securities, securities accounts and security entitlements);

x11.                 all letter-of-credit rights;

xm.                  all rights under judgments and all commercial tort claims;

xiv.                   all books, records and information relating to the Collateral and/or to the operation of the Company's business and all rights of access to such books, records and information and all property in which such books, records and information are stored, recorded and maintained;

xv.                    all insurance proceeds, refunds and premium rebates, including proceeds of fire and credit insurance, whether any of such proceeds, refunds and premium rebates arise out of any of the foregoing or otherwise;

xv1.                 all liens, guaranties, rights, remedies and privileges pertaining to any of the foregoing; and

xvii.                 all proceeds and products of each of the foregoing and all accessions to, substitutions and replacements for, and rents, profits and products of, each of the foregoing, and any and all proceeds of any insurance, indemnity, warranty or guaranty payable to the Company from time to time with respect to any of the foregoing.

Maturity Date means December 4, 2020.

.£,. Voluntary Bankruptcy or Insolvency Proceedings. The Company shall (i) apply for or consent to the appointment of a receiver, trustee, liquidator or custodian of itself or of all or a substantial part of its property, (ii) admit in writing its inability to pay its debts generally as they mature, (iii) make a general assignment for the benefit ofits orany of its creditors, (iv) be dissolved or liquidated, (v) commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or consent to any such relief or to the appointment of or taking possession of its property by any official in an involuntary case or other proceeding commenced against it, or (vi) take any action for the purpose of effecting any of the foregoing; or

Origination Shares: 10,000 shares of restricted common stock as an incentive for Investor to provide the Loan ("Shares").

Other terms and conditions of this Note:

1.                 Maximum Rate: Regardless of any provision in this Note or the Note Agreement it is the intention of Company and Payee that Payee not (a) contract for, charge, take, reserve, receive or apply, as interest on all or any part of the principal amount of this Note any amount in excess of the Maximum Rate or the Maximum Amount or (b) receive any unearned interest in violation of any applicable law. If any acceleration of the maturity of this Note produces a rate in excess of the Maximum Rate or if the Payee shall for any reason receive any such unearned interest or if any transaction contemplated hereby would otherwise be usurious under applicable law, then (i) the aggregate of all interest under applicable usury laws that is contracted for, charged, taken, reserved, received or applied under this Note, or otherwise, shall under no circumstances exceed the Maximum Amount, (ii) neither Company nor any other Person shall be obligated to pay the amount of such interest to the extent that it is in excess of the Maximum Amount, (iii) any excess or unearned interest shall be deemed to be and shall be treated as a partial prepayment or repayment of principal and any remaining excess or unearned interest will be refunded to Company, and (iv) the provisions of this Note immediately shall be deemed reformed, without the necessity of the execution of any new document or instrument, so as to comply with all applicable usury laws.

2.                 Consent to Amendments: This Note may be amended, and Company may take any action prohibited by this Note or the Note Agreement, or omit to perform any act it is required to perform by this Note or the Note Agreement, if and only if Company obtains the written consent from 32 Entertainment LLC.

3.                  Successors and Assigns: All covenants and agreements in this Note by or on behalf of Maker and the Payee shall bind and inure to the benefit of the Maker's and Payee's respective successors and assigns.

4.                 Notices: All notices, requests, waivers and other communications made pursuant to this Agreement shall be in writing and shall be deemed delivered, given and received when delivered (by hand, by registered mail, by courier or express delivery service, by e-mail or by facsimile) to the address, e-mail address or facsimile telephone number set forth beneath the name of such party on its signature page to this Agreement (or to such other address, e-mail address or facsimile telephone number as such party will have specified in a written notice given to the other parties hereto).

5.                 Severability Clause: In case any prov1s10n in this Note shall be invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions in such jurisdiction shall not in any way be affected or impaired thereby; provided that such construction does not destroy the essence of the bargain provided for under this Note or the Note Agreement.

6.                  Governing Law: This Note and all actions arising out of or in connection with this Note shall be governed by and construed in accordance with the internal laws of the State of Nevada (without regard to principles of choice of law).

7.                 Waivers: Company and all sureties, endorsers and guarantors of this Note waive and right to notice of default or demand, presentment for payment, notice of non-payment, protest, notice of protest, notice of intent to accelerate, notice of acceleration, and any other notice not specifically required under this note. Failure to exercise any remedy under this Note does not constitute a waiver of such remedy.

8.                  Dispute Resolution: All claims, disputes, and controversies arising out of or in relation to the performance, interpretation, application, or enforcement of this Agreement, including but not limited to breach thereof, shall be referred to mediation before, and as a condition precedent to the initiation of any adjudicative action or proceeding, including arbitration. In the event the parties are unable to settle any dispute through mediation within thirty (30) days of one party notifying the other party of the dispute, such dispute shall be settled by arbitration before the American Arbitration Association under its then applicable rules. The arbitration proceeding will take place in New York, New York and such proceeding shall be before a single arbitrator who is mutually agreeable to the Company and the Payee. If the Company and the Payee are unable to agree on an arbitrator within thirty (30) days after either party first proposes an arbitrator to conduct the proceeding, then each party shall select an arbitrator and the two arbitrators shall select a third arbitrator, which third arbitrator shall conduct the proceeding. The decision of the arbitrator shall be final and binding upon the parties. The arbitrator shall render his award not later than thirty (30) days after the conclusion of the hearing. The decision and award shall be in writing, and counterpart copies shall be delivered to each of the parties. In rendering an award, the arbitrator shall have no power to modify any of the provisions of this Agreement, and the jurisdiction of the arbitrator is expressly limited accordingly. Judgment may be entered on the award of the arbitrator and may be enforced in any competent court having jurisdiction.

9.                 Transaction Documents: means this Note and other related documents executed in connection with the Note. The Company agrees to execute other agreements or documents to effectuate the terms and conditions of this Note.

10.              Attorney Fees: The Company shall pay Holder' s attorneys' fees in connection with review of this Note and related documents in connection with the Note.

THIS NOTE AND OTHERRELATED DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN MAKER AND PAYEE AND MAY NOT BE CONSTRUED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS BY THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.

[SIGNATURE PAGE TO FOLLOW]

BY SIGNING BELOW, THE PARTIES AGREE TO THE TERMS AND CONDITIONS OF THIS NOTE.