Charles & Colvard LTD Sample Contracts

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C3, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • September 30th, 1997 • C3 Inc /Nc/ • Oregon
3. Extension of Term. The initial term of the Agreement will be extended from the date 1
Agreement • August 16th, 1999 • C3 Inc /Nc/ • Jewelry, silverware & plated ware
C3, INC. and
Rights Agreement • March 18th, 1999 • C3 Inc /Nc/ • Jewelry, silverware & plated ware • North Carolina
AGREEMENT
Confidentiality Agreement • September 30th, 1997 • C3 Inc /Nc/ • North Carolina
RECITALS:
Independent Contractor Agreement • September 30th, 1997 • C3 Inc /Nc/ • North Carolina
6,250,000 Shares CHARLES & COLVARD, LTD. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • June 7th, 2019 • Charles & Colvard LTD • Jewelry, silverware & plated ware • New York

The Company has prepared and filed in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the published rules and regulations thereunder (the “Rules”) adopted by the Securities and Exchange Commission (the “Commission”) a “shelf” registration statement on Form S-3 (No. 333-225042), which became effective as of May 30, 2018, including a base prospectus (the “Base Prospectus”) relating to common stock, preferred stock, warrants to purchase common stock and preferred stock and units consisting of any combination of the foregoing types of securities of the Company that may be sold from time to time by the Company in accordance with Rule 415 of the Securities Act, and such amendments thereof as may have been required to the date of this Agreement. Copies of such Registration Statement (including all amendments thereof and all documents deemed incorporated by reference therein) and of the related Base Prospectus have heretofore been delivere

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SECOND AMENDMENT TO AGREEMENT DATED SEPTEMBER 24, 1998 BETWEEN C3, INC. AND JOHN M. BACHMAN, INC.
Second Amendment to Agreement • November 12th, 1998 • C3 Inc /Nc/ • Jewelry, silverware & plated ware
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 29th, 2020 • Charles & Colvard LTD • Jewelry, silverware & plated ware • North Carolina

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of the 1ST day of June, 2020 (the “Effective Date”) by and between Charles & Colvard, Ltd. (the “Company”) and Don O’Connell (the “Employee”).

Note Modification Agreement
Note Modification Agreement • June 27th, 2023 • Charles & Colvard LTD • Jewelry, silverware & plated ware • New York

This agreement is dated as of June 16, 2023 (the "Agreement Date"), by and between Charles & Colvard, Ltd. (the "Borrower") and JPMorgan Chase Bank, N.A. (together with its successors and assigns, the "Bank"). The provisions of this agreement are effective on the date that this agreement has been executed by all of the signers and delivered to the Bank (the "Effective Date").

Committed Line of Credit Note (Daily LIBOR) $10,000,000.00 September 20, 2013
Committed Line of Credit Note • September 24th, 2013 • Charles & Colvard LTD • Jewelry, silverware & plated ware

FOR VALUE RECEIVED, CHARLES & COLVARD, LTD., a North Carolina corporation (the “Borrower”), with an address at 300 Perimiter Park Drive, Suite A, Morrisville, North Carolina 27560, Attention: Chief Financial Officer, promises to pay to the order of PNC BANK, NATIONAL ASSOCIATION (the “Bank”), in lawful money of the United States of America in immediately available funds at its offices located at 134 North Church Street, Rocky Mount, North Carolina 27804, or at such other location as the Bank may designate from time to time, the principal sum of TEN MILLION AND 00/100 DOLLARS ($10,000,000.00) (the “Facility”) or such lesser amount as may be advanced to or for the benefit of the Borrower hereunder, together with interest accruing on the outstanding principal balance from the date hereof, all as provided below.

CHARLES & COLVARD, LTD. Restricted Stock Award Agreement
Restricted Stock Award Agreement • March 23rd, 2015 • Charles & Colvard LTD • Jewelry, silverware & plated ware • North Carolina

THIS RESTRICTED STOCK AWARD AGREEMENT (which, together with Schedule A and Schedule B attached hereto, is referred to herein as the “Agreement”), made effective as of _______________ (as defined below, the “Grant Date”), between CHARLES & COLVARD, LTD., a North Carolina corporation (the “Corporation”), and _______________, (the “Participant”);

EMPLOYMENT AGREEMENT
Employment Agreement • June 26th, 2009 • Charles & Colvard LTD • Jewelry, silverware & plated ware • North Carolina

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of June 23, 2009 by and between Charles & Colvard, Ltd., a North Carolina company with its principal office at 300 Perimeter Park Drive, Suite A, Morrisville, North Carolina, 27560 (the “Company”), and Timothy L. Krist, an individual currently residing at 820 Magalloway Drive, Cary, North Carolina, 27519 (“Employee”).

AMENDMENT TO EMPLOYMENT AGREEMENT OF JAMES BRAUN
Employment Agreement • August 31st, 2007 • Charles & Colvard LTD • Jewelry, silverware & plated ware

WHEREAS, Charles & Colvard, Ltd., a North Carolina company with its principal office at 300 Perimeter Park Drive, Suite A, Morrisville, North Carolina 27506 (the “Company”), and James Braun (“Employee”) previously entered into an employment agreement (the “Agreement”) effective as of June 4, 2001; and

EXCLUSIVE SUPPLY AGREEMENT
Exclusive Supply Agreement • February 4th, 2021 • Charles & Colvard LTD • Jewelry, silverware & plated ware • North Carolina

This Exclusive Supply Agreement (“Agreement”) dated as of December 12, 2014 (the “Effective Date”), is entered into by and between CHARLES & COLVARD, LTD., a North Carolina corporation, with its principal place of business at 170 Southport Drive, Morrisville, North Carolina 27560 (“C&C”), CREE, INC., a North Carolina corporation, with its principal place of business located at 4600 Silicon Dr., Durham, North Carolina 27703 (“Cree”), and, solely for purposes of Section 6(c), Charles & Colvard Direct, LLC (“C&C Direct”) and Moissanite.com, LLC (“Moissanite”; C&C, C&C Direct, and Moissanite may be referred to herein individually as an “Obligor” and collectively as “Obligors”). C&C and Cree may be referred to hereinafter individually as “Party” and collectively as “Parties”.

LETTER AGREEMENT DATED JANUARY 8, 1998 BETWEEN CREE RESEARCH, INC. AND C3, INC.
Supplemental Development Agreement • March 31st, 1998 • C3 Inc /Nc/ • Jewelry, silverware & plated ware
Contract
Lease Agreement • September 3rd, 2021 • Charles & Colvard LTD • Jewelry, silverware & plated ware • North Carolina

Portions of this exhibit marked as “[****]” have been excluded because they are both not material and would likely cause competitive harm to the registrant if publicly disclosed.

CHARLES & COLVARD, LTD. Employee Nonqualified Stock Option Agreement For Grants Pursuant to Long-Term Incentive Program
Employee Nonqualified Stock Option Agreement • April 21st, 2014 • Charles & Colvard LTD • Jewelry, silverware & plated ware • North Carolina

THIS AGREEMENT (together with Schedule A, attached hereto, the “Agreement”), effective as of . 20 (the “Grant Date”), between CHARLES & COLVARD, LTD., a North Carolina corporation (the “Corporation”), and , an Employee of the Corporation or an Affiliate (the “Participant”);

REDACTED – OMITTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE COMMISSION AND IS DENOTED HEREIN BY ***** EXCLUSIVE SUPPLY AGREEMENT
Exclusive Supply Agreement • February 17th, 2005 • Charles & Colvard LTD • Jewelry, silverware & plated ware

THIS EXCLUSIVE SUPPLY AGREEMENT (“Agreement”) is made and entered into effective as of the 14th day of February, 2005, by and between Jesperator AB (“Jesperator”), an entity organized under the laws of Sweden having its address at Box 255, 178 23 Ekerö, Sweden, with telefax +46 8 560 34354, and Charles & Colvard, Ltd. (“C&C”), a North Carolina corporation having its address at 300 Perimeter Park, Suite A, Morrisville, North Carolina 27560, telefax +1 919 468 5052.

Credit Agreement
Credit Agreement • July 13th, 2021 • Charles & Colvard LTD • Jewelry, silverware & plated ware • New York

This agreement dated as of July 7, 2021 is between JPMorgan Chase Bank, N.A. (together with its successors and assigns, the "Bank"), whose address is 2000 Regency Pkwy, Floor 04, Cary, NC 27518-8506, and Charles & Colvard, Ltd. (individually, the "Borrower" and if more than one, collectively, the "Borrowers"), whose address is 170 Southport Dr, Morrisville, NC 27560.

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