EMPLOYMENT AGREEMENT THIS AGREEMENT, dated July 1, 1999, between Chem International, Inc., a Delaware corporation, with offices at 201 Route 22, Hillside, New Jersey 07205, ("Corporation"), and Riva Sheppard ("Employee"). WHEREAS, the Corporation is...Employment Agreement • October 1st, 1999 • Chem International Inc • Pharmaceutical preparations • New Jersey
RECITALSAsset Purchase Agreement • March 9th, 2007 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
ARTICLE I GENERALAgreement and Plan of Reorganization • March 13th, 2001 • Chem International Inc • Pharmaceutical preparations • New Jersey
RECITALSAssignment and Assumption Agreement • August 6th, 2003 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
RECITALSSettlement Agreement • December 23rd, 2004 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
WITNESSETHEscrow Agreement • November 6th, 2003 • Integrated Biopharma Inc • Pharmaceutical preparations • Texas
EXHIBIT 10.25 EXECUTION COPY REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") dated as of October 22, 2003 is by and between Integrated BioPharma, Inc, a Delaware corporation (the "Company") and Aloe Commodities...Registration Rights Agreement • November 6th, 2003 • Integrated Biopharma Inc • Pharmaceutical preparations • New Jersey
ASSIGNMENT AGREEMENTAssignment Agreement • August 6th, 2003 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
Exhibit 10.2 Amendment One To Revolving (Grid) Promissory Note And Loan Agreement This Amendment One is dated as of April 3, 2007 and is made by and between INTEGRATED BIOPHARMA, INC. (the "Borrower") and AMALGAMATED BANK, a New York banking...Integrated Biopharma Inc • April 9th, 2007 • Pharmaceutical preparations • New York
Exhibit 10.1 Amalgamated Bank April 3, 2007 Integrated BioPharma, Inc. 225 Long Avenue Hillside, New Jersey 07205 Re: $10,000,000 Term Loan Ladies and Gentlemen: You have requested that Amalgamated Bank (the "Bank") provide to Integrated BioPharma,...Integrated Biopharma Inc • April 9th, 2007 • Pharmaceutical preparations • New York
Exhibit 10.1 INTEGRATED BIOPHARMA, INC. SUBSCRIPTION AGREEMENT SUBSCRIPTION AGREEMENT made as of this 3rd day of May 2004, between Integrated BioPharma, Inc. (the "Company"), and the undersigned subscriber (the "Subscriber"). The Company desires to...Subscription Agreement • May 5th, 2004 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
EMPLOYMENT AGREEMENT THIS AGREEMENT, dated February 16, 1999, between Chem International, Inc., a Delaware corporation, with offices at 201 Route 22, Hillside, New Jersey 07205, ("Corporation"), and Abdulhameed Mirza ("Employee"). WHEREAS, the...Employment Agreement • October 1st, 1999 • Chem International Inc • Pharmaceutical preparations • New Jersey
ARTICLE I THE MERGERAgreement and Plan of Merger • February 24th, 2003 • Integrated Health Technologies Inc • Pharmaceutical preparations • New Jersey
Exhibit 10.1 CONSULTING AGREEMENT THIS AGREEMENT, dated as of January 3, 2006, is between INTEGRATED BIOPHARMA, INC., a corporation organized under the laws of the State of Delaware (hereinafter referred to as the "Company") whose address is 225 Long...Consulting Agreement • May 12th, 2006 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
Exhibit 10.21 EXECUTION COPY INVESTOR RIGHTS AGREEMENT THIS INVESTOR RIGHTS AGREEMENT (this "Agreement") dated as of June 25, 2003, by and between INTEGRATED BIOPHARMA, INC., a Delaware corporation (the "Company") and the investor listed below (the...Investor Rights Agreement • September 29th, 2003 • Integrated Biopharma Inc • Pharmaceutical preparations • Delaware
Exhibit 10.22 REVOLVING LOAN AND SECURITY AGREEMENT This Revolving Loan and Security Agreement ("Agreement") among COMMERCE BANK, N.A., having offices at 701 Route 70 East, Cherry Hill NJ 08034 ("Lender"); INTEGRATED BIOPHARMA, INC., a Delaware...Revolving Loan and Security Agreement • September 29th, 2003 • Integrated Biopharma Inc • Pharmaceutical preparations • New Jersey
ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE SELLER AS TO THE companyPurchase Agreement • February 26th, 2003 • Integrated Health Technologies Inc • Pharmaceutical preparations • New York
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH INTEGRATED BIOPHARMA, INC., InB:MANHATTAN DRUG COMPANY, INC., AGROLABS, INC., IHT HEALTH PRODUCTS, INC., IHT PROPERTIES CORP. AND VITAMIN...Security Agreement • June 29th, 2012 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
Revolving Credit, Term Loan and Security Agreement dated June 27, 2012 among INTEGRATED BIOPHARMA, INC., a corporation organized under the laws of the State of Delaware (“Integrated”), InB:MANHATTAN DRUG COMPANY, INC., a corporation organized under the laws of the State of New York (”MD”), AGROLABS, INC., a corporation organized under the laws of the State of New Jersey (“AL”), IHT HEALTH PRODUCTS, INC., a corporation organized under the laws of the State of Delaware (“IHT”), IHT PROPERTIES CORP., a corporation organized under the laws of the State of Delaware (“IHTP”), and VITAMIN FACTORY, INC. (also known as The Vitamin Factory), a corporation organized under the laws of the State of Delaware (“Vitamin”) (Integrated, MD, AL, IHT, IHTP and Vitamin, each a “Borrower”, and collectively “Borrowers”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as age
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 21st, 2004 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 19, 2004, by and among Integrated BioPharma, Inc., a Delaware corporation, with headquarters located at 225 Long Avenue, Hillside, New Jersey 07205 (the “Company”), and the undersigned buyers (each, a “Buyer” and collectively, the “Buyers”).
Exhibit 10.20 EXECUTION COPY INTEGRATED BIOPHARMA, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • September 29th, 2003 • Integrated Biopharma Inc • Pharmaceutical preparations • Delaware
EXHIBIT 10.1 PERSONAL SERVICES AGREEMENT This Personal Services Agreement is entered into this 20th day of April, 2005 (the "Effective Date"), by and between Integrated Biopharma, Inc., a Delaware corporation (the "Company") having its principal place...Personal Services Agreement • April 29th, 2005 • Integrated Biopharma Inc • Pharmaceutical preparations • New Jersey
WARRANT TO PURCHASE COMMON STOCK OF INTEGRATED BIOPHARMA, INC. (f/k/a Integrated Health Technologies, Inc.) Incorporated Under the Laws of the State of DelawareIntegrated Biopharma Inc • September 29th, 2003 • Pharmaceutical preparations • Delaware
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 21st, 2004 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 19, 2004, by and among Integrated BioPharma, Inc., a Delaware corporation, with headquarters located at 225 Long Avenue, Hillside, New Jersey 07205 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 20th, 2008 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT, dated as of October 14, 2008 (this “Agreement”), is by and between INTEGRATED BIOPHARMA, INC., a Delaware corporation (the “Company”), and each of the investors whose names appear on the signature pages hereof. Such investors are each referred to herein as an “Investor” and, collectively, as the “Investors”. The Company has agreed, on the terms and subject to the conditions set forth in the First Amendment to Amended and Restated Securities Purchase Agreement and 8% Senior Secured Notes, dated as of the date hereof (the “Amendment”), between the Company and the Investors, to issue to the Investors Warrants (the “Warrants”) exercisable for the Company’s Common Stock, par value $0.002 per share (the “Common Stock”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 22nd, 2008 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT, dated as of February 21, 2008 (this “Agreement”), is by and between INTEGRATED BIOPHARMA, INC., a Delaware corporation (the “Company”), and IMPERIUM MASTER FUND, LTD., a Cayman Islands company (“Imperium”).
SECURITY AGREEMENTSecurity Agreement • February 22nd, 2008 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
THIS SECURITY AGREEMENT, dated as of February 21, 2008 (this “Agreement”), is by and among Integrated BioPharma, Inc., a Delaware corporation (the “Company”), and each of the direct or indirect subsidiaries of the Company (whether now or hereafter existing, such subsidiaries, the “Subsidiaries” and, collectively with the Company, the “Debtors”), and Imperium Advisers, LLC, in its capacity as collateral agent (in such capacity, the “Collateral Agent”), for the benefit of Imperium Master Fund, Ltd. (“Imperium” and collectively with its successors and permitted assigns, the “Holders”), as holder of the 8% Senior Secured Note (as amended, restated, modified or supplemented from time to time, the “Note”) issued by the Company as of the date hereof, pursuant to the Securities Purchase Agreement, dated as of the date hereof (as amended, restated, modified or supplemented from time to time, the “Securities Purchase Agreement”), by and between the Company and Imperium. The Holders and the Colla
ARTICLE I THE PURCHASE AND SALE OF THE SECURITIESPurchase Agreement • February 26th, 2003 • Integrated Health Technologies Inc • Pharmaceutical preparations • New York
SUBSIDIARY GUARANTEESubsidiary Guarantee • February 22nd, 2008 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
THIS SUBSIDIARY GUARANTEE, dated as of February 21, 2008 (this “Guarantee”), is by and among each of the undersigned subsidiaries (together with any other entity that may become an additional guarantor hereunder, the “Guarantors”) of Integrated BioPharma, Inc., a Delaware corporation (the “Company”), and CD Financial, LLC, in its capacity as collateral agent (in such capacity, the “Collateral Agent”), for the benefit of CD Financial, LLC (“Investor” and collectively with their permitted successors and assigns, the “Holders”) of the 9.5% Convertible Senior Secured Note (as amended, restated, supplemented or otherwise modified from time to time, the “Note”) issued as of the date hereof, pursuant to the Securities Purchase Agreement, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Securities Purchase Agreement”), by and between the Company and Investor. Capitalized terms used herein and not otherwise defined shall have the resp
CONTINUING LIMITED GUARANTYContinuing Limited Guaranty • June 29th, 2012 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
THIS CONTINUING LIMITED GUARANTY (this “Guaranty”) dated as of June 27, 2012 made by CARL DeSANTIS (the “Guarantor”), in favor of PNC BANK, NATIONAL ASSOCIATION, a National Banking Association organized under the laws of the United States of America, having an office located at PNC Bank Center, Two Tower Center Boulevard, East Brunswick, New Jersey 08816, as Agent for the Lenders, (the “Bank”).
IMPERIUM ADVISERS, LLCForbearance Agreement • January 26th, 2012 • Integrated Biopharma Inc • Pharmaceutical preparations
Reference is made to the Forbearance Agreement, dated as of October 4, 2011 (as amended, the “Forbearance Agreement”), by and between Integrated BioPharma, Inc. (the “Company”) and Imperium Advisers, LLC, in its capacity as collateral agent (in such “Collateral Agent”) for itself and the Investors referred to therein. Capitalized terms used and not otherwise defined in this letter shall have the meanings ascribed to them in the Forbearance Agreement.
FIFTH AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2024 • Integrated Biopharma Inc • Pharmaceutical preparations
THIS FIFTH AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into May 9, 2024 by and among INTEGRATED BIOPHARMA, INC., a corporation organized under the laws of the State of Delaware (“Integrated”), MANHATTAN DRUG COMPANY, INC. (successor-by-merger to InB:MANHATTAN DRUG COMPANY, INC.), a corporation organized under the laws of the State of New Jersey (”MD”), AGROLABS, INC., a corporation organized under the laws of the State of New Jersey (“AL”), IHT HEALTH PRODUCTS, INC., a corporation organized under the laws of the State of Delaware (“IHT”), IHT PROPERTIES CORP., a corporation organized under the laws of the State of Delaware (“IHTP”), and VITAMIN FACTORY, INC. (also known as The Vitamin Factory), a corporation organized under the laws of the State of Delaware (“Vitamin”) (Integrated, MD, AL, IHT, IHTP and Vitamin, each a “Borrower”, and collectively “Borrowers”), the financial institutions which are now or which hereafter become a party h
FIRST AMENDMENT TO PROMISSORY NOTEPromissory Note • February 19th, 2016 • Integrated Biopharma Inc • Pharmaceutical preparations • New York
This FIRST AMENDMENT TO PROMISSORY NOTE, dated as of February 19, 2016 (this "Amendment"), among INTEGRATED BIOPHARMA, INC., a Delaware corporation (the "Company"), INB:MANHATTAN DRUG COMPANY, INC., a New York corporation ("MDC", and together with the Company, collectively, the "Loan Parties", and each, a "Loan Party"), and VITAMIN REALTY ASSOCIATES, LLC, a New Jersey limited liability company ("Vitamin").
REVOLVING CREDIT NOTE PNC Bank, National AssociationIntegrated Biopharma Inc • June 29th, 2012 • Pharmaceutical preparations • New York
This Revolving Credit Note (this “Note”) is executed and delivered under and pursuant to the terms of that certain Revolving Credit, Term Loan and Security Agreement dated as of the date hereof (as amended, restated, supplemented or modified from time to time, the “Loan Agreement”) by and among INTEGRATED BIOPHARMA, INC., a corporation organized under the laws of the State of Delaware (“Integrated”), InB:MANHATTAN DRUG COMPANY, INC., a corporation organized under the laws of the State of New York (”MD ”), AGROLABS, INC., a corporation organized under the laws of the State of New Jersey (“AL”), IHT HEALTH PRODUCTS, INC., a corporation organized under the laws of the State of Delaware (IHT”), VITAMIN FACTORY, INC., a corporation organized under the laws of the State of Delaware (“Vitamin”), IHT PROPERTIES CORP. a corporation organized under the laws of the State of Delaware (“IHTP”) (Integrated, MD, AL, IHT, Vitamin and IHTP each a “Borrower”, and collectively “Borrowers”), and PNC BANK,
THIRD AMENDMENT OF LEASEOf Lease • September 13th, 2022 • Integrated Biopharma Inc • Pharmaceutical preparations
This THIRD AMENDMENT OF LEASE (this "Amendment") is made as of the 15th day of July 2022, between VITAMIN REALTY ASSOCIATES LLC (the LESSOR"), a New Jersey limited liability company, and MANHATTAN DRUG COMPANY, INC (the LESSEE"), a New Jersey corporation, having an address at 225 Long Avenue, Hillside, New Jersey 07205.
Mortgage and Security AgreementMortgage and Security Agreement • June 29th, 2012 • Integrated Biopharma Inc • Pharmaceutical preparations
THIS MORTGAGE AND SECURITY AGREEMENT (this “Mortgage”) is made as of the 27th day of June, 2012, by IHT PROPERTIES CORP., a Delaware corporation (the “Mortgagor”), with an address at 225 Long Avenue, Building 15, P.O. Box 278, Hillside, New Jersey 07205 in favor of PNC BANK, NATIONAL ASSOCIATION as Agent for the Lenders (the “Mortgagee”), with an address at Two Tower Center Boulevard, East Brunswick, New Jersey 08816.
