AGREEMENT AND PLAN OF MERGERMerger Agreement • April 5th, 2013 • Java Express Inc • Retail-eating & drinking places • Utah
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made as of March 29, 2013, by and among Java Express, Inc., a Nevada corporation (“Parent”); Anew Acquisition Corp., a Utah corporation and wholly-owned subsidiary of Parent (“Merger Subsidiary”); and ANEW LIFE, INC., a Utah corporation (“Company”). The foregoing are sometimes singly referred to as a “Party” or collectively as the “Parties.”
AMENDMENT NO. 2 TO STRUCTURING AND CONSULTING AGREEMENTStructuring and Consulting Agreement • November 14th, 2013 • Sundance Strategies, Inc. • Retail-eating & drinking places • Utah
This Amendment No. 2 to the Structuring and Consulting Agreement (the “Amendment No. 2”) is entered into this 29th day of October 2013, by and between Sundance Strategies, Inc. (“SSI”), and Europa Settlement Advisors Ltd. (“ESA”) and acknowledged and agreed upon by Del Mar Financial S.a.r.l. as the “Seller” under the DMF Agreement, defined below (“DMF”); and Michael D. Brown, as the consultant under the ESA Agreement, defined below (“Brown” and together with ESA and DMF, sometimes called the “ESA Parties”). Each of SSI, ESA, DMF and Brown may be referred to herein as a “Party” or collectively as the “Parties.”
Del Mar Financial S.à r.l. as Seller and Sundance Strategies, INC. as BuyerAsset Transfer Agreement • September 19th, 2013 • Sundance Strategies, Inc. • Retail-eating & drinking places • Utah
Del Mar Financial S.à.r.l., a société à responsabilité limitée incorporated and existing under the laws of the Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies Register under number B 168291, having its registered office at 6, rue Guillaume Schneider, L-2522 Luxembourg (the “Seller”);
PCH Financial S.à r.l. as Seller and ANEW LIFE, INC. as Buyer in the presence of TW Life V S.à r.l., TW Life VI S.à r.l., TW Life VII S.à r.l., and TW Life VIII S.à r.l. as the CompaniesNibs Transfer Agreement • May 24th, 2013 • Sundance Strategies, Inc. • Retail-eating & drinking places • New York
PCH Financial S.à r.l., a société à responsabilité limitée incorporated and existing under the laws of the Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies Register under number B 168291, having its registered office at 6, rue Guillaume Schneider, L-2522 Luxembourg (the “Seller”);
Extension To Kraig T. Higginson Promissory Note/LOCPromissory Note/Loc Extension • August 11th, 2020 • Sundance Strategies, Inc. • Insurance agents, brokers & service
Reference is made to the Promissory note by and between the undersigned parties, Sundance Strategies, Inc. and Kraig T. Higginson, said note originally dated July 22, 2015, subsequently extended to August 31, 2021.
Extension To Kraig T. Higginson Promissory Note/LOCPromissory Note/Loc Extension • November 16th, 2020 • Sundance Strategies, Inc. • Insurance agents, brokers & service
Reference is made to the Promissory note by and between the undersigned parties, Sundance Strategies, Inc. and Kraig T. Higginson, said note originally dated July 22, 2015, subsequently extended to August 31, 2021.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 5th, 2013 • Java Express Inc • Retail-eating & drinking places
THIS LOAN AND SECURITY AGREEMENT dated ______________, among ____________________ (the “Lender”), _____________________ (the “Luxembourg Borrower” or a “Borrower”), and ____________________ (the “German Borrower” or a “Borrower” and together with the Luxembourg Borrower, the “Borrowers”).
March 31, 2015Asset Purchase Agreement • August 10th, 2015 • Sundance Strategies, Inc. • Insurance agents, brokers & service
THIS AMENDMENT NO.1 TO ASSET PURCHASE AGREEMENT (the "Amendment") is made effective as of the 31st day of March, 2015 (the "Effective Date") amending that certain Asset Purchase Agreement (the "Agreement") dated the 26th day of February, 2015 between HFII Assets Solutions, LLC.(the "Seller") and Sundance Strategies,Inc., (the "Buyer"). All capitalized terms not defined herein shall have the meaning given to such terms in the "Agreement".
Third Amendment to $3,000,000 Convertible Debenture Agreement Dated June 2, 2015Convertible Debenture Agreement • November 9th, 2016 • Sundance Strategies, Inc. • Insurance agents, brokers & service
Sundance Strategies, Inc. ( the “Company”) and Satco International, Limited (“Satco”) entered into a Convertible Debenture Agreement (“the Agreement”) dated June 2, 2015.
AGREEMENT AND PLAN OF REORGANIZATIONReorganization Agreement • October 5th, 2004 • Java Express Inc • Retail-eating & drinking places • Utah
THIS AGREEMENT AND PLAN OF REORGANIZATION (this "Agreement") is made this 29th day of September, 2004, by and between Java Express, Inc., a Nevada corporation ("Java"); K-Com Business Coaching Corp., a Utah corporation ("K-Com"); and the persons listed in Exhibit A-1 hereof who are the owners of record of all the issued and outstanding stock of K-Com who execute and deliver the Agreement ("K-Com Stockholders"), based on the following:
First Amendment to the Note Payable and Line of Credit Agreement with Radiant LifeNote Payable and Line of Credit Agreement • November 16th, 2020 • Sundance Strategies, Inc. • Insurance agents, brokers & service
This First Amendment to the Note Payable and Line of Credit Agreement (“First Amendment”) shall be deemed made, entered into and effective as of October 1, 2020 by and between Radiant Life and Sundance Strategies, Inc. (“the Company”). The Company and Radiant Life are collectively referred to as “the Parties”.
Amendment to $3,000,000 Convertible Debenture Agreement Dated June 2, 2015Convertible Debenture Agreement • August 11th, 2020 • Sundance Strategies, Inc. • Insurance agents, brokers & service
Sundance Strategies, Inc. ( the “Company”) and Satco International, Limited (“Satco”) entered into a Convertible Debenture Agreement (“the Agreement”) dated June 2, 2015.
Extension to Glenn S. Dickman promissory notesPromissory Note Extension • August 11th, 2020 • Sundance Strategies, Inc. • Insurance agents, brokers & service
Reference is made to the Promissory note by and between the undersigned parties Glenn S. Dickman and Sundance Strategies, Inc. dated December 4, 2018, October 9, 2018 and July 25, 2018 and August 4, 2019.
PROCEEDS IMPOUND & ESCROW AGREEMENT THIS PROCEEDS IMPOUND & ESCROW AGREEMENT (this "Agreement") is made and entered into this _____ day of _________, 2002 by and between Java Express, Inc. (the "Company"), and Centennial Bank, a Utah Banking...Proceeds Impound & Escrow Agreement • July 17th, 2002 • Java Express Inc • Non-operating establishments
March 2, 2015 HFII Assets Solutions, LLC as Seller and Sundance Strategies, Inc. as Buyer Asset Purchase AgreementAsset Purchase Agreement • August 10th, 2015 • Sundance Strategies, Inc. • Insurance agents, brokers & service • Utah
HFII Assets Solutions, LLC, a Delaware limited liability company, having its registered office at 1209 Orange Street, Wilmington, DE 19801 (the "Seller'');
LOCK-UP/LEAK-OUT AGREEMENTLock-Up/Leak-Out Agreement • April 5th, 2013 • Java Express Inc • Retail-eating & drinking places • Utah
THIS LOCK-UP/LEAK-OUT AGREEMENT (the “Agreement”) is between ANEW LIFE, INC., a Utah corporation (the “Company”), and the undersigned person or entity listed on the Counterpart Signature Page hereof, sometimes referred to herein as the “Shareholder.” For all purposes of this Agreement, “Shareholder” includes any “affiliate, controlling person of Shareholder, agent, representative or other person with whom Shareholder is acting in concert.
AMENDED AND RESTATED ASSIGNMENT AGREEMENTAssignment Agreement • November 14th, 2013 • Sundance Strategies, Inc. • Retail-eating & drinking places • New York
This Amended and Restated Assignment Agreement (this “Agreement”) is made effective as of November 5, 2013 (the “Effective Date”), by and between DEL MAR FINANCIAL S.à R.L., a société à responsabilité limitée formed under the laws of the Grand-Duchy of Luxembourg, having its registered office at 1, allée Scheffer, L-2520 Luxembourg (the “Assignor”) and HYPERION FUNDS II PLC, an umbrella investment company with segregated liability between its sub-funds incorporated with variable capital in Ireland on June 22, 2011, with registration number 500309 and acting for and on behalf and for the account of Hyperion Life Fund II-A (the “Assignee”). Assignor and Assignee are sometimes referred to herein collectively as the “Parties” and each individually as a “Party”.
Extension Agreement to Radiant Life Promissory NoteExtension Agreement • August 11th, 2020 • Sundance Strategies, Inc. • Insurance agents, brokers & service
Reference is made to the Promissory note by and between the undersigned parties, Sundance Strategies, Inc. and Radiant Life dated November 3, 2014.
PROCEEDS IMPOUND & ESCROW AGREEMENT THIS PROCEEDS IMPOUND & ESCROW AGREEMENT (this "Agreement") is made and entered into this 29th day of August, 2002 by and between Java Express, Inc. (the "Company"), and Escrow Specialists, LC (the "Escrow Agent")....Proceeds Impound & Escrow Agreement • September 19th, 2002 • Java Express Inc • Non-operating establishments
Additions To Kraig T. Higginson Promissory NotePromissory Note • February 9th, 2016 • Sundance Strategies, Inc. • Insurance agents, brokers & service
Reference is made to the Promissory note by and between the undersigned parties, Sundance Strategies, Inc. and Kraig T. Higginson, said note originally dated July 22, 2015, subsequently extended to June 30,2017.
DEBENTURE AGREEMENTDebenture Agreement • August 10th, 2015 • Sundance Strategies, Inc. • Insurance agents, brokers & service • Utah
THIS DEBENTURE AGREEMENT (this “Agreement”) is made and entered into this 2nd day of June, 2015, by and among Sundance Strategies, Inc, a Nevada corporation (hereinafter referred to as the “Company”) and Satco International, Limited, an individual residing in Hong Kong, (hereinafter referred to as the “Lender”), on the following:
STRICT FORECLOSURE AND FORBEARANCE AGREEMENTStrict Foreclosure and Forbearance Agreement • June 11th, 2018 • Sundance Strategies, Inc. • Insurance agents, brokers & service • New York
THIS STRICT FORECLOSURE AND FORBEARANCE AGREEMENT (this “Agreement”) is made as of this 25th day of May, 2018 (the “Effective Date”) by and among the parties listed on the signature pages to this Agreement under the heading of “Obligors” (hereafter, each a “Obligor” and, collectively, the “Obligors”), the Lender Parties (as defined below) and Wells Fargo Bank, N.A., as Collateral Agent (as defined in the Securities Account Control Agreement (as defined below)).
AGREEMENTLock-Up/Leak-Out Agreement • November 14th, 2014 • Sundance Strategies, Inc. • Insurance agents, brokers & service
WHEREAS, on or about March 28, 2013, ________ executed a Lock-Up/Leak-Out Agreement with ANEW LIFE, INC., the predecessor of the Company, a copy of which is attached hereto as Exhibit A and incorporated herein by reference; and
February 1, 2016 Regarding: Debenture agreement between Sundance Strategies, Inc. and Satco Internationat Limited.Debenture Agreement • February 9th, 2016 • Sundance Strategies, Inc. • Insurance agents, brokers & service
EXCLUSIVITY AND CONSULTING AGREEMENTExclusivity and Consulting Agreement • November 14th, 2013 • Sundance Strategies, Inc. • Retail-eating & drinking places • Utah
This Exclusivity and Consulting Agreement (the “Agreement”) is entered into this 29th day of October 2013, by and between Sundance Strategies, Inc. (“SSI”), and Michael D. Brown, individually and as the consultant under the ESA Agreement, defined below (“Brown”). Each of SSI and Brown may be referred to herein as a “Party” or collectively as the “Parties.”
AMENDMENT NO. 1 TO STRUCTURING AND CONSULTING AGREEMENTStructuring and Consulting Agreement • November 14th, 2013 • Sundance Strategies, Inc. • Retail-eating & drinking places • Utah
This Amendment No. 1 to the Structuring and Consulting Agreement (the “Amendment”) is entered into this 28th day of August 2013, by and between Sundance Strategies, Inc. (“SSI”), and Europa Settlement Advisors Ltd. (“ESA” or “Consultant”). Each of SSI and ESA may be individually referred to herein as a “Party” or collectively as the “Parties.”
March 2, 2015 HFII Assets Solutions, LLC as Seller and Sundance Strategies, Inc. as BuyerAsset Purchase Agreement • June 15th, 2015 • Sundance Strategies, Inc. • Insurance agents, brokers & service • Utah
HFII Assets Solutions, LLC, a Delaware limited liability company, having its registered office at 1209 Orange Street, Wilmington, DE 19801 (the “Seller”);
STRUCTURING AND CONSULTING AGREEMENTStructuring and Consulting Agreement • June 20th, 2013 • Sundance Strategies, Inc. • Retail-eating & drinking places • Utah
This Structuring and Consulting Agreement (the “Agreement”) is entered into this 5th day of June 2013, by and between Sundance Strategies, Inc. (“SSI”), and Europa Settlement Advisors Ltd. (“ESA” or “Consultant”). Each of SSI and ESA may be individually referred to herein as a “Party” or collectively as the “Parties.”
AGREEMENT AGREEMENT by and between Java Express, Inc. a Nevada Corporation and Kirch Communications, Inc., a Utah Corporation and Ms. Stephanie Harnicher, an individual. In exchange for Kirch Communications, Inc. and Stephanie Harnicher agreement to...Asset Transfer Agreement • July 14th, 2004 • Java Express Inc • Retail-eating & drinking places
MORTALITY PROTECTION INSURANCE POLICY POLICY NUMBER: DGUMP00004 “DECLARATIONS”Mortality Protection Insurance Policy • April 5th, 2013 • Java Express Inc • Retail-eating & drinking places
This “Policy” provides the coverage specified herein and in each “Coverage Certificate” and “Amended Coverage Certificate” issued by the “Insurer” to the “Covered Entities” during the “Term” of this “Policy”.
March 31, 2015 HFII Assets Solutions, LLC as Seller and Sundance Strategies, Inc. as BuyerAsset Purchase Agreement • June 15th, 2015 • Sundance Strategies, Inc. • Insurance agents, brokers & service
THIS AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT (the “Amendment”) is made effective as of the 31st day of March, 2015 (the “Effective Date”) amending that certain Asset Purchase Agreement (the “Agreement”) dated the 26th day of February, 2015 between HFII Assets Solutions, LLC, (the “Seller”) and Sundance Strategies, Inc., (the “Buyer”). All capitalized terms not defined herein shall have the meaning given to such terms in the “Agreement”.
ASSIGNMENT OF BUYBACK RIGHTSAssignment of Buyback Rights • November 14th, 2013 • Sundance Strategies, Inc. • Retail-eating & drinking places • Utah
This Assignment of Buyback Rights (this “Agreement”) is made effective as of November 5, 2013 (the “Effective Date”), by and between DEL MAR FINANCIAL S.à R.L., a société à responsabilité limitée formed under the laws of the Grand-Duchy of Luxembourg, having its registered office at 1, allée Scheffer, L-2520 Luxembourg (the “Assignor) and SUNDANCE STRATEGIES, INC. a Nevada corporation (the “Assignee”). Assignor and Assignee are sometimes referred to herein collectively as the “Parties” and each individually as a “Party”.
First Amendment to the Note Payable and Line of Credit Agreement with Kraig HigginsonNote Payable and Line of Credit Agreement • August 11th, 2020 • Sundance Strategies, Inc. • Insurance agents, brokers & service
Regardless of the date of execution, this First Amendment to the Note Payable and Line of Credit Agreement (“First Amendment”) shall be deemed made, entered into and effective as of April 3, 2020 for modification #1, below (“First Amendment Effective Date for Item #1”) and January 8, 2020 for modification #2, below (“First Amendment Effective Date for Item #2”) by and between Kraig Higginson and Sundance Strategies, Inc. (“the Company”). The Company and Kraig Higginson are collectively referred to as “the Parties”.
AMENDMENT NO. 3 TO STRUCTURING AND CONSULTING AGREEMENTStructuring and Consulting Agreement • July 10th, 2014 • Sundance Strategies, Inc. • Retail-eating & drinking places • Utah
This Amendment No. 3 to the Structuring and Consulting Agreement (the “Amendment No. 3”) is entered into effective as of April 1, 2014, by and between Sundance Strategies, Inc. (“SSI”), and Europa Settlement Advisors Ltd. (“ESA”) and acknowledged and agreed upon by Del Mar Financial S.a.r.l. as the “Seller” under the DMF Agreement, defined below (“DMF”); and Michael D. Brown, as the consultant under the ESA Agreement, defined below (“Brown” and together with ESA and DMF, sometimes called the “ESA Parties”). Each of SSI, ESA, DMF and Brown may be referred to herein as a “Party” or collectively as the “Parties.”
Collateral Release AgreementCollateral Release Agreement • November 14th, 2013 • Sundance Strategies, Inc. • Retail-eating & drinking places • Utah
Effective as of October 3, 2013, this Collateral Agreement (“Agreement”) is accepted and acknowledged by PCH Financial S.à.r.l. (“PCH”) and Sundance Strategies, Inc (“SSI) collectively referred to as the “Parties”.
