PURCHASE WARRANTPurchase Warrant • April 23rd, 2010 • Healthy Fast Food Inc • Retail-eating places • Oregon
This is to certify that, for value received and subject to the terms and conditions set forth below, the Warrantholder (hereinafter defined) is entitled to purchase, and the Company promises and agrees to sell and issue to the Warrantholder, at any time on or after , 2010 and on or before , 2015, up to 300,000 Units (hereinafter defined) at the Exercise Price (hereinafter defined).
UNDERWRITING AGREEMENTUnderwriting Agreement • April 23rd, 2010 • Healthy Fast Food Inc • Retail-eating places • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • October 20th, 2010 • Healthy Fast Food Inc • Retail-eating places • New York
AREA DEVELOPMENT AGREEMENT FOR BOISE, IDAHOArea Development Agreement • June 25th, 2010 • Healthy Fast Food Inc • Retail-eating places • Nevada
This Area Development Agreement (this “Agreement”) is made and entered into as of the date set forth on the signature page of this Agreement (the “Effective Date”) between U-Swirl International, Inc., a Nevada corporation, located at 1075 American Pacific, Suite C, Henderson, Nevada 89074 (“USI”); and Regents Management, LLC , a limited liability company , located at 6800 Evans Creek Dr., Reno, NV 89519 (“Developer”).
VOTING AGREEMENT AMONG U-SWIRL, INC., HENRY CARTWRIGHT, ULDERICO CONTE, TERRY CARTWRIGHT, ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., AND ASPEN LEAF YOGURT, LLC DATED JANUARY 14, 2013Voting Agreement • January 23rd, 2013 • U-Swirl, Inc. • Retail-eating places • Nevada
THIS VOTING AGREEMENT is made and entered into as of this 14th day of January, 2013, by and among U-Swirl, Inc., a Nevada corporation (the “Company”), Henry Cartwright, an individual residing in Nevada (“H. Cartwright”); Ulderico Conte, an individual residing in Nevada (“Conte”); Terry Cartwright, an individual residing in Nevada (“T. Cartwright”), Rocky Mountain Chocolate Factory, Inc., a Colorado corporation; (“Rocky Mountain”) and Aspen Leaf Yogurt, LLC, a Colorado limited liability company (“Aspen Leaf”). Rocky Mountain and Aspen Leaf may be referred to collectively below as “RMCF.”
INVESTOR RIGHTS AGREEMENT BETWEEN U-SWIRL, INC. AND ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. DATED JANUARY 14, 2013Investor Rights Agreement • January 18th, 2013 • U-Swirl, Inc. • Retail-eating places • Nevada
THIS INVESTOR RIGHTS AGREEMENT is made as of the 14th day of January, 2013, by and between U-Swirl, Inc., a Nevada corporation (the “Company”), and Rocky Mountain Chocolate Factory, Inc., a Colorado corporation (the “Investor”).
ASSET PURCHASE AGREEMENT AMONG U-SWIRL, INC., YOGLI MOGLI FRANCHISE LLC, YOGLI MOGLI LLC, YOGLI MOGLI NEWMAN LLC, YOGLI MOGLI ENTERPRISES LLC, AND YOGLI MOGLI WHEATON, LLC DATED JANUARY 17, 2014Asset Purchase Agreement • January 22nd, 2014 • U-Swirl, Inc. • Retail-eating places • Nevada
This Asset Purchase Agreement (this “Agreement”) is made and entered into as of January 17, 2014, by and among U-Swirl, Inc., a Nevada corporation (“Buyer”), Yogli Mogli Franchise LLC, a Georgia limited liability company (“YMF”), Yogli Mogli LLC, a Georgia limited liability company (“YM”), Yogli Mogli Newnan LLC, a Georgia limited liability company (“YMN”), Yogli Mogli Enterprises LLC, a Georgia limited liability company (“YME”), and Yogli Mogli Wheaton, LLC, an Illinois limited liability company (“YMW” and together with YMF, YM, YMN, and YME, “Sellers”).
FORM OF WARRANT AGREEMENT BETWEEN THE REGISTRANT AND COMPUTERSHARE TRUST COMPANY, N.A.Warrant Agreement • August 18th, 2010 • Healthy Fast Food Inc • Retail-eating places • Nevada
This Agreement is between Healthy Fast Food, Inc., a Nevada corporation (the “Company”), and Computershare, Inc. a Delaware corporation and its fully owned subsidiary Computershare Trust Company, N.A. a federally chartered trust company, having its principal office at 250 Royall Street, Canton, MA 02021 (Collectively “Warrant Agent”, or individually “Computershare” and the “Trust Company”, respectively).
ASSET PURCHASE AGREEMENT WITH U-SWIRL YOGURT, INC. DATED SEPTEMBER 19, 2008Asset Purchase Agreement • June 4th, 2009 • Healthy Fast Food Inc • Retail-eating places • Nevada
THIS ASSET PURCHASE AGREEMENT (“Agreement”) is made and entered into as of the 19th day of September, 2008, by and among U-SWIRL YOGURT, INC., a Nevada corporation (“Seller”); HEALTHY FAST FOOD, INC., a Nevada corporation (“HFF”); and U-SWIRL INTERNATIONAL, INC., a Nevada corporation (“USI”). HFF and USI may be collectively referred to below as (“Buyer”).
LOAN AND SECURITY AGREEMENT BETWEEN U-SWIRL, INC. AND ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. DATED JANUARY 16, 2014Loan and Security Agreement • January 22nd, 2014 • U-Swirl, Inc. • Retail-eating places
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of January 16, 2014, by and between ROCKY MOUNTAIN CHOCOLATE FACTORY, INC., a Colorado corporation (“Lender”), and U-SWIRL, INC., a Nevada corporation (“Borrower”).
FORM OF WARRANT AGREEMENT BETWEEN THE REGISTRANT AND COMPUTERSHARE TRUST COMPANY, N.A.Warrant Agreement • February 8th, 2008 • Healthy Fast Food Inc • Retail-eating places • Colorado
This Agreement is between Healthy Fast Food, Inc., a Nevada corporation (the “Company”), and Computershare, Inc. a Delaware corporation and its fully owned subsidiary Computershare Trust Company, N.A. a federally chartered trust company, having its principal office at 250 Royall Street, Canton, MA 02021 (Collectively “Warrant Agent”, or individually “Computershare” and the “Trust Company”, respectively).
MEMBERSHIP INTEREST PURCHASE AGREEMENT BETWEEN U-SWIRL, INC. AND ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. DATED JANUARY 14, 2013Membership Interest Purchase Agreement • January 18th, 2013 • U-Swirl, Inc. • Retail-eating places • Colorado
This Membership Interest Purchase Agreement (this “Agreement”) is made and entered into as of January 14, 2013, by and between U-Swirl, Inc., a Nevada corporation (“Buyer”) and Rocky Mountain Chocolate Factory, Inc., a Colorado corporation (“Seller”).
EVOS RESTAURANT FRANCHISE AGREEMENT DATED DECEMBER 14, 2005Franchise Agreement • August 13th, 2007 • Healthy Fast Food Inc
THIS FRANCHISE AGREEMENT (this “Agreement”) is effective as of December 14th, 2005 (the “Agreement Date”). The parties to this Agreement are EVOS USA, INC., a Florida corporation, with its principal business address at 609 South Howard Ave., Tampa, Fl. 33606 (referred to in this Agreement as “we,” “us” or “our”), and HEALTHY FAST FOOD, INC., whose principal business address is 1075 American Pacific - Suite C, Henderson, NV 89074 (referred to in this Agreement as “you,” “your” or “Franchise Owner”).
ASSET PURCHASE AGREEMENT BETWEEN U-SWIRL, INC. AND ASPEN LEAF YOGURT, LLC DATED JANUARY 14, 2013Asset Purchase Agreement • January 18th, 2013 • U-Swirl, Inc. • Retail-eating places • Colorado
This Asset Purchase Agreement (this “Agreement”) is made and entered into as of January 14, 2013, by and between U-Swirl, Inc., a Nevada corporation (“Buyer”), Aspen Leaf Yogurt, LLC, a Colorado limited liability company (“Seller”) and, solely for purposes of Section 3.4, Rocky Mountain Chocolate Factory, Inc., a Colorado corporation (“RMCF”).
FORM OF EMPLOYMENT AGREEMENT BETWEEN U-SWIRL, INC. AND ITS EXECUTIVE OFFICERSEmployment Agreement • January 18th, 2013 • U-Swirl, Inc. • Retail-eating places • Nevada
This Employment Agreement (“Agreement”) is entered into and effective this 14th day of January, 2013 (the “Effective Date”) between Ulderico Conte, an individual residing at _______ ____________________________________ (“Employee”); U-Swirl, Inc., a Nevada corporation, located at 1175 American Pacific Suite C, Henderson, Nevada 89074 (“USI”) and U-Swirl, International Inc., a Nevada corporation, located at 1175 American Pacific Suite C, Henderson, Nevada 89074 (“International”). USI and International may be referred to collectively below as the “Company.”
LETTER AGREEMENT WITH EVOS USA, INC. DATED JULY 30, 2007Area Representative Agreement • August 13th, 2007 • Healthy Fast Food Inc
AREA REPRESENTATIVE AGREEMENT BETWEEN EVOS USA, INC. AND HEALTHY FAST FOOD, INC. DATED DECEMBER 1, 2006Area Representative Agreement • August 13th, 2007 • Healthy Fast Food Inc • Florida
THIS AREA REPRESENTATIVE AGREEMENT (this “Agreement”) is effective on December 1st, 2006 (the (“Effective Date”) (regardless of the actual date of signature), by EVOS USA, INC., a Florida corporation (“we,” “us” or “our” or the “Franchisor”), and HEALTHY FAST FOOD, INC., a(n) Nevada corporation (collectively, “you,” “your” or the “Area Representative”) (you and we are sometimes collectively referred to as the “parties” and each are sometimes separately referred to as a “party”).
ADDENDUM TO FRANCHISE AGREEMENT DATED FEBRUARY 6, 2006Franchise Agreement • August 13th, 2007 • Healthy Fast Food Inc
THIS ADDENDUM TO FRANCHISE AGREEMENT (this “Addendum”) is effective as of February 6th, 2006 (the "Effective Date"), regardless of the date of signatures, and amends and supplements the Franchise Agreement dated December 14th, 2006 (the “Franchise Agreement”), between EVOS USA, INC. (“we,” “us” or “our”) and you, HEALTHY FAST FOOD, INC. (“you,” “your” or “Franchise Owner”). You and we are sometimes referred to individually as a "party" or collectively as the "parties."
FORM OF SECURITY AGREEMENT BETWEEN U-SWIRL, INC. AND ASPEN LEAF YOGURT, LLCSecurity Agreement • January 18th, 2013 • U-Swirl, Inc. • Retail-eating places • Colorado
This Security Agreement is made as of January 14, 2013 by and between U-Swirl, Inc., a Nevada corporation (“Debtor”), and Aspen Leaf Yogurt, LLC, a Colorado limited liability company (“Secured Party”).
INTERCOMPANY ADVANCE AGREEMENT BETWEEN ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. AND U-SWIRL, INC. DATED MARCH 27, 2013Intercompany Advance Agreement • March 29th, 2013 • U-Swirl, Inc. • Retail-eating places • Colorado
This Intercompany Advance Agreement (the “Agreement”) is entered into on March 27, 2013 (the “Effective Date”) by and between Rocky Mountain Chocolate Factory, Inc., a Colorado corporation (“RMCF”), and U-Swirl, Inc., a Nevada corporation (“U-Swirl”).
CONTRACT OF EMPLOYMENT AGREEMENT WITH BRAD BECKSTEAD DATED JULY 25, 2007Employment Agreement • August 13th, 2007 • Healthy Fast Food Inc • Nevada
THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of July 25, 2007, by and between Healthy Fast Food, Inc., a Nevada corporation (the “Company”) and Brad Beckstead (“Beckstead”).
FORM OF FRANCHISE AGREEMENTFranchise Agreement • May 26th, 2010 • Healthy Fast Food Inc • Retail-eating places • Nevada
U-Swirl International, Inc. has executed franchise agreements in the form of the franchise agreement attached to this schedule as follows:
LETTER AGREEMENT WITH EVOS USA, INC. DATED JULY 10, 2007Franchise Agreement • August 13th, 2007 • Healthy Fast Food Inc
TERRITORY AND DEVELOPMENT SCHEDULE ADDENDUM TO THE AREA REPRESENTATIVE AGREEMENT EFFECTIVE FEBRUARY 26, 2007Area Representative Agreement • August 13th, 2007 • Healthy Fast Food Inc
THIS ADDENDUM TO THE AREA REPRESENTATIVE AGREEMENT (this “Addendum”) is effective as of February 26th, 2007 (the "Effective Date"), regardless of the date of signatures, and amends and supplements the Area Representative Agreement dated as of December 1st, 2006 (the “Agreement”), between EVOS USA, INC. (“we,” “us” or “our”) and you, HEALTHY FAST FOOD, INC. (“you,” “your” or “Area Representative”). You and we are sometimes individually referred to as a "party" or collectively as the "parties."
COLLATERAL ASSIGNMENT AND ASSUMPTION OF LEASE TO EVOS USA, INC. DATED DECEMBER 14, 2005Collateral Assignment and Assumption of Lease • August 13th, 2007 • Healthy Fast Food Inc • Florida
THIS COLLATERAL ASSIGNMENT AND ASSUMPTION OF LEASE (this “Assignment”) is effective as of the effective date of the Lease (as defined below), between and among EVOS USA, INC., a Florida corporation with its principal place business at 609 South Howard Avenue, Tampa, Florida 33606 (“we,” “us,” “our” or the “Franchisor”), and, HEALTHY FAST FOOD, Inc., whose current principal place of business is 1075 American Pacific – Suite C, Henderson, NV 89074 (“you”, “your” or the “Franchisee”). You and we are sometimes referred to collectively as the “parties” or individually as a “party.”
