WarrantWarrant Agreement • September 26th, 2008 • Art Dimensions, Inc.
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER EITHER THE SECURITIES ACT OF 1933 (THE "ACT") OR APPLICABLE STATE SECURITIES LAWS (THE "STATE ACTS") AND SHALL NOT BE SOLD, PLEDGED, HYPOTHECATED, DONATED, OR OTHERWISE TRANSFERRED (WHETHER OR NOT FOR CONSIDERATION) BY THE HOLDER EXCEPT UPON THE ISSUANCE TO THE COMPANY OF A FAVORABLE OPINION OF COUNSEL OR SUBMISSION TO THE COMPANY OF SUCH EVIDENCE AS MAY BE SATISFACTORY TO COUNSEL TO THE COMPANY, IN EACH SUCH CASE, TO THE EFFECT THAT ANY SUCH TRANSFER SHALL NOT BE IN VIOLATION OF THE ACT AND THE STATE ACTS.
LEASE AGREEMENTLease Agreement • March 19th, 2014 • Bourbon Brothers Holding Corp • Retail-eating & drinking places • Colorado
THIS LEASE AGREEMENT ("Lease") is made and entered into this 29th day of May, 2013 between Bourbon Brothers, LLC, a Colorado limited liability company whose address is 2 N. Cascade Ave., Ste. 1400, Colorado Springs, Co 80903, herein designated as the "Landlord," and Bourbon Brothers Smokehouse and Tavern Colorado Springs, LLC, a Colorado limited liability partnership whose address is 2 N. Cascade Ave., Ste. 1400, Colorado Springs, CO 80903, herein designated as the "Tenant."
ACQUISITION AGREEMENTAcquisition Agreement • January 17th, 2014 • Smokin Concepts Development Corp • Retail-eating & drinking places • Colorado
This ACQUISITION AGREEMENT (this “Agreement”) is entered into as of September 30, 2013 by and among Smokin Concepts Development Corporation, a Colorado corporation (“SCDC”), Bourbon Brothers Holding Company, LLC, a Colorado limited liability company (“BBHC”), and JW Roth and Robert Mudd (the “Principals”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 9.1 hereof.
SIXTH AMENDMENT TO THE FRANCHISE AGREEMENTFranchise Agreement • March 6th, 2015 • Bourbon Brothers Holding Corp • Retail-eating & drinking places
This Sixth Amendment to Franchise Agreement (the "Sixth Amendment") is made as of February 8, 2015, by and between SH FRANCHISING & LICENSING LLC, a New York limited liability company ("Company"), SOUTHERN HOSPITALITY DENVER, LLC, a Colorado limited liability company ("SHD"), SOUTHERN HOSPITALITY LONE TREE, LLC ("SHLT"), SOUTHERN HOSPITALITY NORTHGATE, LLC, a Colorado limited liability company ("SHNG"), and Southern Hospitality Tejon, LLC ("SHTEJON").
ACKNOWLEDGEMENT OF FORM MASTER LICENSE AGREEMENTMaster License Agreement • May 15th, 2015 • Southern Concepts Restaurant Group, Inc. • Retail-eating & drinking places • New York
THIS SOUTHERN HOSPITALITY BBQ MASTER LICENSE AGREEMENT (“Agreement”) is made between SH FRANCHISING & LICENSING, LLC, a New York limited liability company (hereinafter, “Company”), and Southern Hospitality Licensee, LLC, a Colorado limited liability company (hereinafter, “Licensee”). The Agreement is dated February 8, 2015 (the “Effective Date”).
GUARANTY OF LEASEGuaranty of Lease • October 31st, 2014 • Bourbon Brothers Holding Corp • Retail-eating & drinking places • Colorado
In order to induce STRADIVARIUS HIGHLANDS, LLC, a Colorado limited liability company (the “Landlord”), to enter into, execute, and deliver that certain First Amendment to Lease Agreement dated as of September 17, 2014 (the “Amendment”) with BOURBON BROTHERS HOLDING COMPANY, LLC, a Colorado limited liability company (“Original Tenant”), 53 PEAKS LONE TREE, LLC, a Colorado limited liability company (“53 Peaks”), and BOURBON BROTHERS HOLDING CORPORATION, a Colorado corporation (the “Guarantor”), correcting and amending that certain Commercial Lease dated as of July 9, 2014 (collectively with the Amendment, the “Lease”) by and between Landlord and Original Tenant, Guarantor, whose mailing address is 2 N. Cascade Ave., Ste. 1400, Colorado Springs, CO 80903, for good and valuable consideration, the receipt and sufficiency of which is acknowledged, makes this guaranty in favor of the Landlord and covenants and agrees as follows:
SH FRANCHISING & LICENSING LLC FRANCHISE AGREEMENTFranchise Agreement • March 19th, 2014 • Bourbon Brothers Holding Corp • Retail-eating & drinking places • New York
This Franchise Agreement (the "Agreement") is made and entered into on November 4, 2011 (the "Effective Date") by and between SH FRANCHISING & LICENSING LLC, a New York limited liability company ("Company"), and SOUTHERN HOSPITALITY FRANCHISEE HOLDING CORPORATION, a Colorado corporation ("Franchisee") with reference to the following facts:
SOUTHERN HOSPITALITY BBQ AREA DEVELOPMENT AGREEMENTDevelopment Agreement • March 19th, 2014 • Bourbon Brothers Holding Corp • Retail-eating & drinking places
COMMERCIAL LEASECommercial Lease • October 31st, 2014 • Bourbon Brothers Holding Corp • Retail-eating & drinking places
FIRST AMENDMENT TO ACQUISITION AGREEMENTAcquisition Agreement • January 17th, 2014 • Smokin Concepts Development Corp • Retail-eating & drinking places
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • March 19th, 2014 • Bourbon Brothers Holding Corp • Retail-eating & drinking places • Colorado
THIS AGREEMENT is made effective as of April 18, 2013, although it is being signed at a later date, by and between BOURBON BROTHERS, LLC, a Colorado limited liability company with an address of 2 N. Cascade Ave., Suite 1400, Colorado Springs, CO 80903 ("Licensor"), and BOURBON BROTHERS HOLDING COMPANY, LLC, a Colorado limited liability company, BOURBON BROTHERS BRAND, LLC, a Colorado limited liability company, BOURBON BROTHERS FRANCHISE, LLC, a Colorado limited liability company, BOURBON BROTHERS RESTAURANT GROUP, LLC, a Colorado limited liability company, and BOURBON BROTHERS SMOKEHOUSE AND TAVERN COLORADO SPRINGS, LLC, a Colorado limited liability company, each with an address of 2 Cascade Ave., Suite 1400, Colorado Springs, CO 80903 (hereinafter, each is a "Licensee" and together they are referred to as "Licensees"). Licensees and Licensor may be collectively referred to herein as "Parties."
FIFTH AMENDMENT TO THE FRANCHISE AGREEMENTFranchise Agreement • March 6th, 2015 • Bourbon Brothers Holding Corp • Retail-eating & drinking places
This Fifth Amendment to Franchise Agreement (the "Fifth Amendment") is made as of December 30, 2014, by and between SH FRANCHISING & LICENSING LLC, a New York limited liability company ("Company"), SOUTHERN HOSPITALITY DENVER, LLC, a Colorado limited liability company ("SH Denver"), and Southern Hospitality Lone Tree, LLC, a Colorado limited liability company ("SH Lone Tree"), an Affiliate of SH Denver.
SHOPPING CENTER LEASE FORShopping Center Lease • March 16th, 2016 • Southern Concepts Restaurant Group, Inc. • Retail-eating & drinking places • Colorado
AMENDMENT OF LEASELease • March 16th, 2016 • Southern Concepts Restaurant Group, Inc. • Retail-eating & drinking places
THIS SECOND ASSIGNMENT, ASSUMPTION, AND AMENDMENT OF LEASE (this "Second Assignment") is entered into as 24th the day of April, 2015, (herein, the "Effective Date") by and among, Bruxie, LLC, a Delaware limited liability company, successor in interest to Cheesesteak Connection #4, LLC, a Colorado limited liability company (herein, "Assignor"), SHQ Glendale, LLC, a Colorado limited liability company (herein, “assignee"), The Robford Company, LLC, a Colorado limited liability company (herein, "Landlord"), Dean Simon, individually ("Original Guarantor"), and Southern Concepts Restaurant Group, Inc., a Colorado corporation and Jay W. Roth, individually ("New Guarantor").
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • October 31st, 2014 • Bourbon Brothers Holding Corp • Retail-eating & drinking places
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is made and entered into this 17th day of September, 2014, among Stradivarius Highlands, LLC, a Colorado limited liability company (the “Landlord”), Bourbon Brothers Holding Company, LLC, a Colorado limited liability company whose address is 2 N. Cascade Ave., Ste. 1400, Colorado Springs, Co 80903 (“Original Tenant”), 53 Peaks Lone Tree, LLC, a Colorado limited liability company whose address is 2 N. Cascade Ave., Ste. 1400, Colorado Springs, Co 80903 (“Assignee”) and Bourbon Brothers Holding Corporation, a Colorado corporation whose address is 2 N. Cascade Ave., Ste. 1400, Colorado Springs, Co 80903 (“Guarantor”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONMerger Agreement • March 8th, 2013 • Southern Hospitality Development Corp. • Retail-retail stores, nec • Colorado
This AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is entered into as of November 13, 2012 by and among Art Dimensions, Inc., a Colorado corporation (“ADI”), ADI Acquisition Corp., a Colorado corporation and wholly-owned subsidiary of ADI (“Merger Sub”), and Southern Hospitality Franchisee Holding Corporation, a Colorado corporation (“SHFHC”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.1 hereof.
THIRD ASSIGNMENT, ASSUMPTION AND AMENDMENT OF LEASEAssignment, Assumption and Amendment of Lease • March 16th, 2016 • Southern Concepts Restaurant Group, Inc. • Retail-eating & drinking places
THIS THIRD ASSIGNMENT, ASSUMPTION AND AMENDMENT OF LEASE (the "Assignment") is made and entered into this 27th day of July 2015, by The Robford Company, LLC, a Colorado limited liability company (the "Landlord" ), SHQ Glendale, LLC, a Colorado limited liability company (the "Assignor"), Carve BBQ Glendale, LLC, a Colorado limited liability company (the "Assignee"), and Southern Concepts Restaurant Group, Inc. and Jay W. Roth (collectively, the "Guarantors").
STANDARD BUILDING LEASEStandard Building Lease • March 6th, 2015 • Bourbon Brothers Holding Corp • Retail-eating & drinking places • Colorado
THIS LEASE made this 15th day of April 2012, between Southern Hospitality Franchise Holding Corporation, a Colorado Corporation ("Tenant") and Elmo, Limited Liability Company, a Colorado limited liability company ("Landlord").
SECOND AMENDMENT TO ACQUISITION AGREEMENTAcquisition Agreement • January 27th, 2014 • Bourbon Brothers Holding Corp • Retail-eating & drinking places
This Second Amendment to Acquisition Agreement (this “Amendment”), dated as of January 22, 2014, is entered into by and among Smokin Concepts Development Corporation, a Colorado corporation (“SCDC”), Bourbon Brothers Holding Company, LLC, a Colorado limited liability company (“BBHC”), and JW Roth and Robert Mudd (the “Principals”), in order to amend that certain Acquisition Agreement, dated as of September 30, 2013, as amended November 6, 2013 (the “Acquisition Agreement”). Capitalized terms used herein but not otherwise defined shall have the meaning set forth in the Acquisition Agreement.
AMENDMENT AND RELEASE AGREEMENTAmendment and Release Agreement • November 14th, 2013 • Smokin Concepts Development Corp • Retail-eating & drinking places • New York
This Amendment and Release Agreement (this "Agreement"), dated as of September 23, 2013, is entered into by and among SH Franchising & Licensing LLC, a New York limited liability company ("Company"), Southern Hospitality Franchisee Holding Corporation, a Colorado corporation ("Developer"), and Southern Hospitality Denver, LLC, a Colorado limited liability company ("Franchisee").
LOAN AGREEMENTLoan Agreement • March 6th, 2015 • Bourbon Brothers Holding Corp • Retail-eating & drinking places
THIS LOAN AGREEMENT (this "Agreement") dated as of December 31, 2014 (the "Effective Date") between BOURBON BROTHERS #14, LLC, a Colorado limited liability company ("Lender"), and BOURBON BROTHERS HOLDING CORPORATION, a Colorado corporation ("Borrower"), provides the terms on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties agree as follows:
