Exhibit 10.1 SHARE EXCHANGE AGREEMENT THIS AGREEMENT is made effective as of the 26th day of September, 2012. AMONG: WINECOM INC., a Nevada corporation with an office at 1222 SE 47th Street, Cape Coral, FL, 33904 ("Pubco") AND: GREEN HYGIENICS, INC.,...Share Exchange Agreement • September 26th, 2012 • Winecom Inc. • Services-business services, nec • Nevada
Exhibit 10.2 LICENSING AGREEMENT By and Among AMERICAN HYGIENICS CORPORATION A Privately-Owned Corporation Incorporated and Governed by the Republic of China, GREEN HYGIENICS, INC. A Corporation Incorporated in the State of Florida Dated as of August...Licensing Agreement • September 26th, 2012 • Winecom Inc. • Services-business services, nec • Hong Kong
SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENTSenior Secured Revolving Credit Facility Agreement • October 31st, 2013 • Green Innovations Ltd. • Wholesale-paper & paper products • Nevada
This SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”), dated as of August 31, 2013 and effective as of October 24, 2013 (the “Closing Date”), is executed by and among (i) GREEN INNOVATIONS, LTD., a corporation incorporated under the laws of the State of Nevada (the “Borrower”), (ii) GREEN HYGIENICS, INC., a corporation incorporated under the laws of the State of Florida, and any entity which becomes a Subsidiary of the Borrower pursuant to Section 3.4 following the date hereof (together, jointly and severally, the “Guarantors” and together with the Borrower, the “Credit Parties”), and (iii) TCA GLOBAL CREDIT MASTER FUND, LP, a limited partnership organized and existing under the laws of the Cayman Islands, as lender (the “Lender”).
SUBSCRIPTION AGREEMENTSubscription Agreement • July 16th, 2010 • Winecom Inc. • Services-business services, nec
Green Innovations Ltd. EMPLOYMENT AGREEMENT VICE PRESIDENT OF SALESEmployment Agreement • April 10th, 2015 • Green Innovations Ltd. • Wholesale-paper & paper products • Florida
Agreement made as of this 2nd day of September, 2013, by and between Jeff Thurgood (“Employee”) and Green Hygienics, Inc., a Florida corporation (“Green Hygienics” or, the “Company”).
Licensing Agreement Tauriga Sciences, Inc. and Green Hygienics, Inc.Licensing Agreement • June 6th, 2013 • Green Innovations Ltd. • Wholesale-paper & paper products • Florida
This AGREEMENT is made as of May 31, 2013, between Tauriga Sciences, Inc., a corporation organized and existing under the laws of the State of Florida having offices at 39 Old Ridgebury Road, Danbury, Connecticut 06180 ("Licensee") and Green Hygienics, Inc., a corporation organized and existing under the laws of the State of Florida having offices at 316 Del Prado Blvd. S., Suite 204, Cape Coral, Florida 33990 ("Licensor"), and wholly-owned subsidiary of Green Innovations Ltd. (“GNIN”).
Green Innovations Ltd. EMPLOYMENT AGREEMENT CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER and CHAIRMAN of the BOARD of DIRECTORSEmployment Agreement • March 18th, 2014 • Green Innovations Ltd. • Wholesale-paper & paper products • Nevada
Agreement made as of this 1st of November, 2012, by and between Bruce Harmon (“Executive”) and Green Innovations Ltd., a Nevada corporation (“Green Hygienics” or, the “Company”).
ESCROW AGREEMENTEscrow Agreement • July 16th, 2010 • Winecom Inc. • Services-business services, nec • Nevada
THEREFORE, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties covenant and agree as follows:
SUBSCRIPTION AGREEMENT WINECOM INC. (the “Company”) 2 Duchifat Street, Kibbutz Dovrat, D.N Emek Yezreel 19325 Israel Telephone: 011 (972) 57-946-2208Subscription Agreement • June 1st, 2010 • Winecom Inc.
AMENDMENT NO. 2 TO SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT IN THE AMOUNT OF US$5,000,000 BY AND AMONG GREEN INNOVATIONS, LTD., as Borrower, GREEN HYGIENICS, INC., as Guarantor, AND TCA GLOBAL CREDIT MASTER FUND, LP, as LenderSenior Secured Revolving Credit Facility Agreement • March 18th, 2014 • Green Innovations Ltd. • Wholesale-paper & paper products • Nevada
THIS AMENDMENT NO. 2 TO SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (this “Amendment”) is dated and effective as of March 17, 2014 (the “Effective Date”), by and among (i) GREEN INNOVATIONS, LTD., a corporation incorporated under the laws of the State of Nevada (the “Borrower”), (ii) GREEN HYGIENICS, INC., a corporation incorporated under the laws of the State of Florida, and any entity which becomes a Subsidiary of the Borrower pursuant to Section 3.4 of the Credit Agreement following the date hereof (together, jointly and severally, the “Guarantors” and together with the Borrower, the “Credit Parties”), and (ii) TCA GLOBAL CREDIT MASTER FUND, LP, a limited partnership organized and existing under the laws of the Cayman Islands, as lender (the “Lender”).
Consulting AgreementConsulting Agreement • August 14th, 2014 • Green Innovations Ltd. • Wholesale-paper & paper products • Florida
This Consulting Agreement (this “Agreement”) is made as of August 16, 2013, by and between Green Hygienics, Inc. (the “Company”), a Florida corporation, located 316 Del Prado Blvd. South, Suite 204, Cape Coral, Florida 33990, and its subsidiaries and/or affiliates, and Determinaction Business Advisory (the “Consultant”), an individual, located at 1648 Plateau Cres, Coquitlam, BC, V3E 3B3, Canada.
ESCROW AGREEMENTEscrow Agreement • August 18th, 2010 • Winecom Inc. • Services-business services, nec • Nevada
THEREFORE, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties covenant and agree as follows:
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 21st, 2012 • Green Innovations Ltd. • Services-business services, nec • Florida
THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made and entered into this 19th day of November, 2012, by and between Sensational Brands, Inc., a Florida corporation (the “Purchaser,” “SBI-FL,” or the “Company”) and Sensational Brands, Inc., a Texas corporation (the “Seller,” “SBI-TX”).
REVOLVING CONVERTIBLE PROMISSORY NOTENote • October 31st, 2013 • Green Innovations Ltd. • Wholesale-paper & paper products
FOR VALUE RECEIVED, GREEN INNOVATIONS LTD., a corporation incorporated under the laws of the State of Nevada, whose address is 316 Del Prado Blvd. South, Suite 204, Cape Coral, FL 33990 (the “Borrower”), promises to pay to the order of TCA GLOBAL CREDIT MASTER FUND, LP (hereinafter, together with any holder hereof, “Lender”), whose address is 1404 Rodman Street, Hollywood, Florida 33020, on or before the six (6) month anniversary of the Effective Date or such later date as agreed upon after the date hereof in a signed writing by the Lender (the “Revolving Loan Maturity Date”), the lesser of: (i) One Million Seven Hundred Fifty Thousand and No/100 United States Dollars (US$1,750,000); or (ii) the aggregate principal amount outstanding under and pursuant to that certain senior secured revolving credit facility agreement, dated as of August 31, 2013 and effective as of October 24, 2013, executed by and among the Borrower, as borrower, Green Hygienics, Inc., as guarantor, and the Lender, a
SHARE CANCELLATION/EXCHANGE/RETURN TO TREASURY AGREEMENTShare Cancellation/Exchange/Return to Treasury Agreement • February 8th, 2013 • Green Innovations Ltd. • Services-business services, nec • Nevada
NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the mutual covenants contained herein (the sufficiency whereof is hereby acknowledged by the parties hereto), the parties hereby agree to and with each other as follows:
AMENDED AND RESTATED REVOLVING CONVERTIBLE PROMISSORY NOTENote Agreement • March 18th, 2014 • Green Innovations Ltd. • Wholesale-paper & paper products
FOR VALUE RECEIVED, GREEN INNOVATIONS LTD., a corporation incorporated under the laws of the State of Nevada, whose address is 316 Del Prado Blvd. South, Suite 204, Cape Coral, Florida 33990 (the “Borrower”), promises to pay to the order of TCA GLOBAL CREDIT MASTER FUND, LP (hereinafter, together with any holder hereof, “Lender”), whose address is 3960 Howard Hughes Parkway, Suite 500, Las Vegas, Nevada 89169, on or before October 25, 2014 (the “Revolving Loan Maturity Date”), the lesser of: (i) One Million Five Hundred and Six Thousand One Hundred Thirty Four and 50/100 United States Dollars (US$1,506,134.50); or (ii) the aggregate principal amount outstanding under and pursuant to that certain senior secured revolving credit facility agreement, dated as of August 31, 2013 and effective as of October 24, 2013, as amended by amendment no. 1 thereto, dated as of January 17, 2014, and as further amended by amendment no. 2 thereto, dated as of the Effective Date (“Amendment No. 2”), execu
