Lincoln Park Capital Fund, LLCKonaRed Corp • May 16th, 2017 • Beverages • Illinois
Reference is made to the certain Warrant issued January 27, 2014 exercisable for up to 1,136,364 shares of common stock of KONARED CORPORATION, a Nevada corporation (the "Company"), and held by LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company ("LPC") at an exercise price per share after adjustment of $0.15 (the "January 2014 Warrant"). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the January 2014 Warrant.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 18th, 2015 • KonaRed Corp • Beverages • Nevada
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of June 16, 2015, by and between KONARED CORPORATION, a Nevada corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").
PURCHASE AGREEMENTPurchase Agreement • June 18th, 2015 • KonaRed Corp • Beverages • Nevada
PURCHASE AGREEMENT (the “Agreement”), dated as of June 16, 2015, by and between KONARED CORPORATION, a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
AMENDED AND RESTATED WARRANTKonaRed Corp • June 18th, 2015 • Beverages
THIS AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Lincoln Park Capital Fund, LLC (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after January 27, 2014 (the “Initial Exercise Date”) and on or prior to the close of business on the sixth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from KonaRed Corporation, a Nevada corporation (the “Company”), up to 1,136,364 shares (the “Warrant Shares”) of Common Stock The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PURCHASE AGREEMENTPurchase Agreement Purchase Agreement • February 5th, 2014 • KonaRed Corp • Beverages • Nevada
PURCHASE AGREEMENT (the “Agreement”), dated as of February 3, 2014, by and between KONARED CORPORATION, a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 23rd, 2015 • KonaRed Corp • Beverages • Illinois
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the 23rd day of November, 2015 by and between KONARED CORPORATION, a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
ContractKonaRed Corp • April 13th, 2017 • Beverages • California
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
ContractKonaRed Corp • October 1st, 2015 • Beverages • New York
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
KONARED CORPORATION INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • March 6th, 2019 • KonaRed Corp • Beverages • California
This Investor Rights Agreement (the “Agreement”) is made as of October 24, 2017, by and among KonaRed Corporation, a Nevada corporation (the “Corporation”), on the one hand, and Kona Holdings I LLC, a Delaware limited liability company, and Kona Holdings II LLC, a Delaware limited liability company, on the other hand.
ContractRegistration Rights Agreement • February 3rd, 2014 • KonaRed Corp • Beverages • New York
REGISTRATION RIGHTS AGREEMENT, dated as of January 28, 2014 (this “Agreement”), by and between KonaRed Corporation, a Nevada corporation (the “Company”), and VDF FutureCeuticals, Inc., an Illinois corporation (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 3rd, 2014 • KonaRed Corp • Beverages • Nevada
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the 27th day of January, 2014 by and between KONARED CORPORATION, a Nevada corporation (the “Company”), and _____ (the “Investor”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 10th, 2013 • Teamupsport Inc. • Services-computer processing & data preparation • Nevada
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement''), dated as of October 4, 2013 (the “Effective Date") is made and entered into by and between the KonaRed Corporation, a Nevada corporation (the "Company"), and Shaun Roberts (the "Executive").
SUBSCRIPTION AGREEMENTSubscription Agreement • July 6th, 2015 • KonaRed Corp • Beverages • New York
This SUBSCRIPTION AGREEMENT (this “Agreement”), made as of the last date set forth on the signature page hereof, is between KonaRed Corporation, a Nevada corporation (the “Company”), and the undersigned (the “Subscriber”).
CONFIDENTIAL DISTRIBUTION AGREEMENTConfidential Distribution Agreement • April 28th, 2014 • KonaRed Corp • Beverages • Nevada
This Confidential Distribution Agreement (the “Agreement”) is entered into this 22nd day of April 2014 (the “Effective Date”), by and between SPLASH BEVERAGE GROUP, INC., a Nevada corporation with its principal place of business at One East Broward Boulevard, Suite 700, Fort Lauderdale, Florida 33301 (“Distributor”) and KONARED CORPORATION, a Nevada corporation with registered offices at 2829 Ala Kalanikaumaka Street, Suite F-133, Koloa, Hawaii, 96756 (“Supplier”).
October 24, 2017 The Roberts Group, LLC Koloa, HI 96756 Attn: Shaun Roberts Dear Shaun:KonaRed Corp • March 6th, 2019 • Beverages • California
On behalf of KonaRed Corporation (the “Corporation”), I am pleased to offer you the following contractual arrangement which, if you accept it, shall govern your service-provider relationship with the Corporation for a 12-month period effective beginning on October 24, 2017 (the “Start Date”), as set forth below.
AMENDMENT NO. 1 TO SENIOR CONVERTIBLE NOTESenior Convertible Note • October 5th, 2017 • KonaRed Corp • Beverages
This Amendment No. 1 to that certain Senior Convertible Note (this "First Amendment"), is made and entered this 29th day of September, 2017 by and between KonaRed Corporation, a Nevada corporation (the "Company"), and VDF FutureCeuticals, Inc., an Illinois corporation (the "Holder", together with the Company, the "Parties").
SALES AND MARKETING SERVICES AGREEMENT BY AND BETWEEN KONARED CORPORATION AND SPLASH BEVERAGE GROUP, INC.Sales and Marketing Services Agreement • April 28th, 2014 • KonaRed Corp • Beverages • Nevada
This Marketing Services Agreement is entered into this 22nd day of April, 2014, (the "Effective Date"), by and between KonaRed Corporation, (“Client”), and Splash Beverage Group, Inc. ("Consultant"). Capitalized terms in this Agreement have the same definition as in the parties Confidential Distribution Agreement, unless otherwise defined here.
SETTLEMENT AGREEMENT AND GENERAL RELEASESettlement Agreement and General Release • March 6th, 2019 • KonaRed Corp • Beverages • Illinois
The parties to this Settlement Agreement and General Release (this “Agreement”), which is dated December 29, 2017 (the “Effective Date”), are Lincoln Park Capital Fund, LLC, an Illinois limited liability company (“Lincoln Park”), and KonaRed Corporation, a Nevada corporation (“KonaRed”). Lincoln Park and KonaRed are each respectively referred to herein as a “Party” and collectively as “the Parties.”
SETTLEMENT AGREEMENT & GENERAL RELEASESettlement Agreement • October 21st, 2016 • KonaRed Corp • Beverages • Nevada
THIS SETTLEMENT AGREEMENT & GENERAL RELEASE ("Settlement Agreement") is made and entered into by and between Splash Beverage Group, Inc., on behalf of itself, its agents, representatives, assignees, attorneys, and administrators (collectively "SBG" or "Party"), and KonaRed Corporation, on behalf of itself, its agents, representatives, assignees, attorneys, and administrators (collectively "KonaRed" or "Party") (hereinafter SBG and KonaRed referred to collectively as the "Parties").
SERIES B PREFERRED STOCK PURCHASE AGREEMENTSeries B Preferred Stock Purchase Agreement • March 6th, 2019 • KonaRed Corp • Beverages • California
This Series B Preferred Stock Purchase Agreement (the “Agreement”) is made as of October 24, 2017 by and among KonaRed Corporation, a Nevada corporation (the “Corporation”), and Juan Gonzalo Camet Piccone, SFC Investment SA and GH Car Care, LLC.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 4th, 2015 • KonaRed Corp • Beverages • Nevada
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 3, 2015, is entered into by and between KonaRed Corporation, a Nevada corporation, (the “Company”), and Vista Capital Investments, LLC (the “Buyer”).
October 24, 2017 Kyle Redfield San Clemente, CA 92673 Dear Kyle:KonaRed Corp • March 6th, 2019 • Beverages • California
On behalf of KonaRed Corporation (the “Corporation”), I am pleased to offer you the following contractual arrangement which, if you accept it, shall govern your employment relationship with the Corporation for the 24-month period effective beginning on October 24, 2017 (the “Start Date”), as set forth below. You acknowledge that it is a condition to consummation of an investment in the Corporation by Kona Holdings I LLC and Kona Holdings II LLC that you and the Corporation (i) enter into this agreement to establish the terms and conditions of your employment following the Start Date and (ii) enter into the general release set forth on Attachment A attached hereto (the “Release”) with respect to any matters occurring prior to the Start Date.
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • February 3rd, 2014 • KonaRed Corp • Beverages • New York
INVESTOR RIGHTS AGREEMENT, dated as of January 28, 2014 (this “Agreement”), by and between KonaRed Corporation, a Nevada corporation (the “Company”) and VDF FutureCeuticals, Inc., an Illinois corporation (“Investor”).
SERIES A PREFERRED STOCK PURCHASE AGREEMENTSeries a Preferred Stock Purchase Agreement • March 6th, 2019 • KonaRed Corp • Beverages • California
This Series A Preferred Stock Purchase Agreement (the “Agreement”) is made as of October 24, 2017 by and among KonaRed Corporation, a Nevada corporation (the “Corporation”) and Kona Holdings I LLC, a Delaware limited liability company, and Kona Holdings II LLC, a Delaware limited liability company.
Engagement AgreementEngagement Agreement • March 19th, 2014 • KonaRed Corp • Beverages
This letter is confirmation of your acceptance of KonaRed Corporation's (the "Company") offer for the position of Chief Financial Officer ("CFO").
NON-U.S. AND NON-CANADIAN SUBSCRIBERS ONLY)Private Placement Subscription Agreement • November 25th, 2013 • KonaRed Corp • Beverages • Nevada
THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE “AGREEMENT”) RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 7th, 2016 • KonaRed Corp • Beverages • California
This Securities Purchase Agreement ("Agreement") is made as of the date last indicated below on the acceptance page hereof ("Execution Date"), by and between KonaRed Corporation., a Nevada corporation whose shares are traded on the OTCQB market (the "Company") and PCF Holdings Group, LLC, a Delaware limited liability company ("Purchaser"). Company and Purchaser may be referred to individually as "Party" and collectively as "Parties".
AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • October 5th, 2017 • KonaRed Corp • Beverages • New York
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT, dated as of September 29, 2017 (this "Agreement"), is made and entered into by and between KonaRed Corporation, a Nevada corporation (the "Company") and VDF FutureCeuticals, Inc., an Illinois corporation ("Investor").
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 10th, 2013 • Teamupsport Inc. • Services-computer processing & data preparation • Nevada
In consideration of the undertakings of the parties, their mutual promises and covenants, and other valuable consideration as provided, the parties, intending to be legally bound, hereby agree as follows:
FIRST AMENDMENTKonaRed Corp • April 13th, 2017 • Beverages
This first amendment (the "Amendment") is entered into as of December 1, 2016 (the "Effective Date"), by and between KonaRed Corporation, a Nevada corporation (the "Company") and Vista Capital Investments, LLC (the "Holder"). Collectively, the Company and Holder shall be referred to as the "Parties" and each a "Party."
ADDENDUMS to VDF FutureCeuticals, Inc. SENIOR CONVERTIBLE NOTE and SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • April 13th, 2017 • KonaRed Corp • Beverages
CONVERTIBLE DEBENTURE PURCHASE AGREEMENTConvertible Debenture • January 23rd, 2015 • KonaRed Corp • Beverages • New York
This CONVERTIBLE DEBENTURE PURCHASE AGREEMENT (this “Agreement”), is entered into as of January 20, 2015, by and among KonaRed Corporation, a Nevada corporation (the “Company”), and Group 10 Holdings, LLC (the “Investor”). Each party to this Agreement is referred to herein as a “Party,” and they are referred to collectively as the “Parties.”
PROMISSORY NOTE EXTENSION AGREEMENTPromissory Note Extension Agreement • April 13th, 2017 • KonaRed Corp • Beverages
This promissory note extension agreement (the "Extension Agreement") is made as of the 23rd day of September, 2016 by and between KonaRed Corporation, a Nevada corporation (the "Company"), and Gemini Master Fund, Ltd. a Cayman Islands Corporation. liability company ("GMF") and amends the Subordinated Promissory Note dated September 30, 2015 in the Original Principal Amount of $150,000 issued by the Company to GMF (the "Note").
KONARED CORPORATION STOCKHOLDERS AGREEMENTStockholders Agreement • March 6th, 2019 • KonaRed Corp • Beverages • California
This Stockholders Agreement (the “Agreement”) is made and entered into as of October 24, 2017 by and among Kyle Redfield, Shaun Roberts and Juan Gonzalo Camet Piccone (the “Large Holders”), KonaRed Corporation, a Nevada corporation (the “Corporation”), and Kona I Holdings LLC, a Delaware limited liability company, and Kona II Holdings LLC, a Delaware limited liability company.
Agreement to Extend Maturity of Related Party Note ("Extension Agreement")Extension Agreement • January 30th, 2017 • KonaRed Corp • Beverages
This Letter Agreement hereby extends the Maturity Date of the RP Note by six months from January 27, 2017 to July 27, 2017 based on rollover of the $100,000 principal and immediate payment of the $3,945 interest now due.
