SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 20th, 2016 • Hispanica International Delights of America, Inc. • Beverages • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of _____________, 2016, by and between HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC., a Delaware corporation, with headquarters located at 575 Lexington Ave., 4th Floor, New York, NY 10022 (the “Company”), and [____], a [__] company, with its address at [___] (the “Buyer”).
SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT IN THE MAXIMUM AMOUNT OF US$7,500,000 BY AND AMONG HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC., as Borrower, ENERGY SOURCE DISTRIBUTORS, INC., as Guarantor, AND TCA GLOBAL CREDIT MASTER FUND,...Senior Secured Revolving Credit Facility Agreement • July 8th, 2016 • Hispanica International Delights of America, Inc. • Beverages • Nevada
This SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”), dated as of March 31, 2016 and made effective as of July 5, 2016 (the “Effective Date”), is executed by and among: (i) HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC., a corporation incorporated under the laws of the State of Delaware (the “Borrower”); (ii) ENERGY SOURCE DISTRIBUTORS, INC., a corporation incorporated under the laws of the State of California (the “Corporate Guarantor”); (iii) any Person to hereafter become a Subsidiary of the Borrower pursuant to Section 10.18 hereof, and any Person that from time to time may hereafter become liable for the Obligations, or any part thereof, as joint and several guarantors (collectively, the “Additional Guarantors”) (the Corporate Guarantor, and the Additional Guarantors together, jointly and severally, the “Guarantors” and together with the Borrower, the “Credit Parties”); and (iv) TCA GLOBAL C
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 7th, 2016 • Hispanica International Delights of America, Inc. • Beverages
This Agreement is being entered into pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and the Buyer (the “Purchase Agreement”).
LICENSE AGREEMENTLicense Agreement • October 15th, 2013 • Hispanica International Delights of America, Inc. • Beverages • Florida
THIS LICENSE AGREEMENT (the “Agreement”) is made and entered into by and between HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC. a Delaware corporation (the “Purchaser”) and GRAN NEVADA Beverage, Inc., a New York corporation (the “Seller”); the Seller and the Purchaser being sometimes hereinafter collectively referred to as (the “Parties”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 8th, 2016 • Hispanica International Delights of America, Inc. • Beverages • California
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 5th day of July 2016 by and between Jose Castaneda, an individual (the “Employee”), and Energy Source Distributors, Inc. , a California S Corporation (collectively referred to as “ESD, Company, Business or Employer”).
Distribution AgreementDistribution Agreement • November 4th, 2015 • Hispanica International Delights of America, Inc. • Beverages • New York
AGREEMENT, made the 30th day of October 2015, by Hispanica International Delights of America, Inc. (HISP) a Distribution corporation with offices located at 3536 Daniel Crescent Baldwin, NY 11510 (“Distributor”), and Just Buns, Inc. (“Company”) Brands a wholly owned brand of a New York corporation with offices located in Rockland County, NY.
STOCK PURCHASE AND SALE AGREEMENTStock Purchase and Sale Agreement • July 8th, 2016 • Hispanica International Delights of America, Inc. • Beverages • California
THIS STOCK PURCHASE AND SALE AGREEMENT is made and entered into this 24th day of March 2016 by and between Hispanica International Delights of America, Inc., a Delaware corporation with an address of 575 Lexington Ave, 4th Floor, New York, NY 10022, (hereinafter referred to as the “Buyer”), Greg Graham, Jose Castaneda and Sunny Sandhu, each having an address of 8525 Forest St, Gilroy, CA 95020 (hereinafter referred to collectively as the “Sellers”), Energy Source Distributors, a California subchapter S corporation (hereinafter referred to collectively known as the “Company”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • August 7th, 2018 • Life on Earth, Inc. • Beverages • Delaware
2018, by and among The Chill Group, Inc. (“JCG”), a California corporation, the Sellers reflected in Exhibit 1 (collectively, the “Sellers”) and Life on Earth, Inc., a Delaware corporation (the “Buyer”). Capitalized terms not otherwise defined herein shall have the meanings set forth in Appendix 1 hereto.
PROMISSORY NOTEPromissory Note • April 30th, 2018 • Life on Earth, Inc. • Beverages • New York
This promissory note (the “Note”) dated as of April 26, 2018 (the “Effective Date”) is between The Giant Beverage Company, Inc., a New York corporation (“Giant”) and Frank Iemmiti and Anthony Iemmiti (collectively referred to herein as the “Holder” or “Iemmiti”), in connection with the purchase agreement between Life on Earth, Inc., f/k/a Hispanica International Delights of America, Inc. (“LFER” or the “Company”,) and Iemmiti providing for the purchase of Giant by LFER. For purposes of this Agreement, Giant refers to the post-closing entity purchased by LFER.
LOCK-UP AND RESALE RESTRICTION AGREEMENTLock-Up and Resale Restriction Agreement • August 7th, 2018 • Life on Earth, Inc. • Beverages
THIS LOCK-UP AGREEMENT AND RESALE RESTRICTION (this “Agreement”) is made and entered into this 2 day of August 2018 “(Effective Date”), by and between Life on Earth, Inc., a Delaware corporation (the “Company”) and the Sellers reflected in Exhibit A hereto (the “Sellers”) ..
NOTE EXCHANGE AGREEMENTNote Exchange Agreement • February 1st, 2018 • Hispanica International Delights of America, Inc. • Beverages • New York
THIS NOTE EXCHANGE AGREEMENT (this “Agreement”) is dated as of January 26, 2018 (the “Closing Date”), between Victoria’s Kitchen LLC, a California limited liability company and a wholly owned subsidiary of Hispanica Delights of America, Inc., a Delaware corporation (the “Company”), and Elie Pierre Meniane (the “Holder”) of a secured promissory note (the “Note”), payable by the Company, which Note is attached hereto as Exhibit A.
Garden State Securities Engagement Agreement Dated June 30, 2016Engagement Agreement • December 20th, 2016 • Hispanica International Delights of America, Inc. • Beverages
AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • November 9th, 2017 • Hispanica International Delights of America, Inc. • Beverages
This Amendment No. 1 to Note Purchase Agreement (this “Amendment”) is made as of November 03, 2017 by and between Hispanica International Delights of America, Inc. (the “Company”), a Delaware corporation, with its principal place of business at 575 Lexington Avenue, 45th Floor, New York, NY 10022, and Shircoo, Inc., a California corporation, with its principal place of business at 2350 E. Allview Terrace, Los Angeles, CA 90068 (the “Purchaser”).
AGREEMENT TO AMEND CERTAIN SECURED PROMISSORY NOTESSecured Promissory Note Amendment • February 1st, 2018 • Hispanica International Delights of America, Inc. • Beverages
This Agreement to Amend Certain Secured Promissory Notes (“Agreement”) is made and entered into as of January 26, 2018, and shall amend certain Secured Promissory Notes dated September 25, 2017 in the principal amount of $650,000, and dated November 3, 2017 in the principal amount of $175,000 (together, the “Notes”), which Notes were issued by Hispanica International Delights of America, Inc., a Delaware corporation, to Shircoo, Inc. (the “Holder”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • October 3rd, 2017 • Hispanica International Delights of America, Inc. • Beverages • California
This Note Purchase Agreement (this “Agreement”) is made as of September 25, 2017 by and between Hispanica International Delights of America, Inc. (the “Company”), a Delaware corporation, with its principal place of business at 575 Lexington Avenue, 45th Floor, New York, NY 10022, and Shircoo, Inc., a California corporation, with its principal place of business at 2350 E. Allview Terrace, Los Angeles, CA 90068 (the “Purchaser”).
Management Operating AgreementManagement Operating Agreement • January 6th, 2022 • Life on Earth, Inc. • Beverages
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • November 4th, 2015 • Hispanica International Delights of America, Inc. • Beverages • New York
This SHARE EXCHANGE AGREEMENT (the “Agreement”) dated as of October 30, 2015, is entered into by and among Hispanica International Delights of America, Inc., a Delaware corporation (“HISP”), and the shareholders (“JBI Shareholders”) of Just Buns, Inc., a New York corporation (“JBI”) (collectively referred to as the “Parties”) listed on Schedule 1 to this Agreement.
ADDENDUM TO COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • October 3rd, 2017 • Hispanica International Delights of America, Inc. • Beverages
In the event of any inconsistency between the provisions of this Addendum and those contained in the Common Stock Purchase Agreement( the "Stock Agreement", the provisions of the Stock Agreement shall govern and be binding.
EMPLOYMENT AGREEMENTEmployment Agreement • April 30th, 2018 • Life on Earth, Inc. • Beverages
EMPLOYMENT AGREEMENT dated as of April 26, 2018, by and between The Giant Beverage Company, Inc., a New York corporation (hereinafter referred to as the “Company”), and Frank Iemmiti, (hereinafter referred to as “General Manager”).
NON-COMPETITION, NON-SOLICITATION, AND NON-DISCLOSURE AGREEMENTNon-Competition, Non-Solicitation, and Non-Disclosure Agreement • April 30th, 2018 • Life on Earth, Inc. • Beverages • New York
THIS NON-COMPETITION, NON-SOLICITATION, AND NON-DISCLOSURE AGREEMENT (“Agreement”) is entered into between Giant Beverage, Inc. (“Giant”), Anthony Iemmiti, and Frank Iemmiti on April 26, 2018 (the “Effective Date”).
STOCK PURCHASE AND SALE AGREEMENTStock Purchase and Sale Agreement • July 8th, 2016 • Hispanica International Delights of America, Inc. • Beverages
THIS AMENDMENT NUMBER ONE TO STOCK PURCHASE AND SALE AGREEMENT is made and entered into this 13th day of June 2016 by and between Hispanica International Delights of America, Inc., a Delaware corporation (hereinafter referred to as the “Buyer”), Greg Graham, Jose Castaneda and Sunny Sandhu (hereinafter referred to collectively as the “Sellers”), and Energy Source Distributors, a California subchapter S corporation (hereinafter referred to as the “Company”).
SETTLEMENT AGREEMENTSettlement Agreement • October 3rd, 2017 • Hispanica International Delights of America, Inc. • Beverages
This Settlement Agreement (“Agreement”) is entered into as of this 20th day of September 2017, by and among HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC., a Delaware corporation (the “Company”), and ANSON INVESTMENTS MASTER FUND, LP (“Holder”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • February 1st, 2018 • Hispanica International Delights of America, Inc. • Beverages • New York
This Note Purchase Agreement (this “Agreement”) is made as of January __, 2018 by and between Hispanica International Delights of America, Inc. (the “Company”), a Delaware corporation, with its principal place of business at 575 Lexington Avenue, 45th Floor, New York, NY 10022, and each of the purchasers identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).
ContractPayoff Agreement • February 1st, 2018 • Hispanica International Delights of America, Inc. • Beverages
In consideration for the agreement of Shircoo, Inc. (“Shircoo”) to purchase $125,000 of Secured Convertible Promissory Notes in the form of Exhibit A attached hereto (“Notes”), which Notes are being issued pursuant to a Note Purchase Agreement attached hereto as Exhibit B (“NPA”), Hispanica International Delights of America, Inc. (the “Company”) agrees to remit and pay to Shircoo the first $125,000 in cash proceeds received by the Company from third parties unaffiliated with Shircoo, pursuant to the terms of the NPA (the “Cash Payment”), which Cash Payment shall be used to reduce the amount due Shircoo under the terms of the Secured Promissory Note, dated November 3, 2017, issued by the Company to Shircoo, a copy of which is attached hereto as Exhibit C.
COMMON STOCK PURCHASE AGREEMENT by and between and among Giant Beverage, Inc And Frank Iemmiti and Anthony Iemmiti (the “Sellers”) and HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC. A DELAWARE CORPORATION (the “Buyer”) dated as of September 23,...Common Stock Purchase Agreement • October 3rd, 2017 • Hispanica International Delights of America, Inc. • Beverages • New York
Giant Beverage, Inc., a New York corporation (“Giant”), Frank Iemmiti and Anthony Iemmiti (collectively, the “Seller” or the “Sellers”) and Hispanica International Delights of America, Inc., a Delaware corporation (the “Buyer”).
