SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 31st, 2023 • Kisses From Italy Inc. • Retail-eating & drinking places • New Jersey
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 24, 2023, by and between KISSES FROM ITALY INC., a Florida corporation, with headquarters located at 80 SW 8th Street, Suite 2000, Miami, Florida 33130 (the “Company”), and JEFFERSON STREET CAPITAL LLC, a New Jersey limited liability company, with its address at 720 Monroe Street, Suite C401B, Hoboken, New Jersey 07030 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 28th, 2023 • Kisses From Italy Inc. • Retail-eating & drinking places • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of AUGUST 22, 2023, by and between KISSES FROM ITALY INC., a Florida corporation, with headquarters located at 80 SW 8th Street, Suite 2000, Miami, FL 33130 (the “Company”) and COVENTRY ENTERPRISES, LLC, with its address at 80 SW 8th Street, Suite 2000, Miami, FL 33130, (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 1st, 2022 • Kisses From Italy Inc. • Retail-eating & drinking places • Virginia
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 26, 2022, by and between KISSES FROM ITALY INC., a Florida corporation, with its address at 80 SW 8th Street, Suite 2000, Miami, Florida 33130 (the “Company”), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexandria, VA 22314 (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 17th, 2022 • Kisses From Italy Inc. • Retail-eating & drinking places • Nevada
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 11, 2022, by and between KISSES FROM ITALY INC., a Florida corporation (the "Company"), and FOURTH MAN, LLC, a Nevada limited liability company (together with it permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the securities 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").
COMMON STOCK PURCHASE WARRANT KISSES FROM ITALY INC.Common Stock Purchase Warrant • May 17th, 2022 • Kisses From Italy Inc. • Retail-eating & drinking places • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $150,000.00 to the Holder (as defined below) of even date) (the “Note”), FOURTH MAN, LLC, a Nevada limited liability company (including any permitted and registered assigns, 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 the date of issuance hereof, to purchase from KISSES FROM ITALY INC., a Florida corporation (the “Company”), 1,500,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated May 11, 2022, by and among the Company and the Holder (
COMMON STOCK PURCHASE WARRANT KISSES FROM ITALY INC.Common Stock Purchase Warrant • May 31st, 2023 • Kisses From Italy Inc. • Retail-eating & drinking places • New Jersey
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the Convertible Promissory Note in the principal amount of $110,000.00 to the Holder (as defined below) of even date) (the “Note”), JEFFERSON STREET CAPITAL LLC, a New Jersey limited liability company (including any permitted and registered assigns, 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 the date of issuance hereof, to purchase from KISSES FROM ITALY INC., a Florida corporation (the “Company”), 1,000,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain Securities Purchase Agreement dated May 24, 2023, by and among
ContractKisses From Italy Inc. • August 28th, 2023 • Retail-eating & drinking places • Nevada
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.
STANDBY EQUITY COMMITMENT AGREEMENTEquity Commitment Agreement • November 30th, 2021 • Kisses From Italy Inc. • Retail-eating & drinking places • Florida
This standby equity commitment agreement is entered into as of November 22, 2021 (this "Agreement"), by and between Kisses From Italy Inc., a Florida corporation (the "Company"), and MacRab LLC, a Florida limited liability company (the "Investor").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 23rd, 2020 • Kisses From Italy, Inc. • Retail-eating & drinking places • Washington
This Registration Rights Agreement (the "Agreement"), dated this 18th day of June 2020, by and between Kisses From Italy Inc. (the "Company"), and Denis Senecal ("Holder"), whose address is 866 Du- Rivage, St. Antoine-Sur Richelieu, Quebec, Canada JOL 1R0, who hereby agree as follows:
ASSIGNMENT OF LEASE AGREEMENTAssignment of Lease Agreement • May 15th, 2018 • Kisses From Italy, Inc. • Florida
THIS ASSIGNMENT OF LEASE AGREEMENT (“Assignment”) is made and entered into as of the _____ day of ________, 2015 (“Effective Date”), by and among Paradigm Shift Holdings, Inc., (“Assignor”), and Kisses From Italy, Inc., (“Assignee”) and Palm Vacation Group (“Landlord”).
Kisses from Italy – Franchising LLCMulti-Unit Development Agreement • June 23rd, 2020 • Kisses From Italy, Inc. • Retail-eating & drinking places • Florida
THIS MULTI-UNIT DEVELOPMENT AGREEMENT (“Agreement”) is made and entered into the 18 day of June, 2020, between Kisses From Italy-Franchising LLC, a Florida limited liability company, having its principal place of business at 80 South West 8th Street, Suite 2000, Miami, Florida, 33130 (“we”, “us” or “our”), and Demasar Management Inc. whose principal address is 1981, Avenue McGill College, Suite 1640, Montréal, H3A 2Y1 Quebec, Canada (hereinafter “you” or “your”).
HIR HOLDINGS, LLC INVE STOR R ELATIONS CONSULTING AGREEMENT THIS CONSULTING AGRE E MENT ("Agreement") by and between Kisses from Ita l y, Inc . (OTC : KJTL) (hereinafter referre<I to as Che " Co mpany" or «KffL"), and HTR Hold i ngs, LLC (hereinafter...Elations Consulting Agreement • November 13th, 2020 • Kisses From Italy Inc. • Retail-eating & drinking places
TERMINATION AGREEMENTTermination Agreement • February 13th, 2024 • Kisses From Italy Inc. • Retail-eating & drinking places • Florida
THIS TERMINATION AGREEMENT (this “Termination Agreement”) dated as of February 8, 2024, by and between Kisses From Italy Inc., a Florida corporation with offices at 80 SW 8th St., Suite 2000, Miami, Florida, 33130 (the “Company”) and SC Culinary LLC, a New York limited liability company (“SC Culinary” and together with the Company, the “Parties,” and each, a “Party”).
DISTRIBUTION – FINANCING - LEAD GENERATION AGREEMENTDistribution – Financing - Lead Generation Agreement • June 23rd, 2020 • Kisses From Italy, Inc. • Retail-eating & drinking places
This Agreement is made and entered into this 17th day of June, 2020, by and between Denis Senecal (the "Agent"), and Kisses From Italy, Inc. (the "Company"), with its principal place of business located at 80 SW 8th St. Suite 2000, Miami, Florida, 33130, who hereby agree as follows.
STRATEGIC ALLIANCE AGREEMENTStrategic Alliance Agreement • March 2nd, 2023 • Kisses From Italy Inc. • Retail-eating & drinking places • Florida
STRATEGIC ALLIANCE AGREEMENT dated as of February 21, 2023, and made effective as of March 1, 2023 (this “Agreement”) by and between Kisses From Italy Inc., a Florida corporation with offices at 80 SW 8th St., Suite 2000, Miami, Florida, 33130 (the “Company”) and SC Culinary LLC, a [New York] limited liability company (“SC Culinary”) (each a “Party” and collectively, the “Parties”).
SECOND AMENDMENT TO THE STANDBY EQUITY COMMITMENT AGREEMENTEquity Commitment Agreement • December 11th, 2023 • Kisses From Italy Inc. • Retail-eating & drinking places
THIS SECOND AMENDMENT (the “Amendment”) dated December 5, 2023 (the “Effective Date”) amends that certain Standby Equity Commitment Agreement dated November 22, 2021 (as amended from time to time, the “Agreement” or the “SECA”) by and between Kisses From Italy Inc., a Florida corporation (the “Company”), and MacRab LLC, a Florida limited liability company (the “Holder”, and together with the Company, the “Parties”). Capitalized terms not otherwise defined herein shall have the meanings given to them in the Agreement.
AMENDMENT #1 TO THE STANDBY EQUITY COMMITMENT AGREEMENT ENTERED INTO ON NOVEMBER 22, 2021Equity Commitment Agreement • March 29th, 2023 • Kisses From Italy Inc. • Retail-eating & drinking places
THIS AMENDMENT #1 (the “Amendment”) to the SECA (as defined below) is made effective as of March 27, 2023 (the “Effective Date”), by and between Kisses From Italy Inc., a Florida corporation (the “Company”), and MacRab LLC, a Florida limited liability company (the “Holder”) (collectively the “Parties”).
IRCorporate Communication Consulting Agreement • November 13th, 2020 • Kisses From Italy Inc. • Retail-eating & drinking places
This Consulting Agreement (the "Agreement"), effective as of June 10th, 2020 is entered into by and between, Kisses from Italy Inc., a Florida Corporation, with principal offices at 80 SW 8th Street, Suite 2000, Miami, FL 33130, (herein referred to as the "Company") and Impact IR Inc., a Nevada Corporation with principal address at 54 West 40th Street, New York, NY 10018 (herein referred to as the "Consultant"). Company and Consultant may also be referred to each herein as a "Party," or collectively as the "Parties."
Amendment Agreement for Common Stock Purchase WarrantCommon Stock Purchase Warrant • June 30th, 2023 • Kisses From Italy Inc. • Retail-eating & drinking places
This Amendment Agreement for Common Stock Purchase Warrant (this “Amendment”), dated as of June 21, 2023, is entered into by and between Kisses from Italy Inc., a Florida corporation (the “Company”) and Jefferson Street Capital LLC, a New Jersey limited liability company (“Holder”). The Company and Holder may be referred to herein individually as a “Party” and collectively as the “Parties.”
ContractKisses From Italy, Inc. • May 15th, 2018 • Tokyo
AMENDMENT #1 TO THE STANDBY EQUITY COMMITMENT AGREEMENT ENTERED INTO ON NOVEMBER 22, 2021Kisses From Italy Inc. • December 11th, 2023 • Retail-eating & drinking places
THIS AMENDMENT #1 (the “Amendment”) to the SECA (as defined below) is made effective as of March 29, 2023 (the “Effective Date”), by and between Kisses From Italy Inc., a Florida corporation (the “Company”), and MacRab LLC, a Florida limited liability company (the “Holder”) (collectively the “Parties”).
FRANSMART, LLC CONSULTING AGREEMENTConsulting Agreement • April 28th, 2021 • Kisses From Italy Inc. • Retail-eating & drinking places • Virginia
THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into on April 22, 2021, but effective as of April 16 2021 (and April 16, 2021 being the “Effective Date”) by and between Fransmart, LLC, a Delaware limited liability company, with offices at 201 N. Union Street, Suite 110, Alexandria, Virginia 22314 (“Consultant”), and Kisses from Italy-Franchising, LLC, with offices at 3146 NE 9th Street, Fort Lauderdale, Florida 33130 (“Franchisor”).
