BEAUTYKIND HOLDINGS INC. COMMON STOCK PURCHASE WARRANTWarrant Agreement • April 4th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • New York
Contract Type FiledApril 4th, 2016 Company Industry JurisdictionTHIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, W.R. Hambrecht + Co., LLC or its 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 that is 180 days after the qualification date of the Offering Statement (the “Initial Exercise Date”) and on or before the close of business on the five (5) year anniversary of the qualification date of the Offering Statement (the “Termination Date”) but not thereafter, to subscribe for and purchase from Beautykind Holdings, Inc., a Delaware corporation (the “Company”), up to [•] shares (as subject to adjustment hereunder, 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).
BEAUTYKIND HOLDINGS, INC. Minimum: 800,000 Shares of Common Stock Maximum: 1,600,000 Shares of Common Stock $0.001 par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • April 4th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • New York
Contract Type FiledApril 4th, 2016 Company Industry Jurisdiction
ESCROW SERVICES AGREEMENTEscrow Services Agreement • March 9th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • New York
Contract Type FiledMarch 9th, 2016 Company Industry JurisdictionThis Escrow Services Agreement (this “Agreement”) is made and entered into as of [●], 2016, by and between FundAmerica Securities, LLC (“FundAmerica Securities”, or “Escrow Agent”), BeautyKind Holdings, Inc. (“Issuer”), and W.R. Hambrecht + Co., LLC (“Hambrecht”).
SECURITY AGREEMENTSecurity Agreement • February 5th, 2016 • BeautyKind Holdings, Inc. • Texas
Contract Type FiledFebruary 5th, 2016 Company JurisdictionThis Security Agreement (the “Agreement”) is made as of April 7, 2015, by BeautyKind, LLC, a Texas limited liability company (“Debtor”) in favor of Buaite Againn, LLLP, a Wyoming limited liability limited partnership (“Secured Party”).
BEAUTYKIND, LLC MEZZANINE LOAN AGREEMENTMezzanine Loan Agreement • February 5th, 2016 • BeautyKind Holdings, Inc. • Texas
Contract Type FiledFebruary 5th, 2016 Company JurisdictionTHIS MEZZANINE LOAN AGREEMENT (“Agreement”) is made and entered into as of April 7, 2015 by and between Buaite Againn, LLLP, a Wyoming limited liability limited partnership (the “Secured Party”) and BeautyKind, LLC, a Texas limited liability company (the “Debtor”); and acknowledged and agreed to by We-Commerce, LLC, a Texas limited liability company (“Pledgor” or “We-Commerce”) and John H. Davis (“Guarantor”); hereinafter collectively the “Parties” or individually, a “Party”.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • February 5th, 2016 • BeautyKind Holdings, Inc. • Texas
Contract Type FiledFebruary 5th, 2016 Company JurisdictionLicense Agreement: Exclusive Market Agreement and Non-Exclusive License (“License Agreement”) executed by and between Borrower and Lender on or about April 6, 2015.
TEMPORARY LICENSE AGREEMENTTemporary License Agreement • February 5th, 2016 • BeautyKind Holdings, Inc. • New York
Contract Type FiledFebruary 5th, 2016 Company JurisdictionThis Temporary License Agreement (the “Agreement”) is entered into as of October 31, 2014, by and between Bloomingdale’s The Outlet Store, Inc. (“Licensor”) and BeautyKind LLC with an office at 6101 W Centinela Ave, Ste 394, Culver City, CA 90230 (“Licensee”). Licensor grants a non-exclusive, temporary license for up to 406 square feet of selling space (the “Selling Space”) on the mezzanine level of Licensor’s New York outlet store (#153) (the “Store”) for the period commencing on November 21, 2015 and ending on February 20, 2016 (the “Term”).
PROMISSORY NOTEPromissory Note • February 5th, 2016 • BeautyKind Holdings, Inc. • Texas
Contract Type FiledFebruary 5th, 2016 Company JurisdictionLoan Documents: This Promissory Note; Pledge and Security Agreement; License Agreement executed by and between Lender and Borrower on or about April 6, 2015 (“License Agreement”); Asset Purchase Agreement executed by and between Lender and Borrower on or about April 6, 2015 (“Asset Purchase Agreement”).
PageLease Agreement • March 9th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • California
Contract Type FiledMarch 9th, 2016 Company Industry JurisdictionThis Standard Form Modified Gross Office Lease (“Lease”) is entered into effective as of July 10, 2014 between CRP Pacifica Plaza SPE, L.L.C., a Delaware limited liability company (“Landlord”), and FoundationAll, LLC, a ___________ limited liability company (“Tenant”), who agree as follows:
PURCHASER QUESTIONNAIRE AND SUBSCRIPTION AGREEMENT Common Stock In BeautyKind Holdings, Inc.Subscription Agreement • March 9th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • Delaware
Contract Type FiledMarch 9th, 2016 Company Industry JurisdictionThis Subscription Agreement relates to my/our agreement to purchase ________ shares of the common stock, $0.01 par value (the "Shares") to be issued by BeautyKind Holdings, Inc., a Delaware corporation (the "Company"), for a purchase price of $_______ per Share), for a total purchase price of $___________ ("Subscription Price"), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the Final Offering Circular for the sale of the Shares, dated ________, 2016 (collectively, the "Circular"). Capitalized terms used but not defined herein shall have the meanings given to them in the Circular.
EXCLUSIVE MARKET AGREEMENT AND NON-EXCLUSIVE LICENSEExclusive Market Agreement and Non-Exclusive License • February 5th, 2016 • BeautyKind Holdings, Inc.
Contract Type FiledFebruary 5th, 2016 CompanyThis Exclusive Market Agreement and Non-Exclusive License (this “Agreement”) is effective as of April 6, 2015 (the “Effective Date”), and made by and between BeautyKind, LLC, a Texas limited liability company (referred herein as “BeautyKind” and/or “Licensee”), and We-Commerce Holdings, LLC, a Texas limited liability company (“Licensor”).
GUARANTY AGREEMENTGuaranty Agreement • March 9th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • Texas
Contract Type FiledMarch 9th, 2016 Company Industry JurisdictionLoan: Principal sum of Two Million and NO/100 Dollars ($2,000,000.00), together with any and all other sums which may be owing to Secured Party by Debtor pursuant to the Loan Agreement.
COMMON UNIT PURCHASE AGREEMENTCommon Unit Purchase Agreement • March 9th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • Texas
Contract Type FiledMarch 9th, 2016 Company Industry JurisdictionThis Common Unit Purchase Agreement (this "Agreement") is entered into as of _________ _________, 2014 by and between BeautyKind, LLC, a Texas limited liability company (the "Company"), and LAYN, Ltd. ("Purchaser").
PURCHASER QUESTIONNAIRE AND SUBSCRIPTION AGREEMENT Common Stock In BeautyKind Holdings, Inc.Subscription Agreement • April 13th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • Delaware
Contract Type FiledApril 13th, 2016 Company Industry JurisdictionThis Subscription Agreement relates to my/our agreement to purchase ________ shares of the common stock, $0.01 par value (the "Shares") to be issued by BeautyKind Holdings, Inc., a Delaware corporation (the "Company"), for a purchase price of $_______ per Share), for a total purchase price of $___________ ("Subscription Price"), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the Final Offering Circular for the sale of the Shares, dated ________, 2016 (collectively, the "Circular"). Capitalized terms used but not defined herein shall have the meanings given to them in the Circular.
STATE OF NORTH CAROLINA COUNTY OF MECKLENBURGLease Agreement • March 9th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • North Carolina
Contract Type FiledMarch 9th, 2016 Company Industry JurisdictionTHIS LEASE, made and entered into this JANUARY 6, 2016, by and between PARK ROAD OFFICE, LLC, hereinafter referred to as “Landlord” and BEAUTYKIND, LLC, hereinafter referred to as “Tenant”;
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • February 5th, 2016 • BeautyKind Holdings, Inc. • Texas
Contract Type FiledFebruary 5th, 2016 Company Jurisdiction
PLAN OF REORGANIZATION AND MERGERPlan of Reorganization and Merger • April 4th, 2016 • BeautyKind Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • Texas
Contract Type FiledApril 4th, 2016 Company Industry JurisdictionThis Plan of Reorganization and Merger (this “Agreement”), is made and entered into as of March___, 2016, by and among BeautyKind, LLC, a Texas limited liability company (hereinafter referred to as the “BKTX”), BeautyKind Holdings, Inc. (a Delaware corporation) (hereinafter “HOLDINGS”), and BeautyKind Gives, LLC, a Delaware limited liability company, (hereinafter referred to as “BKDE”) pursuant to the Delaware General Corporation Law (the “DGCL”) and the Texas Business Organizations Code (the “TBOC”), respectively.
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • February 5th, 2016 • BeautyKind Holdings, Inc. • Texas
Contract Type FiledFebruary 5th, 2016 Company JurisdictionThis Administrative Services Agreement (“Agreement") is effective as of April 6, 2015 (the “Effective Date”) by and between BeautyKind, LLC, a Texas Limited Liability Company (“BeautyKind”), and We-Commerce Holdings, LLC, a Texas Limited Liability Company (“We-Commerce”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 5th, 2016 • BeautyKind Holdings, Inc. • Texas
Contract Type FiledFebruary 5th, 2016 Company JurisdictionThis Asset Purchase Agreement (this "Agreement") is effective as of the 6th day of April, 2015 (the “Effective Date”), and made by and between We-Commerce, LLC, a Texas Limited Liability Company (the "Buyer"), and BeautyKind, LLC, a Texas Limited Liability Company (the "Seller").