INDEMNIFICATION AGREEMENT by and between AUREUS, INC. and Everett Dickson IndemniteeIndemnification Agreement • May 29th, 2019 • Aureus Inc • Metal mining • Nevada
AUREUS, INC. FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • May 4th, 2021 • Aureus Inc • Food and kindred products • Nevada
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
AUREUS, INC. EMPLOYMENT AGREEMENT Everett Dickson – PresidentEmployment Agreement • May 29th, 2019 • Aureus Inc • Metal mining • Nevada
EQUITY FINANCING AGREEMENTEquity Financing Agreement • May 3rd, 2024 • Yuenglings Ice Cream Corp • Services-business services, nec
This EQUITY FINANCING AGREEMENT (the “Agreement”), dated as of January 8, 2024 (the “Execution Date”), is entered into by and between Yuengling’s Ice Cream Corporation, a Nevada corporation (the “Company”), and Trillium Partners, LP, a Delaware limited partnership (the “Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 3rd, 2024 • Yuenglings Ice Cream Corp • Services-business services, nec
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of January 8, 2024 (the “Execution Date”), is entered into by and between Yuengling’s Ice Cream Corporation, a Nevada corporation with its principal executive office at One Glenlake Parkway #650, Atlanta, GA 30328 (the “Company”), and Trillium Partners, LP, a Delaware limited partnership, with offices at 90 Grove Street, Suite 108, Ridgefield, CT 06877 (the “Investor”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • November 13th, 2023 • Yuenglings Ice Cream Corp • Food and kindred products • Nevada
This SHARE EXCHANGE AGREEMENT (the “Agreement”) is made and entered into as of November 7, 2023, by and among Yuenglings Ice Cream Corporation, a Nevada corporation (the “Company”), ReachOut Technology Corp., a Delaware corporation (“ReachOut”), and the Shareholders of ReachOut identified on Exhibit A attached hereto (each a “Shareholder” and collectively, the “Shareholders”). Capitalized terms used in this Agreement are defined in Annex A attached hereto.
CONTROL BLOCK SHARE TRANSFER AGREEMENTControl Block Share Transfer Agreement • February 21st, 2024 • Yuenglings Ice Cream Corp • Food and kindred products • Nevada
THIS CONTROL BLOCK SHARE TRANSFER AGREEMENT (the “Agreement”) is made effective as of the 7th day of November 2023, by and among YUENGLINGS ICE CREAM CORPORATION, a Nevada corporation (“Pubco” or “YCRM”) and Everett M. Dickson, the majority voting shareholder in Pubco, (“Controlling Shareholder”) and RICHARD JORDAN.
DEBT ASSUMPTION AGREEMENTDebt Assumption Agreement • October 2nd, 2015 • Aureus Inc • Metal mining • Nevada
THIS DEBT ASSUMPTION AGREEMENT (hereinafter referred to as the “Agreement”) is made as of September 30, 2015, by and between Aureus Incorporated, a Nevada corporation (hereinafter referred to as the “Delegator” or the “Company”), Maverick, LLC, a Nevis limited liability company (hereinafter referred to as the “Delegatee”), and Dong Gu Kang and Min Jung Kang (hereinafter referred to as the “Obligee,” and together with the Delegator and Delegatee, the “Parties” and each a “Party”). Terms not otherwise defined herein shall have the meanings ascribed to them in that certain Stock Purchase Agreement, dated September 30, 2015 (the “Stock Purchase Agreement”), by and among the Parties.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 2nd, 2015 • Aureus Inc • Metal mining • Nevada
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of September 30, 2015, by and among Dong Gu Kang and Min Jung Kang (collectively, the “Sellers” and each, a “Seller”); Maverick, LLC, a Nevis limited liability company (the “Buyer”), and Aureus Incorporated, a Nevada corporation (the “Company,” and with the Sellers and Buyer, the “Parties,” each being a “Party”).
SUBSCRIPTION AGREEMENTSubscription Agreement • November 12th, 2014 • Aureus Inc • Nevada
SUBSCRIPTION AGREEMENT made as of this _____ day of ______________, 20___ between AUREUS INCORPORATED.., a Nevada corporation with its registered office at 50 WEST LIBERTY STREET SUITE 880 RENO NEVADA, 89501 (the "Company") and the undersigned (the "Subscriber").
ASSIGNMENT OF ASSETS FOR CANCELLATION OF DEBTYuenglings Ice Cream Corp • January 16th, 2024 • Food and kindred products • Pennsylvania
THIS AGREEMENT, made this January 9, 2024, among Mid Penn Bank, a Pennsylvania banking corporation (“Creditor”), YIC Acquisition Corporation, a Nevada corporation (the “Debtor”), and YIC Corporation, (f/k/a Yuengling’s Ice Cream Corporation) a Pennsylvania corporation (“Yuengling’s” or “Original Assignor”).
SECURITY AGREEMENTSecurity Agreement • April 6th, 2021 • Aureus Inc • Metal mining • Pennsylvania
THIS SECURITY AGREEMENT, is made as of the 18th day of June, 2019, by and between YIC Acquisitions Corp. (the "Debtor), and Mid Penn Bank/Miners Bank (the “Secured Party").
MEMBERSHIP INTEREST PURCHASE AGREEMENT By and Between YUENGLING’S ICE CREAM CORPORATION, as Buyer REVOLUTION DESSERTS, LLC and SELLING MEMBERS Dated as of April 30, 2022 MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • May 5th, 2022 • Yuenglings Ice Cream Corp • Food and kindred products • Pennsylvania
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (together with all annexes, exhibits and schedules appended hereto, this “Agreement”), dated as of April 30, 2022 (the “Effective Date”) is made by and among Yuengling’s Ice Cream Corporation, a Nevada corporation (the “Buyer”), Revolution Desserts, LLC, a Pennsylvania limited liability company (the “Company”), and the persons set forth on Schedule 1 attached hereto (each a “Selling Member” and, collectively, the “Selling Members”). The Buyer, the Company and the Selling Members shall each be referred to herein each as a “Party” and collectively as the “Parties”.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 15th, 2024 • Yuenglings Ice Cream Corp • Services-business services, nec • Illinois
THIS ASSET PURCHASE AGREEMENT (“Agreement”) is made as of April 8, 2024, by and between Singer Networks L.L.C., a Delaware corporation (“Purchaser”), Singer Networks L.L.C., an Illinois limited liability company (“Seller”), and Lisa Singer (“Singer” and together with Seller and Purchaser, each a “Party” and collectively the “Parties”). Capitalized terms not otherwise defined in the body of the Agreement shall have the meaning ascribed to such terms in Annex I.
EQUITY FINANCING AGREEMENTEquity Financing Agreement • May 29th, 2024 • Yuenglings Ice Cream Corp • Services-business services, nec
This EQUITY FINANCING AGREEMENT (the “Agreement”), dated as of January 8, 2024 (the “Execution Date”), is entered into by and between Yuengling’s Ice Cream Corporation, a Nevada corporation (the “Company”), and Trillium Partners, LP, a Delaware limited partnership (the “Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 29th, 2024 • Yuenglings Ice Cream Corp • Services-business services, nec
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of January 8, 2024 (the “Execution Date”), is entered into by and between Yuengling’s Ice Cream Corporation, a Nevada corporation with its principal executive office at One Glenlake Parkway #650, Atlanta, GA 30328 (the “Company”), and Trillium Partners, LP, a Delaware limited partnership, with offices at 90 Grove Street, Suite 108, Ridgefield, CT 06877 (the “Investor”).
ContractClosfng Agreement • April 6th, 2021 • Aureus Inc • Metal mining
FIRST AMENDED POST - CLOSfNG AGREEMENT THIS FIRST AMENDED POST - CLOSING AGREEMENT is entered into December 20, 2020 and effective I8 th day of June, 2019, by and between Mid Penn Bank in its own right and as Secured Creditor on behalf of Yuengling Ice Cream Corp (the "Seller/Bank"), YIC Acquisitions Corp., a Nevada business corporation, (the "Purchaser") and David Yuengling and Robert C. Bohorad (the "Guarantors"). WHEREAS, the Parties entered into a Secured Creditor Asset Sale and Purchase Agreement and a PA UCC Article 9 Default, Foreclosure and Private Sale Agreement dated June 18 , 2019 (collectively "Agreement of Sale") ; and WHEREAS, Purchaser was to transfer $ 50 , 000 . 00 to account # 19046960 at Mid Penn Bank, as security pursuant to the Agreement of Sale and the Security Agreement of even date hereof ; and WHEREAS, the as of closing the $50,000.00 was not available; and WHEREAS, the Parties have agreed the $ 50 , 000 . 00 is not and shall not be a condition of closing and c
ContractClosing Agreement • April 6th, 2021 • Aureus Inc • Metal mining
FIRST AMENDED POST - CLOSING AGREEMENT THIS FIRST AMENDED POST - CLOSING AGREEMENT is entered into July 30, 2020 and effective the l 8 th day of June, 2019, by and between Mid Penn Bank in its own right and as Secured Creditor on behalf of Yuengling Ice Cream Corp (the "Seller/Bank"), YIC Acquisitions Corp., a Nevada business corporation, (the "Purchaser") and David Yuengling and Robert C. Bohorad (the "Guarantors"). WHEREAS, the Parties entered into a Secured Creditor Asset Sale and Purchase Agreement and a PA UCC Article 9 Default, Foreclosure and Private Sale Agreement dated June 18 , 2019 (collectively "Agreement of Sale") ; and WHEREAS, Purchaser was to transfer $50,000.00 to account #19046960 at Mid Penn Bank, as security pursuant to the Agreement of Sale and the Security Agreement of even date hereof; and WHEREAS, as of closing the $50,000.00 was not transferred as security; and WHEREAS, the Parties have agreed the $50,000.00 is not and shall not be a condition of closing and ca
POST-CLOSING AGREEMENTAssumption Agreement • July 24th, 2019 • Aureus Inc • Metal mining • Pennsylvania
THIS POST-CLOSING AGREEMENT is entered into July 2, 2019 and effective 18th day of June, 2019, by and between Mid Penn Bank in its own right and as Secured Creditor on behalf of Yuengling Ice Cream Corp (the "Seller/Bank"), YIC Acquisitions Corp., a Nevada business corporation, (the "Purchaser") and David Yuengling and Robert C. Bohorad (the "Guarantors").
TERMINATION AGREEMENTTermination Agreement • May 20th, 2022 • Yuenglings Ice Cream Corp • Food and kindred products • Pennsylvania
THIS TERMINATION AGREEMENT (this “Agreement”), binding and effective as of the 17th day of May 2022, is made and entered into by and among Yuengling’s Ice Cream Corporation, a Nevada corporation (“Buyer”), and Revolution Desserts, LLC, a New Hampshire limited liability company (the “Company”).
ASSIGNMENT OF ASSETS FOR CANCELLATION OF DEBTAgreement • May 29th, 2024 • Yuenglings Ice Cream Corp • Services-business services, nec • Pennsylvania
THIS AGREEMENT, made this January 9, 2024, among Mid Penn Bank, a Pennsylvania banking corporation (“Creditor”), YIC Acquisition Corporation, a Nevada corporation (the “Debtor”), and YIC Corporation, (f/k/a Yuengling’s Ice Cream Corporation) a Pennsylvania corporation (“Yuengling’s” or “Original Assignor”).
September 26, 2023Yuenglings Ice Cream Corp • October 2nd, 2023 • Food and kindred products • Georgia
Yuengling's Ice Cream Corporation ("Buyer") and PickleJar Holdings, Inc. ("Seller") entered into that certain letter of intent dated August 23, 2023 (the "Original LOI"). By executing below, the Parties agree to a terminate the Original LOI, the Original LOI shall thereafter be null, void and of no effect, and the Original LOI shall be replaced entirely with the following Memorandum of Understanding ("MOU").
CONTROL BLOCK SHARE TRANSFER AGREEMENTControl Block Share Transfer Agreement • May 29th, 2024 • Yuenglings Ice Cream Corp • Services-business services, nec • Nevada
THIS CONTROL BLOCK SHARE TRANSFER AGREEMENT (the “Agreement”) is made effective as of the 7th day of November 2023, by and among YUENGLINGS ICE CREAM CORPORATION, a Nevada corporation (“Pubco” or “YCRM”) and Everett M. Dickson, the majority voting shareholder in Pubco, (“Controlling Shareholder”) and RICHARD JORDAN.
PURCHASE AGREEMENTPurchase Agreement • July 22nd, 2016 • Aureus Inc • Metal mining
SECURED CREDITOR ASSET SALE AND PURCHASE AGREEMENTAssignment and Assumption Agreement • June 25th, 2019 • Aureus Inc • Metal mining • Pennsylvania
This SECURED CREDITOR ASSET SALE AND PUCHASE AGREEMENT, (the "Agreement") is entered into as of June 18 , 2019, by and between Mid Penn Bank a Pennsylvania banking corporation ("Lender"), Yuengling's Ice cream Corporation, a Pennsylvania business corporation ("Debtor"), and YIC Acquisitions Corp., a Nevada business corporation ("Buyer").
PURCHASE AGREEMENTPurchase Agreement • November 12th, 2014 • Aureus Inc
FIRST AMENDED POST-CLOSING AGREEMENTClosing Agreement • June 24th, 2021 • Aureus Inc • Food and kindred products • Pennsylvania
THIS SECOND AMENDED POST-CLOSING AGREEMENT is entered into June 22, 2021 and effective 31st day of March, 2021, by and between Mid Penn Bank in its own right and as Secured Creditor on behalf of Yuengling Ice Cream Corp (the “Seller/Bank”), YIC Acquisitions Corp., a Nevada business corporation, (the “Purchaser”) and David Yuengling and Robert C. Bohorad (the “Guarantors”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • May 29th, 2024 • Yuenglings Ice Cream Corp • Services-business services, nec • Nevada
Mr. Dickson and Mr. Bohorad will each resign as Officers and Directors at Closing. Mr. Bohorad will continue to provide assistance to the Company post-closing for a transition period to be mutually agreed upon.
AMENDMENT TO LETTER OF INTENTLetter of Intent • June 24th, 2021 • Aureus Inc • Food and kindred products • Texas
This Amendment (this “Amendment”) to that certain Letter of Intent (the “LOI”) is made as of the 14th day of June, 2021, by and between AUREUS, INC., NELSON’S CREAMERY, LLC and NEWTECH SERVICES LLC.
