SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 1st, 2023 • Kona Gold Beverage, Inc. • Beverages • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 25, 2023, by and between KONA GOLD BEVERAGE, INC., a Delaware corporation, with headquarters located at 746 North Drive, Suite A, Melbourne, FL 32934 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 31st, 2023 • Kona Gold Beverage, Inc. • Beverages
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 30, 2023, is entered into by and between KONA GOLD BEVERAGE, INC., a Delaware corporation (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership (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 equity 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 KONA GOLD BEVERAGE, INC.Security Agreement • May 1st, 2023 • Kona Gold Beverage, Inc. • Beverages • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the senior secured promissory note in the principal amount of $230,000.00 to the Holder (as defined below) of even date) (the “Note”), Mast Hill Fund, L.P., a Delaware limited partnership (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 KONA GOLD BEVERAGE, INC., a Delaware corporation (the “Company”), 43,600,000 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 April 25, 2023, by and among the Co
SECURITY AGREEMENTSecurity Agreement • May 1st, 2023 • Kona Gold Beverage, Inc. • Beverages
This SECURITY AGREEMENT, dated as of April 25, 2023 (this “Agreement”), is among Kona Gold Beverage, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and Mast Hill Fund, L.P., a Delaware limited partnership (collectively with its endorsees, transferees and assigns, the “Secured Parties”).
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • March 31st, 2023 • Kona Gold Beverage, Inc. • Beverages • Delaware
This equity purchase agreement is entered into as of March 30, 2023 (this “Agreement”), by and between Kona Gold Beverage, Inc., a Delaware corporation (the “Company”), and Mast Hill Fund, L.P., a Delaware limited partnership (the “Investor”, and collectively with the Company, the “Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 27th, 2021 • Kona Gold Beverage, Inc. • Beverages • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 20, 2021 by and between KONA GOLD BEVERAGE, INC., a Delaware corporation (the “Company”), and YA II PN, Ltd., a Cayman Islands exempt limited partnership (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 18th, 2021 • Kona Gold Beverage, Inc. • Beverages
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 10, 2021 as Kona Gold Beverage, Inc. (the “Company”), and YAII PN, LTD., a Cayman Islands exempt company (“Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 5th, 2022 • Kona Gold Beverage, Inc. • Beverages • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 3, 2022, is between KONA GOLD BEVERAGE, INC., a company incorporated under the laws of the State of Delaware, with principal executive offices located at 746 North Drive – Suite A, Melbourne, Florida 32934 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer”; and, collectively, the “Buyers”).
SECURITY AGREEMENTSecurity Agreement • May 5th, 2022 • Kona Gold Beverage, Inc. • Beverages • New York
THIS SECURITY AGREEMENT (the “Agreement”) is entered into as of May 3, 2022, by and among KONA GOLD BEVERAGE, INC. (formerly known as Kona Gold Solutions, Inc.) (the “Company”), a Delaware corporation, KONA GOLD, LLC (“KG”), a Delaware limited liability company, GOLD LEAF DISTRIBUTION LLC (“GL”), a Florida limited liability company, HIGHDRATE, LLC (“HD”), Florida limited liability company, S AND S BEVERAGE, INC. (“S&S”), a Wisconsin corporation (KG, GL, HD and S&S are collectively referred to as the “Guarantors,” and together with the Company, the “Grantors”) in favor of YA II PN, LTD. (the “Secured Party”), a Cayman Island exempted company.
Paycheck Protection Program Promissory Note and Agreement Wells Fargo SBA LendingPaycheck Protection Program Promissory Note and Agreement • October 26th, 2020 • Kona Gold Beverage, Inc. • Beverages • South Dakota
Important Notice: This Instrument Contains A Confession Of Judgment Provision Which Constitutes A Waiver Of Important Rights You May Have As A Debtor And Allows The Creditor To Obtain A Judgment Against You Without Any Further Notice. Venue Will Be In The City Of Richmond.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 16th, 2020 • Kona Gold Solutions, Inc. • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 14, 2020, by and among KONA GOLD SOLUTIONS, INC., a Delaware corporation (the “Company”), and YAII PN, LTD., a Cayman Islands exempt company (the “Investor”).
COMMON STOCK PURCHASE WARRANT KONA GOLD BEVERAGE, INC.Securities Agreement • March 31st, 2023 • Kona Gold Beverage, Inc. • Beverages • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the execution of the Purchase Agreement (as defined below)), Mast Hill Fund, L.P., a Delaware limited partnership (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 Kona Gold Beverage, Inc., a Delaware corporation (the “Company”), 56,000,000 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 equity purchase agreement dated March 30, 2023, by and among the Company and the Holder (the “Purchase Agreement”).
LINE OF CREDIT AGREEMENTLine of Credit Agreement • July 16th, 2020 • Kona Gold Solutions, Inc. • Florida
This LINE OF CREDIT AGREEMENT is made as of this 29th day of August, 2019 (the “Line of Credit Agreement”), by and among Gold Leaf Distribution, LLC (the “Borrower”) and Robert Clark (the “Lender”). A line of credit is hereby established in the amount of Two Hundred Thousand Dollars ($200,000) for the benefit of the Borrower: provided, however, that the Lender unilaterally may terminate the Borrower’s privilege to request advances hereunder or lower said amount. The line of credit will be subject to the following terms and conditions:
ContractSecured Convertible Debenture • July 16th, 2020 • Kona Gold Solutions, Inc.
NEITHER THIS DEBENTURE NOR THE SECURITIES INTO WHICH THIS DEBENTURE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD 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.
SECURITIES EXCHANGE AND SETTLEMENT AGREEMENTSecurities Exchange and Settlement Agreement • July 16th, 2020 • Kona Gold Solutions, Inc. • Florida
This Securities Exchange and Settlement Agreement, dated as of March 6, 2018 (this “Agreement”), is by and between Elev8 Brands, Inc., a Utah corporation, (“Issuer”), and Kona Gold Solutions (“Investor”) (Issuer and Investor may hereinafter be referred to individually as a “Party” or jointly as the “Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 16th, 2020 • Kona Gold Solutions, Inc. • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement") entered on this 1st day of September, 2018 between Kona Gold Solutions, Inc. (the "Company"), and Christopher Selinger (the “Individual”).
AMENDED AND RESTATED GLOBAL GUARANTY AGREEMENTGlobal Guaranty Agreement • February 18th, 2021 • Kona Gold Beverage, Inc. • Beverages
This AMENDED AND RESTATED GLOBAL GUARANTY AGREEMENT (the “Guaranty”) is made as of February 10, 2021, by and among KONA GOLD, LLC (“KG”), a Delaware limited liability company, GOLD LEAF DISTRIBUTION LLC (“GL”), a Florida limited liability company, HIGHDRATE, LLC (“HD”), a Florida limited liability company, and S AND S BEVERAGE, INC. (“S&S”), a Wisconsin corporation (KG, GL, HD and S&S are collectively referred to as the “Guarantors”), in favor of YAII PN, LTD. (the “Investor”) with respect to all obligations of KONA GOLD SOLUTIONS, INC. (the “Company”), a Delaware corporation, owes to the Investor. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Securities Purchase Agreement (as defined below).
SECOND AMENDED AND RESTATED GLOBAL GUARANTY AGREEMENTGlobal Guaranty Agreement • August 27th, 2021 • Kona Gold Beverage, Inc. • Beverages
This SECOND AMENDED AND RESTATED GLOBAL GUARANTY AGREEMENT (this “August 2021 Second Amended Guaranty”) is made as of August 20, 2021, by and among KONA GOLD, LLC (“KG”), a Delaware limited liability company, GOLD LEAF DISTRIBUTION LLC (“GL”), a Florida limited liability company, HIGHDRATE, LLC (“HD”), a Florida limited liability company, and S AND S BEVERAGE, INC. (“S&S”), a Wisconsin corporation (KG, GL, HD, and S&S are collectively referred to as the “Guarantors”), in favor of YAII PN, LTD. (the “Investor”) with respect to all obligations of KONA GOLD BEVERAGE, INC. f/k/a/ KONA GOLD SOLUTIONS, INC. (the “Company”), a Delaware corporation, owes to the Investor. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the May 2020 Securities Purchase Agreement, the February 2021 Securities Purchase Agreement, or the August 2021 Securities Purchase Agreement (as defined below), as applicable.
EMPLOYMENT AGREEMENTEmployment Agreement • July 16th, 2020 • Kona Gold Solutions, Inc. • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement") entered on this 12th day of August, 2015 between Kona Gold Solutions, Inc. (the "Executive"), and Robert Clark (the “Individual”), with principal offices at 5585 Schenck Ave, Suite 5, Rockeledge, FL 32955 for whom the Executive shall render services hereunder.
GLOBAL GUARANTY AGREEMENTGlobal Guaranty Agreement • May 5th, 2022 • Kona Gold Beverage, Inc. • Beverages
This GLOBAL GUARANTY AGREEMENT (the “Guaranty”) is made as of May 3, 2022, by and among KONA GOLD, LLC (“KG”), a Delaware limited liability company, GOLD LEAF DISTRIBUTION LLC (“GL”), a Florida limited liability company, HIGHDRATE, LLC (“HD”), a Florida limited liability company, and S AND S BEVERAGE, INC. (“S&S”), a Wisconsin corporation (KG, GL, HD, and S&S are collectively referred to as the “Guarantors”), in favor of YAII PN, LTD. (the “Investor”) with respect to all obligations of KONA GOLD BEVERAGE, INC. f/k/a/ KONA GOLD SOLUTIONS, INC. (the “Company”), a Delaware corporation, owes to the Investor. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Securities Purchase Agreement (as defined below), as applicable.
Amendment to Employment AgreementEmployment Agreement • July 16th, 2020 • Kona Gold Solutions, Inc.
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into effective as of December 1, 2016 (the “Amendment Effective Date”), by and between Kona Gold Solutions, Inc., a Delaware corporation (the “Company”), and Robert Clark (the “Executive” and, together with the Company, the “Parties”).
LINE OF CREDIT AND SECURITY AGREEMENT MODIFICATION AGREEMENT #3Line of Credit and Security Agreement Modification • August 31st, 2022 • Kona Gold Beverage, Inc. • Beverages
THIS LINE OF CREDIT AND SECURITY AGREEMENT MODIFICATION AGREEMENT (this “Agreement”) is made as of August 23, 2022, between and among GOLD LEAF DISTRIBUTION LLC., (the “Borrower”), and Robert Clark (the “Lender”).
TRIPLE NET LEASE AGREEMENT (Industrial/Warehouse) BY AND BETWEEN Goldleaf Distribution, LLC and Dated as of the 22nd day of May, 2019 Triple Net Lease Agreement (the "Lease" or "Agreement") For Industrial/WarehouseTriple Net Lease Agreement • July 16th, 2020 • Kona Gold Solutions, Inc. • South Carolina
LEASE AGREEMENT (hereinafter "Lease"), dated as of the day of April, 20_, is by and between 3090 S Hwy 14, LLC a South Carolina corporation, ("Lessor") and Goldleaf Distribution, LLC, [state of incorporation], ("Lessee").
AGREEMENT AND PLAN OF MERGERMerger Agreement • February 5th, 2021 • Kona Gold Beverage, Inc. • Beverages • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of January __, 2021 (the “Signing Date”), is entered into by and among Kona Gold Beverage, Inc., a Delaware corporation (“Kona Gold”), KGS Temporary Company, Inc., a Wisconsin corporation and a wholly-owned subsidiary of Kona Gold (the “Merger Sub”), and S and S Beverage Inc., a Wisconsin corporation (“S and S”), and, with respect to Article 7 and Article 11 only, William J. Stineman and K&L Beverage, LLC, a Wisconsin limited liability company (collectively, the “Indemnifying S and S Shareholders”), and, with respect to Article 7 and Article 11 only, William J. Stineman, as representative of the S and S Shareholders (the “Equity Representative”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • May 5th, 2022 • Kona Gold Beverage, Inc. • Beverages
This INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of May 3, 2022, is made by KONA GOLD BEVERAGE, INC., a Delaware corporation (the “Company”), KONA GOLD, LLC (“KG”), a Florida limited liability company, HIGHDRATE, LLC (“HD”), a Florida limited liability company, GOLD LEAF DISTRIBUTION LLC (“GLD”), a Florida limited liability company, and S AND S BEVERAGE, INC. (“S&S”), a Wisconsin corporation (collectively, “Grantors” and each a “Grantor”), in favor of YA II PN, LTD. (the “Secured Party”), a Cayman Island exempted company.
LINE OF CREDIT AND SECURITY AGREEMENT MODIFICATION AGREEMENT #1Line of Credit and Security Agreement Modification • May 22nd, 2023 • Kona Gold Beverage, Inc. • Beverages
THIS LINE OF CREDIT AND SECURITY AGREEMENT MODIFICATION AGREEMENT (this “Agreement”) is made as of May 6, 2023, between and among KONA GOLD LLC (the “Borrower”), and Robert Clark the “Lender”).
LINE OF CREDIT AND SECURITY AGREEMENT MODIFICATION AGREEMENT #4Line of Credit and Security Agreement Modification • May 22nd, 2023 • Kona Gold Beverage, Inc. • Beverages
THIS LINE OF CREDIT AND SECURITY AGREEMENT MODIFICATION AGREEMENT (this “Agreement”) is made as of April 4, 2023, between and among KONA GOLD LLC (the “Borrower”), and Robert Clark the “Lender”).
LEASE MODIFICATION AGREEMENTLease Modification Agreement • July 16th, 2020 • Kona Gold Solutions, Inc.
THIS LEASE MODIFICATION AGREEMENT is to be attached to and form a part of a certain Lease (which together with any amendments, modifications, and extensions thereof is hereinafter called "Lease") made the 22nd day of May 2019, between 3090 S Hwy 14, LLC, as Landlord, and Goldleaf Distribution, LLC, as Tenant, covering the premises known as 3092 South Hwy 14, Greer, South Carolina, consisting of 15,000 square foot within a 30,000 square foot building and all appurtenances thereon (hereinafter called the "Leased Premises").
Yorkville Advisors Global, LPSecurities Purchase Agreement • October 26th, 2020 • Kona Gold Beverage, Inc. • Beverages
On May 14, 2020, YA1I PN, Ltd. (the “Investor”), and Kona Gold Solutions, Inc. (“Company”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) and related transaction documents (collectively referred to with the Securities Purchase Agreement as the “Transaction Documents”) pursuant to which the Investor invested in two secured convertible debentures (individually referred to as the “First Convertible Debenture” and the “Second Convertible Debenture”), each in the amount of $250,000, and is obligated to invest in a third secured convertible debenture in the amount of $500,000 (the “Third Convertible Debenture”), upon various conditions precedent as articulated in Section 8(c) of the Securities Purchase Agreement, within one day of the underlying registration statement filed in connection Transaction Documents (the “Registration Statement”) being declared effective by the United States Securities and Exchange Commission (the “SEC”) (the First Convertible D
DISTRIBUTION AGREEMENTDistribution Agreement • July 16th, 2020 • Kona Gold Solutions, Inc. • Florida
BILL OF SALEBill of Sale • October 5th, 2023 • Kona Gold Beverage, Inc. • Beverages
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Kona Gold Beverage, Inc., a Delaware Corporation (“Seller”), as contemplated by that certain Asset Purchase Agreement dated September 26, 2023 (“APA”), hereby grants, bargains, sells, assigns, transfers, sets over and conveys to Sprecher Brewing Company LLC, a Wisconsin limited liability company (“Purchaser”), all of the assets set forth in Article II of the APA (“Purchased Assets”). Seller represents and warrants to Buyer that the included assets are free and clear of all liens, encumbrances, claims, charges, and restrictions of every kind and nature.
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • February 18th, 2021 • Kona Gold Beverage, Inc. • Beverages
This INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of February 10, 2021, is made by KONA GOLD SOLUTIONS, INC., a Delaware corporation (the “Company”), KONA GOLD, LLC (“KG”), a Florida limited liability company, HIGHDRATE, LLC (“HD”), a Florida limited liability company, GOLD LEAF DISTRIBUTION LLC (“GLD”), a Florida limited liability company, and S AND S BEVERAGE, INC. (“S&S”), a Wisconsin corporation (collectively, “Grantors” and each a “Grantor”), in favor of YA II PN, LTD. (the “Secured Party”), a Cayman Island exempted company.
AGREEMENT OF LEASE COUNTY OF HORRY )Lease Agreement • September 22nd, 2021 • Kona Gold Beverage, Inc. • Beverages • South Carolina
THIS AGREEMENT entered into this_30 Day of August , 2021 , by and between RFMD-SC, LLC hereinafter called the "LANDLORD" and Gold Leaf Distribution LLC , hereinafter called the "TENANT".
EMPLOYMENT AGREEMENT AMENDMENTEmployment Agreement • July 16th, 2020 • Kona Gold Solutions, Inc.
AMENDMENT AGREEMENT made on this 1st day of January, 2019, to Employment Agreement dated the 1st day of September, 2018, between Kona Gold Solutions, Inc. (the "Company"), and Christopher Selinger (the “Individual”).
Kona Gold- Ryan Dodd AgreementSponsorship Agreement • July 16th, 2020 • Kona Gold Solutions, Inc.
For the purpose of promoting the Kona Gold brand of products, and in consideration of the mutual promises herein contained, Kona Gold and Skier agree as follows.
