EXHIBIT 10.1 AMENDMENT TO AGREEMENT AND PLAN OF MERGER This AMENDMENT (the "Amendment"), dated as of March 15, 2007 is entered into by and among INNOZEN, INC., a Delaware corporation ("COMPANY"), HEALTHSPORT, INC., a Delaware corporation ("PARENT")...Agreement and Plan of Merger • March 22nd, 2007 • Healthsport, Inc. • Services-management services • Delaware
Agreement made as of March 10, 2000 by and among Robert Lamy, William Lamy and Robert Ballard, all of whom have a business address at 6805 Pittsford-Palmyra Road, Fairport, NY 14450 (collectively, the "Holders"), Scott ------- Fox, David White, Walter...Voting Agreement • May 22nd, 2000 • Logisoft Corp • Services-management services • Delaware
EXHIBIT 10.1 UNIT PURCHASE AGREEMENT THIS UNIT PURCHASE AGREEMENT ("Agreement") is entered into this 21st of March, 2006, by and among IDEA SPORTS ENTERTAINMENT, INC., a Delaware corporation (hereinafter referred to as "Buyer"); and DAVID ROBERTS,...Unit Purchase Agreement • April 3rd, 2006 • Idea Sports Entertainment Group, Inc. • Services-management services • Nevada
EXHIBIT 10.1 AGREEMENT AND PLAN OF MERGER DATED AS OF JANUARY 31, 2007Merger Agreement • February 6th, 2007 • Healthsport, Inc. • Services-management services • Delaware
May 1, 2001 SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENTSubscription and Investment Representation Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • Texas
The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to acquire units (the “Units”) at a price of $100.00 per unit, with each Unit consisting of four hundred (400) shares of the common stock of Logisoft Corp., a Delaware corporation (the “Company”), par value $.001 per share (the “Common Stock”), and one (1) common stock purchase warrant designated as the “A” warrant (the “Warrants”) (collectively the “Registrable Securities”). The “A” warrant included in each Unit, which is assessable, entitles the holder to purchase two hundred (200) shares of Common Stock at a purchase price of $1.00 per share. The “A” warrant expires on the earlier of (i) 5:00 p.m. Eastern Standard Time on the three (3) year anniversary of the date that the Securities and Exchange Commission declares effective a registration statement that registers the resale of the Common Stock issuable upon exercise of the “A” warrant under the Securities Act of 1933, as amended or (ii) seventy-two (72
SALES REPRESENTATIVE AGREEMENTSales Representative Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
THIS AGREEMENT (the “Agreement”) is made as the 14th day of April, 2003 (“Effective Date”), between TEAM RACING AUTO CIRCUIT, LLC, a Delaware limited liability company and a wholly owned subsidiary of TEAM SPORTS ENTERTAINMENT, INC, a Delaware corporation, having an office at 13801 Reese Blvd. West, Suite 150, Huntersville, North Carolina 28078 (“TRAC”), and Raycom Sports, a corporation (“Raycom”).
MANUFACTURING LICENSE AGREEMENTManufacturing License Agreement • April 14th, 2010 • Healthsport, Inc. • Pharmaceutical preparations • California
This Manufacturing License Agreement (the “Agreement”) is made and entered into as of this 13th day of August, 2009 by and between InnoZen, Inc., a Delaware corporation with offices at 6429 Independence Avenue, Woodland Hills, California (“InnoZen”) and Supplemental Manufacturing & Ingredients, LLC., dba SMI Manufacturing, an Arizona limited liability company with offices at 2401 West 1st Street, Tempe, Arizona (“SMI”).
STANDARD OFFICE SPACE LEASEOffice Lease Agreement • May 22nd, 2000 • Logisoft Corp • Services-management services
EMPLOYMENT AGREEMENTEmployment Agreement • November 10th, 2009 • Healthsport, Inc. • Pharmaceutical preparations • California
This Employment Agreement, effective as of November 4, 2009 (the “Agreement”) is made by and between HealthSport, Inc., a Delaware corporation (the “Company”), and Robert S. Davidson (“Executive”). For purposes of this Agreement, the term “Company” refers jointly and severally to HealthSport, Inc., InnoZen, Inc., its subsidiary as well as its affiliates, predecessors, successors, subsidiaries, or other related companies.
SEPARATION AGREEMENTSeparation Agreement • November 10th, 2009 • Healthsport, Inc. • Pharmaceutical preparations • California
This Separation Agreement (“Agreement”) is made and entered into as of November 4, 2009 by and between Matthew Burns, an individual (“Burns”), and HealthSport, Inc., a Delaware corporation (“HealthSport”), with respect to the following facts:
HEALTHSPORT, INC. 2009 EQUITY INCENTIVE PLAN STOCK AWARD AGREEMENTStock Award Agreement • December 4th, 2009 • Healthsport, Inc. • Pharmaceutical preparations
Healthsport, Inc., a Delaware corporation, (the “Company”), hereby awards a Stock Award of restricted stock (the “Restricted Stock”) to the Participant named below. The terms and conditions of the Stock Award are set forth in this cover sheet and the attached Stock Award Agreement (collectively, the “Agreement”) and in the 2009 Equity Incentive Plan (the “Plan”). The text of the Plan is incorporated in the Agreement by this reference.
SECOND AMENDMENT TO PROMISSORY NOTEPromissory Note • July 15th, 2010 • Healthsport, Inc. • Pharmaceutical preparations • California
THIS SECOND AMENDMENT TO PROMISSORY NOTE (the “Second Amendment”) is made and entered into as of July 14, 2010 by and between Supplemental Manufacturing & Ingredients, LLC, an Arizona limited liability company (“Obligor”) and HealthSport, Inc. a Delaware corporation (“Holder”), holder of that certain Promissory Note executed by Obligor dated as of December 1, 2009 in the original principal amount of Eight Million Dollars (US$8,000,000), as amended by that certain Amendment to Promissory Note dated March 19, 2010 (as amended, the “Note”).
AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG LOGISOFT CORP., JON PRITCHETT, M.E. DURSCHLAG, CHARLES JETER AND WILLIAM BRADSHAW, ROBERT STADEL, DAN NEPPL, CALE YARBOROUGH, GODLEY MORRIS GROUP, LLC, BRIAN LEAHY, LANCE LESLIE, RICHARD CLARK and...Agreement and Plan of Reorganization • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • Delaware
PROMISSORY NOTE PURCHASE AGREEMENTPromissory Note Purchase Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
This PROMISSORY NOTE PURCHASE AGREEMENT is dated as of September 1, 2002 (this “AGREEMENT”) by and between TEAM SPORTS ENTERTAINMENT, INC., a Delaware corporation (the “COMPANY”), and the entities listed on EXHIBIT “A” hereto (each a “PURCHASER” and collectively, the “PURCHASERS”).
AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 25th, 2010 • Healthsport, Inc. • Pharmaceutical preparations • California
THIS AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of March 19, 2010 by and between Supplemental Manufacturing & Ingredients, LLC, an Arizona limited liability company (“Investor”) and HealthSport, Inc. a Delaware corporation (the “Company”).
AMENDMENT TO STOCK PLEDGE AGREEMENTStock Pledge Agreement • March 25th, 2010 • Healthsport, Inc. • Pharmaceutical preparations • California
THIS AMENDMENT TO STOCK PLEDGE AGREEMENT (this “Amendment”) is made and entered into as of March 19, 2010 by and between Supplemental Manufacturing & Ingredients, LLC, an Arizona limited liability company (“Debtor”) and HealthSport, Inc. a Delaware corporation (“Secured Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • Georgia
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of the 1st day of December, 2001 by and between TEAM SPORTS ENTERTAINMENT, INC., a Delaware Corporation (“TSPT”), and WILLIAM G. MILLER, an individual resident of the State of Georgia (the “Executive”), and is effective as of January 1, 2002 (the “Effective Date”).
MODIFICATION AGREEMENT (Modification of Maturity Date & Principal Amount)Modification Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
THIS MODIFICATION AGREEMENT is made effective April 15, 2003 by and between TEAM SPORTS ENTERTAINMENT, INC., a Delaware corporation, with its office and principal place of business at 13801 Reese Blvd., West Suite 150, Huntersville, North Carolina 28078 (“Borrower”); and , [complete the following as applicable] [a resident of the State of ] [an entity organized under the laws of the State of ] (“Lender”).
SEPARATION AGREEMENTSeparation Agreement • November 10th, 2009 • Healthsport, Inc. • Pharmaceutical preparations • California
This Separation Agreement (“Agreement”) is made and entered into as of November 4, 2009 by and between M. E. Hank Durschlag, an individual (“Durschlag”), and HealthSport, Inc., a Delaware corporation (“HealthSport”), with respect to the following facts:
AMENDMENT TO PROMISSORY NOTEPromissory Note • March 25th, 2010 • Healthsport, Inc. • Pharmaceutical preparations • California
THIS AMENDMENT TO PROMISSORY NOTE (the “Amendment”) is made and entered into as of March 19, 2010 by and between Supplemental Manufacturing & Ingredients, LLC, an Arizona limited liability company (“Obligor”) and HealthSport, Inc. a Delaware corporation (“Holder”), holder of that certain Promissory Note executed by Obligor dated as of December 1, 2009 in the original principal amount of Eight Million Dollars (US$8,000,000)(the “Note”).
ESPN, Inc. AGREEMENTBroadcast Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • New York
THIS AGREEMENT, dated as of, April 7, 2003, is between TEAM RACING AUTO CIRCUIT, LLC, a Delaware limited liability company located at 13801 Reese Boulevard West, Suite 150, Huntersville, North Carolina 28078 (“TRAC”), ESPN, INC., a Delaware corporation with offices at ESPN Plaza, Bristol, Connecticut 06010-7454 (“ESPN”) and ESPN Productions, Inc., a Delaware corporation with offices at ESPN Plaza, Bristol, Connecticut 06010-7454 (“Productions”).
MODIFICATION AGREEMENT (Modification of Maturity Date)Modification Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
WHEREAS, Borrower has previously executed and delivered to Lender a certain Senior Secured Convertible Promissory Note dated September 1, 2002, in the original aggregate principal amount of $ (the “Note”) pursuant to a Promissory Note Purchase Agreement dated as of September 1, 2002 (the “Purchase Agreement”) by and among the Borrower, the Lender and the other lenders listed on the signature pages thereto (collectively with the Lender, the “Lenders”), and the indebtedness evidenced by the Note being secured by a Security Agreement dated September 1, 2002 (the “Security Agreement”) by and among the Borrower, as grantor, and the Lenders, as secured parties. The Note, the Purchase Agreement and the Security Agreement and all other documents, instruments and agreements executed in connection therewith are referred to collectively as the “Loan Documents.” The term “Notes” refers to all senior secured convertible promissory notes issued by Borrower to the Lenders pursuant to the Purchase Agr
SEPARATION AGREEMENTSeparation Agreement • November 10th, 2009 • Healthsport, Inc. • Pharmaceutical preparations • California
This Separation Agreement (“Agreement”) is made and entered into as of November 6, 2009 by and between Jeffrey Wattenberg, an individual (“Wattenberg”), and HealthSport, Inc., a Delaware corporation (“HealthSport”), with respect to the following facts:
AMENDMENT TO MERGER AGREEMENTMerger Agreement • July 15th, 2010 • Healthsport, Inc. • Pharmaceutical preparations • Arizona
THIS AMENDMENT TO MERGER AGREEMENT (this “Amendment”) is made and entered into as of July 14, 2010 by and among HealthSport, Inc., a Delaware corporation (the “Buyer”), HealthSport Subsidiary, LLC., a Nevada limited liability company that is a wholly-owned subsidiary of the Buyer (the “Transitory Subsidiary”), and Supplemental Manufacturing & Ingredients, LLC, an Arizona limited liability company (the “Target”).
SECURITY AGREEMENTSecurity Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
WHEREAS, on the date hereof, the Grantor has executed secured convertible promissory notes, in favor of each of the Secured Parties in an aggregate principal amount of $2,500,000.00 (the “Note”), issued pursuant to the Promissory Note Purchase Agreement, dated as of the date hereof among the Grantor and the Secured Parties (the “Purchase Agreement”). In order to provide security for the payment of all of the obligations of the Grantor to the Secured Parties under the Notes, the Grantor has agreed to grant to the Secured Parties a continuing lien and security interest in all of the Grantor’s Assets (as defined below) and to execute this and such other security agreements and instruments as are necessary to grant such lien and security interest and enable the Secured Parties to perfect such security interest.
SEPARATION AGREEMENTSeparation Agreement • November 10th, 2009 • Healthsport, Inc. • Pharmaceutical preparations • California
This Separation Agreement (“Agreement”) is made and entered into as of November 4, 2009 by and between Anthony Seaber, an individual (“Seaber”), and HealthSport, Inc., a Delaware corporation (“HealthSport”), with respect to the following facts:
Maxx Motorsports, Inc. Greenville, SC 29615 AGREEMENTBoard of Directors Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • Delaware
THIS AGREEMENT (the “Agreement”) is made and entered into effective as of May , 2001 by and between MAXX MOTORSPORTS, INC., a Delaware corporation with its principal place of business in Greenville, South Carolina (referred to herein as the “Company”) and ROBERT J. WUSSLER, a resident of Maryland (referred to herein as the “Wussler”).
SECOND AMENDMENT TO STOCK PLEDGE AGREEMENTStock Pledge Agreement • July 15th, 2010 • Healthsport, Inc. • Pharmaceutical preparations • California
THIS SECOND AMENDMENT TO STOCK PLEDGE AGREEMENT (this “Second Amendment”) is made and entered into as of July 14, 2010 by and between Supplemental Manufacturing & Ingredients, LLC, an Arizona limited liability company (“Debtor”) and HealthSport, Inc. a Delaware corporation (“Secured Party”).
Merger Agreement Among Healthsport, Inc., Healthsport Subsidiary, LLC, and Supplemental Manufacturing & Ingredients LLC May 21, 2010Merger Agreement • May 24th, 2010 • Healthsport, Inc. • Pharmaceutical preparations • Arizona
This Merger Agreement (the “Agreement”) is entered into as of May 21, 2010, by and among HealthSport, Inc., a Delaware corporation (the “Buyer”), HealthSport Subsidiary, LLC, a Nevada limited liability company that is a wholly-owned Subsidiary of the Buyer (the “Transitory Subsidiary”), and Supplemental Manufacturing & Ingredients, LLC, an Arizona limited liability company (the “Target”). The Buyer, the Transitory Subsidiary, and the Target are referred to collectively herein as the “Parties.”
HEALTHSPORT, INC. 2009 EQUITY INCENTIVE PLAN NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • December 4th, 2009 • Healthsport, Inc. • Pharmaceutical preparations
Healthsport, Inc., a Delaware corporation (the “Company”), hereby grants an Option to purchase shares of its Common Stock (the “Shares”) to the Optionee named below. The terms and conditions of the Option are set forth in this cover sheet, in the attachment and in the Healthsport, Inc. 2009 Equity Incentive Plan (the “Plan”).
SEPARATION AGREEMENTSeparation Agreement • November 10th, 2009 • Healthsport, Inc. • Pharmaceutical preparations • California
This Separation Agreement (“Agreement”) is made and entered into as of November 4, 2009 by and between Daniel Kelly, an individual (“Kelly”), and HealthSport, Inc., a Delaware corporation (“HealthSport”), with respect to the following facts:
WARRANT TO PURCHASE COMMON STOCK OF HEALSPORT, INC. VOID AFTER JANUARY 6, 2016Warrant Agreement • April 1st, 2011 • Healthsport, Inc. • Pharmaceutical preparations • Delaware
This Warrant is issued to Donald N. Raskin and Sharon L. Raskin, as Trustees of the Raskin Family Trust u/t/a dated January 18, 2008 (the “Holder”) by HEALTHSPORT, INC., a Delaware corporation (the “Company”), on January 6, 2011. This Warrant is issued pursuant to the terms of that certain Note and Warrant Purchase Agreement dated as of the date hereof (the “Purchase Agreement”) in connection with the Company’s issuance and sale of convertible notes dated as of the same date (the “Convertible Note”). This Warrant is for the purchase of 300,000 shares of common stock at the exercise price of $0.09 per share subject to any adjustment the conversion shares may be subject to.
STOCK PURCHASE AGREEMENT HEALTHSPORT, INC.Stock Purchase Agreement • November 10th, 2009 • Healthsport, Inc. • Pharmaceutical preparations • California
This Stock Purchase Agreement (“Agreement”) dated November 6, 2009 is made and entered into by and between HealthSport, Inc., a Delaware corporation (the “Company”) and Supplemental Manufacturing & Ingredients, LLC, an Arizona limited liability company (the “Investor”), with respect to the following facts:
STOCK PLEDGE AGREEMENTStock Pledge Agreement • November 10th, 2009 • Healthsport, Inc. • Pharmaceutical preparations • California
This Stock Pledge Agreement (“Agreement”) dated November _____, 2009 is made and entered into by and between HealthSport, Inc., a Delaware corporation (“Secured Party”) and Supplemental Manufacturing & Ingredients, LLC, an Arizona limited liability company (“Debtor”), with respect to the following facts:
LOAN AGREEMENT HEALTHSPORT, INC.Loan Agreement • April 1st, 2011 • Healthsport, Inc. • Pharmaceutical preparations • Arizona
This Loan Agreement (the “Agreement”) dated March 8, 2011 is made and entered into by and between HealthSport, Inc., a Delaware corporation (the “Company”) and DONALD N. RASKIN and SHARON L. RASKIN, as Trustees of the RASKIN FAMILY TRUST, u/t/a dated January 18, 2008, if and as amended, DONALD N. RASKIN and SHARON L. RASKIN, as Settlors, and all successor trustees, individuals residing in the State of Arizona, or his registered assigns, (the “Lender”).
