EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • May 7th, 1999 • Fresh America Corp • Wholesale-groceries & related products • Texas
EXHIBIT 10.1 FRESH AMERICA CORP. SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 4, 1998 $20,000,000 12% SENIOR SUBORDINATED NOTES DUE MAY 1, 2003 155,483 WARRANTS TO PURCHASE COMMON STOCKSecurities Purchase Agreement • August 17th, 1998 • Fresh America Corp • Wholesale-groceries & related products • New York
EXHIBIT 10.1 [BANK OF AMERICA LOGO] ------------------------------------------- ------------------------------------- This Agreement dated as of July 23, 1997 is between BANK OF AMERICA TEXAS, N.A. (the "BANK") and FRESH AMERICA CORP., a Texas...Loan Agreement • August 11th, 1997 • Fresh America Corp • Wholesale-groceries & related products • Texas
Exhibit C SHAREHOLDERS AGREEMENTShareholder Agreement • September 20th, 2001 • Fresh America Corp • Wholesale-groceries & related products • Texas
Exhibit C SHAREHOLDERS AGREEMENTShareholders Agreement • September 14th, 2001 • Fresh America Corp • Wholesale-groceries & related products • Texas
1 EXHIBIT 10.4 FRESH AMERICA CORP. SECURITIES PURCHASE AGREEMENT DATED AS OF APRIL 15, 2000 50,000 SHARES SERIES C CUMULATIVE PREFERRED STOCK 420,651 SERIES B WARRANTS TO PURCHASE COMMON STOCKSecurities Purchase Agreement • May 15th, 2000 • Fresh America Corp • Wholesale-groceries & related products • New York
AMENDED AND RESTATED NOTE AGREEMENT WITH RESPECT TO NOTE AGREEMENT DATED AS OF MAY 4, 1998Note Agreement • May 15th, 2000 • Fresh America Corp • Wholesale-groceries & related products
1 EXHIBIT 10.2 FRESH AMERICA CORP. AMENDED AND RESTATED WARRANT AGREEMENT WITH RESPECT TO WARRANT AGREEMENT DATED AS OF MAY 4, 1998 DATED AS OF APRIL 15, 2000 155,483 SERIES A WARRANTS TO PURCHASE COMMON STOCK 420,651 SERIES B WARRANTS TO PURCHASE...Warrant Agreement • May 15th, 2000 • Fresh America Corp • Wholesale-groceries & related products • New York
10.4 Adjusted Borrowing Base Mandatory Prepayment. If at any time the principal outstanding under the Term Note plus the outstanding amounts of any letters of credit on such date (including the face amount of all undrawn and uncancelled letters of...Business Loan Agreement • June 13th, 2002 • Fresh America Corp • Wholesale-groceries & related products • Texas
Exhibit 10.4 SECOND AMENDMENT TO STOCK PURCHASE DOCUMENTS This Second Amendment to Stock Purchase Documents is made effective as of February 21, 2002 among Fresh America Corp., a Texas corporation (`"Fresh"), and Sam Perricone, Sr., Henry Beyer, and...Stock Purchase Agreement • March 28th, 2002 • Fresh America Corp • Wholesale-groceries & related products • California
WARRANT ------- NORTH TEXAS OPPORTUNITY FUND LP -------------------------------Warrant Agreement • September 14th, 2001 • Fresh America Corp • Wholesale-groceries & related products
This Warrant is issued under, and the rights represented hereby are subject to the terms and provisions contained in, the Agreements, all terms and provisions of which the registered holder of this Warrant, by acceptance of this Warrant, assents. Reference is hereby made to the Agreements for a more complete statement of the rights and limitations of rights of the registered holder of this Warrant and the rights and duties of the Company under this Warrant. Copies of the Agreements are on file at the office of the Company.
Exhibit 10.4 SECOND AMENDMENT TO STOCK PURCHASE DOCUMENTS This Second Amendment to Stock Purchase Documents is made effective as of February 21, 2002 among Fresh America Corp., a Texas corporation (`"Fresh"), and Sam Perricone, Sr., Henry Beyer, and...Stock Purchase Agreement • June 13th, 2002 • Fresh America Corp • Wholesale-groceries & related products • California
R E C I T A L SEmployment Agreement • November 13th, 2001 • Fresh America Corp • Wholesale-groceries & related products • Texas
RECITALSResignation Agreement • June 13th, 2002 • Fresh America Corp • Wholesale-groceries & related products • Texas
THIS POST-CLOSING AGREEMENT (the "Agreement") is made as of September --------- 5, 2001, by and among FRESH AMERICA CORP., a Texas corporation (the "Company"), ------- NORTH TEXAS OPPORTUNITY FUND LP, a Texas limited partnership ("NTOF"), JOHN ----...Post-Closing Agreement • September 20th, 2001 • Fresh America Corp • Wholesale-groceries & related products
This Voting Agreement and Irrevocable Proxy ("Agreement") is made and --------- entered into as of September 10, 2001 by and between North Texas Opportunity Fund LP, a Texas limited partnership ("NTOF"), and the undersigned beneficial ---- owner of...Voting Agreement and Irrevocable Proxy • September 14th, 2001 • Fresh America Corp • Wholesale-groceries & related products • Texas
EXHIBIT 10.3 FRESH AMERICA CORP WARRANT AGREEMENT DATED AS OF MAY 4, 1998 155,483 WARRANTS TO PURCHASE COMMON STOCKWarrant Agreement • August 17th, 1998 • Fresh America Corp • Wholesale-groceries & related products • New York
EXHIBIT 10.14 TENTH AMENDMENT TO RESTATED BUSINESS LOAN AGREEMENT AND WAIVER THIS TENTH AMENDMENT TO RESTATED BUSINESS LOAN AGREEMENT AND WAIVER (the "Amendment") is entered into as of March 31, 2000, between FRESH AMERICA CORP., a Texas corporation...Business Loan Agreement • May 8th, 2000 • Fresh America Corp • Wholesale-groceries & related products • Texas
RECITALSStock Purchase Agreement • August 11th, 2000 • Fresh America Corp • Wholesale-groceries & related products
Exhibit B SECURITIES EXCHANGE AND PURCHASE AGREEMENTSecurities Exchange and Purchase Agreement • September 20th, 2001 • Fresh America Corp • Wholesale-groceries & related products • Texas
EXHIBIT 2.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 17th, 1998 • Fresh America Corp • Wholesale-groceries & related products • Texas
EXHIBIT 10.14 [BANK OF AMERICA LOGO] THIRD AMENDMENT TO RESTATED BUSINESS LOAN AGREEMENT ===================================================================== =========== THIRD AMENDMENT TO RESTATED BUSINESS LOAN AGREEMENT THIS THIRD AMENDMENT TO...Business Loan Agreement • March 26th, 1999 • Fresh America Corp • Wholesale-groceries & related products
ARTICLE 4 INDEPENDENT CONTRACTOR RELATIONSHIPResignation Agreement and Contract for Services • September 12th, 2001 • Fresh America Corp • Wholesale-groceries & related products • Texas
COMBINED SECOND AMENDMENT TO RESTATED BUSINESS LOAN AGREEMENT AND SECOND AMENDMENT TO BUSINESS LOAN SECURITY AGREEMENTBusiness Loan Agreement • August 17th, 1998 • Fresh America Corp • Wholesale-groceries & related products
