SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 13th, 2011 • Vanity Events Holding, Inc. • Beverages • New York
THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 6th day of April, 2011 by and between VANITY EVENTS HOLDING, Inc., a Delaware corporation (the “Company”), and the Investor set forth on the signature page affixed hereto (the “Investor”).
COMMON STOCK PURCHASE WARRANT VANITY EVENTS HOLDING, INC.Security Agreement • April 13th, 2011 • Vanity Events Holding, Inc. • Beverages
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, IIG Management LLC (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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the three year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vanity Events Holding, Inc., a Delaware corporation (the “Company”), up to 30,000,000 shares (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).
STOCK PLEDGE AGREEMENTStock Pledge Agreement • April 13th, 2011 • Vanity Events Holding, Inc. • Beverages • New York
PLEDGE AGREEMENT (this “Agreement”), dated April 6, 2011, made by and among Vanity Events Holding, Inc., a Delaware corporation (the “Company”) and the holders signatory hereto (the “Pledgor”) of certain shares of series A convertible preferred stock of the Company, in favor the holder of the Company’s 10% Convertible Debentures, dated April 6, 2011 due, unless due earlier pursuant to the terms therein, one year following their issuance (the “Pledgee”).
MAKE GOOD ESCROW AGREEMENTMake Good Escrow Agreement • April 13th, 2011 • Vanity Events Holding, Inc. • Beverages • New York
This Agreement, dated as of April 6, 2011 (this “Agreement”), is entered into by and among Shawn Knapp (“Mr. Knapp”), IIG Management LLC (the “Purchaser”), and Sichenzia Ross Friedman Ference LLP (the “Escrow Agent”). Mr. Knapp and the Purchaser shall collectively be referred to as the “Escrowing Parties.” The principal address of each party hereto is set forth on Exhibit A.
