AGREEMENT CONCERNING THE EXCHANGE OF SECURITIES BETWEEN DEJA FOODS, INC. AND M&L WHOLESALE FOODS, LLC AND THE MEMBERS OF M&L WHOLESALE FOODS, LLCExchange of Securities Agreement • June 8th, 2006 • Deja Foods Inc • Wholesale-groceries, general line • California
THIS AGREEMENT CONCERNING THE EXCHANGE OF SECURITIES (the "Agreement") is made effective the day of August, 2005, by and between DEJA FOODS, INC., a Nevada corporation ("Deja Foods"), M&L WHOLESALE FOODS, LLC, a Pennsylvania limited liability company ("M&L"), Myron D. Stoltzfus, Sr. ("Stoltzfus") with Stoltzfus only as to Article II and Section 5.7 below, and the members of M&L who are listed on Exhibit 1.1 hereto and have executed Subscription Agreements in the form attached in Exhibit 1.2 hereto.
LICENSE AGREEMENTLicense Agreement • June 8th, 2006 • Deja Foods Inc • Wholesale-groceries, general line
This LICENSE AGREEMENT (this "License") dated as of November 3, 2005 between Hirschfeld Communications LLC ("Licensor"), a Delaware limited liability corporation, having an address at 950 Third Avenue, New York, NY and Deja Foods, Inc. ("Licensee"), a Nevada corporation, having an address at 16501 Ventura Blvd. #608, Encino, CA 91436.
MANAGEMENT AGREEMENT BETWEEN DEJA PLUS HIGH YIELD INCOME FUND, LLC AND DEJA FOODS, INC.Management Agreement • June 8th, 2006 • Deja Foods Inc • Wholesale-groceries, general line • California
THIS AGREEMENT (the "Agreement") is made effective as of the 12th day of April, 2004, between Deja Plus High Yield Income Fund, LLC, a Delaware limited liability Fund (the "Fund") and Deja Foods, Inc., a Nevada corporation ("Deja Foods").
LOAN AND SECURITY AGREEMENT (AR / INVENTORY)Loan and Security Agreement • June 8th, 2006 • Deja Foods Inc • Wholesale-groceries, general line • California
THIS LOAN AND SECURITY AGREEMENT is entered into as of November 18, 2005 by and between DEJA FOODS, INC., a Nevada corporation ("Borrower"), and CELTIC CAPITAL CORPORATION, a California corporation ("Lender").
BUSINESS LOAN AGREEMENTBusiness Loan Agreement • June 8th, 2006 • Deja Foods Inc • Wholesale-groceries, general line • Arizona
THIS BUSINESS LOAN AGREEMENT, dated September 15, 2005, is made and executed between Borrower and Lender on the terms and conditions contained herein. All capitalized terms not otherwise defined above are as defined in Section 18 hereof or as defined elsewhere herein
EMPLOYMENT AGREEMENTEmployment Agreement • June 8th, 2006 • Deja Foods Inc • Wholesale-groceries, general line • California
THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into as of the 31st day of August, 2005, by and among Deja Foods, Inc., a Nevada corporation (the "Company"), and Myron D. Stoltzfus, Sr. ("Stoltzfus").
SECURITY AGREEMENT LAURUS MASTER FUND, LTD. DEJA FOODS, INC. and M&L WHOLESALE FOODS, LLC Dated: April 19, 2006Security Agreement • June 8th, 2006 • Deja Foods Inc • Wholesale-groceries, general line • New York
This Security Agreement is made as of April 21, 2006 by and among LAURUS MASTER FUND, LTD., a Cayman Islands company ("Laurus"), DEJA FOODS, INC., a Nevada corporation ("the Parent"), and each party listed on Exhibit A attached hereto (each an "Eligible Subsidiary" and collectively, the "Eligible Subsidiaries") the Parent and each Eligible Subsidiary, each a "Company" and collectively, the "Companies").
