UNIT PURCHASE AGREEMENT BY AND AMONG SUNOPTA GRAINS AND FOODS INC., ORANGE COUNTY CITRUS HOLDINGS GROUP, LLC AND ROBERT AICKLEN FOR THE PURCHASE OF CITRUSOURCE, LLC Dated March 2, 2015Unit Purchase Agreement • March 5th, 2015 • SunOpta Inc. • Wholesale-farm product raw materials • Delaware
This Unit Purchase Agreement (this “Agreement”) is dated as of March 2, 2015 by and among (i) SunOpta Grains and Foods Inc., a Minnesota corporation (the “Buyer”), (ii) solely with respect to Section 10.19, SunOpta, Inc., a corporation organized under the laws of Ontario (“Parent”) (iii) Orange County Citrus Holdings Group, LLC, a Delaware limited liability company (“OCCHG”), (iv) Robert Aicklen, a resident of the State of Texas (“Aicklen” and, together with OCCHG, the “Sellers” and each a “Seller”), (v) solely with respect to Sections 1.4, 6.4, 6.7 and 10.18, Bryan Mandel, a resident of the State of Texas (“Mandel” or “Guarantor”), and (vi) Mandel, as the representative of Sellers and the Guarantor (the “Seller Representative”), for the purchase and sale of all of the issued and outstanding units of Citrusource, LLC, a Delaware limited liability company (the “Company”). Buyer, Sellers, Guarantor and the Seller Representative are each sometimes also referred to herein as a “Party” and
