SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 12th, 2017 • Joey New York, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • California
This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of May 3, 2017, by and between JOEY NEW YORK, INC., a Nevada corporation, with headquarters located at Trump Tower One, 16001 Collins Avenue, Suite 3202, Sunny Isles Beach, FL 33160 (the "Company"), and KODIAK CAPITAL GROUP, LLC, a Delaware limited liability company, with its address at 260 Newport Center Drive, Newport Beach, CA 92660 (the "Buyer").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 12th, 2017 • Joey New York, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • California
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 3, 2017, by and between Joey New York, Inc., a Nevada corporation (the "Company"), and Kodiak Capital Group, LLC, a Delaware limited liability company ("Kodiak" or "Buyer"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the equity purchase agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • May 12th, 2017 • Joey New York, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • California
This equity purchase agreement is entered into as of May 3, 2017 (this "Agreement"), by and between Joey New York, Inc., a Florida corporation (the "Company") and Kodiak Capital Group, LLC, a Delaware limited liability company ("Investor").
COMMON STOCK PURCHASE WARRANT JOEY NEW YORK, INC.Assignment of Warrant • May 12th, 2017 • Joey New York, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Nevada
This COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received (in connection with the issuance of the $600,000.00 convertible promissory note to the Holder (as defined below) of even date) (the "Note"), Kodiak Capital Group, LLC, a Delaware limited liability company (including any permitted and registered assigns, 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 of issuance hereof, to purchase from JOEY New York, a Nevada corporation (the "Company"), up to 800,000 shares of Common Stock (as defined below) (the "Warrant Shares") (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated May 3, 2017, by and among the Company and the
