REVOLVING CONVERTIBLE PROMISSORY NOTEConsent and Agreement • August 14th, 2013 • RiceBran Technologies • Grain mill products
FOR VALUE RECEIVED, RICEBRAN TECHNOLOGIES, a corporation incorporated under the laws of the State of California, whose address is 6720 North Scottsdale Road, Suite 390, Scottsdale, AZ 85253 (the “Borrower”), promises to pay to the order of TCA GLOBAL CREDIT MASTER FUND, LP (hereinafter, together with any holder hereof, “Lender”), whose address is 1404 Rodman Street, Hollywood, Florida 33020, on or before the six (6) month anniversary of the Effective Date or such later date as agreed upon after the date hereof in a signed writing by the Lender (the “Revolving Loan Maturity Date”), the lesser of: (i) Two Million Four Hundred Thousand and No/100 United States Dollars (US$2,400,000); or (ii) the aggregate principal amount outstanding under and pursuant to that certain senior secured revolving credit facility agreement, dated as of April 30, 2013, as amended by amended no 1. thereto dated as of the Effective Date (“Amendment No. 1”), executed by and among the Borrower, as borrower, certain
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • August 14th, 2013 • RiceBran Technologies • Grain mill products • California
This Amended and Restated Security Agreement (as amended, modified or otherwise supplemented from time to time, this “Security Agreement”), dated as of May 24, 2013 (“Effective Date”), is executed by RiceBran Technologies, a California corporation (“RBT”), The RiceX Company, a Delaware corporation (“RiceX”), and Rice Science, LLC, a Delaware limited liability company (“Rice Science”, and together with RiceX and RBT, the “Company”), in favor of Collateral Agent (as herein defined) on behalf of the Investors listed on Schedule I hereto (each, an “Investor”, and collectively, the “Investors”).
RESTATED SUBORDINATION AGREEMENTSubordination Agreement • August 14th, 2013 • RiceBran Technologies • Grain mill products • California
THIS RESTATED SUBORDINATION AGREEMENT (“Agreement”), dated as of May 24, 2013 is made by and among Gregory J. Vislocky, Brian Rick Delamarter, Harold Guy Delamarter, Baruch Halpern and Shoshana Halpern as trustees for The Shoshana Shapiro Halpern Revocable Trust UA June 13, 2006, Weintraub Partners, a California general partnership, W. John Short and Karen A. Wilson, Edward McMillan as trustee for the The Revocable Trust of Edward L. McMillan Revocable Trust U/D/T dated February 17, 1999, Zanesville Partners Fund, LLC, a limited liability company, Alon Gibli, Michael Geliebter, and Pensco Trust Co., FBO Baruch Halpern IRA (collectively the “Subordinated Creditors”), TCA Global Credit Master Fund, LP, a limited partnership organized and existing under the laws of the Cayman Islands (“TCA”) and Hillair Capital Investments, L.P., a a limited partnership organized and existing under the laws of the Cayman Islands (“Hillair”) (with its participants, successors and assigns, TCA and Hillair a
AMENDMENT NO. 1 TO SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT IN THE AMOUNT OF US$8,000,000 BY AND AMONG RICEBRAN TECHNOLOGIES, as Borrower, NUTRACEA, LLC, SRB-IP, LLC, SRB-MERM, LLC, SRB-LC, LLC, SRB-MT, LLC, SRB-WS, LLC, RICEX COMPANY, RICEX...Credit Facility Agreement • August 14th, 2013 • RiceBran Technologies • Grain mill products • Nevada
THIS AMENDMENT NO. 1 TO SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (this “Amendment”) is made as of July 18, 2013 (the “Effective Date”), by and among (i) RICEBRAN TECHNOLOGIES, a corporation incorporated under the laws of the State of California, as borrower (the “Borrower”), (ii) NUTRACEA, LLC, a limited liability company organized and existing under the laws of the State of Delaware, SRB-IP, LLC, limited liability company organized and existing under the laws of the State of Delaware, SRBMERM, LLC, a limited liability company organized and existing under the laws of the State of Delaware, SRB-LC, LLC, a limited liability company organized and existing under the laws of the State of Delaware, SRB-MT, LLC, a limited liability company organized and existing under the laws of the State of Delaware, SRB-WS, LLC, a limited liability company organized and existing under the laws of the State of Delaware, RICEX COMPANY, a corporation incorporated under the laws of the State of Dela
AMENDED AND RESTATED NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • August 14th, 2013 • RiceBran Technologies • Grain mill products • California
This Amended and Restated Note and Warrant Purchase Agreement (this “Agreement”), dated as of May 24, 2013 (“Effective Date”) is entered into by and among RiceBran Technologies, a California corporation (the “Company”), and the persons and entities listed on the schedule of investors attached hereto as Schedule I (each an “Investor” and, collectively, the “Investors”). The parties agree as follows:
