5% ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE DUE NOVEMBER 30, 2015Victory Electronic Cigarettes Corp • July 2nd, 2014 • Cigarettes • New York
THIS 5% ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued 5% Original Issue Discount Convertible Promissory Notes of Victory Electronic Cigarettes Corporation, a Nevada corporation, (the “Company”), having its principal place of business at principal place of business at 1135 Apple Drive, Nunica, Michigan 49448, designated as its 5% Original Issue Discount Convertible Promissory Note due November 30, 2015 (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
EXCHANGE AGREEMENTExchange Agreement • July 2nd, 2014 • Victory Electronic Cigarettes Corp • Cigarettes • New York
THIS EXCHANGE AGREEMENT (the “Agreement”) is dated this 30th day of May, 2014, by and among VICTORY ELECTRONIC CIGARETTES CORPORATION, a Nevada corporation (the “Company”), and DOMINION CAPITAL LLC (the “Holder”).
AMENDED AND RESTATED PROMISSORY NOTEVictory Electronic Cigarettes Corp • July 2nd, 2014 • Cigarettes • Delaware
This Note is one of a series of promissory notes (the “Series of Notes”) issued pursuant to that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of February 12, 2014, by and among Victory Parent, Victory Subsidiary, FIN Electronic Cigarette Corporation, Inc., and Elliot B. Maisel, as Representative of the Shareholders stated therein, and constitutes one of the “Promissory Notes” as defined in the Merger Agreement.
