REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 12th, 2019 • Avalanche International, Corp. • Industrial organic chemicals
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each of the purchasers signatory thereto (the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT AVALANCHE INTERNATIONAL, CORP.Common Stock Purchase Warrant • April 12th, 2019 • Avalanche International, Corp. • Industrial organic chemicals
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its 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 April 11, 2019 (the “Issuance Date”), and on or prior to the close of business on the five (5)-year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Avalanche International, Corp., a Nevada corporation (the “Company”), up to 1,617,647 shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to the Purchase Agreement (as defined below).
10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE APRIL 11, 2020Avalanche International, Corp. • April 12th, 2019 • Industrial organic chemicals • New York
THIS 10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued debt obligation of Avalanche International, Corp., a Nevada corporation (the “Company” or the “Borrower”), having its principal place of business at 5940 S. Rainbow Blvd, Las Vegas, NV 89118, designated as its 10% Senior Secured Convertible Promissory Note due April 11, 2020 (the “Note”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 12th, 2019 • Avalanche International, Corp. • Industrial organic chemicals • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 11, 2019, between Avalanche International, Corp., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • April 12th, 2019 • Avalanche International, Corp. • Industrial organic chemicals • New York
GUARANTYGuaranty • April 12th, 2019 • Avalanche International, Corp. • Industrial organic chemicals • New York
GUARANTY, dated as of April [_], 2019 (this “Guaranty”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Avalanche International, Corp., a Nevada corporation (the “Company”), and the Purchasers (the “Purchase Agreement”).
Lock-Up AgreementAvalanche International, Corp. • April 12th, 2019 • Industrial organic chemicals • New York
securities purchase agreement (the “Purchase Agreement”) entered into by and among Avalanche International, Corp., a corporation organized under the laws of the State of Nevada (the “Company”), and the purchasers signatory thereto (the “Purchasers”) with respect to the proposed offering and sale by the Company of the Securities (as defined in the Purchase Agreement) to the Purchasers (the “Offering”).
Intercreditor AgreementIntercreditor Agreement • April 12th, 2019 • Avalanche International, Corp. • Industrial organic chemicals • New York
This Intercreditor Agreement (as supplemented or modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of April 11, 2019, is entered into among ______________, as the First Lien Creditor, the Second Lien Collateral Agent, the Collateral Agent, and Avalanche International, Corp., a Nevada corporation (the “Borrower”) (each capitalized term being used as defined below).
