AGREEMENT AND PLAN OF MERGER by and amongAgreement and Plan of Merger • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • Nevada
THIS AGREEMENT AND PLAN OF MERGER is entered into as of May 13, 2011 by and among Mojo ventures, Inc., a Delaware corporation (“Parent”), SBSI Acquisition Corp., a Nevada corporation and a wholly-owned subsidiary of Parent (“Acquisition Corp.”), and Specialty Beverage And Supplement, Inc., a Nevada corporation (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 27, 2011 between Specialty Beverage and Supplement, Inc., 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”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
Specialty Beverage and Supplement Inc. ("Employer" or "SBSI") with its principal office located at 836 Grundy Avenue Holbrook. NY 11741; and
EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
Specialty Beverage and Supplement Inc. ("Employer" or "SBSI") with its principal office located at 836 Grundy Avenue Holbrook. NY 11741; and
MOJO VENTURES, INC. LOCK-UP LEAK OUT AGREEMENTLock-Up Leak Out Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • Delaware
This LOCK-UP LEAK-OUT AGREEMENT (the “Agreement”) is made as of May __, 2011 (the “Effective Date”) by and between MOJO VENTURES, INC., a Delaware company (the “Company”) and the undersigned Stockholder of the Company.
AGREEMENTAgreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
SPECIALTY BEVERAGE AND SUPPLEMENT, Inc. ("Employer" or "SBSI") with its principal office located at 836 Grundy Avenue Holbrook, NY 11741; and
SPECIALTY BEVERAGE AND SUPPLEMENT INC. DISTRIBUTION AGREEMENTSpecialty Beverage • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
This AGREEMENT is made and entered into this 15th day of April, 2009 by and between Specialty Beverage and Supplement Inc. (hereinafter called “SBSI” or “Company”) , a Nevada corporation with its principal offices at 1710 Church Street, Holbrook, New York 11741, and Jack Manno & Nick DiMarco, an individuals, and DIMAN Distributors Inc., a New York corp (hereinafter called the “Distributor”) whose principal address is 174 Treadwell Avenue Saint James, NY 11780.
AGREEMENT OF SALEAgreement of Sale • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
AGREEMENT OF SALE, made as of the 15th day of March 2011 (this “Agreement”), among Specialty Beverage and Supplement Inc. (SBSI), a Nevada corporation, having an address at 836 Grundy Avenue Holbrook, NY 11741 (“Purchaser”), Duncan Weir (“Duncan”), (collectively, the “Sellers”) and Graphic Gorilla LLC a New York limited liability company having an address at 100-A Knickerbocker Avenue, Bohemia, NY 11716 (“Company”).
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • Nevada
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is entered into as of this 13th day of May, 2011, by and between Ivona Janieszewski (“Buyer”) and Mojo Ventures, Inc. (“Seller”).
SELECT-SALES & MARKETING GROUP National Brokerage Consultant AgreementNational Brokerage Consultant Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • Arkansas
SPECIALTY BEVERAGE AND SUPPLEMENT, INC. 9% CONVERTIBLE SUBORDINATED DEBENTURE DUE FEBRUARY 27, 2012Mojo Ventures, Inc • May 18th, 2011 • Retail-retail stores, nec • New York
THIS CONVERTIBLE SUBORDINATED DEBENTURE is one of a series of duly authorized and validly issued 9% Convertible Subordinated Debentures of Specialty Beverage and Supplement, Inc., a Nevada corporation (the “Company”), having its principal place of business at 836 Grundy Avenue, Holbrook, NY 11741, designated as its 9% Convertible Subordinated Debenture due February 27, 2012 (the “Subordinated Debenture”). This Debenture is one of a series of 9% Convertible Subordinated Debenture with an aggregate principal amount of up to Four Million and no/100 dollars ($4,000,000).
STANDARD FORM OF STORE LEASE The Real Estate Board of New York, Inc.Store Lease • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec
which Tenant agrees to pay in lawful money of the United States which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, in equal monthly installments in advance on the first day of each month during said term, at the office of Owner or such other place as Owner may designate, without any set off or deduction whatsoever, except that Tenant shall pay the first monthly installment(s) on the execution hereof (unless this lease be a renewal).
