CASTLE BRANDS INC. 5% Subordinated Convertible Notes Due 2018 PURCHASE AGREEMENTDue 2018 Purchase Agreement • October 25th, 2013 • Castle Brands Inc • Beverages • New York
This 5% Subordinated Convertible Note Purchase Agreement (the “Agreement”) is made as of October 21, 2013 by and among Castle Brands Inc., a Florida corporation (the “Issuer”), and each person or entity named on the Schedule of Purchasers hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
FOURTH AMENDMENT, WAIVER AND CONSENT TO THE LOAN AND SECURITY AGREEMENT BETWEEN CASTLE BRANDS INC., CASTLE BRANDS (USA) CORP. AND KELTIC FINANCIAL PARTNERS II, LP DATED AS OF AUGUST 19, 2011Loan and Security Agreement • October 25th, 2013 • Castle Brands Inc • Beverages • New York
CASTLE BRANDS INC., a corporation organized under the laws of the State of Florida (“CBI”) and CASTLE BRANDS (USA) CORP. a corporation organized under the laws of the State of Delaware (“CBUSA”) (individually and collectively, “Borrower”) and KELTIC FINANCIAL PARTNERS II, LP, a Delaware limited partnership (“Lender”), are parties to a Loan and Security Agreement dated as of August 19, 2011, as amended by a First Amendment dated as of July 23, 2012, by a Second Amendment dated as of March 11, 2013, and by a Third Amendment dated as of August 7, 2013 (as so amended, the “Credit Agreement”), in connection with which Borrower delivered an Amended and Restated Revolving Credit Note dated March 11, 2013 in a maximum principal amount of $8,000,000 (the “Revolving Credit Note”), an Amended and Restated Term Note dated August 7, 2013 in the original principal amount of $4,000,000 (the “Term Note”), a Subordination Agreement dated August 7, 2013 between Lender and the parties executing the same
REAFFIRMATION AGREEMENTReaffirmation Agreement • October 25th, 2013 • Castle Brands Inc • Beverages • New York
THIS REAFFIRMATION AGREEMENT (this “Agreement”) is made as of October 21, 2013, by the undersigned in favor of KELTIC FINANCIAL PARTNERS II, LP (“Lender”).
