CONSENT, WAIVER AND MODIFICATION AGREEMENTConsent, Waiver and Modification Agreement • September 24th, 2015 • Be Active Holdings, Inc. • Ice cream & frozen desserts • New York
This Consent, Waiver and Modification Agreement (“Agreement”) is made and entered into as of September 21, 2015, by and among Be Active Holdings Inc., a Delaware corporation (the “Company”), and the parties identified on the signature page hereto (each a “Purchaser” and collectively, “Purchasers”). Capitalized terms used but not defined herein will have the meanings assigned to them in each of the February 2014 Securities Purchase Agreements, December 2014 Securities Purchase Agreements, February 2014 Transaction Documents and December 2014 Transaction Documents (all as defined below).
ALLONGE NO. 1 TO SECURED NOTE ISSUED DECEMBER 31, 2014Be Active Holdings, Inc. • September 24th, 2015 • Ice cream & frozen desserts
This Allonge No. 1 to Secured Note (“Allonge”) is made as of this 21st day of September, 2015, by Be Active Holdings, Inc., a Delaware corporation (“Borrower”) to Sandor Capital Master Fund (“Lender”). This Allonge is being issued pursuant to a Consent, Waiver and Modification Agreement dated on or about the date of this Allonge, the terms of which are incorporated herein by this reference. Reference is hereby made to that certain Secured Note issued by Borrower to Lender dated December 31, 2014 (“Note”). Capitalized terms used in this Allonge not otherwise defined herein shall have the meanings ascribed to such terms in the Note. Except as amended hereby, the terms of the Note remain as originally stated.
