0001437749-18-003518 Sample Contracts

Royal Hawaiian Orchards L.P. To Sell its Brands and Macadamia Snack Business
Royal Hawaiian Orchards, L.P. • February 28th, 2018 • Agricultural production-crops

HILO, HI, February 28, 2018 – Royal Hawaiian Orchards, L.P. (the “Partnership”) (OTCQX: NNUTU), has entered into a definitive agreement through its wholly-owned subsidiary, Royal Hawaiian Macadamia Nut, Inc. (“Royal”), to sell its brands and macadamia snack business to MacFarms, LLC (“MacFarms”). MacFarms will acquire all assets currently owned by Royal that are used in the marketing and retail sale of macadamia nuts under Royal’s trademark and trade-name brands, including but not limited to the Royal Hawaiian Orchards brand, for 11,220,242 fully paid ordinary shares, approximately 13% of the shares outstanding, in Buderim Group Limited (ASX:BUG), the parent company of MacFarms. The Partnership will also enter into a supply agreement to sell kernel at international prices as well as agreements to process each other’s wet-in-shell nuts as needed and to explore joint investment in a processing facility in Hawaii.

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Asset Purchase Agreement
Asset Purchase Agreement • February 28th, 2018 • Royal Hawaiian Orchards, L.P. • Agricultural production-crops • Hawaii

This Macadamia Nut Processing Agreement (“Agreement”) is made effective as of ________________, 2018 (“Effective Date”) by and between MacFarms, LLC, a Hawaii limited liability company (“MacFarms”), and Royal Hawaiian Orchards, L.P., a Delaware limited partnership (“RHO”). In this Agreement, MacFarms and RHO may sometimes collectively be referred to as the “Parties” and individually as a “Party.”

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