SECURED PROMISSORY NOTESecured Promissory Note • May 4th, 2023 • Rocky Mountain Chocolate Factory, Inc. • Sugar & confectionery products
THIS SECURED PROMISSORY NOTE IS SUBJECT TO A RIGHT OF OFFSET DESCRIBED WITHIN THAT CERTAIN ASSET PURCHASE AGREEMENT OF EVEN DATE HEREWITH BETWEEN MAKER AND HOLDER AND THE AMOUNT(S) PAYABLE HEREUNDER IS SUBJECT TO SUCH OFFSET RIGHT.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 4th, 2023 • Rocky Mountain Chocolate Factory, Inc. • Sugar & confectionery products • Delaware
PLEDGE AGREEMENTPledge Agreement • May 4th, 2023 • Rocky Mountain Chocolate Factory, Inc. • Sugar & confectionery products • Delaware
THIS PLEDGE AGREEMENT (this “Pledge Agreement”), dated as of May 1, 2023, is made and entered into by and between U-Swirl International, Inc., a Nevada corporation (the “Pledgee”), Bob Partners X, LLC, a Delaware limited liability company (the “Pledgor 1”), and Kishan Patel, Nimesh Dahya, Nealesh Dahya, Sanjay Patel, Ravi Patel and Mina Yu (collectively “Pledgor 2”), and U Swirl, LLC, a Delaware limited liability company (“Buyer” and, together with Pledgor 1 and Pledgor 2, collectively, the “Pledgors”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement (as defined below).
SECURITY AGREEMENTSecurity Agreement • May 4th, 2023 • Rocky Mountain Chocolate Factory, Inc. • Sugar & confectionery products
THIS SECURITY AGREEMENT (this “Agreement”), dated as of May 1, 2023 (the “Effective Date”), is made by and among U-SWIRL INTERNATIONAL, INC., a Nevada corporation (“Creditor”), BOB PARTNERS X, LLC, a Delaware limited liability company (“Partners”), U SWIRL, LLC, a Delaware limited liability company (“U-Swirl”), U SWIRL FRANCHISING LLC, a Delaware limited liability company (“Franchising”), and U SWIRL GIFT CARD LLC, an Arizona limited liability company (“Gift Card” and, together with Franchising, U-Swirl and Partners, “Debtors”). Creditor and Debtors are referred to herein individually as a “Party” and collectively, “Parties”.
