SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 5th, 2022 • Kona Gold Beverage, Inc. • Beverages • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 3, 2022, is between KONA GOLD BEVERAGE, INC., a company incorporated under the laws of the State of Delaware, with principal executive offices located at 746 North Drive – Suite A, Melbourne, Florida 32934 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer”; and, collectively, the “Buyers”).
SECURITY AGREEMENTSecurity Agreement • May 5th, 2022 • Kona Gold Beverage, Inc. • Beverages • New York
THIS SECURITY AGREEMENT (the “Agreement”) is entered into as of May 3, 2022, by and among KONA GOLD BEVERAGE, INC. (formerly known as Kona Gold Solutions, Inc.) (the “Company”), a Delaware corporation, KONA GOLD, LLC (“KG”), a Delaware limited liability company, GOLD LEAF DISTRIBUTION LLC (“GL”), a Florida limited liability company, HIGHDRATE, LLC (“HD”), Florida limited liability company, S AND S BEVERAGE, INC. (“S&S”), a Wisconsin corporation (KG, GL, HD and S&S are collectively referred to as the “Guarantors,” and together with the Company, the “Grantors”) in favor of YA II PN, LTD. (the “Secured Party”), a Cayman Island exempted company.
GLOBAL GUARANTY AGREEMENTGlobal Guaranty Agreement • May 5th, 2022 • Kona Gold Beverage, Inc. • Beverages
This GLOBAL GUARANTY AGREEMENT (the “Guaranty”) is made as of May 3, 2022, by and among KONA GOLD, LLC (“KG”), a Delaware limited liability company, GOLD LEAF DISTRIBUTION LLC (“GL”), a Florida limited liability company, HIGHDRATE, LLC (“HD”), a Florida limited liability company, and S AND S BEVERAGE, INC. (“S&S”), a Wisconsin corporation (KG, GL, HD, and S&S are collectively referred to as the “Guarantors”), in favor of YAII PN, LTD. (the “Investor”) with respect to all obligations of KONA GOLD BEVERAGE, INC. f/k/a/ KONA GOLD SOLUTIONS, INC. (the “Company”), a Delaware corporation, owes to the Investor. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Securities Purchase Agreement (as defined below), as applicable.
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • May 5th, 2022 • Kona Gold Beverage, Inc. • Beverages
This INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of May 3, 2022, is made by KONA GOLD BEVERAGE, INC., a Delaware corporation (the “Company”), KONA GOLD, LLC (“KG”), a Florida limited liability company, HIGHDRATE, LLC (“HD”), a Florida limited liability company, GOLD LEAF DISTRIBUTION LLC (“GLD”), a Florida limited liability company, and S AND S BEVERAGE, INC. (“S&S”), a Wisconsin corporation (collectively, “Grantors” and each a “Grantor”), in favor of YA II PN, LTD. (the “Secured Party”), a Cayman Island exempted company.
