ContractWarrant Agreement • August 21st, 2018 • Youngevity International, Inc. • Retail-catalog & mail-order houses • Delaware
NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY OTHER SECURITIES LAWS (THE “ACTS”). NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK PURCHASABLE HEREUNDER MAY BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THIS WARRANT OR COMMON STOCK PURCHASABLE HEREUNDER, AS APPLICABLE, UNDER THE ACTS, OR (B) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACTS.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 21st, 2018 • Youngevity International, Inc. • Retail-catalog & mail-order houses
This Agreement is made pursuant to the Share Purchase Agreement, dated as of the date hereof, between the Company and the Investors (the “Purchase Agreement”).
July 31, 2018 CONFIDENTIAL Dave Briskie Youngevity International, Inc. Chula Vista, CA 91914 Dear Mr. Briskie:Youngevity International, Inc. • August 21st, 2018 • Retail-catalog & mail-order houses • New York
This letter (the "Agreement") confirms Corinthian Partners, LLC ("CP") engagement as an exclusive placement agent for Youngevity International, Inc. (“Youngevity”), a Delaware corporation, in connection with the proposed Capital Raise (the ''Offering") of up to Three Million dollars ($3,000,000), or more as agreed, of the Company's securities (the "Securities") as outlined in the Convertible Preferred Stock Term Sheet, Share Purchase Agreement, and associated documents dated on or about August 1, 2018 (the "Term Sheet"). It is anticipated that the Securities will be sold only to "accredited investors" (the "Investors"), as such term is defined in Rule 501(a) of Regulation D, promulgated under the United States Securities Act of 1933, as amended, pursuant to an exemption from registration under Rule 506 of Regulation D.
YOUNGEVITY INTERNATIONAL, INC. SHARE PURCHASE AGREEMENTShare Purchase Agreement • August 21st, 2018 • Youngevity International, Inc. • Retail-catalog & mail-order houses • New York
August , 2018, among Youngevity International, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
