RECITALSConsulting Agreement • November 10th, 2003 • Nurescell Inc • Public warehousing & storage • Connecticut
RECITALSStock Option Agreement • February 11th, 1999 • Nurescell Inc • California
EXHIBIT 6.26License Agreement • November 20th, 2000 • Nurescell Inc • Public warehousing & storage • California
INDEMNIFICATION AGREEMENT ------------------------- This Agreement is made as of September 15, 1998, by and between NURESCELL, INC.; a Nevada corporation (the "Company"), and the undersigned, a director and/or officer of the Company ("Indemnitee"),...Indemnification Agreement • February 11th, 1999 • Nurescell Inc
EMPLOYMENT AGREEMENT (PRESIDENT)Employment Agreement • July 12th, 2000 • Nurescell Inc • Public warehousing & storage • California
RECITALSSecurities Purchase Agreement • July 12th, 2000 • Nurescell Inc • Public warehousing & storage • Delaware
CONSULTING AGREEMENTConsulting Agreement • August 16th, 1999 • Nurescell Inc • Public warehousing & storage • California
EMPLOYMENT AGREEMENT (PRESIDENT)Employment Agreement • November 10th, 1999 • Nurescell Inc • Public warehousing & storage • California
Exhibit 6.25Investment Agreement • November 20th, 2000 • Nurescell Inc • Public warehousing & storage • California
EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "AGREEMENT") is made and entered into as of December 15, 1999, between Nurescell Inc., a Nevada corporation (the "COMPANY"), and the Purchaser named on the signature...Registration Rights Agreement • February 14th, 2000 • Nurescell Inc • Public warehousing & storage • Delaware
EXHIBIT 6.18 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "AGREEMENT") is made and entered into as of February 8, 2000, between Nurescell Inc., a Nevada corporation (the "COMPANY"), and the Purchaser named on the signature...Registration Rights Agreement • July 12th, 2000 • Nurescell Inc • Public warehousing & storage • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 20th, 2007 • House of Taylor Jewelry, Inc. • Jewelry, silverware & plated ware • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this ___ day of ____________, 2007 by and among House of Taylor Jewelry, a Nevada corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”). Capitalized terms have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
PURCHASE AGREEMENTPurchase Agreement • August 20th, 2007 • House of Taylor Jewelry, Inc. • Jewelry, silverware & plated ware • New York
THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 17th day of August, 2007 by and among House of Taylor Jewelry, Inc., a Nevada corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 9th, 2006 • House of Taylor Jewelry, Inc. • Jewelry, silverware & plated ware • New York
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May __, 2006, by and among House of Taylor Jewelry, Inc., a Nevada corporation, with headquarters located at 9200 Sunset Boulevard, Suite 425, West Hollywood, CA 90069, (the "Company"), and the undersigned buyers (each, a "Buyer", and collectively, the "Buyers").
ARTICLE I CONVERSION OF NURESCELL DEBT AND RELATED MATTERSRestructure Agreement • March 24th, 2003 • Nurescell Inc • Public warehousing & storage • California
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 16th, 2006 • House of Taylor Jewelry, Inc. • Jewelry, silverware & plated ware • New York
SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of May 5, 2006, by and among House of Taylor Jewelry, Inc., a Nevada corporation, with headquarters located at 9200 Sunset Blvd., Suite 425, West Hollywood, California 90069 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").
SECURITY AGREEMENTSecurity Agreement • May 9th, 2006 • House of Taylor Jewelry, Inc. • Jewelry, silverware & plated ware • New York
SECURITY AGREEMENT, dated as of May __, 2006 (this "Agreement") made by House of Taylor Jewelry, Inc., a Nevada corporation (the "Company"), and the undersigned subsidiaries of the Company (each a "Grantor" and collectively and together with the Company the "Grantors"), in favor of Castlerigg Master Investments Ltd., a company organized under the laws of the British Virgin Islands, in its capacity as collateral agent (in such capacity, the "Collateral Agent") for the "Buyers" (as defined below) party to the Securities Purchase Agreement, dated as of even date herewith (as amended, restated or otherwise modified from time to time, the "Securities Purchase Agreement").
NATIONAL CAPITAL MERCHANT GROUP, LTD. SUITE 61, GROSVENOR CLOSE SHIRLEY STREET - P.O. BOX N-7521 NASSAN, BAHAMASInvestment Banking Services Agreement • August 16th, 1999 • Nurescell Inc • Public warehousing & storage
CONSULTING AGREEMENT This Agreement, by and between Dr. Robert Merriman, Consultant and Nurescell Inc. a Nevada Corporation. Client will delineate the terms agreed upon between Consultant and Client whereby Consultant will perform certain duties for...Consulting Agreement • July 12th, 2000 • Nurescell Inc • Public warehousing & storage
This Agreement, by and between Dr. Robert Merriman, Consultant and Nurescell Inc. a Nevada Corporation. Client will delineate the terms agreed upon between Consultant and Client whereby Consultant will perform certain duties for and on behalf of Client over the term of the agreement as required by Client, and to the satisfaction of the Client.
SCOPE OF WORKLetter of Understanding • May 4th, 1999 • Nurescell Inc • Public warehousing & storage
EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 1999 • Nurescell Inc
PLEDGE AGREEMENTPledge Agreement • May 9th, 2006 • House of Taylor Jewelry, Inc. • Jewelry, silverware & plated ware • Delaware
PLEDGE AGREEMENT (this “Agreement”), dated as of May __, 2006, made by each entity listed as a pledgor on the signature pages hereto (each a “Pledgor” and collectively, the “Pledgors”), in favor of CASTLERIGG MASTER INVESTMENTS LTD., a company organized under the laws of the British Virgin Islands, in its capacity as collateral agent (in such capacity, the "Collateral Agent") for the "Buyers" (as defined below) party to the Securities Purchase Agreement, dated as of even date herewith (as amended, restated or otherwise modified from time to time, the "Securities Purchase Agreement") (together with its successors, transferees and assigns, the “Investor”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 26th, 2005 • Nurescell Inc • Public warehousing & storage • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made between House of Taylor Jewelry, Inc., a California corporation (“Company”), and Monty Abramov (“Executive”) as of May 20, 2005.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 18th, 2007 • House of Taylor Jewelry, Inc. • Jewelry, silverware & plated ware • Connecticut
This LOAN AND SECURITY AGREEMENT is dated as of October 11, 2007 and agreed to by and between HOUSE OF TAYLOR JEWELRY, INC., a Nevada corporation (“Borrower”), any other Credit Party executing this Agreement, and NEW STREAM SECURED CAPITAL, L.P., a Delaware limited partnership (“Lender”).
REVOLVING CREDIT NOTECredit Note • October 18th, 2007 • House of Taylor Jewelry, Inc. • Jewelry, silverware & plated ware
For value received, the receipt and sufficiency of which are hereby acknowledged, HOUSE OF TAYLOR JEWELRY, INC., a Nevada corporation (“Borrower”), hereby promises to pay to the order of NEW STREAM SECURED CAPITAL, L.P., a Delaware limited partnership (“Lender”) at its offices located at 38C Grove Street, Ridgefield, Connecticut 06877, or at such other place as Lender may designate from time to time in writing, in lawful money of the United States of America and in immediately available funds, the amount of TWENTY-FIVE MILLION DOLLARS and NO CENTS ($25,000,000), or such greater or lesser amount as shall be advanced by Lender from time to time, together with interest on the unpaid balance of such amount from the date of the initial Revolving Credit Advance. This Note is the Revolving Credit Note issued under the Loan and Security Agreement among Borrower, the other Credit Party signatories thereto and Lender of even date herewith (said agreement, as the same may be amended, restated or
ContractHouse of Taylor Jewelry, Inc. • October 18th, 2007 • Jewelry, silverware & plated ware • Delaware
THIS WARRANT WAS ORIGINALLY ISSUED ON OCTOBER [__] , 2007, AND SUCH ISSUANCE WAS NOT REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY COMPARABLE STATE SECURITIES LAWS. NEITHER THIS WARRANT NOR ANY OF THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF UNLESS THE SAME IS REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAWS OR UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE AND THE COMPANY HAS RECEIVED EVIDENCE OF SUCH EXEMPTION REASONABLY SATISFACTORY TO IT.
LICENSE AGREEMENTLicense Agreement • September 23rd, 2005 • House of Taylor Jewelry, Inc. • Public warehousing & storage • California
THIS LICENSE AGREEMENT (“Agreement”) is made and entered into this May __ 2005 among Interplanet Productions, Ltd. c/o Sterling/Winters Company, 10900 Wilshire Boulevard, 15th Floor, Los Angeles (“Licensor”), and House of Taylor Jewelry, Inc., a California corporation, 9200 Sunset Boulevard, Suite 425, West Hollywood, California 90069 (“Licensee” or “Company”):
June 29, 2005House of Taylor Jewelry, Inc. • July 13th, 2005 • Public warehousing & storage • California
This letter agreement is intended to set forth the terms and conditions of a proposed business relationship between Baguette World, a California corporation and Global Jewelry Concepts, Inc., a California corporation (“House of Taylor Jewelry”).
EXHIBIT 6.27Registration Rights Agreement • November 20th, 2000 • Nurescell Inc • Public warehousing & storage • California
AMENDMENT TO CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • June 27th, 2005 • House of Taylor Jewelry, Inc. • Public warehousing & storage
This Amendment to Convertible Promissory Note (the “Amendment”) is entered into on February __, 2005 (the “Effective Date”), by and between Triton Private Equities Fund, L.P. (“Payee”) and Nurescell Inc. (“Maker”).
TERMINATION NOTICETermination Notice • June 24th, 2008 • House of Taylor Jewelry, Inc. • Jewelry, silverware & plated ware
Exhibit 10Transaction Restructure Agreement • November 10th, 2003 • Nurescell Inc • Public warehousing & storage • California
LOCK-UP/LEAK-OUT AGREEMENT (Affiliate)Leak-Out Agreement • September 23rd, 2005 • House of Taylor Jewelry, Inc. • Public warehousing & storage
THIS AGREEMENT (the “Agreement”) is made this ____ day of May, 2005, by and among House of Taylor Jewelry, Inc., Inc. (“HOTJ”) and the undersigned stockholders of HOTJ (the “Stockholders”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed thereto in the Acquisition Agreement (as defined below).
RECITALSLicense Agreement • August 20th, 2001 • Nurescell Inc • Public warehousing & storage • California
SALE OF TECHNOLOGYSale of Technology • February 11th, 1999 • Nurescell Inc • Nevada
