Drinks Americas Holdings, Ltd Sample Contracts

Drinks Americas Holdings, Ltd – CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF DRINKS AMERICAS HOLDINGS, LTD. (Pursuant to Section 242 of the Delaware General Corporation Law) (September 16th, 2014)

Drinks Americas Holdings, Ltd., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”) hereby certifies as follows:

Drinks Americas Holdings, Ltd – State of Delaware Secretary of State Division of Corporations Delivered 04:26 PM 08/21/2014 FILED 04:26 PM 08/21/2014 SRV 141097449 – 3925963 FILE (August 25th, 2014)
Drinks Americas Holdings, Ltd – Certificate of Amendment of Certificate of Incorporation of Drinks Americas Holdings, Ltd. (Pursuant to Section 242 of the Delaware General Corporation Law) (August 25th, 2014)

Drinks Americas Holdings, Ltd., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”) hereby certifies as follows:

Drinks Americas Holdings, Ltd – Contract (June 18th, 2014)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – JUDGMENT PURCHASE AGREEMENT (June 18th, 2014)

This Judgment Purchase Agreement (this “Agreement”) is made June 12, 2014, by and between Drinks Americas Holdings, Ltd., a Delaware corporation (“Purchaser”, “DKAM”, or the “Company”), and IBC Funds LLC, a Nevada limited liability company (“Seller”), collectively the “Parties,” or individually a “Party.”

Drinks Americas Holdings, Ltd – Contract (March 12th, 2014)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – Contract (March 12th, 2014)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – FIRST AMENDMENT TO CONVERTIBLE PROMISSORY NOTE (March 12th, 2014)

THIS IS AMENDMENT (the “Amendment") being executed and delivered by and between Drinks Americas Holdings, Ltd., a Delaware corporation ("Drinks"), and IBC Funds LLC ("IBC"), and dated as of March 6, 2014 (the “Amendment Date”) in order to amend that certain 8% Convertible Unsecured Promissory Note due as of May 1, 2013.

Drinks Americas Holdings, Ltd – FIRST AMENDMENT TO CONVERTIBLE PROMISSORY NOTE (March 12th, 2014)

THIS IS AMENDMENT (the “Amendment") being executed and delivered by and between Drinks Americas Holdings, Ltd., a Delaware corporation ("Drinks"), and IBC Funds LLC ("IBC"), and dated as of March 11, 2014 (the “Amendment Date”) in order to amend that certain 8% Convertible Unsecured Promissory Note due as of May 1, 2013.

Drinks Americas Holdings, Ltd – SETTLEMENT AGREEMENT AND STIPULATION (March 11th, 2014)

THIS SETTLEMENT AGREEMENT and STIPULATION dated as of March __, 2014 by and between Drinks Americas Holdings, Ltd. (“Drinks” or the “Company”), a corporation formed under the laws of the State of Delaware, and IBC Funds, LLC (“IBC”), a Nevada Limited Liability Company.

Drinks Americas Holdings, Ltd – IN THE CIRCUIT COURT IN THE TWELFTH JUDICIAL CIRCUIT IN AND FOR SARASOTA COUNTY, FLORIDA (March 11th, 2014)

This matter having come on for a hearing on the 7th day of March, 2014, to approve the Settlement Agreement entered into as of March 6, 2014 between Plaintiff, IBC Funds, LLC (“Plaintiff”) and Defendant, Drinks Americas Holdings, Ltd. (“Defendant” and collectively with Plaintiff, the “Parties”), and the Court having held a hearing as to the fairness of the terms and conditions of the Settlement Agreement and Stipulation and being otherwise fully advised in the premises, the Court hereby finds as follows:

Drinks Americas Holdings, Ltd – SECOND AMENDMENT TO CONVERTIBLE PROMISSORY NOTES (February 26th, 2014)

THIS IS AMENDMENT (the “Amendment") being executed and delivered by and between Drinks Americas Holdings, Ltd., a Delaware corporation ("Drinks"), and IBC Funds LLC ("IBC"), and dated as of February 24, 2014 (the “Amendment Date”) in order to amend:

Drinks Americas Holdings, Ltd – Contract (January 17th, 2014)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – Contract (January 17th, 2014)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – Contract (January 17th, 2014)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – Contract (January 17th, 2014)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – Contract (January 15th, 2014)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – FIRST AMENDMENT TO (January 15th, 2014)

THIS IS AMENDMENT (the “Amendment") being executed and delivered by and between Drinks Americas Holdings, Ltd., a Delaware corporation ("Drinks"), and IBC Funds LLC ("IBC"), and dated as of January 9, 2014 (the “Amendment Date”) in order to amend:

Drinks Americas Holdings, Ltd – FIRST AMENDMENT TO CONVERTIBLE PROMISSORY NOTE (August 15th, 2013)

THIS IS AMENDMENT (the “Amendment") being executed and delivered by and between Drinks Americas Holdings, Ltd., a Delaware corporation ("Drinks"), and IBC Funds LLC ("IBC"), and dated as of August 8, 2013 (the “Amendment Date”) in order to amend that certain 8% Convertible Unsecured Promissory Note dated as of November 1, 2012.

Drinks Americas Holdings, Ltd – Contract (August 15th, 2013)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – IN THE CIRCUIT COURT OF THE TWELFTH JUDICIAL CIRCUIT IN AND FOR SARASOTA COUNTY, FLORIDA (August 1st, 2013)

THIS MATTER having come on for a hearing on the 26th day of July, 2013 to approve the Settlement Agreement entered into as of July 25, 2013 between Plaintiff, IBC Funds, LLC (“Plaintiff”) and Defendant, Drinks America Holdings, Ltd. (“Defendant”) and collectively with Plaintiff, (“the parties”), and the court having held a hearing as to the fairness of the terms and conditions of the settlement agreement and being otherwise fully advised in the premises, the court hereby finds as follows:

Drinks Americas Holdings, Ltd – SETTLEMENT AGREEMENT AND RELEASE (August 1st, 2013)

THIS SETTLEMENT AGREEMENT AND RELEASE (this “Agreement”) is dated as of July 25, 2013 and is made by and between IBC Funds, LLC (“IBC”), a Nevada LLC and Drinks America Holdings, Ltd., a Delaware Corporation (“Drinks”).

Drinks Americas Holdings, Ltd – Contract (June 4th, 2013)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – Contract (June 4th, 2013)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.  THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Drinks Americas Holdings, Ltd – AMENDED AND RESTATED BY LAWS OF DRINKS AMERICAS HOLDINGS, LTD. (a Delaware corporation) (March 11th, 2013)
Drinks Americas Holdings, Ltd – AMENDMENT NO. 2 – LICENSE AGREEMENT (September 5th, 2012)

Amendment No. 2, dated as of August 30, 2012 (“Amendment”), to the License Agreement by and among Worldwide Beverage Imports, LLC (“WBI”) and Drinks Americas Holdings, LTD. (“Drinks”) dated June 27, 2011 (the “Original License Agreement”) and, as amended hereby, the “Agreement”).  Capitalized terms used but not defined herein have the meanings given to them in the Original License Agreement.

Drinks Americas Holdings, Ltd – DRINKS AMERICAS HOLDINGS, LTD. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES D PREFERRED STOCK (September 5th, 2012)
Drinks Americas Holdings, Ltd – DRINKS AMERICAS HOLDINGS, LTD. 2012 INCENTIVE STOCK OPTION PLAN (August 16th, 2012)

This Drinks Americas Holdings, Ltd. 2012 Incentive Stock Option Plan (the "Plan") is designed to retain directors, executives and selected employees and consultants and reward them for making major contributions to the success of the Company.  These objectives are accomplished by making long-term incentive awards under the Plan thereby providing Participants with a proprietary interest in the growth and performance of the Company.

Drinks Americas Holdings, Ltd – Drinks Americas Enters Into Letter of Intent to Purchase Worldwide Beverage Imports, LLC (May 31st, 2012)

RIDGEFIELD, CT, (DATE - PRNEWSWIRE) – Drinks Americas Holdings, Ltd., (“Drinks”) (OTCBB: DKAM), a leading developer and marketer of beverage products, announced today that it has entered into a letter of intent regarding the acquisition of Worldwide Beverage Imports, LLC (“WBI”) for approximately 1,000,000 shares of common stock of the Company in exchange for the assignment and assumption of the contract and sale rights to WBI’s licensed brands, WBI’s sales rights in California (the only territory not currently included in Drinks distribution agreement), WBI’s lease for warehouse facilities and a right of first refusal to purchase the assets of Fabrica de Tequilas Finos, S.A. de C.V. and Cerveceria Mexicana, S. de R.L. de C.V. and Cerveceria Azteca, S. de R.L. de C.V.

Drinks Americas Holdings, Ltd – Certificate of Amendment of Certificate of Incorporation of Drinks Americas Holdings, Ltd. (Pursuant to Section 242 of the Delaware General Corporation Law) (December 27th, 2011)

Drinks Americas Holdings, Ltd., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”) hereby certifies as follows:

Drinks Americas Holdings, Ltd – December 13, 2011 Carman Lehnhof Israelsen LLP Attn: Jonathan K. Hansen, Esq. 4626 N. 300 W., Suite 160 Provo, Utah 84604 Re: Escrow Instructions DKAM Issued Stock | Forbearance Agreement (December 20th, 2011)

These escrow instructions (“Escrow Instructions”) are submitted on behalf of St George Investments LLC, an Illinois limited liability company (“Holder”) and Drinks Americas Holdings, Ltd., a Delaware Corporation (“Issuer”) (Holder and Issuer are collectively referred to herein as the “Parties”) in connection with that certain Forbearance Agreement (“Forbearance Agreement”) between Issuer and Holder dated of even date herewith. Capitalized terms not defined herein shall have the same meaning as set forth in the Forbearance Agreement.

Drinks Americas Holdings, Ltd – IRREVOCABLE INSTRUCTIONS TO TRANSFER AGENT (December 20th, 2011)

Reference is made to that certain Debenture dated as of June 18, 2009 (the “Debenture”), made by Drinks Americas Holdings, Ltd., a Delaware corporation (the “Company”), pursuant to which the Company agreed to pay to St George Investments LLC, an Illinois limited liability company, its successors and/or assigns (the “Holder”), the aggregate sum of $4,000,000.00 plus interest, fees, and collection costs.  The Debenture was issued pursuant to that certain Securities Purchase Agreement dated as of the date of the Debenture by and between the Company and the Holder (the “Purchase Agreement” and together with the Debenture and all other documents entered into in conjunction therewith, including any amendments, waivers, or prior forbearance agreements, the “Loan Documents”).  Pursuant to the terms of the Debenture, at the option of the Holder, the Debenture may be converted into shares of the common stock, par value $0.001 per share, of the Company (the “Common Stock”) (the shares of Common S

Drinks Americas Holdings, Ltd – FORBEARANCE AGREEMENT (December 20th, 2011)

This Forbearance Agreement (this “Agreement”) is entered into as of December 13, 2011, by and between St George Investments LLC, an Illinois limited liability company, its successors or assigns (“Lender”), and Drinks Americas Holdings, Ltd., a Delaware corporation (“Borrower”).

Drinks Americas Holdings, Ltd – UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION (December 20th, 2011)

Pursuant to 735 ILCS 5/2-1301(c) and the affidavit of counsel for St George Investments LLC, an Illinois limited liability company, its successors or assigns (“Plaintiff”), the Court hereby enters judgment against Drinks Americas Holdings, Ltd, a Delaware corporation (“Defendant”), as follows:

Drinks Americas Holdings, Ltd – AMENDMENT NO. 1 STOCK PURCHASE AGREEMENT (November 4th, 2011)

Amendment No. 1, dated as of November 1, 2011 (“Amendment”), to the Stock Purchase Agreement by and among Drinks Americas Holdings, LTD. (“Drinks”) and Worldwide Beverage Imports, LLC. (“WBI”) dated June 27, 2011 (the “Original Agreement” and, as amended hereby, the “Agreement”). Capitalized terms used but not defined herein have the meanings given to them in the Original Agreement.