EXHIBIT (10)(71)Debt Purchase Agreement • August 28th, 2012 • Attitude Drinks Inc. • Beverages • Connecticut
SC Advisors, Inc., (“Southridge”), submits this letter of engagement (the “Agreement”) setting forth the terms and conditions whereby Southridge will act as consultant for the Company (together with any affiliates, the “Company”) in advising the Company to explore, among other things, various options relating to (a) equity financing, (b) potential asset acquisitions, (c) corporate recapitalization, and (d) growth management strategies (collectively, such consulting services shall be referred to as the “Services”).
FORM OF FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • August 28th, 2012 • Attitude Drinks Inc. • Beverages
THIS FIRST AMENDMENT TO LEASE AGREEMENT (“this Amendment”) is made effective as of this 31st day of May, 2012 (“the Effective Date”), by and between RPBG1, LLC a Florida limited liability company (“Landlord”), and Attitude Drink Company, Inc., a Florida Limited Liability Corp. (“Tenant”).
FORM OF ASSIGNMENT AND ESCROW AGREEMENTForm of Assignment and Escrow Agreement • August 28th, 2012 • Attitude Drinks Inc. • Beverages • New York
This Assignment and Escrow Agreement (the “Agreement”), dated as of August 15, 2012, is being entered into among Attitude Drinks, Inc., a Delaware corporation (the “Company”), Alpha Capital Anstalt (the “Assignor”), Southridge Partners II LP (the “Assignee”) and Grushko & Mittman, P.C. (the “Escrow Agent”).
ALLONGE NO. 1 TO SECURED NOTE ISSUED FEBRUARY 22, 2012Attitude Drinks Inc. • August 28th, 2012 • Beverages
This Allonge No. 1 to Secured Note (“Allonge”) is made as of this 22th day of August, 2012, by Attitude Drinks Inc., a Delaware corporation (“Borrower”) to Alpha Capital Anstalt (“Lender”). Reference is hereby made to that certain Secured Note issued by Borrower to Lender dated February 22, 2012 (“Note”). Except as amended hereby, the terms of the Note remain as originally stated.
