0001415889-15-000086 Sample Contracts

NOTE PURCHASE AGREEMENT among YOUNGEVITY INTERNATIONAL, INC. and THE PURCHASERS LISTED ON EXHIBIT A Dated as of January [ ], 2015
Note Purchase Agreement • January 7th, 2015 • Youngevity International, Inc. • Retail-catalog & mail-order houses • New York

This SECURED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of January [ ], 2015 by and among Youngevity International, Inc., a Delaware corporation (the “Company”), and each of the Purchasers whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).

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Security Agreement • January 7th, 2015 • Youngevity International, Inc. • Retail-catalog & mail-order houses • New York
GUARANTY AGREEMENT
Guaranty Agreement • January 7th, 2015 • Youngevity International, Inc. • Retail-catalog & mail-order houses • New York

THIS GUARANTY AGREEMENT, dated as of January 6, 2015 (this “Guaranty”), made by Stephan Wallach ("Wallach" or together with any other individual or entity that may become a party hereto as provided herein, individually, a “Guarantor” and collectively the “Guarantors”), in favor of the Purchasers listed on Exhibit A (the "Purchasers") in that certain Note Purchase Agreement, dated January 6, 2015 (the “Note Purchase Agreement”) among the Purchasers and Youngevity International, Inc. (the "Company" or as sometimes referred to herein, as the "Borrower").

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