0001493152-21-017988 Sample Contracts

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 28th, 2021 • Rci Hospitality Holdings, Inc. • Retail-eating places • Texas

This Asset Purchase Agreement (the “Agreement”) is made and entered into this 23rd day of July, 2021 (the “Effective Date”), by and among Stout Restaurant Concepts, LLC, a Colorado limited liability company (the “Seller”), HWL-3 LLLP, a Colorado limited liability limited partnership (“HWL”), Family Dog LLC, a Colorado limited liability company (“Family Dog” and, together with the Seller and HWL, the “Seller Group”), 1443 Stout, Inc., a Colorado corporation (the “Purchaser”) Big Sky Hospitality Holdings, Inc., a Texas corporation (“Big Sky”) and RCI Hospitality Holdings, Inc., a Texas corporation (“Rick’s” and, together with the Purchaser and Big Sky, the “Purchaser Group”). The Seller, Family Dog, HWL, the Purchaser, Big Sky and Rick’s are sometimes hereinafter collectively referred to as the “Parties” or individually as a “Party.” A reference to the Seller Group or the Purchaser Group is a reference to each Party that comprises such group.

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • July 28th, 2021 • Rci Hospitality Holdings, Inc. • Retail-eating places • Texas

This Stock Purchase Agreement (the “Agreement”) is made and entered into this 23rd day of July, 2021 (the “Effective Date”), by and among: HWL-3 LLLP, a Colorado limited liability limited partnership (the “Seller”); Family Dog LLC, a Colorado limited liability company (“Family Dog” and, together with HWL, the “Seller Group”); 200 Riverside, Inc., a Maine corporation (the “Purchaser”); Big Sky Hospitality Holdings, Inc., a Texas corporation (“Big Sky”); and RCI Hospitality Holdings, Inc., a Texas corporation (“Rick’s” and, together with the Purchaser, the “Purchaser Group”). The Seller, Family Dog, the Purchaser, Big Sky, and Rick’s are sometimes hereinafter collectively referred to as the “Parties” or individually as a “Party.” A reference to the Seller Group or the Purchaser Group is a reference to each Party that comprises such group.

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 28th, 2021 • Rci Hospitality Holdings, Inc. • Retail-eating places • Texas

This Asset Purchase Agreement (the “Agreement”) is made and entered into this 23rd day of July, 2021 (the “Effective Date”), by and among OG1, LLC, a Colorado limited liability company (the “Seller”), and 1601West Evans, Inc. (the “Purchaser”). The Seller and the Purchaser are sometimes hereinafter collectively referred to as the “Parties” or individually as a “Party.”

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 28th, 2021 • Rci Hospitality Holdings, Inc. • Retail-eating places • Texas

This Asset Purchase Agreement (the “Agreement”) is made and entered into this 23rd day of July, 2021 (the “Effective Date”), by and among Market Entertainment Inc., a Kentucky corporation (the “Seller”), and 227 East Market, Inc., a Kentucky corporation (the “Purchaser”). The Seller and the Purchaser are sometimes hereinafter collectively referred to as the “Parties” or individually as a “Party.”

REAL ESTATE PURCHASE AND SALE AGREEMENT
Real Estate Purchase and Sale Agreement • July 28th, 2021 • Rci Hospitality Holdings, Inc. • Retail-eating places • Colorado

THIS REAL ESTATE PURCHASE AND SALE AGREEMENT (“Agreement”) is made and entered into effective as of the 23rd day of July, 2021 (the “Effective Date”), by and between each selling owner identified in the signature blocks to this Agreement and on Exhibit A attached hereto (collectively, “Seller(s)”), and RCI HOLDINGS, INC., a Texas corporation (“Purchaser”).

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