2- 3 (d) CERTAIN ACTIONS PROHIBITED. The Company will not, by amendment of its charter or through any reorganization, transfer of assets, consolidation, merger, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to...Southwest Texas Packaged Ice Inc • July 29th, 1997 • Prepared fresh or frozen fish & seafoods • New York
I. DEFINITIONSStock Purchase Agreement • May 15th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Louisiana
3 4 order to protect the exercise privilege of the holder of this Warrant against dilution or other impairment, consistent with the tenor and purpose of this Warrant. Without limiting the generality of the foregoing, the Company (i) will not increase...Packaged Ice Inc • December 15th, 1997 • Prepared fresh or frozen fish & seafoods • Illinois
I. DEFINITIONSVoting Agreement • May 15th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Texas
1 EXHIBIT 4.4 SUPPLEMENTAL INDENTURE SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of October 23, 1997, among Central Arkansas Cold Storage- Texas, Inc. and Golden Eagle Ice-Texas, Inc. (the "New Subsidiary Guarantors"),...Supplemental Indenture • November 14th, 1997 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • New York
ARTICLE 2 REPRESENTATIONS AND WARRANTIES OF THE COMPANYSecurities Purchase Agreement • May 12th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods
AGREEMENT (PATENTS)Agreement • November 14th, 1997 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods
I. DEFINITIONSAgreement and Plan of Merger • May 15th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Florida
I. DEFINITIONSAsset Purchase Agreement • May 15th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Colorado
1 EXHIBIT 10.3 SECURITY AGREEMENT THIS SECURITY AGREEMENT dated as of April 30, 1998 among Reddy Ice Corporation, a Delaware corporation, Golden Eagle Ice- Texas, Inc., a Texas corporation, Packaged Ice Southeast, Inc. f/k/a Central Arkansas Cold...Security Agreement • May 12th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Illinois
RECITALSIndemnification Agreement • July 29th, 1997 • Southwest Texas Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Texas
BLUE STAR FOODS CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • February 15th, 2023 • Blue Star Foods Corp. • Prepared fresh or frozen fish & seafoods • New York
The undersigned, Blue Star Foods Corp., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Blue Star Foods Corp., the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the (“Underwriter”) as follows:
1 2 have been surrendered, the completed Exercise Agreement shall have been delivered, and payment shall have been made for such shares as set forth above. Certificates for the Warrant Shares so purchased, representing the aggregate number of shares...Packaged Ice Inc • December 15th, 1997 • Prepared fresh or frozen fish & seafoods • Illinois
ARTICLE IAsset Purchase Agreement • May 15th, 1997 • Van De Kamps Inc • Prepared fresh or frozen fish & seafoods • New York
1 EXHIBIT 10.2 SECURITY AGREEMENT THIS SECURITY AGREEMENT dated as of April 30, 1998 among Packaged Ice, Inc., a Texas corporation ("Debtor") and Antares Leveraged Capital Corp., a Delaware corporation (the "Secured Party"), as agent for the benefit...Security Agreement • May 12th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Illinois
I. DEFINITIONSAsset Purchase Agreement • March 30th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Texas
I. DEFINITIONSStock Purchase Agreement • May 15th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Alabama
EXHIBIT 99.1Subscription Agreement • September 5th, 2008 • Cape Cod Aquaculture • Prepared fresh or frozen fish & seafoods
Exhibit 10.32 THIRD AMENDMENT, dated as of September 25, 1997 (this "Third Amendment"), among: (i) VDK HOLDINGS, INC., a Delaware corporation ("Holdings"); (ii) VAN DE KAMP'S, INC., a Delaware corporation (the "Borrower"); (iii) the several lenders...Van De Kamps Inc • September 29th, 1997 • Prepared fresh or frozen fish & seafoods • New York
WHEREAS:Common Stock Purchase Agreement • June 28th, 2002 • Global Seafood Technologies Inc • Prepared fresh or frozen fish & seafoods • Nevada
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Blue Star Foods Corp.Blue Star Foods Corp. • August 10th, 2023 • Prepared fresh or frozen fish & seafoods • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Blue Star Foods Corp., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
December 2, 1997Letter Agreement • December 15th, 1997 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Illinois
ARTICLE I DEFINITIONSSecurity Agreement • November 14th, 1997 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Texas
1 EXHIBIT 10.24 PLEDGE AND SECURITY AGREEMENT THIS PLEDGE AND SECURITY AGREEMENT (this "AGREEMENT") is entered into as of September 15, 1997, by PACKAGED ICE, INC., a Texas corporation (the "PLEDGOR") in favor of THE FROST NATIONAL BANK, as Agent (in...Pledge and Security Agreement • November 14th, 1997 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Texas
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 12th, 2023 • Blue Star Foods Corp. • Prepared fresh or frozen fish & seafoods • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of _____, 2023, between Blue Star Foods Corp., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Exhibit 10.31 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as of November 1, 1996, by and between VAN DE KAMP'S, INC. (the "Company"), a Delaware corporation, and GREGORY L. SMITH (the "Employee"). W I T N E S S E T H: - - - - - - - - - - WHEREAS,...Employment Agreement • September 29th, 1997 • Van De Kamps Inc • Prepared fresh or frozen fish & seafoods • New York
EXHIBIT 10.9 FIRST AMENDMENT AND LIMITED WAIVER TO AMENDED AND RESTATED CREDIT AGREEMENT This First Amendment and Limited Waiver to Amended and Restated Credit Agreement, dated as of February 28, 2001 (this "Amendment") is among PACKAGED ICE, INC....Credit Agreement • March 30th, 2001 • Packaged Ice Leasing Inc • Prepared fresh or frozen fish & seafoods
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 17th, 2023 • Blue Star Foods Corp. • Prepared fresh or frozen fish & seafoods
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 16, 2023, by and between BLUE STAR FOODS, CORP., a Delaware corporation (the “Company”), and CLEARTHINK CAPITAL PARTNERS, LLC, a Delaware limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
Exhibit 10.i.Business Loan Agreement • November 14th, 1997 • Thanksgiving Coffee Co Inc • Prepared fresh or frozen fish & seafoods • California
80,000,000 CREDIT FACILITY CREDIT AGREEMENT DATED AS OF APRIL 30, 1998 BY AND AMONG PACKAGED ICE, INC., AS BORROWERCredit Agreement • May 12th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Illinois
1 EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT Dated as of January 28, 1998 Amended and Restated as of April 30, 1998Registration Rights Agreement • May 12th, 1998 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • New York
1 EXHIBIT 10.41 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of July 17, 1997, among PACKAGED ICE, INC., a Texas corporation (the "Company"), SV CAPITAL PARTNERS, L.P. (the "Investor")....Registration Rights Agreement • July 29th, 1997 • Southwest Texas Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Texas
ARTICLE I DEFINITIONSSecurity Agreement • November 14th, 1997 • Packaged Ice Inc • Prepared fresh or frozen fish & seafoods • Texas
BLUE STAR FOODS CORP. Common Stock ($0.0001 par value per share) Sales AgreementSales Agreement • November 25th, 2022 • Blue Star Foods Corp. • Prepared fresh or frozen fish & seafoods • New York
Blue Star Foods Corp., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Roth Capital Partners, LLC (the “Agent”), as follows:
GUARANTYGuaranty • March 30th, 2001 • Packaged Ice Leasing Inc • Prepared fresh or frozen fish & seafoods • Texas
