Registration Rights Agreement (March 4th, 2011)
This Registration Rights Agreement (this Agreement) is effective as of February 28, 2011 by and between Orange 21 Inc., a Delaware corporation (the Company), and Harlingwood (Alpha), LLC, a Delaware limited liability company (Investor).
Change in Control Severance Agreement (December 13th, 2010)
This CHANGE IN CONTROL SEVERANCE AGREEMENT (this Agreement), dated as of December 8, 2010 (the Effective Date), is made by and between ORANGE 21 Inc., a Delaware corporation (the Company), and A. Stone Douglass (Executive).
Contract (October 7th, 2010)
THIS PROMISSORY NOTE IS SUBORDINATE TO CERTAIN OBLIGATIONS OF THE COMPANY AS DESCRIBED IN THE BFI LOAN DOCUMENTS (DEFINED HEREIN) AND SUBJECT TO THAT CERTAIN DEBT SUBORDINATION AGREEMENT DATED MARCH 19, 2010 AMONG BFI BUSINESS FINANCE AND THE HOLDER.
Settlement Agreement and Mutual General Release (August 13th, 2009)
Amendment No. 1 to Orange 21 Inc. Notice of Stock Option Grant and Stock Option Agreement (August 13th, 2009)
This Amendment No. 1 to Notice of Stock Option Grant and Stock Option Agreement (the Amendment) is entered into as of May 26, 2009 by and between Orange 21 Inc., a Delaware corporation (the Company) and A. Stone Douglass (Optionee).
Executive Employment Agreement (January 26th, 2009)
This Executive Employment Agreement (Agreement), dated January 19, 2009 (Effective Date), is between Orange 21 Inc. (the Company) and A. Stone Douglass (Executive).
Steakhouse Partners Inc – Class 4 Creditor Trust C/O Corporate Revitalization Partners, LLC 11400 West Olympic Blvd. Suite 269 Los Angeles, CA 90064 (June 25th, 2007)
Reference is hereby made to that certain Amended Class 4 Security Agreement, dated as of May 31, 2006, and as the same may be further amended, restated, supplemented, or otherwise modified from time to time (the Security Agreement), by and among Steakhouse Partners, Inc., a Delaware corporation, Paragon Steakhouse Restaurants, Inc., a Delaware corporation, Paragon of Michigan, Inc., a Wisconsin corporation (collectively, the Debtors) and T. Scott Avila (Secured Party), solely in his capacity as trustee of the Class 4 Creditor Trust established pursuant to the First Amended Joint Plan of Reorganization of Steakhouse Partners, Inc., Paragon Steakhouse Restaurants, Inc., and Paragon of Michigan, Inc., administratively consolidated under Case No. RS 02-12648-MG in the United States Bankruptcy Court for the Central District of California, Riverside Division and the Creditor Trust Agreement executed by Secured Party and the Debtors in connection therewith. Capitalized terms not defined herei
Steakhouse Partners Inc – Amendment No. 1 to Agreement and Plan of Merger (March 6th, 2006)
ROADHOUSE GRILL, INC., STEAKHOUSE PARTNERS, INC., AND RGI ACQUISITION CORP. have previously entered into that certain Agreement and Plan of Merger dated November 17, 2005 (the Agreement). The parties hereby agree to amend the Agreement as follows:
Steakhouse Partners Inc – Contract (April 12th, 2005)
Exhibit 4.3 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. (THE "ACT"), AND MAY NOT BE OFFERED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS AND UNTIL REGISTERED UNDER THE ACT AND ANY APPLICABLE. STATE SECURITIES LAWS OR UNLESS THE ISSUER HAS RECEIVED AN OPINION OF COUNSEL TO THE HOLDER OF THIS WARRANT (WHICH COUNSEL MAY BE INTERNAL COUNSEL TO SUCH HOLDER BUT MUST BE SATISFACTORY TO THE ISSUER), IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, THAT SUCH OFFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION, TRANSFER OR OTHER DISPOSITION IS EXEMPT FROM REGISTRATION OR IS OTHERWISE IN COMPLIANCE WITH THE ACT AND SUCH OTHER LAWS. THE SHARES ISSUABLE UPON THE EXERCISE HEREOF ARE SUBJECT TO RESTRICTIONS ON TRANSFER AND OTHER CONDITIONS SPECIFIED HEREIN. No. W-l San Diego, California As of December 30, 2003
Steakhouse Partners Inc – Contract (May 17th, 2004)
EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT is made and entered into as of April 1, 2004, by and between Steakhouse Partners, Inc., a Delaware corporation (the "Company"), and Mr. A. Stone Douglass ("Executive"). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 1. Employment. The Company shall employ Executive, and Executive accepts employment with the Company, upon the terms and conditions set forth in this Agreement for the period beginning on the date hereof and ending as provided in Section 5 hereof (the "Employment Period"). 2. Position and Duties. (a) During the Employment Period, Executive shall serve as the President, Chief Executive Officer and Chairman of the Board of Directors of the Company and its wholly-owned subsidiaries (if any), and shall have the customary duties, responsibilitie