EXHIBIT 10.11 LOAN AND SECURiTY AGREEMENT This Agreement is between to undersigned Borrower and the undersigned Lender concerning loans and other credit accommodations to be made by Lender to Borrower. SECTION 1. PARTIES 1.1 The "Borrower" is...Loan and Security Agreement • July 9th, 1999 • Dynamic Health Products Inc • Retail-catalog & mail-order houses
RECITALS:Agreement and Plan of Reorganization • September 15th, 1999 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
3 4 notification to the Client from NSI of a billing factor, or fee adjustment, the Client shall have the right to terminate this Agreement by giving notice or termination to NSI within seven [7] days of receipt from N.S.I. of notice of a fee...Service Agreement • June 16th, 1998 • Nu Wave Health Products Inc • Retail-catalog & mail-order houses • Florida
EXHIBIT 10.13 DYNAMIC HEALTH PRODUCTS, INC. STOCK OPTION AGREEMENT THIS AGREEMENT made as of this 12th day of March, 1999, between Dynamic Health Products, Inc., a corporation existing under the laws of the State of Florida (hereinafter referred to as...Stock Option Agreement • July 9th, 1999 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
WITNESSETH:Employment Agreement • July 9th, 1999 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
EXHIBIT 10.4 LOAN AND SECURITY AGREEMENT This Agreement is between the undersigned Borrower and the undersigned Lender concerning loans and other credit accomodations to made by Lender to Borrower. SECTION I. PARTIES 1.1 The "BORROWER" is identified...Loan and Security Agreement • February 16th, 1999 • Dynamic Health Products Inc • Retail-catalog & mail-order houses
Exhibit 4.1 CONSULTING SERVICES AGREEMENT This Consulting Services Agreement ("Agreement"), dated January _____, 2004, is made by and between Martin A. Traber, an individual ("Consultant"), whose address is 100 N. Tampa Street, Suite 2700, Tampa,...Consulting Services Agreement • January 27th, 2004 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into on July 15, 1997, by and between DIRECT Rx, INC. an Ohio corporation (the "Company") , and JUGAL K. TUNEJA ("Executive") currently holding the position of President. W I T N E S S E T H:...Employment Agreement • August 25th, 1997 • Direct Rx Inc • Ohio
EXHIBIT 10.2 CONSULTING AGREEMENT THIS AGREEMENT, made, entered into this 14/th/ day of February, 2002, and effective the 1st day of January, 2002 (the "Effective Date"), by and between JUGAL K. TANEJA, an individual resident of Florida (hereinafter...Consulting Agreement • June 28th, 2002 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
RECITALSNoncompetition Agreement • August 14th, 1998 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
1 EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into on July 15, 1997, by and between DIRECT Rx, INC. an Ohio corporation (the "Company"), and DR. KOTHA S. SEKHARAM ("Executive") currently holding the position of President. W I T N E S S E T...Employment Agreement • August 25th, 1997 • Direct Rx Inc • Ohio
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 3rd, 2006 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • New York
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, by and between the Purchaser and the Company (as amended, modified or supplemented from time to time, the “Securities Purchase Agreement”), and pursuant to the Note and the Warrants referred to therein.
Name: Tammy Ziegelmeyer, Loan Doc. Specialist Company: GE Capital Small Business Finance Corp. Address: 635 Maryville Centre Drive, Ste. 120, St. Louis, MO 63141 --------------------------------------------------------------- ----------------- MORTGAGEDynamic Health Products Inc • November 15th, 1999 • Retail-catalog & mail-order houses
EXHIBIT 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is made as of March 15, 1999 by Dynamic Health Products, Inc., a Florida corporation (the "Employer"), and William L. LaGamba (the "Executive"). AGREEMENT The parties,...Employment Agreement • July 9th, 1999 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
ContractDynamic Health Products Inc • April 1st, 2005 • Retail-catalog & mail-order houses • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO DYNAMIC HEALTH PRODUCTS, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
BUSINESS LOAN AGREEMENTBusiness Loan Agreement • April 26th, 2007 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
THIS BUSINESS LOAN AGREEMENT dated April 26, 2007, is made and executed between DYNAMIC HEALTH PRODUCTS, INC. (“Borrower”) and First Community Bank of America (“Lender”) on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans or other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement (“Loan”). Borrower understands and agrees that: (A) in granting, renewing, or extending any Loan, Lender is relying upon Borrower’s representations, warranties, and agreements as set forth in this Agreement; (B) the granting, renewing, or extending of any Loan by Lender at all times shall be subject to Lender’s sole judgment and discretion; and (C) all such Loans shall be and remain subject to the terms and conditions of this Agreement.
EXHIBIT 2.5 AGREEMENT TO EXCHANGE SHARES This Agreement to Exchange Shares is made as of September 1, 1998, by and between Dynamic Health Products, Inc., a Florida corporation ("Dynamic") and Gary A. Shawkey ("Shawkey"). BACKGROUND STATEMENTS: I....Agreement • November 17th, 1998 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
EXHIBIT 2.6 STOCK PURCHASE AGREEMENT This Agreement ("Agreement") entered into as of September 30, 1998, is by and among Dynamic Health Products, Inc., a Florida corporation ("Purchaser"), J. Labs, Inc., a Florida corporation ("Corporation"), and...Stock Purchase Agreement • November 17th, 1998 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
SECURITY AGREEMENT LAURUS MASTER FUND, LTD., DYNAMIC HEALTH PRODUCTS, INC. and DYNAMIC MARKETING I, INC. Dated as of: March 29, 2005Security Agreement • April 1st, 2005 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • New York
This Security Agreement is made as of March 29, 2005 by and among LAURUS MASTER FUND, LTD., a Cayman Islands corporation (“Laurus”), DYNAMIC HEALTH PRODUCTS, INC., a Florida corporation (the “Parent”) and each party listed on Exhibit A attached hereto (each an “Eligible Subsidiary” and collectively, the “Eligible Subsidiaries”) (the Parent and each Eligible Subsidiary, each a “Company” and collectively, the “Companies”).
1 Exhibit 10.2 EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into on July 15, 1997, by and between DIRECT Rx, INC. an Ohio corporation (the "Company"), and JUGAL K. TUNEJA ("Executive") currently holding the position of President. W I T N E...Employment Agreement • June 16th, 1998 • Nu Wave Health Products Inc • Retail-catalog & mail-order houses • Ohio
ContractCommon Stock Purchase Warrant • October 6th, 2004 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO DYNAMIC HEALTH PRODUCTS, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
COMMERCIAL SECURITY AGREEMENTSecurity Agreement • April 26th, 2007 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
THIS COMMERCIAL SECURITY AGREEMENT dated April 26, 2007 is made and executed between DYNAMIC HEALTH PRODUCTS, INC. (“Grantor”) and First Community Bank of America (“Lender”).
WITNESSETH:Employment Agreement • June 16th, 1998 • Nu Wave Health Products Inc • Retail-catalog & mail-order houses • Ohio
DYNAMIC HEALTH PRODUCTS, INC. SECURITIES PURCHASE AGREEMENT September 30, 2004Securities Purchase Agreement • October 6th, 2004 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 30, 2004, by and between Dynamic Health Products, Inc., a Florida corporation (the “Company”), and Laurus Master Fund, Ltd., a Cayman Islands company (the “Purchaser”).
ContractDynamic Health Products Inc • October 5th, 2006 • Retail-catalog & mail-order houses • New York
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO DYNAMIC HEALTH PRODUCTS, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
INNOVATIVE HEALTH PRODUCTS, FIRST COMMUNITY BANK OF AMERICA Loan Number 24237 INC. 6100 4TH STREET NORTH Date DECEMBER 3, 1999 6950 BRYAN DAIRY RD. ST. PETERSBURG, FL 33703 Maturity Date NOV. 10, 2000 LARGO, FL 33777 Loan Amount $500,000.00 Renewal Of...Credit Agreement • May 24th, 2000 • Dynamic Health Products Inc • Retail-catalog & mail-order houses
INNOVATIVE HEALTH PRODUCTS, INC. 6950 BRYAN DAIRY ROAD LARGO, FL 33777 BORROWER'S NAME AND ADDRESS "I" includes each Borrower above, joint and severally. FIRST COMMUNITY BANK OF AMERICA 6100 4TH STREET NORTH ST. PETERSBURG, FL 33703 LENDER'S NAME AND...Dynamic Health Products Inc • May 24th, 2000 • Retail-catalog & mail-order houses
EMPLOYMENT AGREEMENTEmployment Agreement • July 14th, 2005 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Pennsylvania
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of the 30th day of September, 2004, by and between Bob O’Leary Health Food Distributor Co., Inc., a Pennsylvania corporation, (together with its successors and assigns, the “Company”), and Joseph Mies (the “Officer”).
AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG GEOPHARMA, INC. FLORIDA MERGER SUBSIDIARY CORP. AND DYNAMIC HEALTH PRODUCTS, INC. Dated May 14, 2007Agreement and Plan of Reorganization • May 17th, 2007 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
This AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”) is made and entered into as of May 14, 2007, by and among GeoPharma, Inc., a Florida corporation (“Parent”), Florida Merger Subsidiary Corp., a Florida corporation and a wholly-owned subsidiary of Parent (“DYHP Acquisition”), and Dynamic Health Products, Inc., a Florida corporation (the “Company”).
BUSINESS LOAN AGREEMENTBusiness Loan Agreement • June 16th, 1998 • Nu Wave Health Products Inc • Retail-catalog & mail-order houses • Florida
Exhibit 2 STOCK PURCHASE AGREEMENTExhibit 2 • January 29th, 2002 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Florida
EXHIBIT 10.3 SUBLEASE AND CONSENTSublease And • June 28th, 2002 • Dynamic Health Products Inc • Retail-catalog & mail-order houses
ContractDynamic Health Products Inc • October 5th, 2006 • Retail-catalog & mail-order houses • New York
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO DYNAMIC HEALTH PRODUCTS, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
SUBSIDIARY STOCK PLEDGE AGREEMENTSubsidiary Stock Pledge Agreement • October 6th, 2004 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • New York
This Subsidiary Stock Pledge Agreement (this “Agreement”), dated as of September 30, 2004, among Laurus Master Fund, Ltd. (the “Pledgee”), Dynamic Health Products, Inc., a Florida corporation (the “Company”), and each of the other undersigned pledgors (the Company and each such other undersigned pledgor, a “Pledgor” and collectively, the “Pledgors”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 10th, 2004 • Dynamic Health Products Inc • Retail-catalog & mail-order houses • Pennsylvania
This Stock Purchase Agreement (“Agreement”) is made and entered into as of this 10th day of September, 2004, by and among Dynamic Health Products, Inc., a Florida corporation having its principal offices at 6911 Bryan Dairy Road, Suite 210, Largo, Florida 33777 (the “Purchaser”), Robert T. O’Leary and Linda O’Leary who reside at P.O. Box 132, Scranton, Pennsylvania 18504 (hereinafter individually a “Seller” and collectively the “Sellers”), and Bob O’Leary Health Food Distributor Co., Inc., a Pennsylvania corporation having its principal offices at 701 North Keyser Avenue, Scranton, Pennsylvania 18508 (the “Company”).
