AMENDED AND RESTATED EXECUTIVE CONSULTING AGREEMENTExecutive Consulting Agreement • July 30th, 2018 • GSRX Industries Inc. • Retail-food stores • New York
THIS EXECUTIVE CONSULTING AGREEMENT (the “Agreement”), is made and entered into as of the 24th day of July, 2018 (the “Effective Date”), by and between GSRX Industries Inc., formerly Green Spirit Industries Inc., a Nevada corporation and its subsidiaries (hereinafter referred to as the “Company”), and Thomas Gingerich (“Consultant”). The parties entered into that prior Executive Consulting Agreement, dated March 27, 2018, and the parties now wish to amend and restate that agreement in its entirety as provided below.
SUBSCRIPTION AGREEMENTSubscription Agreement • October 5th, 2018 • GSRX Industries Inc. • Retail-food stores • New York
This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in GSRX Industries Inc., formerly Green Spirit Industries Inc., a Nevada corporation (the “Company”). The Company is conducting a private placement offering (the “Offering”) of up to One Million Five Hundred Thousand Dollars ($1,500,000) (the “Maximum Offering”) of units of securities of the Company (each, a “Unit” and collectively, the “Units”), at a purchase price of $1.25 per Unit (the “Purchase Price”). Each Unit consists of (i) one (1) share of the Company’s common stock, par value $0.001 per share (the “Shares”), and (ii) warrants to purchase shares of the Company’s common stock, par value $0.001 per share (the “Warrants”). The number of shares underlying each Warrant shall be equal to 50% of the number of Shares issued to the Subscriber under this Agreement; provided, however, that no fractional
FORM OF WARRANTCyberspace Vita, Inc. • May 16th, 2017 • Retail-food stores
THIS COMMON STOCK PURCHASE WARRANT (this “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 Issuance Date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the third year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from CYBERSPACE VITA, INC., a Nevada 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).
SUBSCRIPTION AGREEMENTSubscription Agreement • May 16th, 2017 • Cyberspace Vita, Inc. • Retail-food stores • New York
FORM OF WARRANTGSRX Industries Inc. • March 8th, 2019 • Retail-food stores
THIS WARRANT HAS BEEN, AND THE SHARES OF COMMON STOCK WHICH MAY BE PURCHASED PURSUANT TO THE EXERCISE OF THIS WARRANT (THE “WARRANT SHARES”) WILL BE, ACQUIRED SOLELY FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. NEITHER THIS WARRANT NOR THE SHARES (TOGETHER, THE “SECURITIES”) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH DISPOSITION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE ACT AND OF ANY APPLICABLE STATE SECURITIES LAWS.
DEBT EXCHANGE AGREEMENTDebt Exchange Agreement • May 16th, 2017 • Cyberspace Vita, Inc. • Retail-food stores • New York
DEBT EXCHANGE AGREEMENT (the “Agreement”) is made as of the 11th day of May, 2017 (the “Effective Date”), by and between Cyberspace Vita, Inc., a Nevada corporation (the “Company”), and Fountainhead Capital Management Limited (the “Fountainhead”).
Share Exchange AgreementShare Exchange Agreement • September 18th, 2019 • GSRX Industries Inc. • Retail-food stores • Nevada
This Share Exchange Agreement (this “Agreement”), dated as of ______, 2019 is between ______________ with an address at ____________; facsimile ____; email: _______; and a beneficial stockholder of GSRX Industries Inc., a Nevada corporation (the “GSRX Stockholder”), and Chemesis International Inc., a British Columbia corporation (“Chemesis”), having an address at _________________; facsimile ______________. Chemesis and the GSRX Stockholder shall be individually referred to herein as a “party” and collectively as the “parties”.
May 7, 2020Royalty Agreement • May 12th, 2020 • GSRX Industries Inc. • Retail-food stores • British Columbia
Further to the indicative term sheet (the “Term Sheet”) between Chemesis International Inc. (“Chemesis”) and GSRX Industries Inc. (“GSRX”), which sets forth out the general terms for the grant by Project 1493, LLC (“1493”) to Chemesis’ subsidiary, Natural Ventures PR, LLC (“NVPR”), an option (the “Option”) under which NVPR, or its Affiliate, can acquire 100% of the issued and outstanding membership interest of 1493 (the “1493 Membership Interest”), the agreement (“Agreement”) is intended to set forth, on a definitive basis, our agreement regarding the Option (the “Transaction”). This Agreement is binding and enforceable between the Parties and will remain in full force and effect unless and until terminated in accordance with the terms hereof.
FORM OF WARRANTGSRX Industries Inc. • October 5th, 2018 • Retail-food stores
THIS WARRANT HAS BEEN, AND THE SHARES OF COMMON STOCK WHICH MAY BE PURCHASED PURSUANT TO THE EXERCISE OF THIS WARRANT (THE “WARRANT SHARES”) WILL BE, ACQUIRED SOLELY FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF. NEITHER THIS WARRANT NOR THE SHARES (TOGETHER, THE “SECURITIES”) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH DISPOSITION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE ACT AND OF ANY APPLICABLE STATE SECURITIES LAWS.
SECURITY AGREEMENT, PLEDGE AND ASSIGNMENTSecurity Agreement, Pledge and Assignment • May 12th, 2020 • GSRX Industries Inc. • Retail-food stores • Puerto Rico
This SECURITY AGREEMENT, PLEDGE AND ASSIGNMENT (this “Agreement”), dated as of the 7th day of May, 2020, entered into by GSRX Industries Inc, a corporation organized and existing under the laws of the State of Nevada (“Company”), in favor of Natural Ventures PR, LLC a limited liability company organized and existing under the laws of the Commonwealth of Puerto Rico (the “NVPR”).
AMENDED AND RESTATED CONSULTING AGREEMENTConsulting Agreement • July 30th, 2018 • GSRX Industries Inc. • Retail-food stores • Texas
This Amended and Restated Consulting Agreement (the “Agreement”) is made and entered into this 24th day of July, 2018, by and between Peach Management, LLC (hereinafter referred to as “Peach” or the “Consultant”), and GSRX Industries Inc., formerly Green Spirit Industries Inc., a Nevada corporation, and its subsidiaries (hereinafter referred to as the “Company”). The parties entered into that prior Consulting Agreement, dated January 1, 2018, as amended on March 9, 2018, and the parties now wish to amend and restate that agreement in its entirety as provided below.
CONSULTING AGREEMENTConsulting Agreement • July 17th, 2019 • GSRX Industries Inc. • Retail-food stores • New York
THIS CONSULTING AGREEMENT (the “Agreement”), is made and entered into on July 17, 2019, effective as of July 1, 2019 (the “Effective Date”), by and between GSRX Industries Inc., a Nevada corporation and its subsidiaries (the “Company”), and Andrew Alvis (“Consultant”).
EXHIBIT 7 SUBSCRIPTION AGREEMENT Cyberspace Vita, Inc. Ventura, California 93001 74-090 El Paseo, Suite 205 Palm Desert, California 92260 Gentlemen: The undersigned represents as set forth below and subscribes to purchase ________Shares at $.10 per...Subscription Agreement • April 6th, 2007 • Cyberspace Vita, Inc.
The undersigned represents as set forth below and subscribes to purchase ________Shares at $.10 per Share, for $_______________, subject to your acceptance of this subscription. There is no minimum contingency and proceeds may be used at the issuer's discretion. If any checks are delivered to any NASD member, the member must promptly, by noon of the next business day, transmit all checks received to the issuer or any person entitled thereto. The undersigned, if an individual, is a resident of, or, if a corporation, partnership or trust, has as its principal place of business:
DEED OF SALE------------------------------ -------------------------NUMBER THREE (4)--------------------------- --- In the city of San Juan, Puerto Rico, this May second (2), of two thousand eighteen (2018) --------------------------------BEFORE...Green Spirit Industries Inc. • May 9th, 2018 • Retail-food stores
----AS PARTY OF THE FIRST PART: MC LEARY 51, INC., a for profit corporation duly registered in the Commonwealth of Puerto Rico, with registry number one seven one eight seven one (171871), and main offices in Guaynabo, Puerto Rico, represented in this act by its designated agent, MR. ROBERTO ROCA BUIGAS, of legal age, married, businessman, and resident of San Juan, Puerto Rico, whose faculty to appear in this act in representation of MC LEARY 51, INC., is evidenced by a Certificate of Corporate Resolution, which was sworn and subscribed by Roberto Roca Buigas, secretary of MC LEARY 51, INC., on May two (2), two thousand and eighteen (2018), before notary public Carolina V. Cabrera Bou, through affidavit number two hundred eleven (211), whom I have identified with Driver’s License number one, seven, three, four, three, two, two (1734322) issued by the Department of Transportation and Public Works (Departamento de Transportación y Obras Públicas) of the Commonwealth of Puerto Rico, which
REVENUE SHARING AGREEMENTRevenue Sharing Agreement • October 22nd, 2020 • GSRX Industries Inc. • Retail-food stores • California
THIS REVENUE SHARING AGREEMENT (this “Agreement”) is entered into by and between Green Room Palm Springs, LLC, a California limited liability company (the “Company”), Seneca Capital Partners, LP (“Seneca”) and GSRX Industries Inc., a Nevada Corporation (“GSRX”), dated October 6, 2020.
BINDING LETTER OF INTENTBinding Letter of Intent • September 28th, 2018 • GSRX Industries Inc. • Retail-food stores • California
THIS BINDING LETTER OF INTENT (this “Letter”), dated as of September 19, 2018 (the “Effective Date”), is entered into by and between GSRX, Inc. (the “Buyer”) and So Cal MM Patients Association, dba The Coughy Shop, All about Bud (“SCMMPA”), a retail cannabis dispensary business, located at 64949 Mission Lakes Blvd #114 , Desert Hot Springs Ca 92240 (the “Company” or the “Seller”), to set forth principal terms and conditions under which the parties hereto would consider relating to the purchase and sale of one hundred percent ( I 00%) of the assets of the Company, including certain assets of the retail cannabis dispensary business of the Company, by Seller to Buyer (the “Proposed Transaction”) as set forth below. The Seller and Buyer are sometimes referred to individually as a “Party” and collectively as the “Parties”.
SUBSCRIPTION AGREEMENTSubscription Agreement • February 26th, 2018 • Green Spirit Industries Inc. • Retail-food stores • New York
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 8th, 2018 • Green Spirit Industries Inc. • Retail-food stores • California
This Asset Purchase Agreement (this “Agreement”), dated as of March 7, 2018, is entered into by and between COASTAL PATIENT NETWORK d/b/a THE GREEN ROOM, a California not-for-profit mutual benefit corporation (the “Seller”), and GREEN SPIRIT MENDOCINO, LLC, a California limited liability company (“Buyer”). Seller and Buyer are sometimes referred to individually as a “Party” and collectively as the “Parties.”
PURCHASE AGREEMENT by and between GSRX Industries Inc. (“Seller”) and Seneca Capital Partners, LP (“Buyer”) Dated as of October 6, 2020 PURCHASE AGREEMENTPurchase Agreement • October 22nd, 2020 • GSRX Industries Inc. • Retail-food stores • California
This Purchase Agreement (“Agreement”) is dated as of October 6, 2020, by and between GSRX Industries Inc, a Nevada Corporation (“Seller”), and Seneca Capital Partners LP, a Texas limited partnership (“Buyer”) - Collectively the Parties.
FINAL PURCHASING AGREEMENT BETWEEN DISPENSARIOS 420, LLC AND PROJECT 1493, LLC.Final Purchasing Agreement • August 28th, 2018 • GSRX Industries Inc. • Retail-food stores
FORM OF WARRANTGreen Spirit Industries Inc. • February 26th, 2018 • Retail-food stores
THIS COMMON STOCK PURCHASE WARRANT (this “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 Issuance Date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the third year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Green Spirit Industries Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.001 (“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).
ANCILLARY RIGHTS AGREEMENTAncillary Rights Agreement • April 1st, 2019 • GSRX Industries Inc. • Retail-food stores • New York
WHEREAS pursuant to a share exchange agreement between Chemesis and GSRX dated March __, 2019 (the “Share Exchange Agreement”), Chemesis will, concurrently with the execution of this Agreement, acquire 11,666,998 common shares of GSRX, and GSRX will, concurrently with the execution of this Agreement, acquire 7,291,874 common shares of Chemesis (together, the “Transactions”);
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • October 22nd, 2020 • GSRX Industries Inc. • Retail-food stores • California
This SECURITY AND PLEDGE AGREEMENT (this “Agreement”), dated as of the 6th day of October, 2020, entered into by Green Room Palm Springs, LLC, a California limited liability company (the “Company”) in favor of GSRX Industries Inc, a corporation organized and existing under the laws of the State of Nevada (the “GSRX”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • May 16th, 2017 • Cyberspace Vita, Inc. • Retail-food stores • New York
This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of May 11, 2017, is by and among Cyberspace Vita, Inc., a Nevada corporation (the “Parent”), Peter Zachariou (“ Zachariou”), the majority shareholder of the Parent, Project 1493, LLC, a limited liability company organized under the laws of the Commonwealth of Puerto Rico (the “Company”), and the sole Member of the Company named in the signature page hereof (the “Member”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • April 1st, 2019 • GSRX Industries Inc. • Retail-food stores • New York
This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of March __, 2019, is entered into by and between GSRX Industries Inc., a Nevada corporation (the “Company”), and Chemesis International Inc., a British Columbian Corporation (“CSI”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • May 12th, 2020 • GSRX Industries Inc. • Retail-food stores • British Columbia
ANDALUCIA 511, LLC, a limited liability company existing under the laws of Puerto Rico and having an office at 1301 E Debbie Lane 102-160, Mansfield, Texas 76063
ASSIGNMENT OF LEASEAssignment of Lease • July 17th, 2017 • Green Spirit Industries Inc. • Retail-food stores
THIS ASSIGNMENT OF LEASE (“ASSIGNMENT”) is made by and between Puerto Rico Industrial Commercial Holdings Biotech Corp., a corporation duly formed pursuant to the laws and regulations of the Commonwealth of Puerto Rico (“ASSIGNOR”); Project 1493, LLC, a Limited Liability Corporation duly formed pursuant to the laws and regulations of the Commonwealth of Puerto Rico (“ASSIGNEE”), and Efron Dorado, S.E., a Puerto Rico special partnership, owner of the property subject to this Assignment (‘LANDLORD”).
LONG-TERM SUPPLY AGREEMENT (HERINAFTER AGREEMENT)Long-Term Supply Agreement • August 18th, 2017 • Green Spirit Industries Inc. • Retail-food stores
In consideration for the transfer of the leasing contracts for pre-qualified medical cannabis dispensary establishments as per the Memorandum of Understanding signed on between the parts, PRICH Biotech, Corp. agrees to sell flower and manufactured products to Project 1493, LLC in Puerto Rico, upon the approval of the appropriate licensing by the Puerto Rico Department of Health (PRDOH), at a twenty percent (20%) discount. This discount shall be applied to the lowest wholesale price offered to other wholesale clients at the time of the purchase order.
LEASE AGREEMENTLease Agreement • July 31st, 2017 • Green Spirit Industries Inc. • Retail-food stores
—FOR THE FIRST PART: Mr. Andres E. Gonzalez Guash, of legal age, married, executive and resident of San Juan, Puerto Rico, hereinafter referred to as LANDLORD.—————————
DEED OF SALE-------------------------------- -------------------------NUMBER THREE (3)--------------------------- --- In the city of San Juan, Puerto Rico, this May second (2), of two thousand eighteen (2018). --------------------------------BEFORE ME...Green Spirit Industries Inc. • May 9th, 2018 • Retail-food stores
---AS PARTY OF THE FIRST PART: MC LEARY 51, INC., a for profit corporation duly registered in the Commonwealth of Puerto Rico, with registry number one seven one eight seven one (171871), and main offices in Guaynabo, Puerto Rico, represented in this act by its designated agent, MR. ROBERTO ROCA BUIGAS, of legal age, married, businessman, and resident of San Juan, Puerto Rico, whose faculty to appear in this act in representation of MC LEARY 51, INC., is evidenced by a Certificate of Corporate Resolution, which was sworn and suscribed by Roberto Roca Buigas, secretary of MC LEARY 51, INC., on May two (2), two thousand and eighteen (2018), before notary public Carolina V. Cabrera Bou, through affidavit number two hundred eleven (211), whom I have identified with Driver’s License number one, seven, three, four, three, two, two (1734322) issued by the Department of Transportation and Public Works (Departamento de Transportación y Obras Públicas) of the Commonwealth of Puerto Rico, which c
FINAL PURCHASING AGREEMENT BETWEEN PUERTO RICO INDUSTRIAL COMMERCIAL HOLDINGS BIOTECH CORPORATION AND PROJECT 1493, LLC.Final Purchasing Agreement • December 29th, 2017 • Green Spirit Industries Inc. • Retail-food stores
FINAL PURCHASING AGREEMENT BETWEEN GOOD VIBES DISTRIBUTORS, LLC AND PROJECT 1493, LLC.Final Purchasing Agreement • July 17th, 2017 • Green Spirit Industries Inc. • Retail-food stores
ASSIGNMENT OF LEASEAssignment of Lease • December 29th, 2017 • Green Spirit Industries Inc. • Retail-food stores
THIS ASSIGNMENT OF LEASE (“ASSIGNMENT”) is made by and between Healing Herbs Corporation, a domestic corporation duly organized under the laws of the Commonwealth of Puerto Rico (“ASSIGNOR”); Project 1493, LLC, a Limited Liability Corporation duly organized under the laws of the Commonwealth of Puerto Rico (“ASSIGNEE”), and Norman Luis Santiago Gómez, owner of the property subject to this Assignment (“LANDLORD”).
ASSIGNMENT OF LEASEAssignment of Lease • July 17th, 2017 • Green Spirit Industries Inc. • Retail-food stores
THIS ASSIGNMENT OF LEASE (“ASSIGNMENT”) is made by and between Puerto Rico Industrial Commercial Holdings Biotech Corp., a corporation duly formed pursuant to the laws and regulations of the Commonwealth of Puerto Rico (“ASSIGNOR”); Project 1493, LLC, a Limited Liability Corporation duly formed pursuant to the laws and regulations of the Commonwealth of Puerto Rico (“ASSIGNEE”), and Heras Properties Management & Investment Corp., a corporation duly formed pursuant to the laws and regulations of the Commonwealth of Puerto Rico, owner of the property subject to this Assignment (“LANDLORD”).
LEASE AGREEMENTLease Agreement • July 17th, 2017 • Green Spirit Industries Inc. • Retail-food stores • Puerto Rico
OLYMPIC PROPERTIES, INC. a corporation duly organized and validly existing under the Laws of the Commonwealth of Puerto Rico, represented by its Auxiliar Secretary, MARIA A. ORTIZ MATOS, of legal age, single, executive and resident of Bayamón, Puerto Rico (hereinafter “Landlord”);
