AMENDED AND RESTATED SUBSCRIPTION AGREEMENTSubscription Agreement • March 14th, 2014 • DiMi Telematics International, Inc. • Blank checks • New York
This Amended and Restated Subscription Agreement, dated as of November 30, 2013 (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in DiMi Telematics International, Inc., a Nevada corporation (the “Company”). The Company is conducting a private placement (the “Offering”) in an amount $450,000, composed of a convertible promissory note (the “Note”) that shall be convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a conversion price of $0.003 (the “Purchase Price”) per such share for an aggregate of 150,000,000 shares (each a “Share” and collectively, the “Shares”). The Note and the Shares are at times collectively referred to as the “Securities.” This Agreement amends and replaces in its entirety the Subscription Agreement originally executed by the parties hereto as November 18, 2013.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 24th, 2021 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 24, 2021, between Bespoke Extracts, Inc., a Nevada corporation (the “Company”), and Valeri Baratov (the “Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 23rd, 2020 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made on April 22, 2020 by and between Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Danil Pollack (the “Executive”).
SECURITY AGREEMENTSecurity Agreement • December 31st, 2019 • Bespoke Extracts, Inc. • Pharmaceutical preparations • Nevada
SECURITY AGREEMENT (this “Agreement”), dated as of December 24, 2019, by and among Bespoke Extracts, Inc., a Nevada corporation (“Company”), and Anthony Ivankovich, an individual (the “Secured Party”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 21st, 2021 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 21, 2021, between Bespoke Extracts, Inc., a Nevada corporation (the “Company”), and Danil Pollack, an individual (the “Purchaser”).
BESPOKE EXTRACTS, INC. 2024 Securities PURCHASE AGREEMENTSecurities Purchase Agreement • February 20th, 2024 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (the “Agreement”) is made as of the ____ day of February 2024 by and between BESPOKE EXTRACTS, INC., a Nevada corporation (the “Company”) and the Purchasers identified on the signature pages hereto (each a “Purchaser” and together the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 9th, 2019 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 1, 2019, between Bespoke Extracts, Inc., a Nevada corporation (the “Company”), and Daniel Surginer, an individual (the “Purchaser”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 14th, 2018 • Bespoke Extracts, Inc. • Blank checks • New York
THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made as of March 9, 2018 (the “Effective Date”), by and between VMI Acquisitions, LLC, a Delaware limited liability company (the “Buyer”) and Bespoke Extracts, Inc., a Nevada corporation (the “Seller”).
AMENDMENT NO. 1 TO DEBENTUREBespoke Extracts, Inc. • June 2nd, 2020 • Pharmaceutical preparations
This Amendment No. 1 to Debenture (this “Amendment”) dated this 28th day of May, 2020, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and The Vantage Group Ltd., a Delaware corporation (the “Holder”).
Bespoke Extracts, Inc.Bespoke Extracts, Inc. • April 23rd, 2020 • Pharmaceutical preparations
AMENDMENT NO. 5 TO DEBENTUREBespoke Extracts, Inc. • April 20th, 2021 • Pharmaceutical preparations
This Amendment No. 5 to Debenture (this “Amendment”) dated this 20th day of April, 2021, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Berlique Labs LLC (the “Holder”).
AMENDMENT NO. 1 TO SECURITY AGREEMENTSecurity Agreement • April 29th, 2020 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 1 to Security Agreement (this “Amendment”) dated this 23rd day of April, 2020, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and The Vantage Group Ltd., a Delaware corporation (the “Holder”).
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 3rd, 2022 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 4 (“Amendment No. 4”) is made as of October 31, 2022 to the Asset Purchase Agreement (the “Agreement”), dated as of December 2, 2021, by and between WonderLeaf, LLC, a Colorado limited liability company (“Seller”), and Bespoke Extracts Colorado, LLC (“Buyer”). Capitalized terms not herein defined shall have the meaning ascribed thereto in the Agreement.
CONSULTING AGREEMENTConsulting Agreement • October 19th, 2020 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
THIS CONSULTING AGREEMENT (this “Agreement”) is made on October 12, 2020 by and between Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Yaniv Rozen (the “Executive”).
AgreementAgreement • December 31st, 2019 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
Agreement, dated December 24, 2019, between Bespoke Extracts, Inc. (the “Company”) and Yad Zahav LLC, a New York limited liability company (the “Holder”).
AMENDMENT NO. 1 TO INVENTORY EARN OUT AGREEMENTInventory Earn Out Agreement • November 16th, 2022 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 1 to Inventory Earn Out Agreement (this “Amendment”) dated this 11th day of November, 2022, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Berique Labs, LLC, a Florida limited liability company (the “Lender”).
AMENDMENT NO. 2 TO DEBENTUREDebenture • August 26th, 2020 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 2 to Debenture (this “Amendment”) dated this 21st day of August, 2020, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and The Vantage Group Ltd., a Delaware corporation (the “Holder”).
AMENDMENT NO. 3 TO DEBENTUREDebenture • December 11th, 2020 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 3 to Debenture (this “Amendment”) dated this 10th day of December, 2020, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Berique Labs LLC (the “Holder”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • November 16th, 2011 • First Quantum Ventures Inc • Blank checks • Florida
THIS SHARE EXCHANGE AGREEMENT (the “Agreement”) is made and entered in this 28th day of October 2011 by and among FIRST QUANTUM VENTURES, INC., a Nevada corporation (“Quantum”), ANDREW GODFREY, the Chief Executive Officer of Quantum (“Godfrey”), DIMI TELEMATICS, INC., a Nevada corporation (“DiMi”); and the PERSONS IDENTIFIED ON THE SIGNATURE PAGE AND SCHEDULE A HERETO, representing the holders of all of the issued and outstanding capital stock of DiMi (each, a “Stockholder” and, collectively, the “Stockholders”).
AMENDMENT NO. 6 TO DEBENTUREDebenture • August 6th, 2021 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 6 to Debenture (this “Amendment”) dated this 2nd day of August, 2021, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and The Vantage Group Ltd., a Delaware corporation (the “Holder”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 16th, 2011 • First Quantum Ventures Inc • Blank checks • Florida
THIS ASSET SALE/PURCHASE AGREEMENT (the “Agreement”) is made as of July 29, 2011 between ROBERTO FATA, an individual (“Seller”), and PRECISION TELEMATICS, INC., a Nevada corporation, (“Purchaser”).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • October 1st, 2020 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 1 to Employment Agreement (this “Amendment”) dated this 30th day of September, 2020, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Danil Pollack (the “Executive”).
AMENDMENT NO. 5 TO DEBENTUREBespoke Extracts, Inc. • April 20th, 2021 • Pharmaceutical preparations
This Amendment No. 5 to Debenture (this “Amendment”) dated this 20th day of April, 2021, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and The Vantage Group Ltd., a Delaware corporation (the “Holder”).
AMENDMENT NO. 3 TO DEBENTUREDebenture • December 11th, 2020 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 3 to Debenture (this “Amendment”) dated this 10th day of December, 2020, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and The Vantage Group Ltd., a Delaware corporation (the “Holder”).
EXCHANGE AGREEMENTExchange Agreement • November 12th, 2020 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
This Exchange Agreement (this “Agreement”) dated this 10th day of November, 2020, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Danil Pollack, an individual (the “Holder”).
EXCHANGE AGREEMENTExchange Agreement • April 23rd, 2019 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
This Exchange Agreement (this “Agreement”) dated this 22nd day of April, 2019, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Alneil Associates (the “Holder”).
COMMON STOCK PURCHASE WARRANT BESPOKE EXTRACTS, INC.Common Stock Purchase • February 20th, 2024 • Bespoke Extracts, Inc. • Pharmaceutical preparations
THIS 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 on or prior to 5:00 p.m. (New York City time) on February 15, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bespoke Extracts, Inc., a Nevada corporation (the “Company”), up to ___________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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).
ContractWarrant Agreement • November 2nd, 2018 • Bespoke Extracts, Inc. • Pharmaceutical preparations
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED UNLESS (I) SUCH SECURITIES HAVE BEEN REGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED, (II) SUCH SECURITIES MAY BE SOLD PURSUANT TO RULE 144, OR (III) THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSFER MAY LAWFULLY BE MADE WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
NON-BINDING TERM SHEETNon-Binding Term Sheet • July 22nd, 2019 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Preliminary Term Sheet (this “Term Sheet”) is an expression of interest only and is not meant to be binding on the parties now or in the future. Accordingly, the parties understand and agree that unless and until a definitive agreement (the “Acquisition Agreement”) has been executed by Cannasaver Corp. and its shareholders (the “Company”) and Bespoke Extracts, Inc. (OTC:BSPK) (the “Buyer”) and delivered, no contract or agreement providing for a transaction between the parties shall be deemed to exist between the parties, and neither party will be under any legal obligation of any kind whatsoever with respect to a transaction, including any obligation to negotiate, by virtue of this Non-Binding Term Sheet or any written or oral expression thereof.
AMENDMENT NO. 6 TO DEBENTUREDebenture • August 6th, 2021 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 6 to Debenture (this “Amendment”) dated this 2nd day of August, 2021, by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”) and Berlique Labs LLC (the “Holder”).
Form of WarrantBespoke Extracts, Inc. • January 3rd, 2022 • Pharmaceutical preparations
THIS WARRANT (the “Warrant”) certifies that, for value received, ___________ (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 on or prior to the close of business of the twelfth (12th) month after the Initial Exercise Date (the “Expiration Date”) but not thereafter, to subscribe for and purchase from Bespoke Extracts, Inc.., a Nevada corporation (the “Company”), up to __________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s $0.001 par value common stock, (“Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to Five cents ($0.05) (the “Purchase Price”), subject to adjustment hereunder (the “Exercise Price”).
ContractWarrant Agreement • May 26th, 2017 • Bespoke Extracts, Inc. • Blank checks
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED UNLESS (I) SUCH SECURITIES HAVE BEEN REGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED, (II) SUCH SECURITIES MAY BE SOLD PURSUANT TO RULE 144, OR (III) THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSFER MAY LAWFULLY BE MADE WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 9th, 2022 • Bespoke Extracts, Inc. • Pharmaceutical preparations
This Amendment No. 2 (“Amendment No. 2”) is made as of August 30, 2022 to the Asset Purchase Agreement (the “Agreement”), dated as of December 2, 2021, by and between WonderLeaf, LLC, a Colorado limited liability company (“Seller”), and Bespoke Extracts Colorado, LLC (“Buyer”). Capitalized terms not herein defined shall have the meaning ascribed thereto in the Agreement.
STOCK PURCHASE AGREEMENT by and among BESPOKE EXTRACTS, INC. as Company, DANIL POLLACK as Seller, and INFINITY Management, LLC as Buyer dated as of October 28, 2021Stock Purchase Agreement • October 29th, 2021 • Bespoke Extracts, Inc. • Pharmaceutical preparations • New York
This Stock Purchase Agreement (this “Agreement”), dated as of October 28, 2021 (the “Effective Date”), is entered into by and among Bespoke Extracts, Inc., a Nevada corporation (the “Company”), Danil Pollack, an individual (“Seller”, and together with the Company, the “Seller Parties”), and Infinity Management, LLC, a Delaware limited liability company (“Buyer”). Each of Company, Seller, and Buyer may hereafter be referred to individually as a “Party,” or collectively as the “Parties.”
EXCHANGE AGREEMENTExchange Agreement • June 14th, 2012 • DiMi Telematics International, Inc. • Blank checks • New York
EXCHANGE AGREEMENT (this “Agreement”), dated as of June 14, 2012, by and between DiMi Telematics International, Inc., a Nevada corporation, with offices located at 290 Lenox Avenue, New York, NY 10027 (the “Company”), and Lyle Hauser, an individual with an address c/o The Vantage Group, 9429 Harding Avenue, Suite 5, Surfside, FL 33154 (the “Holder”).
