SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 1st, 2015 • Monarch America, Inc. • Services-management consulting services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April __, 2015, between Monarch America, Inc., a Nevada corporation (the “Company”), and Redwood Management LLC, a Florida limited liability company (the “Purchaser”).
ORIGINAL ISSUE DISCOUNT CONVERTIBLE DEBENTURE DUE APRIL __, 2016Convertible Security Agreement • May 1st, 2015 • Monarch America, Inc. • Services-management consulting services • New York
THIS ORIGINAL ISSUE DISCOUNT CONVERTIBLE DEBENTURE is a duly authorized and validly issued Original Issue Discount Convertible Debenture of Monarch America, Inc., a Nevada corporation (the “Company”), having its principal place of business at 1150 W. Custer Place, Denver, CO 80223, designated as its Original Issue Discount Convertible Debenture due April __, 2016 (this “Debentures”).
AGREEMENTTransfer Agent Agreement • February 6th, 2012 • Lingas Resources, Inc.
This agreement made and entered into the 15th day of September, 2010, by and between Action Stock Transfer Corporation hereinafter referred to as Action and Lingas Resources, Inc. hereinafter referred to as the Company.
EMPLOYMENT AGREEMENTEmployment Agreement • January 16th, 2015 • Monarch America, Inc. • Services-management consulting services • Colorado
This Employment Agreement (“Agreement”) is entered into as of January 1, 2015, by and between The Big Tomato, Inc., a Colorado corporation (the “Company”) and Jeremy Stout, (“Employee”).
MERGER AGREEMENT EXTENSIONMerger Agreement Extension • December 19th, 2014 • Cannabis Kinetics Corp. • Services-management consulting services • Nevada
MERGER AGREEMENT EXTENSION (the “Extension”), dated as of December 17, 2014, by and among Cannabis Kinetics Corp., a Nevada corporation (“CKC”), Jeremy N. Stout, Inc., d/b/a The Big Tomato, a Colorado corporation (“TBT”), and the shareholders of TBT (the “Shareholders”).
AMENDMENT TO MERGER AGREEMENTMerger Agreement • January 16th, 2015 • Monarch America, Inc. • Services-management consulting services • Nevada
AMENDMENT TO MERGER AGREEMENT ( the “Amendment”), dated as of January 1, 2015, by and between Monarch America, Inc. f/k/a Cannabis Kinetics Corp., a Nevada corporation (“CKC”), Jeremy N. Stout, Inc., d/b/a The Big Tomato, a Colorado corporation (“TBT”), The Big Tomato, Inc., a Colorado corporation and a wholly-owned subsidiary of CKC (“Acquisition Sub”), and the shareholders of TBT (the “Shareholders”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 11th, 2014 • Cannabis Kinetics Corp. • Metal mining • New York
This ASSET PURCHASE AGREEMENT, dated as of June 6, 2014 (this "Agreement"), by and among Cannabis Kinetics Corp., a Nevada corporation (the "Purchaser"), REM International, LLC, a Colorado limited liability company (“REM” or the “Company”), and Robert E. Matuszewski (the “Principal”).
CONFIDENTIAL PORTIONS OF THIS AGREEMENT DESIGNATED BY ASTERISKS HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT CONSULTING AGREEMENTConsulting Agreement • June 25th, 2015 • Monarch America, Inc. • Services-management consulting services • Colorado
CONSULTING AGREEMENT dated as of June 24, 2015 (this "Agreement") between Monarch America, Inc., a corporation organized under the laws of the State of Nevada ("Consultant"), having an address at 1150 W. Custer Place, Denver, Colorado 80223, and FSST Pharms, LLC, a limited liability company organized under the laws of the Flandreau Santee Sioux Tribe ("FSST"), having an address at 603 W. Broad Avenue, Flandreau, South Dakota 57028.
PROSPERIDAD GOLD CLAIM ASSIGNMENTAssignment Agreement • February 6th, 2012 • Lingas Resources, Inc.
BY virtue of this DEED OF ASSIGNMENT, Hernandez Ventures Inc., a company duly incorporated in the Republic of the Philippines, hereby assigns all title rights and mineral rights to the Prosperidad Gold Claim located in Prosperidad, Philippines to Lingas Resources Inc., a company duly incorporated in the United States of America.
EXCLUSIVE DISTRIBUTION AGREEMENTExclusive Distribution Agreement • October 29th, 2014 • Cannabis Kinetics Corp. • Services-management consulting services • Colorado
THIS EXCLUSIVE DISTRIBUTION AGREEMENT (this “Agreement” or this “Exclusive Distribution Agreement) is entered into effective as of September 25, 2014 (the “Effective Date”) by and between Ivory Coco International, LLC (“Supplier”) and Cannabis Kinetics Corporation (“Distributor”).
SECURITY AGREEMENTSecurity Agreement • January 16th, 2015 • Monarch America, Inc. • Services-management consulting services • Colorado
THIS SECURITY AGREEMENT (“Security Agreement”) is made this 1 day of January, 2015, between The Big Tomato, Inc., a Colorado corporation (“TBT” or “Debtor”) and Jeremy N. Stout and Josh Field (together, the “Secured Party”).
PROSPERIDAD GOLD CLAIM ASSIGNMENTAssignment Agreement • May 22nd, 2012 • Lingas Resources, Inc. • Metal mining
BY virtue of this DEED OF ASSIGNMENT, Hernandez Ventures Inc., a company duly incorporated in the Republic of the Philippines, hereby assigns all title rights and mineral rights to the Prosperidad Gold Claim located in Prosperidad, Philippines to Lingas Resources Inc., a company duly incorporated in the United States of America.
MERGER AGREEMENT BETWEENMerger Agreement • October 22nd, 2014 • Cannabis Kinetics Corp. • Services-management consulting services • Nevada
THIS AGREEMENT, made this 17th day of October, 2014, by and between Cannabis Kinetics Corp. (“CKC”), Jeremy N. Stout, Inc., d/b/a The Big Tomato (“TBT”) and the shareholders of TBT is made for the purpose of setting forth the terms and conditions upon which CKC will acquire all the outstanding shares of TBT.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 21st, 2014 • Lingas Ventures, Inc. • Metal mining
This Common Stock Purchase Agreement (the “Agreement”) made this 17th day of March, 2014, among John C. Ngitew and Grace E. Parines (hereinafter the “Seller”) and the persons indicated on the signature page hereto (collectively, the “Buyer”), regarding the purchase of shares of common stock of Lingas Resources, Inc., a Nevada corporation (the "Company"), and setting forth the terms and conditions upon which the Seller will sell 145,000,000 shares (the “Shares”) of common stock (the “Common Stock”) of the Company, individually owned by Seller to Buyer.
ContractSecured Purchaser Note • May 1st, 2015 • Monarch America, Inc. • Services-management consulting services • New York
THIS NOTE MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE ALIENATED OR ENCUMBERED WITHOUT THE PRIOR WRITTEN CONSENT OF PURCHASER.
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 12th, 2014 • Cannabis Kinetics Corp. • Metal mining • New York
AMENDMENT TO ASSET PURCHASE AGREEMENT, dated as of September 11, 2014. (this "Amendment"), is by and among Cannabis Kinetics Corp., a Nevada corporation (the "Purchaser"), REM International, LLC, a Colorado limited liability company (“REM” or the “Company”), and Robert E. Matuszewski (the “Principal”).
STOCK PLEDGE AGREEMENTStock Pledge Agreement • January 16th, 2015 • Monarch America, Inc. • Services-management consulting services
This Stock Pledge Agreement is executed on January 1, 2015 by and between Monarch America, Inc. (“Pledgor”) and Jeremy N. Stout and Josh Field (“Pledgee”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • December 15th, 2014 • Cannabis Kinetics Corp. • Services-management consulting services • Nevada
This NOTE PURCHASE AGREEMENT (the “Agreement”), dated as of December 4, 2014, by and between Cannabis Kinetics Corp., a Nevada corporation (the “Company”) with an address at 3240 W. 71st Avenue, Unit 5, Westminster, CO, 80030 and Glamis Capital SA, with an address at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro MH 96960 (the “Buyer”).
GENERAL RELEASEGeneral Release • March 21st, 2014 • Lingas Ventures, Inc. • Metal mining
This General Release (this “Release”) is made as of March 19, 2014, by John C. Ngitew (“JN”) in favor of Lingas Ventures, Inc., a Nevada corporation, and it successors and assigns (the “Company”).
