SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 5th, 2018 • Apotheca Biosciences, Inc. • Metal mining • Nevada
This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of October 3, 2018, by and between APOTHECA BIOSCIENCES, INC., a Nevada corporation, with headquarters located at 10901 Roosevelt Blvd., Suite 1000c, Saint Petersburg, FL 33716 (the "Company"), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the "Buyer").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 5th, 2018 • Apotheca Biosciences, Inc. • Metal mining • Nevada
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of October 3, 2018, by and between APOTHECA BIOSCIENCES, INC., a Nevada corporation (the "Company"), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company (together with it permitted assigns, the "Buyer"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Securities Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").
COMMON STOCK PURCHASE WARRANT APOTHECA BIOSCIENCES, INC.Apotheca Biosciences, Inc. • November 5th, 2018 • Metal mining • Nevada
This COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received (in connection with the issuance of the $300,000.00 senior convertible promissory note to the Holder (as defined below) of even date) (the "Note"), FirstFire Global Opportunities Fund, LLC, a Delaware limited liability company (including any permitted and registered 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 of issuance hereof, to purchase from Apotheca Biosciences, Inc., a Nevada corporation (the "Company"), up to 480,000 shares of Common Stock (as defined below) (the "Warrant Shares") (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated October 3,
APOTHECA BIOSCIENCES, INC. EMPLOYMENT AGREEMENT WITH SAM TALARIEmployment Agreement • December 6th, 2018 • Apotheca Biosciences, Inc. • Metal mining
THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into effective as of Feb. 26, 2018 (the "Effective Date"), by and between APOTHECA., a Nevada Corporation (the "Company"), and Sam Talari (the "Executive").
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 7th, 2017 • Cannabis Leaf, Inc. • Metal mining
This Stock Purchase Agreement (this "Agreement") dated August 1, 2017, is made by and between Jason Sakowski (the "Purchaser"), and Kook Chong Yoo the undersigned shareholder (the "Seller").
Addendum to Licensing AgreementLicensing Agreement • July 31st, 2017 • Cannabis Leaf, Inc. • Metal mining
This is an addendum dated 25 July, 2017 to a Licensing Agreement ("Agreement") dated and amended on June 1, 2017 wherein AGHWA, LLC, ("Licensor"), agrees to License and Cannabis Leaf, Inc. ("Licensee"), agrees to the following revised terms.
ContractApotheca Biosciences, Inc. • March 15th, 2019 • Metal mining • Nevada
NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. COMMON STOCK PURCHASE WARRANT APOTHECA BIOSCIENCES, INC.
AGREEMENT OF MERGER OF PACIFICORP HOLDINGS LTD. AND CANNABIS LEAF INCORPOATEDAgreement of Merger • June 22nd, 2017 • Pacificorp Holdings Ltd. • Metal mining
This Agreement of Merger (the “Agreement”) is entered into by and between Pacificorp Holdings Ltd., a Nevada corporation (the “Company”) and Cannabis Leaf Incorporated, a Nevada corporation (the “ Subsidiary ”), as of June 2, 2017.
LICENSE AGREEMENTLicense Agreement • May 9th, 2017 • Pacificorp Holdings Ltd. • Metal mining • Washington
NOW THEREFORE, IN CONSIDERATION of entering into this Agreement, the mutual covenants, conditions and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties covenant and agree as follows:
SUBSCRIPTION AGREEMENTSubscription Agreement • April 21st, 2015 • Pacificorp Holdings Ltd. • Nevada
SUBSCRIPTION AGREEMENT made as of this _____ day of ______________, 20___ between PACIFICORP HOLDINGS, LTD..., a Nevada corporation with its registered office at 50 WEST LIBERTY STREET SUITE 880 RENO NEVADA, 89501 (the "Company") and the undersigned (the "Subscriber").
SETTLEMENT AND RELEASE AGREEMENTSettlement and Release Agreement • May 7th, 2018 • Cannabis Leaf, Inc. • Metal mining • Washington
THIS SETTLEMENT AND RELEASE AGREEMENT (the “Agreement”) is made and entered into as of May 3, 2018 by and among Cannabis Leaf Inc., formerly known and operating as Pacificorp Holdings, a Nevada Corporation (“Releasor”), AGH WA, LLC, a Washington Limited Liability Company; and Paul Donion, an Individual residing in Washington and Cannabis Leaf, are at times referred to collectively as the “Parties” or as “Party” in this Agreement.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 31st, 2018 • Apotheca Biosciences, Inc. • Metal mining • Nevada
THIS AGREEMENT AND PLAN OF MERGER (the "Agreement"), is made and entered into as of March 6, 2018 by and among Apotheca Biosciences, Inc. a Nevada Corporation ("Apotheca") and Cannabis Leaf,
LETTER OF INTENTLetter of Intent • April 4th, 2017 • Pacificorp Holdings Ltd. • Metal mining • Washington
Affordable Green Washington LLC. A Washington Limited liability Company (“AGW”) (the “Licensor”) and PacifiCorp Holdings Ltd. a Nevada Corporation ( the “Licensee”), collectively (the “Parties”) desire to memorialize their recent conversations and meetings, in this document and to memorialize their intentions, to utilize their collective efforts in the development and expansion of Marijuana products, Marijuana industry related services and marketing services in the United States, specifically in States and in accordance with State Law, that allow for the consumption of marijuana or marijuana products either recreationally and or medicinally This Letter of Intention (“LOI”) sets forth the general terms and conditions that Licensor offers as they relate to a proposed business transaction via license agreement.
AMENDED LICENSE AGREEMENTAmended License Agreement • June 6th, 2017 • Pacificorp Holdings Ltd. • Metal mining • Washington
NOW THEREFORE, IN CONSIDERATION of entering into this Agreement, the mutual covenants, conditions and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties covenant and agree as follows:
