ZRCN INC. STOCK OPTION GRANT NOTICE AND OPTION AGREEMENT (2024 Omnibus Equity Incentive Plan)Stock Option Agreement • March 6th, 2024 • ZRCN Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS STOCK OPTION AGREEMENT (together with the above grant notice (the “Grant Notice”), the “Agreement”) is made and entered into as of the date set forth on the Grant Notice by and between ZRCN Inc., a Delaware corporation (the “Company”), and the individual (the “Optionee”) set forth on the Grant Notice.
ENGAGEMENT AGREEMENTEngagement Agreement • April 11th, 2023 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
AND: Harmony Energy Technologies Corporation (the “Employer” or “Harmony”), a corporation organized and existing under the laws of the Delaware of United States, with its registered address located at:
BOARD OF DIRECTOR AGREEMENTBoard of Director Agreement • October 11th, 2024 • ZRCN Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS AGREEMENT is made and entered into effective as of the 1st day of October 2024 “Effective Date”), by and between ZRCN Inc., a Delaware corporation (“Company”), and Brian P. Wong, an individual (“Director”).
LOAN AGREEMENTLoan Agreement • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
Party A and B agree to borrow money on the principle of equality, voluntariness and honesty. This loan agreement is specially concluded for both parties to abide by.
ENGAGEMENT AGREEMENTEngagement Agreement • March 31st, 2023 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
LOAN AGREEMENTLoan Agreement • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
Registered Address : Rm 905, Baolong plant of Anbo technology, No. 2, Baolong 4th Road, Baolong community, Baolong street, Longgang District, Shenzhen
Debt settlement AGREEMENTDebt Settlement Agreement • September 16th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
This debt settlement agreement (this “Agreement”) is entered into at New York, New York on September 15, 2022 between Harmony Energy Technologies Corporation (the “Debtor” or “Harmony”) and Keystone Associates Inc. (the “Creditor”; together with the Debtor, the “Parties” and each of them a “Party”).
REVOLVING CREDIT, SECURITY AND GUARANTY AGREEMENT FGI WORLDWIDE LLC (AS LENDER AND AS AGENT) WITH ZIRCON CORPORATION (AS BORROWER) ZRCN INC., ZIRCON DE MEXICO, S.A. DE C.V., AND ZIRCON CORPORATION LIMITED (AS GUARANTORS) May 31, 2024Revolving Credit, Security and Guaranty Agreement • July 16th, 2024 • ZRCN Inc. • Miscellaneous electrical machinery, equipment & supplies
This REVOLVING Credit, Security AND GUARANTY Agreement, dated as of May 31, 2024, by and among (1) ZIRCON CORPORATION, a California corporation (“Zircon”; and together with any other Person who joins this agreement from time to time as a borrower, each a “Borrower” and collectively, the “Borrowers”), (2) ZRCN INC., a Delaware corporation (“Parent”), ZIRCON DE MEXICO, S.A. DE C.V., a sociedad anónima de capital variable (“Zircon MX”), and ZIRCON CORPORATION LIMITED, a corporation organized under the laws of the United Kingdom (“Zircon UK”; and together with Parent, Zircon MX and each other Person joined hereto as a guarantor from time to time, collectively, the “Guarantors”, and each a “Guarantor”); (3) the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and each individually a “Lender”); and (4) FGI WORLDWIDE LLC, a Delaware limited liability company (“FGI”), as agent for Lenders (FGI, in such capacity, the “Agent”).
Acquisition Debt Settlement AgreementAcquisition Debt Settlement Agreement • August 8th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
In view of the Smarten Technology Equity Acquisition Agreement signed on November 6, 2019 by both parties, Party B has completed the acquisition in August 2020. Basis on the current situation of Party B, the payment cannot be completed before August 31, 2020. For the payment of (two million yuan), both parties A and B have reached the following agreement after friendly negotiation:
Three Parties Agreement on Creditor’s Rights and DebtsThree Parties Agreement on Creditor’s Rights and Debts • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
After equal and voluntary negotiation, Party A, Party B and Party C have reached the following agreement on the repayment of creditor’s rights and debts:
Three Parties AgreementThree Parties Agreement on Creditor’s Rights and Debts • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
Address： Rm 8D, Block B, No.4 Building, Dongsheng Times Garden, Zhongshan Avenue, Pingshan Street , Pingshan District, Shenzhen City
LOAN AGREEMENTLoan Agreement • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
Party A and B agree to borrow money on the principle of equality, voluntariness and honesty. This loan agreement is specially concluded for both parties to abide by.
Debt Settlement and Release Agreement by and among Harmony Energy Technologies Corp AndDebt Settlement and Release Agreement • April 20th, 2023 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Debt Settlement and Release Agreement (this “Agreement”) is entered into as of the date first set forth above (the “Effective Date”) by and between (i) Harmony Energy Technologies Corp, a Delaware corporation (the “Company”); and (ii) [____________________], a [_______________] (“Creditor”). Each of the Company and Creditor may be referred to herein collectively as the “Parties” and separately as a “Party”.
Warrant Exchange Agreement by and among Harmony Energy Technologies Corp AndWarrant Exchange Agreement • April 20th, 2023 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Warrant Exchange Agreement (this “Agreement”) is entered into as of the date first set forth above (the “Effective Date”) by and between (i) Harmony Energy Technologies Corp, a Delaware corporation (the “Company”); and (ii) XXX (“Holder”). Each of the Company and Holder may be referred to herein collectively as the “Parties” and separately as a “Party”.
Acquisition Debt Settlement AgreementAcquisition Debt Settlement Agreement • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
In view of the Smarten Technology Equity Acquisition Agreement signed on November 6, 2019 by both parties, Party B has completed the acquisition in August 2020. Basis on the current situation of Party B, the payment cannot be completed before August 31, 2020. For the payment of (two million yuan), both parties A and B have reached the following agreement after friendly negotiation:
Agreement and Plan of Merger Dated as of April 13, 2023Merger Agreement • April 20th, 2023 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 13, 2023 (the “Effective Date”), is entered into by and among Harmony Energy Technologies Corp., a Delaware corporation (“Harmony”); ZRCN Inc., a California corporation and a wholly owned subsidiary of Harmony (the “Merger Sub”); and Zircon Corporation, a California corporation (“Zircon)”. Harmony, Merger Sub and Zircon may be referred to herein individually as a “Party” and collectively as the “Parties”.
Escrow AgreementEscrow Agreement • April 20th, 2023 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
This Escrow Agreement (this “Agreement”) dated as of April 14, 2023 (the Effective Date”), is entered into by and among (i) Christian Guilbaud, Kenneth Charles Grainger, Demin Huang and Rui Zhu (each a “Guarantor” and collectively, the “Guarantors”); (ii) Harmony Energy Technologies Corp., a Delaware corporation (“Harmony”); (iii) Zircon Corporation, a California corporation (“Zircon”); and (iv) Anthony L.G., PLLC (the “Escrow Agent”). Each Guarantor, Harmony and Zircon may be collectively referred to herein as the “Transaction Parties” and each individually as a “Transaction Party”. The Escrow Agent and the Transaction Parties may be collectively referred to herein as the “Parties” and each individually as a “Party”.
ARRANGEMENT AGREEMENTArrangement Agreement • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • Ontario
NOW THEREFORE, in consideration of the covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the Parties hereto do hereby covenant and agree as follows:
LOAN AGREEMENTLoan Agreement • August 8th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
Party A and B agree to borrow money on the principle of equality, voluntariness and honesty.This loan agreement is specially concluded for both parties to abide by.
WARRANT TO PURCHASE COMMON STOCK OF Harmony Energy Technologies Corp.Warrant Agreement • April 20th, 2023 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
This is to Certify That, FOR VALUE RECEIVED, , or its assigns (“Holder”), is entitled to purchase, subject to the provisions of this Warrant, from Harmony Energy Technologies Corp., a Delaware corporation (the “Company”), shares of fully paid, validly issued and nonassessable shares of the common stock, par value $0.001 per share, of the Company (“Common Stock”) at an exercise price of $0.01 per share. The number of shares of Common Stock to be received upon the exercise of this Warrant and the price to be paid for each share of Common Stock may be adjusted from time to time as hereinafter set forth. The shares of Common Stock deliverable upon such exercise, and as adjusted from time to time pursuant to Section (h) hereof or as otherwise provided herein, are hereinafter sometimes referred to as “Warrant Shares” and the exercise price per share of Common Stock acquirable upon exercise hereof as in effect at any time and as adjusted from time to time is hereinafter sometimes referred to
LOAN AGREEMENTLoan Agreement • August 8th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
Party A and B agree to borrow money on the principle of equality, voluntariness and honesty.This loan agreement is specially concluded for both parties to abide by.
ENGAGEMENT AGREEMENTEngagement Agreement • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
BETWEEN: N. Zeng & Company Inc. (the “Consultant”), a company organized and existing under the laws of the New York of United States, with its register address located at: P.O. Box 5415, New York, NY 101085
ContractSubscription Agreement • September 16th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • New York
THIS SUBSCRIPTION AGREEMENT IS EXECUTED IN RELIANCE UPON (1) THE EXEMPTION PROVIDED BY SECTION 4(2) AND REGULATION D, RULE 506(b) FOR TRANSACTIONS NOT INVOLVING A PUBLIC OFFERING UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR (2) THE EXEMPTION TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO RULE 903 OF REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THIS OFFERING IS BEING MADE ONLY TO ACCREDITED INVESTORS OR TO NON-U.S. PERSONS PURSUANT TO RULE 903 OF REGULATION S PROMULGATED UNDER THE SECURITIES ACT. NONE OF THE SECURITIES TO WHICH THIS SUBSCRIPTION RELATES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION D OR REGULATION S UNDER THE SECURITIES ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES A
Three Parties Agreement on Creditor’s Rights and DebtsThree Parties Agreement on Creditor’s Rights and Debts • August 8th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
After equal and voluntary negotiation, Party A, Party B and Party C have reached the following agreement on the repayment of creditor’s rights and debts:
SHENZHEN TOP BULL APARTMENT MANAGEMENT CO.,LTD Lease contractLease Contract • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
According to “The Contract Law of the People’s Republic of China” and other relevant laws and regulations, On the basis of equality, voluntariness, fairness and good faith, Party A and Party B sign this contract on Party B’s lease of the house that Party A can rent according to law.
LOAN AGREEMENTLoan Agreement • August 8th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
Party A and B agree to borrow money on the principle of equality, voluntariness and honesty.This loan agreement is specially concluded for both parties to abide by.
Three Parties Agreement on Creditor’s Rights and DebtsThree Parties Agreement on Creditor’s Rights and Debts • August 8th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
Address： Rm 8D, Block B, No.4 Building, Dongsheng Times Garden, Zhongshan Avenu e, Pingshan Street , Pingshan District, Shenzhen City
LOAN AGREEMENTLoan Agreement • August 8th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies
Registered Address : Rm 905, Baolong plant of Anbo technology, No. 2, Baolong 4th Road, Baolong community, Baolong street, Longgang District, Shenzhen
LICENSE AGREEMENT NUMBER 528131 BETWEEN BATTELLE MEMORIAL INSTITUTE AND GOLDEN SHARE MINING CORPORATIONLicense Agreement • February 10th, 2022 • Harmony Energy Technologies Corp • Miscellaneous electrical machinery, equipment & supplies • Washington
THIS AGREEMENT is made and entered into at Richland, Washington, by and between Golden Share Mining Corporation having a principal place of business in Markham, Ontario, Canada, herein called “LICENSEE”, and Battelle Memorial Institute, having a place of business in Richland, Washington, U.S.A., herein called “BATTELLE”. Each hereinafter referred to individually as “Party” and jointly as “Parties”. This Agreement is effective on the date affixed hereto by the Party last signing this Agreement (the “Effective Date”).
