September 12, 2018
September 12, 2018
DELIVERED VIA ELECTRONIC MAIL
Xxxx Xxxx
Xxx Xxx
0000 Xxxxx Xxxxx Xxxxxx
Alameda, CA 94501
Re:Termination of Agreement
Dear Messrs. Xxxx and Mac:
Reference is made to that certain Share Exchange and Purchase Agreement dated July 14, 2018 (“Agreement”) by and among Xxxx Xxxx (“Xxxx”) and Xxx Xxx (“Mac”) as the Stockholders of ROOTS NURSERY, INC., a California corporation (“Roots”) and NEWBRIDGE GLOBAL VENTURES, INC., a Delaware corporation (“NewBridge”). Any capitalized terms used in this letter but not defined have the meanings given in the Agreement.
Please be advised that NewBridge hereby terminates the Agreement pursuant to the terms of Section 10.01(d) of the Agreement. This letter serves as notice of such termination as required under Section 10.01. Accordingly, the Agreement is of no further force or effect, however, this termination does not relieve any party from any liability for any breach of the Agreement prior to the termination. The Exchange Shares issued pursuant to the Agreement shall be cancelled as of the date hereof. Please acknowledge your receipt of this letter and agreement to the termination as set forth herein by signing and returning this letter to my attention.
Sincerely,
Xxxx Xxxxxxx
Chief Executive Officer
Acknowledged and Agreed:
Xxx Xxx
Xxxx Xxxx
Cc: Xxxxx Xxxxxxxx
Xxx Xxxxxxx
Xxxxxx Xxxxx
X. Xxxxxx Xxxx