SHARE EXCHANGE AGREEMENT BY AND AMONG VAPIR ENTERPRISES INC. AND THE PRINCIPAL SHAREHOLDERS OF VAPIR ENTERPRISES INC. AND VAPIR, INC. AND THE SHAREHOLDERS OF VAPIR, INC. Dated as of: December 30, 2014Share Exchange Agreement • March 31st, 2015 • Vapir Enterprises Inc. • Perfumes, cosmetics & other toilet preparations • California
This SHARE EXCHANGE AGREEMENT (“Agreement”), dated as of December 30, 2014, is made by and among VAPIR ENTERPRISES INC., a corporation organized under the laws of Nevada (the “Acquiror”), ADAM KOTKIN (the “Acquiror Principal Shareholder”), VAPIR, INC., a corporation organized under the laws of California (the “Acquiree”), and each of the Persons listed on Schedule I hereto who are shareholders of the Acquiree (collectively, the “Acquiree Shareholders,” and individually an “Acquiree Shareholder”). Each of the Acquiror, Acquiree and Acquiree Shareholders are referred to herein individually as a “Party” and collectively as the “Parties.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 31st, 2015 • Vapir Enterprises Inc. • Perfumes, cosmetics & other toilet preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 7, 2013, FAL MINERALS LLC, an Alabama limited liability company (the “Company”), and FAL Exploration Corp., a Nevada corporation (the “Purchaser”); and
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • March 31st, 2015 • Vapir Enterprises Inc. • Perfumes, cosmetics & other toilet preparations
This Agreement dated October 9, 2013 by and between FAL Minerals, LLC, an Alabama limited liability company (the “Company”), and David Lubin & Associates, PLLC (the “Purchaser’’); and
REAL ESTATE PURCHASE AND SALE AGREEMENT Dated as of November 13, 2013Real Estate Purchase and Sale Agreement • March 31st, 2015 • Vapir Enterprises Inc. • Perfumes, cosmetics & other toilet preparations
ALPHA CAPITAL ANSTALT, a Lichtenstein corporation, ADVENTURE VENTURES LLC, a New York limited liability company, WHALEHAVEN CAPITAL FUND LTD., a Bermuda corporation, DPIT 5 LLC, a Nevada limited liability company, and OJA LLC, a Florida limited liability company (collectively, “Seller”), and FAL EXPLORATION CORP., a Nevada corporation (“Buyer”), agree as follows:
TERMINATION AGREEMENTTermination Agreement • March 31st, 2015 • Vapir Enterprises Inc. • Perfumes, cosmetics & other toilet preparations • New York
This Termination Agreement, dated as of December ___, 2014 (the ’’Termination Agreement”), between Alpha Capital Anstalt, a Lichtenstein corporation, Adventure Ventures LLC, a New York limited liability company, Whalehaven. Capital Fuad, Ltd., a Bermuda corporation, DPIT 5 LLC, a Nevada limited liability company, and OJA LLC, a Florida Limited liability company (collectively, the "Seller"), and Vapir Enterprises Inc. f/k/a FAL Exploration Corp., a Nevada corporation (the "Buyer” and together with Seller, the "Parties” and each, a ’’Party”), agree as follows:
Short Term Loan ContractShort Term Loan Contract • March 31st, 2015 • Vapir Enterprises Inc. • Perfumes, cosmetics & other toilet preparations
This Loan Agreement (the “Agreement”) is an agreement between Vapir Enterprise Inc henceforth known as “Borrower,” and Hamid Emarlou henceforth known as “Lender.”
