TECHNOLOGY ACQUISITION AGREEMENTTechnology Acquisition Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
This Technology Acquisition Agreement (Agreement) dated effective as of February 5, 2021 (the Effective Date) is by and between AdvEn Industries Inc., an Alberta corporation, with offices located in the City of Edmonton, Province of Alberta (the Corporation) and Tangold Inc., an Alberta corporation, with offices located in the City of Edmonton, Province of Alberta (Acquiror) (collectively, the Parties or each individually, a Party).
COMMON SHARE PURCHASE WARRANT NANO INNOVATIONS INC.Adven Inc. • July 12th, 2024 • Industrial organic chemicals
THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [ ] or its 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (Pacific time) on [ ], 202[ ]3 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Nano Innovations Inc., a British Columbia corporation (the “Company”), up to 50% of the number of Common Shares issued upon the full conversion of the Note (as subject to adjustment hereunder, the “Warrant Shares”), provided, however, if (i) there is an Event of Default under Section 7(a)(i) of the Note or (ii) the Maturity Date (as defined in the Note) of the Note is extended pursuant to Section 2(d) of the Note, then, the amount of Warrant Shares to be received by the Holder shall be automatically increased from 50% of the maximum number of Common
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals
SHARE EXCHANGE AGREEMENT BY AND AMONG: THE SHAREHOLDERS OF ADVEN INDUSTRIES INC. AS SET FORTH ON SCHEDULE A - and - ADVEN INDUSTRIES INC. - and - NANO INNOVATIONS INC. Dated September 28, 2021Share Exchange Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
THE SHAREHOLDERS OF ADVEN INDUSTRIES INC. AS SET FORTH ON SCHEDULE A (collectively, the Shareholders, and in the singular, a Shareholder)
EXECUTIVE EMPLOYMENT AGREEMENT Dated as of April 19, 2021 Between NANO INNOVATIONS INC. (the “Company”) and (the “Executive”)Executive Employment Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • British Columbia
Amended and Restated Executive EMPLOYMENT AGREEMENT Amended and Restated effective as of July 19, 2023 and executed on August 14, 2023 Between ADVEN INC. (formerly Nano Innovations Inc.) (the “Company”) and (the “Executive”)Executive Employment Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
SECURITIES PURCHASE AGREEMENT (Canadian investors)Securities Purchase Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • New York
IN WITNESS WHEREOF, the Company has caused this Warrant to be executed by its officer thereunto duly authorized as of the date first above indicated.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
This Securities Purchase Agreement (this “Agreement”) is dated June _____, 2024 between AdvEn Inc., an Alberta corporation (the “Company”), and each purchaser identified on the Annex A hereto (each, including its successors and assigns, an “Investor” or “Holder” and collectively, the “Investors” or “Holders”).
AMENDED AND RESTATED TECHNOLOGY ACQUISITION AGREEMENTAssignment and Assumption Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
This Amended and Restated Technology Acquisition Agreement (Agreement) dated effective as of May 30, 2022 (the Effective Date) is by and between AdvEn Industries Inc., an Alberta corporation, with offices located in the City of Edmonton, Province of Alberta (the Corporation) and Tangold Inc., an Alberta corporation, with offices located in the City of Edmonton, Province of Alberta (Acquiror) (collectively, the Parties or each individually, a Party).
LEASE AGREEMENTLease Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
IN CONSIDERATION of the rent and the covenants herein contained to be performed by the Landlord and the Tenant, the parties agree as follows:
MANAGEMENT SERVICE AGREEMENTManagement Service Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
WHEREAS the Corporation desires to engage MSP to assist with the day to day management of the Corporation including sourcing funding, providing HR and HSE documentation and administration, and engaging in business development and MSP has agreed to provide such services subject to the terms and conditions of this Agreement;
The agreement is representative of similar agreements executed with other investors in the financing, which is identical in all material respects except as to the parties thereto, the dates of execution, or other details. A Schedule A is filed with...Adven Inc. • July 12th, 2024 • Industrial organic chemicals • New York
THIS 10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued 10% Convertible Promissory Notes of Nano Innovations Inc., British Columbia company (the “Company”), having its principal place of business at [______], designated as its 10% Convertible Promissory Note due [ ], 2022 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
AT BENNETT.WONG@DENTONS.COM JIUHUA INVESTMENT HOLDINGS COMPANY LIMITEDSecurities Pledge Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
This binding letter agreement (the Letter Agreement) sets forth the transaction terms pursuant to which AdvEn Industries Inc. (AdvEn) or an assignee of AdvEn, as determined in its sole discretion (collectively, the Buyer) will purchase the 3,699,000 common shares in the authorized capital of AdvEn (the Sold Shares) held by JiuHua Investment Holdings Company Limited (the Seller).
THIS INVESTMENT AGREEMENT DATED THE 1ST DAY OF APRIL 2020, BETWEEN:Investment Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
Sustainable Development Technology Canada Project Funding AgreementProject Funding Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Ontario
THIS INVESTMENT AMENDMENT EFFECTIVE THE 1ST DAY OF JUNE 2021, BETWEEN: ALBERTA INNOVATES A Provincial research and innovation corporation established pursuant to Section 6.1(3) of the Alberta Research and Innovation Act - and - ADVEN INDUSTRIES INC. A...Adven Inc. • July 12th, 2024 • Industrial organic chemicals • Alberta
THIS INVESTMENT AGREEMENT AMENDMENT (THE “AMENDMENT”) DATED EFFECTIVE THE 7TH DAY OF FEBRUARY 2023, (THE “EFFECTIVE DATE”) BETWEEN: ALBERTA INNOVATES A Provincial research and innovation corporation established pursuant to Section 6.1(3) of the...Investment Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals
STOCK RESTRICTION AGREEMENTStock Restriction Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • British Columbia
Whereas the [*] holds [*] Common Voting Shares in the capital of the Corporation, of which [*]% (rounded down to the nearest whole share) shall be subject to the restrictions contained in this Agreement (the Subject Shares). The Subject Shares that are subject to the Restrictions (defined below) are referred to in this Agreement as the Restricted Shares and are identified as such in the attached Schedule A.
ASPEN PROPERTIES (SLP) LTD. (Landlord) - and - NANO INNOVATIONS INC. and ADVEN INDUSTRIES INC. (Tenant) OFFICE LEASEOffice Lease • July 12th, 2024 • Adven Inc. • Industrial organic chemicals
This Lease dated as of March 28, 2022 (the “Lease”), is made and entered into by the Landlord and Tenant named below who agree as follows:
FORM OF LEAK OUT AGREEMENTLeak Out Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals
FORM OF WARRANTAdven Inc. • July 12th, 2024 • Industrial organic chemicals
THIS COMMON SHARE PURCHASE WARRANT (this “Warrant”) certifies that, for value received, _______________, or its 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 Original Issue Date specified above (the “Original Issue Date”) and on or prior to the close of business on the fifth year anniversary of the Original Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Adven Inc., an Alberta corporation (the “Company”), up to the number of initial Warrant Shares set forth hereinabove (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price (as defined in Section 2(b) below). This Warrant issued pursuant to the conversion of the Series A Preferred Shares held by the Holder and form part of the Conversion Units (as described in the Articles of Ame
NANO INNOVATIONS INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • July 12th, 2024 • Adven Inc. • Industrial organic chemicals • Alberta
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [*], 2022 between NANO INNOVATIONS INC., (the “Corporation”), and [*] (“Indemnitee”), PURSUANT TO THE BUSINESS CORPORATIONS ACT OF BRITISH COLUMBIA (the “Act”).
