RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining • Nevada
This Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of [ ] (the “Grant Date”) by and between The Healing Company Inc., a Nevada corporation (the “Company”), and [ ] (the “Grantee”).
STOCK OPTION AGREEMENTStock Option Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining • Nevada
This Stock Option Agreement (this “Agreement”) is made and entered into as of the Grant Date specified below by and between The Healing Company Inc., a Nevada corporation (the “Company”), and the participant named below (the “Participant”).
THE HEALING COMPANY, INC. CONSULTING AGREEMENTConsulting Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining • Nevada
This Consulting Agreement (this “Agreement”) is made and entered into as of September 1, 2022 (the “Effective Date”) by and between The Healing Company, Inc., a Nevada corporation with its principal place of business at 711 S. Carson Street, Suite 4, Carson City, Nevada 89701 (the “Company”), and Lee Forster, an address of 31 Barmouth Road, London, SW18 2DT, United Kingdom (“Consultant”) (each herein referred to individually as a “Party,” or collectively as the “Parties”).
COLLATERAL ASSIGNMENT OF PURCHASE AGREEMENTCollateral Assignment of Purchase Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining
THIS COLLATERAL ASSIGNMENT OF PURCHASE AGREEMENT (this“Assignment”), dated and effective as of August 4, 2022, is made by THE HEALING COMPANY INC., a Nevada corporation (“Parent”), HLCO BORROWER, LLC, a Delaware limited liability company (“Company”), and each Subsidiary of Company party hereto or which may become party hereto as required by the Security Agreement (each a “Subsidiary Assignor” and together with Parent and Company, individually and collectively, “Assignor”) in favor of WESTMOUNT GROUP LLC, a Delaware limited liability company, as administrative and collateral agent (in such capacities, together with its successors and assigns, the “Administrative Agent”) under that certain Credit Agreement, dated as of the date hereof, by and among, Assignor, each of the lenders from time to time party thereto (individually each a “Lender” and collectively the “Lenders”) and Administrative Agent (as amended, supplemented, modified and/or restated from time to time, the “Credit Agreement”
GUARANTYGuaranty • October 12th, 2022 • Healing Co Inc. • Metal mining • New York
FOR VALUE RECEIVED, and in consideration of any loan or other financial accommodation heretofore or hereafter at any time made or granted to HLCO BORROWER, LLC, a Delaware limited liability company (“Company”) pursuant to the Credit Agreement (defined below), THE HEALING COMPANY INC., a Nevada corporation (“Guarantor”) hereby agrees, in favor of the Lenders and the Administrative Agent, as of August 4, 2022 as follows:
THE HEALING COMPANY INC. OPTION AGREEMENTOption Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining • Nevada
THIS OPTION AGREEMENT (this “Agreement”) dated [ ] , 2022, by and between The Healing Company Inc., a Nevada corporation (the “Company”), and [ ] (the “Option Holder”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining
This AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”), dated as of September 1, 2022, is made by and between The Healing Company Inc. a Nevada corporation (the “Company”) and Simon Belsham (the “Executive”).
MASTER ESCROW AGREEMENTEscrow Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining • Florida
THIS ESCROW AGREEMENT (“Agreement”), dated August 4, 2022, is by and among (1) Westmount Group LLC, a Delaware limited liability company (“Agent”); (2) The Healing Company Inc., a Nevada corporation (“Parent”) and its wholly owned subsidiary, HLCO Borrower, LLC, a Delaware limited liability company (“Borrower” and together with Parent, collectively, “Company”), and (3) LL Historic, LLC (dba AEGIS LAW), a Missouri limited liability company authorized to transact business in the State of Florida (“Escrow Agent”). The Agent, Company, and Escrow Agent shall collectively be referred to as the “Parties” and each a “Party”.
FIRST AMENDMENT TO AGREEMENT OF SERVICESAgreement of Services • October 12th, 2022 • Healing Co Inc. • Metal mining
This First Amendment, dated September 1, 2022 (the “First Amendment”), shall form a part of that certain Agreement of Services, dated January 10, 2022 (the “Services Agreement”), by and between FLIGHT STORY LIMITED, a company registered in England (“FSL”) and THE HEALING COMPANY INC., a Nevada corporation (“Client”).
CREDIT AGREEMENT dated as of August 4, 2022 among HLCO BORROWER, LLC, as Borrower, THE HEALING COMPANY INC., as Parent, THE LENDERS PARTY HERETO, and WESTMOUNT GROUP LLC, as Administrative Agent and Collateral Agent Up to $150,000,000 Credit FacilityCredit Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining • New York
GUARANTEE AND COLLATERAL AGREEMENT dated as of August 4, 2022 among HLCO BORROWER, LLC, as Grantor the other Grantors from time to time party hereto, and WESTMOUNT GROUP LLC, as Collateral AgentGuarantee and Collateral Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining • New York
This GUARANTEE AND COLLATERAL AGREEMENT dated as of August 4, 2022 (this “Agreement”), is entered into by and among HLCO BORROWER, LLC, a Delaware limited liability company (“Company”), the other parties that may become Grantors hereunder after the date hereof from time to time party hereto (together with Company, individually a “Grantor” and collectively, the “Grantors”) and WESTMOUNT GROUP LLC, as collateral agent (in such capacity, including any successors and assigns, the “Collateral Agent”) for the Secured Parties.
PLEDGE AGREEMENTPledge Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining • New York
THIS PLEDGE AGREEMENT (as may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of August 4, 2022, is executed by THE HEALING COMPANY INC., a Nevada corporation (“Pledgor”), in favor of WESTMOUNT GROUP LLC, a Delaware limited liability company, as administrative and collateral agent for itself, as a Lender and for the other Lenders (in such capacities, together with its successors and assigns, the “Administrative Agent”).
COLLATERAL ASSIGNMENT OF SERVICING AGREEMENTCollateral Assignment of Servicing Agreement • October 12th, 2022 • Healing Co Inc. • Metal mining
THIS COLLATERAL ASSIGNMENT OF SERVICING AGREEMENT (this“Assignment”), dated and effective as of August 4, 2022, is made by HLCO BORROWER, LLC, a Delaware limited liability company (“Assignor”), in favor of WESTMOUNT GROUP LLC, a Delaware limited liability company, as administrative and collateral agent for the Lenders (“Administrative Agent”) under that certain Credit Agreement, dated as of the date hereof (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Assignor, as borrower thereunder, THE HEALING COMPANY INC., a Nevada corporation (“Servicer”), Administrative Agent and the Lenders from time to time party thereto. Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement.
