SHAREHOLDERS’ AGREEMENTShareholder Agreement • October 30th, 2014 • Biopower Operations Corp • Agricultural production-crops • Florida
This Shareholders’ Agreement (this “Agreement”), dated as of the date last written below, yet effective for all purposes as of October 24, 2014, is entered into among BIOPOWER OPERATIONS CORPORATION, a Nevada corporation (the “Company”), and each of the Persons (defined hereinafter) set forth in Schedule 1 attached hereto (each such Person, a “Shareholder” and, collectively, the “Shareholders”). The Company and the Shareholders may be referred to hereinafter individually as a “Party” and, collectively, as the “Parties.” Any capitalized term herein that is not independently defined herein shall be ascribed its meaning under the Share Exchange Agreement.
Management AND Operations AgreementManagement and Operations Agreement • October 30th, 2014 • Biopower Operations Corp • Agricultural production-crops • Florida
THIS MANAGEMENT AND OPERATIONS AGREEMENT (“Agreement”) is entered into as of the date last written below, yet is effective for all purposes as of October 24, 2014 between BIOPOWER OPERATIONS CORPORATION, a Nevada corporation (“BioPower”), on the one hand, and GREEN3POWER HOLDINGS COMPANY., a Delaware corporation (“G3P Holdings”), GREEN3POWER OPERATIONS, INC., a Delaware corporation (“G3P Operations”), GREEN3POWER INTERNATIONAL COMPANY, LTD., an international business corporation existing under the laws of the Federation of Nevis (“G3P International”; along with G3P Holdings and G3P Operations, collectively, the “G3P Entities”). This Agreement is entered into incident to the consummation by BioPower and G3P Holding, and certain of their affiliates, of the transactions documented under that certain SHARE EXCHANGE AGREEMENT of even date hereof (the “SEA”); consequently, any capitalized term herein that is not independently defined shall be ascribed its meaning under the SEA.
LOCK-UP AGREEMENTLock-Up Agreement • October 30th, 2014 • Biopower Operations Corp • Agricultural production-crops • Florida
Re: Share Exchange Agreement, dated as of October 24, 2014 (the “Exchange Agreement”), between BioPower Operations Corporation, a Nevada corporation (the “Company”) and the exchangor signatories thereto (each, a “Exchangor” and, collectively, the “Exchangors”)
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • October 30th, 2014 • Biopower Operations Corp • Agricultural production-crops • Florida
THIS SHARE EXCHANGE AGREEMENT (this “Agreement”) is entered into as of the date last written below, yet effective for all purposes as of October 24, 2014, by and between BIOPOWER OPERATIONS CORPORATION, a Nevada corporation (the “Company”), with offices at 1000 Corporate Dr., Ste. 200, Ft. Lauderdale, FL 33334, on the one hand, and, on the other, each of the shareholders set forth on Exhibit A (each a “G3P Shareholder”, and collectively, the “G3P Shareholders”) of GREEN³POWER HOLDINGS COMPANY, a Delaware corporation (“G3P Holdings”) having its office at 1000 Corporate Dr., Ste. 200, Ft. Lauderdale, FL 33334. The Company, and each of the G3P Shareholders may also be referred to herein as a “Party”, and, collectively, as the “Parties”.
