ASSET PURCHASE AGREEMENT among REVIV3 PROCARE COMPANY, REVIV3 ACQUSITION CORPORATION, AXIL & ASSOCIATED BRANDS CORP., and CERTAIN STOCKHOLDERS OF AXIL & ASSOCIATED BRANDS CORP. May 1, 2022Asset Purchase Agreement • May 5th, 2022 • Reviv3 Procare Co • Perfumes, cosmetics & other toilet preparations • California
This Asset Purchase Agreement (this “Agreement”) is made and entered into on May 1, 2022, by and among (a) Reviv3 Procare Company, a Delaware corporation (“Parent”), (b) Reviv3 Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Parent (“Buyer,”) and together with Parent, the “Buying Parties”), (c) Axil & Associated Brands Corp., a Delaware corporation, (“Seller”), and (c) solely for purposes of Sections 3.32, 7.2, 7.7 and Article 8 of this Agreement, Teton 360 LLC, a Utah limited liability company, CBGK Consulting, LLC, a Delaware limited liability company, and Mowyco, LLC, a Utah limited liability company, (collectively the “Key Stockholders”).
