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 • June 22nd, 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”).
AMENDMENT NUMBER 1 TOAsset Purchase Agreement • June 22nd, 2022 • Reviv3 Procare Co • Perfumes, cosmetics & other toilet preparations
This AMENDMENT NUMBER 1 TO Asset Purchase Agreement (this "Amendment") is made effective as of June 10, 2022 and amends that certain Asset Purchase Agreement dated May 1, 2022 (the “Purchase Agreement”), by and among (a) Reviv3 Procare Company, a Delaware corporation, (b) Reviv3 Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Reviv3 Procare Company, (c) Axil & Associated Brands Corp., a Delaware corporation, and (d) solely for purposes of Sections 3.32, 7.2, 7.7 and Article 8 of the Purchase 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.
VOTING AGREEMENTVoting Agreement • June 22nd, 2022 • Reviv3 Procare Co • Perfumes, cosmetics & other toilet preparations • Delaware
This Voting Agreement (this “Agreement”) is entered into effective as of June 16, 2022 (the “Effective Date”) by and between Reviv3 Procare Company, a Delaware corporation (the “Company”), Intrepid Global Advisors, a Delaware corporation (“Intrepid”), and Axil & Associated Brands Corp., a Delaware corporation (“Axil”), with reference to the following:
