iPower, Inc. WARRANT TO PURCHASE COMMON STOCKWarrant Agreement • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • New York
iPower, Inc., a Nevada corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, ____________________, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, Company Class A common stock, par value $0.001 (“Common Stock”) (including any Warrants to purchase shares issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after the date hereof, to the extent permitted by the applicable SEC and FINRA rules, but not after 11:59 p.m., Eastern Time, on the Expiration Date (as defined below), such number (subject to adjustment as provided herein) of fully paid and non-assessable shares of Common Stock equal to _____ of the shares of Company common stock into which the Company’s Convertible Notes dated January 27,
EMPLOYMENT AGREEMENTEmployment Agreement • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • California
This Employment Agreement (the “Agreement”) is entered into as of the 29th day of January, 2021, by and between iPower Inc., a Nevada corporation (the “Company”), and Kevin Vassily, an individual residing at the address set forth on Schedule A hereto (the “Executive”).
ContractConvertible Note • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • California
NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.
SUBSCRIPTION AGREEMENTSubscription Agreement • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • Nevada
Subscription. The undersigned (sometimes referred to herein as the “Investor” or “Holder”) hereby subscribe for and agree to purchase the Convertible Notes and Warrants (as defined below) for the purchase price (the “Purchase Price”) set forth on the signature page hereto of iPower, Inc., a Nevada corporation (the “Company”), on the terms and conditions described herein and in Exhibits A, B, C, D, E and F hereto (collectively, the “Offering Documents”). Terms not defined herein are as defined in the Offering Documents. The Company seeks to raise a minimum of $3,000,000 (the “Minimum Offering Amount”) and maximum of $5,000,000 (the “Maximum Offering Amount”) in this Offering. The minimum amount of investment required from any one subscriber to participate in this Offering is $500,000. All references to $ means United States dollars.
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • California
This Exclusive Business Cooperation Agreement, dated September 4, 2020 (the “Agreement”), is made and entered into by and between the following parties in California, United States of America.
RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • Kansas
This Receivables Purchase Agreement is dated November 16, 2020 and is entered into between the Client identified in the Term Sheet and WFC Fund, LLC (“Factor”). Client desires to sell Receivables to Factor and Factor desires to purchase certain Receivables from Client. The parties therefore agree as follows:
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • New York
This Loan and Security Agreement is dated May 3, 2019, and is entered into between the Borrower identified in the Term Sheet and WFC Fund, LLC (“Lender”). Borrower has requested and, subject to the terms and conditions of this Agreement, Lender has agreed to extend, certain Loans to Borrower. The parties therefore agree as follows:
SUBSCRIPTION AGREEMENTSubscription Agreement • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • Nevada
Subscription. I (sometimes referred to herein as the “Investor”) hereby subscribe for and agree to purchase the Shares (as defined below) for the purchase price (the “Purchase Price”) set forth on the signature page hereto of iPower, Inc., a Nevada corporation (the “Company”), on the terms and conditions described herein and in Exhibits A, B, C and D hereto (collectively, the “Offering Documents”). Terms not defined herein are as defined in the Offering Documents. The Company seeks to raise a minimum of $250,000 (the “Minimum Offering Amount”) and maximum of $2,000,000] (the “Maximum Offering Amount”) in this Offering. The minimum amount of investment required from any one subscriber to participate in this Offering is $25,000. All references to $ means United States dollars.
EMPLOYMENT AGREEMENT CHIEF EXECUTIVE OFFICEREmployment Agreement • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • California
This EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of July 1, 2020 by and between BZRTH INC., a Nevada corporation (the “Company”), and CHENLONG TAN, an individual (the “Executive”).
iPower, Inc. WARRANT TO PURCHASE PREFERRED STOCKWarrant Agreement • February 1st, 2021 • iPower Inc. • Retail-building materials, hardware, garden supply • New York
iPower, Inc., a Nevada corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Boustead Securities, LLC, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, Series A convertible preferred Company stock, par value $0.001 (“Preferred Stock”), (including any Warrants to purchase shares issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after the date hereof, to the extent permitted by the applicable SEC and FINRA rules, but not after 11:59 p.m., Eastern Time, on the Expiration Date (as defined below), 2,415 (subject to adjustment as provided herein) fully paid and non-assessable shares of Preferred Stock (the “Warrant Shares”). Notwithstanding anything to the contrary herein, upon conversion of the
