AGREEMENT AND PLAN OF MERGER BY AND AMONG PSLY.COM, INC. (“PARENT”), MYCOTOPIA THERAPIES INC. (“MTI”), SILLY MERGER SUB M INC. (“MERGER SUB M”), SILLY MERGER SUB E INC. (“MERGER SUB E”), AND EI.VENTURES, INC. (“EVI”) DATED AS OF May 17, 2022 AGREEMENT...Merger Agreement • May 23rd, 2022 • Ei. Ventures, Inc. • Pharmaceutical preparations • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 17, 2022, by and among PSLY.COM, INC. (“Parent”), a Delaware corporation, MYCOTOPIA THERAPIES INC., a Nevada corporation (“MTI”), SILLY MERGER SUB M INC., a Nevada corporation and a wholly-owned Subsidiary of Parent (“Merger Sub M”), SILLY MERGER SUB E INC., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub E”), and EI.VENTURES, INC., a Delaware corporation (“EVI”) (each of Parent, Merger Sub M, Merger Sub E, MTI, and EVI, are sometimes referred to herein as a “Party,” and collectively, as the “Parties”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 23rd, 2022 • Ei. Ventures, Inc. • Pharmaceutical preparations • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of May 17, 2022 by and among PSLY.COM, Inc., a Delaware corporation (“Parent”), on the one hand, and the undersigned securityholders (each a “Securityholder”) of Ei.Ventures, Inc., a Delaware corporation (the “Company” or “EVI”), on the other hand.
President AGREEMENTPresident Agreement • April 7th, 2017 • Medivie USA Inc. • Fabricated rubber products, nec • New York
THIS AGREEMENT is restated and amended as of April 4, 2017. The original agreement was dated as of July 1, 2016 (the “Effective Date”), by and between Medivie USA Inc., a Nevada corporation, (the "Company"), and Joshua Rurka (the "President") (the President and Company each a “Party” and collectively the “Parties”).
ACQUISITION AGREEMENTAcquisition Agreement • September 29th, 2023 • Collectable Sports Assets, LLC • Retail-retail stores, nec
This Acquisition Agreement is entered into as of June 16, 2023 between Fractional Ownership Holdings, LLC. (“F.O.H.”or “Parent”), F.O.H. Acquisition Inc., a Delaware corporation (“Merger Sub”), and Collectable Technologies, Inc. (“CTI” or the “Company”) and, only to the extent and for the purposes explicitly provided for herein, Phil Neuman, an individual (“Neuman”), for the acquisition by F.O.H. of CTI, its assets, including without limitation all subsidiaries and affiliates and the tangible and intangible assets owned by CTI and its subsidiaries and affiliates. An organizational chart identifying CTI’s subsidiaries and affiliates is annexed hereto as Exhibit A.
THIRD AMENDMENT TO ACQUISITION AGREEMENTAcquisition Agreement • September 29th, 2023 • Collectable Sports Assets, LLC • Retail-retail stores, nec
This Third Amendment to Acquisition Agreement is entered into as of August 21, 2023 between Fractional Ownership Holdings, LLC (“F.O.H.” or “Parent”), F.O.H. Acquisition Inc., a Delaware corporation (“Merger Sub”), and Collectable Technologies, Inc. (“CTI” or the “Company”) and, only to the extent and for the purposes explicitly provided for in the Agreement, Phil Neuman, an individual (“Neuman”).
FIRST AMENDMENT TO ACQUISITION AGREEMENTAcquisition Agreement • September 29th, 2023 • Collectable Sports Assets, LLC • Retail-retail stores, nec
This First Amendment to Acquisition Agreement is entered into as of June 30, 2023 between Fractional Ownership Holdings, LLC. (“F.O.H.”or “Parent”), F.O.H. Acquisition Inc., a Delaware corporation (“Merger Sub”), and Collectable Technologies, Inc. (“CTI” or the “Company”) and, only to the extent and for the purposes explicitly provided for in the Agreement, Phil Neuman, an individual (“Neuman”).
SECOND AMENDMENT TO ACQUISITION AGREEMENTAcquisition Agreement • September 29th, 2023 • Collectable Sports Assets, LLC • Retail-retail stores, nec
This Second Amendment to Acquisition Agreement is entered into as of July 7, 2023 between Fractional Ownership Holdings, LLC. (“F.O.H.”or “Parent”), F.O.H. Acquisition Inc., a Delaware corporation (“Merger Sub”), and Collectable Technologies, Inc. (“CTI” or the “Company”) and, only to the extent and for the purposes explicitly provided for in the Agreement, Phil Neuman, an individual (“Neuman”).
CHIEF EXECUTIVE OFFICER AGREEMENTChief Executive Officer Agreement • April 7th, 2017 • Medivie USA Inc. • Fabricated rubber products, nec • New York
THIS AGREEMENT is restated and amended as of April 4, 2017. The original Agreement was dated as of July 1, 2016 (the “Effective Date”), by and between Medivie USA Inc., a Nevada corporation, (the "Company"), and Benjamin Rael-Brook (the "CEO") (the CEO and Company each a “Party” and collectively the “Parties”).
ASSET PURCHASE AGREEMENT BY AND AMONG JET X AEROSPACE LLC AN ILLINOIS LIMITED LIABILITY COMPANY AND ASI AVIATION, INC. A NEVADA CORPORATION AND THE SELLER MEMBERS Dated: October 19 2020Asset Purchase Agreement • December 30th, 2020 • ASI Aviation, Inc. • Services-equipment rental & leasing, nec • Virginia
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated October 19, 2020 (the “Effective Date”), is entered into by and among Jet X Aerospace LLC, an Illinois limited liability company (“Seller” or “Company”), ASI Aviation, Inc., a Nevada Corporation (“Buyer”), and the Seller Members. Buyer, Seller and the Seller Members each are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
