SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 10th, 2021 • Bloomios, Inc. • Gold and silver ores • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November ___, 2021, by and between BLOOMIOS INC, a Nevada corporation, with its address at 201 W Montecito Street, Santa Barbara, California 93101 (the “Company”), and , a limited liability company, with its address at (the “Buyer”).
COMMON STOCK PURCHASE WARRANT BLOOMIOS, INC.Common Stock Purchase Warrant • June 20th, 2023 • Bloomios, Inc. • Medicinal chemicals & botanical products • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $196,000.00 to the Holder (as defined below) of even date) (the “Note”), Mast Hill Fund, L.P., a Delaware limited partnership (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from BLOOMIOS, INC., a Nevada corporation (the “Company”), 241,231 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated May 2, 2023, by and among the Company and the Holder (the “Purcha
SECURITY AGREEMENTSecurity Agreement • October 31st, 2022 • Bloomios, Inc. • Medicinal chemicals & botanical products • New York
This SECURITY AGREEMENT, dated as of October 26, 2022 (this “Agreement”), is among BLOOMIOS, INC., a Nevada corporation (together with its successors and assigns, the “Company”), BLOOMIOS PRIVATE LABEL LLC, a Florida limited liability company (together with its successors and assigns, “Bloomios Private Label”), CBD BRAND PARTNERS LLC, a Wyoming limited liability company (together with its successors and assigns, “CBDPB”), INFUSED CONFECTIONS LLC, a Wyoming limited liability company (together with its successors and assigns, “Infused Confections”) and INFUSIONZ LLC, a Colorado limited liability company (together with its successors and assigns, “Infusionz”, and together with Bloomios Private Label, CBDBP and Infused Confections, collectively, the “Subsidiaries”) (the Company and the Subsidiaries, together with any other debtor parties joined hereto from time to time as provided herein, collectively, the “Debtors”, and each individually, a “Debtor”), the holders of the 15.0% Original Iss
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 31st, 2022 • Bloomios, Inc. • Medicinal chemicals & botanical products • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of October 26, 2022, between Bloomios, Inc., a Nevada corporation (the “Company”), each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”), and [ ], a Delaware limited partnership, in its capacity as agent solely as described in Article VI hereto (the “Agent”).
COMMON STOCK PURCHASE WARRANT BLOOMIOS, INC.Bloomios, Inc. • October 31st, 2022 • Medicinal chemicals & botanical products
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the earlier of the Maturity Date of the Debenture issued to Holder or the closing of a Qualified Offering (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 20281 (if no Qualified Offering has been consummated occurred on or prior to the Maturity Date of the Debentures) or the date that is five years and six months following the closing of the Qualified Offering (such applicable date, the “Termination Date”) but not thereafter, to subscribe for and purchase from Bloomios, Inc., a Nevada corporation (the “Company”), up to ______2 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 20th, 2023 • Bloomios, Inc. • Medicinal chemicals & botanical products • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 4, 2023, by and between BLOOMIOS, INC., a Nevada corporation, with headquarters located at 701 Anacapa Street, Suite C, Santa Barbara, CA 93101 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
COMMON SHARE PURCHASE WARRANT BLOOMIOS INC.Common Share Purchase Warrant • July 14th, 2021 • Bloomios, Inc. • Gold and silver ores • Nevada
This COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the $1,100,000.00 senior secured convertible promissory note to the Holder (as defined below) of even date (the “Note”), and the first tranche thereunder, Jefferson Street Capital, LLC, a Delaware limited liability company (including any permitted and registered assigns, each a “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from Bloomios Inc. (formerly known as XLR Medical Corp)., a corporation organized under the laws of the State of Nevada corporation (the ”Company”), _______ common shares (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 14th, 2021 • Bloomios, Inc. • Gold and silver ores • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of July 9, 2021 by and among BLOOMIOS INC. (f/k/a XLR Medical Corp.), a corporation organized under the laws of the state of Nevada (“BLMS”) and CBD BRAND PARTNERS, LLC, a Wyoming Limited Liability Company (“CBDBP,” and collectively with BLMS the “Company”), and JEFFERSON STREET CAPITAL LLC, a New Jersey limited liability company (the “Purchaser”).
PURCHASE AGREEMENTPurchase Agreement • June 26th, 2023 • Bloomios, Inc. • Medicinal chemicals & botanical products • New York
THIS PURCHASE AGREEMENT (this “Agreement”) dated as of February 07, 2023 is made by and between Arena Business Results, LLC (the “Investor”), and Bloomios, Inc., Nevada corporation (the “Company”).
COMMON STOCK PURCHASE WARRANT Bloomios, Inc.Bloomios, Inc. • July 14th, 2021 • Gold and silver ores • Nevada
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Burdell Partners, LLC, a Georgia limited liability company, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Issuance Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bloomios, Inc., a Nevada corporation (the “Company”), up to Fifty Thousand (50,000) shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Class A common stock, par value $0.00001 per share (the “Common Stock”). Holder and Company are collectively referred to herein as the “Parties” and at times each is individually referred to as a “Party.” Capitalized terms used herein and not otherwise defined herein shall have the respect
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • July 14th, 2021 • Bloomios, Inc. • Gold and silver ores • Nevada
This PLEDGE AND SECURITY AGREEMENT (the “Agreement”) is made and entered into on July 9, 2021 by and between Bloomios Inc. (f/k/a XLR Medical Corp.), a corporation organized under the laws of the State of Nevada (“BLMS”) and CBD BRAND PARTNERS, LLC, a Wyoming Limited Liability Company (“CBDBP,” and collectively with BLMS the “Debtor”) and Jefferson Street Capital LLC, a New Jersey limited liability company, and its permitted endorsees, transferees and assigns (the “Secured Party”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 21st, 2021 • Bloomios, Inc. • Gold and silver ores • Nevada
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of June 16, 2021, by and between Bloomios Inc., a Nevada corporation (the “Corporation”), and Michael Hill (the “Indemnified Party”), an individual having an address at 201 W. Montecito Street, Santa Barbara, CA 93101. The Corporation and the Indemnified Party are collectively referred to herein as the “Parties” and at times each is individually referred to as a “Party.”
EMPLOYMENT AGREEMENT BLOOMIOS, INC. MICHAEL HILLEmployment Agreement • June 21st, 2021 • Bloomios, Inc. • Gold and silver ores • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of June 16, 2021, and effective as of June 1, 2021 (the “Effective Date”), by and between Bloomios, Inc., a Nevada corporation (the “Company”), and Michael Hill, the undersigned individual (the “Employee”). Company and Employee are collectively referred to herein as the “Parties” and at times each is individually referred to as a “Party.” This Agreement replaces and supersedes any and all prior agreements between the Parties.
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • October 31st, 2022 • Bloomios, Inc. • Medicinal chemicals & botanical products • Nevada
MEMBERSHIP INTEREST PURCHASE AGREEMENT, dated as of October 26, 2022 (the “Effective Date”), is by and among Upexi, Inc., a Nevada corporation (the “Seller”), Bloomios, Inc., a Nevada corporation (“Bloomios”) and Infused Confections LLC, a Wyoming limited liability company (the “Buyer”), which company is the wholly-owned subsidiary of Bloomios (the “Agreement”). Each of Seller, Bloomios and Buyer may be hereinafter referred to as a “Party” and, collectively, as the “Parties.”
REGISTRATION RIGHTS AGREEMENT Bloomios, Inc. Burdell Partners, LLC.Registration Rights Agreement • July 14th, 2021 • Bloomios, Inc. • Gold and silver ores • Nevada
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”), is entered into as of July 9, 2021 (the “Execution Date”), by and between Bloomios, Inc., a Nevada corporation (the “Company”), and Burdell Partners, LLC, a Georgia limited liability company (the “Buyer”). Company and Buyer are collectively referred to herein as the “Parties” and at times each is individually referred to as a “Party.” Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 17th, 2004 • XLR Medical Corp. • Gold and silver ores • Nevada
RELAY MINES LIMITED (a Nevada Corporation), having its office a Nevada corporation with its principal office at 1040 West Georgia Street, Suite 1160, Vancouver, British Columbia, Canada V6E 4H1
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • October 31st, 2022 • Bloomios, Inc. • Medicinal chemicals & botanical products • Nevada
THIS PLEDGE AND SECURITY AGREEMENT, dated as of October 26, 2022 (this “Agreement”) is by and between Infusionz LLC, a Colorado limited liability company (“Pledgor”) and Upexi, Inc., a Nevada corporation (“Pledgee”). Pledgor and Pledgee may be referred to herein, individually, as a “Party” and, collectively, as the “Parties.”
RE: Technology Acquisition and Funding AgreementXLR Medical Corp. • October 29th, 2004 • Gold and silver ores
This will confirm that in consideration of Exelar Corporation and Exelar Medical Corporation agreeing not to exercise their rights to deliver a Notice of Default under paragraph 12.2 of the Agreement the parties have agreed that the period of 20 days from receipt of notice for the curing of a default under the Agreement shall be reduced to three (3) days.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 20th, 2004 • Relay Mines LTD • Gold and silver ores • British Columbia
RELAY MINES LIMITED, a Nevada corporation with its principal office at 1040 West Georgia Street, Suite 1160, Vancouver, British Columbia, Canada V6E 4H1 ("Relay Mines")
April 2, 2021 VIA EMAIL Toledo Advisors, LLC. Re: Pay-Off Letter Agreement - Convertible Promissory Note Dear Mr. Mueller:Bloomios, Inc. • April 20th, 2021 • Gold and silver ores
Reference is made to the obligations and amounts outstanding with respect to that certain Convertible Promissory Note (the “Note”) issued to you by XLR Medical Corp and guaranteed by CBD Brand Partners, LLC. (collectively the “Company”) dated November 30, 2020 in the amount of $202,200.00. Under the terms and conditions of the Note, you are owed a total of $252,875.00, including any interest or penalties.
FORBEARANCE AND AMENDMENT AGREEMENTForbearance and Amendment Agreement • March 3rd, 2005 • XLR Medical Corp. • Gold and silver ores • British Columbia
WHEREAS the Borrower is indebted to the Lender in the principal amount of $580,000 (U.S.), together with interest (the “Indebtedness”) pursuant to the terms of the Loan Agreement dated March 8, 2004 (the “Loan Agreement”);
SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASESettlement Agreement and Mutual General Release • April 20th, 2021 • Bloomios, Inc. • Gold and silver ores • California
This Settlement Agreement and Mutual General Release (the “Agreement”) is entered into as of April 2, 2021 (the “Effective Date”), by and between Health Plus Oregon, LLC, an Oregon Limited Liability Company dba The Hemp CBD Extract Studios (“HPO”), XLR Medical Corp., a Nevada corporation (to be known as Bloomios, Inc. and trading as “XLRM”) with an address of 201 W Montecito St., Santa Barbara, CA 93101 (“XLR”) and Sunstone Capital Group, LLC, a Pennsylvania Limited Liability Company (“SCG”). HPO XLR and SCG are collectively referred to herein as the “Parties” and at times each is individually referred to as a “Party.”
COMMON STOCK PURCHASE WARRANT BLOOMIOS INC.Common Stock Purchase Warrant • December 10th, 2021 • Bloomios, Inc. • Gold and silver ores • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the $275,000.00 convertible promissory note to the Holder (as defined below) of even date (the “Note”), , LLC, a limited liability company (including any permitted and registered assigns, each a “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from Bloomios Inc., a corporation organized under the laws of the State of Nevada corporation (the “Company”), common shares (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement, dated November , 2021, by and between the Company and the Holder (
WARRANTY DEEDRelay Mines LTD • May 1st, 2001
The Grantor, Tomasz Tomczyk, of Suite 111 - 9071 No 5. Road, Richmond, BC for and in consideration of ten dollars ($10.00) and other good and valuable consideration, does hereby convey unto Relay Mining Limited, a Nevada corporation with offices at 1160- 1040 West Georgia St., Vancouver, BC, (the"Grantee"), all right title and interest in and to the following mineral titles:
TRANSITION SERVICES AGREEMENTTransition Services Agreement • October 31st, 2022 • Bloomios, Inc. • Medicinal chemicals & botanical products • Nevada
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”), is entered into as of October 26, 2022, by and between Upexi, Inc., a Nevada corporation (“UPEXI”), and Bloomios, Inc., a Nevada corporation (“BLMS”).
TECHNOLOGY ACQUISITION AND FUNDING AGREEMENTAgreement • September 17th, 2004 • XLR Medical Corp. • Gold and silver ores • Nevada
GUARANTEEGuarantee • March 3rd, 2005 • XLR Medical Corp. • Gold and silver ores • British Columbia
This Guarantee dated as of March 8, 2004 made by TSI MEDICAL CORP. (the “Guarantor”) to and in favour of THE CHARLES F. WHITE CORPORATION (the “Lender”) as lender under the Loan Agreement hereinafter referred to.
SETTLEMENT AND TRANSFER AGREEMENTSettlement and Transfer Agreement • December 13th, 2005 • XLR Medical Corp. • Gold and silver ores
MEMBERSHIP INTEREST PURCHASE AGREEMENT Between MAMMOTH CREST CAPITAL, LLC and XLR MEDICAL CORPORATION dated as of April 12, 2021 MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • April 12th, 2021 • XLR Medical Corp. • Gold and silver ores • California
This Membership Interest Purchase Agreement (this “Agreement”), dated as of April 12, 2021, is entered into between Mammoth Crest Capital, LLC, a Wyoming limited liability company (“Seller”) and XLR Medical Corporation, a Nevada corporation (“Buyer”).
SUBSCRIPTION AGREEMENTSubscription Agreement • May 1st, 2001 • Relay Mines LTD
Concurrent with execution of this Agreement, the undersigned (the "Purchaser") is purchasing ________________ shares of Common Stock of Relay Mines Limited (the "Company") at a price of $0.10 per Share (the "Subscription Price")
DEBT SETTLEMENT AGREEMENT THIS AGREEMENT made the 8th day of December, 2005.Debt Settlement Agreement • December 13th, 2005 • XLR Medical Corp. • Gold and silver ores • British Columbia
AND WHEREAS the Loan Agreement was amended by a Forbearance and Amendment Agreement dated February 28, 2005 (the “Forbearance Agreement”);
LOAN AGREEMENTShare Pledge Agreement • March 3rd, 2005 • XLR Medical Corp. • Gold and silver ores • British Columbia
689158 B.C. Ltd., c/o O’Neill & Taylor Law Corporation Barrister and Solicitors Suite 1880 – 1055 West Georgia Street Box 11122 Vancouver, British Columbia V6E 3P3
Leonard Reiffel 602 Deming Place Chicago, Illinois 60614 September 2, 2005XLR Medical Corp. • October 18th, 2005 • Gold and silver ores
Reference is hereby made to that certain Technology Transfer Agreement dated March 25, 2004 (the "TTA"), by and between Exelar Corporation ("Exelar"), Exelar Medical Corporation ("EMC"), and myself, and to that certain Secured Promissory Note dated March 25, 2004 (the "Note").
COMMON STOCK PURCHASE AGREEMENT Bloomios, Inc. Burdell Partners, LLCCommon Stock Purchase Agreement • July 14th, 2021 • Bloomios, Inc. • Gold and silver ores • Nevada
THIS COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), is entered into as of July 9, 2021 (the “Execution Date”), by and between Bloomios, Inc., a Nevada corporation (the “Company”), and Burdell Partners, LLC, a Georgia limited liability company (the “Buyer”). Company and Buyer are collectively referred to herein as the “Parties” and at times each is individually referred to as a “Party.” Capitalized terms used herein and not otherwise defined are defined in Section 11.
