Semper Flowers, Inc. Sample Contracts

SUBSCRIPTION AGREEMENT
Subscription Agreement • July 29th, 2021 • LiveWire Ergogenics, Inc. • Sugar & confectionery products • Nevada
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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 28th, 2011 • Livewire Ergogenics Inc. • Dairy products • California

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement"), dated July 20, 2 0 1 1, is by and between Bill Hodson ("Employee") and SF BLU VU, INC. ("Employer").

BUSINESS PURCHASE AGREEMENT
Business Purchase Agreement • March 24th, 2021 • LiveWire Ergogenics, Inc. • Sugar & confectionery products • California

This Business Purchase Agreement (this “Agreement”) is made and entered into on October 1, 2018, by and between Estrella Ranch Partners, LLC, having its principal office of business at 1600 N Kraemer Blvd, Anaheim California 92867(“Seller”), on the one hand, and Livewire Ergogenics, Inc., having its principal office of business at 1600 North Kraemer Blvd., Anaheim, CA 92806, California (“Buyer”), on the other hand. Seller and Buyer are collectively referred to herein as the “Parties” and are sometimes referred to individually as a “Party”.

PURCHASE AGREEMENT
Purchase Agreement • November 28th, 2011 • Livewire Ergogenics Inc. • Dairy products • California

This Purchase Agreement (“Agreement”) is made to be effective as of June 30, 2011 among SF BLU VU, INC., a Nevada corporation, (“Purchaser”) and LIVEWIRE MC2, LLC, a California limited liability company, (“LVWR”) and the selling members of LVWR, identified on the signature pages (“Selling Members”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 24th, 2021 • LiveWire Ergogenics, Inc. • Sugar & confectionery products • California

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), dated October 1, 2017 is by and between Bill Hodson (“Employee”) and Livewire Ergogenics, Inc. (“Employer”).

COMPENSATION AGREEMENT
Compensation Agreement • May 3rd, 2013 • Livewire Ergogenics Inc. • Sugar & confectionery products

This Compensation Agreement is dated as of April 24, 2013 between LiveWire Ergogenics Inc., a Nevada corporation (the “Company”), and Marc J. Ross (the “Consultant”).

STOCK AND TRADEMARK PURCHASE AND ASSIGNMENT AGREEMENT
Stock and Trademark Purchase and Assignment Agreement • May 20th, 2014 • Livewire Ergogenics Inc. • Sugar & confectionery products • California

This Stock and Trademark Purchase and Assignment Agreement (the “Agreement”) is entered into as of May 13, 2014 (the “Effective Date”) by and between Livewire Ergogenics, Inc., a Nevada corporation (“Livewire”), Apple Rush Company, Inc., a Texas corporation (“APRU”), and Robert J. Corr, an individual, Brandon B. Corr, an individual, Sharon S. Corr, an individual (Robert, Brandon and Sharon are sometimes referred to herein as the “Sellers” or the “Corrs”), Rush Beverage Company, an Illinois corporation (“RBC”) and Corr Brands, Inc., an Illinois corporation (“CBI”) with reference to the following facts:

LICENSE AGREEMENT
License Agreement • May 20th, 2014 • Livewire Ergogenics Inc. • Sugar & confectionery products • Illinois

This License Agreement ("Agreement") is made as of the 13th day of May, 2014 (the "Effective Date") between Corr Brands, Inc. an ILLINOIS corporation ("Principal"), and APPLE RUSH COMPANY INC. a Texas Corporation (the “Company”).

August 1, 2014 Gentlemen/Ladies:
Livewire Ergogenics Inc. • August 14th, 2014 • Sugar & confectionery products
SEMPER FLOWERS, INC. WARRANT Original Issue Date: October 10, 2007
Semper Flowers, Inc. • February 11th, 2008 • New York

THIS CERTIFIES THAT, FOR VALUE RECEIVED, SICHENZIA ROSS FRIEDMAN FERENCE LLP or its registered assigns (“Holder”) is entitled to purchase, on the terms and conditions hereinafter set forth, at any time or from time to time from the date hereof until 5:00 p.m., Eastern Time, on the 20th anniversary of the Original Issue Date set forth above, or if such date is not a day on which the Company (as hereinafter defined) is open for business, then the next succeeding day on which the Company is open for business (such date is the “Expiration Date”), but not thereafter, to purchase an amount of shares of the Common Stock, par value $0.0001 (the “Common Stock”), of Semper Flowers, Inc., a Nevada corporation (the “Company”), equal to 15% of the fully diluted outstanding shares of Common Stock of the Company at the time (and after giving effect to) the exercise of the Warrant for an aggregate price of $1.00 in total (the “Exercise Price”) for all of the Warrant Shares as defined below. Each share

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • May 20th, 2014 • Livewire Ergogenics Inc. • Sugar & confectionery products • California

This Stock Purchase Agreement (the “Agreement”) is entered into as of May 13, 2014 (the “Effective Date”) by and between Livewire Ergogenics, Inc., a Nevada corporation (“Livewire”) and Apple Rush Company, a Texas corporation (“APRU”), with reference to the following facts:

AGREEMENT OF SALE
Agreement of Sale • February 11th, 2008 • Semper Flowers, Inc. • New York

AGREEMENT OF SALE made this 1st day of November 2007, between Lori Owens of 5000 State Line Road, Kansas City, Missouri. MO 66206 ("Seller"), and Semper Flowers, Inc of 1040 First Avenue, Suite 173, New York. NY 10021 ("Purchaser").

Weed & Co. LLP Newport Beach, CA 92660 Telephone 949.475.9086 Facsimile 949.475.9087 December 10, 2009
SF Blu Vu, Inc. • December 14th, 2009 • Retail-miscellaneous retail • California

The purpose of this letter is to memorialize the fee agreement between SF Blu Vu, Inc., a Nevada corporation, and its subsidiaries (“CLIENT”), and Weed & Co. LLP, a California limited liability partnership (“Law Firm”).

CONTINGENT OPTION AGREEMENT
Contingent Option Agreement • November 28th, 2011 • Livewire Ergogenics Inc. • Dairy products

This Contingent Option Agreement is made to be effective as of July 21, 2011 by and between Rick Darnell as Seller and Bill Hodson and Brad Nichols as Buyers (1/2 each).

AMENDMENT NO. 1 TO THE AGREEMENT OF SALE
The Agreement • April 23rd, 2008 • Semper Flowers, Inc. • Retail-miscellaneous retail

THIS AMENDMENT NO. 1 TO THE AGREEMENT OF SALE made this 15th day of April 2008, between Lori Owens of 5000 State Line Road, Kansas City, Missouri. MO 66206 ("Seller"), and Semper Flowers, Inc of 1040 First Avenue, Suite 173, New York. NY 10021 ("Purchaser").

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