SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 14th, 2021 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 2, 2021, by and between DEEP GREEN WASTE & RECYCLING, INC., a Wyoming corporation, with headquarters located at 13110 NE 177th Place, Suite 293, Woodinville, WA 98072 (the “Company”), and LABRYS FUND, LP, a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 8th, 2021 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • New York
Registration Rights Agreement (the “Agreement”), dated as of June 4, 2021 by and between Deep Green Waste & Recycling, Inc., a corporation organized under the laws of Wyoming (the “Company”), and GPL Ventures LLC, a Delaware limited liability company (the “Investor”).
COMMON STOCK PURCHASE WARRANT DEEP GREEN WASTE & RECYCLING, INC.Common Stock Purchase Warrant • July 14th, 2021 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Delaware
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 $100,000.00 to the Holder (as defined below) of even date) (the “Note”), Labrys Fund, LP, 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 DEEP GREEN WASTE & RECYCLING, INC., a Wyoming corporation (the “Company”), 5,000,000 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 July 2, 2021, by and among the Company and the
CONVERTIBLE NOTE DUE JUNE 9, 2021Deep Green Waste & Recycling, Inc. • May 26th, 2022 • Hazardous waste management • Washington
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of Deep Green Waste & Recycling, Inc., a Wyoming corporation, (the “Borrower”), due June 9, 2021 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
COMMON STOCK PURCHASE WARRANT DEEP GREEN WASTE & RECYCLING, INC.Deep Green Waste & Recycling, Inc. • March 18th, 2020 • Hazardous waste management
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received Sylios Corp, or its registered assigns (the “Holder”), with an address at: 501 1st Avenue N., Suite 901, St. Petersburg, FL 33701, email: wa@sylios.com, fax: (727) 547-7350,, 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 Exercise Date”) and on or prior to the close of business on the fifth anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Deep Green Waste & Recycling, Inc., a Wyoming corporation (the “Company”), up to 262,500 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 be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Florida
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 13, 2020, by and among Deep Green Waste & Recycling, Inc., a Wyoming corporation (the “Company”), and the investor listed on the Schedule of Purchasers attached hereto (each, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT DEEP GREEN WASTE & RECYCLING, INC.Deep Green Waste & Recycling, Inc. • October 21st, 2021 • Hazardous waste management • Florida
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the funding of that certain secured convertible promissory note dated October 14, 2021, in the original principal amount of $666,667 issued by the Company (as defined below) to the Lender (as defined below) (the “Note”), Quick Capital, LLC, a Wyoming limited liability company (the “Lender” and 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 during the Exercise Period, to purchase from DEEP GREEN WASTE & RECYCLING, INC., a Wyoming corporation (the “Company”), up to 66,666,667 shares of Common Stock (as defined below) (the “Warrant Shares”) at the Exercise Price per share then in effect. The number of Warrant Shares for which this Warrant may be exercised is subject to adjustment in accordance with the terms hereof. This Warrant is issued by the
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Florida
This Securities Purchase Agreement (this “Agreement”) is dated as of January 13, 2020 between Deep Green Waste & Recycling, Inc., a Wyoming corporation and its predecessors (the “Company”), and the purchaser identified on the signature page hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Wyoming
This Indemnification Agreement (this “Agreement”), dated as of January 9, 2020, is made by and between Deep Green Waste & Recycling, Inc., a Wyoming corporation (the “Company”), and the undersigned, who is either a director or an officer (or both) of the Company (the “Indemnitee”), with this Agreement to be deemed effective as of the date that the Indemnitee first assumed either such capacity at the Company.
SECURITY AGREEMENTSecurity Agreement • March 7th, 2022 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Florida
THIS SECURITY AGREEMENT (this “Agreement”), dated as of February 28, 2022, is by and between DEEP GREEN WASTE & RECYCLING, INC., a Wyoming corporation (the “Grantor”), and QUICK CAPITAL, LLC, a Wyoming limited liability company (the “Secured Party”).
CONSULTING AGREEMENTConsulting Agreement • May 26th, 2022 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Florida
This Consulting Agreement (the “Agreement”) is made and entered into as of this 10th day of May 2021, by and between Deep Green Waste & Recycling, Inc. a Wyoming corporation whose address is 13110 NE 177th Place, #293, Woodinville, WA 98072 (the “Company”) and Sylios Corp (the “Consultant”), a Florida corporation whose address is 501 1st Ave N., Suite 900, St. Petersburg, FL 33701, (individually, a “Party”; collectively, the “Parties”). This Agreement is non-exclusive.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 7th, 2022 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Florida
THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of February 28, 2022, (the “Execution Date”), is entered into by and between DEEP GREEN WASTE & RECYCLING, INC., a Wyoming corporation (the “Company”), and each “Buyer” set forth on the attached Issuance Schedule (each, a “Buyer”). Each capitalized term used herein shall have the meaning ascribed thereto in Section 10 below, or as otherwise defined herein.
EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Wyoming
THIS AGREEMENT (“Agreement”) is made and entered into this 4th day of December 2019 by and between Lloyd T. Spencer, a resident of Washington State (the “Executive”) and Deep Green Waste and Recycling, Inc. (the “Corporation”), a Wyoming corporation with its principal place of business in Fair Play, South Carolina. Collectively, the Corporation and the Executive are referred to herein as the “Parties” and sometimes individually as a “Party.”
ASSIGNMENT AGREEMENTAssignment Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • New York
This Assignment Agreement (the “Agreement”), dated as of March 6, 2020, is being entered into among Sylios Corp (the “Assignor”) and Armada Capital Partners, LLC (the “Assignee”).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Georgia
This SHARE PURCHASE AGREEMENT (the “Agreement”) made and entered into this ______day of June, 2017, by and between, GORDON BOORSE, an Oregon resident with an address of ___________________________________(“Seller”), and DEEP GREEN WASTE & RECYCLING, LLC, a Georgia limited liability company with an address of 3225 Shallowford Rd, NE, Suite 1020, Marietta, GA 30062 (“Purchaser”).
Deep Green Waste & Recycling, Inc. Board of Directors Services AgreementBoard of Directors Services Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Wyoming
This Board of Directors Services Agreement (the “Agreement”), dated January 9, 2020, is entered into between Deep Green Waste & Recycling, Inc., a Wyoming corporation (“the Company), and Lloyd T. Spencer, an individual with a principal place of residence in Woodinville, Washington (“Director”).
ACKNOWLEDGEMENTDeep Green Waste & Recycling, Inc. • March 18th, 2020 • Hazardous waste management
Deep Green Waste and Recycling, Inc. a Wyoming corporation (the “Company”), acknowledges the foregoing Assignment Agreement dated March 6, 2020 (the “Agreement”), between Armada Capital Partners, LLC (the “Assignee”) and Sylios Corp (as “Assignor”). Terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.
AMENDMENT TO DEEP GREEN WASTE & RECYCLING, LLC EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management
THIS AMENDMENT, dated as of the 20th day of July, 2017, is made to the Deep Green Waste & Recycling, LLC Employment Agreement dated the 1st of January, 2016 (“the Agreement”) by and between Deep Green Waste & Recycling LLC, a Georgia Limited Liability Company (“Deep Green”), and Bill Edmonds (the “Executive”).
AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONSAssets and Assumption of Obligations • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Georgia
This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of August 24, 2017, by Critic Clothing, Inc., a Wyoming corporation (“Assignor”), and Saint James Capital Management, LLC (“Assignee”).
AMENDMENT TO DEEP GREEN WASTE & RECYCLING, LLC EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management
THIS AMENDMENT, dated as of the 20th day of July, 2017, is made to the Deep Green Waste & Recycling, LLC Employment Agreement dated the 1st of January, 2016 (“the Agreement”) by and between Deep Green Waste & Recycling LLC, a Georgia Limited Liability Company (“Deep Green”), and David A. Bradford (the “Executive”).
SUBSCRIPTION AGREEMENTSubscription Agreement • May 7th, 2018 • Deep Green Waste & Recycling, Inc. • Men's & boys' furnishgs, work clothg, & allied garments • Georgia
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME.
PROMISSORY NOTEPromissory Note • October 21st, 2021 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Tennessee
RELEASE AND SETTLEMENT AGREEMENTRelease and Settlement Agreement • September 21st, 2021 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Oregon
This Release and Settlement Agreement (the “Agreement”) is made effective on the 10th day of September, 2021, by and between DEEP GREEN WASTE AND RECYCLING, INC., a Wyoming corporation with an address of 13110 NE 177th Place, #293, Woodinville, WA 98072 (“Deep Green”); and Gordon Boorse, an Oregon individual with an address of 2415 Bellevue Terrace, West Linn, OR 97068 (“Boorse” ).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • March 22nd, 2024 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Georgia
THIS PURCHASE AND SALE AGREEMENT (herein referred to as the “Agreement”), is made and entered into effective as of the 19th day of February, 2024, (hereinafter “Effective Date”) between DG Research Inc, dba AMWASTE (“DGRI”), a Georgia corporation and DEEP GREEN WASTE & RECYCLING, INC., a Wyoming Corporation (together, “Deep Green”), and Tyler’s Couch, LLC, a South Carolina limited liability company (“Tyler’s”) (collectively, the “Sellers”), and AMWASTE OF GEORGIA, LLC, a Georgia limited liability company, (“Buyer”). Buyer and Sellers are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 16th, 2021 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Washington
This Stock Purchase Agreement (this “Agreement”) is made as of this ___ day of June, 2021, among Deep Green Waste & Recycling, Inc., a Wyoming corporation (“Buyer”), Jeremy Lyell (the “Shareholder”), and Lyell Environmental Services, Inc., a Tennessee corporation (the “Company”).
AMENDMENT TO CONSULTING AGREEMENTConsulting Agreement • June 8th, 2021 • Deep Green Waste & Recycling, Inc. • Hazardous waste management
This Amendment (the “Amendment”) dated and effective on June 4, 2021 is by and between DEEP GREEN WASTE & RECYCLING, INC., a Wyoming corporation, whose address is 13110 NE 177th Place, #293, Woodinville, WA 98072 (the “Company”) and Sylios Corp (the “Consultant”), a Florida corporation whose address is 501 1st Ave N., Suite 900, St. Petersburg, FL 33701, (individually, a “Party”; collectively, the “Parties”).
PROMISSORY NOTEPromissory Note • February 16th, 2021 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Georgia
Borrower: Deep Green Waste & Recycling (DGWR) and DG Research, Inc. (a wholly owned subsidiary of DGWR), of 13110 NE 177th Place, #293, Woodinville, WA 98072 (the “Borrower”)
Deep Green Waste & Recycling, Inc. and Amwaste, Inc. ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 16th, 2021 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Georgia
This ASSET PURCHASE AGREEMENT (“Agreement”) is made as of February 8, 2021 by and between Amwaste, Inc., a Georgia corporation (“Seller”) and DG Research, Inc., a Washington corporation (“Buyer”).
Re: Finder’s Fee AgreementDeep Green Waste & Recycling, Inc. • June 17th, 2021 • Hazardous waste management • New York
As you know, Deep Green Waste & Recycling, Inc. (the “Issuer”), has expressed an interest in obtaining private equity or debt capital for various purposes. This letter agreement (“Agreement”) sets forth the terms and conditions upon which J.H. Darbie & Co., Inc. (“Darbie”), will introduce the Issuer to third-party investors (each, an “Introduced Party”).
