Assignment and Assumption AgreementAssignment and Assumption Agreement • March 7th, 2023 • Healing Co Inc. • Metal mining • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), effective as of March 3, 2023 (the “Effective Date”), is made by and among Chopra Global, LLC, a Delaware limited liability company (“Seller”), and The Healing Company Inc., a Nevada corporation (“HLCO”), and Chopra HLCO LLC, a Delaware limited liability company and indirect wholly owned subsidiary of HLCO (together with HLCO, the “Buyer”)
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 7th, 2023 • Healing Co Inc. • Metal mining • New York
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of March 3, 2023 (“Effective Date”), is entered into by and among THE HEALING COMPANY INC., a Nevada corporation (“HLCO”), Chopra HLCO, LLC, a Delaware limited liability company and indirect wholly owned subsidiary of HLCO in which the to be acquired Business (as defined below) will be held and operated (together with HLCO, the “Buyer”), Chopra Global, LLC, a Delaware limited liability company (“Seller”), and solely with respect to certain specified indemnification provisions of Article VI (as set forth in Article VI), Deepak Chopra, the majority member of Seller (the “Majority Member”).
LOCK UP/LEAK OUT AGREEMENTLeak Out Agreement • March 7th, 2023 • Healing Co Inc. • Metal mining • New York
THIS LOCK UP/LEAK OUT AGREEMENT (the “Agreement “) is entered into as of this 3rd day of March 2023 by and between The Healing Company Inc., a Nevada corporation (the “Company “), and Chopra Global, LLC, a Delaware limited liability company (the “Stockholder “).
LICENSE AGREEMENTLicense Agreement • March 7th, 2023 • Healing Co Inc. • Metal mining • New York
This License Agreement (the “Agreement”), effective as of March 3, 2023 (the “Effective Date”), is made by and among Chopra Global, LLC, a Delaware limited liability company (“Licensor”), THE HEALING COMPANY INC., a Nevada corporation (“HLCO”), and Chopra HLCO, LLC, a Delaware limited liability company and indirect wholly owned subsidiary of HLCO in which the acquired Business will be held and operated (“Chopra HLCO” and together with HLCO, the “Licensee”) (collectively, the “Parties,” or each of Licensor or Licensee, individually, a “Party”).
BILL OF SALEBill of Sale • March 7th, 2023 • Healing Co Inc. • Metal mining
For good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Chopra Global, LLC, a Delaware limited liability company (“Seller”), hereby sells, assigns, transfers, conveys and delivers to The Healing Company Inc., a Nevada corporation (“HLCO”), and Chopra HLCO, LLC, a Delaware limited liability company and indirect wholly owned subsidiary of HLCO (together with HLCO, the “Buyer”), all of Seller’s right, title and interest in, to and under all of the Purchased Assets, free and clear of all mortgages, liens, security interests, pledges, charges or encumbrances (except those specifically set forth in the Purchase Agreement (as defined below)), to have and to hold the same unto Buyer, its successors and assigns, forever.
