CONVERTIBLE NOTE DUE JANUARY 13, 2021Deep Green Waste & Recycling, Inc. • March 18th, 2020 • Hazardous waste management • Florida
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 January 13, 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”).
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.
CONSULTING AGREEMENTConsulting Agreement • March 18th, 2020 • Deep Green Waste & Recycling, Inc. • Hazardous waste management • Florida
This Consulting Agreement (the “Agreement”) is made and entered into as of this 16th day of December 2019, 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.
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”).
