0001493152-20-008295 Sample Contracts

May 7, 2020
Royalty Agreement • May 12th, 2020 • GSRX Industries Inc. • Retail-food stores • British Columbia

Further to the indicative term sheet (the “Term Sheet”) between Chemesis International Inc. (“Chemesis”) and GSRX Industries Inc. (“GSRX”), which sets forth out the general terms for the grant by Project 1493, LLC (“1493”) to Chemesis’ subsidiary, Natural Ventures PR, LLC (“NVPR”), an option (the “Option”) under which NVPR, or its Affiliate, can acquire 100% of the issued and outstanding membership interest of 1493 (the “1493 Membership Interest”), the agreement (“Agreement”) is intended to set forth, on a definitive basis, our agreement regarding the Option (the “Transaction”). This Agreement is binding and enforceable between the Parties and will remain in full force and effect unless and until terminated in accordance with the terms hereof.

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SECURITY AGREEMENT, PLEDGE AND ASSIGNMENT
Security Agreement, Pledge and Assignment • May 12th, 2020 • GSRX Industries Inc. • Retail-food stores • Puerto Rico

This SECURITY AGREEMENT, PLEDGE AND ASSIGNMENT (this “Agreement”), dated as of the 7th day of May, 2020, entered into by GSRX Industries Inc, a corporation organized and existing under the laws of the State of Nevada (“Company”), in favor of Natural Ventures PR, LLC a limited liability company organized and existing under the laws of the Commonwealth of Puerto Rico (the “NVPR”).

AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • May 12th, 2020 • GSRX Industries Inc. • Retail-food stores • British Columbia

ANDALUCIA 511, LLC, a limited liability company existing under the laws of Puerto Rico and having an office at 1301 E Debbie Lane 102-160, Mansfield, Texas 76063

SCHEDULE A
Royalty Agreement • May 12th, 2020 • GSRX Industries Inc. • Retail-food stores • British Columbia

WHEREAS the Owner acquired from the Holder pursuant to an option agreement dated as of May 6, 2020 (the “Option Agreement”) and is the recorded owner of 100% of the issued and outstanding membership interest of Project 1493, LCC (the “1493 Membership Interest”);

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