Broker-Dealer AgreementBroker-Dealer Agreement • September 19th, 2022 • Med-X, Inc. • Pharmaceutical preparations
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between MED-X, INC. (“Client”), a Nevada Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of February 23, 2021 (the “Effective Date”):
MED-X, INC. UNDERWRITING AGREEMENT [●] Shares of Common StockUnderwriting Agreement • September 19th, 2022 • Med-X, Inc. • Pharmaceutical preparations • New York
Med-X, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom EF Hutton, division of Benchmark Investments, LLC (“EF Hutton”), is acting as the representative (the “Representative”), an aggregate of [●] shares (the “Firm Shares”) of common stock, par value $0.001 per share, of the Company (the “Common Stock”). The Company also proposes to issue and sell to the Underwriters, upon the terms and conditions set forth herein, up to an additional [●] shares of Common Stock (the “Option Shares”), representing 15% of the Firm Shares, as may be necessary to cover over-allotments made in connection with the offering. The Option Shares and the Firm Shares are referred to collectively herein as the “Securities.”
REGISTRATION RIGHTS AGREEMENT August 5, 2021Registration Rights Agreement • September 19th, 2022 • Med-X, Inc. • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made and entered into as of the date first above written, by and among MED-X, INC., a Nevada corporation and having a principal place of business at 8236 Remmet Avenue, Canoga Park, California 91304 (the “Company”), GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 and an address at 12C, rue Guillaume J. Kroll, L-1882, Luxembourg (“Purchaser”); and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with Purchaser, the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.
SHARE PURCHASE AGREEMENT dated as of August 5, 2021 by and among MED-X, INC. GEM GLOBAL YIELD LLC SCS and GEM YIELD BAHAMAS LIMITEDShare Purchase Agreement • September 19th, 2022 • Med-X, Inc. • Pharmaceutical preparations • New York
This SHARE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the date first above written and is effective as of August 5, 2021 (the “Effective Date”) by and among MED-X, INC., a Nevada corporation and having a principal place of business at 8236 Remmet Avenue, Canoga Park, California 91304 (the “Company”); GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 12C, rue Guillaume J. Kroll, L-1882, Luxembourg (the “Purchaser”); and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”).
LICENSE AGREEMENTLicense Agreement • September 19th, 2022 • Med-X, Inc. • Pharmaceutical preparations • California
This License Agreement (the “Agreement”) is made as of the 1st day of July 2012 by and between Matthew Mills, an individual (“Licensor”), and Pacific Shore Holdings, Inc., a California corporation (“Licensee”).
Licensing AgreementLicensing Agreement • September 19th, 2022 • Med-X, Inc. • Pharmaceutical preparations • California
This Agreement (“Agreement”) is entered into as of June 22, 2012 (“Effective Date”) by and between Dr. Morton I Hyson, M.D., P.C. d.b.a. Hyson Medical Products (“Dr. Hyson”, ''HMP”) and Pacific Shore Holdings, Inc. (“PSH”). Dr. Hyson and PSH are hereinafter collectively referred to as the Parties or, individually, as a Party.
