Digital Commodities Inc. — Regulatory Filings 2021

Sep 30, 2021

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November 23, 2020

PRIVATE AND CONFIDENTIAL

Re: Letter of Intent

To Habitat:

Following our recent discussions, we are pleased to provide you with this letter of intent regarding an extraction and processing partnership between The BC Bud Co "Solventless Solutions TM brand" and Habitat. The proposed terms are set out in the attached Schedule A

If the terms described are acceptable, please so indicate by signing and returning a copy of this on or before December 15, 2020.

"Joshua Taylor" Josh Taylor The BC Bud Co

ACCEPTED AND AGREED as of this� day of Dec, 2020. . .. ,·th

"Rudi Schiebel"

Rudi Schiebel CEO

Habitat

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SCHEDl!JLE "A" TERMS OF EXTRACTION AND PROCESSING AGREEMENT

Parties Habitat and The BC Bud Co. ("The BCBC") Products The BCBC owns the brand Solventless Solutions (SSL) a line of cannabis concentrate products. Habitat owns the brand Cake & Caviar (CC) a line of cannabis genetics, cannabis flo......-er and cannabis concentrates.

Production Agrgamgnt

	aries roducts SCHEDlLE "A" TERMS OF EXTRACTION AND PROCESSI Habitat and The BC Bud Co.("The BCB The BCBC ows the brand Solventless S cannabis concntrate products. Habitat ows the brand Cake & Caviar (C cannabis fo.r and cannabis concentrat Production Agrgamgnt
				NG AGREEMENT C")
						of genetics,
		ucts The BCBC ows the brand Solventless S cannabis concntrate products. Habitat ows the brand Cake & Caviar (C cannabis fo.r and cannabis concentrat Production Agrgamgnt		olutions (SSL) a line C) a line of cannabis es.		of genetics,
TheBCBC"Solventless Solutions" desires to engage Habitat foranextraction and processing parnershipanddistribute Cannabis Products in Canada using Habitat serics. facilites, and required HC licenses .Thefrst phase of production shall consist of Cannabis concentrte products using Habitat purchased inputs, with a goal of geting to market by Februar 28, 2020. Contrbution Price Profits Payment Ingredients Packaging labels The BCBC (SSL) wll supply all requested branding, packaging and equipment related to SSL and CC concentrate products. Habitat will supply the input materials on an agreed upon cost. Habitat will also supply te facility, licenses, distribution, storageandqualit assurance. Habitatwillsupply frshfrozen biomass at $[redacted: commercially sensitive] CADa grm frshfrozen (wet) or wat is deemed to be fair mrket value. Profts wll be split evenly bet n Paries, and are clculated as the Gross revenue less the direct input costs such as packaging and inputs, and direct labor csts in the manufacturng and packaging of the Product, and testing and transporation of the Product. Any outside inputs The BCBC processes wll include an additional 10% of gross revenue as clculated above. Biomass; Net 60 Profit Shar: Net 15 upon received funds Habitat will supply n� l�ss than 40% of its total biomass in the for of fresh frozen (wet) cnnabisinputsat the agreed cost withTheBCBC. The BCBC will supply and source, along wth Habitat teams input, all primary and secondar packaging. The BCBC and Habitat will be responsible for all specifcpacka • d . . d f ·1· . gmg an labellingrequirements an ac, 1tateobtainingpackaging and label approvals,	TheBCBC"Solventless Solutions" desires to engage processing parnershipanddistribute Cannabis Products in Ca acilites, and required HC licenses .Thefrst phase of product oncentrte products using Habitat purchased inputs, with a g 8, 2020. Contrbution Price Profits The BCBC (SSL) wll supply all requested equipment related to SSL and CC concen the input materials on an agreed upon co facility, licenses, distribution, storageand Habitatwillsupply frshfrozen biomas sensitive] CADa grm frshfrozen (w mrket value. Profts wll be split evenly bet n Parie revenue less the direct input costs such a labor csts in the manufacturng and pac	TheBCBC"Solventless Solutions" desires to engage essing parnershipanddistribute Cannabis Products in Ca ites, and required HC licenses .Thefrst phase of product centrte products using Habitat purchased inputs, with a g 2020. trbution The BCBC (SSL) wll sul all reuested		Habitat foranextractio nada using Habitat s ion shall consist of Ca oal of geting to marke brandin ackain		n and erics. nnabis
						t by Februar
						and
		trbution
			ppy q equipment related to SSL and CC concen the input materials on an agreed upon co facility, licenses, distribution, storageand	g, pgg trate products. Habita st. Habitat will also su qualit assurance. s at $[redacted: co et) or wat is deeme s, and are clculated s packaging and inpu kaging of the Product		t will supply pply te
						merciall
		e	Habitatwillsupply frshfrozen biomas sensitive] CADa grm frshfrozen (w	s at	$[redacted: c
						y d to be fair
		fits	mrket value. Profts wll be split evenly bet n Parie revenue less the direct input costs such a	s, and are clculate s packaging and in
						as the Gross ts, and direct and testing
			labor csts in the manufacturng and pac
			, and transporation of the Product. Any outside inputs The BCBC processes wll include an additional 10% of gross revenue as clculated above. Biomass; Net 60 Profit Shar: Net 15 upon received funds Habitat will supply n� l�ss than 40% of its total biomass in the for of fresh frozen (wet) cnnabisinputsat the agreed cost withTheBCBC. The BCBC will supply and source, along wth Habitat teams input, all primary and secondar packaging. The BCBC and Habitat will be responsible for all specifcpacka • d . . d f ·1· . gmg an labellingrequirements an ac, 1tateobtainingpackaging and label approvals,