Mark Palumbo, Chief Executive Officer of CannAssist International Corp. (OTCPK:CNSC) entered into an agreement to acquire Xceptor LLC from CannAssist International Corp. (OTCPK:CNSC) on July 23, 2021.

Pursuant to the terms of the agreement, Mark Palumbo shall pay $1 per unit. As a result of the transaction, CannAssist International Corp., shall assign all rights to the underlying intellectual property to Mark Palumbo. The transaction contemplated by this agreement is conditioned upon (1) the concurrent satisfaction of the obligations of the parties under (a) the Technology License Agreement; and (b) the Change-in-Control Agreement by and between CannAssist International Corp., and Jonathan Sweetser; (2) effectuating a change in the corporate name as determined in the change-in-control agreement; and (3) the resignation of the existing officers and director of CannAssist International Corp., and the appointment of new officers and directors of CannAssist International Corp., shall be appointed as determined in the change-in-control agreement (collectively, the “ Related Transactions ”).

The closing of this agreement is conditioned upon obtaining all necessary consents and approvals from the Board of Directors of CannAssist International Corp., and its shareholders necessary to effectuate the sale of the Units by CannAssist International Corp., as well as the related transactions; the completion of all actions necessary to comply with applicable law in order to effectuate the sale of the Units as well as the related transactions; and obtaining requisite approval from the SEC, FINRA and the Secretary of State of Delaware, respectively, of the related transactions as necessary and appropriate.