Item 9 Labs Corp. (OTCPK:INLB) agreed to acquire Certain Assets of Nebrina Adams County LLC for $2 million on October 6, 2021. The total purchase price will be payable as follows: (i) Upon conditional approvals of the change of ownership from state and local licensing authorities concerning the transfer of ownership of the Licenses from Seller to Buyer, Buyer shall deposit into an escrow account One Million US Dollars.

ii) At the Closing, Buyer and Company shall execute and deliver to Seller an unsecured promissory note with a principal amount of Two Hundred Thousand US Dollars ($200,000.00), with an interest rate of five percent (5%) per annum simple interest, for a term of eighteen (18) full months commencing on the Closing Date, and payable in six (6) installments commencing on the last day of each three (3) month period following the Closing Date (the " Note " or " Promissory Note" ) until paid in full; and (iii) Buyer shall issue to the Seller Three Hundred Thousand (300,000) shares of PubCo's restricted common shares of the Company. The Shares shall be subject to a leak out agreement. Closing shall be contingent upon the unconditional approval by MED and the Local Licensing Authority of the Transactions.

Jean Gonnell of Gonnell Law acted as legal advisor to Nebrina. Zuber Lawler & Del Duca LLP acted as legal advisor to Item 9.