ITEM 1.01. Entry Into a Material Definitive Agreement.

On October 13, 2021, the Company, through a subsidiary to be incorporated (the "Distribution Subsidiary"), entered into an agreement (the "Agreement") with a third party (the "Client") to distribute health and wellness products to customers of the Client through the Distribution Subsidiary. Under the terms of the Agreement, the Distribution Subsidiary shall have the exclusive right to distribute plant-based health and wellness products to the Client's customers.

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