[skyrocketinsight]

I brought that up to DiPrima amongst other things and of course he did not answer. He is too busy planning the next con job IMO.

[maronti1]

One was done on the other site

Form 8-K/A - Current report: [Amend]

Source: Edgar (US Regulatory)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K/A

Amendment No. 1

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 14, 2024

 

GREEN STREAM HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Wyoming

 

000-53279

 

20-1144153

(State or other jurisdiction

of incorporation)

 

(Commission

file number)

 

(I.R.S. Employer

Identification Number)

 

201 East 5th Street

Sheridan, WY 82801

(Address of principal executive offices)

 

[phone]

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

?

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  

?

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 2459.244a-12)

  

?

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 2459.244d-2(b))

  

?

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 2459.243e-4c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

None

N/A

N/A

 

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $.001 par value

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ?

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ?

 

 

 

 

Item 2.01 Completion of Acquisition or Disposition of Assets.

 

On May 14, 2024, Green Stream Holdings, Inc. (“Seller”) entered into a Common Stock Purchase Agreement (the “Agreement”) with VGTL, Inc. (the “Buyer”). Under the terms of the Agreement, Seller agreed to sell to the Buyer all of the issued and outstanding shares of common stock (the “Shares”) of Green Rain Solar Inc., a Wyoming corporation and a wholly-owned subsidiary of the Seller (the “Company”). In consideration for the purchase of the Shares, the Buyer agreed to assume certain liabilities in the form of $400,000 Accounts Payable.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits, attached.

 

10.1

Common Stock Purchase Agreement

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

GREEN STREAM HOLDINGS INC.

   

Date: May 14, 2024

By:

/s/ James C. DiPrima

  

Name:

James C. DiPrima

 

Title:

Chief Executive Officer

 

 

 

Exhibit 10.1

 

COMMON STOCK PURCHASE AGREEMENT

 

Private and Confidential

 

THIS COMMON STOCK PURCHASE AGREEMENT, (the “Agreement”) made as of the last executed date below (the “Effective Date”), by and between the buyer set forth on the signature page hereof (hereinafter referred to as “Buyer”), and the seller set forth on the signature page hereof (hereinafter referred to as “Seller”) (Buyer and Seller each a “Party” and collectively the “Parties”).

 

W I T N E S S E T H:

 

WHEREAS, Seller is the holder of all of the issued and outstanding shares (the “Shares”) of common stock green rain solar inc, a Wyoming corporation (the “Company”)and a wholly-owned subsidiary of the Seller and Seller hereby agrees to sell to the Buyer the Shares pursuant to the terms and conditions set forth herein; and

 

WHEREAS, Buyer is desirous of purchasing Seller’s Shares and the Seller is agreeable to sell the Shares to the Buyer pursuant to and in accordance with the terms and conditions set forth herein.

 

NOW, THEREFORE, in consideration of the mutual promises, covenants, and representations contained herein, and subject to the terms and conditions hereof, the Parties agree as follows:

 

1. Agreement to Purchase and Sell; Closing. Seller will sell to Buyer and Buyer agrees to purchase the Shares in consideration for the assumption of the liabilities set forth in Section A hereto (the “Assumed Liabilities”). For purposes of this Agreement, the Closing shall occur upon the Effective Date.

 

2. Payment Terms. At the Closing, the Seller shall deliver the certificate(s) representing the Shares along with fully executed and medallion guaranteed or notarized stock powers and such other documentation as may be necessary to completely effectuate the transfer of the Shares to the Buyer pursuant to this Agreement. In Consideration for the transferrable delay of the shares, the Buyer shall assume the Assumed Liabilities of the Seller.

 

3. Representations and Warranties of Seller. Seller hereby represents and warrants to Buyer that the statements in the following paragraphs of this Section 3 are all true and complete as of the date hereof, and shall be true and correct as of the Closing:

 

a) Title to Stock. The Seller is the sole record and beneficial owner of the Shares and has good, valid and marketable title to all of the Shares, free and clear of any liens, claims, charges, options, rights of tenants or other encumbrances and shall not, until the transactions contemplated by this Agreement are closed, or this Agreement is terminated, 1

 

b) sell, hypothecate, encumber, transfer or otherwise dispose of the Shares. The Seller has sole managerial and dispositive authority with respect to the Shares and has not granted any person a proxy or option to buy the Shares that has not expired or been validly withdrawn. The Shares were the payment of the Purchase Price and delivery of the certificates representing the Shares will vest in Buyer the legal and valid title to the Shares, free and clear of all liens, security interests, adverse claims or other encumbrances of any character whatsoever (“Encumbrances”) (other than Encumbrances created by Buyer and restrictions on the resale of the Shares under applicable securities laws).

 

c) Transfer of Shares. Seller acknowledges that he has all right, title and interest to the shares but did not undertake the ministerial task of having the certificates reprinted in his name prior to the sale of the shares contemplated in this Agreement.

 

d) Full Power and Authority. Seller has the legal capacity to own the Shares owned or purported to be owned by Seller. The execution and delivery by Seller of this Agreement and the consummation by Seller of the transactions contemplated hereby has been duly and validly authorized by all necessary action of Seller. Seller has the legal capacity to enter into this Agreement and to consummate the transactions contemplated hereby and Seller has duly executed and delivered this Agreement. This Agreement is a legal, valid and binding obligation of Seller enforceable against Seller in accordance with its terms, except to the extent that enforceability may be limited by bankruptcy, insolvency, moratorium, reorganization and other laws affecting the enforcement of creditors’ rights generally and by general principles of equity.

 

1

 

 

4. Representations and Warranties of Buyer. Buyer hereby represents and warrants to Seller that the statements in the following paragraphs of this Section 4 are all true and complete as of the date hereof:

 

a) Exempt Transaction. Buyer understands that the sale of the Shares is intended to be exempt from registration under the Securities Act and exempt from registration or qualification under any state law.

 

b) Full Power and Authority. Buyer has the legal capacity to purchase the Shares. The execution and delivery by Buyer of this Agreement and the consummation by Buyer of the transactions contemplated hereby has been duly and validly authorized by all necessary action of Buyer. Buyer has the legal capacity to enter into this Agreement and to consummate the transactions contemplated hereby and Buyer has duly executed and delivered this Agreement. This Agreement is a legal, valid and binding obligation of Buyer enforceable against Buyer in accordance with its terms, except to the extent that enforceability may be limited by bankruptcy, insolvency, moratorium, reorganization and other laws affecting the enforcement of creditors’ rights generally and by general principles of equity.

 

c) Status. Buyer is experienced, sophisticated and knowledgeable in the trading in securities of private and public companies and understand the disadvantage to which Buyer is subject on account of the disparity of information as between Seller and Buyer. Buyer understands that Seller is relying on these representations in engaging in this transaction and would not engage in the transaction in the absence of these representations.

 

5. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming without giving effect to any other choice or conflict of law provision that would cause the application of the laws of any other jurisdiction other than the State of Wyoming.

 

6. Termination. The Parties may not, except for a material breach or failure of a condition or requirement, terminate this Agreement.

 

7. Successors and Assigns. The terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective successors and assigns of the Parties.

 

8. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement. A telefaxed or electronic copy of this Agreement shall be deemed an original.

 

9. Headings. The headings used in this Agreement are for convenience of reference only and shall not be deemed to limit, characterize or in any way affect the interpretation of any provision of this Agreement.

 

10. Costs, Expenses. Each Party hereto shall bear its own costs in connection with the preparation, execution and delivery of this Agreement.

 

11. Modifications and Waivers. No change, modification or waiver of any provision of this Agreement shall be valid or binding unless it is in writing, dated subsequent to the Effective Date of this Agreement, and signed by all Parties. No waiver of any breach, term, condition or remedy of this Agreement by any Party shall constitute a subsequent waiver of any other breach, term, condition or remedy.

[JMoneyHoops]

So they bought a part of GSF* and haven’t even filed a 8k yet?

[maronti1]

What a clown. Is DiPrima
Same as Newbauer

[skyrocketinsight]

What I sent to DiPrima

to Jim

So Alfredo (VGTL CEO) is going to buy $400,000 worth of shares of GSFI in return for assuming liabilities. Sounds underhanded to me. Especially when I never saw a filing for VGTL that Alfredo ever purchased VGTL in the first place. Sounds like a Brian Kistler type of dealing. Their is no fricken disclosure filing that anything was done by VGTL since 2/05/2019.

[skyrocketinsight]

Something fishy about this! Do not see any filings of DiPrima ever selling VGTL to Alfredo (the new CEO) who has now purchased $400,000 worth of liabilites from GSFI. Hmh! Wonder if the SEC wants to get wind of this.

Item 2.01 Completion of Acquisition or Disposition of Assets.
A COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) was made by and between the buyer being VGTL, Inc. (hereinafter referred to as “Buyer”), and the Registrant as the seller (hereinafter referred to as “Seller”). Seller is the holder of all of the issued and outstanding shares (the “Shares”) of common stock of Green Rain Solar INC Wyoming corporation (the “Company”) and a wholly-owned subsidiary of the Seller and Seller agreed to sell to the Buyer the Shares. Seller sold to Buyer and Buyer agreed to purchase the Shares in consideration for the assumption of certain liabilities. The liabilities were: Accounts Payable $400 thousand. The parties just confirmed and finalized matters relating to the transaction.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits, attached.

10.1 Common Stock Purchase Agreement
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
********************************************************************************
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date last written below.
SELLER:
GREEN STREAM HOLDINGS, INC.
By:
James DiPrima
Date: 5/14/24

BUYER:
VGTL, Inc.
By:
Name: Alfredo Papadakis
Title: Chief Executive Officer
Date: 5/14/24

[uber darthium]

NEWBauered AGAIN !!!

[maronti1]

Ty

[skyrocketinsight]

No.

[maronti1]

Any reply yet?

[skyrocketinsight]

What I sent DiPrima

8:36?PM (0 minutes ago)
to Jim

How can VGTL buy GSFI? VGTL is a mess. Doesn't make ANY SENSE!

Item 2.01 Completion of Acquisition or Disposition of Assets.



On May 14, 2024, Green Stream Holdings, Inc. (“Seller”) entered into a Common Stock Purchase Agreement (the “Agreement”) with VGTL, Inc. (the “Buyer”). Under the terms of the Agreement, Seller agreed to sell to the Buyer all of the issued and outstanding shares of common stock (the “Shares”) of Green Rain Solar Inc., a Wyoming corporation and a wholly-owned subsidiary of the Seller (the “Company”). In consideration for the purchase of the Shares, the Buyer agreed to assume certain liabilities in the form of $400,000 Accounts Payable.



Item 9.01 Financial Statements and Exhibits.



(d) Exhibits, attached.



10.1

Common Stock Purchase Agreement

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

[maronti1]

From Meta AI

[maronti1]

Alfredo Papadakis is the new CEO of VGTel Inc (VGTL), effective May 14, 2024 ¹. Here are some key points about VGTL stock ² ³ 4:

- *Current Price*: $0.0001 per share
- *Market Cap*: 51.46K USD
- *Average Volume*: 3.00
- *52-Week Range*: $0.0000 - $0.0003 per share
- *Company Description*: VGTel, Inc. develops, finances, produces, and distributes movies and 4K ultra-high definition content.

Please note that stock prices and other market data can fluctuate rapidly, so it is important to verify this information through other sources for accuracy.

[JMoneyHoops]

Anyone know anything about
Alfredo Papadakis?

[JMoneyHoops]

Thanks

[maronti1]

On gsfi board under news

[JMoneyHoops]

Where do you see this?

[A51Rob]

Let’s hope something good comes from this agreement

[maronti1]

On May 14, 2024, Green Stream Holdings, Inc. (“Seller”) entered into a Common Stock Purchase Agreement (the “Agreement”) with VGTL, Inc. (the “Buyer”). Under the terms of the Agreement, Seller agreed to sell to the Buyer all of the issued and outstanding shares of common stock (the “Shares”) of Green Rain Solar Inc., a Wyoming corporation and a wholly-owned subsidiary of the Seller (the “Company”). In consideration for the purchase of the Shares, the Buyer agreed to assume certain liabilities in the form of $400,000 Accounts Payable.

 

[maronti1]

The new CEO. Effective 5/14/2024
1 day left for an 8k about?

[Aquahoya]

Probably. Not entirely sure what this gains them

[uber darthium]

It’s called being NEWBauered AGAIN and AGAIN by Mark and DiPrima

Same story, different year

[maronti1]

Yes
Waiting on DiPrima again to make this one Trading again?

[Aquahoya]

I do not know what you call it when one company gives all its shares to another company plus some debt. Normally, this is an acquisition. I can't imagine anyone has that money. Unless a big deal CEO comes in with deep pockets, not sure. Just have to wait and see.

[maronti1]

And no 8k for the new CEO?(Third one now)

[maronti1]

So vgtl spent $400.000?

[Aquahoya]

Looks like an acquisition.

[maronti1]

No one cares?

[maronti1]

New vgtl CEO?


Name:

Alfredo Papadakis

 

Title:

Chief Executive Officer

[maronti1]

Form 8-K - Current report

Source: Edgar (US Regulatory)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 14, 2024

 

GREEN STREAM HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Wyoming

 

000-53279

 

20-1144153

(State or other jurisdiction

of incorporation)

 

(Commission

file number)

 

(I.R.S. Employer

Identification Number)

 

201 East 5th Street

Sheridan, WY 82801

(Address of principal executive offices)

 

[phone]

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

?

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  

?

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 2459.244a-12)

  

?

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 2459.244d-2(b))

  

?

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 2459.243e-4c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

None

N/A

N/A

 

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $.001 par value

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ?

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ?

 

 

 

 

Item 2.01 Completion of Acquisition or Disposition of Assets.

 

A COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) was made by and between the buyer being VGTL, Inc. (hereinafter referred to as “Buyer”), and the Registrant as the seller (hereinafter referred to as “Seller”). Seller is the holder of all of the issued and outstanding shares (the “Shares”) of common stock of Green Rain Solar INC Wyoming corporation (the “Company”) and a wholly-owned subsidiary of the Seller and Seller agreed to sell to the Buyer the Shares. Seller sold to Buyer and Buyer agreed to purchase the Shares in consideration for the assumption of certain liabilities. The liabilities were: Accounts Payable $400 thousand. The parties just confirmed and finalized matters relating to the transaction.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits, attached.

 

10.1

Common Stock Purchase Agreement

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

GREEN STREAM HOLDINGS INC.

   

Date: May 14, 2024

By:

/s/ James C. DiPrima

  

Name:

James C. DiPrima

 

Title:

Chief Executive Officer

 

 

 

Exhibit 10.1

 

COMMON STOCK PURCHASE AGREEMENT

 

Private and Confidential

 

THIS COMMON STOCK PURCHASE AGREEMENT, (the “Agreement”) made as of the last executed date below (the “Effective Date”), by and between the buyer set forth on the signature page hereof (hereinafter referred to as “Buyer”), and the seller set forth on the signature page hereof (hereinafter referred to as “Seller”) (Buyer and Seller each a “Party” and collectively the “Parties”).

 

W I T N E S S E T H:

 

WHEREAS, Seller is the holder of all of the issued and outstanding shares (the “Shares”) of common stock green rain solar inc, a Wyoming corporation (the “Company”)and a wholly-owned subsidiary of the Seller and Seller hereby agrees to sell to the Buyer the Shares pursuant to the terms and conditions set forth herein; and

 

WHEREAS, Buyer is desirous of purchasing Seller’s Shares and the Seller is agreeable to sell the Shares to the Buyer pursuant to and in accordance with the terms and conditions set forth herein.

 

NOW, THEREFORE, in consideration of the mutual promises, covenants, and representations contained herein, and subject to the terms and conditions hereof, the Parties agree as follows:

 

1. Agreement to Purchase and Sell; Closing. Seller will sell to Buyer and Buyer agrees to purchase the Shares in consideration for the assumption of the liabilities set forth in Section A hereto (the “Assumed Liabilities”). For purposes of this Agreement, the Closing shall occur upon the Effective Date.

 

2. Payment Terms. At the Closing, the Seller shall deliver the certificate(s) representing the Shares along with fully executed and medallion guaranteed or notarized stock powers and such other documentation as may be necessary to completely effectuate the transfer of the Shares to the Buyer pursuant to this Agreement. In Consideration for the transferrable delay of the shares, the Buyer shall assume the Assumed Liabilities of the Seller.

 

3. Representations and Warranties of Seller. Seller hereby represents and warrants to Buyer that the statements in the following paragraphs of this Section 3 are all true and complete as of the date hereof, and shall be true and correct as of the Closing:

 

a) Title to Stock. The Seller is the sole record and beneficial owner of the Shares and has good, valid and marketable title to all of the Shares, free and clear of any liens, claims, charges, options, rights of tenants or other encumbrances and shall not, until the transactions contemplated by this Agreement are closed, or this Agreement is terminated, 1

 

b) sell, hypothecate, encumber, transfer or otherwise dispose of the Shares. The Seller has sole managerial and dispositive authority with respect to the Shares and has not granted any person a proxy or option to buy the Shares that has not expired or been validly withdrawn. The Shares were the payment of the Purchase Price and delivery of the certificates representing the Shares will vest in Buyer the legal and valid title to the Shares, free and clear of all liens, security interests, adverse claims or other encumbrances of any character whatsoever (“Encumbrances”) (other than Encumbrances created by Buyer and restrictions on the resale of the Shares under applicable securities laws).

 

c) Transfer of Shares. Seller acknowledges that he has all right, title and interest to the shares but did not undertake the ministerial task of having the certificates reprinted in his name prior to the sale of the shares contemplated in this Agreement.

 

d) Full Power and Authority. Seller has the legal capacity to own the Shares owned or purported to be owned by Seller. The execution and delivery by Seller of this Agreement and the consummation by Seller of the transactions contemplated hereby has been duly and validly authorized by all necessary action of Seller. Seller has the legal capacity to enter into this Agreement and to consummate the transactions contemplated hereby and Seller has duly executed and delivered this Agreement. This Agreement is a legal, valid and binding obligation of Seller enforceable against Seller in accordance with its terms, except to the extent that enforceability may be limited by bankruptcy, insolvency, moratorium, reorganization and other laws affecting the enforcement of creditors’ rights generally and by general principles of equity.

 

1

 

 

4. Representations and Warranties of Buyer. Buyer hereby represents and warrants to Seller that the statements in the following paragraphs of this Section 4 are all true and complete as of the date hereof:

 

a) Exempt Transaction. Buyer understands that the sale of the Shares is intended to be exempt from registration under the Securities Act and exempt from registration or qualification under any state law.

 

b) Full Power and Authority. Buyer has the legal capacity to purchase the Shares. The execution and delivery by Buyer of this Agreement and the consummation by Buyer of the transactions contemplated hereby has been duly and validly authorized by all necessary action of Buyer. Buyer has the legal capacity to enter into this Agreement and to consummate the transactions contemplated hereby and Buyer has duly executed and delivered this Agreement. This Agreement is a legal, valid and binding obligation of Buyer enforceable against Buyer in accordance with its terms, except to the extent that enforceability may be limited by bankruptcy, insolvency, moratorium, reorganization and other laws affecting the enforcement of creditors’ rights generally and by general principles of equity.

 

c) Status. Buyer is experienced, sophisticated and knowledgeable in the trading in securities of private and public companies and understand the disadvantage to which Buyer is subject on account of the disparity of information as between Seller and Buyer. Buyer understands that Seller is relying on these representations in engaging in this transaction and would not engage in the transaction in the absence of these representations.

 

5. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming without giving effect to any other choice or conflict of law provision that would cause the application of the laws of any other jurisdiction other than the State of Wyoming.

 

6. Termination. The Parties may not, except for a material breach or failure of a condition or requirement, terminate this Agreement.

 

7. Successors and Assigns. The terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective successors and assigns of the Parties.

 

8. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement. A telefaxed or electronic copy of this Agreement shall be deemed an original.

 

9. Headings. The headings used in this Agreement are for convenience of reference only and shall not be deemed to limit, characterize or in any way affect the interpretation of any provision of this Agreement.

 

10. Costs, Expenses. Each Party hereto shall bear its own costs in connection with the preparation, execution and delivery of this Agreement.

 

11. Modifications and Waivers. No change, modification or waiver of any provision of this Agreement shall be valid or binding unless it is in writing, dated subsequent to the Effective Date of this Agreement, and signed by all Parties. No waiver of any breach, term, condition or remedy of this Agreement by any Party shall constitute a subsequent waiver of any other breach, term, condition or remedy. All remedies, either under this Agreement, by law, or otherwise afforded the Parties shall be cumulative and not alternative.

 

12. Severability. If one or more provisions of this Agreement are held to be unenforceable under applicable law, such provision(s) shall be excluded from this Agreement and the balance of the Agreement shall be interpreted as if such provision(s) were so excluded and shall be enforceable in accordance with its terms.

 

13. Entire Agreement. This Agreement constitutes the entire agreement and understanding of the Parties with respect to the subject matter hereof and supersedes any and all prior negotiations, correspondence, agreements, understandings duties or obligations between the Parties with respect to the subject matter hereof.

 

14. Further Assurances. From and after the date of this Agreement, upon the request of any Party, the Parties shall execute and deliver such instruments, documents or other writings as may be reasonably necessary or desirable to confirm and carry out and to effectuate fully the intent and purposes of this Agreement.

 

15. Term. This Agreement is effective from the Effective Date hereof, and shall remain in effect until all the rights and obligations of the Parties hereto have been fully performed.

 

16. No Oral Representations. No oral or written representations have been made other than or in addition to those stated in this Agreement as of the date of Closing. The Parties are not relying on any oral statements made by any other Party, their representatives or affiliates regarding this Agreement.

 

[signature page to follow.]

 

2

 

 

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date last written below.

 

SELLER:

   

GREEN STREAM HOLDINGS, INC.

   

By:

   

James DiPrima

 

Date:

5/14/24

 

 

BUYER:

   

VGTL, Inc.

    

By:

     

Name:

Alfredo Papadakis

 

Title:

Chief Executive Officer

 

Date:

5/14/24

 

 

3

 

 

 

SCHEDULE A

 

ASSUMED LIABILITIES

 

Accounts Payable $400,000

 

4

Document And Entity Information

May 14, 2024

Document Information Line Items Entity Registrant NameGREEN STREAM HOLDINGS, INC.Document Type8-KAmendment FlagfalseEntity Central Index Key0001437476Document Period End DateMay 14, 2024Entity Emerging Growth CompanyfalseEntity Incorporation, State or Country CodeWYEntity File Number000-53279Entity Tax Identification Number20-1144153Entity Address, Address Line One201 East 5th StreetEntity Address, City or TownSheridanEntity Address, State or ProvinceWYEntity Address, Postal Zip Code82801City Area Code(310)Local Phone Number228-8897Written CommunicationsfalseSoliciting MaterialfalsePre-commencement Tender OfferfalsePre-commencement Issuer Tender OfferfalseTitle of 12(b) SecurityNone

[maronti1]

What this means for vgtl?
DiPrima sold one of his other company division to vgtl??

[Lime Time]

100 vol MM signal lol

[Aquahoya]

Well, nice to have a print.

[uber darthium]

VGTL = .000001 NEWBauer DiPrima SCAM


VGTL = NEWBauered FOREVER

[A51Rob]

Has anyone been able to find out about this new CEO Linroy Durrant I can’t find a thing on him.

[Aquahoya]

What is..... NOTHING... haha

[money-maker]

You are absolutely right. I'm sorry.

So what can we find about the new CEO?