I. THE PARTIES. This Stock Purchase Agreement (“Agreement”) is dated as of July 2023, and is made and entered into by and between:

Buyers: [REDACTED]

AND

Seller: [REDACTED]

Buyers and Sellers shall be collectively known as the “Parties" and agree to the following:

II. DESCRIPTION OF SHARES. The shares to be exchanged are described as:

Business Entity: [REDACTED]

Entity Type: Corporation

Address: [REDACTED]

State of Incorporation / Organization: Michigan

Number of Shares: 250

The Seller agrees to sell the above-described ownership interest in the Business Entity (“Shares of Stock”).

The Buyers agree to purchase the above-described ownership interest in the Business Entity (“Shares of Stock”) in the following manner:

[REDACTED] Purchasing 100 Shares

[REDACTED] Purchasing 100 Shares

[REDACTED] Purchasing 50 Shares

III. PURCHASE PRICE. The purchase price for the Shares of Stock shall be $200,000.00. The Purchase Price shall be paid to the Seller on the Closing Date. The purchase price shall be reduced by $27,500.00 to satisfy an outstanding loan to the Small Business Administration. The total amount due and owing to satisfy the purchase, after this credit is applied, will be $172,500.00.

IV. CLOSING DATE. The closing shall occur on or before July 2023 (“Closing Date”) at a time and location agreeable by the Parties. On the Closing Date, the Buyers shall deliver the full amount of the Purchase Price in any of the following methods:

-Bank Wire -Cash -Check

V. DEPOSIT. The Seller does not require a deposit as part of this Agreement. The Buyer's consideration shall be their full-faith commitment to purchase the Shares of Stock under the terms of this Agreement.

VI. DELIVERY. The delivery of the Purchase Agreement, Assignment of Membership Interest, Bill of Sale, and Stock Purchase Agreement shall be transferred to the Buyers at the Closing Date upon the funds being received by the Seller in an approved method.

VII. AUTHORITY OF SELLER. To induce the Buyers to enter into and perform its obligations under this Agreement, the Seller hereby represents and warrants to the Buyer, and covenants with Buyer, as follows:

a.) Capacity. The Seller has all requisite power, authority, and capacity to enter into this Agreement. The execution, delivery and performance of this Agreement by the Seller does not, and the consummation of the transaction contemplated hereby will not result in a breach of or default under any agreement to which the Seller is a party by which the Seller is bound.

b.) Binding Agreement. This Agreement has been duly and validly executed and delivered by the Seller and constitutes the Seller’s valid and binding agreement, enforceable against the Seller in accordance with and subject to its terms.

VIII. AUTHORITY OF BUYERS. To induce the Seller to enter into and perform their obligations under this Agreement, the Buyers represent and warrant to the Seller as follows:

a.) Capacity. The Buyers have all requisite power, authority, and capacity to enter into this Agreement. The execution, delivery, and performance of this Agreement by the Buyers does not, and the consummation of the transaction contemplated hereby will not result in a breach of or a default under any agreement to which the Buyers are a party or by which Buyers are bound.

IX. DATE AND TIME. Time is of the essence.

X. GOVERNING LAW. This Agreement shall be construed, interpreted, and enforced in accordance with, and shall be governed by, the laws in the State of the principal office address of the Business Entity without reference to, and regardless of, any applicable choice or conflicts of laws principals.

XI. COUNTERPARTS. This Agreement may be executed in any number of counterparts and by the several parties hereto in separate counterparts, each of which shall be deemed to be an original, and all of which together shall constitute one and the same Agreement.

XII. ENTIRE AGREEMENT. This Agreement constitutes the entire understanding and agreement of the Parties relating to the subject matter hereof and supersedes any and all prior understandings, agreements, negotiations, and discussions, both written and oral, between the Parties hereto with respect to the subject matter hereof.