CREATIVE
APP SOLUTIONS,
INC.


 


 


 


WRITTEN
CONSENT TO ACTION WITHOUT MEETING OF THE BOARD OF
DIRECTORS


OF


 


CREATIVE
APP SOLUTIONS, INC.


 


A
Nevada Corporation Dated: August 26, 2013


The
undersigned, being all the Directors of CREATIVE APP SOLUTIONS, INC., a Nevada Corporation,
hereby execute this written consent to action, as provided by Section 78.315 of
the Nevada Revised Statutes
and in lieu
of a formal
meeting. The undersigned
hereby waive, pursuant to Section
78.375 of the Nevada Revised Statutes and Article III , Section 14 of the By laws,
all requirements of notice, including notice
of purpose, whether contained in the Nevada Constitution , Nevada Revised Statutes
or the By-laws of this Corporation , and do hereby adopt the following
resolutions:


WHEREAS,
on August 26, 201 3, Mr. Ryan Faught
submitted his letter of resignation as President, CEO and Director to the Company;
and


 


WHEREAS,
on  August
 26,
201 3,
Mr.  Matthew Lane submitted
his  letter  of 
resignation as Secretary of
the Company;  be 
it


 


RESOLVED
, the Board of Directors (the "Board")
of Creative App Solutions, Inc.,
accepts the resignation of Mr. Ryan Faught as President , CEO and Director of
 the Company, effective immediately; and be it


 


FURTHER
RESOLVED, the Board accepts the resignation of Mr. Matthew Lane
as Secretary and Treasurer
of the Company,
effective immediately; and
be it


 


FURTHER
RESOLVED, that the Board of Directors appoint
Mr. Darin Pastor to the position of Chief
Executive Officer ("CEO"), Secretary, Treasurer, and Chairman of
the Board of the Company; and be it


 


FURTHER
RESOLVED, that the Board of Directors appoint
Mr. George Schneider to the positions
of President Chief Investment Officer ("CIO"), and a Director of the Company;
and be it


 


AUTHORIZATION
OF CORPORATE ACTION


 


 


 


	Creative App
    Solutions, Inc. -
    Resignation of Faught
    & Lane	 	August 26,
    2013
	Page 1 of 2





    	 



    	 



    

 


RESOLVED
THAT each officer of the Corporation is hereby authorized and directed
to do and perform , or cause to be done and performed , al l such acts, deeds and things and
to make, execute and deliver, or cause to be made,
executed and delivered, all such agreements,
undertakings , documents, instruments or certificates in the name and
on behalf of the Corporation or otherwise as each such officer may deem necessary
or appropriate to effectuate or carry out fully the purpose and intent of the  foregoing
resolutions and any of the transactions contemplated
thereby.


 


All
actions heretofore
taken by
any director
or officer of
the Corporation  in  connection
 with any
matter referred to in the foregoing resolutions
are hereby approved, ratified and confirmed in all respects
.


 


The
secretary and any assistant secretary of the Corporation or any other officer of
the Corporation , is hereby authorized to certify and deliver, to any person
to whom such certification and delivery may be deemed necessary or appropriate in
the opinion of such officer, a true copy of
the foregoing resolutions .


 


APPROVAL


 


Dated:
August 26, 2013


 


 


 



/s/
Darin Pastor


Darin
Pastor, Chairman


 


 




 


/s/
George Schneider 


George
Schneider, Director


 








	IN WITNESS WHEREOF:	/s/ Darin Pastor	 
		Darin Pastor, Secretary	 
	 	 	 
	 	 	 



 


 


 


The
following is appended hereto:


 


	•		Resignation
                                         Letter of
                                         Ryan Faught
                                         - dated
                                         August 26,
                                         2013



	•		Resignation
                                         Letter of
                                         Matthew Lane
                                         - dated
                                         August 26,
                                         201 3



 


 


	Creative App
    Solutions, Inc. -
    Resignation of Faught
    & Lane	 	August 26,
    2013
	Page 2  of 2






 






    	 



    	 



    





 


AGREEMENT


 


This
Agreement ("Agreement") is made by and between Matthew Lane ("Employee") and Creative App Solutions,
Inc., a Nevada corporation (the "Company) (hereinafter collectively "the parties").


 


WHEREAS,
Employee is employed by the Company as Secretary and Treasurer; and


 


WHEREAS,
the parties acknowledge it is in their individual and mutual best interests for Employee to terminate his services as an officer
and employee of the Company effective August 26, 2013 and to resign as Secretary of the Company effective August 26, 2013; and


 


WHEREAS,
the parties wish to define the terms and conditions of Employee's resignation and separation from employment with the Company;


 


Now, THEREFORE,
in exchange for and in consideration of the following mutual covenants and promises, the undersigned parties, intending to be legally
bound, hereby agree as follows:


 


1. Retirement.
Employee agrees to terminate his employment with the Company effective August 26, 2013 ("Termination Date"). On the Termination
Date, Employee's employment with the Company and all further compensation, remuneration and eligibility of Employee under Company
benefit plans shall terminate, except as otherwise provided in this Agreement or by applicable law.


 


2. Resignations.
Employee hereby resigns as an officer of the company, effective August 26, 2013.


 


3. Termination
of Employment Agreement and Cancellation of Matthew Lane shares.


 


		(a)	Employee hereby tenders
to Company all 20,000 outstanding shares of common stock held by Employee in Company,



 


		(b)	The Employment by and
between the Employee and the Company shall terminate effective August 26, 2013.



 


4. Cooperation,
Non-Disparagement, and Indemnity. Neither the Employee nor the officers of the Company shall state or otherwise publish anything
about the other party which would adversely affect the reputation, image or business relationships and goodwill of the other party
in its/his market and community at large, except as required by law. Employee shall fully cooperate with the Company in defense
of legal claims asserted against the Company, and other matters, which require the Employee's testimony or input regarding knowledge
gained during the course of his employment. The Company agrees to reimburse Employee for reasonable costs and expenses incurred
as a result thereof. Employee agrees that he will not speak or communicate with any party or representative of any party, who is
known to Employee to be either adverse to the Company in litigation or administrative proceedings or to have threatened to commence
litigation legal action, unless given express permission to do so by the Company, or is otherwise compelled by law to do so, and
then only after advance notice to the Company. Additionally, for a period of one year following the Termination Date, Employee
agrees to be bound by and follow the same standards and duty of loyalty to the Company as are required of the Company's employees
and officers, except that Employee may engage in other employment and related activities. The Company agrees to indemnify Employee
for liabilities and costs incurred by Employee by reason of his employment with the Company, on the same basis as it does in similar
circumstances with other employees and officers.




    	-1-



    	 



    






5. Release
of All Claims.


 


(a) Release
of Company by Employee. In consideration of the receipt of the sums and covenants stated herein, Employee does hereby, on behalf
of himself, his heirs, administrators, executors, agents, and assigns, forever release, requite, and discharge the Company and
its agents, parents, subsidiaries, affiliates, divisions, officers, directors, employees, predecessors, successors, and assigns
("Released Parties"), from any and all charges, claims, demands, judgments, actions causes of action, damages, expenses,
costs, attorney's fees, and liabilities of any kind whatsoever, whether known or unknown, vested or contingent, in law, equity
or otherwise, which Employee has ever had, now has, or may hereafter have against said Released Parties for or on account of any
matter, cause or thing whatsoever which has occurred prior to the date of this signing this Agreement. This release of claims includes,
without limitation of the generality of the foregoing, any and all claims which are related to Employee's employment with the Company
and his retirement from his officer position and his employment on August 26, 2013; and may and all rights which Employee has or
may have had under the following laws: Title VII of the Civil Rights Act of 1964, as amended by the Equal Employment Opportunity
Act of 1972, the Civil Rights Act of 1991; the Employee Retirement income Security Act, 29 U.S.C Section. 1001 et seq.; the Americans
With Disabilities Act; the Age Discrimination in Employment Act, as amended; and all other federal, state, and local statutes,
regulations or public policies, as well as the laws of contract, torts, and all other subjects; provided, however, that nothing
herein shall be deemed to affect any rights of Employee under this Agreement or to restricted shares; and provided further that
nothing herein shall be deemed to affect any rights of Employee to indemnity for liabilities incurred for acts taken in good faith
in the course and scope of employment with the Company which acts are otherwise covered under the terms and conditions of Directors
and Officers liability insurance maintained by Company during the employment of Employee.


 


(b) Release
of Employee by Company. The Company does hereby, on behalf of itself and its agents, parents, subsidiaries, affiliates, divisions,
officers, directors, employees, predecessors, successors and assigns, forever release, requite, and discharge the Employee and
his immediate family members, heirs, administrators, executors, attorneys, agents and assigns, from any and all charges, claims,
demands, judgments, actions, causes of action, damages, expenses, costs, attorneys' fees, and liabilities of any kind whatsoever,
whether known or unknown, vested or contingent, in law, equity or otherwise, which the Company ever had, now has, or may hereafter
have against Employee for or on account of any matter, cause or thing whatsoever which has occurred prior to the date of Employee's
signing this Agreement; provided, however, that nothing herein shall be deemed to release or affect any rights of the Company pursuant
to this Agreement.


 


6. Complete
and Absolute Defense. This Agreement constitutes, among other things, a full and complete release of any and all claims released
by either party, and it is the intention of the parties hereto that this Agreement is and shall be a complete and absolute defense
to anything released hereunder. The parties expressly knowingly waive their respective rights to assert any claims against the
other which are released hereunder, and covenant not to sue the other party or Released Parties based upon any claims released
hereunder. The parties further represent and warrant that no changes, claims, or suits, of any kind have been filed by either against
the other as of the date of this Agreement.


 


7. Non-Admission.
It is understood that this Agreement is, among other things, an accommodation of the desires of each party, and the above-mentioned
payments and covenants are not, and should not be construed as, an admission or acknowledgment by either party of any liability
whatsoever to the other party or any other person or entity.





 


 




    	-2-



    	 



    






8. Knowing
and Voluntary Execution. Each of the parties hereto further states represents that he or it has carefully read the foregoing
Agreement and knows the contents thereof, and that he or it has executed the same as his or its own free act and deed. Employee
further acknowledges that he has been and is hereby advised to consult with an attorney concerning this Agreement and that he had
adequate opportunity to seek the advice of legal counsel in connection with this Agreement. Employee also acknowledges that he
has had the opportunity to ask questions about each and every provision of this Agreement and that he fully understands the effect
of the provisions contained herein upon his legal rights.


 


9. Executed
Counterparts. This Agreement may be executed in one or more counterparts, and any executed copy of this Agreement shall be
valid and have the same force and effect as the originally executed Agreement.


 


10. Governing
Law. This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Nevada.


 


11. Modification.
No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to
in writing and signed by the Employee and the Company.


 


12. Assignability.
Employee's obligations and agreements under this Agreement shall be binding on the Employee’s heirs, executors, legal representatives
and assigns and shall insure to the benefits of any successors and assigns of the Company. The Company may assign this Agreement
or any of its rights or obligations arising hereunder to any party, as part of a sale of its assets or other similar change of
control.


 


13. Entire
Agreement. This Agreement constitutes the entire agreement between the parties hereto in respect of the subject matter hereof,
and this Agreement supersedes all prior contemporaneous agreements between the parties hereto in connections with the subject matter
hereof.


 


14. Further
Assurances. The parties mutually agree to execute and deliver such additional documents as is reasonably necessary to give
full force and effect to this Agreement.


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 




    	-3-



    	 



    

 


 


IN WITNESS
WHEROF, the undersigned have executed this Agreement as of the 26th day of August 2013.


 


EMPLOYEE:


 


 


/s/Matthew Lane


__________________________________


Matthew Lane


 


 


 


 


Company:


Creative App Solutions, Inc.,
a Nevada Corporation


 


 


 


By: /s/ Darin Pastor


Darin Pastor, CEO


 


 


 


 


 




 





 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 




    	-4-



    	 



    
     


AGREEMENT


 


This
Agreement ("Agreement") is made by and between Ryan Faught ("Employee") and Creative App Solutions,
Inc., a Nevada corporation (the "Company) (hereinafter collectively "the parties").


 


WHEREAS,
Employee is employed by the Company as Secretary and Treasurer; and


 


WHEREAS,
the parties acknowledge it is in their individual and mutual best interests for Employee to terminate his services as an officer
and employee of the Company effective August 26, 2013 and to resign as Secretary of the Company effective August 26, 2013; and


 


WHEREAS,
the parties wish to define the terms and conditions of Employee's resignation and separation from employment with the Company;


 


Now, THEREFORE,
in exchange for and in consideration of the following mutual covenants and promises, the undersigned parties, intending to be legally
bound, hereby agree as follows:


 


1. Retirement.
Employee agrees to terminate his employment with the Company effective August 26, 2013 ("Termination Date"). On the Termination
Date, Employee's employment with the Company and all further compensation, remuneration and eligibility of Employee under Company
benefit plans shall terminate, except as otherwise provided in this Agreement or by applicable law.


 


2. Resignations.
Employee hereby resigns as an officer of the company, effective August 26, 2013.


 


3. Termination
of Employment Agreement and Cancellation of Ryan Faught shares.


 


		(a)	Employee hereby tenders
to Company all 4,000,000 outstanding shares of common stock held by Employee in Company,



 


		(b)	The Employment by and
between the Employee and the Company shall terminate effective August 26, 2013.



 


4. Cooperation,
Non-Disparagement, and Indemnity. Neither the Employee nor the officers of the Company shall state or otherwise publish anything
about the other party which would adversely affect the reputation, image or business relationships and goodwill of the other party
in its/his market and community at large, except as required by law. Employee shall fully cooperate with the Company in defense
of legal claims asserted against the Company, and other matters, which require the Employee's testimony or input regarding knowledge
gained during the course of his employment. The Company agrees to reimburse Employee for reasonable costs and expenses incurred
as a result thereof. Employee agrees that he will not speak or communicate with any party or representative of any party, who is
known to Employee to be either adverse to the Company in litigation or administrative proceedings or to have threatened to commence
litigation legal action, unless given express permission to do so by the Company, or is otherwise compelled by law to do so, and
then only after advance notice to the Company. Additionally, for a period of one year following the Termination Date, Employee
agrees to be bound by and follow the same standards and duty of loyalty to the Company as are required of the Company's employees
and officers, except that Employee may engage in other employment and related activities. The Company agrees to indemnify Employee
for liabilities and costs incurred by Employee by reason of his employment with the Company, on the same basis as it does in similar
circumstances with other employees and officers.




    	-1-



    	 



    






5. Release
of All Claims.


 


(a) Release
of Company by Employee. In consideration of the receipt of the sums and covenants stated herein, Employee does hereby, on behalf
of himself, his heirs, administrators, executors, agents, and assigns, forever release, requite, and discharge the Company and
its agents, parents, subsidiaries, affiliates, divisions, officers, directors, employees, predecessors, successors, and assigns
("Released Parties"), from any and all charges, claims, demands, judgments, actions causes of action, damages, expenses,
costs, attorney's fees, and liabilities of any kind whatsoever, whether known or unknown, vested or contingent, in law, equity
or otherwise, which Employee has ever had, now has, or may hereafter have against said Released Parties for or on account of any
matter, cause or thing whatsoever which has occurred prior to the date of this signing this Agreement. This release of claims includes,
without limitation of the generality of the foregoing, any and all claims which are related to Employee's employment with the Company
and his retirement from his officer position and his employment on August 26, 2013; and may and all rights which Employee has or
may have had under the following laws: Title VII of the Civil Rights Act of 1964, as amended by the Equal Employment Opportunity
Act of 1972, the Civil Rights Act of 1991; the Employee Retirement income Security Act, 29 U.S.C Section. 1001 et seq.; the Americans
With Disabilities Act; the Age Discrimination in Employment Act, as amended; and all other federal, state, and local statutes,
regulations or public policies, as well as the laws of contract, torts, and all other subjects; provided, however, that nothing
herein shall be deemed to affect any rights of Employee under this Agreement or to restricted shares; and provided further that
nothing herein shall be deemed to affect any rights of Employee to indemnity for liabilities incurred for acts taken in good faith
in the course and scope of employment with the Company which acts are otherwise covered under the terms and conditions of Directors
and Officers liability insurance maintained by Company during the employment of Employee.


 


(b) Release
of Employee by Company. The Company does hereby, on behalf of itself and its agents, parents, subsidiaries, affiliates, divisions,
officers, directors, employees, predecessors, successors and assigns, forever release, requite, and discharge the Employee and
his immediate family members, heirs, administrators, executors, attorneys, agents and assigns, from any and all charges, claims,
demands, judgments, actions, causes of action, damages, expenses, costs, attorneys' fees, and liabilities of any kind whatsoever,
whether known or unknown, vested or contingent, in law, equity or otherwise, which the Company ever had, now has, or may hereafter
have against Employee for or on account of any matter, cause or thing whatsoever which has occurred prior to the date of Employee's
signing this Agreement; provided, however, that nothing herein shall be deemed to release or affect any rights of the Company pursuant
to this Agreement.


 


6. Complete
and Absolute Defense. This Agreement constitutes, among other things, a full and complete release of any and all claims released
by either party, and it is the intention of the parties hereto that this Agreement is and shall be a complete and absolute defense
to anything released hereunder. The parties expressly knowingly waive their respective rights to assert any claims against the
other which are released hereunder, and covenant not to sue the other party or Released Parties based upon any claims released
hereunder. The parties further represent and warrant that no changes, claims, or suits, of any kind have been filed by either against
the other as of the date of this Agreement.


 


7. Non-Admission.
It is understood that this Agreement is, among other things, an accommodation of the desires of each party, and the above-mentioned
payments and covenants are not, and should not be construed as, an admission or acknowledgment by either party of any liability
whatsoever to the other party or any other person or entity.





 


 




    	-2-



    	 



    






8. Knowing
and Voluntary Execution. Each of the parties hereto further states represents that he or it has carefully read the foregoing
Agreement and knows the contents thereof, and that he or it has executed the same as his or its own free act and deed. Employee
further acknowledges that he has been and is hereby advised to consult with an attorney concerning this Agreement and that he had
adequate opportunity to seek the advice of legal counsel in connection with this Agreement. Employee also acknowledges that he
has had the opportunity to ask questions about each and every provision of this Agreement and that he fully understands the effect
of the provisions contained herein upon his legal rights.


 


9. Executed
Counterparts. This Agreement may be executed in one or more counterparts, and any executed copy of this Agreement shall be
valid and have the same force and effect as the originally executed Agreement.


 


10. Governing
Law. This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Nevada.


 


11. Modification.
No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to
in writing and signed by the Employee and the Company.


 


12. Assignability.
Employee's obligations and agreements under this Agreement shall be binding on the Employee’s heirs, executors, legal representatives
and assigns and shall insure to the benefits of any successors and assigns of the Company. The Company may assign this Agreement
or any of its rights or obligations arising hereunder to any party, as part of a sale of its assets or other similar change of
control.


 


13. Entire
Agreement. This Agreement constitutes the entire agreement between the parties hereto in respect of the subject matter hereof,
and this Agreement supersedes all prior contemporaneous agreements between the parties hereto in connections with the subject matter
hereof.


 


14. Further
Assurances. The parties mutually agree to execute and deliver such additional documents as is reasonably necessary to give
full force and effect to this Agreement.


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 




    	-3-



    	 



    

 


 


IN WITNESS
WHEROF, the undersigned have executed this Agreement as of the 26th day of August 2013.


 


EMPLOYEE:


 


 


/s/ Ryan Faught


__________________________________


Ryan Faught


 


 


 


 


Company:


Creative App Solutions, Inc.,
a Nevada Corporation


 


 


 


By: /s/ Darin Pastor


Darin Pastor, CEO


 


 


 


 


 




 


/


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 




    	-4-