STOCK
purchase Agreement (AFFILIATE)





THIS
STOCK PURCHASE AGREEMENT (“Agreement”) is made as of February 25, 2020, by and between Pelican Delivers Inc. (“Seller”)
and Shine Management, Inc. and Shine Innovations Investments, LLC (Collectively, “Purchaser”) in connection with the
satisfaction of that portion of the Shine Management, Inc. Master Services Agreement (“Shine Agreement”) related to
the issuance of shares of Seller’s common stock in satisfaction of the discount for services provided by Purchaser during
the period from inception of this Agreement until September 30, 2020.


RECITALS


WHEREAS,
Seller is a Nevada corporation (the “Company”); and


WHEREAS,
Seller desires to encourage Purchaser to serve and benefit Seller by providing services at a discounted cost; and


WHEREAS,
Purchaser wishes to purchase the number of shares of Seller’s common stock described in Schedule A (“Purchased Shares”),
on the terms set forth herein.


In
consideration of the premises, representations, warranties and covenants contained herein and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:


1.Purchase
and Sale AND CLOSING


1.1Seller
hereby agrees to sell, assign, transfer and deliver to Purchaser, and Purchaser hereby agrees to purchase from Seller, the Purchased
Shares for the discounted purchase price as described in the attached Schedule A (“Purchase Price”). Payment shall
be in the form of discounted cost of services as described in Schedule A all as provided in the Shine Agreement.


1.2Closing.
The closing (“Closing”) of the transactions contemplated hereby will occur on, or, before the day as described in
the attached Schedule A (the “Closing Date”).


2.REPRESENTATIONS
AND WARRANTIES 


2.1Seller
warrants, covenants and represents to Purchaser that Seller has the legal power and authority to execute and deliver this Agreement
and all other documents required to be executed and delivered by the Seller hereunder and to consummate the transactions contemplated
hereby; and the Seller is the issuing Company.


2.2Purchaser
represents and warrants to Seller that Purchaser:


		(i)	has
                                         the legal power and authority to execute and deliver this Agreement and to consummate
                                         the transactions hereby contemplated; 



		(ii)	understands
                                         and agrees that offers and sales of any of the Purchased Shares are prohibited prior
                                         to the expiration of a period of one year after the date of completion of the transfer
                                         of the Purchased Shares (the “Restricted Period”) as contemplated by this
                                         Agreement and shall thereafter only be made in compliance with the safe harbor provisions
                                         set forth in Rule 144, pursuant to the registration provisions of the Securities Act
                                         or pursuant to an exemption therefrom; and



 



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		(iii)	is
                                         financially able to bear the economic risks of acquiring an interest in the Company and
                                         the other transactions contemplated hereby, and has no need for liquidity in this investment.
                                         Purchaser has such knowledge and experience in financial and business matters in general,
                                         and with respect to businesses of a nature similar to the business of the Company, so
                                         as to be capable of evaluating the merits and risks of, and making an informed business
                                         decision with regard to, the acquisition of the Purchased Shares. Purchaser is acquiring
                                         the Purchased Shares solely for his or her own respective accounts and not with a view
                                         to or for resale in connection with any distribution or public offering thereof, within
                                         the meaning of any applicable securities laws and regulations, unless such distribution
                                         or offering is registered under the Securities Act, or an exemption from such registration
                                         is available. Purchasers has (i) received all the information they have deemed necessary
                                         to make an informed investment decision with respect to the acquisition of the Purchased
                                         Shares, (ii) had an opportunity to make such investigation as he or she has desired pertaining
                                         to the Company and the acquisition of an interest therein, and to verify the information
                                         which is, and has been, made available to him or her and (iii) had the opportunity to
                                         ask questions of Seller concerning the Company. Purchaser has received no public solicitation
                                         or advertisement with respect to the offer or sale of the Purchased Shares. Purchaser
                                         understands that the Purchased Shares are being sold to them pursuant to the exemption
                                         from registration of the Securities Act and that Seller is relying upon the representations
                                         made herein. 






2.3       Purchaser
agrees not to engage in hedging transactions with regard to the Purchased Shares except in compliance with the Securities Act.


2.4       Purchaser
represents, warrants, and agrees that any finder’s fee, or any other type of fee related to the sale contemplated by this
Agreement, will be paid by Purchaser. The Purchaser represents and warrants that he or she has made no agreements involving any
fees of any type that relate to this Agreement that would involve the Seller.


 


		3.	POST-CLOSING
                                         COVENANTS 



3.1       Purchaser
agrees not to offer or sell the Purchased Shares during the Restricted Period and shall thereafter only be made in compliance
with the safe harbor provisions set forth in Rule 144, pursuant to the registration provisions of the Securities Act or pursuant
to an exemption therefrom.


3.2       Purchaser
agrees and acknowledges that the issuance of the Purchased Shares are in full and complete satisfaction of the terms of the Shine
Agreement requiring Seller to issue Purchaser shares of Seller’s common stock in exchange for a discounted rate on Purchaser’s
services through September 30, 2020, and that Seller, having fully satisfied this requirement upon issuance of the Purchased Shares,
will not be required to issue out any further shares of its common stock based on the Shine Agreement.


4.       MISCELLANEOUS


4.1       The
parties hereto acknowledge that they have obtained independent legal advice with respect to this Agreement and acknowledge that
they fully understand the provisions of this Agreement.


4.2       Unless
otherwise provided, all dollar amounts referred to in this Agreement are in United States dollars.






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4.3There
are no representations, warranties, collateral agreements, or conditions concerning the subject matter of this Agreement except
as herein specified.


4.4This
Agreement will be governed by and construed in accordance with the laws of the State of Nevada. The parties hereby attorn to the
jurisdiction of the courts of Clark County, Nevada with respect to any legal proceedings arising from this Agreement.


4.5The
representations and warranties of the parties contained in this Agreement shall survive the closing of the purchase and sale of
the Purchased Shares and shall continue in full force and effect for a period of one year.


4.6This
Agreement may be executed in several counterparts, each of which will be deemed to be an original and all of which will together
constitute one and the same instrument.


4.7Delivery
of an executed copy of this Agreement by electronic facsimile transmission or other means of electronic communication capable
of producing a printed copy will be deemed to be execution and delivery of this Agreement as of the date set forth on page one
of this Agreement.


Each
of the parties hereto has executed this Agreement to be effective as of the day and year first above written.


 


SELLER:
Pelican Delivers Inc.


 


 





/s/
David Comeau


David
Comeau, CEO


 


 


 


PURCHASER:



 


Shine
Management Inc.


 


 


 





/s/
Debra Hoopes


Debra
Hoopes, CFO/CAO


 


 


Shine
Innovations Investments, LLC


 





 


 


/s/
Jeff A. Thomas


Jeff
A. Thomas, Managing Member


 






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SCHEDULE
A


 





	Number
    of Shares Purchased: 	60,000
	Total
    Agreed Value:	$642.00
	Name
    of Stockholder:	Shine
    Innovations Investments, LLC
	Address
    of Purchaser:	Attention
                                         Debra Hoopes

                                                                                c/o
                                         SM1 Morton Dr, Suite 201, Charlottesville, VA 22902

	Purchaser’s
    FEIN	 85-0750666
	Closing
    Date	02/25/2020






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