Item 1.01 Entry into Material Agreement.
Staffing and Administrative Services Agreement
On January 25, 2022, Eco Innovation Group, Inc. (the "Company"), through its
California subsidiary, ECOX Spruce Construction, Inc. ("ECOX Spruce
Construction"), entered into a staffing and administrative services agreement
(the "Construction Services Agreement") with Blueprint Construction, a licensed
California general contractor ("Blueprint Construction") and Edgar E. Aguilar
("Aguilar"), a resident of California and the principal of Blueprint
Construction, pursuant to which, Blueprint Construction, Aguilar and ECOX Spruce
Construction agreed that ECOX Spruce Construction will oversee the operation of
Blueprint's construction business in California. Under the Company's existing
LOI with Aguilar, Blueprint Construction will own 20% of the equity interests of
ECOX Spruce Construction Inc., and the Company will own 80%.
Under the Construction Services Agreement, the Company agreed to manage all of
Blueprint Construction's contracting business on behalf of Blueprint
Construction, for a renewable term of one year. Through ECOX Spruce
Construction, the Company will provide all necessary corporate administration,
shared services, compliance needs, construction staffing placement, general
business infrastructure and support necessary for Blueprint's performance under
its general contracting and subcontracting projects as Blueprint's exclusive
provider of such services. Blueprint's current active projects consist of a
subcontracting agreement to renovate U.S. military base facilities, with a job
value of $136,000. The Construction Services Agreement provides that ECOX Spruce
Construction will receive a management fee equal to twenty percent (20%) of all
collected cash revenues from Blueprint's business.
Item 7.01 Regulation FD Disclosure.
On January 26, 2022, the Company issued a press release announcing the
Construction Services Agreement. A copy of the press release is furnished
herewith under the Securities Exchange Act of 1934, as amended, as Exhibit 99.1
to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit
Number Exhibit Description
10.1 Form of Construction Services Agreement dated January 25, 2022,
between ECOX Spruce Construction, Inc., a California corporation,
and Blueprint Construction. *
99.1 Press release dated January 26, 2022, titled "Eco Innovation
Group's Spruce Construction Segment Signs Deal to Eco-Renovate
Major US Military Base" *
104 Cover Page Interactive Data File (formatted as Inline XBRL and
contained in Exhibit 101)
* Filed herewith.
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