CATALYST LIGHTING GROUP, INC. 6777 CAMP BOWIE BOULEVARD SUITE 233 FORTH WORTH, TEXAS 76116 TEL NO. (800) 433-7753 FAX NO. (817) 926-5003 ATTN: DENNIS H. DEPENBUSCH, CHIEF EXECUTIVE OFFICERSubscription Agreement • January 23rd, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec
EXHIBIT 10.2 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON...Common Stock Purchase Warrant • December 9th, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 5th, 2023 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 29, 2022, by and between GROWLIFE INC., a Delaware corporation, with headquarters located at 11335 NE 122nd Way, Suite 105, Kirkland, WA 98034 (the “Company”), and AJB CAPITAL INVESTMENTS, LLC, a Delaware limited liability company, with its address at 4700 Sheridan Street, Suite J, Hollywood, FL 33021 (the “Buyer”).
FORM OFSubscription Agreement • June 11th, 2002 • Wentworth Iii Inc • Blank checks • Colorado
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 4th, 2023 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 28, 2023, by and between GROWLIFE INC., a Delaware corporation, with headquarters located at 11335 NE 122nd Way, Suite 105, Kirkland, WA 98034 (the “Company”) and ONE44 CAPITAL, LLC, a Nevada limited liability company, with its address at 1 East Liberty Street Suite 600, Reno, Nevada 89501, (the “Buyer”).
EXHIBIT 10.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of September 30, 2004, by and between Catalyst Lighting Group, Inc., a Delaware corporation (the "Company"), and Laurus Master...Registration Rights Agreement • October 5th, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 18th, 2023 • Growlife, Inc. • Glass products, made of purchased glass • Virginia
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 11, 2023, by and between GrowLife, Inc., a Delaware corporation, with its address at 11335 NE 122nd Way, Suite 105, Kirkland, WA 98034 (the “Company”), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexandria VA 22314 (the “Buyer”).
EXHIBIT 10.3 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON...Warrant Agreement • October 5th, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • New York
10% PROMISSORY NOTEConvertible Security Agreement • November 29th, 2022 • Growlife, Inc. • Glass products, made of purchased glass • Delaware
THIS IS A 10% PROMISSORY NOTE of Growlife Inc. (the “Company”), a Delaware Corporation, having its principal place of business at 11335 NE 122nd Way, Suite 105, Kirkland, WA 98034 (this “Note”), which represents a duly authorized and validly issued debt of the Company.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 6th, 2022 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This Registration Rights AGREEMENT (the “Agreement”), dated as of September 28, 2022, by and between GROWLIFE INC., a Delaware corporation, with headquarters located at 11335 NE 122nd Way, Suite 105, Kirkland, WA 98034 (the “Company”), and AJB CAPITAL INVESTMENTS, LLC, a Delaware limited liability company, with offices at 4700 Sheridan Street, Suite J, Hollywood, FL 33021 (the “Investor”).
FORM OFSubscription Agreement • April 5th, 2002 • Wentworth Iii Inc • Blank checks • Colorado
RECITALSSecurities Purchase Agreement • October 5th, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • New York
COMMON STOCK PURCHASE WARRANT GROWLIFE, INC.Security Agreement • February 6th, 2023 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $125,000.00 to the Holder (as defined below) of even date) (the “Note”), Fourth Man, LLC, a Nevada limited liability company (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from GROWLIFE, INC., a Delaware corporation (the “Company”), 625,000 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated February 1, 2023, by and among the Company and the Holder (the “
RECITALSEscrow Agreement • June 11th, 2002 • Wentworth Iii Inc • Blank checks • Colorado
EXHIBIT 2.1 SECURITIES EXCHANGE AGREEMENT This SECURITIES EXCHANGE AGREEMENT is made this 12th day of February 2003, by and among WENTWORTH III, INC., a Delaware corporation having its principal place of business at 650 South Cherry Street, Suite 420,...Securities Exchange Agreement • September 15th, 2003 • Catalyst Lighting Group Inc • Blank checks • Texas
Securities Purchase AgreementSecurities Purchase Agreement • April 12th, 2016 • Growlife, Inc. • Glass products, made of purchased glass • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of April 5, 2016, is entered into by and between Growlife, Inc., a Delaware corporation (“Company”), and Chicago Venture Partners, L.P., a Utah limited partnership, its successors and/or assigns (“Investor”).
EXHIBIT 10.5 CATALYST LIGHTING GROUP, INC. AND CERTAIN OF ITS SUBSIDIARIES MASTER SECURITY AGREEMENT To: Laurus Master Fund, Ltd. c/o M&C Corporate Services Limited P.O. Box 309 GT Ugland House South Church Street George Town Grand Cayman, Cayman...Master Security Agreement • October 5th, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • New York
EXHIBIT 10.1 OMNIBUS AMENDMENT NO. 1 This OMNIBUS AMENDMENT NO. 1, dated as of December 3, 2004, to SECURED CONVERTIBLE TERM NOTE, SECURED CONVERTIBLE MINIMUM BORROWING NOTE, SECURED REVOLVING NOTE, REGISTRATION RIGHTS AGREEMENT (this "AMENDMENT NO....Omnibus Amendment • December 9th, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec
SECURITY AGREEMENTSecurity Agreement • January 5th, 2023 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This SECURITY AGREEMENT (this “Agreement”) made and effective as of December 29, 2022, is executed by and between GROWLIFE INC., a Delaware corporation, with headquarters located at 11335 NE 122nd Way, Suite 105, Kirkland, WA 98034 (the “Company”), and AJB CAPITAL INVESTMENTS, LLC, a Delaware limited liability company (the “Secured Party”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 29th, 2022 • Growlife, Inc. • Glass products, made of purchased glass • Delaware
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 9, 2022 between Growlife Inc., a Delaware corporation (the “Company”), and Coventry Enterprises, LLC, a Delaware limited liability company (“Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 15th, 2020 • Growlife, Inc. • Glass products, made of purchased glass • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 2, 2020, by and between GROWLIFE, INC., a Delaware corporation, with headquarters located at 5400 Carillon Point, Kirkland, WA 98033 (the “Company”), and EMA FINANCIAL, LLC, a Delaware limited liability company, with its address at 40 Wall Street, 17th Floor, New York, NY 10005 (the “Buyer”).
EXHIBIT 10.7 THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS...Secured Revolving Note • October 5th, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • New York
SECURITY AGREEMENTSecurity Agreement • August 23rd, 2018 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This SECURITY AGREEMENT (the “Security Agreement”) dated and made effective as of August 17, 2018, is executed by Growlife, Inc., a Delaware corporation (the “Debtor”), with its chief executive offices located at 5400 Carrilon Point, Kirkland WA 98033, and Go Green Hydroponics, Inc., (“Go Green”) and TCA – Go Green SPV, LLC (“TCA”, and together with Go Green, the “Secured Party”).
EXCHANGE AGREEMENTExchange Agreement • June 16th, 2016 • Growlife, Inc. • Glass products, made of purchased glass • New York
THIS EXCHANGE AGREEMENT (the “Agreement”) is dated this 9th day of June, 2016 (the “Effective Date”), by and among Growlife, Inc. (the “Company”), and Old Main Capital, LLC (the “Holder”).
ARTICLE I INTERESTSecured Convertible Minimum Borrowing Note • October 5th, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • New York
WHITCO REPRESENTATIVE AGREEMENT POLES ------------------------ This Representative Agreement ("Agreement") is made and entered between Whitco Company, LLP, a Texas limited liability partnership with its principle offices at 6777 Camp Bowie Blvd #233,...Representative Agreement • April 9th, 2003 • Wentworth Iii Inc • Blank checks • Texas
STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE – GROSSLease Agreement • March 8th, 2019 • Growlife, Inc. • Glass products, made of purchased glass
COMMITTED EQUITY FACILITY AGREEMENTCommitted Equity Facility Agreement • August 12th, 2015 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This Committed Equity Facility Agreement (the “Agreement”) is dated as of April 30, 2015 and effective as of August 6, 2015 (the “Effective Date”), by and between TCA GLOBAL CREDIT MASTER FUND, LP, a limited partnership organized and existing under the laws of the Cayman Islands (the “Investor”) and GROWLIFE, INC., a corporation incorporated under the laws of the State of Delaware (the “Company”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 7th, 2007 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of this 12th day of September, 2007, by and among Catalyst Lighting Group, Inc., a Delaware corporation (the “Company”), and KIG Investors I, LLC, a Delaware limited liability company (“Holder”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 28th, 2023 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 21, 2023, by and between GROWLIFE, INC., a Delaware corporation, with headquarters located at 11335 NE 122nd Way, Suite 105, Kirkland, WA 98034 (the “Company”), and FOURTH MAN, LLC, a Nevada limited liability company, with its address at 21520 Yorba Linda Blvd., Suite G PMB 335, Yorba Linda, CA 92887 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 12th, 2015 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of April 30, 2015 and effective as of August 6, 2015 (the “Effective Date”), by and between GROWLIFE, INC., a corporation incorporated under the laws of the State of Delaware (the “Company”), and TCA GLOBAL CREDIT MASTER FUND, LP, a limited partnership organized and existing under the laws of the Cayman Islands (the “Buyer”).
Securities Purchase AgreementSecurities Purchase Agreement • November 12th, 2021 • Growlife, Inc. • Glass products, made of purchased glass • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of November 5, 2021, is entered into by and between Growlife, Inc., a Delaware corporation (“Company”), and Bucktown Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
AGREEMENTManagement Services Agreement • December 7th, 2007 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • Florida
THIS AGREEMENT is effective as of October 1, 2007, by and between Vero Management, L.L.C., a Delaware limited liability company with its principal place of business located at 936A Beachland Boulevard, Suite 13, Vero Beach, FL 32963 (“Vero”) and Catalyst Lighting Group, Inc., a corporation organized and existing under the laws of the state of Delaware, with its principal place of business located at 936A Beachland Boulevard, Suite 13, Vero Beach, FL 32963 (“Client”). Vero and Client may each be referred to as a “Party” or collectively as the “Parties.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 16th, 2022 • Growlife, Inc. • Glass products, made of purchased glass • Virginia
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 8, 2022, by and between GrowLife, Inc., a Delaware corporation, with its address at 11335 NE 122nd Way, Suite 105, Kirkland, WA 98034 (the “Company”), and SIXTH STREET LENDING LLC, a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexandria, VA 22314 (the “Buyer”).
ARTICLE I INTEREST & AMORTIZATIONSecured Convertible Term Note • October 5th, 2004 • Catalyst Lighting Group Inc • Wholesale-durable goods, nec • New York
