SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 4th, 2022 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 28, 2022, by and between CANNABIS GLOBAL, INC., a Nevada corporation, with headquarters located at 520 S. Grand Avenue, Suite 320, Los Angeles, CA 90071 (the “Company”), and SUGARMADE, INC., a Delaware corporation, for the benefit of its wholly owned subsidiary, LEMON GLOW COMPANY, INC., a California corporation
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 13th, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • New York
This SECUITIES PURCHASE AGREEMENT (the "Agreement"), dated as of January 12, 2021, by and between Cannabis Global, Inc., a Nevada corporation, with headquarters located at 520 S. Grand Avenue, Suite 320, Los Angeles, California 90071 (the "Company'), and GW Holdings Group, LLC, a New York limited liability company with its executive offices located at 137 Montague Street, Suite 291, Brooklyn, NY 11201 (the "Buyer").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 13th, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • New York
This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of October 30, 2020, by and between CANNABIS GLOBAL, INC. f/k/a MCTC HOLDINGS, INC., a Nevada corporation, with its address at 520 S. Grand Avenue, Suite 320, Los Angeles, California 90071 (the "Company"), and REDSTART HOLDINGS CORP., a New York corporation, with its address at 1188 Willis Avenue, Albertson, New York 11507 (the "Buyer").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 26th, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • Delaware
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 23, 2021, by and between CANNABIS, GLOBAL INC., a Nevada corporation (the “Company”), and DUTCHESS CAPITAL GROWTH FUND LP, a Delaware limited partnership (together with it permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the common stock purchase agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented, or otherwise modified from time to time, the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 13th, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • Nevada
This REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of August 07, 2020 (the "Execution Date"), is entered into by and between Cannabis Global, Inc., a Nevada corporation with its principal executive office at 520 S Grand Ave #320, Los Angeles Ca 90071 (the "Company"), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102 Jericho, NY 11753 (the "Investor").
CANNABIS GLOBAL, INC. FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • March 13th, 2023 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • Nevada
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
EQUITY FINANCING AGREEMENTEquity Financing Agreement • August 13th, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • Nevada
This EQUITY FINANCING AGREEMENT (the "Agreement''), dated as of August 7, 2020 (the "Execution Date"), is entered into by and between Cannabis Global, Inc., a Nevada corporation with its principal executive office at 520 S Grand Ave #320, Los Angeles Ca 90071(the "Company'"), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102, Jericho, NY 11753 (the "Investor").
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • August 26th, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • Delaware
This Common Stock Purchase Agreement is entered into as of August 23, 2021 (this “Agreement”), by and between CANNABIS GLOBAL, INC., a Nevada corporation (the “Company”), and DUTCHESS CAPITAL GROWTH FUND LP, a Delaware limited partnership (the “Investor”). The Company and Investor may be referred to herein as each a “Party” and collectively, the “Parties”.
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • November 3rd, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This INDEPENDENT DIRECTOR AGREEMENT is dated October 30, 2020 (the "Agreement") by and between Cannabis Global, Inc., a Nevada corporation (the "Company"), and Jim Riley, an individual (the "Director").
OFFICE LEASEOffice Lease • June 5th, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances)
Executive Employment AgreementExecutive Employment Agreement • June 5th, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This Executive Employment Agreement (the “Agreement”) entered into as of June 17, 2019 (the “Effective Date”), by and between Arman Tabatabaei, and individual (the “Executive”) and MCTC Holdings and or Cannabis Global Inc ., a corporation formed and operating under the laws of the State of Delaware (the “Company”).
AMENDMENT NO. 1 to the SPONSORED PROJECT AGREEMENT between MicroChannel Technologies Corporation (Sponsor) and the IOWA STATE UNIVERSITY OF SCIENCE AND TECHNOLOGY (ISU)Project Agreement • October 1st, 2007 • Microchannel Technologies Corp
WHEREAS the Sponsor and ISU mutually agree to amend the research program under the Sponsored Project Agreement with an effective date of May 1, 2005;
OPTION AGREEMENTOption Agreement • October 1st, 2007 • Microchannel Technologies Corp • Iowa
This Agreement is made effective as of the date of the last signature to this Agreement by and between Iowa State University Research Foundation, Inc. (hereinafter called “ISURF”), a nonprofit Iowa corporation, and MicroChannel Technologies Corporation (hereinafter called “Company”), a corporation organized and existing under the laws of Nevada;
AMENDMENT NO. 2 to the SPONSORED PROJECT AGREEMENT between MicroChannel Technologies Corporation (Sponsor) and the IOWA STATE UNIVERSITY OF SCIENCE AND TECHNOLOGY (ISU)Project Agreement • October 1st, 2007 • Microchannel Technologies Corp
WHEREAS the Sponsor and ISU mutually agree to amend the research program under the Sponsored Project Agreement with an effective date of May 1, 2005;
LOCK-UP/LEAK-OUT AGREEMENTLeak-Out Agreement • October 2nd, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • Nevada
LOCK-UP/LEAK-OUT AGREEMENT (the “Lock-Up Agreement”) dated as of September 30, 2020 (the “Closing Date”), by and between Marijuana Company of America, Inc., a Utah corporation (“MCOA”) and Cannabis Global, Inc., a Nevada corporation (“CBGL”).
COMMON STOCK PURCHASE AGREEMENT Private and ConfidentialCommon Stock Purchase Agreement • June 5th, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
THIS COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), made as of the last executed date below (the “Effective Date”), by and among Lauderdale Holdings, LLC, a Florida limited liability company, in which Mr. Garry McHenry maintains a controlling interest with a. principle address located at 1919 NW 19th Street Fort Lauderdale, FL 33344, the control shareholder (the “Seller”), Edward Manolos, Robert L. Hymers III and Dan Nguyen, all of whom are individuals residing in the State of California (the “Buyers”) and MCTC Holdings, Inc. a publicly reporting company incorporated in the State of Delaware (the ‘Company”).
SELLERS ACQUISITION NOTEMcTc Holdings, Inc. • February 20th, 2020 • Biological products, (no disgnostic substances)
between MCTC Holdings, Inc. and Lelantos, Inc., a Wyoming Corporation, dated February 4, 2020, MCTC HOLDINGS, INC., a Delaware corporation (the “Company”), hereby promises to pay to the order Ma Helen M. Am Is, Inc., a Wyoming Corporation or the holders assigned (the “Holder”) the amount set out above as the Principal Amount when due, whether upon the Maturity Date (as defined herein), any acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest (“Interest”) on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the “Issuance Date”) until the same becomes due and payable, whether upon a Repayment Date, the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof). This Acquisition Note was issued pursuant to the Acquisition Agreement dated February 12, 2020 (the “Acquisition Agreement”).
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • February 7th, 2020 • McTc Holdings, Inc. • Biological products, (no disgnostic substances) • California
This INDEPENDENT DIRECTOR AGREEMENT (the “Agreement”) is dated this 31st of January 2020 (the “Effective Date”) by and between MCTC HOLDINGS, INC, a Delaware corporation (the “Company”), and Melissa Riddell, an individual resident of the State of California (the “Director”).
JOINT VENTURE CONSIGNMENT AGREEMENT RxLeaf IncJoint Venture Consignment Agreement • July 15th, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This Joint Consignment Venture ("Agreement") is entered into effective as of the date of last signing (the "Effective Date") by and among the following two parties outlining a consignment and marketing joint venture (the “Joint Venture):
SECURITIES SUBSCRIPTION & PURCHASE AGREEMENT FORM S-1 REGISTERED SHARESSecurities Subscription • February 4th, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This Securities Purchase Agreement (this “Agreement”) dated as of January 29, 2021, is entered into by Cannabis Global, Inc., a Nevada corporation (the "Company") and BHP Capital NY, Inc., an "Investor".
SELLERS ACQUISITION NOTESellers Acquisition Note • February 20th, 2020 • McTc Holdings, Inc. • Biological products, (no disgnostic substances)
between MCTC Holdings, Inc. and Lelantos, Inc., a Wyoming Corporation, dated February 12, 2020, MCTC HOLDINGS, INC., a Delaware corporation (the “Company”), hereby promises to pay to the order New Horizons Laboratory Services, Inc., a Wyoming Corporation or the holders assigned (the “Holder”) the amount set out above as the Principal Amount when due, whether upon the Maturity Date (as defined herein), any acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest (“Interest”) on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the “Issuance Date”) until the same becomes due and payable, whether upon a Repayment Date, the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof). This Acquisition Note was issued pursuant to the Acquisition Agreement dated February 12, 2020 (the “Acquisition Agreement”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 7th, 2020 • McTc Holdings, Inc. • Biological products, (no disgnostic substances) • California
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of the 31st day of January 2020 and will be effective as of the 1st day of February 1, 2020 (the “Effective Date”), between MCTC Holdings, Inc., a Delaware corporation, whose principal place of business is 520 S. Grand Avenue, Suite 320, Los Angeles, CA 90071 (the “Company”) and Robert L. Hymers III, an individual (the “Executive”).
BUSINESS ACQUISITION AGREEMENTBusiness Acquisition Agreement • January 13th, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This BUSINESS ACQUISITION AGREEMENT (the "Agreement") is effective on November 16th, 2020 by and between Ethos Technology LLC dba Comply Bag, a company duly incorporated under the state of California and having its registered address at 1100 Wilshire Blvd Ste 2809, Los Angeles Ca 90017 (the "Seller"), and Cannabis Global Inc, a company duly incorporated under the state of Nevada and having its registered at 520 S Grand Ave #320, Los Angeles Ca 90071 (the "Purchaser'").
INDEPENDENT CONSULTING AGREEMENTIndependent Consulting Agreement • June 5th, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This INDEPENDENT Consulting agreement (the “Agreement”) is made and entered into effective as of May 20, 2020 (the “Effective Date”), by and between Cannabis Global Inc, a nevada corporation (“the Company”), and pinnacle consulting services inc, a nevada corporation, (“Consultant”). For the purpose of this agreement, Consultant and Company shall be collectively referred to as “Parties” and individually as “Party”.
SHARE EXCHANGE AGREEMENT by and between MARIJUANA COMPANY OF AMERICA, INC. and CANNABIS GLOBAL, INC. Dated as of September 30, 2020Share Exchange Agreement • October 2nd, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • Nevada
SHARE EXCHANGE AGREEMENT (this “Agreement”) dated as of September 30, 2020 (“Effective Date”) by and between Marijuana Company of America, Inc., a Utah corporation (“MCOA”) and Cannabis Global, Inc., a Nevada corporation (“CBGL”).
COMPENSATION NOTE Principal Amount: $100,000.00 Issuance Date: February 12, 2020Compensation Note • July 21st, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances)
FOR VALUE CONSIDERATION relative to Independent Consulting Agreement between MCTC Holdings, Inc. and New Horizon Laboratory Services, Inc., ("New Horizons") a Wyoming Corporation, dated February 12, 2020, MCTC HOLDINGS, INC., a Delaware corporation (the "Company"), hereby promises to pay to the order New Horizons or the Holder assigned (the "Holder") the amount set out above as the Principal Amount when due, whether upon the Maturity Date (as defined herein), any acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, whether upon a Repayment Date, the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof). This Long Term Compensation Note was issued pursuant to the Independent Consulting A
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • November 29th, 2018 • Microchannel Technologies Corp • Biological products, (no disgnostic substances) • Delaware
This AGREEMENT AND PLAN OF MERGER (the "Merger Agreement"), is entered into as of July 12, 2018 by, between and among MicroChannel Technologies Corporation, a Delaware corporation ("MCTC Corporation"), MCTC Holdings, Inc., a Delaware corporation ("MCTC Holdings”), and MicroChannel Corp., a Delaware corporation (“MCTC Sub").
STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 22nd, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This Stock Purchase Agreement (this “Agreement”), dated as of February 16, 2021, is entered into between Alan Tsai, an individual (“Tsai”), and Cannabis Global, Inc., a Nevada corporation (“CGI”). Capitalized terms used in this Agreement have the meanings given to such terms herein.
MODIFICATION OF INDEPENDENT CONSULTING AGREEMENTModification of Independent Consulting Agreement • July 21st, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This Modification of Independent Consulting Agreement ("Agreement"), dated this 18th day of July 2020, is by and between Cannabis Global, Inc. a Nevada Corporation having a principal place of business at 520 South Grand Avenue, Ste. 320, Los Angeles, CA 90071 ("CGI"), and New Horizons Laboratory Services, Inc., a Wyoming corporation, having a principal place of business at 1077 Pacific Coast Highway #146, Seal Beach, CA 90740 ("New Horizons"). Both CGI and New Horizons may be individually referred to as a “Party” and collectively referred to as the “Parties.”
AMENDMENT NO. 3 to the SPONSORED PROJECT AGREEMENT between MicroChannel Technologies Corporation (Sponsor) and the IOWA STATE UNIVERSITY OF SCIENCE AND TECHNOLOGY (ISU)Project Agreement • November 16th, 2007 • Microchannel Technologies Corp • Biological products, (no disgnostic substances)
WHEREAS the Sponsor and ISU mutually agree to amend the research program under the Sponsored Project Agreement with an effective date of May 1, 2005;
STOCK PURCHASE AGREEMENT by and amongStock Purchase Agreement • July 12th, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • Nevada
This Stock Purchase Agreement (this “Agreement”), dated as of March 25, 2021, is entered into by and among Cannabis Global, Inc., a Nevada corporation (“Seller” or the “Company”) and Dutchess Capital Growth Fund LP, a Delaware L.P. (“Buyer”).
COMMON STOCK PURCHASE AGREEMENTShareholders Agreement • September 1st, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This Common Stock Purchase Agreement (this “Agreement”), dated as of June 5, 2020, is entered into between Natural Plant Extract of California, Inc., a California corporation (“Company”), and Betterworld Ventures, LLC, a California limited liability company (“Buyer”). Each of Company and Buyer is a “Party” and together, the “Parties”. Capitalized terms used in this Agreement have the meanings given to such terms herein.
First Amendment to Registration Rights Agreement by and between CANNABIS GLOBAL, INC. A NEVADA CORPORATION and, DUTCHESS CAPITAL GROWTH FUND, LP A DELAWARE LIMITED PARTNERSHIP October 26, 2021Registration Rights Agreement • October 27th, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances)
This First Amendment to Registration Rights Agreement (Amendment) is entered into by and between CANNABIS GLOBAL, INC., a Nevada corporation (the “Company”), and DUTCHESS CAPITAL GROWTH FUND LP, a Delaware limited partnership (the “Investor”). The Company and Investor may be referred to herein as each a “Party” and collectively, the “Parties”.
ASSIGNMENT AND AMENDMENT TO COMMERCIAL LEASE AGREEMENTCommercial Lease Agreement • July 12th, 2021 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This Assignment and Amendment to Commercial Lease Agreement (“Amendment”) is entered into as of June 5, 2020 (“Effective Date”) by and between Imperial Diversified Holdings, LLC, a California limited liability company (“Assignor”) , Valwood Group, LLC, a
Modification of (i) Acquisition Agreement and (ii) Associated Seller’s Acquisition NotesSettlement Agreement • June 18th, 2020 • Cannabis Global, Inc. • Biological products, (no disgnostic substances) • California
This Modification of Acquisition Agreement (“Modification Agreement”) is entered into by and between Cannabis Global, Inc., a Nevada corporation formerly known as MCTC Holdings, Inc. (hereafter referred to as “CGI”) and Lelantos Biotech., a Wyoming corporation, including without limitation its shareholders, owners, affiliates, control persons, successors and assigns, including, but not limited to, Mt. Fire, LLC, a Nevada limited liability company (“Mt. Fire”), Ma Helen M. Am Is, Inc., a Wyoming Corporation (“Helen M.”), New Horizons Laboratory Services, Inc., a Wyoming Corporation (“New Horizons”), and East West Pharma Group, Inc., a Wyoming Corporation (“East – West”) (or collectively, “Lelantos”). CGI and Lelantos may be referred to individually as a “Party” or collectively as the “Parties.”
