Skye Bioscience, Inc. Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 28th, 2021 • Skye Bioscience, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 27, 2021, between Skye Bioscience, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 2nd, 2017 • Nemus Bioscience, Inc. • Pharmaceutical preparations

This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 1, 2017, between Nemus Bioscience, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

SERIES A COMMON STOCK PURCHASE WARRANT SKYE BIOSCIENCE, INC.
Common Stock Purchase Warrant • September 28th, 2021 • Skye Bioscience, Inc. • Pharmaceutical preparations • New York

THIS SERIES A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________________________________, or its 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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_________]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Skye Bioscience, Inc., a Nevada corporation (the “Company”), up to [_______] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 5th, 2020 • Emerald Bioscience, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July 31, 2020, between Emerald Bioscience, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 21st, 2019 • Emerald Bioscience, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of November 20, 2019, between Emerald Bioscience, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 20th, 2015 • Nemus Bioscience, Inc. • Trucking (no local) • New York

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of August 18, 2015, is by and among Nemus Bioscience, Inc., a Nevada corporation, with headquarters located at 650 Town Center Drive, Suite 1770, Costa Mesa, California 92626 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

COMMON STOCK PURCHASE WARRANT EMERALD BIOSCIENCE, INC.
Common Stock Purchase • November 21st, 2019 • Emerald Bioscience, Inc. • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its 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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Emerald Bioscience, Inc., a Nevada corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 12th, 2018 • Nemus Bioscience, Inc. • Pharmaceutical preparations • California

This Registration Rights Agreement (the “Agreement”) is made and entered into as of October 5, 2018 by and between Nemus Bioscience Inc., a Nevada corporation (the “Company”), and Emerald Health Sciences Inc. (including its successors and assigns, the “Investor”)

STRICTLY CONFIDENTIAL Emerald Bioscience, Inc.
Letter Agreement • July 28th, 2020 • Emerald Bioscience, Inc. • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 20th, 2015 • Nemus Bioscience, Inc. • Trucking (no local) • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 19, 2015, is by and among Nemus Bioscience, Inc., a Nevada corporation, with headquarters located at 650 Town Center Drive, Suite 1770, Costa Mesa, California 92626 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (each, a "Buyer" and collectively, the "Buyers").

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 13th, 2024 • Skye Bioscience, Inc. • Pharmaceutical preparations • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 11, 2024, by and among Skye Bioscience, Inc., a Nevada corporation (the “Company”), and the Investors signatory hereto. Capitalized terms used herein have the respective meanings ascribed thereto in that certain Securities Purchase Agreement, by and among the Company and the Investors, dated as of March 11, 2024 (the “Purchase Agreement”) unless otherwise defined herein.

COMMON STOCK PURCHASE WARRANT NEMUS BIOSCIENCE, INC.
Nemus Bioscience, Inc. • August 14th, 2015 • Trucking (no local)

THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, _________________ or its 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 June 8, 2015 (the "Initial Exercise Date") and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the "Expiration Date") but not thereafter, to subscribe for and purchase from Nemus Bioscience, Inc., a Nevada corporation (the "Company"), up to 10,000 shares (as subject to adjustment hereunder, the "Warrant Shares") of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2. The warrant is being issued pursuant to the letter agreement dated May 21, 2015 (the "Agreement") between the Company and the Holder. Capitalized terms used and not otherwise defined herein shall have the meanings set f

LICENSE AGREEMENT
License Agreement • January 20th, 2017 • Nemus Bioscience, Inc. • Pharmaceutical preparations • Mississippi

THIS LICENSE AGREEMENT (“Agreement”) is made as of this January 10, 2017 (“Effective Date”) by and between the UNIVERSITY OF MISSISSIPPI, SCHOOL OF PHARMACY, an educational institution with a principal address at University, Mississippi 38677 (“UM”) and NEMUS, a corporation organized and existing under the laws of California with a principal address 650 Town Center Drive, Suite 1770, Costa Mesa, CA 92626 (“Licensee”).

SUPPORT AGREEMENT
Support Agreement • May 23rd, 2022 • Skye Bioscience, Inc. • Pharmaceutical preparations • Nevada
RESTATED AND AMENDED LICENSE AGREEMENT
And Amended License Agreement • March 28th, 2022 • Skye Bioscience, Inc. • Pharmaceutical preparations • Mississippi

THIS RESTATED AND AMENDED LICENSE AGREEMENT ("Agreement") is made as of this May 24, 2019 ("Effective Date") by and between the UNIVERSITY OF MISSISSIPPI, SCHOOL OF PHARMACY, an educational institution with a principal address at University, Mississippi 38677 ("UM"), and EMERALD BIOSCIENCE, INC. f/k/a Nemus Bioscience, Inc., a corporation organized and existing under the laws of Nevada with a principal address at 130 North Marina Drive, Long Beach, CA 90803 ("Licensee").

NEMUS BIOSCIENCE, INC. October 26, 2016
Nemus Bioscience, Inc. • October 28th, 2016 • Pharmaceutical preparations • New York

This Lock-Up Agreement is being delivered to you in connection with the Securities Purchase Agreement (the "Purchase Agreement"), dated as of October 26, 2016 by and among Nemus Bioscience, Inc. (the "Company") and the investors party thereto (the "Buyers"), with respect to the issuance of shares of Series C Convertible Preferred Stock of the Company, par value $0.001 per share. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 6th, 2015 • Nemus Bioscience, Inc. • Trucking (no local) • California

THIS SECURITIES PURCHASE AGREEMENT (the "Agreement") is made and entered into on this 3rd day of July, 2015, by and among Nemus Bioscience, Inc., a Nevada corporation (the "Company"), and the persons and entities identified on the purchaser signature pages hereto (each a "Purchaser" and collectively, the "Purchasers").

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • August 12th, 2020 • Emerald Bioscience, Inc. • Pharmaceutical preparations • California

This Executive Employment Agreement (the “Agreement”), dated August 10, 2020, is between EMERALD BIOSCIENCE, INC. (the “Company”) and PUNIT DHILLON (“Executive”).

AMENDMENT TO WARRANT TO PURCHASE COMMON STOCK OF NEMUS BIOSCIENCE, INC.
Nemus Bioscience, Inc. • May 12th, 2017 • Pharmaceutical preparations

This Amendment (this “Amendment”) to the Warrant (the “Warrant”) to Purchase Common Stock of Nemus Bioscience, Inc., a Nevada corporation (the “Company”), is effective as of ___________.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 12th, 2017 • Nemus Bioscience, Inc. • Pharmaceutical preparations • Nevada

THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of May 3, 2017 (the “Effective Date”), between Nemus Bioscience, Inc., a Nevada corporation (the “Company”), and Schneider Finance LLC, a Nevada limited liability company (the “Purchaser”).

FORM OF RESTRICTED STOCK AGREEMENT]
Restricted Stock Agreement • January 22nd, 2018 • Nemus Bioscience, Inc. • Pharmaceutical preparations • Nevada

THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is made effective as of January ___, 2018 (the “Grant Date”), by and between Nemus Biosciences, Inc., a Nevada corporation (the “Corporation”) and _______________ (the “Restricted Stockholder”).

AMENDED AND RESTATED MULTI DRAW CREDIT AGREEMENT
Multi Draw Credit Agreement • April 29th, 2020 • Emerald Bioscience, Inc. • Pharmaceutical preparations • California

This Amended and Restated Multi Draw Credit Agreement is entered into as of April 1, 2020 (as the same may be further amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), by and between EMERALD BIOSCIENCE, INC.(previously named Nemus Bioscience, Inc.), a Nevada corporation (the “Company”) and Emerald HEALTH SCIENCES, Inc., (the “Lender” and together with the Company, the “Parties”).

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INDEPENDENT CONTRACTOR SERVICES AGREEMENT
Independent Contractor Services Agreement • December 23rd, 2019 • Emerald Bioscience, Inc. • Pharmaceutical preparations • California

This Independent Contractor Services Agreement (this “Agreement”) effective as of December 19, 2019 (the “Effective Date”), is entered into between Emerald Bioscience, Inc., a Nevada corporation (“Company”), and Dr. Avtar Dhillon, an individual (“Contractor”). The parties hereby agree as follows:

LOCK-UP AGREEMENT
Letter Agreement • November 14th, 2023 • Skye Bioscience, Inc. • Pharmaceutical preparations
INDEMNIFICATION AGREEEMENT
Indemnification Agreeement • January 12th, 2015 • Nemus Bioscience, Inc. • Trucking (no local) • Nevada

THIS INDEMNIFICATION AGREEMENT ("Agreement") is made and entered into on ______, 2015, by and between Nemus Bioscience, Inc., a Nevada corporation (the "Company"), and _________________ ("Indemnitee").

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 13th, 2024 • Skye Bioscience, Inc. • Pharmaceutical preparations • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 11, 2024, by and among Skye Bioscience, Inc., a Nevada corporation (the “Company”), and the Investors identified on Exhibit A attached hereto (each an “Investor” and collectively the “Investors”).

COLLABORATIVE RESEARCH AGREEMENT
Collaborative Research Agreement • March 2nd, 2021 • Skye Bioscience, Inc. • Pharmaceutical preparations • California

THIS COLLABORATIVE RESEARCH AGREEMENT (this “Agreement”) effective as of January 2021 (the “Effective Date”), is entered into between EMERALD BIOSCIENCE INC. (“EMBI”), with a place of business at 5910 Pacific Center Blvd., #320 San Diego, CA, 92121, United States and EMERALD HEALTH BIOTECHNOLOGY ESPAÑA, S.L. a limited liability company incorporated under the laws of Spain(“EHBE”), having a place of business at Parque Cientifico Tecnologico de Cordoba, Rabanales 21, c/ Astronoma Cecilia Payne, Edifico Centauro, 14014, Cordoba, Spain.

SEPARATION AGREEMENT AND RELEASE
Separation Agreement and Release • May 4th, 2018 • Nemus Bioscience, Inc. • Pharmaceutical preparations • California

This Separation Agreement and Release (“Agreement”) is made by and between Elizabeth Berecz (“Employee”) and Nemus Bioscience, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).

SKYE BIOSCIENCE, INC. EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • May 10th, 2024 • Skye Bioscience, Inc. • Pharmaceutical preparations • New York

As further set forth in this agreement (this “Agreement”), Skye Bioscience, Inc., a company organized under the laws of Nevada (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. (the “Agent”), as sales agent, an aggregate offering amount of up to $100,000,000 of the Company’s common stock, par value $0.001 per share (the “Common Stock”) (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.

EMERALD HEALTH THERAPEUTICS, INC. COMMON SHARE PURCHASE WARRANT
Skye Bioscience, Inc. • March 31st, 2023 • Pharmaceutical preparations

is the registered holder of common share purchase warrants (the “Warrants”) of EMERALD HEALTH THERAPEUTICS, INC. (the “Corporation”). Each Warrant entitles the Holder to subscribe for and purchase, subject to the terms hereof including, without limitation, certain adjustment provisions, one common share (a “Share”) in the authorized share structure of the Corporation until 5:00 p.m. (Vancouver time) _____________(the “Expiry Time”), for an exercise price of CAD$ per Share (the “Exercise Price”), after which time the Warrants represented hereby shall expire, all subject to adjustment as hereinafter provided.

OPTION AGREEMENT
Option Agreement • November 3rd, 2014 • Nemus Bioscience, Inc. • Trucking (no local)

THIS OPTION AGREEMENT made effective the 15th day of May 2014 (hereinafter called the "Effective Date"), by and between THE UNIVERSITY OF MISSISSIPPI, NATIONAL CENTER FOR NATURAL PRODUCTS RESEARCH , with a principal address at University, Mississippi 38677 (hereinafter called "UM"), and NEMUS, a California corporation with a principal address at 16440 Bake Parkway, Suite 150, Irvine, CA 92618 (hereinafter called "NEMUS).

OPTION AGREEMENT
Option Agreement • November 3rd, 2014 • Nemus Bioscience, Inc. • Trucking (no local)

THIS OPTION AGREEMENT made effective the 1st of July 2014 (hereinafter called the "Effective Date"), by and between THE UNIVERSITY OF MISSISSIPPI, NATIONAL CENTER FOR NATURAL PRODUCTS RESEARCH, with a principal address at University, Mississippi 38677 (hereinafter called "UM"), and NEMUS, a California corporation with a principal address at 16440 Bake Parkway, Suite 150, Irvine, CA 92618 (hereinafter called "NEMUS).

THE SYMBOL “[****]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED EXCLUSIVE SPONSORED...
Exclusive Sponsored Research Agreement • October 15th, 2021 • Skye Bioscience, Inc. • Pharmaceutical preparations • California

This Exclusive Sponsored Research Agreement (“Agreement”) is dated as of October 11, 2021 (the “Effective Date”) by and between Skye Bioscience Inc. (“Skye”), with offices located at 11250 El Camino Real, Suite 100, San Diego, California 92130, and Emerald Health Biotechnology España S.L.U., a Spanish Corporation (“EHBE”), having a place of business at Parque Cientifico Tecnologico de Cordoba, Rabanales 21, c/ Astronoma Cecilia Payne, Edifico Centauro, 14014, Cordoba, Spain. Skye and EHBE may be referred to herein as a “Party” or, collectively, as “Parties”.

MASTER TRANSACTION AGREEMENT
Master Transaction Agreement • February 23rd, 2023 • Skye Bioscience, Inc. • Pharmaceutical preparations • California

This Master Transaction Agreement (this “Agreement”), dated as of February 16, 2023 (the “Effective Date”), is made by and between Skye Bioscience, Inc., a Nevada corporation (the “Company”), and Emerald Health Sciences Inc., a corporation existing under the laws of the Province of British Columbia, (“EHS”).

Contract
Skye Bioscience, Inc. • August 6th, 2021 • Pharmaceutical preparations
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