COMMON STOCK PURCHASE WARRANT Notis Global, INC.Security Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Trava LLC 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 March 16, 2017 (the “Initial Exercise Date”) and on or prior to the close of business on the four year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Notis Global, Inc., a Nevada corporation (the “Company”), up to 50,000,000 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(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 21st, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2016, between EWSD I, LLC and Pueblo Agriculture Supply and Equipment, LLC (each, a “Company” and collectively, the “Companies”) and Notis Global, Inc. (the “Parent”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). References to the “Company” in this Agreement shall apply to both of the Companies and the Parent, where applicable.
10% CONVERTIBLE DEBENTURE DUE JUNE 21, 2017Convertible Security Agreement • October 21st, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
THIS 10% CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 10% Convertible Debentures of Notis Global, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 600 Wilshire Blvd Suite 1500 Los Angeles, CA 90017, designated as its 10% Convertible Debenture due June 21, 2017 (this Debenture, the “Debenture” and, collectively with the other Debentures of such series, the “Debentures”).
Securities Purchase AgreementSecurities Purchase Agreement • October 21st, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of May 20, 2016, is entered into by and between Notis Global, Inc., a Nevada corporation (“Company”), and Chicago Venture Partners, L.P., a Utah limited partnership, its successors and/or assigns (“Investor”).
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • October 21st, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This Equity Purchase Agreement is entered into as of the 22nd day of June, 2016 (this “Agreement”), by and between Notis Global, Inc., a Nevada corporation (the “Company”), and Redwood Management, LLC (the “Investor”).
10% CONVERTIBLE DEBENTURE DUE OCTOBER 14, 2016Convertible Security Agreement • November 12th, 2015 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
THIS 10% CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 10% Convertible Debentures of Medbox, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 600 Wilshire Blvd Suite 1500 Los Angeles, CA 90017, designated as its 10% Convertible Debenture due October 14, 2016 (this Debenture, the “Debenture” and, collectively with the other Debentures of such series, the “Debentures”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 21st, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 22, 2016, between Notis Global, Inc., a Nevada corporation (the “Company”), and each of the purchasers signatory hereto (each such purchaser, the “Purchaser” and, collectively, the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • October 21st, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
THIS SECURITY AGREEMENT (the “Agreement”) is entered into as of June 30, 2016, by and among (i) EWSD I, LLC, a Delaware limited liability company (“EWSD”) and Pueblo Agriculture Supply and Equipment, LLC, a Delaware limited liability company (“PASE” and together with EWSD, collectively, the “Issuer”), and (ii) any subsidiary and affiliate of the Issuer that is a signatory hereto either now or joined in the future (the “Subsidiaries”; and jointly, severally, and collectively with the Issuer, the “Grantors”) in favor of Redwood Management, LLC (the “Secured Party”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • April 19th, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of April 13, 2016 (the “Agreement Date”), by and between NOTIS GLOBAL, INC. (P/K/A MEDBOX, INC.), a corporation organized and existing under the laws of the State of Nevada (the “Company”), and YA II PN, LTD. (P/K/A YA GLOBAL MASTER SPV, LTD.), a Cayman Islands exempt limited partnership (the “Investor”).
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Nevada
This Convertible Note Purchase Agreement (this “Agreement”) is dated as of ________________, among Pueblo Agriculture Supply and Equipment, LLC (“PASE”), Notis Global, Inc. (“Notis”), and EWSD I, LLC (“EWSD”), (each of the foregoing entities sometimes referred to as, a “Company” and collectively as the “Companies”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE __________________Convertible Security Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
THIS 10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued 10% Senior Secured Convertible Promissory Note of Notis Global, Inc., a Nevada corporation, (the “Company”) having its principal place of business at 633 West 5th Street, 28th Floor, Los Angeles, California 90071, and Pueblo Agriculture Supply and Equipment, LLC, a Delaware limited liability company (“PASE” and together with Notis sometimes collectively referred to as the “Companies”), having its principal place of business at 1715 Highway 35, Suite 101, Middletown, New Jersey 07748, designated as its 10% Senior Secured Convertible Promissory Note, due _________ (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENT, dated as of ______________ (this “Agreement”), is among Notis Global, Inc., a Nevada corporation (the “Company”), all subsidiaries and affiliates of the Company that are a signatory hereto, either now or joined in the future (such subsidiaries and affiliates, the “Guarantors”), EWSD I, LLC, a Delaware limited liability company (“EWSD”), Pueblo Agriculture Supply and Equipment, LLC, a Delaware limited liability company (“PASE”), PCH Investment Group, Inc., a California corporation (“PCH”; and, together with the Company, the Guarantors, EWSD and PASE, the “Debtors”) and the holder of one or more of the Company’s and PASE’s 10% Senior Secured Convertible Promissory Notes, in the aggregate principal amount of up to $3,600,000 (collectively, the “Note”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”). This Agreement amends and restates those certain Security and Pledge Agreements, dated
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 24th, 2014 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of September 19, 2014, (the “Effective Date”) between Medbox, Inc., a Nevada corporation (the “Company”), and the Purchaser who has executed the signature page to the Purchase Agreement (the “Purchaser”).
EXCHANGE AGREEMENTExchange Agreement • January 8th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
THIS EXCHANGE AGREEMENT (the “Agreement”) is dated this 26th day of September, 2016 (the “Effective Date”), by and among Notis Global, Inc. (the “Company”), EWSD I LLC, a subsidiary of the Company (“EWSD”), and Pueblo Agriculture Supply and Equipment, LLC, a subsidiary of the Company (“PASE”) (the Company, and together with EWSD and PASE, sometimes collectively referred to as the “Companies”), and Redwood Management, LLC (the “Holder”).
AMENDMENT, MODIFICATION, AND SUPPLEMENT TO SECURITIES PURCHASE AMENDMENTSecurities Purchase Agreement • April 3rd, 2015 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This Amendment, Modification, and Supplement to the Securities Purchase Agreement (the “Agreement”), dated as of March 24, 2015, is entered into by and among Medbox, Inc., a Nevada corporation (the “Company”) and Redwood Management, LLC (and/or Redwood Fund III Ltd., or Redwood Fund II LLC or RDW Capital LLC) (the “Purchaser”).
JOINT VENTURE AGREEMENTJoint Venture Agreement • July 17th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This Joint Venture Agreement (this “Agreement”) is made and entered into as of July 11, 2019 (the “Execution Date”), by and between NY – SHI, LLC, a New York limited liability company, with its principal place of business located at 1345 Avenue of the Americas New York, NY 10105 (“NY – SHI”), EWSD I LLC dba SHI Farms, a Delaware limited liability company, with its principal place of business located at 7887 East Belleview Ave., Suite 1100, Denver, Colorado 80111 (“SHI Farms”), NY Hemp Depot LLC, a Nevada limited liability company and wholly-owned subsidiary of Canbiola, with its principal place of business located at 960 S. Broadway, Ste 120, Hicksville, NY 11801 (“Canbiola Sub”), and CANBIOLA, INC., a Florida corporation with its principal place of business located at 960 South Broadway, Suite 120, Hicksville, New York 11801 (“Canbiola”). NY – SHI, SHI Farms, Canbiola Sub, and Canbiola are referred to herein individually as a “Party” and, collectively, the “Parties.”
MEDBOX, INC. DIRECTOR RETENTION AGREEMENTDirector Retention Agreement • March 25th, 2015 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Nevada
THIS MEDBOX, INC. DIRECTOR RETENTION AGREEMENT (“Agreement”) is entered into by and between, on one hand, Medbox, Inc., a Nevada corporation with principal executive offices in California (“Medbox” and or “Company”) and, on the other hand, Ned L. Siegel (“Director”) as of April 1, 2014. Medbox and Director are sometimes referred to herein, from time to time, collectively, as the “Parties.”
MANAGEMENT CONSULTING AGREEMENTManagement Consulting Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Florida
This Agreement is made this 1st day of April, 2017 by and between Notis Global Inc., (the “Company”), a corporation organized and existing under the laws of Nevada and Trava LLC, a Florida limited liability company (the “Consultant”), and PCH Investments Inc., a California corporation as an interested party. [located at 9212 Mira Este Court, San Diego.
SECOND AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 18th, 2015 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This SECOND AMENDMENT TO SECURITIES PURCHASE AGREEMENT (the “Amendment”) between Medbox, Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature page hereto (the “Purchaser”) is dated as of December 9, 2015.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 26th, 2015 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of August 20, 2015, (the “Effective Date”) between Medbox, Inc., a Nevada corporation (the “Company”), and the Purchaser who has executed the signature page to the Purchase Agreement (the “Purchaser”).
AMENDED AND RESTATED TECHNOLOGY LICENSE AGREEMENTTechnology License Agreement • July 17th, 2013 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Florida
This Amended and Restated Technology License Agreement (the "Agreement") is entered into as of February 26, 2013 (the "Effective Date"), by and between Bio-Tech Medical Software, Inc., a Florida corporation with an address of 2805 E. Oakland Park Blvd., Suite 250, Fort Lauderdale, Florida, 33306 (“Licensor”) and Medbox, Inc., a Nevada corporation with an address at 8439 W. Sunset Blvd., West Hollywood, California, 90069, (“Licensee”). Licensor and Licensee are sometimes referred to herein collectively, as the “Parties” and individually, as a “Party.”
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • July 17th, 2013 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Delaware
(this “Agreement”), dated as of March 12, 2013, between Medbox, Inc., a Nevada corporation (the “Purchaser”), and Darryl B. Kaplan (“Kaplan”), Claudio Tartaglia (“Tartaglia”) and Eric Kovan (“Kovan” together with Kaplan and Tartaglia, each individually a “Seller” and collectively the “Sellers”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 20th, 2016 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • California
THIS EXECUTIVE EMPLOYMENT AGREEMENT (hereinafter, “Agreement”) is made and entered into effective as of January 1, 2016 (“Effective Date”), by and between MEDBOX, INC., a Nevada corporation qualified to do business in and with its principal office in Los Angeles, California (hereinafter, the “Company”), and CLINT PYATT, a California-domiciled individual (hereinafter, “Executive” or “you”), as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • October 21st, 2014 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • California
This EMPLOYMENT AGREEMENT (the “Agreement”) is made effective as of October 16, 2014 (the “Effective Date”), by and between Medbox, Inc., a Nevada corporation (the “Company”) and C. Douglas Mitchell (the “Executive”), a California resident. Company and Executive are referred to herein, from time to time, collectively, as the “parties.” In consideration of the mutual covenants contained in this Agreement, the Company and the Executive agree as follows:
AGREEMENT OF PURCHASE AND SALE OF MEMBERSHIP INTEREST AND JOINT ESCROW INSTRUCTIONSPurchase and Sale Agreement • November 12th, 2015 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • California
This AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS (“Agreement”) is made and entered into as of this day of July, 2015, by and among EAST WEST SECURED DEVELOPMENT, LLC, an Arizona limited liability company, as seller (“Seller”), and Medbox, Inc., a Nevada corporation, as buyer (“Buyer”).
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Florida
This Agreement is made this 31st day of May, 2017 (the “Effective Date”), by and among Notis Global, Inc., a Nevada corporation (the “Company”), EWSD I LLC, a Arizona limited liability company, and Pueblo Agriculture Supply and Equipment LLC, a Delaware limited liability company (the “Company’s Subsidiaries”), on the one hand, and Trava LLC, a Florida limited liability company (the “Manager”), on the other hand.
PURCHASE AND SALE AGREEMENT --MedvendPurchase and Sale Agreement • June 10th, 2014 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Arizona
This PURCHASE AND SALE AGREEMENT (“Agreement”) is entered into by and between, on one hand, Medbox, Inc., a Nevada corporation with principal executive offices in California and Arizona (“Medbox”) and, on the other hand, PVM International, Inc., a California corporation (“PVMI”), as of June 5, 2014. Medbox and PVMI are sometimes referred to herein, from time to time, collectively, as the “Parties.”
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • April 11th, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • California
This UNIT PURCHASE AGREEMENT (the “Agreement”) is made as of April 06, 2016, by and between San Diego Sunrise, LLC, a California limited liability company (“Seller”), and Mishil Yousif, Sami Harmis, and Sami Younan (collectively “Buyer”), concerning the sale, transfer, and assignment of membership interests in Sunrise Dispensary, LLC, a California limited liability company (the “Company”).
ContractConsulting Agreement • August 22nd, 2014 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • California
FIRST AMENDMENT TO VOTING AGREEMENTVoting Agreement • August 19th, 2015 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip
THIS FIRST AMENDMENT TO VOTING AGREEMENT (this “Amendment”) is made and entered into as of August 11, 2015, by and among Medbox, Inc., a Nevada corporation (the “Company”), P. Vincent Mehdizadeh (“VM”), an individual, PVM International, Inc., a California corporation (“PVM”), and Vincent Chase, Incorporated, a California corporation (“VC”) (VM, PVM and VC are sometimes collectively referred to herein as the “VM Group”) and Ned L. Siegel (“Siegel”), Mitch Lowe (“Lowe”) and Jennifer Love (“Love”, and collectively with Siegel and Love, the “SLLM Group”). The VM Group and the SLLM Group are together sometimes referred to herein as the “Parties”).
SUPPLEMENTAL AGREEMENTSupplemental Agreement • September 18th, 2015 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This Supplemental Agreement (the “Agreement”), dated as of September 18, 2015, is entered into by and between Medbox, Inc., a Nevada corporation (the “Company”) and the YA Global Master SPV, Ltd. (the “Purchaser”).
Membership Interest Pledge AgreementMembership Interest Pledge Agreement • October 21st, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Utah
This MEMBERSHIP INTEREST PLEDGE AGREEMENT (this “Agreement”) is entered into as of May 20, 2016 (the “Effective Date”) by and between Notis Global, Inc., a Nevada corporation (“Company”), and Chicago Venture Partners, L.P., a Utah limited partnership (the “Pledgor”).
SECOND SUPPLEMENTAL AGREEMENTSecond Supplemental Agreement • November 17th, 2015 • Medbox, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This Second Supplemental Agreement (the “Agreement”), dated as of November 16, 2015, is entered into by and between Medbox, Inc., a Nevada corporation (the “Company”) and the YA Global Master SPV, Ltd. (the “Purchaser”).
NOTIS GLOBAL, INC. LOCK-UP AGREEMENTLock-Up Agreement • May 3rd, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip
Reference is made to the 10% Convertible Debentures (each, a “Debenture,” and in the aggregate, the “Debentures”) issued by Notis Global, Inc. (the “Company”) and held by the undersigned as of the date hereof. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Debentures.
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • May 20th, 2016 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Colorado
THIS ADMINISTRATIVE SERVICES AGENT AGREEMENT (the “Agreement”) is made and entered into as of the 14th day of March, 2016 by and between Notis Global, Inc., a Nevada corporation (“Notis”) and EWSD I, LLC, a Delaware limited liability company (“EWSD”) (Notis and EWSD are referred to herein collectively as the “Parties” and individually as a “Party”), with reference to the following facts:
