SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 23rd, 2020 • Medicine Man Technologies, Inc. • Services-management consulting services • Nevada
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 16, 2020 by and between Medicine Man Technologies, Inc. a Nevada corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (each individually a “Buyer” and collectively, the “Buyers”).
SECURITY AGREEMENTSecurity Agreement • December 29th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
This SECURITY AGREEMENT (this “Agreement”), dated as of February 4, 2021, is made by and between SBUD LLC, a Colorado limited liability company (“Buyer”), Medicine Man Technologies, Inc. (dba Schwazze), a Nevada corporation (“Parent,” and together with Buyer, the “Company”), and Colorado Health Consultants LLC (the “Secured Party”).
ASSET PURCHASE AGREEMENT by and among SBUD LLC, MEDICINE MAN TECHNOLOGIES, INC., CITI-MED LLC, and THE MEMBERS NAMED HEREIN, dated as of June __, 2020Asset Purchase Agreement • June 8th, 2020 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2023 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is dated 02/15/2023 (“Effective Date”), by and between Christine Jones, an individual (hereinafter referred to as the “Employee”), and MEDICINE MAN TECHNOLOGIES, INC. (“MMT”), a corporation duly organized under the laws of the state of Nevada and having its principal place of business at 4880 Havana Street, Suite 201 South, Denver, Colorado 80239 and its affiliates and subsidiaries (hereinafter referred to as the “Employer” or the “Company”). The existence of this Agreement will be announced publicly by MMT in MMT’s sole discretion.
SECURITY AGREEMENTSecurity Agreement • March 4th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services • Delaware
This SECURITY AGREEMENT, dated as of February 26, 2021 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”) made by and among SCG Holding, LLC, a Colorado limited liability company, PBS HoldCo LLC, a Colorado limited liability company, Mesa Organics Ltd., a Colorado limited liability company, Mesa Organics II Ltd, a Colorado limited liability company, Mesa Organics III Ltd, a Colorado limited liability company, and Mesa Organics IV Ltd, a Colorado limited liability company, as grantors, pledgors, assignors and debtors (together with any successors in such capacities, the “Grantors”, and each, a “Grantor”), in favor of GGG Partners, LLC, a Georgia limited liability company, in its capacity as collateral agent pursuant to the Loan Agreement (as hereinafter defined), as pledgee, assignee and secured party (in such capacities and together with any successors in such capacities, the “Collateral Ag
MEDICINE MAN TECHNOLOGIES, INC. AS ISSUER AND EACH OF THE GUARANTORS PARTY HERETO 13% SENIOR SECURED CONVERTIBLE NOTES DUE DECEMBER 7, 2026 INDENTURE DATED AS OF DECEMBER 7, 2021 ANKURA TRUST COMPANY, LLC AS TRUSTEE AND CHICAGO ATLANTIC ADMIN, LLC AS...Indenture • December 9th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services • New York
Medicine Man Technologies, Inc. 2017 Equity Incentive Plan Stock Option and Performance Share Unit Award AgreementStock Option and Performance Share Unit Award Agreement • November 14th, 2023 • Medicine Man Technologies, Inc. • Services-management consulting services • Nevada
This Stock Option and Performance Share Unit Award Agreement (this “Agreement”) is made and entered into as of [DATE], by and between Medicine Man Technologies, Inc., dba Schwazze, a Nevada corporation (the “Company”), and [EMPLOYEE NAME] (the “Participant”).
MEDICINE MAN TECHNOLOGIES, INC.Securities Purchase Agreement • May 13th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services
This letter agreement (this “Agreement”) will confirm our agreement that pursuant to and effective upon the closing of your purchase (the “Purchase”) of up to 30,000 shares of Series A Preferred Stock of Medicine Man Technologies, Inc. (the “Company”), CRW Capital Cann Holdings, LLC (the “Investor”) shall be entitled to the contractual rights set forth below, in addition to the rights specifically set forth in the Securities Purchase Agreement dated as of the date hereof by and between the Company and the Investor (the “Purchase Agreement”) and the Certificate of Designation of the Company that is referenced in the Purchase Agreement (the “Certificate of Designation”). The offering of the Series A Preferred Stock of the Company contemplated by the Purchase Agreement and the Confidential PPM (as defined in the Purchase Agreement) is sometimes referred to herein as the “Offering.” Capitalized terms that are used but not defined herein shall have the meaning given to them in the Purchase
CALL OPTION AGREEMENTCall Option Agreement • February 14th, 2022 • Medicine Man Technologies, Inc. • Services-management consulting services • New Mexico
This Call Option Agreement (this “Agreement”) is made and entered into as of February 8, 2022 by and between R. Greenleaf Organics, Inc., a New Mexico not-for-profit corporation (“Grantor”), and Nuevo Holding, LLC, a New Mexico limited liability company (“Nuevo”).
MEDICINE MAN TECHNOLOGIES, INC. December 16, 2020Securities Purchase Agreement • March 31st, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services
This letter agreement (this “Agreement”) will confirm our agreement that as a condition to your entering into the Purchase Agreement (defined below) and pursuant to and effective upon the closing of your purchase (the “Purchase”) of up to 13,000 shares of Series A Preferred Stock of Medicine Man Technologies, Inc. (the “Company”), Dye Capital Cann Holdings II, LLC (the “Investor”) shall be entitled to the contractual rights set forth below, in addition to the rights specifically set forth in the Securities Purchase Agreement dated November 16, 2020 by and among the Company and the investors that are party thereto, as amended by the Amendment to the Securities Purchase Agreement dated the date hereof (the “Purchase Agreement”) and the Certificate of Designation of the Company that is attached as Exhibit A to the Purchase Agreement (the “Certificate of Designation”). Capitalized terms that are used but not defined herein shall have the meaning given to them in the Purchase Agreement or,
FIRST AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 29th, 2023 • Medicine Man Technologies, Inc. • Services-management consulting services
This FIRST AMENDMENT TO THE ASSET PURCHASE AGREEMENT (this “First Amendment”) is made and entered into effective as of December 15, 2022, by and among (i) Double Brow, LLC, a Colorado limited liability company (“Buyer”), (ii) Medicine Man Technologies, Inc. (d/b/a Schwazze), a Nevada corporation (“Parent”), (iii) Lightshade Labs LLC a Colorado limited liability company (“Seller”), (iv) Thomas Van Alsburg, an individual (“Van Alsburg”), (v) Steve Brooks, an individual (“Brooks,”), (vi) John Fritzel, an individual (“Fritzel” and collectively with Van Alsburg and Brooks, “Equityholders”). Buyer, Seller and Equityholders are sometimes referred to herein as the “Parties” and each, a “Party.”
1st AMENDMENT TO DANIEL PABON EMPLOYMENT AGREEMENTEmployment Agreement • June 21st, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT is made and entered into on June 14, 2021, by and between Daniel Pabon (“Employee”) and MEDICINE MAN TECHNOLOGIES, INC. (“MMT”)DBA SCHWAZZE (each of the foregoing referred to individually as “Party” or collectively as the “Parties”).
Second Amendment to Securities Purchase AgreementSecurities Purchase Agreement • February 9th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services • Nevada
This Second Amendment To Securities Purchase Agreement (this “Amendment”) is entered into as of February 3, 2021, by and between Medicine Man Technologies, Inc., a Nevada corporation (the “Company”), and Dye Capital Cann Holdings II, LLC, a Delaware limited liability company (the “Buyer”). Capitalized terms used but not defined herein shall have the meanings given them in the Purchase Agreement (as defined below).
FOURTH AMENDMENT TO LOAN AGREEMENTLoan Agreement • July 11th, 2024 • Medicine Man Technologies, Inc. • Services-management consulting services • New York
This FOURTH AMENDMENT TO LOAN AGREEMENT (this “Amendment”), dated as of July 5, 2024, is made by SHWZ Altmore, LLC, a Delaware limited liability company (“Lender”), GGG Partners, LLC, a Georgia limited liability company (“Collateral Agent”), and Mesa Organics Ltd., a Colorado limited liability company (“Purplebee’s”), in its capacity as Administrative Agent for the Borrowers under that certain Loan Agreement (as defined below).
ASSET AND PERSONAL GOODWILL PURCHASE AGREEMENTAsset and Personal Goodwill Purchase Agreement • June 6th, 2022 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
This ASSET AND PERSONAL GOODWILL PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 11, 2022 by and among (i) Double Brow, LLC, a Colorado limited liability company (“Buyer”), (ii) Medicine Man Technologies, Inc. (d/b/a Schwazze), a Nevada corporation (“Parent”), (iii) Urban Health & Wellness, Inc. (d/b/a Urban Dispensary), a Colorado corporation (“Seller”), and (iv) Patrick Johnson, an individual (“Johnson”), and (v) Productive Investments, LLC, a Colorado limited liability company (“Productive Investments”). Johnson and Productive Investments are each referred to herein as an “Equityholder,” and collectively as the “Equityholders.” Buyer, Parent, Seller and Equityholders are sometimes referred to herein as the “Parties” and each, a “Party.” Capitalized terms used but not otherwise defined in this Agreement have the meanings set forth on Exhibit A attached hereto.
ContractContract to Buy and Sell Real Estate (Commercial) • February 15th, 2022 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
This Rider (this “Rider”) is attached to and made a part of the Contract to Buy and Sell Real Estate (Commercial) dated as of January 26, 2022 (the “Contract”), by and between, Manitou Springs Real Estate Development, LLC, a Colorado limited liability company, as Seller, and Emerald Fields Merger Sub, LLC, a Colorado limited liability company, as Buyer, with respect to the Property, as more particularly defined in the Contract
SHARE EXCHANGE AGREEMENT BY AND AMONG MEDICINE MAN TECHNOLOGIES INC., SUCCESS NUTRIENTS INC. AND THE SHAREHOLDERS OF SUCCESS NUTRIENTS INC.Share Exchange Agreement • April 17th, 2017 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
THIS SHARE EXCHANGE AGREEMENT (the "Agreement") is made and entered into as of February 27, 2017, by and among MEDICINE MAN TECHNOLOGIES, INC. a Nevada corporation ("MMT"), whose principal place of business is located at 4880 Havana Street, Suite 102 South, Denver, Colorado 80239; SUCCESS NUTRIENTS INC., a Colorado corporation ("SN"), with its principal place of business located at 1850 Bassett St., No 1211, Denver, CO 80202; and all of the shareholders of SN (the “Shareholders”), jointly and severally, who hereby agree as follows.
INTERIM PRODUCTS AND SERVICES SUPPORT AGREEMENTInterim Products and Services Support Agreement • October 20th, 2016 • Medicine Man Technologies, Inc. • Services-management consulting services • Nevada
This Interim Products and Services Support Agreement made and entered into as of this 18th day of October 2016, by and between Medicine Man Technologies, Inc. a Nevada Corporation (hereinafter referred to as “MMT”) and Pono Publications Ltd. (“Pono”) and Success Nutrients, Inc. (“SNI”), each a Colorado corporation is defined as follows.
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 31st, 2022 • Medicine Man Technologies, Inc. • Services-management consulting services
THIS AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made as of October 28, 2021 (the “Effective Date”) by and between (i) Double Brow, LLC, a Colorado limited liability company (“Purchaser”), (ii) Medicine Man Technologies, Inc., a Nevada corporation (“Parent”), (iii) BG3 Investments, LLC, a Colorado limited liability company (“BG3”), (iv) Black Box Licensing, LLC, a Colorado limited liability company (“Black Box”, and together with BG3, individually, “Seller” and collectively, “Sellers”), and (v) Brian Searchinger, an individual residing in Boulder, Colorado, the sole equityholder of BG3, and an equityholder of Black Box (“Searchinger” or “Equityholder”). Purchaser, Parent, each Seller and the Equityholder are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
2nd AMENDMENT TO NANCY B. HUBER EMPLOYMENT AGREEMENTEmployment Agreement • June 21st, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT is made and entered into on June 14, 2021, by and between Nancy B. Huber (“Employee”) and MEDICINE MAN TECHNOLOGIES, INC. (“MMT”) DBA SCHWAZZE (each of the foregoing referred to individually as “Party” or collectively as the “Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2020 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is dated the 12th day of August, 2019, by and between Daniel R. Pabon, an individual (hereinafter referred to as the "Employee") and MEDICINE MAN TECHNOLOGIES, INC.(MMT), a corporation duly organized under the laws of the state of Nevada and having its principal place of business at 4880 Havana Street, Suite 201 South, Denver, Colorado 80239 (hereinafter referred to as the "Employer" or the "Company").
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 31st, 2022 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of November 13, 2021 by and among (i) Double Brow, LLC, a Colorado limited liability company (“Buyer”), (ii) Medicine Man Technologies, Inc., a Nevada corporation (“Parent”), (iii) Smoking Gun, LLC, a Colorado limited liability company (“Seller”); (iv) Smoking Gun Land Company, LLC, a Colorado limited liability company (“SG Land” and together with Seller, each a “Seller Party” and collectively, “Seller Parties”) and (v) Deborah Dunafon, Ralph Riggs, George Miller, Lindsey Mintz, Terry Grossman and Annette Gilman (each a “Member” and together, the “Members”). Buyer, Parent, Seller Parties and the Members are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” Capitalized terms used but not otherwise defined in this Agreement have the meanings set forth on Exhibit A attached hereto.
LICENSE AGREEMENTLicense Agreement • March 29th, 2023 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
THIS LICENSE AGREEMENT (this “Agreement”) is entered into as of May 10, 2022 (the “Effective Date”) by and between Indus LF LLC, a California limited liability company with its principal place of business located at [omitted] (“Licensor”), and Medicine Man Technologies, Inc. d/b/a Schwazze, a Nevada corporation with its principal place of business located at 4880 Havana St. Suite 201, Denver, CO, 80239 (“Licensee”). Licensor and Licensee are each a “Party” and together the “Parties”.
SECOND AMENDMENT TO RIDER TO CONTRACT TO BUY AND SELL REAL ESTATERider to Contract to Buy and Sell Real Estate • February 15th, 2022 • Medicine Man Technologies, Inc. • Services-management consulting services
This Second Amendment to Rider, (the "Second Amendment"), is made to the Rider, (the "Rider") attached to and made a part of the Contract to Buy and Sell Real Estate (Commercial) dated as of January 26, 2022 (the "Contract"), by and between, Manitou Springs Real Estate Development, LLC, a Colorado limited liability company, as Seller, and Emerald Fields Merger Sub, LLC, a Colorado limited liability company, as Buyer, with respect to the Property, as more particularly defined in the Contract.
Note GuaranteeNote Guarantee • December 9th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services
Each Guarantor listed below (hereinafter referred to as the “Guarantors” which term includes any successors or assigns under the Indenture, dated the date hereof, among the Guarantors, Medicine Man Technologies, Inc. (the “Company”), Ankura Trust Company, LLC, as trustee, registrar, paying agent, and conversion agent, and Chicago Atlantic Admin, LLC, as collateral agent (the “Indenture”)), unconditionally and irrevocably guarantees, as primary obligor and not merely as surety, jointly and severally with each other Guarantor and each other guarantor party to the Indenture, the obligations of the Company pursuant to the Indenture, which include without limitation: (i) prompt payment in full of the principal, premium, if any, and interest on, the Notes when due, whether at maturity, by acceleration, redemption or otherwise, and interest on the overdue principal of and interest on the Notes, if any, if lawful, and prompt performance when due of all other obligations of the Company to the H
EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2020 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is dated December 5, 2019 (“Effective Date”) by and between Justin Dye, an individual (hereinafter referred to as the “Employee”), and MEDICINE MAN TECHNOLOGIES, INC., a corporation duly organized under the laws of the state of Nevada and having its principal place of business at 4880 Havana Street, Suite 201 South, Denver, Colorado 80239 and its affiliates and subsidiaries (hereinafter referred to as “MMT,” the “Employer” or the “Company”). The existence of this Agreement will be announced publicly by MMT in MMT’s sole discretion.
SECOND AMENDMENT TO NIRUP KRISHNAMURTHY EMPLOYMENT AGREEMENTEmployment Agreement • October 14th, 2022 • Medicine Man Technologies, Inc. • Services-management consulting services
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT is made and entered into on October 12, 2022, by and between Nirup Krishnamurthy (“Employee”) and MEDICINE MAN TECHNOLOGIES, INC. (“MMT”) DBA SCHWAZZE (each of the foregoing referred to individually as “Party” or collectively as the “Parties”).
MEDICINE MAN TECHNOLOGIES, INC. (d/b/a SCHWAZZE) SECURED CONVERTIBLE NOTE PURCHASE AGREEMENTSecured Convertible Note Purchase Agreement • December 23rd, 2020 • Medicine Man Technologies, Inc. • Services-management consulting services • New York
This Secured Convertible Note Purchase Agreement (this “Agreement”) is made as of the 16th day of December, 2020, by and among Medicine Man Technologies, Inc., a Nevada corporation doing business as Schwazze (the “Company”), and Dye Capital & Company, LLC (the “Purchaser”).
Messrs. Cold Baked. LLC Golden Works, LLC 6620 Turkey Tracks Rd Colorado Springs CO 80916 Attn: Joshua Hindi Re: Binding Term Sheet between Medicine Man Technologies, Inc. ("MMT") and Cold Baked, LLC/Golden Works, LLC (d/b/a "Dabble") Dear: Mr. Hindi:Binding Term Sheet • August 12th, 2019 • Medicine Man Technologies, Inc. • Services-management consulting services
MMT and Dabble are entering this binding term sheet (the "Binding Term Sheet") setting forth the terms of the acquisition by MMT of Dabble.
1st AMENDMENT TO NANCY B. HUBER EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2020 • Medicine Man Technologies, Inc. • Services-management consulting services
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT is made and entered into on February 6, 2020, by and between Nancy B. Huber (“Employee”) and MEDICINE MAN TECHNOLOGIES, INC. (“MMT”)(each of the foregoing referred to individually as “Party” or collectively as the “Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 6th, 2019 • Medicine Man Technologies, Inc. • Services-management consulting services • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 5, 2019, by and between Medicine Man Technologies, Inc. a Nevada corporation (the “Company”), and Dye Capital Cann Holdings, LLC, a Delaware limited liability company (the “Buyer”).
Amendment to Securities Purchase AgreementSecurities Purchase Agreement • December 23rd, 2020 • Medicine Man Technologies, Inc. • Services-management consulting services • Nevada
This Amendment To Securities Purchase Agreement (this “Amendment”) is entered into as of December 16, 2020, by and between Medicine Man Technologies, Inc., a Nevada corporation (the “Company”), and Dye Capital Cann Holdings II, LLC, a Delaware limited liability company (the “Buyer”). Capitalized terms used but not defined herein shall have the meanings given them in the Purchase Agreement (as defined below).
Term Sheet (Binding)Acquisition Agreement • May 9th, 2017 • Medicine Man Technologies, Inc. • Services-management consulting services
The terms set forth below except as noted herein are binding and as such are subject to, among other things, execution and delivery of definitive documentation and approval of each respective company’s shareholders. This document is intended to precede the creation of a Definitive Agreement that fully defines the various working parts of the acquisition process from both the Seller as well as Buyer perspectives that may become a binding term sheet so as to lock in a particular share price date for valuation purposes.
SEVERANCE AGREEMENT AND RELEASESeverance Agreement • March 3rd, 2020 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
This Full and Final General Release (referred to herein as "Agreement") is made and entered into by ANDREW JOHNS WILLIAMS ("Employee") and MEDICINE MAN TECHNOLOGIES, INC. (MMT), a corporation duly organized under the laws of the state of Nevada and having its principal place of business at 4880 Havana Street, Suite 201 South, Denver, Colorado 80239 (hereinafter referred to as the "Employer" "MMT" or "the Company"). The parties to this Agreement are referred to collectively herein as the "Parties."
ASSET PURCHASE AGREEMENTSAsset Purchase Agreement • September 21st, 2020 • Medicine Man Technologies, Inc. • Services-management consulting services • Colorado
This OMNIBUS AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTS (this “Amendment”) is made effective as of September 15, 2020, by and among (a) SBUD LLC, a Colorado limited liability company (“Buyer”), (b) Medicine Man Technologies, Inc. (dba Schwazze), a Nevada corporation (“Parent”), and (c) each signatory hereto designated as a Seller (each, a “Seller,” and collectively, the “Sellers”). Buyer, Parent and the Sellers are sometimes referred to herein individually as a “Party” and collectively as the “Parties”).
