ALEAFIA INC. as the Corporation and COMPUTERSHARE TRUST COMPANY OF CANADA as the Warrant Agent and CANABO MEDICAL INC. as the Resulting IssuerWarrant Indenture • December 19th, 2018 • Aleafia Health Inc. • Medicinal chemicals & botanical products • Ontario
The undersigned (A) acknowledges that the sale of securities of the Corporation to which this declaration relates is being made in reliance on Rule 904 of Regulation S under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and (B) certifies that (1) the undersigned is not (a) an “affiliate” (as defined in Rule 405 under the U.S. Securities Act) of the Corporation, (b) a “distributor” as defined in Regulation S, or (c) an affiliate of a distributor; (2) the offer of such securities was not made to a “U.S. person” or to a person in the United States and either (a) at the time the buy order was originated, the buyer was outside the United States, or the seller and any person acting on its behalf reasonably believed that the buyer was outside the United States, or (b) the transaction was executed on or through the facilities of the TSX Venture Exchange, and neither the seller nor any person acting on its behalf knows that the transaction was prearranged wit
SPE FINANCE LLC - AND - ALEAFIA RETAIL INC. - AND - ALEAFIA HEALTH INC. MASTER JOINT VENTURE AGREEMENTJoint Venture Agreement • November 30th, 2018 • Aleafia Health Inc. • Medicinal chemicals & botanical products • Ontario
NOW THEREFORE in consideration of the mutual undertakings and covenants contained in this Agreement and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows:
LICENSE AGREEMENTLicense Agreement • November 30th, 2018 • Aleafia Health Inc. • Medicinal chemicals & botanical products • Ontario
BY AND BETWEEN: INTERNATIONAL FRANCHISE INC., a duly incorporated company, with its registered office at 210 Shields Court, Markham, ON L3R 8V2 (“Licensor”);
UNANIMOUS SHAREHOLDER AGREEMENT ONE PLANT (RETAIL) CORP.Shareholder Agreement • November 30th, 2018 • Aleafia Health Inc. • Medicinal chemicals & botanical products • Ontario
Memorandum of Understanding Between CannTrust Inc. And Aleafia September 25, 2018Memorandum of Understanding • December 19th, 2018 • Aleafia Health Inc. • Medicinal chemicals & botanical products
This Memorandum of Understanding (“MOU”) sets forth the terms and understanding between CannTrust Inc. (“CannTrust”) and Aleafia Inc. (“Aleafia”) to enter into a cannabis supply and processing agreement. This agreement extends the memorandum of understanding signed on February 9, 2018.
Aleafia and Serruya Private Equity Reach Agreement for National Retail Dispensary, top Performing Brands and $10M Investment Transactions Positions Aleafia as Major Supplier, Retailer of Adult-use CannabisJoint Venture Agreement • November 21st, 2018 • Aleafia Health Inc. • Medicinal chemicals & botanical products
TORONTO, November 21, 2018 /Globe Newswire/ – Aleafia Health Inc. (TSXV: ALEF; OTCQX: ALEAF, FRA: ARAH) (“Aleafia“ or the “Company“), and Serruya Private Equity (“Serruya” and together with the Company, the “Parties”), have settled final forms of definitive joint venture and other agreements that will see the Parties launch a Canada-wide cannabis retail Joint Venture (“Retail JV”) along with a domestic and international cannabis brands Joint-Venture (“Brands JV”, and together with the Retail JV, the “Joint Venture”). Serruya will also make a $10 million strategic investment in Aleafia via a non-brokered private placement financing (“Private Placement”) and Aleafia will invest $5 million of such gross proceeds of the Private Placement into the Joint Venture.
UNANIMOUS SHAREHOLDER AGREEMENT FLYING HIGH BRANDS INC.Unanimous Shareholder Agreement • November 30th, 2018 • Aleafia Health Inc. • Medicinal chemicals & botanical products • Ontario
Investment Agreement CannaPacific Pty Limited Aleafia Health Inc. Dennis Partners Pty Limited as trustee for Dennis Partners TrustInvestment Agreement • January 28th, 2019 • Aleafia Health Inc. • Medicinal chemicals & botanical products • New South Wales
