Standard Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 12th, 2024 • Hempacco Co., Inc. • Cigarettes • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 8, 2024, by and between HEMPACCO CO., INC., a Nevada corporation, with headquarters located at 9925 Airway Road, San Diego, CA 92154 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
UNDERWRITING AGREEMENTUnderwriting Agreement • February 3rd, 2023 • Hempacco Co., Inc. • Cigarettes • New York
The undersigned, Hempacco Co., Inc., a Nevada corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Boustead Securities, LLC and EF Hutton (hereinafter referred to as “you” (including its correlatives) or the “Representatives” and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 30th, 2024 • Hempacco Co., Inc. • Cigarettes
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 23, 2024, by and between HEMPACCO CO., INC., a Nevada corporation (the “Company”), and MAST HILL FUND, L.P., 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 securities 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”).
UNDERWRITING AGREEMENTUnderwriting Agreement • February 15th, 2023 • Hempacco Co., Inc. • Cigarettes • New York
The undersigned, Hempacco Co., Inc., a Nevada corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Boustead Securities, LLC and EF Hutton (hereinafter referred to as “you” (including its correlatives) or the “Representatives” and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL,...Purchase Warrant Agreement • February 15th, 2023 • Hempacco Co., Inc. • Cigarettes • California
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO FEBRUARY 14, 2023 (THE DATE OF ISSUANCE). VOID AFTER 5:00 P.M., EASTERN TIME, FEBRUARY 10, 2028 (THE DATE THAT IS FIVE YEARS FROM COMMENCEMENT OF SALES OF COMMON STOCK IN THE OFFERING).
COMMON STOCK PURCHASE WARRANT HEMPACCO CO., INC.Security Agreement • April 30th, 2024 • Hempacco Co., Inc. • Cigarettes
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the promissory note in the principal amount of $379,288.88 to the Holder (as defined below) of even date) (the “Note”), Mast Hill Fund, L.P., a Delaware limited partnership (including any permitted and registered 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 of issuance hereof, to purchase from HEMPACCO CO., INC., a Nevada corporation (the “Company”), 113,786 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated April 23, 2024, by and among the Company and the Holder (the
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 2nd, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
THIS INDEMNIFICATION AGREEMENT (this “Agreement”), dated effective as of August 29, 2022, is made by and between Hempacco Co., Inc., a Nevada corporation (the “Corporation”), and Jerry Halamuda (the “Indemnitee”).
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • September 2nd, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
THIS INDEPENDENT DIRECTOR AGREEMENT (this “Agreement”), is made effective as of August 29, 2022, and is by and between Hempacco Co., Inc., a Nevada corporation (the “Company”), and the undersigned (the “Director”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 30th, 2024 • Hempacco Co., Inc. • Cigarettes • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 23, 2024, by and between HEMPACCO CO., INC., a Nevada corporation, with headquarters located at 9925 Airway Road, San Diego, CA 92154 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
This Employment Agreement (this “Agreement”) is entered into as of January 20, 2022 (the “Effective Date”) by and between Hempacco Co., Inc., a Nevada corporation (the “Company”) and Sandro Piancone (the “Employee”).
JOINT VENTURE AGREEMENTJoint Venture Agreement • February 3rd, 2023 • Hempacco Co., Inc. • Cigarettes • Nevada
This Joint Venture Agreement (the “Agreement”) of Organipure, Inc, a Nevada Corporation (the “Company”), is entered into and shall be effective as of the 10th day of November, 2022 (the “Effective Date”) by and among the Company, High Sierra Technologies, Inc., a Nevada Corporation (“HSTI”), and Hempacco Co., Inc., a Nevada Corporation (“HCI”). The Company, HSTI and HCI are sometimes herein referred to as a “Party” and collectively as the “Parties”.
JOINT VENTURE AGREEMENTJoint Venture Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
THIS JOINT VENTURE AGREEMENT of Cheech and Chong’s Hemp Company, a Nevada corporation (the “Company”), is entered into as of the 1st day of January, 2022 (the “Effective Date”) by and among the Company, Cheech & Chong Cannabis Company, a Nevada corporation (“CCE”), and Hempacco Co., Inc., a Nevada corporation (“HC”).
PURCHASE AGREEMENTPurchase Agreement • July 28th, 2023 • Hempacco Co., Inc. • Cigarettes • Nevada
THIS PURCHASE AGREEMENT (this “Agreement”) is made and entered into this 10 day of July, 2023, by and between Viva Veritas LLC, a Nevada limited liability company (the “Seller”), and Hempacco Co., Inc., a Nevada corporation (the “Buyer”), on the following premises:
Note Extension AgreementNote Extension Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes
This NOTE EXTENSION AGREEMENT ("Extension") is dated as of November 05, 2021 (the "Effective Date"), by and between Hempacco Co., Inc., located at 9925 Airport Road, San Diego, California 92154 ("Hempacco"), and Mario Taverna, located at 18181 N.E. 31st - Court, S-1508 Tower, Aventura, Florida 33160 (“Lender") and collectively, (the "Parties").
LOAN AGREEMENTLoan Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes
This Agreement, together with the Security Agreement and the Personal Guarantee entered into in connection herewith, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede and replace all prior or contemporaneous agreements, documents, correspondence, conversations and/or understandings, whether written and oral, between the parties with respect to the subject matter hereof.
ContractPromissory Note • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
THIS NOTE AND THE SECURITIES ISSUABLE UPON THE EXERCISE OF THE WARRANTS HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 25th, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) shall be considered effective as of the 12 day of July, 2022, by and between Nery’s Logistics, Inc., a Nevada corporation (the “Seller”), and Hempacco Co., Inc., a Nevada corporation (the “Buyer”).
Cali Vibes D8 LLC Limited Liability Company Joinder AgreementLimited Liability Company Joinder Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes
Cali Vibes D8 LLC (the Company), Hempacco Co., Inc. (the “Member”) and BX2SD Hospitality, LLC (Assignee Member) and is effective as of the date hereof.
BROKER REPRESENTATION AGREEMENTBroker Representation Agreement • May 3rd, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
This Agreement entered into on the 23th day of November 2021, between Hempacco Co, Inc. (hereinafter referred to as the "Company") and Wizards and Kings LLC. (hereinafter referred to as the "Broker").
PURCHASE FINANCE AGREEMENTPurchase Finance Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes
ENTERED INTO BY AND BETWEEN TITAN GENERAL AGENCY LTD. REPRESENTED HEREIN BY JOHN TOMLINSON on behalf of TITAN GENERAL AGENCY LTD., HEREINAFTER REFERRED TO AS THE “SELLER” AND HEMPACCO CO, INC, REPRESENTED BY SANDRO PIANCONE, HEREINAFTER REFERRED TO AS THE “PURCHASER", ACCORDING TO THE FOLLOWING:
JOINDER AGREEMENTJoinder Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Florida
This Operating Agreement of Hemp Hop Smokables LLC, a Florida limited liability company (the “Company”), is entered into as of the 21st day of July, 2021 (the “Effective Date”) by and among the Company, Hemp Hop Global, LLC, a Florida limited liability company (“HHG”), and Green Globe International, Inc., a Delaware corporation (“GGII”).
PURCHASE AGREEMENTPurchase Agreement • January 4th, 2024 • Hempacco Co., Inc. • Cigarettes • Nevada
THIS PURCHASE AGREEMENT (this “Agreement”) is made and entered into this 31st day of December, 2023, by and between Green Globe International, Inc., a Delaware corporation (the “Seller”), and Hempacco Co., Inc., a Nevada corporation (the “Buyer”), on the following premises:
SIDE LETTER AGREEMENT & LOAN EXTENSIONLoan Extension Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes
Reference is made to that certain Loan Agreement (the “Agreement”) dated on June 15, 2020, between Courier Labs, LLC (“Courier”) and Hempacco Co., Inc. (“HEMP”). By execution hereof, the undersigned confirms and acknowledges that (i) $41,000 of the loan principal has not yet been extended by Lender; and (ii) the maturity date on the aggregate loan under the Agreement is extended to August 15, 2023. This side letter is made a part of and subject to the terms of the Agreement.
STRATEGIC GLOBAL PARTNERS, INC. Strategic Global Partners, Inc.Consulting & Marketing Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
PROMISSORY NOTE AGREEMENT AMENDMENT 1Promissory Note Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes
This AMENDMENT 1 to the PROMISSORY NOTE (the “Agreement”), effective as of May 17, 2020 is entered into by and between Hempacco Co., Inc., a Nevada company (the “Company”) and Jerry Halamuda (individually, a “Purchaser”.
AGREEMENT FOR SHARE EXCHANGEShare Exchange Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Delaware
This AGREEMENT FOR SHARE EXCHANGE (this “Agreement”) is entered into on May 21, 2021, with an effective date of the Effective Time (as defined below), by and between Green Globe International, Inc., a Delaware corporation (“Buyer”), and the Owners of the common shares of Hempacco Co., Inc. (“Seller Group”). The members of the Seller Group collectively own 100% of the common shares of Hemapacco Co., Inc. (“Subsidiary Shares”) and are hereby identified below and on the signature page hereto.
INTERIM CONSULTING AGREEMENTInterim Consulting Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Delaware
Consultant is an independent contractor willing to provide skills and abilities to The Company that The Company has need for.
PROMISSORY NOTE AGREEMENT AMENDMENT 1Promissory Note Agreement • August 5th, 2022 • Hempacco Co., Inc. • Cigarettes
This AMENDMENT 1 to the PROMISSORY NOTE (the “Agreement”), effective as of June 18, 2022 is entered into by and between Hempacco Co., Inc., a Nevada company (the “Company”) and Jerry Halamuda (individually, a “Lender”.
Limited Liability Company Agreement of Cali Vibes D8 LLC A Limited Liability CompanyLimited Liability Company Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Delaware
TIDS OPERATING AGREEMENT (this “Agreement”) of Cali Vibes D8 LLC, (the “Company”), is executed and agreed to, for good and valuable consideration, by the undersigned full members and the undersigned assignee member (“Assignee”) collectively referred to throughout this agreement as (“Members”).
SETTLEMENT AGREEMENT AND MUTUAL RELEASESettlement Agreement • February 3rd, 2023 • Hempacco Co., Inc. • Cigarettes • Nevada
This SETTLEMENT AGREEMENT AND MUTUAL RELEASE (“Agreement”), is entered into by and among Titan General Agency Ltd. (“Titan”), on the one hand, and Hempacco Co., Inc. (“HPCO”), on the other hand, who enter into the Agreement effective as of September 6, 2022 (the “Effective Date”). The Parties to this Agreement may be referred to collectively as the “Parties” or individually as a “Party.”
STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE - GROSSStandard Industrial/Commercial Multi-Tenant Lease - Gross • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes
Is made by and Between Primus Logistics. Inc. ("Lessor") and Hempacco Co., lnc. ("Lessee"), (Collectively the "Parties", or individually a "Party").
SECURITY AGREEMENTSecurity Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Louisiana
THIS SECURITY AGREEMENT (as it may from time to time be amended, supplemented, modified, restated or amended and restated, the "Agreement") dated as of June __, 2020 between Hempacco Co., Inc., a Nevada corporation with a place of business at 9925 Airway Rd., San Diego, CA 92154 (collectively, the "Debtor"), on the one hand, and Courier Labs, LLC, a Nevada limited liability company having a place of business at 567 S. Hollywood Rd., Houma, LA 70360 (the "Secured Party"), on the other hand.
UST MEXICO, INC. UST MEXICO, Inc/US TOBACCO DE MEXICO.Consulting & Marketing Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
PATENT LICENSE AGREEMENTPatent License Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes • Nevada
This Patent License Agreement (“Agreement”) is entered into on April 1, 2021 (“Effective Date”), by and between Old Belt Extracts, LLC d/b/a Open Book Extracts, a Delaware limited liability company (“OBX”) and Hempacco, Inc., a Nevada C corporation (“Hempacco”) (“LICENSEE”). OBX and Hempacco are each individually a “Party” and collectively the “Parties” to this Agreement.
ASSIGNMENT AGREEMENTAssignment Agreement • March 24th, 2022 • Hempacco Co., Inc. • Cigarettes
This ASSIGNMENT AGREEMENT (this “Agreement”) is executed this 14th day of December, 2021, to be considered effective as of the 1st day of November, 2021, by and between Green Globe International, Inc., a California limited liability company (“Assignor”), and Hempacco Co., Inc., a Nevada corporation (“Assignee”).
