SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 26th, 2024 • Ludwig Enterprises, Inc. • Services-medical laboratories • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February [ ], 2024, by and between LUDWIG ENTERPRISES, INC., a Nevada corporation, with headquarters located at [ Address ] (the “Company”), and [ • ], with its address at [ • ] (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 26th, 2024 • Ludwig Enterprises, Inc. • Services-medical laboratories
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February [ ], 2024, by and between LUDWIG ENTERPRISES, INC., a Nevada corporation (the "Company"), and the Investor identified on the signature page hereto (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").
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • October 20th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories
This constitutes Amendment No. 1 to that certain Employment Agreement (the “Agreement”) dated as of June 1, 2022, by and between Ludwig Enterprises, Inc. (the “Company”), and Anne B. Blackstone (“Executive”). Capitalized terms herein shall have the same meanings as set forth in the Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • September 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories
This Employment Agreement (the “Agreement”) is effective as of September 5, 2023 (“the Effective Date”), by and between Ludwig Enterprises, Inc., a Nevada corporation (the”Company”), and Thomas Terwilliger (“Executive”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • February 26th, 2024 • Ludwig Enterprises, Inc. • Services-medical laboratories • Delaware
This Common Stock Purchase Agreement (this “Agreement”), dated as of the Execution Date, by and between Ludwig Enterprises, Inc., a Nevada corporation (the “Company”), and [ • ] (the “Investor”).
CONSULTING AGREEMENTConsulting Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Nevada
THIS AGREEMENT is made and entered into this 1st day of July, 2022, between KYLE AMBERT PhD (KA), whose address is at, 3465 NW 177th Portland, OR 97229 (hereinafter referred to as Consultant) and Ludwig, whose address is at, 1749 Victorian Avenue Sparks, NV 89431 (hereinafter referred to as the “Company”).
BUSINESS SERVICES CONTRACTBusiness Services Contract • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories
This Business Services Contract (“Agreement”) is made as of the last date of execution set forth herein below, (“Effective Date”), by and between Grace Health Technology Corporation (GHT) (“Company; CRO”), having its principal office at 4733W. Atlantic Avenue. Suite 12C, Delray Beach. Florida 33445, and Ludwig Enterprises (LUDG) (‘Sponsor”) having an office at 1749 Victorian Avenue, CV-350, Sparks Nevada 89431, (hereafter referred to in the collective as “Parties,” or in the individual generic alternative as “Party”), for the provision of Contract Research Organization (CRO) services, including but not limited to designing a mutually agreed upon and jointly owned clinical protocol, managing the clinical study, doctor patient study recruitment and enrollment, development of a bioinformatics program, and various marketing services (“Services”).
STOCK OPTION AGREEMENTStock Option Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Nevada
THIS OPTION AGREEMENT (this “Agreement”), dated as of 06/27/2020 (the “Effective Date”), is entered into by and between Worthington Financial Services, Carl Rubin agent (directly or through an associated entity, Homeopathic Partners, Inc.) with offices at 3160 NW 1st Ave Pompano Beach. FL 33064 (the “Seller”) on the one hand, and Ludwig Enterprises, Inc., a Nevada corporation (“Buyer”) on the other hand.
STOCK OPTION ADDENDEM TO STOCK OPTION AGREEMENT DATED 06/27/2020 BY AND BETWEEN WORTHINGTON FINANCIAL SERVICES AND LUDWIG ENTERPRISES, INC.Stock Option Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories
This 1st day of December 2022 Worthington Financial Services, Carl Rubin agent (WFS or Seller) and Ludwig Enterprises, Inc., Anne Blackstone, CEO (Ludwig or Buyer) together known as the “parties” agree to the following mutual modification and amendment to the “Stock Option Agreement” between the parties dated 06/27/2020:
ContractWarrant • February 26th, 2024 • Ludwig Enterprises, Inc. • Services-medical laboratories • Delaware
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
CONSULTING AGREEMENTConsulting Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Florida
This Consulting Agreement (this “Agreement”) is entered into effective April 1, 2023, by and between Ludwig Enterprises, Inc. (“LUDG”) and The Fannon Group (“Company”) and Luke Fannon (“Consultant”).
CONSULTING AGREEMENTConsulting Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Florida
THIS CONSULTING AGREEMENT (the Agreement”) effective July 1, 2022 (“Effective Date”), by and between Ludwig Enterprises, Inc. and mRNAforLife, Inc., (the “Company” or “Companies”) and Marvin Hausman M.D. (the “Executive”).
September 5, 2023 Marvin Hausman, M.D.Consulting Agreement • September 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories
COMMON STOCK REPURCHASE AGREEMENTCommon Stock Repurchase Agreement • August 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Nevada
This Common Stock Repurchase Agreement (the "Agreement") is entered into as of August 10, 2023, by and between Ludwig Enterprises, Inc., a Nevada corporation (the "Company"), and Worthington Financial Services, Inc. (the "Stockholder").
COMMON STOCK REPURCHASE AGREEMENTCommon Stock Repurchase Agreement • September 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Nevada
This Common Stock Repurchase Agreement (the “Agreement”) is entered into as of August 10, 2023, by and between Ludwig Enterprises, Inc., a Nevada corporation (the “Company”), and Worthington Financial Services, Inc. (the “Stockholder”).
AN AGREEMENT BETWEEN LUDWIG ENTERPRISES, INC.Distribution Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories
This date the above agrees to enter into a distribution agreement with a yet to be formed Ketamine Clinic corporation (“the Clinic”) to be operated by Kim Farahay and Jeffery Lee. The clinic will distribute Ludwig’s NuGenea Supplement products at a best in the nation pricing based upon quantity purchased.
September 5, 2023 Carl Rubin Chief Executive Officer Homeopathic Partners, Inc.Consulting Agreement • September 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Florida
This constitutes Amendment No. 1 (the “Amendment”) to that certain Asset Purchase Agreement (the “Agreement”) dated July 1, 2022, by and between Designer Genomics International Corporation, a Nevada corporation (“Seller”), and Ludwig Enterprises, Inc., a Nevada corporation (“Buyer”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Florida
THIS EMPLOYMENT AGREEMENT (the Agreement”) Executed this 1sts day June 2022 (“Effective Date”), with payroll to begin on June 15, 2022 by and between Ludwig Enterprises, Inc. and it’s wholly owned subsidiary, mRNAforLife, Inc. (the “Company” or “Companies”) and Anne Blackstone (the “Executive”).
February 13, 2023Cfo Outsourcing Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Florida
This letter agreement (the “Agreement”) confirms the terms of CFO outsourcing services that KBL, LLP (“KBL” or Consultant) through Michael Pollack CPA will provide to Ludwig Enterprises, Inc. (the “Company”). The term of the engagement hereunder shall commence upon the execution and delivery of this Agreement.
CONSULTING AGREEMENTConsulting Agreement • July 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories • Florida
THIS CONSULTING AGREEMENT (the Agreement”) effective July 1, 2022 (“Effective Date”), by and between Ludwig Enterprises, Inc. and mRNAforLife, Inc., (the “Company” or “Companies”) and Homeopathic Partners, Inc. (the “Consultant”).
Ludwig Enterprises, Inc.Consulting Agreement • September 18th, 2023 • Ludwig Enterprises, Inc. • Services-medical laboratories
This letter is to confirm our oral agreement to terminate, effective immediately, the Consulting Agreement dated April 1, 2023, between our companies. We agreed that the termination of the Consulting Agreement would be appropriate, in light of our company's recent changes to executive management.
