SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 27th, 2023 • Sugarmade, Inc. • Wholesale-paper & paper products • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 21, 2023, by and between SUGARMADE, INC., a Delaware corporation, with headquarters located at 750 Royal Oaks Dr., Suite 108, Monrovia, CA 91016 (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership, with its address at 48 Parker Road, Wellesley, MA 02482 (the “Buyer”).
EXHIBIT 10.3Warrant Agreement • March 15th, 2001 • Enlighten Software Solutions Inc • Services-prepackaged software • Virginia
1 EXHIBIT 10.1Loan Agreement • March 15th, 2001 • Enlighten Software Solutions Inc • Services-prepackaged software • Virginia
BetweenPartnership Agreement • October 16th, 1997 • Enlighten Software Solutions Inc • Services-prepackaged software • California
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 12th, 2022 • Sugarmade, Inc. • Wholesale-paper & paper products • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 6, 2022, by and between SUGARMADE, INC., a Delaware corporation (the “Company”), and DUTCHESS CAPITAL GROWTH FUND, LP, a Delaware limited partnership (together with it permitted assigns, the “Investor”) (the Company and Investor each a “Party” and together the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the Parties, dated as of the date hereof (as amended, restated, supplemented, or otherwise modified from time to time, the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 22nd, 2019 • Sugarmade, Inc. • Wholesale-paper & paper products • California
This Registration Rights Agreement (the “Agreement”), dated as of April 16, 2019, by and between Sugarmade, Inc., a corporation organized under the laws of Delaware, (the “Company”), and K&J Funds, LLC, a Nevada limited liability corporation (the “Investor”).
COMMON STOCK PURCHASE WARRANT SUGARMADE, INC.Security Agreement • February 27th, 2023 • Sugarmade, Inc. • Wholesale-paper & paper products • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the senior secured promissory note in the principal amount of $122,500.00 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 SUGARMADE, INC., a Delaware corporation (the “Company”), 418,333,334 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 February 21, 2023, by and among the Company
VICE PRESIDENT SALES AND MARKETING COMPENSATION PROGRAMEmployment Agreement • April 15th, 1997 • Enlighten Software Solutions Inc • Services-prepackaged software
Option No. 00375 ENLIGHTEN SOFTWARE SOLUTIONS INC. NONQUALIFIED STOCK OPTION AGREEMENT ENlighten Software Solutions, Inc. (the "Company") granted to the individual named below an option to purchase certain shares of common stock of the Company, in the...Nonqualified Stock Option Agreement • April 15th, 1997 • Enlighten Software Solutions Inc • Services-prepackaged software • California
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 13th, 2011 • Diversified Opportunities, Inc. • Services-prepackaged software • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April 27, 2011, by and among Diversified Opportunities, Inc., a Delaware corporation (the “Company”) and the investors signatory hereto (each, including their respective successors and assigns, an “Investor” and collectively, the “Investors”) with respect to the following facts:
EXHIBIT 10.5Registration Rights Agreement • March 15th, 2001 • Enlighten Software Solutions Inc • Services-prepackaged software • Virginia
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • January 12th, 2022 • Sugarmade, Inc. • Wholesale-paper & paper products • Delaware
This Common Stock Purchase Agreement (the “Agreement”) is entered into as of January 6, 2022, by and between SUGARMADE, INC, a Delaware corporation (the “Company”), and DUTCHESS CAPITAL GROWTH FUND LP, a Delaware limited partnership (the “Investor”). The Company and Investor may be referred to herein as each a “Party” and collectively, the “Parties”.
SUBSCRIPTION AGREEMENTSubscription Agreement • August 12th, 2020 • Sugarmade, Inc. • Wholesale-paper & paper products • Delaware
EXHIBIT 3.1.9 AGREEMENT OF MERGER This Agreement of Merger is adopted by Enlighten Softwear Solutions, Inc., a business corporation organized under the laws of the State of California, by resolution of its Board of Directors on July 30, 2007, and is...Merger Agreement • March 14th, 2008 • Diversified Opportunities, Inc. • Services-prepackaged software
SOFTWARE DEVELOPMENT AND LICENSE AGREEMENT BETWEEN INTEL CORPORATION AND ENLIGHTEN SOFTWARE SOLUTIONS, INC. EFFECTIVE DATE: 10/21/99 AGREEMENT No.: 1308605Software Development and License Agreement • March 27th, 2000 • Enlighten Software Solutions Inc • Services-prepackaged software • Delaware
COMMON STOCK PURCHASE WARRANT DIVERSIFIED OPPORTUNITIES, INC. (doing business as Sugarmade)Common Stock Purchase Warrant • May 13th, 2011 • Diversified Opportunities, Inc. • Services-prepackaged software • Delaware
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] (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 Issue Date above and on or prior to the close of business on the second anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Diversified Opportunities, Inc., a Delaware corporation (the “Company”), up to [●] shares (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).
GUARANTYGuaranty • November 18th, 2022 • Sugarmade, Inc. • Wholesale-paper & paper products • Delaware
THIS GUARANTY (“Guaranty”), dated as of November 14, 2022, is made by Lemon Glow Company, Inc., a California corporation (the “Guarantor”), in favor of Mast Hill Fund, L.P., a Delaware limited partnership (the “Lender”) (together with the Guarantor, the “Parties”).
1 EXHIBIT 10.24 TERMINATION AND CHANGE IN CONTROL AGREEMENT This Termination and Change in Control Agreement (the "Agreement") is made and entered into by and between Software Professionals, Inc. (the "Company") and Michael A. Morgan ("Morgan") as of...Termination and Change in Control Agreement • April 15th, 1997 • Enlighten Software Solutions Inc • Services-prepackaged software
Executive Employment AgreementExecutive Employment Agreement • February 13th, 2023 • Sugarmade, Inc. • Wholesale-paper & paper products • California
This Executive Employment Agreement (the “Agreement”) effective as of January 31, 2023 (the “Effective Date”), by and between Jamie Steigerwald, and individual (the “Executive”) and Sugarmade, Inc., a corporation formed and operating under the laws of the State of Delaware (the “Company”).
Unaudited Pro Forma Condensed Combined Financial InformationMerger Agreement • August 11th, 2021 • Sugarmade, Inc. • Wholesale-paper & paper products
On May 12, 2021, SugarMade, Inc. (the “Company”, “Sugarmade”, “we”, “us”, “our”) entered into an Agreement and Plan of Merger, as amended (the “Merger Agreement”) by and between Lemon Glow Corporation, a California corporation (“Lemon Glow”), Carnaby Spot Bay Corp, a California corporation and a wholly owned subsidiary of the Company (“Merger Sub”) and Ryan Santiago (the “Shareholder Representative”), pursuant to which, on May 25, 2021 and upon the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub merged with and into Lemon Glow, with Lemon Glow being the surviving corporation (the “Merger”). As a result of the Merger, Lemon Glow became a wholly-owned subsidiary of the Company.
SECURITY AGREEMENTSecurity Agreement • February 27th, 2023 • Sugarmade, Inc. • Wholesale-paper & paper products
This SECURITY AGREEMENT, dated as of February 21, 2023 (this “Agreement”), is among SUGARMADE, INC., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and Mast Hill Fund, L.P., a Delaware limited partnership (collectively with its endorsees, transferees and assigns, the “Secured Parties”).
COMMON STOCK PURCHASE WARRANT SUGARMADE, INC.Securities Agreement • November 18th, 2022 • Sugarmade, Inc. • Wholesale-paper & paper products • Delaware
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 $532,000.00 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 SUGARMADE, INC., a Delaware corporation (the “Company”), 1,773,333,333 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 November 14, 2022, by and among the Company and the Hold
EXHIBIT B FORM OF WARRANTWarrant Agreement • September 26th, 2012 • Sugarmade, Inc. • Wholesale-paper & paper products • California
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] (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 Issue Date above and on or prior to the close of business on the second anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from SugarMade, Inc., a Delaware corporation (the “Company”), up to [●]1 shares (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).
STOCK REDEMPTION AGREEMENT Dated as of May 11, 2021Stock Redemption Agreement • May 14th, 2021 • Sugarmade, Inc. • Wholesale-paper & paper products • Delaware
This Stock Redemption Agreement (this “Agreement”), dated as of the date first set forth above (the “Closing Date”), is entered into by and between Sugarmade, Inc., a Delaware corporation (“Sugarmade”) and Jimmy Chan (“Mr. Chan”).
MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • June 17th, 2021 • Sugarmade, Inc. • Wholesale-paper & paper products • California
This Memorandum of Understanding (“MOU”) is made effective June 2, 2021 (the “Effective Date”) by and between Sugarmade, Inc., a California corporation with an office located at 750 Royal Oaks Drive, Suite 108 Monrovia, CA 91016 (“Company”); and Zarian Hadley, an individual resident of the State of California (“Applicant”), whose address for purposes of this MOU shall be 4177 Figueroa St., Los Angeles, CA 90037. Company and Applicant shall be referred to herein individually as a “Party” and collectively as the “Parties”. In addition, this MOU is witnessed by Edward Manolos (“Finder”), whose address for purposes of this MOU shall be 446 La Terraza Street South Pasadena, CA 91030, with respect to Finder services provided by Finder to the Parties to date and compensation to be paid Finder as further provided herein:
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE – NET __________________________________________________Standard Industrial/Commercial Single-Tenant Lease • December 29th, 2011 • Sugarmade, Inc. • Wholesale-paper & paper products
EXCHANGE AGREEMENT BY AND AMONG DIVERSIFIED OPPORTUNITIES, INC. SUGARMADE, INC. AND CERTAIN STOCKHOLDERS OF SUGARMADE, INC. Dated April 23, 2011Exchange Agreement • May 13th, 2011 • Diversified Opportunities, Inc. • Services-prepackaged software • California
Dated the 26th day of October, 2009 THE SUGAR CANE PAPER COMPANY LIMITED (“Principal”) and SUGAR MADE, INC. (“Agent”) NORTH AMERICA/EUROPE EXCLUSIVE AGREEMENTSale Agency Agreement • December 29th, 2011 • Sugarmade, Inc. • Wholesale-paper & paper products • California
REVOLVING DEMAND NOTERevolving Demand Note • June 18th, 2012 • Sugarmade, Inc. • Wholesale-paper & paper products
For value received, the undersigned Sugarmade, Inc., a California corporation, with an address of 2280 Lincoln Avenue, San Jose, California 95125 (the "Borrower"), promises to pay to the order of HSBC Bank USA, National Association, a bank organized under the laws of the United States of America with an address of One HSBC Center, 18th Floor, Buffalo, New York 14203 (together with its successors and assigns, the "Bank"), ON DEMAND, the principal amount of One Hundred Fifty Thousand Dollars and Zero Cents ($150,000.00) or, if less, such amount as may be the aggregate unpaid principal amount of all loans or advances made by the Bank to the Borrower pursuant hereto, together with interest from the date hereof on the unpaid principal balance from time to time outstanding until paid in full. The aggregate principal balance outstanding shall bear interest thereon at a per annum rate equal to One-Quarter Percent (0.25%) above the Prime Rate (as hereinafter defined). All accrued and unpaid int
CONTRACT FOR CONSULTING SERVICESConsulting Agreement • May 13th, 2011 • Diversified Opportunities, Inc. • Services-prepackaged software • California
CULTIVATION AND SUPPLY AGREEMENTCultivation and Supply Agreement • May 4th, 2022 • Sugarmade, Inc. • Wholesale-paper & paper products • California
This CULTIVATION AND SUPPLY AGREEMENT (this “Agreement”) is made and effective as April 28, 2022, by and between Cannabis Global, Inc. a Nevada corporation (“Cannabis Global”) and Lemon Glow Company, Inc., a California corporation (“Lemon Glow”), a wholly-owned subsidiary of Sugarmade, Inc., a Delaware Company (“Sugarmade”).
SHARE EXCHANGE AGREEMENT by and among SUGARMADE, INC. And ALLAN HUANG AND CHENLONG TAN the shareholders of BZRTH, INC. and BZRTH, INC. Dated as of October 30, 2019Share Exchange Agreement • November 1st, 2019 • Sugarmade, Inc. • Wholesale-paper & paper products • Nevada
THIS SHARE EXCHANGE AGREEMENT is entered into as of October 30, 2019 (the “Effective Date”), by and among SUGARMADE, INC., a Delaware corporation (“SGMD”), ALLAN HUANG and CHENLONG TAN (“BZRTH Shareholders”), and BZRTH, INC., a Nevada corporation (“BZRTH”).
COMMON STOCK PURCHASE WARRANT DIVERSIFIED OPPORTUNITIES, INC.Common Stock Purchase Warrant • May 13th, 2011 • Diversified Opportunities, Inc. • Services-prepackaged software • California
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ______________________ (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 Issue Date above and on or prior to the close of business on the third anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Diversified Opportunities, Inc., a Delaware corporation (the “Company”), up to _________ shares (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).
CANCELLATION AGREEMENTCancellation Agreement • May 13th, 2011 • Diversified Opportunities, Inc. • Services-prepackaged software • Delaware
This Cancellation Agreement, dated April 23, 2011 (this "Agreement"), is made and entered into by and among Diversified Opportunities, Inc., a Delaware corporation (the "Company"), and Kevin Russeth, Jonathan Shultz and Steven J. Davis (together, the "Canceling Parties"), with respect to the following facts:
1 EXHIBIT 10.6Software Security Agreement • March 15th, 2001 • Enlighten Software Solutions Inc • Services-prepackaged software
