SECOND AMENDING AGREEMENT

Exhbit 10.1(b)

SECOND AMENDING AGREEMENT

BETWEEN:

NHC EDIBLES LLC, a Colorado limited liability company (the "NHC")

AND

PALO VERDE LLC, a Colorado limited liability company (the "PALO VERDE")

WHEREASPalo Verde has entered into a lease agreement with NHC dated July 23, 2014, as amended on December 16, 2014, (altogether, the "Lease Agreement") to lease from NHC one building located at 00 Xxxxxxx Xxxxx, Xxxxxx Xxxx, Xxxxxxxx 00000 ("Pueblo Location"), consisting of approximately 11,000 rentable square feet ("Building A");

NOW THEREFOREin consideration of the continued relationship between the NHC and Palo Verde, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties hereto, the parties hereto agree as follows:

1. Rent payable by Palo Verde for leasing Building A shall accrue and payment shall be deferred ("Deferred Rent") until June 30, 2016.  Deferred Rent shall accrue interest in the amount of twelve percent (12%) annually and the aggregate of the Deferred Rent and accrued interest shall be paid no later than June 30, 2017.

2. Subject to applicable renewals, the Lease shall terminate on December 31, 2017, being three (3) years after the Commencement Date ("Termination Date").

3. A security, cleaning, and damage deposit in the amount of one (1) month's rent shall be payable on June 30, 2016 ("Security Deposit").

4. Tenant's pro rata share of costs for purposes of the Lease shall be one hundred percent (100%).

5. All other terms in the Lease Agreement shall remain the same.

IN WITNESS WHEREOF the parties have executed this Agreement as of the 31^st day of August, 2015.

		NHC EDIBLES LLC
		Per:	/"Signed"/
			Name: Xxxxx Xxxxxx Title:   Director
		I have authority to bind the Corporation

		PALO VERDE LLC
		Per:	/"Signed"/
			Name: Xxxxx Xxxxxxx Title:  Xxxxx X. Xxxxxxx, Manager of CBiz LLC, which is the sole member and manager of Palo Verde, LLC
		I have authority to bind the Corporation