0001104659-20-138170 Sample Contracts

CERTAIN CONFIDENTIAL INFORMATION (MARKED BY BRACKETS AS “[***]” HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.
Lease Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations • New York

This Lease Agreement (this “Lease”), dated October 23, 2017 (the “Execution Date”), is made between IIP-NY 2 LLC, a Delaware limited liability company (“Landlord”), and VIREO HEALTH OF NEW YORK, LLC, a New York limited liability company (“Tenant”).

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CERTAIN CONFIDENTIAL INFORMATION (MARKED BY BRACKETS AS “[***]”) HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. THE SHAREHOLDERS LISTED IN SCHEDULE A VIREO HEALTH...
Coattail Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations • British Columbia

ODYSSEY TRUST COMPANY, a trust company incorporated under the laws of the Loan and Trust Corporations Act (Alberta) with an office in the City of Vancouver in the Province of British Columbia, as trustee for the benefit of the Holders (as defined below)

SECOND AMENDMENT TO LEASE AGREEMENT
Lease Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations • New York

THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of this 10th day of April, 2020 (the “Amendment Effective Date”), by and between IIP-NY 2 LLC, a Delaware limited liability company (“Landlord”), and Vireo Health of New York, LLC, a New York limited liability company (“Tenant”).

LEASE AMENDMENT
Lease Amendment • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations

This Lease Amendment (the “Amendment”) is effective as of the 8th day of May, 2020 (“Effective Date”) and is made by and between 100 Enterprise Drive, LLC, a Maryland limited liability company (the “Landlord”) and MaryMed, LLC, a Maryland limited liability company (“Tenant”).

THIRD AMENDMENT TO LEASE AGREEMENT
Lease Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations

THIS THIRD AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into effective as of the 18th day of February, 2020, by and between IIP-MN 1 LLC, a Delaware limited liability company (“Landlord”), and Minnesota Medical Solutions, LLC, a Minnesota limited liability company (“Tenant”).

COMMERCIAL LEASE AGREEMENT
Commercial Lease Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations • Maryland

THIS COMMERCIAL LEASE AGREEMENT (“Lease”) dated this 21st day of April, 2017 (the “Effective Date”) by and between 100 Enterprise Drive, LLC (“Lessor”), a Maryland limited liability company having an address of 118 N. Division Street, Salisbury, Maryland 21801, and MaryMed, LLC (“Lessee”), having an address of 207 9th Street S., Minneapolis, MN 55402 (Lessor and Lessee are hereinafter referred to collectively as the “Parties”).

CERTAIN CONFIDENTIAL INFORMATION (MARKED BY BRACKETS AS “[***]”) HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. EQUITY PURCHASE AGREEMENT by and among VIREO...
Equity Purchase Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations • Pennsylvania

This Equity Purchase Agreement (this “Agreement”), dated as of June 20, 2021 (the “Effective Date”), is entered into by and among Vireo Health, Inc., a Delaware corporation (“Seller”), Pennsylvania Medical Solutions, LLC, a Pennsylvania limited liability company (“Company”), PASPV Holdings, LLC, a Pennsylvania limited liability company (“Buyer”), and Jushi Inc, a Delaware corporation (“Jushi”). Seller, Company, Buyer and Jushi are sometimes referred to individually as a “Party” and collectively as the “Parties.”

FIRST AMENDMENT TO LEASE AGREEMENT
Lease Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations

THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of this 7th day of December, 2018, by and between IIP-NY 2 LLC, a Delaware limited liability company (“Landlord”), and Vireo Health of New York, LLC, a New York limited liability company (“Tenant”).

FIRST AMENDMENT TO LEASE AGREEMENT
Lease Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations

THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of this 7th day of December, 2018, by and between IIP-MN 1 LLC, a Delaware limited liability company (“Landlord”), and Minnesota Medical Solutions, LLC, a Minnesota limited liability company (“Tenant”).

CERTAIN CONFIDENTIAL INFORMATION (MARKED BY BRACKETS AS “[***]”) HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. MASTER purchase agreement
Master Purchase Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations • Massachusetts

THIS MASTER PURCHASE AGREEMENT (the "Agreement") is entered into as of February ___, 2019 ("Effective Date") by and between Vireo Health, Inc., a Delaware corporation (together with its successors and assigns, "Purchaser"), Harwich LLC, a Massachusetts limited liability company ("Harwich"), Mayflower Botanicals, Inc., a Massachusetts corporation ("Mayflower"), Omer Rosenhand, Kevin C. Pelissier, Jr., Mark R. Kubricky and Matthew E. Jossen, each an individual (collectively, the "Owners"), and Landing Rock LLC, a Massachusetts limited liability company ("Landing Rock" and collectively with Harwich and Mayflower, the "Companies"). Owners and the Companies are referred to herein collectively as "Seller Parties" and each individually as a "Seller Party". Purchaser and Seller Parties may be referred to collectively as the "Parties" and in the singular as a "Party".

CERTAIN CONFIDENTIAL INFORMATION (MARKED BY BRACKETS AS “[***]”) HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. CONFIDENTIAL SEPARATION AND TRANSITION SERVICES...
Confidential Separation and Transition Services Agreement, Waiver and Release • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations • New York

THIS CONFIDENTIAL SEPARATION AND TRANSITION SERVICES AGREEMENT, WAIVER AND RELEASE (“Agreement”) is made by and between Vireo Health, Inc. (the “Company”), and Aaron Hoffnung, (“Hoffnung”), his heirs, executors, administrators, successors, and assigns (collectively referred to throughout this Agreement as the “Releasors”).

CERTAIN CONFIDENTIAL INFORMATION (MARKED BY BRACKETS AS “[***]”) HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. THIRD AMENDED AND RESTATED MEMBERSHIP INTEREST AND...
Membership Interest and Stock Purchase Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations • Arizona

THIS THIRD AMENDED AND RESTATED MEMBERSHIP INTEREST AND STOCK PURCHASE AGREEMENT (“Agreement”) is made and entered into as of the 26th day of February, 2019 (the "Effective Date"), by and between VIREO HEALTH OF ARIZONA, LLC, a Delaware limited liability company (as successor in interest to VIREO HEALTH, INC., a Delaware corporation) (collectively “Buyer”); and MARK WRIGHT, a married man, SHANE HOWELL, a married man, GORDON HAMILTON, a married man, and ROBERT KIVLIGHN, an unmarried man, all of whom are the sole record and beneficial owners and members of one hundred percent (100%) of the issued and outstanding equity interests, of ELEPHANT HEAD FARM, LLC ("EHF") and RETAIL MANAGEMENT ASSOCIATES, LLC ("RMA"), each an Arizona limited liability company (collectively, the "EHF Members" and the "RMA Members"); and ROBERT KIVLIGHN and GORDON HAMILTON, both of whom are the sole record and beneficial shareholders of one hundred percent (100%) of the issued and outstanding shares and interests,

SECOND AMENDMENT TO LEASE AGREEMENT
Lease Agreement • December 22nd, 2020 • Vireo Health International, Inc. • Pharmaceutical preparations

THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of this 25th day of September, 2019, by and between IIP-MN 1 LLC, a Delaware limited liability company (“Landlord”), and Minnesota Medical Solutions, LLC, a Minnesota limited liability company (“Tenant”).

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