0001140361-22-014053 Sample Contracts

ASSIGNMENT AND ASSUMPTION AGREEMENT

Assignment and Assumption Agreement • April 12th, 2022 • Tilray Brands, Inc. • Medicinal chemicals & botanical products • Delaware

• Contract Type
  Assignment and Assumption Agreement
• Filed
  April 12th, 2022
• Company
  Tilray Brands, Inc.
• Industry
  Medicinal chemicals & botanical products
• Jurisdiction
  Delaware

This Assignment and Assumption Agreement, dated as of April 11, 2022 (this ‎‎“Agreement”), is made by and among HT INVESTMENTS MA LLC, a Delaware limited ‎liability company (the “Seller”), and TILRAY BRANDS, INC., a Delaware corporation (the ‎‎‎‎“Purchaser”), and HEXO Corp., an Ontario corporation (the ‎‎‎‎“Borrower”).‎

TILRAY BRANDS, INC. and HEXO CORP. and HT INVESTMENTS MA LLC

Transaction Agreement • April 12th, 2022 • Tilray Brands, Inc. • Medicinal chemicals & botanical products • Delaware

• Contract Type
  Transaction Agreement
• Filed
  April 12th, 2022
• Company
  Tilray Brands, Inc.
• Industry
  Medicinal chemicals & botanical products
• Jurisdiction
  Delaware

WHEREAS pursuant to a securities purchase agreement between the Seller and the Company dated May 27, 2021 (the “Securities Purchase Agreement”), the Seller (and funds affiliated with the Seller) purchased certain senior secured convertible notes due May 1, 2023 from the Company (the “Note”), of which a principal amount of $211,265,185.45 is currently outstanding as of the date hereof (the “Outstanding Principal”);