AGREEMENT AND PLAN OF MERGER BY AND AMONG LEFT COAST VENTURES, INC., LCV HOLDINGS 710, LLC, SISU EXTRACTION, LLC AND JOHN FIGUEIREDO, AS THE REPRESENTATIVE FEBRUARY 21, 2020Merger Agreement • August 9th, 2021 • TPCO Holding Corp. • California
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of February 21, 2020 (the “Agreement Date”) by and among Left Coast Ventures, Inc., a Delaware corporation (“Parent”), LCV Holdings 710, LLC, a California limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”), Sisu Extraction, LLC, a California limited liability company (the “Company”), and John Figueiredo, an individual, as representative of the Company Members (the “Representative”).
TRANSACTION AGREEMENT BY AND AMONG SUBVERSIVE CAPITAL ACQUISITION CORP., CMG PARTNERS, INC., OG ENTERPRISES BRANDING, INC., AND SC VESSEL 1, LLC AND SC BRANDING, LLC AND DATED AS OF NOVEMBER 24, 2020Transaction Agreement • August 9th, 2021 • TPCO Holding Corp. • Delaware
This TRANSACTION AGREEMENT (this “Agreement”), dated as of November 24, 2020, is entered into by and between Subversive Capital Acquisition Corp., a corporation existing under the laws of the Province of British Columbia (“Subversive”), OG Enterprises Branding, Inc., a Delaware corporation (“OG Enterprises”), CMG Partners, Inc., a Delaware corporation (“Caliva”), SC Vessel 1, LLC, a Delaware limited liability company (“SC Vessel”), and for the purposes of Section 6.04(c) and Article VIII only, SC Branding, LLC, a Delaware limited liability company (“SC Branding”). Subversive, OG Enterprises, Caliva and SC Vessel are each referred to herein as a “Party” and together as the “Parties.”
February 17, 2021 Mike Batesole Dr. Walnut Creek, CA 94598 Dear Mike,Letter Agreement • August 9th, 2021 • TPCO Holding Corp.
This letter agreement (this “Letter Agreement”) sets forth our binding offer of employment with Employer (or at the option of Employer, an affiliate of Employer) as the Chief Financial Officer of TPCO Holding Corp. upon the terms and conditions set forth in this Letter Agreement. Any capitalized terms used herein but not defined herein will have the meanings ascribed to such capitalized term in the Transaction Agreement.
