INDEMNIFICATION AGREEMENT by and between GREENLANE HOLDINGS, INC. and as Indemnitee Dated as of , 2019Indemnification Agreement • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • Delaware
INDEMNIFICATION AGREEMENT, dated effective as of [ ], 2019 (this “Agreement”), by and between Greenlane Holdings, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in Article 1.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [●], 2019 by and among Greenlane Holdings, LLC, a Delaware limited liability company (the “Company”), Greenlane Holdings, Inc., a Delaware corporation (the “Corporation”), and each Person identified on the Schedule of Investors attached hereto as of the date hereof (such Persons, collectively, the “Original Members”).
TAX RECEIVABLE AGREEMENT by and among GREENLANE HOLDINGS, INC., GREENLANE HOLDINGS, LLC and THE MEMBERS OF GREENLANE HOLDINGS, LLC FROM TIME TO TIME PARTY HERETO Dated as of [●], 2019 CONTENTSTax Receivable Agreement • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of [●], 2019, is hereby entered into by and among Greenlane Holdings, Inc., a Delaware corporation (the “Corporation”), Greenlane Holdings, LLC, a Delaware limited liability company formerly known as Jacoby Holdings LLC (“Greenlane Holdings, LLC”) and each of the Members from time to time party hereto. Capitalized terms used but not otherwise defined herein have the respective meanings set forth in Section 1.1.
THIRD AMENDED AND RESTATED OPERATING AGREEMENT OF GREENLANE HOLDINGS, LLC a Delaware limited liability company Dated as of [●], 2019Operating Agreement • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • Delaware
This THIRD AMENDED AND RESTATED OPERATING AGREEMENT (this “Agreement”), dated as of [●], 2019, is entered into by and among Greenlane Holdings, LLC, a Delaware limited liability company (the “Company”), and its Members (as defined herein).
CONTRIBUTION AGREEMENT DATED AS OF JANUARY 4, 2019 BY AND AMONG GREENLANE HOLDINGS, LLC, POLLEN GEAR LLC AND POLLEN GEAR HOLDINGS LLCContribution Agreement • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”), dated as of the 4th day of January, 2019, is made and entered into by and among Greenlane Holdings, LLC, a Delaware limited liability company (the “Purchaser”), Pollen Gear Holdings LLC, a California limited liability company (the “Seller”) and Pollen Gear LLC, a Delaware limited liability company (the “Company”). Capitalized terms used, but not defined herein shall have the meanings ascribed to them in Exhibit A attached hereto.
ContractConvertible Promissory Note • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • Delaware
THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • Delaware
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT is made, executed and delivered as of the 5th day of November 2018, by and between Jacoby & Co. Inc., a Nevada corporation (“Assignor”), Warehouse Goods LLC, a Delaware limited liability company (“Assignee”), and Adam Schoenfeld (“Executive”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • Delaware
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT is made, executed and delivered as of the 5th day of November 2018, by and between Jacoby & Co. Inc., a Nevada corporation (“Assignor”), Warehouse Goods LLC, a Delaware limited liability company (“Assignee”), and Aaron LoCascio (“Executive”).
CONTRIBUTION AGREEMENT DATED AS OF FEBRUARY 20, 2018 BY AND AMONG JACOBY HOLDINGS LLC, THE SELLERS NAMED HEREIN, AND BETTER LIFE PRODUCTS, INC., AS SELLER REPRESENTATIVEContribution Agreement • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement), dated as of the 20th day of February, 2018, is made and entered into by and among Jacoby Holdings LLC, a Delaware limited liability company (the “Purchaser”), the persons listed as Sellers on the signature page hereof (each a “Seller” and collectively the “Sellers”), and Better Life Products, Inc., a California corporation (“BLP”), as Seller Representative. Capitalized terms used, but not defined herein shall have the meanings ascribed to them in Exhibit A attached hereto.
EMPLOYMENT AGREEMENTEmployment Agreement • March 20th, 2019 • Greenlane Holdings, Inc. • Wholesale-durable goods, nec • Florida
This Employment Agreement (“Agreement”) is entered into by and between Warehouse Goods, LLC a Delaware Limited Liability Company and subsidiaries, hereinafter referred to as “Company” or “Employer” and Ethan Rudin hereinafter referred to as “Employee,” on the 25 day of February, 2019.
