ASSET PURCHASE AGREEMENT BY AND AMONG GENERATION HEMP, INC., a Colorado corporation, GENH HALCYON ACQUISITION, LLC, a Texas limited liability company, OZ CAPITAL, LLC, a Texas limited liability company, OZC AGRICULTURE KY, LP, a Texas limited...Asset Purchase Agreement • December 15th, 2020 • Generation Hemp, Inc. • Services-business services, nec • Texas
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is effective as of March 7, 2020 (the “Effective Date”), by and among GENERATION HEMP, INC., a Colorado corporation (“GENH”), GENH HALCYON ACQUISITION, LLC, a Texas limited liability company and a wholly-owned subsidiary of GENH (“Buyer”), OZ CAPITAL, LLC, a Texas limited liability company (“Oz Capital”), OZC AGRICULTURE KY, LP, a Texas limited partnership (“Parent”), HALCYON THRUPUT, LLC, a Texas limited liability company and a wholly-owned subsidiary of Parent (“Seller”), and Owners set forth on the signature pages hereto (individually, “Owner” and collectively, “Owners.”) If an Owner is not a natural person, “Owner” shall refer to the individual owners of such Owner set forth on the signature pages hereto). Buyer, GENH, Seller, Parent and Owners are sometimes hereinafter referred to as the “Parties” or individually as a “Party.” All capitalized terms used herein that are not defined below shall have the meanings ascribed to them in Ex
ContractGeneration Hemp, Inc. • December 15th, 2020 • Services-business services, nec • Colorado
THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER UNITED STATES FEDERAL OR STATE SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, OR OTHERWISE TRANSFERRED OR ASSIGNED FOR VALUE, DIRECTLY OR INDIRECTLY, NOR MAY THIS NOTE OR THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE BE TRANSFERRED ON THE BOOKS OF THE COMPANY, WITHOUT REGISTRATION OF SUCH NOTE OR SECURITIES, AS APPLICABLE, UNDER ALL APPLICABLE UNITED STATES FEDERAL OR STATE SECURITIES LAWS OR COMPLIANCE WITH AN APPLICABLE EXEMPTION THEREFROM, SUCH COMPLIANCE, AT THE OPTION OF THE COMPANY, TO BE EVIDENCED BY AN OPINION OF STOCKHOLDER’S COUNSEL, IN A FORM ACCEPTABLE TO THE COMPANY, THAT NO VIOLATION OF SUCH REGISTRATION PROVISIONS WOULD RESULT FROM ANY PROPOSED TRANSFER OR ASSIGNMENT.
AMENDMENT NO. 1 TO PROMISSORY NOTE AND DEED OF TRUSTGeneration Hemp, Inc. • December 15th, 2020 • Services-business services, nec • Colorado
ENERGY HUNTER RESOURCES, INC. (A Delaware Corporation) SUBSCRIPTION AGREEMENT August 2019Subscription Agreement • December 15th, 2020 • Generation Hemp, Inc. • Services-business services, nec • New York
This Agreement sets forth the agreement between the undersigned investor (the “Investor”) and the Company relating to Investor’s subscription for, and purchase of, the Common Stock.
GENERATION HEMP, INC. COMMON STOCK AND WARRANTSubscription Agreement • December 15th, 2020 • Generation Hemp, Inc. • Services-business services, nec • New York
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • December 15th, 2020 • Generation Hemp, Inc. • Services-business services, nec • Delaware
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein, and intending to be legally bound hereby, the parties agree as follows:
ContractGeneration Hemp, Inc. • December 15th, 2020 • Services-business services, nec • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER THE 1933 ACT, OR AN OPINION OF COUNSEL, SATISFACTORY TO THE ISSUER HEREOF, TO THE EFFECT THAT REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT AS SOME OTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND APPLICABLE LAWS IS AVAILABLE.
