SERIES A SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE MARCH 25, 2020Jacksam Corp • June 28th, 2019 • Television broadcasting stations • New York
THIS SERIES A SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued Series A Senior Secured Convertible Promissory Note of Jacksam Corporation, a Nevada corporation (the “Company”), having its principal place of business at 30191 Avenida De Las Banderas, Suite B, Rancho Santa Margarita, CA, 92688, designated as its Series A Senior Secured Convertible Promissory Note due March 25, 2020 (the “Note”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 28th, 2019 • Jacksam Corp • Television broadcasting stations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 25, 2019, by and among Jacksam Corporation, a Nevada corporation (the “Company”), L1 Capital Global Opportunities Master Fund (“L1 Capital”), Phyto II, LP (“Phyto”), Merida Capital Partners III, LP (“Merida Capital”), James Kenny (“Kenny”), William Sanger (“Sanger”), Wilson Allen (“Allen”), Paul D. Kaneb (“Kaneb”), Jerald Lanzotti (“Lanzotti”), Mark Adams (“Adams”) and David Hall (“Hall” and with L1 Capital, Phyto, Merida Capital, Kenny, Sanger, Allen, Kaneb, Lanzotti and Adams, along with each of their respective successors and permitted assigns, a “Purchaser,” or in the aggregate, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT JACKSAM CORPORATIONJacksam Corp • June 28th, 2019 • Television broadcasting stations
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ___________ or his assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after June 25, 2019 (the “Issuance Date”) and on or prior to the close of business on the five (5)-year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Jacksam Corporation, a Nevada corporation (the “Company”), up to _________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price (as defined in Section 2(b)). This Warrant is issued pursuant to the Purchase Agreement (as defined below).
SECURITY AGREEMENTSecurity Agreement • June 28th, 2019 • Jacksam Corp • Television broadcasting stations • New York
This SECURITY AGREEMENT, dated as of June 25, 2019 (this “Agreement”), is by and among Jacksam Corporation, a Nevada corporation (the “Company”), any subsidiary of the Company that is a signatory hereto, either now joined or joined in the future (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”), and the holders of the Company’s Series A Senior Secured Convertible Promissory Note and Series B Senior Secured Convertible Promissory Notes in the aggregate principal amount of $2,388,888.85 (the “Notes”) signatory hereto, and their endorsees, transferees and assigns (each, a “Secured Lender,” and collectively, the “Secured Lenders”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • June 28th, 2019 • Jacksam Corp • Television broadcasting stations • New York
THIS Intellectual property SECURITY AGREEMENT (this “Agreement”), dated as of June 25, 2019, by Jacksam Corporation, a Nevada corporation (the “Grantor”), in favor of L1 Capital Global Opportunities Master Fund, as agent (the “Agent”), for the benefit of the Secured Lenders referred to below.
