COMMON STOCK PURCHASE WARRANT Edible Garden AG IncorporatedEdible Garden AG Inc • November 1st, 2021 • Agricultural production-crops • Delaware
This Warrant is being issued pursuant to that certain Securities Purchase Agreement dated as of October 7, 2021 between the Holder and the Company (the “Securities Purchase Agreement”). In addition to the terms defined elsewhere in this Warrant, capitalized terms that are not otherwise defined herein have the meanings given to such terms in the Securities Purchase Agreement.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of October 7, 2021, between Edible Garden AG Incorporated, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • New Jersey
This ASSET PURCHASE AGREEMENT (this “Agreement”) is effective as of March 30, 2020, by and between Edible Garden Corp., a Nevada corporation (the “Seller”), and Edible Garden Incorporated, a Wyoming corporation (the “Purchaser” and together with Seller, each a “Party” and collectively, the “Parties”).
ContractEdible Garden AG Inc • November 1st, 2021 • Agricultural production-crops • California
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THIS NOTE UNDER SUCH ACT UNLESS SUCH REGISTRATION IS NOT REQUIRED PURSUANT TO A VALID EXEMPTION THEREFROM UNDER THE ACT.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered effective as of August 18, 2021, by and between Edible Garden AG Incorporated, a Delaware Corporation (the “Company”), and James E. Kras (the “Executive”).
Edible Garden AG Incorporated Form of Demand NoteEdible Garden AG Inc • November 1st, 2021 • Agricultural production-crops
For value received, the undersigned Edible Garden AG Incorporated, (the “Borrower”), promises to pay to the order of [__], its successors or assigns (the “Lender”), [__] ($[__]) (the “Face Amount”).
INTERCREDITOR AGREEMENT AND AMENDMENTIntercreditor Agreement and Amendment • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops
This INTERCREDITOR AGREEMENT AND AMENDMENT, dated as of April 13, 2021 (this “Agreement”), is among SAMENT CAPITAL INVESTMENTS, INC., a California corporation (the “Subordinating Creditor”), Edible Garden AG Incorporated, a Wyoming corporation (the “Debtor”), and Quasar Capital Partners, LLC, a Texas limited liability company (the “Senior Creditor”).
SECURITY AGREEMENTSecurity Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • Texas
This Security Agreement (“Agreement”) is made as of the 30th day of March, 2021, by Edible Garden AG Incorporated, a Wyoming corporation, with its principal office at 283 County Rd 519 Belvidere, NJ 07823 (the “Debtor”), and Quasar Capital Partners, LLC, with its principal office at 9330 LBJ Frwy. Suite 943B, Dallas, Texas 75243 (including any successors and assigns, the “Secured Party”).
INTERCREDITOR AGREEMENT AND AMENDMENTIntercreditor Agreement and Amendment • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops
This INTERCREDITOR AGREEMENT AND AMENDMENT, dated as of October 7, 2021 (this “Agreement”), is among Sament Capital Investments, Inc., a California corporation (the “Senior Creditor”), Edible Garden AG Incorporated, a Delaware corporation (the “Debtor”), and Evergreen Capital Management LLC, as collateral agent (the “Agent”) for the Noteholders of the Notes of the Company referred to below (collectively, the “Subordinating Creditors”).
SECURITY AGREEMENTSecurity Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • New Jersey
BETWEEN SAMENT CAPITAL INVESTMENTS, INC. (herein called the “Secured Party”) whose address is 2040 Main Street, Suite 225, Irvine CA 92614 and EDIBLE GARDEN INCORPORATED (herein called the “Debtor”), whose address is 283 Country Road 519, Belvidere, NJ 079823.
GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • Delaware
This GUARANTY AND SECURITY AGREEMENT (this “Security Agreement”) is made as of October 7, 2021, by and between the subsidiaries of Edible Garden AG Incorporated, a Delaware corporation, named on the signature pages hereto (the “Grantors” and “Guarantors” and individually a “Grantor” and “Guarantor”) and Evergreen Capital Management, LLC (“Lender”). The Grantors and Lender are collectively referred to in this Security Agreement as the “Parties.”
PURCHASE AGREEMENTPurchase Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops
This Agreement (“Agreement”) is made as of March 30, 2020, by and among Terra Tech Corp. (the “Seller”) and Edible Garden Incorporated (the “Purchaser”).
OPTION AGREEMENT #2Option Agreement #2 • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • New Jersey
This OPTION AGREEMENT (this “Agreement”) is effective as of March 30, 2020, by and between Sament Capital Investments, Inc., a California corporation (“Sament”), and Edible Garden Incorporated, a Wyoming corporation (the “Company” and together with Sament, each a “Party” and collectively, the “Parties”).
OPTION AGREEMENT #1Option Agreement #1 • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • New Jersey
This OPTION AGREEMENT (this “Agreement”) is effective as of March 30, 2020, by and between Sament Capital Investments, Inc., a California corporation (“Sament”), and Edible Garden Incorporated, a Wyoming corporation (the “Company” and together with Sament, each a “Party” and collectively, the “Parties”).
ACCOUNTS RECEIVABLE PURCHASING AGREEMENTAccounts Receivable Purchasing Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • Texas
THIS ACCOUNTS RECEIVABLE PURCHASING AGREEMENT (“ARPA”) is made as of 03/30/2021 (“Effective Date”), by and between Edible Garden AG Incorporated, a Wyoming corporation, with its principal office at 283 Country Rd 519 Belvidere, NJ 07823 (the “Seller”), and Quasar Capital Partners, LLC, with an office at 9330 LBJ Frwy. Suite 943B. Dallas, TX 75243 (including any successors and assigns, the “Purchaser”), on the following terms and conditions:
SECURITY AGREEMENTSecurity Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • New York
This SECURITY AGREEMENT, dated as of October 7, 2021 (as amended, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), made by and between Edible Garden AG Incorporated, a Delaware corporation (the “Grantor”), in favor of Evergreen Capital Management LLC, as collateral agent for the Noteholders of the Notes of the Company referred to below (the “Secured Party”).
PERFORMANCE GUARANTY AND SURETYSHIPPerformance Guaranty and Suretyship • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops • Texas
THIS PERFORMANCE GUARANTY AND SURETYSHIP (“Guaranty”), made as of the date set forth on the signature page hereof, is by and between Michael James (the “Guarantor”) and Quasar Capital Partners, LLC (“QUASAR”).
Edible Garden AG IncorporatedSecurities Purchase Agreement • November 1st, 2021 • Edible Garden AG Inc • Agricultural production-crops
Reference is made to the Securities Purchase Agreement dated as of October 7, 2021 (the “Agreement”) between Edible Garden AG Incorporated, a Delaware corporation (the “Company”), and Evergreen Capital Management LLC, a Delaware limited liability company (“Evergreen”). Terms used but not defined herein have the respective meanings set forth in the Agreement.
