COMMON STOCK PURCHASE WARRANT Notis Global, INC.Security Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Trava LLC or its 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 March 16, 2017 (the “Initial Exercise Date”) and on or prior to the close of business on the four year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Notis Global, Inc., a Nevada corporation (the “Company”), up to 50,000,000 shares (as subject to adjustment hereunder, the “ Warrant Shares”) of 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).
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Nevada
This Convertible Note Purchase Agreement (this “Agreement”) is dated as of ________________, among Pueblo Agriculture Supply and Equipment, LLC (“PASE”), Notis Global, Inc. (“Notis”), and EWSD I, LLC (“EWSD”), (each of the foregoing entities sometimes referred to as, a “Company” and collectively as the “Companies”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE __________________Convertible Security Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
THIS 10% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued 10% Senior Secured Convertible Promissory Note of Notis Global, Inc., a Nevada corporation, (the “Company”) having its principal place of business at 633 West 5th Street, 28th Floor, Los Angeles, California 90071, and Pueblo Agriculture Supply and Equipment, LLC, a Delaware limited liability company (“PASE” and together with Notis sometimes collectively referred to as the “Companies”), having its principal place of business at 1715 Highway 35, Suite 101, Middletown, New Jersey 07748, designated as its 10% Senior Secured Convertible Promissory Note, due _________ (this Note, the “Note” and, collectively with the other Notes of such series, the “Notes”).
AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
This AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENT, dated as of ______________ (this “Agreement”), is among Notis Global, Inc., a Nevada corporation (the “Company”), all subsidiaries and affiliates of the Company that are a signatory hereto, either now or joined in the future (such subsidiaries and affiliates, the “Guarantors”), EWSD I, LLC, a Delaware limited liability company (“EWSD”), Pueblo Agriculture Supply and Equipment, LLC, a Delaware limited liability company (“PASE”), PCH Investment Group, Inc., a California corporation (“PCH”; and, together with the Company, the Guarantors, EWSD and PASE, the “Debtors”) and the holder of one or more of the Company’s and PASE’s 10% Senior Secured Convertible Promissory Notes, in the aggregate principal amount of up to $3,600,000 (collectively, the “Note”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”). This Agreement amends and restates those certain Security and Pledge Agreements, dated
MANAGEMENT CONSULTING AGREEMENTManagement Consulting Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Florida
This Agreement is made this 1st day of April, 2017 by and between Notis Global Inc., (the “Company”), a corporation organized and existing under the laws of Nevada and Trava LLC, a Florida limited liability company (the “Consultant”), and PCH Investments Inc., a California corporation as an interested party. [located at 9212 Mira Este Court, San Diego.
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • November 27th, 2019 • Notis Global, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Florida
This Agreement is made this 31st day of May, 2017 (the “Effective Date”), by and among Notis Global, Inc., a Nevada corporation (the “Company”), EWSD I LLC, a Arizona limited liability company, and Pueblo Agriculture Supply and Equipment LLC, a Delaware limited liability company (the “Company’s Subsidiaries”), on the one hand, and Trava LLC, a Florida limited liability company (the “Manager”), on the other hand.
