0001493152-20-003563 Sample Contracts

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 9th, 2020 • Zenlabs Holdings Inc • California

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the latest date written below (the “Effective Date”), by and between ZENLABS HOLDINGS INC. (the “Company”) and MICHAEL BOSHART, an individual resident of California (“Employee”). The Company and Employee are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

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PALOUSE ADVISORY PARTNERS, LLC
Consulting Services Agreement • March 9th, 2020 • Zenlabs Holdings Inc • Washington
MERGER AGREEMENT AND PLAN OF MERGER
Merger Agreement • March 9th, 2020 • Zenlabs Holdings Inc • California

THIS MERGER AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into this 13th day of August 2019, by and between Zenleaf LLC, a limited liability company organized under the laws of the State of California (hereafter “Zenleaf”) and Zenleaf Labs LLC (hereinafter “Zen Labs”), a limited liability company organized under the laws of the State of California.

SHAREHOLDERS’ AGREEMENT
Shareholders Agreement • March 9th, 2020 • Zenlabs Holdings Inc • British Columbia

This Shareholders’ Agreement (“Agreement”) is dated effective ____________, 20___ by and among Zenlabs Holdings Inc., a British Columbia corporation (the “Company”), and the shareholders of the Company set forth on the signature page hereof (collectively, the “Shareholders”).

ADDENDUM TO MERGER AGREEMENT AND PLAN OF MERGER
Merger Agreement • March 9th, 2020 • Zenlabs Holdings Inc

This Addendum to Merger Agreement and Plan of Merger (this “Addendum”) is entered into this 31 day of October, 2019 (the “Effective Date”), by and between ZenLabs Holdings Inc., a British Columbia corporation (“ZenLabs”), and Zenleaf LLC, a California limited liability company (“Zenleaf”). ZenLabs, and Zenleaf are sometimes referred to herein individually as a “party” and collectively as the “parties.”

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 9th, 2020 • Zenlabs Holdings Inc • California

THIS AGREEMENT WITNESSES THAT in consideration of the premises and mutual covenants contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound hereby, agree as follows:

MERGER AGREEMENT MERGING ZENLABS MERGER SUB, LLC WITH AND INTO ZENLEAF, LLC June 20, 2019
Merger Agreement • March 9th, 2020 • Zenlabs Holdings Inc • California

THIS AGREEMENT AND PLAN OF MERGER (the “Merger Agreement”) is made and entered into as of the date first above written, by and among ZenLabs Merger Sub, LLC, a California limited liability company (“US Subco”), ZenLabs Holdings Inc., a British Columbia corporation and the sole holder of the membership interests of US Subco (“ZenLabs”), and Zenleaf LLC, a California limited liability company (“Zenleaf”).

LEASE
Lease • March 9th, 2020 • Zenlabs Holdings Inc • California

Lessee shall use commercially reasonable efforts to ensure that patients, customers, employees, agents, and owners of Lessee and Lessee’s dispensary neither loiter, nor use, smoke, vape, dab, consume, in any form or fashion, any marijuana product in the Premises or on any sidewalks, parking areas or walkways serving the same. Since marijuana products may cause odors that migrate off site, Lessee shall have the duty to reasonably mitigate odors.

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