Right of First Refusal to Purchase Common StockRight of First Refusal Agreement • January 19th, 2016 • Acacia Diversified Holdings, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies
AGREEMENT made this 15th day of January, 2016 with an effective date of January 4, 2016 (the “Effective Date”), by and between Steven L. Sample (“Mr. Sample” or “Seller”), and Richard K. Pertile (“Mr. Pertile” or “Optionee”) individuals residing in the State of Florida (each a “Party” and collectively the "Parties").
STOCK PLEDGE AGREEMENTStock Pledge Agreement • January 19th, 2016 • Acacia Diversified Holdings, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies • Florida
THIS STOCK PLEDGE AGREEMENT (this “Agreement”) is made as of January 15, 2016 by Steven L. Sample (the “Pledgor”), in favor of Richard K. Pertile, an individual (the “Pledgee”).
MODIFIED EMPLOYMENT AGREEMENTEmployment Agreement • January 19th, 2016 • Acacia Diversified Holdings, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies • Florida
This Modified Employment Agreement (the “Modified Agreement”) is made and entered into as of January 15, 2016, with an effective date and commencement date of January 4, 2016 (the “Effective Date” or the “Commencement Date”), by and between Acacia Diversified Holdings, Inc., a Texas corporation (the “Company”), and Steven L. Sample (the “Executive”). Notwithstanding any other usage of the term “Company” within this Modified Agreement, each and every instance of that term is intended, through any and all expansions or further illustrations or lack thereof within this Modified Agreement and any addendums, exhibits or notices thereto, shall be construed to mean Acacia Diversified Holdings, Inc. (including any subsequent name changes associated therewith), all its subsidiaries (whether wholly or partially owned), and any and all other assets and holdings of the Company and any of its subsidiaries whether named or not named, including but not limited to the capital stock and all assets owne
Non-Competition AgreementNon-Competition Agreement • January 19th, 2016 • Acacia Diversified Holdings, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies • Florida
This Non-Competition And Restrictive Covenant Agreement (this “Agreement”), is made and entered into as of January 15, 2016, with an effective date (the “Effective Date”) of January 4, 2016 between Acacia Diversified Holdings, Inc., a Texas corporation (together with its subsidiaries and affiliates, “Acacia” or the “Company”), and Richard K. Pertile, a Florida resident (“Pertile”).
STOCK POWERStock Power • January 19th, 2016 • Acacia Diversified Holdings, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to Richard K. Pertile, pursuant to the terms and conditions of that certain Right of First Refusal to Purchase Common Stock by and between Steven L. Sample and Richard K. Pertile and that certain Asset Purchase Agreement (the “APA”) by and between the MariJ Group and Acacia Diversified Holdings, Inc. a Texas corporation (“Acacia” or the “Corporation”), up to and including 2,500,000 shares of Common stock of Acacia, standing in the name of the undersigned on the books of the Corporation and represented by Certificate Numbers CS1-511, CS1-512, and CS1-525 representing 1,000,000 shares, 1,000,000 shares, and 500,000 shares, respectively. The undersigned hereby irrevocably constitutes and appoints Richard K. Pertile as its true and lawful attorney-in-fact in accordance with the Right of First Refusal to Purchase Common Stock and the APA, with full power of substitution in the premises, to transfer this stock on the boo
ANTI-DILUTION AGREEMENTAnti-Dilution Agreement • January 19th, 2016 • Acacia Diversified Holdings, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies • Delaware
THIS ANTI-DILUTION AGREEMENT (the “Agreement”) is dated as of January 15_, 2016 with an effective date (the “Effective Date”) of January 2, 2016, and is by and among “ACACIA DIVERSIFIED HOLDINGS, INC., a Texas corporation (“Acacia” or the “Company”), and STEVEN L. SAMPLE, an individual residing in the State of Florida (“Mr. Sample”). Acacia and Mr. Sample are referred to collectively herein as the "Parties," and individually as a "Party."
