0001628280-21-007411 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 23rd, 2021 • Ascend Wellness Holdings, Inc • Medicinal chemicals & botanical products • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [●], 2021 among Ascend Wellness Holdings, Inc., a Delaware corporation (the “Company”) and AGP Partners, LLC (“Founder”) (together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 9 of this Agreement, a “Holder” and collectively the “Holders”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Exhibit A attached hereto.

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STOCK EXCHANGE AGREEMENT
Stock Exchange Agreement • April 23rd, 2021 • Ascend Wellness Holdings, Inc • Medicinal chemicals & botanical products • Delaware

This Stock Exchange Agreement (this “Agreement”) is entered into as of April 22, 2021 (the “Effective Date”) by and between Ascend Wellness Holdings, Inc., a Delaware corporation (the “Company”) and AGP Partners LLC (the “Stockholder”).

AMENDMENT TO NOTE PURCHASE AGREEMENT
Note Purchase Agreement • April 23rd, 2021 • Ascend Wellness Holdings, Inc • Medicinal chemicals & botanical products • Delaware

This Amendment to Note Purchase Agreement (this “Amendment”) is entered into as of April __, 2021, by and among Ascend Wellness Holdings, LLC, a Delaware limited liability company (the “Company”) and each of the undersigned holders (the “Acting Noteholders”) of convertible promissory notes issued by the Company (the “Notes”). The Company and the Acting Noteholders are sometimes collectively referred to herein as the “Parties.” Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Original Note Purchase Agreement (as defined below).

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