Note GuaranteeNote Guarantee • December 9th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services
Each Guarantor listed below (hereinafter referred to as the “Guarantors” which term includes any successors or assigns under the Indenture, dated the date hereof, among the Guarantors, Medicine Man Technologies, Inc. (the “Company”), Ankura Trust Company, LLC, as trustee, registrar, paying agent, and conversion agent, and Chicago Atlantic Admin, LLC, as collateral agent (the “Indenture”)), unconditionally and irrevocably guarantees, as primary obligor and not merely as surety, jointly and severally with each other Guarantor and each other guarantor party to the Indenture, the obligations of the Company pursuant to the Indenture, which include without limitation: (i) prompt payment in full of the principal, premium, if any, and interest on, the Notes when due, whether at maturity, by acceleration, redemption or otherwise, and interest on the overdue principal of and interest on the Notes, if any, if lawful, and prompt performance when due of all other obligations of the Company to the H
SECURITY AGREEMENTSecurity Agreement • December 9th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services • New York
This SECURITY AGREEMENT, dated as of December 7, 2021 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”) made by and among Medicine Man Technologies, Inc., d/b/a Schwazze (the “Issuer”), a Nevada corporation, Double Brow, LLC, a Colorado limited liability company, Mission Holding, LLC, a Colorado limited liability company, SCG Holding, LLC, a Colorado limited liability company, Schwazze Colorado LLC, a Colorado limited liability company, Schwazze Biosciences, LLC, a Colorado limited liability company, SBUD LLC, a Colorado limited liability company, Medicine Man Consulting, Inc., a Colorado corporation, Two J’s LLC d/b/a The Big Tomato, a Colorado limited liability company, Mesa Organics Ltd. d/b/a StarBuds/Purplebee’s, a Colorado limited liability company, Mesa Organics II Ltd, a Colorado limited liability company, Mesa Organics III Ltd, a Colorado limited liability company, Mesa Organics I
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 9th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 3, 2021 by and between Medicine Man Technologies, Inc., d/b/a Schwazze, a Nevada corporation (the “Company”), Double Brow, LLC, a Colorado limited liability company (“Double Brow”), Mission Holding, LLC, a Colorado limited liability company (“Mission”), SCG Holding, LLC, a Colorado limited liability company (“SCG”), Schwazze Colorado LLC, a Colorado limited liability company (“Schwazze Colorado”), Schwazze Biosciences, LLC, a Colorado limited liability company (“Schwazze Bio”), SBUD LLC, a Colorado limited liability company (“SBUD”), Medicine Man Consulting, Inc., a Colorado corporation (“Consulting”), Two J’s LLC d/b/a The Big Tomato, a Colorado limited liability company (“Two J’s”), Mesa Organics Ltd. d/b/a Star Buds/Purplebee’s, a Colorado limited liability company (“Mesa I”), Mesa Organics II Ltd, a Colorado limited liability company (“Mesa II”), Mesa Organics III Ltd, a Colorado limited liability company (“Mesa
MEDICINE MAN TECHNOLOGIES, INC. AS ISSUER AND EACH OF THE GUARANTORS PARTY HERETO 13% SENIOR SECURED CONVERTIBLE NOTES DUE DECEMBER 7, 2026 INDENTURE DATED AS OF DECEMBER 7, 2021 ANKURA TRUST COMPANY, LLC AS TRUSTEE AND CHICAGO ATLANTIC ADMIN, LLC AS...Indenture • December 9th, 2021 • Medicine Man Technologies, Inc. • Services-management consulting services • New York
