0001762359-20-000017 Sample Contracts

DIRECTOR AND OFFICER INDEMNITY AGREEMENT
Indemnification & Liability • May 29th, 2020 • Acreage Holdings, Inc. • Retail-miscellaneous retail • British Columbia

THIS INDEMNITY AGREEMENT (the “Agreement”) is made as of this 14th day of November, 2018, between Acreage Holdings, Inc. (the “Corporation”), a corporation existing under the Business Corporations Act (British Columbia) and [●] (the “Indemnified Party”).

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CREDIT AGREEMENT MARCH 6, 2020
Credit Agreement • May 29th, 2020 • Acreage Holdings, Inc. • Retail-miscellaneous retail • New York

THIS CREDIT AGREEMENT, dated as of March 6, 2020 (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among Acreage Finance Delaware, LLC, a Delaware limited liability company, as Borrower, Acreage IP Holdings, LLC, a Nevada limited liability company, as the IP Guarantor, Prime Wellness of Connecticut, LLC, a Connecticut limited liability company (“Prime Wellness Connecticut”), D&B Wellness, LLC a Connecticut limited liability company (“D&B Wellness Connecticut”), Thames Valley Apothecary, LLC a Connecticut limited liability company (“TVA Connecticut”), and IP Investment Company, LLC, a Delaware limited liability company, as Lender (the “Lender”) and as Administrative Agent and Collateral Agent (the “Agent”).

SECOND AMENDMENT TO THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HIGH STREET CAPITAL PARTNERS, LLC
Limited Liability Company Agreement • May 29th, 2020 • Acreage Holdings, Inc. • Retail-miscellaneous retail • Delaware

This FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of [___________________] (the “Effective Time”), is entered into by and among High Street Capital Partners, LLC, d/b/a Acreage Holdings, a Delaware limited liability company (the “Company”), and its Members (as defined herein).

SECOND AMENDING AGREEMENT
Credit Agreement • May 29th, 2020 • Acreage Holdings, Inc. • Retail-miscellaneous retail • Alberta

AND WHEREAS the Borrower, the Guarantor, the Administrative Agent and the Lenders wish to enter into this Second Amending Agreement to set forth certain amendments to the Credit Agreement and to otherwise confirm the provisions of Amended Credit Agreement;

FIRST AMENDMENT TO THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HIGH STREET CAPITAL PARTNERS, LLC
Limited Liability Company Agreement • May 29th, 2020 • Acreage Holdings, Inc. • Retail-miscellaneous retail • Delaware

THIS FIRST AMENDMENT (this “Amendment”) TO THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HIGH STREET CAPITAL PARTNERS, LLC (the “Company”) is made and entered into as of this 10th day of May, 2019, by and among the Manager and Acreage Holdings America, Inc. (the “Majority Member”).

RESTRICTED STOCK UNIT AWARD AGREEMENT ACREAGE HOLDINGS, INC.
Restricted Stock Unit Award Agreement • May 29th, 2020 • Acreage Holdings, Inc. • Retail-miscellaneous retail

This Award Agreement is entered into between Acreage Holdings, Inc. (the “Corporation”) and the Participant named below, pursuant to the Corporation's Omnibus Incentive Plan dated November 14, 2018, as amended (the “Plan”), a copy of which is attached hereto as Schedule “A”, and confirms that on:

OPTION AWARD AGREEMENT ACREAGE HOLDINGS, INC.
Option Award Agreement • May 29th, 2020 • Acreage Holdings, Inc. • Retail-miscellaneous retail

This Award Agreement is entered into between Acreage Holdings, Inc. (the “Corporation”) and the Participant named below, pursuant to the Corporation's Omnibus Incentive Plan dated November 14, 2018 (the “Plan”), a copy of which is attached hereto as Schedule “A”, and confirms that on:

GUARANTY
Guaranty • May 29th, 2020 • Acreage Holdings, Inc. • Retail-miscellaneous retail • New York
SECURITY AGREEMENT
Security Agreement • May 29th, 2020 • Acreage Holdings, Inc. • Retail-miscellaneous retail • Delaware

This SECURITY AGREEMENT is made and entered into as of March __, 2020, by ACREAGE IP HOLDINGS, LLC, a Nevada limited liability company (the “Grantor”) and IP INVESTMENT COMPANY, LLC, a Delaware limited liability company (the “Secured Party”).

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