Witness Witness signed - - signed - (Mr. Krit Phakhakit) (Miss Sarinthon Chongchaidejwong)
IN WITNESS of which this Framework Agreement has been duly executed by the Parties. Signed duly authorised for and on behalf of the SUPPLIER Signature: ………………………………………………. Name: ………………………………………………. Position: ………………………………………………. Date ………………………………………………. [Guidance Note: this document should be signed by the same supplier entity that submitted the ITT.] Signed for and on behalf of the AUTHORITY Signature: ………………………………………………. Name: ………………………………………………. Position: ………………………………………………. Date ……………………………………………….
Court Witness Nurses who are subpoenaed or requested by the Medical Center to appear as a witness in a court case during their normal time off duty will be compensated for the time spent in connection with such an appearance in accordance with the applicable rate of pay. The court witness pay will be assigned to the Medical Center.
AS WITNESS For: ESKOM HOLDINGS SOC LTD [No lower than an E-Band Manager to sign] (Name of witness in print) Duly authorised
Jury & Witness Duty If an employee is required to serve as a juror in any court of law, or is required to attend as a witness in a court proceeding in which the Crown is a party, or is required by subpoena to attend a court of law or coroner's inquest in connection with a case arising from the employee's duties at the Hospital, the employee shall not lose regular pay because of such attendance provided that the employee:
Name of Witness Address & Occupation:.....................................
Signature of witness Address of Witness
IN WITNESS OF WHICH this First Supplemental Indenture has been duly executed by the Issuer and the Trustee. Dated as of the date first written above. COLUMBIA CARE INC. Per: /s/ Xxxxxxxx Xxxx Name: Xxxxxxxx Xxxx Title: Chief Executive Officer ODYSSEY TRUST COMPANY, as Trustee Per: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: VP, Corporate Trust Per: /s/ Xxx Xxxxxxx Name: Xxx Xxxxxxx Title: Director, Corporate Trust First Supplemental Indenture SCHEDULE “A” FORM OF GLOBAL NOTE CERTIFICATE UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE [INSERT THE DATE THAT IS 4 MONTHS AND A DAY AFTER THE DISTRIBUTION DATE]. THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREIN REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE THEREOF. THIS NOTE MAY NOT BE TRANSFERRED TO OR EXCHANGED FOR NOTES REGISTERED IN THE NAME OF ANY PERSON OTHER THAN THE DEPOSITORY OR A NOMINEE THEREOF AND NO SUCH TRANSFER MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. EVERY NOTE AUTHENTICATED AND DELIVERED UPON REGISTRATION OF, TRANSFER OF, OR IN EXCHANGE FOR, OR IN LIEU OF, THIS NOTE SHALL BE A GLOBAL NOTE SUBJECT TO THE FOREGOING, EXCEPT IN SUCH LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF CDS CLEARING AND DEPOSITORY SERVICES INC. (“CDS”) TO COLUMBIA CARE INC. OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN RESPECT THEREOF IS REGISTERED IN THE NAME OF CDS & CO., OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS (AND ANY PAYMENT IS MADE TO CDS & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED HOLDER HEREOF, CDS & CO., HAS A PROPERTY INTEREST IN THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREIN AND IT IS A VIOLATION OF ITS RIGHTS FOR ANOTHER PERSON TO HOLD, TRANSFER OR DEAL WITH THIS CERTIFICATE. THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “U.S. SECURITIES ACT”), OR UNDER ANY STATE SECURITIES LAWS. THE HOLDER HEREOF, BY ACQUIRING THESE SECURITIES, AGREES FOR THE BENEFIT OF COLUMBIA CARE INC. (THE “CORPORATION”), THAT SUCH SECURITIES MAY BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED, DIRECTLY OR INDIRECTLY, ONLY (A) TO THE CORPORATION, (B) OUTSIDE THE UNITED STATES IN ACCORDANCE WITH RULE 904 OF REGULATION S UNDER THE U.S. SECURITIES ACT AND IN COMPLIANCE WITH APPLICABLE CANADIAN LOCAL LAWS AND REGULATIONS, (C) IN COMPLIANCE WITH (1) RULE 144A UNDER THE U.S. SECURITIES ACT, IF APPLICABLE, OR (2) RULE 144 UNDER THE U.S. SECURITIES ACT, IF APPLICABLE, AND, IN EACH CASE, IN COMPLIANCE WITH APPLICABLE STATE SECURITIES LAWS, OR (D) IN ANOTHER TRANSACTION THAT DOES NOT REQUIRE REGISTRATION UNDER THE U.S. SECURITIES ACT OR ANY APPLICABLE STATE SECURITIES LAWS, PROVIDED THAT IN THE CASE OF TRANSFERS PURSUANT TO (C)(2) OR (D) ABOVE, A LEGAL OPINION FROM COUNSEL OF RECOGNIZED STANDING IN FORM AND SUBSTANCE SATISFACTORY TO THE CORPORATION MUST FIRST BE PROVIDED TO ODYSSEY TRUST COMPANY AND TO THE ISSUER TO THE EFFECT THAT SUCH TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE U.S. SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS. DELIVERY OF THIS CERTIFICATE MAY NOT CONSTITUTE “GOOD DELIVERY” IN SETTLEMENT OF TRANSACTIONS ON STOCK EXCHANGES IN CANADA. CUSIP ● ISIN ● No. ● US$● COLUMBIA CARE INC. (a corporation formed under the laws of the Business Corporations Act (British Columbia)) 5.00% Senior Secured 2023 Convertible Note Due December 19, 2023 COLUMBIA CARE INC. (the “Issuer”) for value received hereby acknowledges itself indebted and, subject to the provisions of the trust indenture dated as of May 14, 2020 (the “Master Trust Indenture”), as supplemented by the first supplemental indenture dated as of June 19, 2020 (the “First Supplemental Indenture”, and together with the Master Trust Indenture, the “Indenture”), between the Issuer and Odyssey Trust Company (the “Trustee”), promises to pay to on December 19, 2023 (the “Maturity Date”) or on such earlier date as the principal amount hereof may become due in accordance with the provisions of the Indenture, the principal sum of ● Dollars (US$●) in lawful money of the United States of America on presentation and surrender of this 2023 Convertible Note at the main branch of the Trustee in Vancouver, British Columbia in accordance with the terms of the Indenture and, subject as hereinafter provided, to pay interest on the principal amount hereof from the date hereof, at the rate of 5.00% per annum (based on a year of 365 days), in like money, in arrears in equal installments on the six month anniversary of the Issue Date and the Maturity Date, and, should the Issuer at any time make default in the payment of any principal, or interest, to pay interest on the amount in default at the same rate, in like money and on the same date. Interest on this 2023 Convertible Note will be computed on the basis of a 365-day or 366-day year, as applicable, and will be payable in equal semi-annual amounts; provided that for any Interest Period that is shorter than a full semi-annual interest period, interest shall be calculated on the basis of a year of 365 days or 366 days, as applicable, and the actual number of days elapsed in that period. If the date for payment of any amount of principal, premium or interest is not a Business Day at the place of payment, then payment will be made on the next Business Day and the holder hereof will not be entitled to any further interest on such principal, or to any interest on such interest, premium or other amount so payable, in respect of the period from the date for payment to such next Business Day. Interest hereon shall be payable by cheque mailed by prepaid ordinary mail or by electronic transfer of funds to the registered holder hereof and, subject to the provisions of this Indenture, the mailing of such cheque or the electronic transfer of such funds shall, to the extent of the sum represented thereby (plus the amount of any Taxes deducted or withheld), satisfy and discharge all liability for interest on this 2023 Convertible Note. This Note is one of the 5.00% Senior Secured 2023 Convertible Notes (referred to herein as the “2023 Convertible Notes”) of the Issuer issued under the provisions of the Indenture. The 2023 Convertible Notes authorized for issue immediately are limited to an aggregate principal amount of US$● in lawful money of the United States. Reference is hereby expressly made to the Indenture for a description of the terms and conditions upon which the 2023 Convertible Notes are or are to be issued and held and the rights and remedies of the holders of the 2023 Convertible Notes and of the Issuer and of the Trustee, all to the same effect as if the provisions of the Indenture were herein set forth to all of which provisions the holder of this Note by acceptance hereof assents. The 2023 Convertible Notes are issuable at a price of US$1,000 per US$1,000 of principal amount and only in denominations of US$1,000 and integral multiples of US$1,000. Upon compliance with the provisions of the Indenture, 2023 Convertible Notes of any denomination may be exchanged for an equal aggregate principal amount of 2023 Convertible Notes in any other authorized denomination or denominations. Any part, being US$1,000 or an integral multiple thereof, of the principal of this 2023 Convertible Note, provided that the principal amount of this 2023 Convertible Note is in a denomination in excess of US$1,000, is convertible, at the option of the holder hereof, upon surrender of this 2023 Convertible Note at the principal office of the Trustee in Vancouver, British Columbia, at any time prior to the close of business on the date which falls 10 days prior to the Maturity Date, into Common Shares (without adjustment for interest accrued hereon or for dividends or distributions on Common Shares issuable upon conversion) at a conversion price per Common Share equal to C$3.79 payable on the Business Day prior to the date of conversion (the “Conversion Price”), adjusted downwards for any cash dividends paid to holders of the common shares of the Issuer (the “Common Shares”), all subject to the terms and conditions and in the manner set forth herein. The Indenture makes provision for the adjustment of the Conversion Price in the events therein specified. No fractional Common Shares will be issued on any conversion and holders will receive a cash payment in satisfaction of any fractional interest. Upon the occurrence of a Change of Control of the Issuer, the Issuer is required to make an offer, at the option of each Holder, to purchase all of the 2023 Convertible Notes at a cash price equal to 101% principal amount of such 2023 Convertible Notes in accordance with the terms of the Indenture. The indebtedness evidenced by this 2023 Convertible Note, and by all other 2023 Convertible Notes now or hereafter certified and delivered under the Indenture, is a direct secured obligation of the Issuer. The principal hereof may become or be declared due and payable before the stated maturity in the events, in the manner, with the effect and at the times provided in the Indenture. The 2023 Convertible Notes and Common Shares issuable upon conversion hereof have not and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of any state of the United States. The 2023 Convertible Notes and the Common Shares may only be offered, sold, pledged or otherwise transferred to (i) the Issuer, or (ii) outside the United States to a person who is not a “U.S. person” (as defined by Regulation S under the U.S. Securities Act) in accordance with an applicable exemption under the U.S. Securities Act and applicable local securities laws and regulations. The Indenture contains provisions making binding upon all holders of 2023 Convertible Notes outstanding thereunder resolutions passed at meetings of such holders held in accordance with such provisions and instruments signed by the holders of a specified majority of 2023 Convertible Notes outstanding, which resolutions or instruments may have the effect of amending the terms of this 2023 Convertible Note or the Indenture. The Indenture contains provisions disclaiming any personal liability on the part of holders of Common Shares, officers, directors and employees of the Issuer in respect of any obligation or claim arising out of the Indenture or this 2023 Convertible Note. This 2023 Convertible Note may only be transferred, upon compliance with the conditions prescribed in the Indenture, in one of the registers to be kept at the principal office of the Trustee in the City of Vancouver and in such other place or places and/or by such other registrars (if any) as the Issuer with the approval of the Trustee may designate. No transfer of this 2023 Convertible Note shall be valid unless made on the register by the registered holder hereof or his executors or administrators or other legal representatives, or his or their attorney duly appointed by an instrument in form and substance satisfactory to the Trustee or other registrar, and upon compliance with such reasonable requirements as the Trustee or other registrar may prescribe and upon surrender of this 2023 Convertible Note for cancellation. Thereupon a new 2023 Convertible Note or 2023 Convertible Notes in the same aggregate principal amount shall be issued to the transferee in exchange hereof. This 2023 Convertible Note shall not become obligatory for any purpose until it shall have been certified by the Trustee under the Indenture. Capitalized words or expressions used in this 2023 Convertible Note shall, unless otherwise defined herein, have the meaning ascribed thereto in the Indenture. [Reminder of this page intentionally left blank.]
IN WITNESS THEREOF the Tenant, Owner, and Program Administrator have indicated their acceptance of the terms of this Contract, including the Exhibits hereto, which are incorporated herein by reference, by their signatures below on the dates indicated. Owner Owner/Landlord Representative Signature Xxxx Xxxxxxxx AHDS Ocean King, LLC Owner/Property Manager Date: 3/19/2021 Tenant Signature Xxxxxx Xxxxxxxxx Tenant 3/22/2021 Date: Program Administrator Authorized Representative Signature Xxxxxxx Xxxxxx Program Administrator 3/22/2021 Date: Attest: City of North Miami, a Florida Municipal Corporation Approve as to Form and Legal Sufficiency Signature Xxxx P.H. Xxxxxx, Esq. City Attorney 3/25/2021 Date: Signature Xxxxxxx Xxxxxxxx, Esq. City Manager 3/30/2021 Date: Signature Xxxxxxx Xxxxxx, Esq. City Clerk 3/30/2021 Date: EXHIBIT A: PROJECT SPECIFIC INFORMATION Parties to this Contract Program Administrator City of North Miami Owner AHDS Ocean King, LLC Tenant Xxxxxx Xxxxxxxxx Contract Dates Contract Start Date:3/30/2021 Contract End Date: 09/30/2021 Unit & Lease Information Unit (Address and Unit #): 00000 XX 0 Xxxxxx, Xxx 000, Xxxxx, XX, 00000 Lease Start Date: 10/1/2019 Lease End Date: Month-To-Month Contract Rent (total due under Lease): $1,000.00 per month Rental Assistance Tenant Contribution: $980.00 per month Rental Assistance Payment: $1,960.00 (Dec & Jan) Rental Assistance from Other Programs Is other rental assistance (e.g. Section 8/State/Local funds) received? Yes No If yes, monthly amount of $0.00 paid to Tenant or Owner from (source): Payment Information Rent Payable to: AHDS Ocean King, LLC Mailing Address: 00000 XX 0 Xxxxxx, Xxx 000, Xxxxx Xxxxx, XX., 00000 Electronic Payment Instructions Financial Institution: N/A Check wil be issued to Landlord/Owner Routing Number: Account Number Account Holder Name: EXHIBIT B: EXISTING LEASE {Attach copy of the Lease for the HOME-TBRA assisted Unit} DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD DocuSign Envelope ID: 8B6C3BB8-63D2-4B76-A06A-6E6C7AF5F2FD
