AMENDED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 14th, 2021 • Greater Cannabis Company, Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), originally dated as of March 5, 2021 and amended as of June 7, 2021, by and between GREATER CANNABIS COMPANY INC., a Florida corporation, with headquarters located at 15 Walker Avenue, Suite 101, Baltimore, Maryland 21208 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the “Buyer”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 8th, 2020 • Greater Cannabis Company, Inc. • Pharmaceutical preparations • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 27, 2020, by and between Greater Cannabis Company, Inc., a Florida corporation, with headquarters located at 15 Walker Avenue Suite 101, Baltimore, MD 21208 (the “Company”) and EAGLE EQUITIES, LLC, with its address at 390 Whalley Ave., New Haven, CT 06511 (the “Buyer”).
COMMON STOCK PURCHASE WARRANT A GREATER CANNABIS COMPANY INC.Greater Cannabis Company, Inc. • March 16th, 2021 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, FIRSTFIRE GLOBAL OPPORTUNITIES FUND LLC, a Delaware limited liability company, or its registered assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the eighteen (18) month anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from GREATER CANNABIS COMPANY INC, a Florida corporation (the “Company”), up to 25,000,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ContractGreater Cannabis Company, Inc. • October 23rd, 2019 • Pharmaceutical preparations • New York
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO BORROWER. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVE
COMMON STOCK PURCHASE WARRANT THE GREATER CANNABIS COMPANY, INC.Greater Cannabis Company, Inc. • June 15th, 2018 • Retail-catalog & mail-order houses
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, EMET CAPITAL PARTNERS LLC, 395 Pearsall Avenue, Unit D, Cedarhurst, NY 11516 Fax: (727) 547-7350, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the sixty month anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from THE GREATER CANNABIS COMPANY, INC., a Florida corporation (the “Company”), up to 11,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 20th, 2017 • Greater Cannabis Company, Inc. • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 25, 2017, by and among The Greater Cannabis Company, Inc., a Florida corporation (the “Company”), and the investors listed on the Schedule of Purchasers attached hereto (each, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 19th, 2017 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of September 14, 2017, between The Greater Cannabis Company, Inc., a Florida corporation and its predecessors (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT THE GREATER CANNABIS COMPANY, INC.Greater Cannabis Company, Inc. • June 20th, 2017
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, EMET CAPITAL PARTNERS LLC, 395 Pearsall Avenue, Unit D, Cedarhurst, NY 11516 Fax: (727) 547-7350, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the sixty month anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from THE GREATER CANNABIS COMPANY, INC., a Florida corporation (the “Company”), up to 440,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 3rd, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses • Florida
This Indemnification Agreement (this “Agreement”), dated as of July 31, 2018, is made by and between Greater Cannabis Company, Inc., a Florida corporation (the “Company”), and the undersigned, who is either a director or an officer (or both) of the Company (the “Indemnitee”), with this Agreement to be deemed effective as of the date that the Indemnitee first assumed either such capacity at the Company.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 20th, 2017 • Greater Cannabis Company, Inc. • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of May 25, 2017, between The Greater Cannabis Company, Inc., a Florida corporation and its predecessors (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
CONSULTING AGREEMENTConsulting Agreement • August 3rd, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses • Florida
This Consulting Agreement (the “Agreement”) is made and entered into as of this 31st day of July 2018, by and between The Greater Cannabis Company, Inc., a Florida corporation whose address is 244 2nd Ave N, Suite 9, St. Petersburg, FL 33701 (the “Company”) and Jimmy Wayne Anderson (the “Consultant”), in his individual capacity whose address is 145 Bay Point Dr. NE, St. Petersburg, FL 33704, (individually, a “Party”; collectively, the “Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 16th, 2021 • Greater Cannabis Company, Inc. • Pharmaceutical preparations • Florida
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 11, 2021, is made by and between Greater Cannabis Co., Inc., a Florida corporation (the “Company”), and FirstFire Global Opportunities Fund, LLC (the “Holder”). The Company and the Holder are hereinafter sometimes collectively referred to as the “P arties” and each a “Party” to this Agreement.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 8th, 2020 • Greater Cannabis Company, Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT, dated as of May 27, 2020 (the “Agreement”), by and between The Greater Cannabis Company Inc., a Florida corporation with headquarters located at 15 Walter Avenue, Suite 101, Baltimore, MD 21208 (the “Company”), and GW Holdings Group, LLC, a New York limited liability company with its address at 137 Montague Street, Suite 291, Brooklyn, NY 11201 (the “Investor”).
SERVICE AGREEMENTService Agreement • August 3rd, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses • New York
NOW THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the premises and the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
ASSET ACQUISITION AGREEMENTAsset Acquisition Agreement • June 20th, 2017 • Greater Cannabis Company, Inc. • Florida
THIS ASSET ACQUISITION AGREEMENT (hereinafter referred to as this "Agreement") is entered into as of this 21st day of April, 2017 by and between SYLIOS CORP (SYLIOS as to this agreement) a Florida Corporation (hereinafter referred to as “SYLIOS”) and THE GREATER CANNABIS COMPANY, INC. (GCC as to this agreement) a Florida corporation (hereinafter referred to as "GCC "), upon the following premises:
ALLONGE 2 TO CONVERTIBLE DEBENTURE DUE SEPTEMBER 14, 2018Convertible Debenture • June 15th, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses
This Allonge 2 (“Allonge”) is made as of June 13, 2018, by The Greater Cannabis Company, Inc., a Florida corporation (“Borrower”) to Emet Capital Partners LLC (“Holder”). Reference is hereby made to that certain Convertible Note Due September 14, 2018 issued by Borrower to Holder dated September 14, 2017 (“Debenture”). Except as amended hereby, the terms of the Debenture remain as originally stated. Terms not otherwise defined herein shall have the meaning set forth in the Debenture.
AMENDMENT NO. 1 TO TRANSACTION DOCUMENTSTransaction Documents • May 19th, 2022 • Greater Cannabis Company, Inc. • Pharmaceutical preparations
THIS AMENDMENT NO. 1 TO TRANSACTION DOCUMENTS (the “Amendment”) is entered into effective May 1, 2022 , by and between GREATER CANNABIS COMPANY, INC., a Florida corporation (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND LLC, a Delaware limited liability company (the “Holder,” and together with the Company, collectively, the “Parties”).
ESCROW AGREEMENTEscrow Agreement • June 20th, 2017 • Greater Cannabis Company, Inc. • New York
This Agreement is dated as of the 25th day of May, 2017 among The Greater Cannabis Company, Inc., a Florida corporation (the “Company”), the parties identified on Schedule A hereto (each a “Purchasers”, and collectively “Purchasers”), and Grushko & Mittman, P.C. (the “Escrow Agent”):
EXCHANGE AGREEMENTExchange Agreement • October 23rd, 2019 • Greater Cannabis Company, Inc. • Pharmaceutical preparations • New York
This Exchange Agreement (this “Agreement”) is entered into as of October 18, 2019, by and among The Greater Cannabis Company, Inc., a Florida corporation (the “Company”) and Emet Capital Partners LLC (“Investor”).
EXCHANGE AGREEMENTExchange Agreement • February 15th, 2019 • Greater Cannabis Company, Inc. • Pharmaceutical preparations • New York
This Exchange Agreement (this “Agreement”) is entered into as of February 14, 2019, by and among The Greater Cannabis Company, Inc., a Florida corporation (the “Company”) and Emet Capital Partners LLC (“Investor”).
ADOPTION AGREEMENTAdoption Agreement • June 15th, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses
This Adoption Agreement (“Adoption Agreement”) is executed on June 13, 2018, by Emet Capital Partners LLC (the “Purchaser”) pursuant to the terms of that certain Securities Purchase Agreement dated as of September 14, 2017 (the “Agreement”), by and among The Greater Cannabis Company, Inc. (the “Company”) and the Purchaser, as such Agreement may be amended or amended and restated hereafter. Capitalized terms used but not defined in this Adoption Agreement shall have the respective meanings ascribed to such terms in the Agreement. By the execution of this Adoption Agreement, the Purchaser agrees as follows.
COLLATERAL AGREEMENTCollateral Agreement • June 20th, 2017 • Greater Cannabis Company, Inc. • Florida
THIS AGREEMENT, entered into this 21st day of March, 2017, by and between Sylios Corp, a Florida corporation, whose address is 244 2nd Ave N, Suite 309, St. Petersburg, FL 33701 hereinafter referred to as “BORROWER”, The Greater Cannabis Company, Inc., a Florida corporation, whose address is 244 2nd Ave N., Suite 9, St. Petersburg, FL 33701 hereinafter referred to as “GCC” and SLMI Energy Holdings, LLC, a Georgia limited liability company, whose address is 1377 Old Riverside Road, Roswell GA 30076, hereinafter referred to as “LENDER”. As used herein, the term “PARTIES” shall be used to refer to the LENDER, GCC and the BORROWER jointly.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • August 3rd, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses • Florida
THIS SHARE EXCHANGE AGREEMENT (the “Agreement”) is made this 31st day of July 2018, by and among The Greater Cannabis Company, Inc., a Florida corporation (“GCAN”), Merger Sub, a special purpose Florida corporation established for the purpose of effecting a reverse triangular merger with GCAN, the Company and the Selling Shareholders (“Merger Sub”), Green C Corporation, a Canadian company incorporated under the laws of the Province of Ontario (the “Company”) and the shareholders of the Company as set forth on Exhibit A attached hereto (collectively, the “Selling Shareholders”), on the other hand.
CONSULTING AGREEMENTConsulting Agreement • June 20th, 2017 • Greater Cannabis Company, Inc. • Florida
This Consulting Agreement is effective December 24, 2016 between The Greater Cannabis Company, LLC (the "Company"), a Florida limited liability company, whose address is 735 Arlington Ave N., Suite 308, St. Petersburg, FL 33701 and Valvasone Trust ("Consultant"), whose address is P.O. Box 1972, Mableton, GA 30126.
SURRENDER AGREEMENTSurrender Agreement • May 28th, 2020 • Greater Cannabis Company, Inc. • Pharmaceutical preparations • New York
THIS SURRENDER AGREEMENT (this “Agreement”) is made as of this May 26 2020 by and among The Greater Cannabis Company, Inc. (the “Company”) and Emet Capital Partners LLC (the “Holder”).
ALLONGE TO CONVERTIBLE DEBENTURE DUE SEPTEMBER 14, 2018Convertible Debenture • April 17th, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses
This Allonge (“Allonge”) is made as of March 28, 2018, by The Greater Cannabis Company, Inc., a Florida corporation (“Borrower”) to Emet Capital Partners LLC (“Holder”). Reference is hereby made to that certain Convertible Note Due September 14, 2018 issued by Borrower to Holder dated September 14, 2017 (“Debenture”). Except as amended hereby, the terms of the Debenture remain as originally stated. Terms not otherwise defined herein shall have the meaning set forth in the Debenture.
WAIVERWaiver • April 2nd, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses
This Waiver (“Waiver”) dated as of January 9, 2018 is entered into by and between The Greater Cannabis Company, Inc., a Florida corporation (the “Company”) Emet Capital Partners LLC (the “Holder”).
ContractExclusive License Agreement • August 3rd, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses
THIS EXCLUSIVE LICENSE AGREEMENT (this “Agreement”) is made and entered into as of June 21, 2018 (the “Effective Date”), by and between Pharmedica Ltd. an Israeli company (“Pharmedica”), and Green C Corporation a company incorporated under the laws of Canada with its principal place of business at 1 Whitehorse Road, Unit 16, Toronto, Ontario M3J 3G8 (“Licensee”). Pharmedica and Licensee each may be referred to herein individually as a “Party,” or collectively as the “Parties”.
EXCHANGE AGREEMENTExchange Agreement • October 23rd, 2019 • Greater Cannabis Company, Inc. • Pharmaceutical preparations • New York
This Exchange Agreement (this “Agreement”) is entered into as of October 18, 2019, by and among The Greater Cannabis Company, Inc., a Florida corporation (the “Company”) and Emet Capital Partners LLC (“Investor”).
The Greater Cannabis Company, Inc. Board of Directors Services AgreementBoard of Directors Services Agreement • June 20th, 2017 • Greater Cannabis Company, Inc. • Florida
This Board of Directors Services Agreement (the “Agreement”), dated March 10, 2017, is entered into between The Greater Cannabis Company, Inc., Inc., a Florida corporation (“the Company), and Jimmy Wayne Anderson, an individual with a principal place of residence in St. Petersburg, FL (“Director”).
ANTI-DILUTION AGREEMENTAnti-Dilution Agreement • June 20th, 2017 • Greater Cannabis Company, Inc. • Florida
THIS ANTI-DILUTION AGREEMENT (the “Agreement”) is dated as of February 22, 2017 and is by and among THE GREATER CANNABIS COMPANY, INC., a Florida corporation (the “Company” or “GCC”) and SYLIOS CORP, a Florida corporation (“Sylios”).
DEBT FORGIVENESS, RELEASE AND SETTLEMENT AGREEMENTDebt Forgiveness, Release and Settlement Agreement • August 3rd, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses • New York
This debt forgiveness, release and settlement agreement (this “Agreement”) is entered into this 31st day of July 2018 by and between The Greater Cannabis Company, Inc., a corporation organized under the laws of Florida (“GCAN”), and Jimmy Wayne Anderson, an individual residing in the State of Florida (“Wayne”).
ALLONGE TO CONVERTIBLE DEBENTURE DUE SEPTEMBER 14, 2018Convertible Debenture • May 17th, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses
This Allonge (“Allonge”) is made as of March 28, 2018, by The Greater Cannabis Company, Inc., a Florida corporation (“Borrower”) to Emet Capital Partners LLC (“Holder”). Reference is hereby made to that certain Convertible Note Due September 14, 2018 issued by Borrower to Holder dated September 14, 2017 (“Debenture”). Except as amended hereby, the terms of the Debenture remain as originally stated. Terms not otherwise defined herein shall have the meaning set forth in the Debenture.
The Greater Cannabis Company, Inc.Greater Cannabis Company, Inc. • October 23rd, 2019 • Pharmaceutical preparations
The Greater Cannabis Company, Inc. (“Issuer”) a Florida (state incorporated in) Corporation and Emet Capital Partners LLC (“Investor”) have entered into two Exchange Agreements dated as of October 18, 2019 (the “Agreements”) providing for the issuance of seven convertible notes (the “Notes”).
SERVICE AGREEMENTService Agreement • August 3rd, 2018 • Greater Cannabis Company, Inc. • Retail-catalog & mail-order houses • New York
NOW THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the premises and the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
