AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 29th, 2019 • Acreage Holdings, Inc. • Delaware
SUPPORT AGREEMENTSupport Agreement • January 29th, 2019 • Acreage Holdings, Inc. • British Columbia
LOCK-UP AGREEMENTLock-Up Agreement • January 29th, 2019 • Acreage Holdings, Inc. • Ontario
This LOCK-UP AGREEMENT (this “Agreement”) is dated as of September 21, 2018, by and between High Street Capital Partners, LLC, a limited liability company incorporated under the laws of the State of Delaware (“Acreage”) and Michael Stein (“Shareholder”).
TAX RECEIVABLE AGREEMENT by and among ACREAGE HOLDINGS AMERICA, INC., HIGH STREET CAPITAL PARTNERS, LLC, and THE MEMBERS OF HIGH STREET CAPITAL PARTNERS, LLC FROM TIME TO TIME PARTY HERETO Dated as of November 14, 2018Tax Receivable Agreement • January 29th, 2019 • Acreage Holdings, Inc. • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of November 14, 2018, is hereby entered into by and among Acreage Holdings America, Inc., a Nevada corporation (the “U.S. Corporation”), High Street Capital Partners, LLC, a Delaware limited liability company (the “U.S. LLC”) and each of the Members from time to time party hereto. Capitalized terms used but not otherwise defined herein have the respective meanings set forth in Section 1.1.
SUPPORT AGREEMENTSupport Agreement • January 29th, 2019 • Acreage Holdings, Inc. • British Columbia
ACREAGE HOLDINGS, INC. - and - ODYSSEY TRUST COMPANY - and - EACH OF THE PERSONS LISTED ON SCHEDULE “A” HERETO COATTAIL AGREEMENT November 14, 2018Coattail Agreement • January 29th, 2019 • Acreage Holdings, Inc. • British Columbia
FORM 4 LISTING AGREEMENTListing Agreement • January 29th, 2019 • Acreage Holdings, Inc. • Ontario
IN CONSIDERATION of the listing of the securities referred to in the Issuer’s Listing Statement or in consideration of the subsequent listing of all other securities, the undersigned (hereinafter called the “Issuer”) hereby agrees with CNSX Markets Inc. (hereinafter called “CSE”, the “Exchange” or “Canadian Securities Exchange”) that:
BUSINESS COMBINATION AGREEMENT AMONG APPLIED INVENTIONS MANAGEMENT CORP. - and - HIGH STREET CAPITAL PARTNERS, LLC - and - ACREAGE FINCO B.C. LTD. - and - HSCP MERGER CORP.- and - - and - ACREAGE HOLDINGS AMERICA, INC .- and - ACREAGE HOLDINGS WC,...Business Combination Agreement • January 29th, 2019 • Acreage Holdings, Inc. • Ontario
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF High Street Capital Partners, LLC, d/b/a Acreage Holdings a Delaware limited-liability company Dated as of November 14, 2018Limited Liability Company Agreement • January 29th, 2019 • Acreage Holdings, Inc. • Delaware
This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of November 14, 2018, 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).
