0001493152-24-006164 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 13th, 2024 • Healthy Choice Wellness Corp. • Retail-grocery stores • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of January 18, 2024, by and between Healthy Choice Wellness Corp. (the “Company”), and each investor that executes the signature page hereto as a purchaser (each, a “Purchaser” and collectively, the “Purchasers”).

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ORIGINAL ISSUE DISCOUNT PROMISSORY NOTE
Healthy Choice Wellness Corp. • February 13th, 2024 • Retail-grocery stores

THIS ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE (the “Note”) is duly authorized and validly issued at a 10% original issue discount by Healthy Choice Wellness Corp. (the “Company”).

SEPARATION AND DISTRIBUTION AGREEMENT by and between HEALTHIER CHOICES MANAGEMENT CORP. and HEALTHY CHOICE WELLNESS CORP. Dated as of December 11, 2023
Separation and Distribution Agreement • February 13th, 2024 • Healthy Choice Wellness Corp. • Retail-grocery stores • Delaware

THIS SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of December 11, 2023 is made by and between HEALTHIER CHOICES MANAGEMENT CORP., a Delaware corporation (“HCMC”), and HEALTHY CHOICE WELLNESS CORP., a Delaware corporation (“SpinCo”, and together with HCMC each a “Party” and, collectively, the “Parties”).

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