0001640334-19-001406 Sample Contracts
MANAGEMENT ASSIGNMENT AND ASSUMPTION AGREEMENTManagement Assignment and Assumption Agreement • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations
This Assignment and Assumption Agreement (“Agreement”), dated as of June 19, 2019 (the “Effective Date”) is by and among Green Light District Holdings, Inc., a Delaware corporation (“Assignor”), NMG Long Beach, LLC, a California limited liability company (“Assignee”) and the Airport Collective Inc., a California non-profit mutual benefit corporation (the “Remaining Party”). Hereinafter, the Assignor, the Assignee and the Remaining Party are each individually referred to as a “Party” or together as, the “Parties”.
CONTEMPORANEOUS LOANLoan Agreement • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations • California
THIS LOAN AND SECURITY AGREEMENT (the “Loan Agreement”) is made and entered into as this day of June 19, 2019 (the “Effective Date”), by and between Green Light District Holdings, Inc., a Delaware Corporation (the “Borrower”), and Body and Mind Inc., a Nevada Corporation (the “Lender”).
ASSIGNMENT AND FIRST AMENDMENT TO COMMERCIAL LEASECommercial Lease • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations • California
This Assignment and First Amendment to Commercial Lease (this “Amendment”) is entered into and effective as of June 13, 2019 (the “Effective Date”) by and among GREEN ROAD, LLC, a California limited liability company (“Landlord”), David Barakett, an individual (the “Guarantor”), SGSD, LLC, a Nevada limited liability company (“SGSD”), and NMG SAN DIEGO, LLC, a California limited liability company (“NMG”).
LOAN AGREEMENTLoan Agreement • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations • California
This amended loan agreement (this “Agreement”) is made and entered into as of June 19, 2019 (the “Effective Date”), by and between Green Light District Holdings, Inc., a Delaware Corporation (the “GLDH”) and Body and Mind Inc., a Nevada corporation (the “Lender”) (collectively, the “Parties”).
SETTLEMENT AND RELEASE AGREEMENTSettlement and Release Agreement • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations • California
This settlement and release agreement (this “Agreement”) is made and entered into as of June 19, 2019, by and between Body and Mind Inc., a Nevada corporation (“BaM”), BAM’s subsidiaries, NMG Long Beach, LLC, a California limited liability company (“NMG LB”) and NMG San Diego, LLC, a California limited liability company (“NMG SD”) on one hand, and Green Light District Holdings, Inc., a Delaware corporation (“GLDH”), The Airport Collective Inc., a California non-profit mutual benefit corporation (“Airport”), David Barakett, an individual (“Mr. Barakett”) (GLDH, Airport, and Mr., Barakett shall collectively be referred to as, the “Barakett Parties”) and SGSD, LLC, a Nevada limited liability company (“SGSD”) on the other hand. Collectively, the aforementioned Parties shall be referred to herein as the “Parties” or individually as a “Party.”
BARAKETT CONSULTING AGREEMENTConsulting Agreement • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations • California
This consulting agreement (“Agreement”) is made and entered into as of June 19, 2019 by and among NMG Long Beach, LLC, a California limited liability company (“Company”) and David Barakett, an individual (the “Consultant”).
LITIGATION LOANLitigation Loan and Security Agreement • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations • California
THIS LITIGATION LOAN AND SECURITY AGREEMENT (the “Loan Agreement”) is made and entered into as this day of June 19, 2019 (the “Effective Date”), by and between Green Light District Holdings, Inc., a Delaware corporation (the “Borrower”), and Body and Mind Inc., a Nevada corporation (the “Lender”).
ASSET PURCHASE AGREEMENT dated as of June 19, 2019 by and among NMG LONG BEACH, LLC and THE AIRPORT COLLECTIVE, INC. GREEN LIGHT DISTRICT HOLDINGS, INC. ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations • California
This asset purchase agreement (the “Agreement”), is made and entered into effective as of June 19, 2019 by and between the Airport Collective, Inc., a California non-profit mutual benefit corporation (“Airport”), Green Light District Holdings, Inc., a Delaware corporation (“GLDH” and together with Airport, “Seller”) and NMG Long Beach, LLC, a California limited liability company (“Buyer”). As used herein, Seller and Buyer shall collectively be referred to as the “Parties” and each as a “Party”.
AMENDED AND RESTATED SETTLEMENT AND RELEASE AGREEMENTSettlement and Release Agreement • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations • California
This amended and restated settlement and release agreement (this “Agreement”) is made and entered into as of June 28, 2019, by and between Body and Mind Inc., a Nevada corporation (“BaM”), BAM’s subsidiaries, NMG Long Beach, LLC, a California limited liability company (“NMG LB”) and NMG San Diego, LLC, a California limited liability company (“NMG SD”) on one hand, and Green Light District Holdings, Inc., a Delaware corporation (“GLDH”), The Airport Collective Inc., a California non-profit mutual benefit corporation (“Airport”), David Barakett, an individual (“Mr. Barakett”) (GLDH, Airport, and Mr., Barakett shall collectively be referred to as, the “Barakett Parties”) and SGSD, LLC, a Nevada limited liability company (“SGSD”) on the other hand. Collectively, the aforementioned Parties shall be referred to herein as the “Parties” or individually as a “Party.”
TRADEMARK AND TECHNOLOGY LICENSE AND SERVICES AGREEMENTTrademark and Technology License and Services Agreement • July 18th, 2019 • Body & Mind Inc. • Pharmaceutical preparations • California
THIS TRADEMARK AND TECHNOLOGY LICENSE AND SERVICES AGREEMENT (this “Agreement”) is entered into by and between GREEN LIGHT DISTRICT MANAGEMENT, LLC, a Delaware limited liability company (“Licensor”), GREEN LIGHT DISTRICT HOLDINGS, INC., a Delaware corporation (“GLDH”) and Airport Collective Inc., a California non-profit mutual benefit corporation (“Airport”) and BODY AND MIND INC., a Nevada corporation and its affiliates and subsidiaries (“Licensee”) (Licensor, GLDH, Airport and Licensee may each hereinafter be referred to as a “Party” and collectively, as the “Parties”), and effective as of the 19th day of June, 2019 (“Effective Date”).