Royalty Report: Cannabis, Tobacco, Drugs – Collection: 365842

License Grant

The Parties hereby agree to form a Delaware Limited Liability Company to pursue the Business Opportunities and developing additional markets for the sale of the Products in various states in the United States of America. Licensor will provide the undisclosed New Company with devices specifically configured for hemp/CBD and the New Company will have the exclusive right to that configuration in the defined geographic area. Licensor will design and build the equipment necessary for the manufacturing of the Consumables and contribute that equipment to New Company. Licensor will license its intellectual property to the New Company as necessary.

License Property

Licenors Technology means the developed and patented “heat not burn” technology which allows hemp/CBD to be ingested via inhalation without the necessity of burning the organic product technology and patents include an activator device that provides the heat (“Device”) and consumable packets containing a susceptor as the heating element and the hemp/CBD to be heated (“Consumables”).

Field of Use

Field of use is for creating hemp/CBD to be ingested via inhalation.

License Grant

The Licensor and the Licensee entered into a non-exclusive License Agreement. The Licensor will provide CBD oil cartridges to be used in an e-cigarette.

License Property

CBD is a new cannabidiol e-cigarette.

The Licensor will be responsible for the active ingredient and will source and qualify the CBD oil and will formulate the contents of the pre-filled cartridges and refill units.

Field of Use

The Licensee has a proprietary device that dispenses a measured and consistent amount of active ingredient per puff and that also features an optional childproofing device.

This new product will utilize Licensee's patent pending, proprietary device that dispenses a measured and consistent amount of active ingredient per puff and that also features an optional childproofing device.

License Grant

The Netherlands Licensor and Licensee collaborate research in respect of the Project Technology Results, Licensor Identified Targets and/or Non-Licensor Identified Targets.

Licensor hereby assigns, transfers and conveys to XXII all right, title and interest in and to the Results. Licensor shall execute and deliver to XXII such documents, instrument and other writings reasonably requested by XXII to vest all right, title and interest in the Results in XXII.

License Property

Licensor Identified Targets means Results that constitute or are based on genes, alleles and other regulatory elements that are identified by Licensor in the course of a Project (i.e. KeySeeQ output), other than publicly known regulatory elements.

Non-Licensor Identified Targets means Results that constitute or are based on genes, alleles and other regulators that are publicly known regulatory elements.

Project Technology Results means (i) any and all protocols, methods, procedures, know-how, software, inventions, technologies and/or combinations thereof, whether in electronic form or not and whether or not laid down in protocols that (A) is developed, created and/or generated by Licensor from the execution of a Project, (B) is applicable to the Field, and (C) is expressly a deliverable of a Project as further detailed in a PAS and/or is otherwise expressly agreed by the Parties prior to the commencement of a respective Project as being a Project Technology Result, unless otherwise agreed to in writing by the Parties after the commencement of a Project and (ii) any other protocols, methods, procedures or technologies that may be separately approved by the Steering Committee as Project Technology Results.

Licensor is a global leader in plant research involving high-value genetic traits and increased crop yields.

The focus of the collaboration will include
(i) Creating a cutting-edge genetic database which utilizes the results of genomic analyses of several hundred existing, exceptional hemp/cannabis plant lines for use in the acceleration of the Company’s development and licensing of uniquely characterized and improved hemp/cannabis plants;

(ii) Enhancing genetic variation to empower Licensee’s development of new and significantly improved varieties of hemp/cannabis plant lines and varieties with highly desirable cannabinoid profiles optimized for medicinal or therapeutic applications;

(iii) Creating a proprietary and industry-leading high-resolution “molecular genetic map” of the entire cannabis plant genome to facilitate rapid, cost-effective breeding of innovative varieties of hemp/cannabis plants with distinctive agronomic traits;

(iv) Analyzing the genomic sequences of multiple species of the hemp/cannabis plant and identifying shared genetic markers, allowing Licensee to develop improved commercial hemp/cannabis plant lines more rapidly than through conventional plant breeding approaches; and

(v) Initiating the rapid-cycle generation of hemp/cannabis plant lines with distinctive cannabinoid and terpene profiles to create elite lines.

Field of Use

Field means any and all use of, research regarding, and/or commercialization of hemp and/or cannabis (all versions and types of the genus Cannabis Sativa L plant), and/or any parts thereof, for any and all purposes, including but not limited to human, medical, agricultural, veterinary, therapeutic and other such purposes.

Licensor provides Licensee access to a unique suite of crop innovation platforms, including genomics, molecular genetics, trait discovery and breeding technologies.

License Grant

Sublicensor hereby grants to Sublicensee, and Sublicensee hereby accepts, a transferable, non-exclusive right and license under the Licensed Science to make or have made the Licensed Products and to use the Licenses Science Patents, Know-How, and Licensed Products in connection with the Field, including the distribution, sale, and marketing thereof, in the Territory.

The Licensed Science Sublicense granted is for the purpose of engaging in the business of treating, producing, manufacturing, marketing and selling Licensed Products.

License Property

Licensed Products means any CBD products related to the Field, whether owned by Licensor or Sublicensor or licensed by Licensor or Sublicensor now or hereafter, that are covered by any Valid Claim(s) contained in any of the Patents, and/or based on the products, processes or methods developed using the Licensed Science.

The Licensed Science as its relates to the production, methods, and products of CBD and its derivatives.

Field of Use

Field means the
(a) production and manufacturing of CBD, CBD byproducts and CBD derivatives, from non-psychoactive, low-THC cannabis sativa plant strains and cannabinoids (collectively, Cannabis), for Sale and use at retail or wholesale where permitted, including, without limitation, CBD food additives, CBD edibles, and CBD hemp variations of the foregoing;
(b) CBD-related research, teaching and education for both medical and other purposes; and
(c) all medical uses and applications of CDB.

The Field is exclusive to production, methods, and products of CBD and its derivatives, and excludes and prohibits any THC related products having measurable tetrahydrocannabinol concentration potency above 3.0% on a dry weight basis, production methods, techniques, or Know How.

License Grant

The Licensor and Netherlands Licensee collaborate research in respect of the Project Technology Results, Licensee Identified Targets and/or Non-Licensee Identified Targets.

License Property

Licensee Identified Targets means Results that constitute or are based on genes, alleles and other regulatory elements that are identified by Licensee in the course of a Project (i.e. KeySeeQ output), other than publicly known regulatory elements.

Non-Licensee Identified Targets means Results that constitute or are based on genes, alleles and other regulators that are publicly known regulatory elements.

Project Technology Results means (i) any and all protocols, methods, procedures, know-how, software, inventions, technologies and/or combinations thereof, whether in electronic form or not and whether or not laid down in protocols that (A) is developed, created and/or generated by Licensee from the execution of a Project, (B) is applicable to the Field, and (C) is expressly a deliverable of a Project as further detailed in a PAS and/or is otherwise expressly agreed by the Parties prior to the commencement of a respective Project as being a Project Technology Result, unless otherwise agreed to in writing by the Parties after the commencement of a Project and (ii) any other protocols, methods, procedures or technologies that may be separately approved by the Steering Committee as Project Technology Results.

Field of Use

Field means any and all use of, research regarding, and/or commercialization of hemp and/or cannabis (all versions and types of the genus Cannabis Sativa L plant), and/or any parts thereof, for any and all purposes, including but not limited to human, medical, agricultural, veterinary, therapeutic and other such purposes.

License Grant

The Licensor grants to Licensee, a non-exclusive limited License for the right to utilize the Property solely in connection with the legal branding of the Licensed Articles and the marketing, sale and distribution of said THC branded products containing cannabis and nationwide for Pineapple Express branded products containing CBD rich hemp oil, in the specific Territory and Retail Channels via print and digital catalog and online marketing via THC.com, Pineapple Express.com, and other marketing platforms solely paid for by Licensee.  Products are any and all licensed products manufactured using cannabis infused oils, tinctures, butters, for topical and ingestible use.

License Property

Licensor has created and owns and/or controls the Property.

Property includes any and all licensed products manufactured using cannabis infused oils, tinctures, butters, for topical and ingestible use.

Field of Use

Licensee desires to obtain a License to manufacture certain items of merchandise or products bearing or otherwise utilizing the Property and to seek Licensors help to market, sell and distribute said Licensed Articles within the Territory.

License Grant

Licensor hereby grants to Licensee an exclusive, world-wide, License to use the HDI Technology solely in the Cannabis Application, for the purpose of processing Cannabis Materials using the SPR in the Cannabis Industry. (The aforesaid license grant is herein sometimes referred to as the “License”).

Licensor grants an exclusive license to all Licensors Intellectual Property and patented technology and creates a partnership to bring their patented controlled cavitation process to the cannabis industry.

License Property

Licensor has the Shockwave Powerâ„¢ Reactor (SPR) rights for mixing and Heating, Hydrogenating Substances, Continuous Hydrodynamics cavitation crystallization, and four other patents.

Licensor is the owner of certain Technology called ShockWave Power™. Licensor owns Intellectual Property (“IP”, defined below), manifested in Patents, Trade Secrets, and Know How, which are embodied in Licensor's proprietary ShockWave Power Reactor/Extractor (“SPR™), and which IP is useful in a variety of industries including but not limited to those industries that extract, mix, heat, hydrate, homogenize and crystallize materials.

“Cannabis Industry” means the industry where cannabis oils and other compounds containing cannabis (“Cannabis Materials”, defined below) are derived from the cannabis sativa, cannabis indica, and cannabis ruderalis plants, including marijuana and hemp, either singularly or by mixing with substances other than cannabis oils.

“Cannabis Application” means the use of the Licensor Technology to achieve a specific result when processing only “Cannabis Materials”.

“ShockWave Power Reactor/Xtractor (SPR™”) means HDI’s proprietary device that embodies the HDI Technology in performing multiple heating, mixing and extraction functions.

“ShockWave Power Reactor/Xtractor (SPR™”) means HDI’s proprietary device that embodies the HDI Technology in performing multiple heating, mixing and extraction functions.

“Standalone SPR” means an SPR mounted on a skid containing no other equipment other than that necessary to run the SPR.

Field of Use

Illustrative, but not all, areas of use of the Licensed Technology covered by this Agreement are
(i) UV light for decarboxylation of THC
(ii) Crystallization of CBD or THC
(iii) mixing of cannabis oil with other substances to create foods, beverages, or other products which are themselves not cannabis oils
(iv) Use of Electrochemistry or UltraViolate (UV) SPR’s or other advanced oxidation materials to produce radicals for the production of CBN
(v) Hydrogenation of cannabis oils
(vi) processing of hemp oils for biofuels.
(vii) Development of an SPR for supercritical CO2