22nd Century Group, Inc. Contracts & Agreements

Form of Common Warrant (Filed With SEC on April 9, 2024)

Form of Pre-Funded Warrant (Filed With SEC on April 9, 2024)

Form of Placement Agent Warrant (Filed With SEC on April 9, 2024)

Form of Securities Purchase Agreement, dated April 8, 2024, by and between 22nd Century Group, Inc. and each of the Purchasers (as defined therein) (Filed With SEC on April 9, 2024)

Letter Agreement with JGB (Filed With SEC on April 8, 2024)

Description of Securities Registered Pursuant to Section 12 (Filed With SEC on March 28, 2024)

Form of Amended Debenture (Filed With SEC on December 28, 2023)

Amendment to Equity Purchae Agreement, dated December 22, 2023 (Filed With SEC on December 28, 2023)

JGB Amendment Agreement, dated December 22, 2023 (Filed With SEC on December 28, 2023)

Form of Inducement Warrant (Filed With SEC on November 29, 2023)

Form of Inducement Letter (Filed With SEC on November 29, 2023)

Equity Purchase Agreement, dated November 20, 2023 (Filed With SEC on November 27, 2023)

License Agreement dated November 2, 2023 (Filed With SEC on November 8, 2023)

Retention Agreement between the Company and John Miller dated August 23, 2023 (Filed With SEC on November 6, 2023)

Retention Agreement between the Company and R. Hugh Kinsman dated August 20, 2023, as amended (Filed With SEC on November 6, 2023)

Restated Employment Agreement between the Company and Peter Ferola dated August 20, 2023, as amended (Filed With SEC on November 6, 2023)

Form of Common Warrant (Filed With SEC on October 18, 2023)

Form of Pre-Funded Warrant (Filed With SEC on October 18, 2023)

Form of Placement Agent Warrant (Filed With SEC on October 18, 2023)

Form of Securities Purchase Agreement, dated October 17, 2023, by and between 22nd Century Group, Inc. and each of the Purchasers (as defined therein) (Filed With SEC on October 18, 2023)

Waiver and Amendment Agreement dated October 16, 2023 (Filed With SEC on October 16, 2023)

Form of Warrant (Filed With SEC on July 24, 2023)

Form of Securities Purchase Agreement, dated July 19, 2023, by and between 22nd Century Group, Inc. and each of the Purchasers (as defined therein) (Filed With SEC on July 24, 2023)

Form of Warrant (Filed With SEC on July 7, 2023)

Form of Securities Purchase Agreement, dated July 6, 2023, by and between 22nd Century Group, Inc. and each of the Purchasers (as defined therein) (Filed With SEC on July 7, 2023)

Form of Warrant (Filed With SEC on June 21, 2023)

Form of Securities Purchase Agreement, dated June 19, 2023, by and between 22nd Century Group, Inc. and each of the Purchasers (as defined therein) (Filed With SEC on June 21, 2023)

Form of Warrant Reprice Letter (Filed With SEC on June 21, 2023)

License and Distribution Agreement with Cookies Creative Consulting & Promotions, Inc. dated April 4, 2023 (Filed With SEC on May 9, 2023)

Form of Original Issue Discount Senior Secured Debentures dated March 3, 2023 (Filed With SEC on March 9, 2023)

Form of JGB Warrant (Filed With SEC on March 9, 2023)

Form of Omnia Warrant (Filed With SEC on March 9, 2023)

Employment Agreement between the Company and John J. Miller dated November 11, 2022 (Filed With SEC on March 9, 2023)

Employment Agreement between the Company and Peter Ferola dated September 20, 2022 (Filed With SEC on March 9, 2023)

Securities Purchase Agreement dated March 3, 2023 with each of the purchasers party thereto and JGB Collateral, LLC, a Delaware limited liability company, as collateral agent for... (Filed With SEC on March 9, 2023)

Subordinated Promissory Noted dated March 3, 2023 (Filed With SEC on March 9, 2023)

Form of Warrant (Filed With SEC on July 25, 2022)

Form of Securities Purchase Agreement, dated July 21, 2022, by and between 22nd Century Group, Inc. and each of the Purchasers (as defined therein) (Filed With SEC on July 25, 2022)

Employment Agreement between the Company and R. Hugh Kinsman dated June 15, 2022 (Filed With SEC on June 15, 2022)

Reorganization and Acquisition Agreement dated May 13, 2022 (Filed With SEC on May 18, 2022)

Description of Securities Registered Pursuant to Section 12 (Filed With SEC on March 1, 2022)

Employment Agreement between the Company and Richard Fitzgerald dated November 15, 2021 (Filed With SEC on November 19, 2021)

First Amended and Restated Framework Collaborative Research Agreement between 22nd Century Group, Inc. and Keygene N.V. dated April 16, 2021 (Filed With SEC on August 5, 2021)

Promissory Note Exchange Agreement between 22nd Century Group, Inc. and Panacea dated June 30, 2021 (Filed With SEC on August 5, 2021)

Securities Exchange Agreement between 22nd Century Group, Inc. and PLS, Exactus, Inc. dated June 30, 2021 (Filed With SEC on August 5, 2021)

Placement Agent Agreement, dated June 7, 2021, between 22nd Century Group, Inc. and Cowen and Company, LLC (Filed With SEC on June 7, 2021)

Form of Securities Purchase Agreement, dated June 7, 2021, by and between 22nd Century Group, Inc. and each of the Purchasers (as defined therein) (Filed With SEC on June 7, 2021)

Form of Option Award Agreement under 22nd Century Group, Inc. 2021 Omnibus Incentive Plan (Filed With SEC on May 21, 2021)

Form of Executive RSU Award Agreement under 22nd Century Group, Inc. 2021 Omnibus Incentive Plan (Filed With SEC on May 21, 2021)

Form of Director RSU Award Agreement under 22nd Century Group, Inc. 2021 Omnibus Incentive Plan (Filed With SEC on May 21, 2021)

Description of Securities Registered Pursuant to Section 12 (Filed With SEC on March 11, 2021)

Employment Agreement between the Company and James Mish (Filed With SEC on June 3, 2020)

Employment Agreement between the Company and John Franzino (Filed With SEC on June 3, 2020)

Description of Securities Registered Pursuant to Section 12 (Filed With SEC on March 11, 2020)

Employment Agreement between the Company and Andrea S. Jentsch (Filed With SEC on January 3, 2020)

Series B Preferred Stock Purchase Agreement, dated as of December 3, 2019, between Panacea Life Sciences., Inc and 22nd Century Group, Inc (Filed With SEC on December 3, 2019)

Convertible Note of Panacea Life Sciences., Inc., dated December 3, 2019, issued to 22nd Century Group, Inc (Filed With SEC on December 3, 2019)

Warrant to purchase shares of Series B Preferred Stock of Panacea Life Sciences., Inc., dated December 3, 2019, issued to 22nd Century Group, Inc (Filed With SEC on December 3, 2019)

Side Agreement, dated as of December 3, 2019, Panacea Life Sciences, Inc., [EMPLOYEE], [EMPLOYEE], [EMPLOYEE], [EMPLOYEE], Quintel-MC Incorporated, and 22nd Century Group, Inc (Filed With SEC on December 3, 2019)

Form of New Warrant Agreement (Filed With SEC on November 25, 2019)

Form of Warrant Exercise Agreement (Filed With SEC on November 25, 2019)

Employment Agreement between the Company and Clifford B. Fleet (Filed With SEC on September 13, 2019)

Employment Agreement between the Company and Michael J. Zercher (Filed With SEC on September 13, 2019)

Framework Collaborative Research Agreement, dated as of April 3, 2019, between KeyGene N.V. and 22nd Century Group, Inc (Filed With SEC on May 7, 2019)

Form of Executive Restricted Stock Unit Award Agreement under 22nd Century Group, Inc. 2014 Omnibus Incentive Plan, as amended and restated (Filed With SEC on March 6, 2019)

Form of Director Restricted Stock Unit Award Agreement under 22nd Century Group, Inc. 2014 Omnibus Incentive Plan, as amended and restated (Filed With SEC on March 6, 2019)

Second Amendment to License Agreement with North Carolina State University dated June 22, 2018 (Filed With SEC on August 7, 2018)

Exhibit 10.1 Employment Agreement between Dr. James E. Swauger and the Company, dated October 31, 2017 (Filed With SEC on November 2, 2017)

Placement Agency Agreement, dated October 8, 2017, between 22nd Century Group, Inc. and Chardan Capital Markets, LLC (Filed With SEC on October 10, 2017)

Form of Securities Purchase Agreement, dated October 8, 2017, by and between 22nd Century Group, Inc. and each of the Purchasers (as defined therein) (Filed With SEC on October 10, 2017)

COMMON STOCK PURCHASE WARRANT 22NDCENTURY GROUP, inc. (Filed With SEC on June 19, 2017)

WARRANT EXERCISE AGREEMENT (Filed With SEC on June 19, 2017)

[*] = CERTAIN CONFIDENTIAL INFORMATIONCONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. RESEARCH... (Filed With SEC on March 8, 2017)

[*] = CERTAINCONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIESAND EXCHANGE COMMISSION.... (Filed With SEC on March 8, 2017)

SECURITIESPURCHASE AGREEMENT (Filed With SEC on October 17, 2016)

COMMON STOCK PURCHASE WARRANT 22NDCENTURY GROUP, inc. (Filed With SEC on October 17, 2016)

[Signature Page to XXII Engagement Agreement] (Filed With SEC on July 26, 2016)

SECURITIESPURCHASE AGREEMENT (Filed With SEC on July 26, 2016)

COMMON STOCK PURCHASE WARRANT 22NDCENTURY GROUP, inc. (Filed With SEC on July 26, 2016)

APPENDIX A (Filed With SEC on February 4, 2016)

SECURITIESPURCHASE AGREEMENT (Filed With SEC on February 4, 2016)

COMMON STOCK PURCHASE WARRANT 22NDCENTURY GROUP, inc. (Filed With SEC on February 4, 2016)

EMPLOYMENT AGREEMENT (Filed With SEC on October 9, 2015)

PLACEMENT AGENCY AGREEMENT (Filed With SEC on May 29, 2015)

SECURITIESPURCHASE AGREEMENT (Filed With SEC on May 29, 2015)

COMMON STOCK PURCHASE WARRANT 22NDCENTURY GROUP, inc. (Filed With SEC on May 29, 2015)

APPENDIX 1 NRC PATENT RIGHTS (Filed With SEC on December 29, 2014)

TRANCHE 1A WARRANT (Filed With SEC on September 30, 2014)

TRANCHE 1B WARRANT (Filed With SEC on September 30, 2014)

TRANCHE 2 WARRANT (Filed With SEC on September 30, 2014)

TRANCHE 3 WARRANT (Filed With SEC on September 30, 2014)

CONSULTING AGREEMENT (Filed With SEC on September 30, 2014)

SECURITIES PURCHASE AGREEMENT (Filed With SEC on September 18, 2014)

INVESTMENT AGREEMENT (Filed With SEC on September 18, 2014)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on September 18, 2014)

FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (Filed With SEC on May 19, 2014)

EMPLOYMENT AGREEMENT (Filed With SEC on May 14, 2014)

22nd CENTURY GROUP, INC. 2014 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on April 14, 2014)

22nd CENTURY GROUP, INC. 2014 OMNIBUS INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT (Filed With SEC on April 14, 2014)

RESEARCH LICENSE AND COMMERCIAL OPTION AGREEMENT (Filed With SEC on January 30, 2014)

ASSET PURCHASE AGREEMENT (Filed With SEC on December 13, 2013)

AMENDMENT TO ASSET PURCHASE AGREEMENTOR OVERBID TO ASSET PURCHASE AGREEMENT (Filed With SEC on December 13, 2013)

MEMBERSHIP INTERESTPURCHASE AGREEMENT (Filed With SEC on September 17, 2013)

WARRANT EXERCISE AGREEMENT (Filed With SEC on August 5, 2013)

22nd CENTURY GROUP, INC. 2010 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on May 10, 2013)

22nd CENTURYGROUP, INC. 2010 equity incentive PLAN STOCKOPTION AGREEMENT FOR EMPLOYEES (Filed With SEC on May 10, 2013)

EMPLOYMENT AGREEMENT (Filed With SEC on March 25, 2013)

SERIES A COMMON STOCK PURCHASE WARRANT 22ndcentury group, inc. (Filed With SEC on January 17, 2013)

SERIES B COMMON STOCK PURCHASE WARRANT 22ndcentury group, inc. (Filed With SEC on January 17, 2013)

SERIES C COMMON STOCK PURCHASE WARRANT 22ndcentury group, inc. (Filed With SEC on January 17, 2013)

SECURITIES PURCHASE AGREEMENT (Filed With SEC on January 17, 2013)

REGISTRATIONRIGHTS AGREEMENT (Filed With SEC on January 17, 2013)

FORM OF LOCK-UP AGREEMENT (Filed With SEC on January 17, 2013)

FORM OF LOCK-UPAGREEMENT (Filed With SEC on January 17, 2013)

********* (Filed With SEC on January 2, 2013)

22ndCentury GROUP, INC. COMMONSTOCK Purchase Warrant (Voidafter ____________, 2017) (Filed With SEC on November 13, 2012)

SECURITIES PURCHASE AGREEMENT (Filed With SEC on November 13, 2012)

AMENDMENT (Filed With SEC on August 20, 2012)

22ndCentury GROUP, INC. COMMONSTOCK Purchase Warrant (Void after[____________], 2017) (Filed With SEC on May 18, 2012)

SECURITIESPURCHASE AGREEMENT (Filed With SEC on May 18, 2012)

AGREEMENT (Filed With SEC on January 30, 2012)

CONVERTIBLE PROMISSORY NOTE (Filed With SEC on December 16, 2011)

22ND CENTURY GROUP, INC. COMMON STOCK PURCHASE WARRANT (VOID AFTER [____________], 2017) (Filed With SEC on December 16, 2011)

SECURITIES PURCHASE AGREEMENT (Filed With SEC on December 16, 2011)

NC State University (Filed With SEC on November 23, 2011)

PROMISSORY NOTE (Filed With SEC on September 6, 2011)

LICENSE AGREEMENT (Filed With SEC on September 6, 2011)

LICENSE AGREEMENT (Filed With SEC on August 26, 2011)

PROMISSORY NOTE (Filed With SEC on July 20, 2011)

EMPLOYMENT AGREEMENT (Filed With SEC on June 7, 2011)

AGREEMENTAND PLAN OF MERGER AND REORGANIZATION AMONG 22NDCENTURY GROUP, INC. 22NDCENTURY ACQUISITION SUBSIDIARY, LLC AND 22ndCENTURY LIMITED, LLC JANUARY25, 2011 AGREEMENTAND PLAN... (Filed With SEC on February 1, 2011)

CERTIFICATEOF MERGER OF 22NDCENTURY ACQUISITION SUBSIDIARY, LLC INTO 22NDCENTURY LIMITED, LLC (Filed With SEC on February 1, 2011)

AMENDMENTNO. 1, DATEDJANUARY 4, 2011, TOTHE CONFIDENTIALPRIVATE PLACEMENT MEMORANDUM, DATEDDECEMBER 16, 2010, AND SECURITIESPURCHASE AGREEMENT AND ALL OTHER INVESTMENT DOCUMENTS... (Filed With SEC on February 1, 2011)

CONVERSIONAGREEMENT (Filed With SEC on February 1, 2011)

22ND CENTURY GROUP,INC. COMMON STOCK PURCHASEWARRANT (VOIDAFTER JANUARY25, 2016) (Filed With SEC on February 1, 2011)

22ND CENTURYGROUP, INC. COMMONSTOCK PURCHASEWARRANT (VOID AFTER JANUARY25, 2016) (Filed With SEC on February 1, 2011)

22ND CENTURY GROUP,INC. COMMON STOCK PURCHASEWARRANT (VOIDAFTER JANUARY25, 2016) (Filed With SEC on February 1, 2011)

Rodman& Renshaw, LLC 1251 Avenue of the Americas, 20th Floor,New York, NY 10020 Tel: 212 ###-###-#### Fax: 212 ###-###-#### www.rodm.com Member: FINRA,SIPC (Filed With SEC on February 1, 2011)

PLACEMENT AGENCYAGREEMENT December1, 2010 (Filed With SEC on February 1, 2011)

ESCROWAGREEMENT (Filed With SEC on February 1, 2011)

SPLIT-OFFAGREEMENT (Filed With SEC on February 1, 2011)

EMPLOYMENTAGREEMENT (Filed With SEC on February 1, 2011)

LOCK-UPAGREEMENT (Filed With SEC on February 1, 2011)

AMENDMENTTO $80,000 8.25% CONVERTIBLE PROMISSORY NOTE DATEDMAY 8, 2009 (Filed With SEC on December 1, 2010)

TOUCHSTONEMINING LIMITED 10%CONVERTIBLE PROMISSORY NOTE (Filed With SEC on December 1, 2010)

TOUCHSTONE MININGLIMITED 8.25% CONVERTIBLE PROMISSORY NOTE (Filed With SEC on May 20, 2009)

STOCK PURCHASE AGREEMENT (Filed With SEC on October 1, 2007)

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22nd Century Group, Inc. Contracts & Agreements