On July 23, 2014, the Company’s stockholders approved the Company’s Amended and Restated 2013 Equity Incentive Plan (the “Plan”) which reserves 10,000,000 shares of the Company’s common stock for issuance under the Plan. There are no outstanding options or warrants for the purchase of the Company’s common stock.

As previously reported in that certain Current Report on Form 8-K filed with the SEC on August 11, 2014, on August 9, 2013 the Company entered into a Non-Exclusive License and Distribution Agreement (the “HempMeds Agreement”) with HempMeds PX, LLC (“HempMeds”), which was effective as of July 1, 2013. HempMeds is a wholly-owned subsidiary of MJNA, a stockholder of the Company. The HempMeds Agreement granted HempMeds a non-exclusive, worldwide license and right to promote, market, sell, distribute and service the Company’s products and set forth the terms and conditions under which HempMeds would promote, market, sell, distribute and service the Company’s products including initial pricing for such services, which could be adjusted by the Company upon 30 days prior notice to HempMeds and the achievement of minimum purchase and sales quotas. Under the terms of the HempMeds Agreement, HempMeds was to be invoiced monthly for goods shipped with payment due 15 days after the date of invoice. In addition the HempMeds Agreement granted HempMeds an exclusive license to distribute the Company’s products online through HempMeds’ websites.

The initial term of the HempMeds Agreement to be was effective through June 30, 2016, and automatically renew for additional one-year periods unless terminated by either party upon 90 days prior notice of termination or otherwise in accordance with its terms.

On August 11, 2014, the HempMeds Agreement was terminated by the Company in accordance with the terms of the HempMeds Agreement which permitted the Company to terminate the HempMeds Agreement in the event of certain defaults by HempMeds. The Company had previously notified HempMeds that it was in breach of various provisions of the HempMeds Agreement including provisions regarding HempMeds distribution of competing products, the requirement that HempMeds obtain prior approval of marketing and promotional materials, the Company’s ability to access HempMeds sales data, and HempMeds payment of amounts due under the HempMeds Agreement, amongst others.