UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): ~~May~~July 1011, 2019

NOTIS GLOBAL, INC.

(Exact name of registrant as specified in its charter)

Nevada		000-54928		30-0893689
(State or other jurisdiction of incorporation)		(Commission File Number)		(~~IRS~~I.R.S. Employer Identification ~~No.~~Number)

1715 Highway 35 North, Suite 101

Middletown, New Jersey 07748

(Address of principal executive ~~offices~~office, including zip code)

~~Registrant’s telephone number, including area code:~~ (800) 762-1452

~~N/A~~(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Indicate~~Indicated by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [X]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Securities registered pursuant to Section 12(b) of the Act: None.

Item 1.01. Entry into a Material Definitive Agreement.

~~Partner~~On ~~Farm~~July 11, 2019, NY – SHI, LLC, a New York limited liability company (“NY – SHI”), and EWSD I, LLC d/b/a SHI Farms, a Delaware limited liability company (“SHI Farms”), each a wholly-owned subsidiary of Notis Global, Inc., a Nevada corporation (the “Registrant”; and, collectively with NY – SHI and SHI Farms, the “Company”), entered into a joint venture agreement (the “Joint Venture Agreement”) with Canbiola Inc., a Florida corporation (“Canbiola”), and NY Hemp Depot, LLC, a Nevada limited liability company (“Canbiola Sub”). The purpose of the joint venture is to develop and implement a business model referred to as the “Depot Model” (the “Joint Venture”) to aggregate and purchase fully-grown, harvested industrial hemp from third-party farmers in the State of New York to be processed in any processing facility chosen by NY – SHI.

OnPursuant ~~May~~to ~~10, 2019, Notis Global, Inc., a Nevada company (~~the ~~“Registrant”)~~Joint ~~through~~Venture ~~its subsidiary, EWSD I, LLC d/b/a Shi Farms, a Delaware company (together with the Registrant, the “Company”) entered into a partner farm agreement (the “Partner Farm~~ Agreement~~”) with Mile High Labs~~, ~~Inc,~~NY a– ~~Colorado~~SHI ~~company~~and ~~(“Mile~~Canbiola ~~High”).~~Sub ~~Pursuant~~will tojointly ~~the Partner~~seek ~~Farm~~farmers ~~Agreement, the Company has agreed~~ to ~~produce,~~grow ~~sell~~ and~~/or~~ ~~deliver~~cultivate ~~certain~~industrial ~~dried~~ hemp ~~products (the “Product”)~~ toin ~~Mile High, and Mile High has agreed to purchase such Product from~~ the ~~Company~~State ~~and/or~~of ~~provide~~New ~~certain~~York ~~processing~~for ~~services (~~the ~~“Processing~~ ~~Services”)~~Joint Venture. ~~Among~~In ~~other obligations~~addition, the ~~Company~~Joint ~~has~~Venture ~~agreed~~may tosell ~~provide a physical location~~ to ~~perform such Processing Services on~~ the ~~Company’s~~farmers ~~property~~feminized ~~(the~~hemp ~~“Property”)~~seeds, ~~the infrastructure necessary to access~~clone ~~the~~plants, ~~Property~~ and ~~the~~additional ~~construction~~materials ~~of certain structures for the purpose of conducting the Processing Services on the Property. Among other obligations, Mile High is~~ required to ~~provide,~~grow ~~transport~~ and ~~install~~cultivate ~~all~~industrial ~~necessary~~hemp ~~equipment to operate the processing facilities located on the Property, subject to the terms~~ and ~~provisions therein. Mile High has also agreed to~~ provide ~~the Company with priority processing services for the Product specified in the Partner Farm Agreement, of up~~ to ~~twenty five percent (25%) of~~ the ~~production~~farmers ~~capacity of~~ the ~~processing facilities operated by Mile High on the Property. The Partner Farm Agreement will have an~~ initial ~~term of five (5) years and shall renew automatically thereafter for one (1) year increments~~training ~~and~~reasonably isrequired terminable by either Mile High or the Company upon sixty (60) days’ written notice. The Company will receive 20% of all sales of the Product and Mile High will receive 80% of the sales price, subject to the payment schedule and terms attached thereto. Additionally, the Company has agreed to indemnify Mile High against actual incurred liability arising out of any third party claims of death, injury or damage to property resulting from the Company’s breach of the agreement, breach of any representation or warranty, or any negligence or willful act or omission in the production or transfer of the Product. Mile High has agreed to indemnify the Company from any actual incurred liability arising out of any third party claim for ~~death, injury~~them ~~or damage~~ to ~~property~~grow ~~resulting~~industrial ~~from the use of the Product based upon Processor’s material breach of the Partner Farm Agreement, or from negligent use or willful misuse of the processing machinery on the Property~~hemp. Mile High will not be responsible for any special, consequential or punitive damages or lost profits arising out of a breach of the agreement. The indemnification responsibilities of the parties will survive any termination or expiration of the Partner Farm Agreement.

~~Supply~~Canbiola ~~Agreement~~Sub is responsible for securing the building on behalf of the Joint Venture in the State of New York to house certain of the operations of the business of the Joint Venture (the “NY Hemp Depot Facility”). Canbiola Sub will manage and direct the day-to-day operations of the Joint Venture and provide farmer recruitment services. NY – SHI is responsible for providing to the Joint Venture technical expertise regarding the growth and cultivation of industrial hemp, a license from the New York State Department of Agriculture and Markets that permits the growth of industrial hemp (the “Cultivating License”), and the farmer recruitment services.

InUpon ~~connection~~the ~~with,~~execution ~~and~~of ~~pursuant to,~~ the ~~Partner~~Joint ~~Farm~~Venture Agreement, ~~the~~Canbiola ~~Company~~Sub ~~also~~delivered ~~entered~~to ~~into~~NY a– ~~supply~~SHI ~~agreement,~~a ~~dated~~cash ~~May~~payment 10of $500, ~~2019~~000.00 ~~(the “Supply Agreement”~~ and ~~together with the Partner Farm Agreement~~, ~~the “Agreements,” and~~within ~~each,~~30 andays ~~“Agreement”),~~of ~~with~~the ~~Mile~~Closing ~~High~~Date, ~~whereby~~Canbiola ~~the~~is ~~Company~~obligated ~~will~~to ~~produce~~issue and ~~sell~~deliver to$500,000.00 ~~Mile~~in ~~High,~~value ~~and~~of ~~Mile~~Canbiola’s ~~High~~common ~~will~~stock ~~purchase~~to ~~and~~NY ~~accept~~– ~~from~~SHI; ~~the~~provided ~~Company~~that the ~~Products~~Cultivating ~~enumerated~~License inhas ~~the~~been ~~Agreements~~amended into ~~quantities~~add ~~specified in~~ the ~~Agreements~~NY ~~and~~Hemp ~~by Mile~~Depot ~~High from time-to-time~~Facility. ~~Pursuant~~Additionally, pursuant to the ~~Supply~~Joint Venture Agreement, ~~following~~SHI ~~the~~Farms ~~processing~~has ~~of the Product, the Company and Mile High have~~ agreed, ~~among other things,~~ to sell ~~the~~certain ~~finished~~isolate ~~Product as partners and~~ to ~~co-brand~~Canbiola ~~the~~or ~~finished~~its ~~Product~~designated ~~with~~affiliate ~~both~~at the ~~Company’s~~cost ~~and Mile High’s name and logo. Should Mile High establish a cooperative advertising and promotional program, the Company will be required to pay a co-op fee equal to 3%~~ of ~~the~~processing ~~amount of~~ the ~~purchase~~isolate ~~order~~ from ~~Mile~~biomass ~~High. The initial term of the Supply Agreement is five (5) years~~ and ~~shall~~granted ~~renew~~Canbiola ~~automatically~~Sub ~~for~~an ~~one~~interest ~~(1) year increments thereafter unless earlier terminated~~ in ~~writing~~ ~~by either Mile High or~~ the ~~Company~~one ~~upon~~and ~~sixty~~one-half ~~(60)~~percent ~~days’~~payments ~~written~~due ~~notice. The Company has agreed~~ to ~~indemnify Mile~~SHI ~~high~~Farms ~~against~~in ~~any~~connection ~~actual~~with ~~incurred~~its ~~liability~~agreements ~~arising~~with ~~out of any third party claim resulting from farming and the Company’s own marketing and sales of the Product.~~ Mile High ~~has agreed to indemnify the Company against any actual incurred liability arising out of any third party claims resulting from production or its own marketing and sales of the Product~~Labs. ~~Such indemnification provisions will survive any termination or expiration of the Supply Agreement.~~

The ~~Agreements~~“gross ~~may~~profits” befrom ~~terminated by either party if~~ the ~~non-terminating~~Joint ~~party~~Venture, ~~(a)~~which ~~becomes~~are ~~insolvent,~~defined oras ~~(b)~~gross ~~upon~~revenues ~~the~~less ~~material breach~~certain bydirect aoperational ~~party in the performance or observance of any material provision that is not resolved within sixty (60) days. Upon termination of either of the Agreements~~costs, ~~the terminating party~~ will be ~~released~~distributed ~~from~~quarterly ~~all~~in ~~obligations~~arrears ~~and~~with ~~duties under such breached Agreement. Additionally, in~~ the ~~event~~first ofdistribution ascheduled ~~termination~~to ofbe ~~the~~made ~~Partner~~on ~~Farm~~March ~~Agreement~~31, ~~the~~2020, ~~processing~~of ~~facility~~which ~~will remain~~70% ~~accessible~~is ~~for a reasonable period of time~~ to be ~~allow~~distributed ~~Mile High~~ to ~~remove~~Canbiola ~~all~~Sub ~~equipment~~ and ~~materials~~30% ~~from~~is ~~the Property, subject~~ to ~~the~~be ~~terms~~distributed ~~and~~to ~~provisions~~NY of– ~~the Agreements~~SHI.

The ~~foregoing~~Joint ~~descriptions~~Venture ofAgreement ~~each~~contains ofcustomary ~~the~~representations, ~~Agreements~~warranties, ~~are~~covenants, ~~qualified~~and inindemnities ~~their entirety~~ by ~~reference~~each ~~to the complete text~~ of ~~the~~its ~~Partner Farm Agreement and the Supply Agreement, as~~ applicable, ~~which the Company intends to file as exhibits to the Company’s next periodic report~~parties.

~~SIGNATURE~~The foregoing is a summary and is qualified in its entirety by reference to the Joint Venture Agreement, attached hereto as Exhibit 10.132.

Item 9.01

Financial Statements & Exhibits.

(d) Exhibits

Exhibit No.		Description
10.132*		Joint Venture Agreement dated July 11, 2019.

*Filed herewith

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: May 16, 2019

Dated: July 17, 2019	NOTIS GLOBAL, INC.

	By:	/s/ Ned L. Siegel
		Ned L. Siegel
		Executive Chairman (Principal Executive Officer)

NOTIS GLOBAL, INC. By: /s/ Ned L. Siegel Name: Ned L. Siegel Title: Executive Chairman (Principal Executive Officer)

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