Executing Cannabis Contracts

I spend a LOT of time blogging about the importance of written cannabis contracts as a general concept (most recently here or here). Today I want to talk about something that a lot of people overlook when it comes to cannabis contract drafting: how the contract will actually be signed. You may think this is in the weeds, and you’d be right to think that. But issues with properly executing cannabis contracts are more common than you’d think, so let’s dive in a bit.

Who is signing? And can they sign?

Most cannabis contracts are between entities, not individuals. When an entity is a party to a contract, a person needs to sign on behalf of the entity. So, each signing party will need to designate an individual who can fulfill this role. And that person will need to be properly authorized to do the signing.

Authorization here is a key concept. Generally speaking, only certain persons are authorized to sign contracts and bind an entity. For example, a budtender probably wouldn’t be authorized to sign a cannabis lease. Usually, signature authority is reserved to officers or managers of a company. At the same time, non-officer procurement employees may be

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