0001056520-10-000445 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 7th, 2010 • DigitalTown, Inc. • Computer & office equipment • Massachusetts

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 18, 2010, by and between DigtialTown, Inc. a Minnesota corporation (the “Company”), and Auctus Private Equity Fund, LLC, Massachusetts corporation (the “Investor”).

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DRAWDOWN EQUITY FINANCING AGREEMENT
Drawdown Equity Financing Agreement • December 7th, 2010 • DigitalTown, Inc. • Computer & office equipment • Massachusetts

THIS AGREEMENT dated as of the day of November 18, 2010 (the “Agreement”) between Auctus Private Equity Fund, LLC a Massachusetts corporation (the “Investor”), and DigitalTown, Inc. a corporation organized and existing under the laws of the Minnesota (the “Company”).

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