0001104659-15-045177 Sample Contracts

AMENDMENT NO. 1 TO RIGHTS AGREEMENT
Rights Agreement • June 12th, 2015 • Hill International, Inc. • Services-engineering services • New York

This AMENDMENT NO. 1 TO THE RIGHTS AGREEMENT (this “Amendment”) is dated as of June 9, 2015 (the “Effective Date”) and amends the Rights Agreement, dated as of May 5, 2015 (the “Rights Agreement”), by and between Hill International, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”). Capitalized terms used in this Amendment and not otherwise defined have the meaning given to them in the Rights Agreement.

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