0001174947-17-001680 Sample Contracts

JOINT FILING AGREEMENT
Joint Filing Agreement • November 21st, 2017 • Strome Mezzanine Fund, Lp • Food and kindred products

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, Strome Investment Management, LP, Strome Group, Inc. and Mark E. Strome agree separately with each of Strome Mezzanine Fund, LP and Strome Alpha Fund, L.P. to the joint filing on behalf of each of them a statement on Schedule 13D/A (including amendments thereto, if any) with respect to the shares of common stock of Zivo Bioscience, Inc., a Michigan corporation, and that this Agreement may be included as an Exhibit to such joint filing.

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AMENDMENT TO PARTICIPATION AGREEMENT, GUARANTY, WARRANTS AND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Participation Agreement • November 21st, 2017 • Strome Mezzanine Fund, Lp • Food and kindred products • Michigan

THIS AMENDMENT TO PARTICIPATION AGREEMENT, GUARANTY, WARRANTS AND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Amendment”), dated as of November 15, 2017, is by and among Strome Mezzanine Fund LP (“Strome Mezz”), Strome Alpha Fund LP (“Strome Alpha”), HEP Investments, LLC (“HEP”), Zivo Bioscience, Inc. (“Zivo” or the “Company”) and Laith Yaldoo (“Yaldoo”).

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