0001214659-11-000391 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 3rd, 2011 • Penny Auction Solutions Inc • New York

Penny Auction Solutions, Inc., a Nevada Corporation (hereinafter referred to as the “Company”), with its principal office at 7964 Arjons Dr., Ste H-206, San Diego, CA 92126

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INVESTMENT AGREEMENT
Investment Agreement • February 3rd, 2011 • Penny Auction Solutions Inc • New York

WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, the Investor shall invest up to ten million dollars ($10,000,000) to purchase the Company's Common Stock, at $0.001 par value per share (the "Common Stock"); and

INCREASE IN EQUITY LINE OF CREDIT ADDENDUM
Penny Auction Solutions Inc • February 3rd, 2011

This Increase in Equity Line of Credit (the “Increase LOC”) is made as of this 28 day of December 2010 by and between Penny Auction Solutions, Inc., a Nevada corporation (the “Company”), and Kodiak Capital Group, LLC, a Delaware limited liability company (the “Investor”) with respect to the following facts:

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