0001286345-16-000155 Sample Contracts

AMENDED AND RESTATED EQUITY PURCHASE AGREEMENT
Equity Purchase Agreement • December 27th, 2016 • Hpil Holding • Services-management consulting services • California

THIS AMENDED AND RESTATED EQUITY PURCHASE AGREEMENT entered into as of the 27th day of December, 2016 (this "AGREEMENT"), by and between KODIAK CAPITAL GROUP, LLC, a Delaware limited liability company ("INVESTOR"), and HPIL HOLDING, a Nevada corporation (the "COMPANY")"), amends and restates in its entirety that Securities Purchase Agreement dated August 12, 2016 between the Company and Investor.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 27th, 2016 • Hpil Holding • Services-management consulting services • Delaware

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 27, 2016, is entered into by and between HPIL Holding, a Nevada corporation (the “Company”), and Kodiak Capital Group, LLC, a Delaware limited liability company (the “Purchaser”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 27th, 2016 • Hpil Holding • Services-management consulting services • California

This Registration Rights Agreement ("Agreement"), dated August 12, 2016, is made by and between HPIL HOLDING, a Nevada corporation ("Company"), and KODIAK CAPITAL GROUP, LLC a Delaware limited liability company (the "Investor").

AMENDMENT AND WAIVER
Amendment and Waiver • December 27th, 2016 • Hpil Holding • Services-management consulting services

This Amendment and Waiver made this 27th day of December, 2016 (the “Amendment”), by and between Kodiak Capital Group, LLC, a Delaware limited liability company ("Investor"), and HPIL Holding, a Nevada corporation (the "Company"), relates to that Convertible Note entered into between the Company and Investor on June 28, 2016 (the "Note").

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