0001477932-15-007741 Sample Contracts

CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT
Convertible Promissory Note Purchase Agreement • December 22nd, 2015 • Kingfish Holding Corp • General bldg contractors - nonresidential bldgs

CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT (this "Agreement"), effective as of December 15, 2015 is entered into by and among KINGFISH HOLDING CORPORATION, a Delaware corporation (the "Company"), and JAMES K. TOOMEY, an individual with his business address at 6425 28th Avenue East, Bradenton, Florida 34208 (the "Investor"). Certain capitalized terms used in this Agreement are defined in Section 5.1 of this Agreement.

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SECOND AMENDMENT AND RESTATEMENT OF CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT
Convertible Promissory Note Purchase Agreement • December 22nd, 2015 • Kingfish Holding Corp • General bldg contractors - nonresidential bldgs

SECOND AMENDMENT AND RESTATEMENT OF CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT (this "Second Amended and Restated Amendment"), effective as December 15, 2015, is entered into by and among Kingfish Holding Corporation, a Delaware corporation (formerly Kesselring Holding Corporation, the "Company"), and James K. Toomey, an individual with his business address at 6425 28th Avenue East, Bradenton, Florida 34208 (the "Investor"). This Second Amended and Restated Amendment amends, restates, and, except as specifically provided herein, supersedes the prior Convertible Promissory Note Purchase Agreement, effective as of October 24, 2014 (the "Original Purchase Agreement"), as amended by First Amendment to Convertible Promissory Note Purchase Agreement, effective as of January 12, 2015 (the "First Amended Purchase Agreement"), as further amended in Section 4.5 of the Convertible Promissory Note Purchase Agreement by and between the Company and the Investor, effective as of May 13, 2015 (the

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