0001477932-16-007928 Sample Contracts

Contract
Spotlight Innovation, Inc. • January 7th, 2016 • Oil & gas field services, nec • Iowa

THIS NOTE AND THE SHARES OF COMMON STOCK WHICH MAY BE PURCHASED PURSUANT TO THE CONVERSION OF THIS NOTE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION UNLESS THE TRANSFER IS IN ACCORDANCE WITH RULE 144 OR A SIMILAR RULE AS THEN IN EFFECT UNDER THE SECURITIES ACT OR UNLESS THE COMPANY RECEIVES AN OPINION OF COUNSEL REASONABLY ACCEPTABLE TO IT STATING SUCH SALE OR TRANSFER IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE ACT.

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TERMINATION AGREEMENT AND RELEASE
Termination Agreement and Release • January 7th, 2016 • Spotlight Innovation, Inc. • Oil & gas field services, nec

This TERMINATION AGREEMENT AND RELEASE, dated as of December 23, 2015 (this "Agreement"), is entered into by and among Spotlight Innovation Inc. ("Company"), the nine investors listed on the signature page hereto (each, an "Investor" and collectively, the "Investors"), Elco Securities, Ltd. (the "Intermediary"), Jonathan Kramer ("Escrow Agent"), Catwalk Capital, LLC (the "Advisor"), and Cristopher Grunewald.

TERMINATION AGREEMENT AND RELEASE
Termination Agreement and Release • January 7th, 2016 • Spotlight Innovation, Inc. • Oil & gas field services, nec • Iowa

This TERMINATION AGREEMENT AND RELEASE, dated as of December 23, 2015 (this "Agreement"), is entered into by and among Spotlight Innovation Inc. ("Maker") and The Greig Companies, Inc. ("Holder").

TERMINATION AGREEMENT AND RELEASE
Termination Agreement and Release • January 7th, 2016 • Spotlight Innovation, Inc. • Oil & gas field services, nec • Iowa

This TERMINATION AGREEMENT AND RELEASE, dated as of December 23, 2015 (this "Agreement"), is entered into by and among Lextacan Development, Ltd., Ocana Limited, Tosca Limited (each, a "Holder" and collectively, the "Holders"), and Spotlight Innovation Inc. ("Maker").

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