0001493152-23-032298 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 12th, 2023 • Digital Locations, Inc. • Refuse systems

This Registration Rights AGREEMENT (the “Agreement”), dated as of September 7, 2023 (the “Execution Date”), is entered into by and between Digital Locations, Inc., a Nevada corporation with its principal executive office at 1117 State Street, Santa Barbara, CA 93101 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102 Jericho, NY 11753 (the “Investor”).

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EQUITY FINANCING AGREEMENT
Equity Financing Agreement • September 12th, 2023 • Digital Locations, Inc. • Refuse systems

This EQUITY FINANCING AGREEMENT (the “Agreement”), dated as of September 7, 2023 (the “Execution Date”), is entered into by and between Digital Locations, Inc., a Nevada corporation with its principal executive office at 1117 State Street, Santa Barbara, CA 93101 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jericho Turnpike, Suite 102, Jericho, NY 11753 (the “Investor”).

MEMBER FINRA/SIPC
Placement Agent Agreement • September 12th, 2023 • Digital Locations, Inc. • Refuse systems • Nevada

This letter (the “Agreement”) constitutes the agreement between Icon Capital Group, LLC, a Texas limited liability company (“ICG” or the “Placement Agent”) and Digital Locations, Inc., a Nevada corporation (the “Company” or “DLOC”), who hereby agrees to sell up to an aggregate of 300,000,000 shares of securities of the Company (the “Shares”) of the Company’s common stock, $.001par value per share (the “Common Stock” or the “Securities”) (in an Offering of up to $10,000,000) directly to GHS Investments LLC (the “Investor”) through the Placement Agent, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of the Securities. The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that the Placement Agent would have the power or authority to bind the Company or any Purchaser or an obligation for the Company

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