0001615774-17-001804 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 21st, 2017 • Arkados Group, Inc. • Services-business services, nec • Nevada

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of January 27, 2017, is entered into by and between ARKADOS GROUP, INC., a Delaware corporation, (the “Company”), and LUCAS HOPPEL (the “Buyer”).

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EXCHANGE AGREEMENT
Exchange Agreement • April 21st, 2017 • Arkados Group, Inc. • Services-business services, nec • New York

This Exchange Agreement (this “Agreement”), effective as of the 8th day of January, 2016 (the “Effective Date”), is entered into by and between Arkados Group, Inc., a Delaware corporation (the “Company”), with headquarters located at 211 Warren St., Suite 320, Newark, NJ 07103, and William Carson (“Mr. Carson”) and Susan Carson (“Mrs. Carson,” and, collectively with Mr. Carson, the “Holders”), individuals having their address at 2703 Cottonwood Lane, Colleyville, TX 76034.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 21st, 2017 • Arkados Group, Inc. • Services-business services, nec • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of the 6th day of April, 2017, by and between ARKADOS GROUP, INC., a Delaware corporation, with headquarters located at 211 Warren Street, Suite 320, Newark, NJ 07103 (the “Company”), and the undersigned with principal address set forth on the Purchaser Signature and Subscription Page hereto (the “Purchaser”).

AMENDMENT #1 TO THE SECURITIES PURCHASE AGREEMENT AND $38,500 PROMISSORY NOTE DATED January 27, 2017.
Securities Purchase Agreement and Promissory Note • April 21st, 2017 • Arkados Group, Inc. • Services-business services, nec

The parties agree that the Securities Purchase Agreement and $38,500 Promissory Note by and between Arkados Group, Inc. (“Company”) and Lucas Hoppel (“Holder”) is hereby amended as follows:

SECOND AMENDMENT TO CONVERTIBLE PROMISSORY NOTE NUMBER 2016-1
Convertible Promissory Note • April 21st, 2017 • Arkados Group, Inc. • Services-business services, nec

THIS SECOND AMENDMENT TO CONVERTIBLE PROMISSORY NOTE NUMBER 2016-1 (this “Amendment”) is made and entered into as of April 20, 2017, by and between Arkados Group, Inc., a Delaware corporation (the “Company”), and William and Susan Carson, (the “Purchasers”).

Arkados, INC. FIRST AMENDMENT TO Convertible PROMISSORY NOTE
Convertible Promissory Note • April 21st, 2017 • Arkados Group, Inc. • Services-business services, nec

THIS FIRST AMENDMENT TO CONVERTIBLE PROMISSORY NOTE (this “Agreement”) is made and entered into as of January 27, 2017 (the “Effective Date”), by and between Arkados Group, Inc., a Delaware corporation (the “Company”), and Lucas Hoppel (the “Purchaser”). Initially capitalized terms not otherwise defined herein shall have the meaning set forth in the Note (defined herein).

Arkados, INC. Form OF Second AMENDMENT TO PROMISSORY NOTE
Promissory Note • April 21st, 2017 • Arkados Group, Inc. • Services-business services, nec

THIS SECOND AMENDMENT TO PROMISSORY NOTE (this “Amendment”) is made and entered into as of ___________, 2017, by and between Arkados Group, Inc., a Delaware corporation (the “Company”), and (the “Purchaser”).

ARKADOS, INC. AMENDMENT TO CONVERTIBLE PROMISSORY NOTE NUMBER 2016-1
Convertible Promissory Note Amendment • April 21st, 2017 • Arkados Group, Inc. • Services-business services, nec

THIS AMENDMENT TO CONVERTIBLE PROMISSORY NOTE NUMBER 2016-1 (this “Amendment”) is made and entered into as of December 31, 2016 (the “Effective Date”), by and between Arkados Group, Inc., a Delaware corporation (the “Company”), and William Carson (“Mr. Carson”) and Susan Carson (“Mrs. Carson”, collectively with Mr. Carson, the “Purchasers”).

AMENDMENT #2 TO THE SECURITIES PURCHASE AGREEMENT AND $38,500 PROMISSORY NOTE DATED OCTOBER 28, 2016 AND THE AMENDMENT DATED JANUARY 27TH, 2017.
Securities Purchase Agreement and Promissory Note • April 21st, 2017 • Arkados Group, Inc. • Services-business services, nec

The parties agree that the Securities Purchase Agreement and $38,500 Promissory Note by and between Arkados Group, Inc. (“Company”) and Lucas Hoppel (“Holder”) is hereby amended as follows:

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