0001761088-19-000046 Sample Contracts

EXHIBIT B REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 16th, 2019 • STWC. Holdings, Inc. • Services-management consulting services • Nevada

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of April 18, 2019 (the “Execution Date”), is entered into by and between STWC HOLDINGS, INC., a Colorado corporation, with headquarters located at 1350 Independence St., Suite 300, Lakewood, CO 80215 (the “Company”), and Crown Bridge Partners, LLC, a New York limited liability company, with its address at 1173a 2nd Avenue, Suite 126, New York, NY 10065 (the “Investor”).

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COMMON STOCK PURCHASE WARRANT STWC HOLDINGS, INC.
STWC. Holdings, Inc. • May 16th, 2019 • Services-management consulting services • Nevada

This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the funding of purchase price of $95,000.00 under the $100,000.00 convertible promissory note issued to the Holder (as defined below) on April 18, 2019) (the “Note”), Crown Bridge Partners, LLC (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from STWC Holdings, Inc., a Colorado corporation (the “Company”), 60,606 shares of Common Stock (as defined below) (the “Warrant Shares”) at the Exercise Price per share then in effect (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 16th, 2019 • STWC. Holdings, Inc. • Services-management consulting services • Nevada

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 18, 2019, by and between STWC HOLDINGS, INC., a Colorado corporation, with headquarters located at 1350 Independence St., Suite 300, Lakewood, CO 80215 (the “Company”), and CROWN BRIDGE PARTNERS, LLC, a New York limited liability company, with its address at 1173a 2nd Avenue, Suite 126, New York, NY 10065 (the “Buyer”).

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