0001213900-16-012234 Sample Contracts

FOURTH AMENDMENT TO SENIOR SECURED NOTES
Senior Secured Notes • April 5th, 2016 • Ener-Core, Inc. • Miscellaneous chemical products • New York

THIS FOURTH AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of March 31, 2016 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends those certain Senior Secured Notes dated as of April 23, 2015 (as amended to date, the “Notes”) as issued by the Company pursuant to that certain Securities Purchase Agreement, dated April 22, 2015, by and among the Company, the “Buyers” identified therein, and the Collateral Agent identified therein (as amended to date, the “Agreement”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Notes.

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FIFTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 5th, 2016 • Ener-Core, Inc. • Miscellaneous chemical products • New York

THIS FIFTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of March 31, 2016, by and among Ener-Core, Inc., a Delaware corporation (the “Company”) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of April 22, 2015 (as amended to date, the “Agreement”), by and among the Company, the “Buyers” identified therein, and the Collateral Agent identified therein. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

AMENDMENT TO REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 5th, 2016 • Ener-Core, Inc. • Miscellaneous chemical products • New York

THIS AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of April 4, 2016, by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends that certain Registration Rights Agreement, dated as of December 30, 2015 (the “Agreement”), by and among the Company and the “Buyers” identified therein. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

FOURTH AMENDMENT TO
Securities Purchase Agreement • April 5th, 2016 • Ener-Core, Inc. • Miscellaneous chemical products • New York

THIS FOURTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of March 31, 2016, by and among Ener-Core, Inc., a Delaware corporation (the “Company”) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of May 7, 2015 (as amended to date, the “Agreement”), by and among the Company, the “Buyers” identified therein, and the Collateral Agent identified therein. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

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