0001214659-16-013436 Sample Contracts

AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • August 29th, 2016 • Virtual Piggy, Inc. • Services-prepackaged software • Delaware

This AMENDED AND RESTATED SECURITY AGREEMENT is made as of August 26, 2016 between William F. Miller III, an individual residing at [_______________________________], as successor agent (hereinafter, in such capacity, the “Agent”) for itself, the Prior Noteholders (as defined below) and the holders of the New Secured Notes (as defined below) (the “New Noteholders,” and together with the Agent and the Prior Noteholders, collectively, the “Secured Parties”) and Virtual Piggy, Inc., a Delaware corporation with its chief executive office located at 1618 South Broad Street, Philadelphia, PA 19145, Attention: Secretary (the “Debtor”).

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NOTE EXCHANGE AGREEMENT
Note Exchange Agreement • August 29th, 2016 • Virtual Piggy, Inc. • Services-prepackaged software • Delaware

This NOTE EXCHANGE AGREEMENT (the “Agreement”), dated August 26, 2016, is entered into by and between Virtual Piggy, Inc., a Delaware corporation (the “Company”) and the undersigned holders (the “Holders” and each individually a “Holder”) of those certain outstanding unsecured promissory notes issued by the Company to each such Holder, as amended (the “Unsecured Notes”).

CONFIDENTIAL SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 29th, 2016 • Virtual Piggy, Inc. • Services-prepackaged software • Delaware

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated on and as of the latest date set forth on the signature page hereto, by and between Virtual Piggy, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereof (“Purchaser”).

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