0001493152-13-002526 Sample Contracts

SECURITY AGREEMENT
Security Agreement • November 22nd, 2013 • Bitzio, Inc. • Services-prepackaged software • New Jersey

THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of NOVEMBER 18, 2013, by and among BITZIO, INC., a Nevada corporation (“Company”), and Company’s undersigned subsidiaries (the “Subsidiaries” and, collectively with the Company, the “Grantors”), in favor of 112359 FACTOR FUND, LLC (“the “Secured Party”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 22nd, 2013 • Bitzio, Inc. • Services-prepackaged software • New Jersey

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), is made effective as of NOVEMBER 18, 2013 (the “Effective Date”), by and among 112359 FACTOR FUND, LLC (“Buyer”) and BITZIO, INC. (“Company”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Security Agreement entered into on even date herewith by and between Company and Buyer.

BITZIO, INC. Secured Amended & Restated Convertible Debenture
Entire Agreement • November 22nd, 2013 • Bitzio, Inc. • Services-prepackaged software • New Jersey

FOR VALUE RECEIVED, BITZIO, InC. (hereinafter called the “Obligor” or the “Company”), hereby promises to pay to 112359 FACTOR FUND, LLC (the “Holder”) or its successors and assigns the principal sum of _____ ________________________________ DOLLARS ($_____) in cash or Obligor common stock on the terms and conditions hereof on December 31, 2015 (the “Maturity Date”).

EXCHANGE AGREEMENT
Exchange Agreement • November 22nd, 2013 • Bitzio, Inc. • Services-prepackaged software • New Jersey

This EXCHANGE AGREEMENT (the “Agreement”) dated as of NOVEMBER 18, 2013 (the “Effective Date”) by and between 112359 FACTOR FUND, LLC (the “Buyer”) and BITZIO, INC. (the “Company” and, together with Buyer, the “Parties”) as follows:

DISTRIBUTION AGREEMENT
Distribution Agreement • November 22nd, 2013 • Bitzio, Inc. • Services-prepackaged software • California

This DISTRIBUTION AGREEMENT (the “Agreement”) is made as of the Effective Date by and between E-motion apparel, INC. (“Grantor”), and BITZIO, INC. (“Grantee”).

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