0001654954-17-006224 Sample Contracts

Contract
Agreement • July 7th, 2017 • Root9B Holdings, Inc. • Services-management consulting services • Delaware

Agreement (this “Agreement”) dated as of June 30, 2017 (the “Effective Date”), by and between root9B Holdings, Inc., a Delaware Corporation (the “Company”) and Joseph J. Grano, Jr. (“Grano”).

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AMENDMENT NO. 3 TO SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 7th, 2017 • Root9B Holdings, Inc. • Services-management consulting services • Delaware

This Amendment No. 3 (this “Amendment”) to Securities Purchase Agreement dated as of September 9, 2016 (as amended, the “Agreement”) is made and entered into effective as of March 24, 2017 (the “Effective Date”), by and among root9B Holdings, Inc. (f/k/a root9B Technologies, Inc.), a Delaware corporation (the “Company”) and the purchasers listed on Exhibit A of the Agreement (the “Purchasers”). Capitalized terms used but not otherwise defined herein shall have the same meanings as set forth in the Agreement.

ROOT9B HOLDINGS, INC. AMENDMENT NO. 1 TO PROMISSORY NOTE
Promissory Note • July 7th, 2017 • Root9B Holdings, Inc. • Services-management consulting services • New York

This Amendment No. 1 to the Promissory Note (this “Amendment”) is made and entered into effective as of February 8, 2017 (the “Effective Date”), by and among root9B Holdings, Inc., a Delaware corporation (the “Corporation”) and Joseph J. Grano, Jr. (the “Holder”).

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