SAR Uses in Compliance with Law and Regulations Clause

Compliance with Law and Regulations from Stock Appreciation Rights Award Agreement

You have been granted Stock Appreciation Rights (this Award) on the following terms and subject to the provisions of Attachment A and the Long Term Incentive Plan (the Plan) of Health Insurance Innovations, Inc. (the Company). Unless defined in this Award (including Attachment A, this Agreement), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

Compliance with Law and Regulations. The SARs, their exercise and the obligation of the Company to issue Shares in settlement thereof are subject to all applicable federal and state laws, rules and regulations, including securities laws, to approvals by any government or regulatory agency as may be required, and to the rules, regulations and other requirements of the stock market or exchange upon which the Shares are then quoted, traded or listed. The Participant may not exercise a SAR if such exercise would violate any securities laws or other applicable law, rule, regulation or requirement.

Compliance with Law and Regulations from Amendment to Employment Agreement

THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this Amendment) is dated as of November 9, 2015 (the Effective Date), by and between Health Insurance Innovations, Inc., a Delaware corporation (the Company) and Michael W. Kosloske (Executive).

Compliance with Law and Regulations. The SARs, their exercise and the obligation of the Company to issue Shares in settlement thereof are subject to all applicable federal and state laws, rules and regulations, including securities laws, to approvals by any government or regulatory agency as may be required, and to the rules, regulations and other requirements of the stock market or exchange upon which the Shares are then quoted, traded or listed. The Participant may not exercise a SAR if such exercise would violate any securities laws or other applicable law, rule, regulation or requirement.

Compliance with Law and Regulations from Stock Appreciation Rights Award Agreement

You have been granted Stock Appreciation Rights (this Award) on the following terms and subject to the provisions of Attachment A and the Long Term Incentive Plan (the Plan) of Health Insurance Innovations, Inc. (the Company). Unless defined in this Award (including Attachment A, this Agreement), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

Compliance with Law and Regulations. The SARs, their exercise and the obligation of the Company to issue Shares in settlement thereof are subject to all applicable federal and state laws, rules and regulations, including securities laws, to approvals by any government or regulatory agency as may be required, and to the rules, regulations and other requirements of the stock market or exchange upon which the Shares are then quoted, traded or listed. The Participant may not exercise a SAR if such exercise would violate any securities laws or other applicable law, rule, regulation or requirement.

Compliance with Law and Regulations from Stock Appreciation Rights Award Agreement

You have been granted Stock Appreciation Rights (this Award) on the following terms and subject to the provisions of Attachment A and the Long Term Incentive Plan (the Plan) of Health Insurance Innovations, Inc. (the Company). Unless defined in this Award Agreement (including Attachment A, this Agreement), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

Compliance with Law and Regulations. The SARs, their exercise and the obligation of the Company to issue Shares in settlement thereof are subject to all applicable federal and state laws, rules and regulations, including securities laws, to approvals by any government or regulatory agency as may be required, and to the rules, regulations and other requirements of the stock market or exchange upon which the Shares are then quoted, traded or listed. The Participant may not exercise a SAR if such exercise would violate any securities laws or other applicable law, rule, regulation or requirement.

Compliance with Law and Regulations from Stock Appreciation Rights Award Agreement

You have been granted Stock Appreciation Rights (this Award) on the following terms and subject to the provisions of Attachment A and the Long Term Incentive Plan (the Plan) of Health Insurance Innovations, Inc. (the Company). Unless defined in this Award Agreement (including Attachment A, this Agreement), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

Compliance with Law and Regulations. The SARs, their exercise and the obligation of the Company to issue Shares in settlement thereof are subject to all applicable federal and state laws, rules and regulations, including securities laws, to approvals by any government or regulatory agency as may be required, and to the rules, regulations and other requirements of the stock market or exchange upon which the Shares are then quoted, traded or listed. The Participant may not exercise a SAR if such exercise would violate any securities laws or other applicable law, rule, regulation or requirement.