0001683168-18-003665 Sample Contracts

WARRANT TO PURCHASE SHARES OF COMMON STOCK OF MOBIQUITY TECHNOLOGIES, INC.
Mobiquity Technologies, Inc. • December 11th, 2018 • Services-advertising • New York

This certifies that the person whose name appears on the signature page hereto is entitled, subject to the terms and conditions of this Warrant, to purchase from MOBIQUITY TECHNOLOGIES, INC., a New York corporation (the “Company”), with its principal office at 35 Torrington Ln., Shoreham, NY 11786, at any time following the date hereof, and prior to 5:00 p.m. Eastern time on [__], 2028 (the “Expiration Date”), the Warrant Shares (as defined below) at the Warrant Price (as defined below), upon delivery at the principal offices of the Company, of a duly executed subscription form in the form attached hereto as Exhibit 1 and simultaneous payment of the full Warrant Price for the number of Warrant Shares being purchased. The Warrant Price and the Warrant Shares purchasable under this Warrant are subject to adjustment as provided herein.

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CONSULTING AGREEMENT
Consulting Agreement • December 11th, 2018 • Mobiquity Technologies, Inc. • Services-advertising • New York

This CONSULTING AGREEMENT (the “Agreement”) is made effective as of December [__], 2018 (the “Effective Date”) by and between Mobiquity Technologies, Inc., a New York corporation (the “Company”) and [__] (the “Consultant”).

AGREEMENT AND PLAN OF MERGER between MOBIQUITY TECHNOLOGIES, INC. and GLEN EAGLES ACQUISITION LP and AVNG ACQUISITION SUB, LLC and ADVANGELISTS, LLC and DEEPANKAR KATYAL (as Member Representative) dated as of November 20th 2018 AGREEMENT AND PLAN OF...
Agreement and Plan of Merger • December 11th, 2018 • Mobiquity Technologies, Inc. • Services-advertising • New York

This Agreement and Plan of Merger (this “Agreement”), dated as of November 20th, 2018 is entered into by and among MOBIQUITY TECHNOLOGIES, INC., a New York corporation (“Mobiquity”), GLEN EAGLES ACQUISITION LP, a Delaware limited partnership (“GEAL”), AVNG ACQUISITION SUB, LLC, a Delaware limited liability company (“Merger Sub”), ADVANGELISTS, LLC, a Delaware limited liability company (“Company”), and DEEPANKAR KATYAL solely in his capacity as Member Representative (“Member Representative”). Mobiquity and GEAL are sometimes collectively or each individually referred to as “Parent” as the context requires.

ADVANGELISTS, LLC FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • December 11th, 2018 • Mobiquity Technologies, Inc. • Services-advertising

This First Amendment to Agreement and Plan of Merger (this “Amendment”) is made as of December 6, 2018, by and among Advangelists, LLC (the “Company”), Mobiquity Technologies, Inc. (“Mobiquity”), Glen Eagles Acquisition LP (together with Mobiquity, the “Parent”), AVNG Acquisition Sub, LLC (the “Merger Sub”), and Deepankar Katyal, as Member Representative. The Parent, Merger Sub, and the Company are parties to the Agreement and Plan of Merger dated as of November 20, 2018 (the “Agreement”). Capitalized terms used in this Amendment and not otherwise defined shall have the meanings ascribed to such terms in the Agreement.

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