DEBT
SETTLEMENT AGREEMENT



This
DEBT SETTLEMENT AGREEMENT (this “Agreement”)
is dated August 4, 2017 (the “Effective Date”), by and between Carebourn
Capital, L.P. (“HOLDER”),
and Textmunication Holdings,
Inc., a Nevada corporation (“TXHD”).



R
E C I T A L S:



WHEREAS,
TXHD issued a convertible promissory
note in the principal amount of$30,500.00
to the HOLDER (the “Note”)
on November 5, 2015, which was amended
on July 12, 2016 to reflect an addition
of $15,250.00 in principal to the balance
of the Note;



WHEREAS,
HOLDER sold an interest
in the Note worth $30,500.00 to a third
party, but retained the
remaining $15,250.00 interest in the
Note; and



WHEREAS,HOLDER and TXHD desire to settle
all of the outstanding obligations under
the remaining amounts
due under the Note,
as further provided herein.



NOW,
THEREFORE, in consideration
of the premises and of the terms
and conditions herein contained, the parties mutually
agree as follows:



1.
Settlement of Note.



1.1
Settlement. TXHD and HOLDER
agree to settle all of the outstanding
principal, interest, and penalties owed
under the Note as follows: the HOLDER
shall be entitled to convert all amounts
owed under the Note, pursuant to the terms
of the Note, provided, however,
that all remaining amounts owed under the Note shall be deemed
forgiven by the HOLDER after
TXHD’s issuance
of an aggregate total of 70,000,000 shares of its common
stock (the “Settlement Shares”) to HOLDER
pursuant to such conversion(s). For
the avoidance of doubt, the HOLDER
shall be entitled to effectuate such
conversion(s) under the Note in the amounts
and at such times as the HOLDER desires
in HOLDER’s sole discretion, provided,
however, that the aggregate amount
of shares of common
stock to be issued to HOLDER
pursuant to such conversion(s) shall not
exceed the Settlement Shares.
Further, TXHD’s
current transfer agent is Worldwide
Stock Transfer, LLC (“Worldwide”),
and TXHD shall not terminate Worldwide
as TXHD’s
transfer agent until the HOLDER has sold
all of the Settlement Shares.



2.
Representations and Warranties of TXHD.



2.1
Authorization. The execution,
delivery and performance by TXHD
of this Agreement and the performance
of all of TXHD’s obligations hereunder
have been duly authorized by all necessary
corporate action, and this Agreement
has been duly executed and delivered by
TXHD. This Agreement
constitutes the valid and binding obligation
of TXHD enforceable in accordance with
its terms. The execution and performance
of the transactions contemplated by this
Agreement and compliance
with its provisions by TXHD will not conflict with or result
in any breach of any of the terms, conditions, or provisions
of, or constitute a default under, its
Certificate of Incorporation or Bylaws
or any agreement to which TXHD is a party
or by which it or any of its properties
is bound.











2.3
Binding Obligation. Assuming
the due execution and delivery
of this Agreement, this Agreement
constitutes the valid and binding obligation
of TXHD, enforceable against
TXHD in accordance with its terms.



2.4
Holder Release. TXHD,
on behalf of itself and its agents,
heirs, representatives, successors and
assigns, agrees to fully release, acquit
and forever discharge the HOLDER,
and its respective
officers, directors, agents,
employees, attorneys, owners, members,
affiliates, predecessors, successors
and assigns and all past, present and
future officers, directors,
agents, employees, attorneys,
owners, members,
affiliates, successors,
predecessors and assigns, any one of
them, or any combination
of them, and anyone or any entity related
thereto from all known or unknown, revealed and concealed, contingent
and non-contingent claims,
actions, causes of action, and suits for damages,
at law or in equity, filed or otherwise,
and all other claims
whatsoever, in law or in equity, contract or tort, which
TXHD ever had or now has against any of the aforementioned,
by reason of any matter that is related to or arising from the acts and events underlying
or giving rise to the Note, the dispute and the claims asserted therein.
This waiver and release does
not include TXHD’s
rights to enforce this Agreement and any
action or claim that cannot be waived
as a matter of law.



2.5
TXHD Release. The HOLDER,
on behalf of itself and its agents, heirs, representatives,
successors and assigns, agrees to fully
release, acquit and forever
discharge TXHD and its respective agents,
employees, attorneys, predecessors,
successors and assigns and all past,
present and future agents,
employees, attorneys, successors,
predecessors and assigns, any one of them,
or any combination of them, and
anyone or any entity related
thereto from all known or unknown, revealed
and concealed, contingent and non-contingent
claims, actions, causes of action,
and suits for damages, at law or in equity,
filed or otherwise that the HOLDER
ever had or now has against any of the aforementioned,
by reason of any matter that is related
to or arising from the acts
and events underlying or giving
rise to the Note, the dispute and the
claims asserted therein. This waiver
and release does not include HOLDER’s
rights to enforce this Agreement
and any action or claim that cannot be waived as a matter of law.



2.6
HOLDER and TXHD further acknowledge
that they may
hereafter discover claims
or facts in addition
to or different from those which they now know
or believe to exist with respect to the
subject matter of the Note,
which, if known or suspected at the time
of the execution of this Agreement, may
have materially affected
their decision. Nevertheless,
the parties hereby waive any rights, claim
or cause of action that existed at the time
of the execution of this Agreement.
The parties acknowledge that they understand
the significance and consequence of their release and the
specific waiver of all such
known and unknown claims.



3.
Representations and Warranties of the HOLDER.



3.1
Authorization. The HOLDER has
full power and authority to enter into this Agreement,
to perform its obligations hereunder
and thereunder and to consummate
the transactions contemplated hereby
and thereby. This Agreement
constitutes a valid and legally binding obligation
of the HOLDER, enforceable in accordance
with the terms.



-2-







3.2
Bona Fide Interest. The HOLDER
has not assigned or in any way conveyed
any portion of the remaining principal
amount of $15,250.00 under the Note.



4.
Miscellaneous.



4.1
No Third Party Beneficiaries. This Agreement
shall not confer any rights or remedies
upon any person other than the parties
and their respective successors and
permitted assigns.



4.2
Entire Agreement.
This Agreement (including the
documents referred to herein) constitutes
the entire agreement
among the parties and supersedes any
prior understandings,
agreements, or representations by or among
the parties, written or oral, to the
extent they related in any way to the
subject matter hereof.



4.3
Counterparts. This agreement
may be executed in one or more counterparts,
each of which shall be deemed an original,
but all of which together shall constitute one and the same instrument.



4.4
Governing Law. This Agreement shall be governed by
and construed in accordance with the
laws of the State of Nevada (without regard to conflict of laws).



4.5
No Waiver/Amendments.
Any waiver by any party to this Agreement
of any provision of this Agreement shall
not be construed as a waiver of any other provision of this Agreement, nor shall
such waiver be
construed as a waiver of such provision
respecting any future event or circumstance.
No amendment
of any provision of this Agreement shall
be valid unless the same
shall be in writing and signed by the
HOLDER and TXHD.



4.6
Severability. Any term or provision of this Agreement
that is invalid or unenforceable in any
situation in any jurisdiction
shall not affect
the validity or enforceability of the remaining
terms and provisions hereof or the validity
or enforceability of the offending
term or provision in any other situation
or in any other jurisdiction.



4.7
Costs. Each party will
bear the costs and expenses incurred
by it in connection with this Agreement
and the transaction contemplated
thereby.



4.8
Survival of Terms. All representations,
warranties and covenants contained in this Agreement
or in any certificates or other instruments
delivered by or on behalf of the parties hereto shall be continuous
and survive the execution of this Agreement.



4.9
Non-Assignment. This Agreement
and the obligations hereunder
shall not be assignable.



4.10 Notices.
Notices hereunder
shall be given only by personal delivery,
registered or certified mail,
return receipt requested, overnight
courier service, or telex, telegram,
facsimile or other form of electronic mail
and shall be deemed transmitted when
personally delivered or deposited in
the mail or delivered to a
courier service or a carrier for electronic
transmittal or electronically
transmitted by facsimile (as the case may
be), postage or charges prepaid, and properly addressed to the particular party
to whom the notice is to be sent.



4.11
Headings. The headings used in this Agreement
are for convenience only and shall not by themselves
determine the interpretation,
construction or meaning of this Agreement.



4.12
Attorneys’ Fees and Costs.In the event any party to this
Agreement shall be required to initiate
legal proceedings to enforce
performance of any term or condition
of this Agreement, including, but not
limited to, the interpretation of any
term or provision hereof, the payment of
moneys or the enjoining of any action
prohibited hereunder,
the prevailing party
shall be entitled to recover such sums
in addition to any other damages or compensation
received, as will reimburse the prevailing
party for reasonable attorneys’ fees and court costs incurred on account thereof
(including, without limitation, the
costs of any appeal) notwithstanding the
nature of the claim or cause of action
asserted by the prevailing party.



[Signature
page to follow]



-3-







IN
WITNESS WHEREOF,
the HOLDER and TXHD
have caused this Agreement to be executed
as of the Effective Date.



| | HOLDER:                                                    
| | -----------------------------------------------------------
| |                                                            
| | CAREBOURN CAPITAL, L.P.                                    
| |                                                            
| | By:                                                        
| | a Minnesota limited liability company,
 its General Partner
| |                                                            
| | By:                                                        
| | Name:                                                      
| | Title:                                                     



| | THE
    ISSUER:                  
| | ---------------------------------
| |                                  
| | TEXTMUNICATION
    HOLDINGS, INC.
| |                                  
| | By:                              
| | Name:                            
| | Title:                           



-4-