AMENDMENT
OF ASSET PURCHASE AGREEMENT


This
Amendment of Asset Purchase Agreement, dated as of June 8, 2018, is entered
into by and between ACOLOGY, INC. a Florida corporation (the “Company”), and MARK HAINBACH (the “Seller”).


RECITALS:


A.          
The Parties entered into an Asset Purchase Agreement, dated as of April 16, 2018
(the “APA”), whereunder, among other things, the Company will acquire certain property from Seller and entities controlled
by him in consideration of the Company’s issuance to him of 263,125,164 shares of its common stock;


B.           
The Parties desire to amend the APA as set forth
herein; and


C.           
The Parties desire to provide for the Closing Date under the APA.


NOW
THEREFORE, in consideration of covenants and
agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
the Parties hereto agree each with the other as follows:


		1.	Change
                                         of Exhibits. Each of Exhibits B through L of the APA is replaced by the exhibit
                                         hereto identified by the same letter.



		2.	Correction
                                         of Typographical Errors. The following corrections to the APA are hereby made:



		(a)	In
                                         Section 1.3(a)(ii) of the APA, the phrase “Seller shall deliver to the Escrow Holder
                                         assignment to Company” is replaced by “Seller
                                         shall deliver to the Escrow Holder an assignment to Company.”



		(b)	In
                                         Sections 2.3 and 2.3 of the APA, “Exhibit A” is replaced by “Exhibit
                                         B.”



2.       General
Provisions.


		(a)	Modification;
                                         Full Force and Effect. Except as expressly modified and superseded by this instrument,
                                         the terms, representations, warranties, covenants and other provisions of the APA are
                                         and shall continue to be in full force and effect in accordance with their respective
                                         terms.



		(b)	References
                                         to the Merger Agreement. After the date hereof, all references to “this
                                         Agreement,” “the transactions contemplated by this Agreement,” “the
                                         Asset Purchase Agreement,” “the APA” and phrases of similar import,
                                         shall refer to the APA as amended by this instrument (it being understood that all references
                                         to “the date hereof” or “the date of this Agreement” shall continue
                                         to refer to April 16, 2018).



		(c)	Defined
                                         Terms. Terms used herein that are defined in the APA, as it existed prior to the
                                         execution and delivery of this instrument, shall have the same meaning as ascribed to
                                         them therein.



		3.	Closing
                                         Date. The Closing Date under the APA shall be the date of this instrument or
                                         such other date as may be agreed to by the Parties.







    	 



    	 



    

IN
WITNESS WHEREOF, the parties hereto have executed
this instrument as of the day and year first above written.


COMPANY:


ACOLOGY, INC.


By: /s/ Curtis Fairbrother


Curtis Fairbrother


Chief
Executive Officer


By: /s/ Douglas Heldoorn


Douglas Heldoorn


Chief
Operating Officer


SELLER:


/s/ Mark Hainbach


Mark Hainbach