0001022652-17-000088 Sample Contracts

SECURITY AND PLEDGE AGREEMENT
Security and Pledge Agreement • November 7th, 2017 • Inseego Corp. • Communications equipment, nec

THIS SECURITY AND PLEDGE AGREEMENT (as amended, modified, extended, restated, renewed, replaced, or supplemented from time to time, this “Agreement”) is entered into as of August 23, 2017 among INSEEGO CORP., a Delaware corporation (the “Borrower”), the other parties identified as “Grantors” on the signature pages hereto and such other parties that may become Grantors hereunder after the date hereof (together with the Borrower, each individually a “Grantor”, and collectively, the “Grantors”) and CANTOR FITZGERALD SECURITIES, in its capacity as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).

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CREDIT AGREEMENT Dated as of August 23, 2017 among INSEEGO CORP., as the Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, THE LENDERS PARTY HERETO and CANTOR FITZGERALD SECURITIES, as Administrative Agent
Credit Agreement • November 7th, 2017 • Inseego Corp. • Communications equipment, nec • New York

This CREDIT AGREEMENT is entered into as of August 23, 2017, among INSEEGO CORP., a Delaware corporation (the “Borrower”), the Guarantors (as defined herein) party hereto from time to time, each of the Lenders (as defined herein) from time to time party hereto and Cantor Fitzgerald Securities as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • November 7th, 2017 • Inseego Corp. • Communications equipment, nec • New York

This Note Purchase Agreement (the “Agreement”), dated as of August 23, 2017, is entered into by and among Inseego Corp., a Delaware corporation (the “Company”), and the holders of the Company’s Notes (as defined below) identified on the signature pages hereto (collectively, the “Sellers”). The Company and each Seller are referred to herein as the “Parties” and each a “Party.”

AMENDMENT TO OFFER LETTER
Offer Letter • November 7th, 2017 • Inseego Corp. • Communications equipment, nec

THIS AMENDMENT TO OFFER LETTER (this “Amendment”) is entered into on October 26, 2017 by and between Inseego Corp. (the Company”) and Dan Mondor (“Mr. Mondor”).

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