0001193125-15-116189 Sample Contracts

AMENDMENT NO. 1 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND JOINDER
Loan and Security Agreement and Joinder • April 1st, 2015 • Sphere 3D Corp • Services-computer processing & data preparation • California

This AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT AND JOINDER (this “Amendment”), is entered into as of December 31, 2014, by and among OVERLAND STORAGE, INC., a California corporation (“US Borrower”), TANDBERG DATA GMBH, a limited liability company organized under the laws of Germany (“German Borrower” and together with US Borrower, the “Existing Borrowers”), SPHERE 3D CORPORATION, an Ontario corporation (“Additional Borrower” and together with the Existing Borrowers, collectively, the “Borrowers”), and SILICON VALLEY BANK, a California corporation (“Bank”).

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ESCROW AGREEMENT
Escrow Agreement • April 1st, 2015 • Sphere 3D Corp • Services-computer processing & data preparation • Delaware

This ESCROW AGREEMENT (as the same may be amended or modified from time to time pursuant hereto, this “Agreement”) is made and entered into as of December 1, 2014, by and between Sphere 3D Corporation, an Ontario corporation (“Sphere”), and Continental Stock Transfer and Trust (the “Escrow Agent”).

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