Common use of Joinder and Assumption Clause in Contracts

Joinder and Assumption. New Borrower has been purchased by Secured Guarantor and is a wholly owned Subsidiary of Secured Guarantor. New Borrower hereby joins the Loan Agreement and each of the other appropriate Existing Loan Documents, and agrees to comply with and be bound by all of the terms, conditions and covenants of the Loan Agreement and each of the other appropriate Existing Loan Documents, as if New Borrower were originally named a “Borrower” and/or a “Debtor” therein. Without limiting the generality of the preceding sentence, New Borrower hereby assumes and agrees to pay and perform when due all present and future indebtedness, liabilities and obligations of Borrower under the Loan Agreement, including, without limitation, the Obligations. From and after the date hereof, all references in the Existing Loan Documents to “Borrower” and/or “Debtor” shall be deemed to refer to and include New Borrower. Further, all present and future Obligations of Borrower shall be deemed to refer to all present and future Obligations of New Borrower. New Borrower acknowledges that the Obligations are due and owing to Bank from Borrower including, without limitation, New Borrower, without any defense, offset or counterclaim of any kind or nature whatsoever as of the date hereof.

Joinder and Assumption. New Borrower has been purchased (a) OCC hereby acknowledges, agrees and confirms that, by Secured Guarantor the execution of this Joinder, it will, as if it had executed the Note and is the other Loan Documents be and have all the obligations of (i) Debtors as a wholly owned Subsidiary “Debtor” for all purposes of Secured Guarantor. New Borrower hereby joins the Note and the other Loan Agreement Documents and this Joinder, and (ii) a party of identical capacity and obligations as Debtors to each of the other appropriate Existing Loan Documents. As of the Effective Date, OCC hereby ratifies and agrees to comply with and be bound by all of the terms, provisions and conditions contained in the Note, and covenants the other Loan Documents which are binding upon Debtors; including, but not limited to the granting of a lien and security interest in the Collateral. OCC and each other Debtor hereby irrevocably and unconditionally: (i) agree that each is JOINTLY and SEVERALLY liable to Lender for the full and prompt payment and performance of the Indebtedness under the Loan Agreement Documents in accordance with the terms thereof; (ii) agree to fully and promptly perform all of their obligations hereunder and the other Loan Documents with respect to each loan as if such loan had been made directly to it; and (iii) agree as a primary obligation to indemnify Lender on demand for and against any loss incurred by Lender as a result of any of the indebtedness being or becoming void, voidable, unenforceable or ineffective for any reason whatsoever, whether or not known to Lender or any person, the amount of such loss being the amount which Lender would otherwise have been entitled to recover from any one or more of OCC, each other Debtor, and any other Person named as a Debtor under the Loan Documents from time to time. Each Debtor hereby agrees that such Debtor absolutely and unconditionally guarantees to Lender and its successors and assigns, the full and prompt payment (whether at stated maturity, by acceleration or otherwise) and performance of, all Indebtedness owed or hereafter owing to Lender by any Debtor. Debtor agrees that its guaranty obligation hereunder is a continuing guaranty of payment and performance and not of collection, that its obligations under this Section shall not be discharged until indefeasible payment and performance, in full, of the Indebtedness has occurred, and that its obligations under this Section shall be absolute and unconditional. (b) OCC hereby assumes, and agrees to perform and observe, each and every one of the covenants, rights, promises, agreements, terms, conditions, obligations, appointments, duties and liabilities applicable to each Debtor under the Note and each other Loan Document and to execute and deliver all documents or agreements as Lender may reasonably require in connection therewith. (c) OCC acknowledges and confirms that it has received a copy of the other appropriate Existing Note and the Loan Documents. (d) As of the date hereof, as if New Borrower were originally named a “Borrower” and/or a all references to the term “Debtor” therein. or “Obligor” in the Note or any other Loan Document and in any document or instrument executed and delivered or furnished, or to be executed and delivered or furnished, in connection therewith, shall be deemed to be references to, and shall include, OCC, as a co-Debtor. (e) Without limiting the generality of the preceding sentenceforegoing, New Borrower OCC hereby assumes pledges to and agrees grants Lender a security interest in, all of OCC’s right, title and interest in, to pay and perform when due upon all present and future indebtednessof OCC’s assets, liabilities and including without limitation all of the Collateral now owned or hereafter acquired by OCC. (f) This Joinder does not affect the obligations of Borrower Debtors under the Note and the other Loan Agreement, including, without limitation, the Obligations. From and after the date hereof, all references in the Existing Loan Documents to “Borrower” and/or “Debtor” shall be deemed to refer to and include New Borrower. Further, all present and future Obligations of Borrower shall be deemed to refer to all present and future Obligations of New Borrower. New Borrower acknowledges that the Obligations are due and owing to Bank from Borrower including, without limitation, New Borrower, without any defense, offset or counterclaim of any kind or nature whatsoever as of the date hereofDocuments.

Joinder and Assumption. New Borrower has been indirectly purchased by Secured Guarantor Mavenir as more fully described in a certain Agreement and Plan of Merger, dated as of November 12, 2014, by and among, Mavenir, Storm Merger Sub, Inc., New Borrower certain existing equity holders of New Borrower and the “Equityholder’s Representative”, as such term is defined therein (the “Stoke Merger Agreement”). New Borrower is now a wholly owned Subsidiary of Secured GuarantorHoldings. New Borrower hereby joins the Loan Agreement and each of the other appropriate applicable Existing Loan DocumentsDocuments (i.e. each of the Existing Loan Documents to which Mavenir and/or any other U.S.-based Borrower is a party), and agrees to comply with and be bound by all of the terms, conditions and covenants of the Loan Agreement and each of the other appropriate applicable Existing Loan DocumentsDocuments to which it is hereby joining, as if New Borrower were was originally named a “Borrower”, “Grantor” and/or a “Debtor” therein. Without limiting the generality of the preceding sentence, New Borrower hereby assumes and agrees to pay and perform when due all present and future indebtedness, liabilities and obligations of Borrower under the Loan Agreement, including, without limitation, the Obligations. From and after the date hereof, all references in the applicable Existing Loan Documents and in this Loan Modification Agreement to “Borrower” and/or “Debtor” shall be deemed to refer to and include New Borrower. Further, all present and future Obligations of Borrower shall be deemed to refer to all present and future Obligations of New Borrower. New Borrower acknowledges that the Obligations are due and owing to Bank from Borrower including, without limitation, New Borrower, without any defense, offset or counterclaim of any kind or nature whatsoever as of the date hereof.

Joinder and Assumption. New Borrower has been purchased by Secured Guarantor (a) This Agreement shall not be effective until the Acquisition is consummated, which is the Effective Time. From and is a wholly owned Subsidiary of Secured Guarantor. after the Effective Time, New Borrower hereby absolutely and unconditionally joins as and becomes a party to the Loan Agreement as a Borrower thereunder, (ii) assumes, as a joint and several obligor thereunder, all of the obligations, liabilities and indemnities of a Borrower under the Loan Agreement and each of the all other appropriate Existing Loan Documents, and (iii) covenants and agrees to comply with and be bound by and adhere to all of the terms, covenants, waivers, releases, agreements and conditions and covenants of or respecting a Borrower with respect to the Loan Agreement and each the other Loan Documents and all of the other appropriate Existing Loan Documents, as if New Borrower were originally named a “Borrower” and/or a “Debtor” therein. Without limiting the generality of the preceding sentence, New Borrower hereby assumes representations and agrees to pay and perform when due all present and future indebtedness, liabilities and obligations of Borrower under warranties contained in the Loan Agreement, including, without limitation, Agreement (in the Obligationsmanner set forth in Section 4 of this Joinder) and the other Loan Documents with respect to New Borrower. From and after the date hereofEffective Time, all references in any reference to the Existing Loan Documents to term “Borrower” and/or “Debtor” in the Loan Agreement shall be deemed to refer to and also include New Borrower. FurtherExcept as expressly provided herein, the Loan Agreement remains in full force and effect and is hereby ratified and confirmed in all present respects. (b) Notwithstanding the foregoing and future Obligations the provisions of the Section 4 of the Loan Agreement, New Borrower shall not be deemed required to refer to all present and future Obligations does not grant any security interest in any of New Borrower’s now owned and existing and hereafter acquired and arising assets as collateral for the Liabilities. For clarity, New Borrower understands that the existing collateral arrangement with respect to Borrower’s assets shall continue per the terms of the Original Loan Agreement. (c) The Bank acknowledges that the Obligations are due representation of NetStreams, LLC, in the Sixth Amendment to Forbearance Agreement regarding solvency may not have been accurate at such time and owing agrees to Bank from Borrower including, without limitation, New Borrower, without any defense, offset or counterclaim of any kind or nature whatsoever as of the date hereofwaive that specific representation.