Common use of Personal Property Collateral Clause in Contracts

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the Lenders, a valid, perfected security interest in the personal property Collateral, the Agent and the Lenders received (in form and substance satisfactory to them): (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Party with their obligations under the Collateral Documents and the other Loan Documents (including, without limitation, (A) their obligations to authorize or execute, as the case may be, and deliver UCC financing statements (or their equivalent), (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein); (ii) a completed Perfection Certificate dated as of the Closing Date and executed by a Responsible Officer of each Loan Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal or mixed property of any Loan Party in the jurisdictions specified in the Perfection Certificate, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictions) disclosed in such search (other than any such financing statements in respect of Permitted Liens); (iii) [Reserved]; (iv) [Reserved]; (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrar, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, evidencing that there were no outstanding Liens over its assets, save as permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assigns) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment or modification of this Article may be made without the prior written consent of the Secured Parties.”

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the Lenders, a valid, perfected security interest in the personal property Collateral, the Agent and the Lenders received (in form and substance satisfactory to them): (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Party with their obligations under the Collateral Documents and the other Loan Documents (including, without limitation, (A) their obligations to authorize or execute, as the case may be, and deliver UCC financing statements (or their equivalent), (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein); (ii) a completed Perfection Certificate dated as of the Closing Date and executed by a Responsible Officer of each Loan Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal or mixed property of any Loan Party in the jurisdictions specified in the Perfection Certificate, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictions) disclosed in such search (other than any such financing statements in respect of Permitted Liens); (iii) [Reserved]; (iv) [Reserved]; (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrar, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, evidencing that there were no outstanding Liens over its assets, save as permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations (as defined in the Credit Agreement) of any obligor Obligor (as defined in the Credit Agreement) under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assigns) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment or modification of this Article may be made without the prior written consent of the Secured Parties.”

Personal Property Collateral. In order to create in favor of Collateral Administrative Agent, for the benefit of the LendersSecured Parties, a valid, perfected First Priority security interest (subject to any exceptions permitted in the Collateral Documents) in the personal property Collateral, the Administrative Agent and the Lenders shall have received (in form and substance satisfactory subject to themSection 5.15): (i) evidence reasonably satisfactory to Collateral Administrative Agent and the Lenders of the compliance by each Loan Party with of their obligations under the Collateral Documents Pledge and Security Agreement and the other Loan Collateral Documents (including, without limitation, (A) their obligations to authorize or execute, as the case may be, and deliver UCC financing statements statements, originals of Capital Stock (or their equivalent), (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share including stock certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blankif any, (D) intellectual property filings (including IP Security Agreements to be filed representing pledged Capital Stock along with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Walesappropriate endorsements), and (E) originals of securities, instruments and chattel paper paper, and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein), together with (A) appropriate financing statements on Form UCC‑1 in form for filing in such office or offices as may be necessary or, in the opinion of Administrative Agent, desirable to perfect the security interests purported to be created by each Pledge and Security Agreement and each other Collateral Document and (B) evidence reasonably satisfactory to Administrative Agent of the filing of such UCC-1 financing statements; (ii) a completed Perfection Certificate dated as of the Closing Date and executed by a Responsible an Authorized Officer of each Loan Partythe Borrower, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Administrative Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal assets or mixed property of any Loan Party in the jurisdictions specified in the Perfection Certificate, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, ) duly executed (if applicable) by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictionsfilings) disclosed in such search (other than any such financing statements in respect of Permitted Liens);; and (iii) [Reserved]; evidence that each Loan Party shall have taken or caused to be taken any other action, executed and delivered or caused to be executed and delivered any other agreement, document and instrument (iv) [Reserved]; (v) [Reserved]; (vi) [Reserved]; (vii) including without limitation, Control Agreements for all Deposit Accounts and Security Accounts held by a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrar, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, evidencing that there were no outstanding Liens over its assets, save as permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assigns) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment made or modification of this Article may caused to be made without the prior written consent of the Secured Partiesany other filing and recording reasonably required by Administrative Agent.”

Personal Property Collateral. In The Lender shall have received: (i) searches of Uniform Commercial Code filings in the jurisdiction of the chief executive office of each Credit Party and each jurisdiction where any Collateral is located or where a filing would need to be made in order to create in favor of Collateral Agent, for perfect the benefit of the Lenders, a valid, perfected Lender's security interest in the Collateral (it being understood and agreed that liens are not to be perfected with respect to personal property Collaterallocated in certain field offices), the Agent and the Lenders received (in form and substance satisfactory to them): (i) evidence satisfactory to Collateral Agent and the Lenders copies of the compliance by each Loan Party with their obligations under the Collateral Documents and the other Loan Documents (including, without limitation, (A) their obligations to authorize or execute, as the case may be, and deliver UCC financing statements (or their equivalent), (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor on file in such jurisdictions and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any evidence that no Liens exist other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein)than Permitted Liens; (ii) a completed Perfection Certificate dated as of the Closing Date and duly executed by a Responsible Officer of each Loan Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal or mixed property of any Loan Party for each appropriate jurisdiction as is necessary, in the jurisdictions specified Lender's reasonable discretion, to perfect the Lender's security interest in the Perfection Certificate, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictions) disclosed in such search (other than any such financing statements in respect of Permitted Liens)Collateral; (iii) [Reserved]searches of ownership of intellectual property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the Lender in order to perfect the Lender's security interest in the Collateral; (iv) [Reserved]all stock certificates evidencing the Capital Stock pledged to the Lender pursuant to the Pledge Agreement, together with duly executed in blank, undated stock powers attached thereto (unless, with respect to the pledged Capital Stock of any Foreign Subsidiary, such stock powers are deemed unnecessary by the Lender in its reasonable discretion under the law of the jurisdiction of incorporation of such Person); (v) [Reserved];such patent/trademark/copyright filings as requested by the Lender in order to perfect the Lender's security interest in the Collateral; and (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrar, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrarduly executed consents as are necessary, in each casethe Lender's sole discretion, evidencing that there were no outstanding Liens over its assets, save as permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of to perfect the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other Lender's security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assigns) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment or modification of this Article may be made without the prior written consent of the Secured PartiesCollateral.”

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the LendersSecured Parties, a valid, perfected Third Priority security interest in the personal property Collateral, the Collateral Agent and the Lenders received (in form and substance satisfactory to them):shall have received: (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Party with their Company of its obligations under the Collateral Documents Pledge and Security Agreement and the other Loan Collateral Documents (including, without limitation, (A) their its obligations to authorize or execute, as the case may be, and deliver filing of UCC financing statements and execute (or their equivalent), (Bif required) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) deliver originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein); (ii) a A completed Perfection Certificate Collateral Questionnaire dated as of the Closing Date and executed by a Responsible an Authorized Officer of each Loan Credit Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, search of all effective UCC financing statements (or equivalent filings) made with respect to any personal or mixed property of any Loan Credit Party in the jurisdictions specified in the Perfection CertificateCollateral Questionnaire, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, ) duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictionsfilings) disclosed in such search (other than any such financing statements in respect of Permitted Liens);, as specified by the Collateral Agent or counsel to the Administrative Agent; and (iii) [Reserved];. (iv) [Reserved]; evidence that each Credit Party shall have taken or caused to be taken any other action, executed and delivered or caused to be executed and delivered any other agreement, document and instrument (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrarincluding without limitation, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, any intercompany notes evidencing that there were no outstanding Liens over its assets, save as Indebtedness permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association be incurred pursuant to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assignsSection 6.1(b)) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment made or modification of this Article may caused to be made without the prior written consent of the Secured Partiesany other filing and recording (other than as set forth herein) reasonably required by Collateral Agent.”

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the LendersSecured Parties, a valid, perfected First Priority security interest in the personal property Collateral, the Collateral Agent and the Lenders received (in form and substance satisfactory to them):or its designated sub-agent shall have received: (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Credit Party with of their obligations under the Collateral Documents Security Agreements and the other Loan Collateral Documents (including, without limitation, (A) their obligations to authorize or execute, as the case may be, execute and deliver UCC financing statements (or their equivalent)statements, (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided and in the time periods set forth therein); (ii) a A completed Perfection Certificate Collateral Questionnaire dated as of the Closing Date and executed by a Responsible an Authorized Officer of each Loan Credit Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal or mixed property of any Loan Credit Party in the state jurisdictions specified in the Perfection Certificate, Collateral Questionnaire together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, duly executed by all applicable Persons ) for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictionsfilings) disclosed in such search (other than any such financing statements in respect of Permitted Liens); (iii) [Reserved];fully executed and notarized intellectual property security agreements, in proper form for filing or recording in all appropriate places in all applicable jurisdictions; and (iv) [Reserved]; evidence that each Credit Party shall have taken or caused to be taken any other action, executed and delivered or caused to be executed and delivered any other agreement, document and instrument (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrar, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, evidencing that there were no outstanding Liens over its assets, save as permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitationslimitation, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company intercompany notes evidencing Indebtedness permitted to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time incurred pursuant to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assignsSection 6.1(b)) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment made or modification of this Article may caused to be made without the prior written consent of the Secured Partiesany other filing and recording (other than as set forth herein) reasonably required by Collateral Agent.”

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the LendersSecured Parties, a valid, perfected First Priority security interest in the personal property Collateral, the Collateral Agent and the Lenders received (in form and substance satisfactory to them):shall have received: (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Party with of their obligations under the Collateral Pledge and Security Agreement, the Canadian Pledge Documents, the Finnish Pledge Documents, the Netherlands Pledge Documents, the UK Pledge Documents and the other Loan Collateral Documents (other than the Collateral Access Agreements, Control Agreements and Mortgages), including, without limitation, (A) their obligations to authorize or execute, as the case may be, and deliver UCC financing statements (or their equivalent)statements, (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein)therein and a duly executed authorization to pre-file UCC-1 financing statements, together with (A) appropriate financing statements on Form UCC-1 duly filed in such office or offices as may be necessary or, in the opinion of Collateral Agent, desirable to perfect the security interests purported to be created by each Pledge and Security Agreement and (B) evidence satisfactory to Collateral Agent of the filing of such UCC-1 financing statements; (ii) a A completed Perfection Certificate dated as of the Closing Date and executed by a Responsible an Authorized Officer of each Loan Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal assets or mixed property of any Loan Party in the jurisdictions specified in the Perfection Certificate, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, ) duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictionsfilings) disclosed in such search (other than any such financing statements in respect of Permitted LiensLiens and any such financing statements for which a payoff letter has been provided to Collateral Agent and the obligations in respect thereof have been paid in full on the Closing Date);; and (iii) [Reserved]; evidence that each Loan Party shall have taken or caused to be taken any other action, executed and delivered or caused to be executed and delivered any other agreement, document and instrument (iv) [Reserved]; (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrarincluding without limitation, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, any intercompany notes evidencing that there were no outstanding Liens over its assets, save as Indebtedness permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association be incurred pursuant to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; clause (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; clause (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization definition of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assignsPermitted Indebtedness) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment made or modification of this Article may caused to be made without the prior written consent of the Secured Partiesany other filing and recording (other than as set forth herein) reasonably required by Collateral Agent.”

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the LendersSecured Parties, a valid, perfected First Priority security interest in the personal property Collateral, the Agent and the Lenders received (in form and substance satisfactory each Credit Party shall have delivered to them):Collateral Agent: (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Credit Party with of their obligations under the Collateral Pledge and Security Agreement, the Canadian Pledge and Security Agreement, the Barbados Security Documents and the other Loan Collateral Documents (including, without limitation, (A) including their obligations to authorize execute and deliver, file or execute, as the case may be, register UCC and deliver UCC PPSA financing statements (or their equivalentequivalent filings), (B) a copy of all notices required as applicable, to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) deliver originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein); (ii) a completed Perfection Certificate Collateral Questionnaire dated as of the Closing Date and executed by a Responsible an Authorized Officer of each Loan Credit Party, together with all attachments contemplated thereby, including (A) the results of a recent lien search, by a Person reasonably satisfactory to the Collateral Agent, of all effective UCC and PPSA financing statements (or equivalent filings) made with respect to any personal or mixed property of any Loan Credit Party in each jurisdiction where the jurisdictions specified in the Perfection CertificateCollateral Agent, acting reasonably, considers it to be necessary or desirable that such searches be conducted, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination and PPSA financing change statements (or similar documents), where applicable, ) duly executed or authorized by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC or PPSA financing statements (or equivalent filings in such other jurisdictionsfilings) disclosed in such search (other than any such financing statements in respect of Permitted Liens); (iii) [Reserved]; (iv) [Reserved]; (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrar, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrarfully executed Intellectual Property Security Agreements, in each caseproper form for filing or recording in all appropriate places in all applicable jurisdictions, evidencing that there were no outstanding Liens over its assets, save as permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution memorializing and recording the encumbrance of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association to include substantially the following provision: “Notwithstanding anything to the contrary herein or Intellectual Property Assets listed in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assigns) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment or modification of this Article may be made without the prior written consent of the Secured Parties.”Schedule

Personal Property Collateral. In The Agent shall have received: (i) searches of Uniform Commercial Code filings in the jurisdiction of the chief executive office of each Credit Party owning any portion of the tangible personal property Collateral and each jurisdiction where any tangible personal property Collateral is located or where a filing would need to be made in order to create in favor of Collateral perfect the Agent, for the benefit of the Lenders, a valid, perfected 's security interest in the tangible personal property Collateral, the Agent and the Lenders received (in form and substance satisfactory to them): (i) evidence satisfactory to Collateral Agent and the Lenders copies of the compliance by each Loan Party with their obligations under the Collateral Documents and the other Loan Documents (including, without limitation, (A) their obligations to authorize or execute, as the case may be, and deliver UCC financing statements (or their equivalent), (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor on file in such jurisdictions and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any evidence that no Liens exist other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein)than Permitted Liens; (ii) a completed Perfection Certificate dated as of the Closing Date and duly executed by a Responsible Officer of each Loan Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal or mixed property of any Loan Party for each appropriate jurisdiction as is necessary, in the jurisdictions specified Agent's sole discretion, to perfect the Agent's security interest in the Perfection Certificate, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictions) disclosed in such search (other than any such financing statements in respect of Permitted Liens)Collateral; (iii) [Reserved]all certificates evidencing any certificated Capital Stock pledged to the Agent pursuant to any Pledge Agreement, together with duly executed in blank, undated stock powers attached thereto; (iv) [Reserved]duly executed notices of grant of security interest as are necessary, in the Agent's sole discretion, to perfect the Agent's security interest in the Collateral; (v) [Reserved]all instruments and chattel paper in the possession of any of the Credit Parties, together with allonges or assignments as may be necessary or appropriate to perfect the Agent's security interest in the Collateral; (vi) [Reserved]duly executed consents as are necessary, in the Agent's sole discretion, to perfect the Agent's security interest in the Collateral; (vii) in the case of any tangible personal property Collateral located at a copy of an excerpt premises leased by a Credit Party, such estoppel letters, consents and waivers from a search against the Israeli Guarantor at landlords on such real property as may be required by the Israeli Companies Registrar, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, evidencing that there were no outstanding Liens over its assets, save as permitted under this Agreement;Agent; and (viii) [Reserved]; (ix) [Reserved]; and A copy of (x) a resolution each of the shareholders documents, instruments and agreements evidencing any of Israeli Guarantor approving the terms ofIndebtedness described on Schedule 6.33; (y) each Material Contract and (z) each of the documents, instruments and agreements evidencing any of the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any persondescribed on Schedule 8.13, in each case certified as true, correct and complete by way the chief executive officer or chief financial officer of realization of a charge or other security interest granted in favor each of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assigns) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment or modification of this Article may be made without the prior written consent of the Secured PartiesParents.”

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the LendersSecured Parties, a valid, perfected First Priority Lien security interest in the personal property Collateral, the Collateral Agent and the Lenders received (in form and substance satisfactory to them):shall have received: (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Note Party with of their obligations under the Collateral Documents Security Agreements and the other Loan Collateral Documents (including, without limitation, (A) their obligations to authorize or execute, as the case may be, and deliver UCC financing statements (or the their equivalent), (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Intellectual Property Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent Governmental Authority (regardless of whether in the US or in any foreign office of competent jurisdiction in Israel or England and Walesjurisdiction), and (E) originals of notes, Equity Interests, securities, powers of attorney, transfer forms, instruments and chattel paper and any Control Agreements, notice Agreements or agreements governing deposit and/or securities accounts as provided therein)therein or payoff letters) a copy of all notices and acknowledgements required to be sent under the relevant UK Security Document, together with all share certificates and undated stock transfer forms executed in blank required to be sent under the relevant UK Security Document, for the purposes of taking or perfecting security; (ii) a A completed Perfection Certificate Collateral Questionnaire dated as of the Closing Date and executed by a Responsible an Authorized Officer of each Loan Note Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal or mixed property of any Loan Note Party in the jurisdictions specified in the Perfection CertificateCollateral Questionnaire, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, ) duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictionsfilings) disclosed in such search (other than any such financing statements in respect of Permitted Liens);; and (iii) [Reserved]; evidence that each Note Party shall have taken or caused to be taken any other action, executed and delivered or caused to be executed and delivered any other agreement, document and instrument (iv) [Reserved]; (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrar, including without limitation and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, any intercompany notes evidencing that there were no outstanding Liens over its assets, save as Indebtedness permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association be incurred pursuant to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assignsSection 6.1(b)) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment made or modification of this Article may caused to be made without the prior written consent of the Secured Partiesany other filing and recording (other than as set forth herein) reasonably required by Collateral Agent.”

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the LendersSecured Parties, a valid, perfected First Priority security interest in the personal property Collateral, the Collateral Agent and the Lenders received (in form and substance satisfactory to them):shall have received: (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Party with of their obligations under the Collateral Pledge and Security Agreement, the Canadian Pledge Documents, the Finnish Pledge Documents, the Netherlands Pledge Documents, the UK Pledge Documents and the other Loan Collateral Documents (other than the Collateral Access Agreements, Control Agreements and Mortgages), including, without limitation, (A) their obligations to authorize or execute, as the case may be, and deliver UCC financing statements (or their equivalent)statements, (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein)therein and a duly executed authorization to pre-file UCC-1 financing statements, together with (A) appropriate financing statements on Form UCC-1 duly filed in such office or offices as may be necessary or, in the opinion of Collateral Agent, desirable to perfect the security interests purported to be created by each Pledge and Security Agreement and (B) evidence satisfactory to Collateral Agent of the filing of such UCC-1 financing statements; (ii) a A completed Perfection Certificate dated as of the Closing Date and executed by a Responsible an Authorized Officer of each Loan Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal assets or mixed property of any Loan Party in the jurisdictions specified in the Perfection Certificate, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, ) duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictionsfilings) disclosed in such search (other than any such financing statements in respect of Permitted LiensLiens and any such financing statements for which a payoff letter has been provided to Collateral Agent and the obligations in respect thereof have been paid in full on the Closing Date);; and (iii) [Reserved]; evidence that each Loan Party shall have taken or caused to be taken any other action, executed and delivered or caused to be executed and delivered any other agreement, document and instrument (iv) [Reserved]; (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrarincluding without limitation, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, any intercompany notes evidencing that there were no outstanding Liens over its assets, save as Indebtedness permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association be incurred pursuant to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; clause (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; clause (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection definition of Permitted Indebtedness) and made or caused to be made any other filing and recording (other than as set forth herein) reasonably required by Collateral Agent. *** Certain confidential information has been omitted and filed separately with the realization of a charge or other security interest granted in favor of Commission. Confidential treatment has been requested with respect to the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assigns) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment or modification of this Article may be made without the prior written consent of the Secured Partiesomitted portions.”

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the LendersSecured Parties, a valid, perfected Requisite Priority security interest in the personal property Collateral, the Collateral Agent and the Lenders received (in form and substance satisfactory to them):shall have received: (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Credit Party with of their obligations under the Collateral Documents U.S. Pledge and Security Agreement and the other Loan Collateral Documents (including, without limitation, (A) including their obligations to authorize or execute, as deliver evidence of the case may be, and deliver pre-filing of UCC financing statements (or their equivalent)and pre-registration of PPSA financing statements, (B) a copy originals of all notices required to be sent under the UK Security Documents executed by the UK Guarantor securities and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) originals of securities, instruments and chattel paper accompanied by appropriate instruments of transfer executed in blank, and any Control Agreements, notice or agreements governing deposit and/or securities accounts, including notices and acknowledgments of charges over bank accounts with respect to the U.K. Guarantors, in each case, as provided therein); (ii) a A completed Perfection Certificate Collateral Questionnaire dated as of the Closing Date and executed by a Responsible an Authorized Officer of each Loan Credit Party, together with all attachments contemplated thereby, including (A) the results certified copies of a recent searchUCC, PPSA, judgment and tax lien search reports certified by a Person satisfactory party acceptable to Collateral AgentAgents, of dated a date reasonably near to the Closing Date, listing all effective UCC financing statements, financing change statements and registration statements (or equivalent and similar filings) made with respect which name Holdings or any of its Subsidiaries (under their present names or under any previous names used within five (5) years prior to any personal the date hereof, including in each case, trade or mixed property of any Loan Party in the jurisdictions specified in the Perfection Certificatebusiness names) as debtors, together with (1) copies of such financing statements, financing change statements, registration statements and similar filings, and (2) UCC termination statements, PPSA financing change statements and similar documents necessary to release all such filings disclosed Liens and other rights of any Person in any Collateral (other than Liens permitted by such search, Section 6.2) and (B) UCC amendment or termination statements any documents (or similar documents), where applicable, duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictions) disclosed in such search (other than any such financing statements in respect of Permitted Liens); (iii) [Reserved]; (iv) [Reserved]; (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrar, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, evidencing that there were no outstanding Liens over its assets, save as permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitationslimitation, Articles 12.1financing statements, 12.2 financing change statements, amendments to financing statements and 12.4(cassignments of financing statements, stock powers executed in blank and any endorsements) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) required to be provided under any transfer of shares of the Company Collateral Document to any personcreate, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent (for and on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc.Parties), a Delaware corporationperfected (or non-U.S. equivalent thereof) security interest in the Collateral thereunder shall have been delivered to the Collateral Agent in a proper form for filing in each office in each jurisdiction listed in Schedule V of the U.S. Pledge and Security Agreement, Schedule V to the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the Canadian Security Agreement, or other parties listed thereinoffice, as the case may be; (iii) opinions of counsel (which counsel shall be amendedreasonably satisfactory to Collateral Agent) with respect to the creation, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval perfection and due registration of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted interests in favor of Collateral Agent in such Collateral and such other matters governed by the Secured laws of each jurisdiction in which any Credit Party or any personal property Collateral is located as Collateral Agent may reasonably request, in connection with each case in form and substance reasonably satisfactory to Collateral Agent; and (iv) evidence that each Credit Party shall have taken or caused to be taken any other action, executed and delivered or caused to be executed and delivered any other agreement, document and instrument (including without limitation, (i) Landlord Collateral Access Agreements executed by the landlord of each Leasehold Property and by the applicable Credit Agreement shall not require approval of the Board under these Articles of Association; Party, and (dii) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, any intercompany notes evidencing Indebtedness permitted to guarantee or otherwise secure the Obligations of any obligor under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assignsbe incurred pursuant to Section 6.1(b)) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment made or modification of this Article may caused to be made without the prior written consent of the Secured Partiesany other filing and recording (other than as set forth herein) reasonably required by Collateral Agent.”

Personal Property Collateral. In order to create in favor of Collateral Agent, for the benefit of the Lenders, a valid, perfected security interest in the personal property Collateral, the Agent and the Lenders shall have received (in form and substance satisfactory to them): (i) evidence satisfactory to Collateral Agent and the Lenders of the compliance by each Loan Party with their obligations under the Collateral Documents and the other Loan Documents (including, without limitation, (A) their obligations to authorize or execute, as the case may be, and deliver UCC financing statements (or their equivalent), (B) a copy of all notices required to be sent under the UK Security Documents executed by the UK Guarantor and (where required by the UK Security Documents) duly acknowledged by the addressee, (C) all share certificates, transfers and stock transfer forms or equivalent duly executed by the applicable Loan Party in blank, (D) intellectual property filings (including IP Security Agreements to be filed with the Copyright Office, or the Patent and Trademark Office or any other equivalent foreign office of competent jurisdiction in Israel or England and Wales), and (E) originals of securities, instruments and chattel paper and any Control Agreements, notice or agreements governing deposit and/or securities accounts as provided therein); (ii) a completed Perfection Certificate dated as of the Closing Date and executed by a Responsible Officer of each Loan Party, together with all attachments contemplated thereby, including (A) the results of a recent search, by a Person satisfactory to Collateral Agent, of all effective UCC financing statements (or equivalent filings) made with respect to any personal or mixed property of any Loan Party in the jurisdictions specified in the Perfection Certificate, together with copies of all such filings disclosed by such search, and (B) UCC amendment or termination statements (or similar documents), where applicable, duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to amend, or as the context may require, terminate any effective UCC financing statements (or equivalent filings in such other jurisdictions) disclosed in such search (other than any such financing statements in respect of Permitted Liens); (iii) [Reserved]; (iv) [Reserved]; (v) [Reserved]; (vi) [Reserved]; (vii) a copy of an excerpt from a search against the Israeli Guarantor at the Israeli Companies Registrar, and a copy of an excerpt from a search against Borrower, Airspan Communication Limited and IP Hold-Co at the Israeli Pledges Registrar, in each case, evidencing that there were are no outstanding Liens over its assets, save as permitted under this Agreement; (viii) [Reserved]; (ix) [Reserved]; and (x) a resolution of the shareholders of Israeli Guarantor approving the terms of, and the transactions contemplated by, the Loan Documents to which it is a party and the amendment of its articles of association to include substantially the following provision: “Notwithstanding anything to the contrary herein or in any shareholders agreement including, without limitations, Articles 12.1, 12.2 and 12.4(c) of these Articles of Association: (a) any: (i) creation of a charge or other security interest over the shares of the Company; or (ii) any transfer of shares of the Company to any person, in each case by way of realization of a charge or other security interest granted in favor of the Collateral Agent on behalf of the Secured Parties under or in connection with that certain Credit Agreement dated as of December 30, 2020, among, inter alia, Airspan Networks Inc., a Delaware corporation, the Lenders and DBFIP ANI LLC as administrative agent and collateral agent for the Secured Parties and the other parties listed therein, as may be amended, restated, refinanced, replaced, supplemented or otherwise modified from time to time, shall not require approval of the Board under these Articles of Association or any such shareholders agreement or otherwise be restricted in any manner; (b) the registration of any such share transfer(s) in the shareholders registry of the Company or the exercise of any rights, preferences, privileges and powers attached to such shares or conferred upon the holders thereof under law or by virtue of these Articles of Association or any contract shall not be limited or restricted in any manner and shall not require approval of the Board under these Articles of Association; (c) the registration of a liquidator, trustee, receiver or other authorized functionary (“baal tafkid”) in the shareholders register of the Company in connection with the realization of a charge or other security interest granted in favor of the Secured Party in connection with the Credit Agreement shall not require approval of the Board under these Articles of Association; and (d) the company may grant a guarantee, charge or other security interest, in favor of the Secured Party, to guarantee or otherwise secure the Obligations (as defined in the Credit Agreement) of any obligor Obligor (as defined in the Credit Agreement) under the Credit Agreement and the other Loan Documents. The Secured Party (and its beneficiaries and permitted assigns) and any receiver shall be third party beneficiaries of the provisions of this Article and no waiver, amendment or modification of this Article may be made without the prior written consent of the Secured Parties.”