LOGO] A French société anonyme with Executive Board and Supervisory Board, capitalized at 423,120 € Registered offices: 17, Place de la Résistance – 92130 Issy-les-Moulineaux Nanterre Trade Register 412 027 492 AMENDMENT TO THE CONVERTIBLE BOND ISSUE...

Exhibit 10.1(b)

[LOGO]

A French société anonyme with Executive Board and Supervisory Board,

capitalized at 423,120 €

Registered offices: 00, Xxxxx xx xx Xxxxxxxxxx – 92130 Issy-les-Moulineaux

Nanterre Trade Register 412 027 492

AMENDMENT TO THE

CONVERTIBLE BOND ISSUE AGREEMENT

BY AND BETWEEN THE UNDERSIGNED:

- TRAQUEUR, a French société anonyme, capitalized at 422,955 €, with registered offices at 00, Xxxxx xx xx Xxxxxxxxxx, Issy Les Moulineaux (92130), registered in the Nanterre Trade Register under No. 412 027 492, duly represented by Xx. Xxxxxxxx Xxxxxxx, Chairman of the Executive Board;

hereinafter the “Issuer” or the “Company”;

Party of the first part;

- Xx. Xxxx-Xxxxxxx XXXXXXX, residing at 000, xxx xx Xxxxxxxxx, 00000 Xxxxx, married under the legal system of joint ownership of property (communauté universelle);

- Xx. Xxxxxxxx XXXXXXX, residing at 00, xxx Xxxxxxxxx, 00000 Xxxxxx, married under the legal system of community property for all assets acquired after marriage (communauté de biens réduite aux acquêts);

referred to hereinafter together as the “Officers”;

- Xx. Xxx XXXXXXX, residing at 000, xxx xx x’Xxxxxxxxxx, 00000 Xxxxx, married under the legal system of community property for all assets acquired after marriage, duly represented for the purposes of this agreement by Xx. Xxxxxxxx Xxxxxxx under a power of attorney;

Messrs. Xxxxxxxx Xxxxxxx and Xxx Xxxxxxx are hereinafter designated together as the “Executive Board”;

Party of the second part;

- The company LOJACK, INC., a Delaware corporation, registered under No. (FED ID) 00-0000000, duly represented by Xx. Xxxxxxxx Xxxxxxx under a power of attorney;

- The company SIGEFI VENTURES GESTION, a French société anonyme, capitalized at 422,670 €, with registered offices at 139, rue Vendôme, Lyons (69006), with a single identification number in the Lyons Trade Register of 420 732 661, acting in the name of, on behalf of and in its capacity as the management company of the FCPR [risk fund] SIPAREX VENTURES 1 and the FCPIs [innovation funds] ING (F) ACTIONS INNOVATION 1, ING (F) ACTIONS INNOVATION 2 UNI-INNOVATION 1, and acting also in the name of, on behalf of, and in its capacity as the delegatee for the management of the unlisted assets of the FCPI INDOCAM INNOVATION I, represented by Xx. Xxxxxx XXXXX, duly authorized for this purpose;

-     The company SIPAREX CROISSANCE, a French société en commandite par actions (partnership), capitalized at 65,683,095 €, with registered offices at 139 rue Vendôme, 69006 Xxxxx, registered under the single identification number 312 056 641 in the Lyons Trade Register, represented by its manager, the SIGEFI Company, a French société par actions simplifiée, capitalized at 1,891,336 €, with registered offices at 139 rue Vendôme, 69006 Xxxxx, registered under the single identification number of 331 595 587 in the Lyons Trade Register, which is itself represented by Xx. Xxxxxx XXXXX, duly authorized for the purposes of this agreement;

-     The company SIPAREX DEVELOPPEMENT, a French société en commandite par actions, capitalized at 34,009,245 €, with registered offices at 000 xxx xx Xxxxxxxx Xxxxx Xxxxxx, 00000 Xxxxx, registered under the single identification number 378 213 375 in the Paris Trade Register, represented by its manager, the SIGEFI Company, a French société par actions simplifiée, capitalized at 1,891,336 €, with registered offices at 139 rue Vendôme, 69006 Xxxxx, registered under the single identification number of 331 595 587 in the Lyons Trade Register, which is itself represented by Xx. Xxxxxx XXXXX, duly authorized for the purposes of this agreement;

-     The company CREDIT LYONNAIS PRIVATE EQUITY, a French société anonyme with Executive Board and Supervisory Board, capitalized at 8,000,000 €, with registered offices at 00/00, xxxxxx xx xx xxxxxx xxxxx, Xxxxx (75116), registered in the Paris Trade Register under No. B 428 711 196, and represented by Xx. Xxxxxx XXXXXXX, acting in the name of, on behalf of and in its capacity as the management company of the FCPR CL Capital Développement 1 and the FCPI Crédit Lyonnais Innovation 1;

-     The company VIVERIS MANAGEMENT, a French société par actions simplifiée, capitalized at 91,500 €, with registered offices in Marseilles, and registered in the Marseilles Trade Register under No. 432 544 773, represented by Mr. MARC VILLECROZE ABDELOUHAB, duly authorized for this purpose, acting in the name of, on behalf of, and in its capacity as the management company of INNOVERIS, an investment fund (Fonds Commun de Placement) for innovation;

-     BNP PARIBAS DEVELOPPEMENT, a French société par actions simplifiée, capitalized at 68,000,000 €, with registered offices in xxx Xxxxxxxx, Xxxxx (00000), and registered in the Paris Trade Register under No. B 348 540 592, represented by Xx. Xxxxxx ALHEN, duly authorized for the purposes of this agreement;

hereinafter referred to collectively as the “Subscribers”, acting without joint liability;

Party of the third part;

- Xx. Xxxxxx XXXXXX, residing at 00, xxxxxxxxx Xxxxxxxxxx, 00000 Xxxxx, married under the legal system of joint ownership of all property (régime de la participation aux acquêts);

- Mr. Hervé RIPAULT, residing at 0, xxxxxxxxx xxx Xxxxxxx, 00000 Xxxxxxx-xxx-Xxxxx, married under the legal system of separation of property;

- Mercure Epargne Longue SA, a French société d’investissement à capital variable (open-end investment company), with registered offices at 0-0 Xxxx Xxxxx xxx Xxxxxx-Xxxxxxx, 00000 Xxxxx, registered in the Paris Trade Register under No. 438 848 848, represented by Mrs. Anouk BARA, duly authorized for the purposes of this agreement under a power of attorney signed by Xx. Xxxxxxx TREBOUTA;

- Xxx. Xxxx XXXXXXX, residing at 00, xxx xx Xxxxxxxx, 00000 Xxxxx, married under the legal system of separation of property;

referred to hereinafter collectively as the “Group A Subscribers”, acting without joint liability;

Party of the fourth part;

The parties are hereinafter individually referred to as a “Party” and collectively as the “Parties”.

WHEREAS:

The Parties have agreed on the need to increase the equity capital of the Company by implementing a short-term financing for the enterprise.

In order to structure this short-term financing, in a Special Shareholders’ Meeting held on February 21, 2003, the Parties adopted the first resolution authorizing the Executive Board to issue bonds convertible into shares of the Company (hereinafter the “CB”), and maintain the shareholders’ preemptive subscription right.

The Group A Subscribers have decided to limit the total subscription of the Group A Shareholders to Eight Hundred Twenty-Six Thousand Nine Hundred Ninety-Five (826,995) euros, with the balance of the issue, which is One Million One Hundred Seventy-Three Thousand (1,173,000) euros to be fully subscribed by the Subscribers (owners of Class B or C shares of Company stock) as allotted subscriptions and subscriptions to additional shares.

Following the operations for the issue of the CB, the Company verified the presence of a material error in the CB issue agreement dated March 20, 2003 (hereinafter the “Agreement”). The purpose of this amendment is to correct said material error.

NOW, THEREFORE, IT HAS BEEN AGREED AS FOLLOWS:

article 1 – CORRECTION OF THE TABLE OF SUBSCRIPTION COMMITMENTS

The table summarizing the subscription commitment of the Subscribers and the Group A Subscribers inserted in Article 3 (Commitment of the Parties) is hereby amended for the line “Xxx. Xxxx Xxxxxxx”, in order to make the number of CB subscribed consistent with the amount in euros which she subscribed, and is now:

Subscribers		Allotted shares		Additional shares		Total		Amount Subscribed (in €)
LoJack		5,847		17,081		22,928		343,920
Funds managed by Sigefi and SVG		9,811		13,117		22,928		343,920
FCPI CLI		0		0		0		0
CLCD 1		7,450		10,786		18,236		273,540
BNP Développement		2,220		2,699		4,919		73,785
Innoveris		2,343		6,846		9,189		137,835
Sub-total Subscribers		27,671		50,529		78,200		1,173,000
Xx. Xxxxxx Xxxxxx		3,967		9,433		13,400		201,000
Mr. Hervé Ripault		761		573		1,334		20,010
Mercure Epargne Longue SA		1		11,656		11,657		174,855
Xxx. Xxxx Xxxxxxx		1,465		0		1,465		21,975
Sub-total Group A Subscribers		6,194		21,662		28,632		417,840
Total		33,865		72,191		106,056		1,590,840

ARTICLE 2 – INTERPRETATION

2.1 All other provisions of the Agreement remain unchanged.

2.2 All capitalized terms used in this amendment have the same meanings as defined in the Agreement, unless defined otherwise in this amendment.

Executed in fifteen (15) originals, with each Party initialing and signing its own copy;

Paris, March 25, 2003.

Traqueur SA Represented by Xx. Xxxxxxxx XXXXXXX		Xx. Xxxxxxxx XXXXXXX
Xx. Xxxx-Xxxxxxx XXXXXXX		Xx. Xxx XXXXXXX
SIPAREX CROISSANCE Represented by Xx. Xxxxxx XXXXX		SIGEFI VENTURES GESTION Represented by Xx. Xxxxxx XXXXX
SIPAREX DEVELOPPEMENT Represented by Xx. Xxxxxx XXXXX		LOJACK Inc. Represented by M. Xxxxxxxx XXXXXXX

CREDIT LYONNAIS PRIVATE EQUITY Represented by Xx. Xxxxxx XXXXXXX		VIVERIS MANAGEMENT Represented by Mr. Marc VILLECROZE ABDELOUHAB
BNP PARIBAS DEVELOPPEMENT Represented by Xx. Xxxxxx ALHEN		Xx. Xxxxxx XXXXXX
Xxx. Xxxx XXXXXXX		Mr. Hervé RIPAULT
Mercure Epargne Longue Represented by Mrs. Anouk BARA