Contract

Exhibit 99.1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Preferred Stock, no par value per share, of USA Technologies Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

Dated:  October 11, 2016

	Legion Partners, L.P. I
	By:	Legion Partners Asset Management, LLC Investment Advisor
	By:	/s/ Xxxxxxxxxxx X. Xxxxx
		Name:	Xxxxxxxxxxx X. Xxxxx
		Title:	Managing Member

	Legion Partners, X.X. XX
	By:	Legion Partners Asset Management, LLC Investment Advisor
	By:	/s/ Xxxxxxxxxxx X. Xxxxx
		Name:	Xxxxxxxxxxx X. Xxxxx
		Title:	Managing Member

	Legion Partners Special Opportunities, X.X. XX,
	By:	Legion Partners Asset Management, LLC Investment Advisor
	By:	/s/ Xxxxxxxxxxx X. Xxxxx
		Name:	Xxxxxxxxxxx X. Xxxxx
		Title:	Managing Member

	Legion Partners, LLC
	By:	Legion Partners Holdings, LLC Managing Member
	By:	/s/ Xxxxxxxxxxx X. Xxxxx
		Name:	Xxxxxxxxxxx X. Xxxxx
		Title:	Managing Member

	Legion Partners Asset Management, LLC
	By:	/s/ Xxxxxxxxxxx X. Xxxxx
		Name:	Xxxxxxxxxxx X. Xxxxx
		Title:	Managing Director

	Legion Partners Holdings, LLC
	By:	/s/ Xxxxxxxxxxx X. Xxxxx
		Name:	Xxxxxxxxxxx X. Xxxxx
		Title:	Managing Member

/s/ Xxxxxxxxxxx X. Xxxxx

Xxxxxxxxxxx X. Xxxxx

/s/ Xxxxxxx X. Xxxx

Xxxxxxx X. Xxxx

/s/ Xxxxxxx Xxxxx

Xxxxxxx Xxxxx