0001019687-09-004573 Sample Contracts

LENCO MOBILE INC. WARRANT (SERIES B)
Lenco Mobile Inc. • December 16th, 2009 • Services-advertising • New York

THIS WARRANT, AND ALL SHARES OF STOCK ISSUABLE UNDER THIS WARRANT, HAVE BEEN AND WILL BE ISSUED WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). SUCH SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM.

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LENCO MOBILE INC. SECURITIES PURCHASE AND AMENDMENT AGREEMENT
Securities Purchase and Amendment Agreement • December 16th, 2009 • Lenco Mobile Inc. • Services-advertising • New York

This Securities Purchase and Amendment Agreement (this "Agreement") is made as of November 30, 2009 by and between (i) Lenco Mobile Inc., a Delaware corporation (the "Company") and AdMax Media Inc., a Nevada corporation wholly owned by the Company ("AdMax") and (ii) Agile Opportunity Fund, LLC, a Delaware limited liability company (the "Investor").

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • December 16th, 2009 • Lenco Mobile Inc. • Services-advertising • Nevada

This Agreement and Plan of Merger (this "Agreement") is made and entered into as of July __, 2009 by and between Mobicom USA Corporation, a Nevada corporation ( "Mobicom USA"), and Lenco Mobile USA Inc., a Nevada corporation ("Lenco USA"), with respect to the following facts:

Contract
Lenco Mobile Inc. • December 16th, 2009 • Services-advertising • New York

NEITHER THIS NOTE NOR ANY SHARES OF STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER THE SECURITIES LAWS OF ANY STATE. NEITHER THIS NOTE NOR ANY SHARES OF STOCK ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THIS NOTE OR SHARES OF STOCK ISSUABLE UPON CONVERSION OF THIS NOTE UNDER SUCH ACT UNLESS SUCH REGISTRATION IS NOT REQUIRED PURSUANT TO A VALID EXEMPTION THEREFROM UNDER THE ACT.

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