0001144204-13-057009 Sample Contracts

REAFFIRMATION AND RATIFICATION AGREEMENT
Reaffirmation and Ratification Agreement • October 28th, 2013 • Neomedia Technologies Inc • Services-computer integrated systems design • New Jersey

This REAFFIRMATION AND RATIFICATION AGREEMENT, dated as of September 16, 2013 (this “Agreement”), by and between YA GLOBAL INVESTMENTS, L.P., a Cayman Islands exempt limited partnership (hereinafter, the “Investor”), and NEOMEDIA TECHNOLOGIES, INC., a Delaware corporation (the “Company”).

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DEBENTURE REDEMPTION AGREEMENT
Debenture Redemption Agreement • October 28th, 2013 • Neomedia Technologies Inc • Services-computer integrated systems design • New Jersey

THIS DEBENTURE REDEMPTION AGREEMENT (the “Agreement”), effective as of the 11th day of October, 2013, (the “Effective Date”) by and between YA GLOBAL INVESTMENTS, L.P., a Cayman Islands exempt limited partnership (the “Seller”) and NEOMEDIA TECHNOLOGIES, INC., a Delaware corporation (the “Buyer”).

AMENDED AND RESTATED PATENT SECURITY AGREEMENT
Patent Security Agreement • October 28th, 2013 • Neomedia Technologies Inc • Services-computer integrated systems design • New Jersey

THIS AMENDED AND RESTATED PATENT SECURITY AGREEMENT (this “Agreement”), dated as of October 25, 2013, by and between NEOMEDIA TECHNOLOGIES INC., a Delaware corporation with an address of 100 W Arapahoe Avenue, Suite 9, Boulder, Colorado 80302 (the “Grantor”) and YA Global Investments, L.P., a Cayman Islands exempt limited partnership with an address of 1012 Springfield Avenue, Mountainside, New Jersey 07092, for itself and as collateral agent for certain other lenders (in such capacity, the “Secured Party”).

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