0001144204-15-036951 Sample Contracts

8% Original Issue Discount CONVERTIBLE NOTE DUE December 11, 2015
xG TECHNOLOGY, INC. • June 12th, 2015 • Communications equipment, nec • New York

THIS 8% ORIGINAL ISSUE DISCOUNT CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 8% Original Issue Discount Convertible Notes of xG Technology, Inc. (the “Company”), having its principal place of business at 240 S. Pineapple Avenue, Suite 701, Sarasota, FL, 34236, designated as its 8% Original Issue Discount Convertible Note due December 11, 2015 (the “Note” and, collectively with the other Notes of such series, the “Notes”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 12th, 2015 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 11, 2015, between xG Technology, Inc. (the “Company”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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