0001145443-15-000054 Sample Contracts

FIRST AMENDMENT TO REVENUE SHARING AND NOTE PURCHASE AGREEMENT
Revenue Sharing and Note Purchase Agreement • January 22nd, 2015 • Andrea Electronics Corp • Radio & tv broadcasting & communications equipment • New York

The REVENUE SHARING AND NOTE PURCHASE AGREEMENT originally dated as of February 14, 2014, is hereby amended and restated as of December 24, 2014, retroactively effective as of February 14, 2014, and is by and among Andrea Electronics Corporation, a New York corporation (the “Company”), AND34 Funding LLC as collateral agent (the “Collateral Agent”), each Person listed on Schedule 2.1 hereto (the “Revenue Participants”) and each Person listed on Schedule 2.2 hereto (the “Note Purchasers” and, together with the Revenue Participants, the “Purchasers”). This AMENDED AND RESTATED REVENUE SHARING AND NOTE PURCHASE AGREEMENT (this “Agreement”) replaces and supersedes the original REVENUE SHARING AND NOTE PURCHASE AGREEMENT.

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