HUGHES TELEMATICS, INC. REGISTRATION RIGHTS AGREEMENT Dated as of February 7, 2011Registration Rights Agreement • February 8th, 2011 • HUGHES Telematics, Inc. • Communications equipment, nec • New York
THIS REGISTRATION RIGHTS AGREEMENT, dated as of February 7, 2011, by and among HUGHES TELEMATICS, INC., a Delaware corporation (the “Company”), and the entities and individuals designated on Schedule 1 hereto (each of which is herein referred to as an “Investor,” and together, the “Investors”).
HUGHES TELEMATICS, INC. STOCK PURCHASE AGREEMENT Dated as of February 7, 2011Stock Purchase Agreement • February 8th, 2011 • HUGHES Telematics, Inc. • Communications equipment, nec • New York
This STOCK PURCHASE AGREEMENT, dated as of February 7, 2011, by and among HUGHES TELEMATICS, INC., a Delaware corporation (the “Company”), and the entities and individuals designated on Schedule 1 hereto (each of which is herein referred to as a “Purchaser,” and together, the “Purchasers”).
NUMBER - THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M. NEW YORK CITY TIME, DECEMBER 17, 2014 WARRANTSWarrant Agreement • February 8th, 2011 • HUGHES Telematics, Inc. • Communications equipment, nec
THIS CERTIFIES THAT, for value received [ ] is the registered holder of a Warrant expiring December 17, 2014 (the “Warrant”) to purchase [ ] ([ ]) fully paid and non-assessable share of Common Stock, par value $.0001 per share (“Shares”), of HUGHES Telematics, Inc., a Delaware corporation (the “Company”) evidenced by this Warrant Certificate. The Warrant entitles the holder thereof to purchase from the Company, commencing on the date hereof, such number of Shares of the Company at the price of $5.99 per share, upon surrender of this Warrant Certificate and payment of the Exercise Price at the office of the Company, but only subject to the conditions set forth herein.
THIRD AMENDMENT TO SECOND LIEN CREDIT AGREEMENTSecond Lien Credit Agreement • February 8th, 2011 • HUGHES Telematics, Inc. • Communications equipment, nec • New York
THIRD AMENDMENT (this “Amendment”), dated as of February 7, 2011, to the Second Lien Credit Agreement, dated as of December 17, 2009 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among HUGHES TELEMATICS, INC., a Delaware corporation (“Borrower”), the lenders party thereto (the “Lenders”), PLASE HT, LLC, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Credit Agreement.
