0001193125-12-463671 Sample Contracts

POWERWAVE TECHNOLOGIES, INC. REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 9th, 2012 • Powerwave Technologies Inc • Radio & tv broadcasting & communications equipment • Delaware

This Agreement is being made pursuant to (i) the Credit Agreement, dated as of September 11, 2012, by and among the Company, as borrower, and the Lender Parties (the “Credit Agreement”) and (ii) the Warrants issued on the Closing Date and from time to time pursuant to Section 2.03 of the Credit Agreement. Unless otherwise indicated, capitalized terms used in this Agreement shall have the respective meanings ascribed to such terms in the Credit Agreement.

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CREDIT AGREEMENT dated as of September 11, 2012 among POWERWAVE TECHNOLOGIES, INC., as Borrower, THE LENDERS THAT ARE SIGNATORIES HERETO, as Lenders, and P-WAVE HOLDINGS, LLC, as Agent
Credit Agreement • November 9th, 2012 • Powerwave Technologies Inc • Radio & tv broadcasting & communications equipment • California

CREDIT AGREEMENT (this “Agreement”), dated as of September 11, 2012, by and among the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), POWERWAVE TECHNOLOGIES, INC., a Delaware corporation, as Borrower, and P-WAVE HOLDINGS, LLC, as Agent.

SECURITY AGREEMENT By POWERWAVE TECHNOLOGIES, INC., as Borrower and THE GUARANTORS PARTY HERETO FROM TIME TO TIME and P-WAVE HOLDINGS, LLC, as the Agent Dated as of September 11, 2012
Security Agreement • November 9th, 2012 • Powerwave Technologies Inc • Radio & tv broadcasting & communications equipment

This SECURITY AGREEMENT dated as of September 11, 2012 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”) made by Powerwave Technologies, Inc., a Delaware corporation (the “Borrower”), and the Guarantors from to time to time party hereto, if any (the “Guarantors”), as pledgors, assignors and debtors (the Borrower, together with the Guarantors, in such capacities and together with any successors in such capacities, the “Pledgors,” and each, a “Pledgor”), in favor of P-WAVE HOLDINGS, LLC, in its capacity as the agent pursuant to the Credit Agreement (as hereinafter defined), as pledgee, assignee and secured party (in such capacities and together with any successors in such capacities, the “Agent”).

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