INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • September 8th, 2014 • Novatel Wireless Inc • Communications equipment, nec • New York
This Investors’ Rights Agreement (this “Agreement”) is made and entered into as of this 8th day of September, 2014 by and among Novatel Wireless, Inc., a Delaware corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement, dated as of even date herewith, by and among the Company and the persons and entities listed on the signature pages thereto (as amended from time to time, the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
PURCHASE AGREEMENTPurchase Agreement • September 8th, 2014 • Novatel Wireless Inc • Communications equipment, nec • New York
This Purchase Agreement (“Agreement”) is made as of the 3rd day of September, 2014 by and among Novatel Wireless, Inc., a Delaware corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).
NOVATEL WIRELESS, INC. WARRANT TO PURCHASE COMMON STOCKSecurity Agreement • September 8th, 2014 • Novatel Wireless Inc • Communications equipment, nec • New York
Novatel Wireless, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, HC2 Holdings 2, Inc., a Delaware corporation, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon surrender of this Warrant to Purchase Common Stock (including any Warrant to Purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after the date that is six (6) months following the Issuance Date (the “Exercisability Date”), but not after 11:59 p.m., New York time, on the date that is the five year anniversary of the Issuance Date (the “Expiration Date”), 4,117,647 fully paid and nonassessable shares of Common Stock (as defined below) (subject to adjustment as provided herein, the “Warr
