0001206774-15-002105 Sample Contracts

CALAMP CORP. AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of May 6, 2015 1.625% Convertible Senior Notes due 2020
Indenture • June 30th, 2015 • CalAmp Corp. • Radio & tv broadcasting & communications equipment • New York

INDENTURE dated as of May 6, 2015 between CalAmp Corp., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), and The Bank of New York Mellon Trust Company, N.A., a national banking association organized under the laws of the United States of America, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

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Standard Contracts

JPMorgan Chase Bank, National Association [_______]
Warrant Agreement • June 30th, 2015 • CalAmp Corp. • Radio & tv broadcasting & communications equipment • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by CalAmp Corp. (“Company”) to JPMorgan Chase Bank, National Association, London Branch (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.

Jefferies International Limited c/o Jefferies LLC, as agent [_______]
Call Option Transaction • June 30th, 2015 • CalAmp Corp. • Radio & tv broadcasting & communications equipment • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Jefferies International Limited (“Dealer”) and CalAmp Corp. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.

April 30, 2015
Warrant Agreement • June 30th, 2015 • CalAmp Corp. • Radio & tv broadcasting & communications equipment • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by CalAmp Corp. (“Company”) to Barclays Bank PLC (“Dealer”), through its agent Barclays Capital Inc. (“Agent”), as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction. Dealer is not a member of the Securities Investor Protection Corporation (“SIPC”). Dealer is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority.

Nomura Global Financial Products Inc. c/o Nomura Securities International, Inc. [_______]
Base Call Option Transaction • June 30th, 2015 • CalAmp Corp. • Radio & tv broadcasting & communications equipment • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Nomura Global Financial Products Inc. (“Dealer”) and CalAmp Corp. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.

Nomura Global Financial Products Inc. c/o Nomura Securities International, Inc. [_______]
Call Option Transaction • June 30th, 2015 • CalAmp Corp. • Radio & tv broadcasting & communications equipment • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Nomura Global Financial Products Inc. (“Dealer”) and CalAmp Corp. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.

Re: Additional Warrants
Warrant Agreement • June 30th, 2015 • CalAmp Corp. • Radio & tv broadcasting & communications equipment • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by CalAmp Corp. (“Company”) to Barclays Bank PLC (“Dealer”), through its agent Barclays Capital Inc. (“Agent”), as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction. Dealer is not a member of the Securities Investor Protection Corporation (“SIPC”). Dealer is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority.

Barclays Bank PLC
Call Option Transaction • June 30th, 2015 • CalAmp Corp. • Radio & tv broadcasting & communications equipment • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Barclays Bank PLC (“Dealer”), through its agent Barclays Capital Inc. (“Agent”), and CalAmp Corp. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction. Dealer is not a member of the Securities Investor Protection Corporation (“SIPC”). Dealer is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority.

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