0001213900-18-004257 Sample Contracts

FACTORING AGREEMENT
Factoring Agreement • April 11th, 2018 • Stellar Acquisition III Inc. • Blank checks • California

This Factoring Agreement (the “Agreement”) is made as of June 14, 2016, by and between CSNK Working Capital Finance Corp. d/b/a Bay View Funding (“Buyer”) having a place of business at 2933 Bunker Hill Lane, Suite 210, Santa Clara, CA 95054-1152, and Phunware, Inc., a Delaware corporation (“Seller”) having its principal place of business and chief executive office at 7800 Shoal Credo Blvd, Suite 230S, Austin, TX 78757 with an additional address at 7800 Shoal Creek Blvd., Suite 210W, Austin, TX 78757; 1209 Orange Street, Wilmington, DE 19801.

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PHUNWARE, Inc. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT December 18, 2015, as amended on October 25, 2016 PHUNWARE, Inc. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • April 11th, 2018 • Stellar Acquisition III Inc. • Blank checks • Delaware

This Amended and Restated Investor Rights Agreement (this “Agreement”) is made as of December 18, 2015, as amended on October 25, 2016, by and among Phunware, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.

LEASE BY AND BETWEEN HUB PROPERTIES TRUST LANDLORD AND PHUNWARE, INC. TENANT
Lease Agreement • April 11th, 2018 • Stellar Acquisition III Inc. • Blank checks • Texas

This lease (this “Lease”) is entered into by and between Hub Properties Trust, a Maryland real estate investment trust (“Landlord”), and Phunware, Inc., a Delaware corporation (“Tenant”).

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