0001383395-20-000011 Sample Contracts

SEQUANS COMMUNICATIONS S.A. AMENDMENT NO. 5 TO CONVERTIBLE PROMISSORY NOTE ISSUED APRIL 14, 2015
Sequans Communications • March 30th, 2020 • Semiconductors & related devices

This Amendment No. 5 to Convertible Promissory Note (the “Amendment”) is made as of March 20, 2020 by and between Sequans Communications S.A., a société anonyme incorporated in the French Republic (the “Company”) and Nokomis Capital Master Fund, LP, a Cayman Islands exempted limited partnership (the “Purchaser” and together with the Company, the “Parties”) and is made with reference to the Convertible Promissory Note issued as of April 14, 2015 (the “Note”), as amended on June 30, 2017, October 30, 2017, September 27, 2018 and October 26, 2018, under and pursuant to that certain Convertible Note Agreement, dated as of April 14, 2015 (the “Purchase Agreement”), between the Parties. Unless otherwise indicated herein, capitalized terms used herein have the same meanings set forth in the Purchase Agreement.

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SEQUANS COMMUNICATIONS S.A. AMENDMENT NO. 1 TO WARRANT AGREEMENT dated september 27, 2018
Warrant Agreement • March 30th, 2020 • Sequans Communications • Semiconductors & related devices

This Amendment No. 1 to Warrant Agreement (the “Amendment”) is made as of March 20, 2020 by and between Sequans Communications S.A., a société anonyme incorporated in the French Republic (the “Company”) and Nokomis Capital Master Fund, LP, a Cayman Islands exempted limited partnership (the “Beneficiary” and together with the Company, the “Parties”) and is made with reference to the Warrants issued as of September 27, 2018 (the “Warrants”), under and pursuant to that certain Warrant Agreement, dated as of September 27, 2018 (the “Warrant Agreement”), between the Parties. Unless otherwise indicated herein, capitalized terms used herein have the same meanings set forth in the Warrant Agreement.

SEQUANS COMMUNICATIONS S.A. AMENDMENT NO. 1 TO CONVERTIBLE PROMISSORY NOTE ISSUED AUGUST 16, 2019
Sequans Communications • March 30th, 2020 • Semiconductors & related devices

This Amendment No. 1 to Convertible Promissory Note (the “Amendment”) is made as of March 20, 2020 by and between Sequans Communications S.A., a société anonyme incorporated in the French Republic (the “Company”) and Nokomis Capital Master Fund, LP, a Cayman Islands exempted limited partnership (the “Purchaser” and together with the Company, the “Parties”) and is made with reference to the Convertible Promissory Note issued as of August 16, 2019 (the “Note”) under and pursuant to that certain Convertible Note Agreement, dated as of August 16, 2019 (the “Purchase Agreement”), between the Parties. Unless otherwise indicated herein, capitalized terms used herein have the same meanings set forth in the Purchase Agreement.

TO CONVERTIBLE PROMISSORY NOTE ISSUED APRIL 27, 2016
Sequans Communications • March 30th, 2020 • Semiconductors & related devices

This Amendment No. 6 to Convertible Promissory Note (the “Amendment”) is made as of March 20, 2020 by and between Sequans Communications S.A., a société anonyme incorporated in the French Republic (the “Company”) and Nokomis Capital Master Fund, LP, a Cayman Islands exempted limited partnership (the “Purchaser” and together with the Company, the “Parties”) and is made with reference to the Convertible Promissory Note issued as of April 27, 2016 (the “Note”), as amended on June 30, 2017, October 30, 2017, September 27, 2018, October 26, 2018 and February 11, 2020, under and pursuant to that certain Convertible Note Agreement, dated as of April 27, 2016 (the “Purchase Agreement”), between the Parties. Unless otherwise indicated herein, capitalized terms used herein have the same meanings set forth in the Purchase Agreement.

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