0001437749-11-000192 Sample Contracts

WARRANT TO PURCHASE COMMON STOCK OF VALENCE TECHNOLOGY, INC. VOID AFTER January 11, 2014
Valence Technology Inc • January 12th, 2011 • Miscellaneous electrical machinery, equipment & supplies • New York

This Warrant is issued to iStar Tara LLC, a Delaware limited liability company (“iStar”), or its registered assigns ("Holder") by Valence Technology, Inc., a Delaware corporation (the "Company"), on January 11, 2011 (the "Warrant Issue Date"). This Warrant is issued pursuant to the terms of Amendment No. 3 to Loan and Security Agreement dated January 11, 2011, by and among the Company, iStar and Carl E. Berg, which amends that certain Loan and Security Agreement dated as of July 13, 2005, by and among the Company, SFT I, Inc., a Delaware corporation and the predecessor in interest to iStar, and Mr. Berg (as amended from time to time, the "Loan Agreement”).

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AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT AND OTHER LOAN DOCUMENTS
Loan and Security Agreement • January 12th, 2011 • Valence Technology Inc • Miscellaneous electrical machinery, equipment & supplies

This AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT AND OTHER LOAN DOCUMENTS (this “Amendment”) is entered into as of the 11 day of January, 2011, by and among VALENCE TECHNOLOGY, INC., a Delaware corporation, having an address at 12303 Technology Boulevard, Suite 950, Austin, Texas 78727 (“Borrower”), CARL E. BERG, an individual, having an address at 10050 Bandley Drive, Cupertino, California 95014 (“Guarantor”) and iSTAR TARA LLC, a Delaware limited liability company and successor in interest to SFT I, INC., a Delaware corporation, having an address at 1114 Avenue of the Americas, New York, New York 10036 (the “Lender”).

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