0001437749-19-007194 Sample Contracts

FIRST AMENDMENT TO Amended and Restated Change in Control Severance Agreement Dated as of November 8, 2018
Control Severance Agreement • April 15th, 2019 • Spar Group Inc • Services-business services, nec

This First Amendment to Amended and Restated Change in Control Severance Agreement (this "Amendment"), dated as of November 8, 2018 (the "Amendment Date"), is by and between Kori G. Belzer, an individual (the "Employee"), and SPAR Group, Inc., a Delaware corporation ("SGRP", the "Company" or the "Corporation"). The Employee and Company may be referred to individually as a "Party" and collectively as the "Parties".

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Corrected FIRST AMENDMENT TO Severance Agreements
Severance Agreements • April 15th, 2019 • Spar Group Inc • Services-business services, nec

This Corrected First Amendment to Severance Agreements (this "Amendment"), dated as of August 8, 2018 (the "Amendment Date"), is by and between Steven J. Adolph, an individual (the "Employee"), and SPAR Group, Inc., a Delaware corporation ("SGRP", the "Company" or the "Corporation"). The Employee and Company may be referred to individually as a "Party" and collectively as the "Parties".

CORPORATE GUARANTY
Corporate Guaranty • April 15th, 2019 • Spar Group Inc • Services-business services, nec • New Jersey

THIS CORPORATE GUARANTY (as amended, modified, supplemented, substituted, extended or renewed from time to time, this "Guaranty"), dated as of April 10, 2019, is made by SPAR MARKETING FORCE, INC., a Nevada corporation ("US Borrower"), SPAR CANADA COMPANY, an unlimited company organized under the laws of Nova Scotia ("Canadian Borrower"), SPAR GROUP, INC., a Delaware corporation, SPAR ACQUISITION, INC., a Nevada corporation, SPAR CANADA, INC., a Nevada corporation, SPAR TRADEMARKS, INC., a Nevada corporation, and SPAR ASSEMBLY & INSTALLATION, INC., a Nevada corporation (collectively, "Guarantors", and each individually, a "Guarantor"), each with an office at 333 Westchester Avenue, South Building, Suite 204, White Plains, New York 10604, in favor of NORTH MILL CAPITAL LLC, a Delaware limited liability company ("Lender"), with an office at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540.

COLLATERAL ASSIGNMENT (Security Agreement) (Trademarks) Effective: April 10, 2019
Collateral Assignment • April 15th, 2019 • Spar Group Inc • Services-business services, nec • New Jersey

WHEREAS, NORTH MILL CAPITAL LLC, a Delaware limited liability company ("Assignee"), located and doing business 821 Alexander Road, Suite 103, Princeton, New Jersey 08540, has extended and may hereafter extend credit to Assignor and/or its affiliates, and Assignor has executed and delivered to Assignee a certain Loan and Security Agreement dated as of April 10, 2019 (as amended, modified, supplemented, substituted, extended or renewed from time to time, the "Loan Agreement") pursuant to which Assignor grants to Assignee a security interest in substantially all assets of Assignor to secure all of the Obligations (as defined in the Loan Agreement) and Assignor may hereafter execute and deliver to Assignee other similar security agreements; and

Second AMENDMENT TO Severance Agreements
Severance Agreements • April 15th, 2019 • Spar Group Inc • Services-business services, nec

This Second Amendment to Severance Agreements (this "Amendment"), dated as of November 8, 2018 (the "Amendment Date"), is by and between Steven J. Adolph, an individual (the "Employee"), and SPAR Group, Inc., a Delaware corporation ("SGRP", the "Company" or the "Corporation"). The Employee and Company may be referred to individually as a "Party" and collectively as the "Parties".

FIRST AMENDMENT TO Severance AgreementS Dated as of November 8, 2018
Severance Agreements • April 15th, 2019 • Spar Group Inc • Services-business services, nec

This First Amendment to Severance Agreements (this "Amendment"), dated as of November 8, 2018 (the "Amendment Date"), is by and between Christiaan M. Olivier, an individual (the "Employee"), and SPAR Group, Inc., a Delaware corporation ("SGRP", the "Company" or the "Corporation"). The Employee and Company may be referred to individually as a "Party" and collectively as the "Parties".

COLLATERAL PLEDGE AGREEMENT
Collateral Pledge Agreement • April 15th, 2019 • Spar Group Inc • Services-business services, nec

THIS COLLATERAL PLEDGE AGREEMENT (as amended, modified, supplemented, substituted, extended or renewed from time to time, this "Agreement") is dated as of April 10, 2019, by SPAR GROUP, INC., a Delaware corporation, SPAR ACQUISITION, INC., a Nevada corporation, and SPAR MARKETING FORCE, INC., a Nevada corporation (collectively, "Obligors", and each individually, an "Obligor"), in favor of NORTH MILL CAPITAL LLC, a Delaware limited liability company ("Secured Party").

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