Intercreditor, Trade Credit Restructuring and Security Agreement Sample Contracts

AND SECURITY AGREEMENT
Intercreditor, Trade Credit Restructuring and Security Agreement • November 14th, 2006 • Xplore Technologies Corp • New York

This Intercreditor, Trade Credit Restructuring and Security Agreement, dated as of November 24, 2004 by and among Xplore Technologies Corp., a corporation incorporated under the laws of Canada (“Xplore”), Xplore Technologies Corporation of America, a corporation incorporated under the laws of Delaware and a wholly-owned subsidiary of Xplore (“Xplore America”), Phoenix Enterprises LLC, a limited liability company organized under the laws of the State of Delaware (“Phoenix”), Phoenix Venture Fund LLC, a limited liability company organized under the laws of the State of Delaware (“Phoenix Fund”), The Philip S. Sassower 1996 Charitable Remainder Annuity Trust, a trust organized under the laws of the State of New York (the “Trust”) and Wistron Corporation, a corporation incorporated under the laws of Taiwan (“Wistron”).

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