THIS LOAN AND SECURITY AGREEMENT (this "Agreement") dated as of January 29, 2008 (the "Effective Date") among SILICON VALLEY BANK, a California corporation and with a loan production office located at 535 Fifth Avenue, 27th Floor, New York, New York 10017 (the "Agent"), and the Lenders listed on Schedule 1.1 and otherwise party hereto, including without limitation, SVB and GOLD HILL VENTURE LENDING 03, L.P. (" Gold Hill"), and VRINGO, INC., a Delaware corporation ("Borrower"), provides the terms on which Lenders shall lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:

1 ACCOUNTING AND OTHER TERMS

Accounting terms not defined in this Agreement shall be construed following GAAP. Calculations and determinations must be made following GAAP. Capitalized terms not otherwise defined in this Agreement shall have the meanings set forth in Section 13. All other terms contained in this Agreement, unless otherwise indicated, shall have the meaning provided by the Code to the extent such terms are defined therein.

2 LOAN AND TERMS OF PAYMENT

2.1 Promise to Pay. Borrower hereby unconditionally promises to pay Lenders the outstanding principal amount of all Credit Extensions and accrued and unpaid interest thereon as and when due in accordance with this Agreement.

2.1.1 Term Loan Facility.

Availability. Subject to the terms and conditions of this Agreement, during the First Draw Period, Lenders agree, severally and not jointly, to make one (1) or more Term Loans (each, a "First Term Loan") available to Borrower in an amount equal to Three Million Dollars ($3,000,000), according to each Lender's pro-rata share of the Term Loan based upon the respective Commitment Percentage of each Lender. During the Second Draw Period, Lenders agree, severally and not jointly, to make one (1) Term Loan (the "Second Term Loan") available to Borrower in an amount equal to One Million Dollars ($1,000,000), according to each Lender's pro rata share of the Term Loan based upon the respective Commitment Percentage of each Lender. During the Third Draw Period, Lenders agree, severally and not jointly, to make one (1) Term Loan (the "Third Term Loan") available to Borrower in an amount equal to One Million Dollars ($1,000,000), according to each Lender's pro rata share of the Term Loan based upon the respective Commitment Percentage of each Lender. The First Term Loan, Second Term Loan, and Third Term Loan are hereinafter referred to, singly or collectively, "Term Loan." For purposes of this section, the minimum amount of each Term Loan is One Million Dollars ($1,000,000.00). After repayment, no Term Loan may be re-borrowed. Lenders' obligation to lend hereunder shall terminate on the earlier of (i) at the Lenders' election, the occurrence and continuance of an Event of Default, or (ii) the Commitment Termination Date.

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