exhibit 2. 1 execution copy purchase and sale agreement by and between optis up holdings, llc and unwired planet, inc. dated as of 6 april 2016 purchase and sale agreement purchase and sale agreement, dated as of 6 april 2016 ( this “ agreement ” ), by and between optis up holdings, llc, a delaware limited liability company ( the “ purchaser ” ), and unwired planet, inc., a delaware corporation ( the “ seller ” ). capitalized terms used without definition have the respective meanings given to them in section 8. 14. recitals upon the terms and subject to conditions in this agreement, the purchaser desires to purchase and the seller desires to sell all of the outstanding capital stock of unwired planet ip holdings, inc., a delaware corporation ( “ sub 1 ” ), and all of the outstanding membership interests of unwired planet ip manager, llc, a delaware limited liability company ( “ sub 2 ” and together with sub 1, the “ holding companies ” ) ( collectively, the “ transactions ” ). the holding companies own all of the outstanding membership interests of unwired planet, llc, a nevada limited liability company ( “ upllc ” ), and upllc owns all of the outstanding shares of unwired planet international limited, an irish company limited by shares ( “ unwired planet ireland ” and together with sub 1, sub 2 and upllc, the “ unwired planet companies ” ). concurrent with the execution of this agreement, the purchaser delivered to the seller the consent ( the “ ericsson consent ” ) of telefonaktiebolaget l m ericsson ( publ ), a company duly established under the laws of sweden, with registration number 556016 - 0680, having its registered office at se - 164 83 stockholm, sweden ( “ lme ” ), and cluster llc, a delaware limited liability company ( “ e sub ” ), to the transactions. concurrent with the execution of this agreement, the seller delivered to the purchaser the consent ( the “ noteholder consent ” ) of the holders of the seller ’ s senior secured notes due 2019 under the terms of the seller ’ s indenture, dated june 28, 2013, as amended by the first supplemental indenture, dated december 23, 2015, to the transactions. concurrent with the execution of and delivery of this agreement, and as a condition and inducement to