VeriFone, Inc. | 2099 Gateway Place, Suite 600 | San Jose, CA 95110 | USA (t) 408 ###-###-#### | (f) 408 ###-###-#### | www.verifone.com

June 7, 2013

Sunil Kappagoda

Dear Sunil,

VeriFone, Inc. ("VeriFone") is pleased to offer you the exempt position of President, VeriFone ASPAC & EVP Corporate Strategy of VeriFone, Inc., reporting to VeriFone's CEO. VeriFone may withdraw the offer set forth in this letter at any time prior to your acceptance for any reason. All figures herein are in USD.

Your employment will be as soon as reasonably practicable, but no later than August 1, 2013. The expected term of your employment is at least two years.

You will be based in VeriFone's Singapore office with a starting annual salary of $410,000.00. Your starting salary will be reviewed in accordance with the Company's customary practice and may be increased at any time. Your salary may not, however, be decreased (including after any increase) without your consent, with respect to your current position.

You will also be eligible for a target bonus of $410,000.00 per annum based on the achievement of certain company-wide corporate financial performance objectives and your business unit and/or functional area corporate objectives, as set by the VeriFone Board of Directors and the VeriFone CEO, all per the terms of the VeriFone VIPOR bonus policy. The bonus payout may be further adjusted by the VeriFone Board of Directors and the VeriFone CEO to be from 80% to 120% of actual target achievement based upon your personal performance for the measurement period. The bonus target is prorated for any partial fiscal year that you are employed with us (e.g. for 2013) and you will not be eligible for any bonus payment if you are not employed by VeriFone at the end of the relevant period for such bonus payment. Further VIPOR policy information will be separately provided. Notwithstanding the foregoing, you shall be guaranteed a target bonus in the range of $328,000 to $492,000 (i.e. 80%-120% of target) for 2014 and 2015 (and, as prorated, for 2013), provided that you continue to be employed by VeriFone at the end of such period. Your annual target bonus will be reviewed in accordance with the Company's customary practice and may be increased at any time. Your annual target bonus may not, however, be decreased (including after any increase) without your consent, with respect to your current position.

In addition, you will receive an initial restricted stock units ("RSU") grant with a value of $3 million (the "Initial RSU Grant"). The actual number of RSUs will be confirmed on the standard VeriFone equity award grant date following your start date and will be calculated based on dividing the above grant date value by the per RSU award value applicable on the grant date (pursuant to VeriFone's standard award grant and valuation policies).  The equity grant will cliff vest fifty percent (50%) on each of the first and second anniversaries of the grant date, provided that you continue to be employed by VeriFone on the applicable vesting date. The award will be subject to the terms and conditions of the applicable VeriFone stock plan and VeriFone RSU grant agreement under which the award is granted.

You will receive an annual equity refresh award of $1.5 million in value for each of 2014 and 2015 (pursuant to VeriFone's standard award grant and valuation policies). Your equity refresh awards for these years will be granted at a time consistent with other senior executives (but no later than March of the relevant year) and shall cliff vest on the first anniversary of grant. Refresh equity awards for beyond 2015 are at the sole discretion of the Compensation Committee and the Board, and are not guaranteed in any manner.

While you are based internationally for VeriFone, you will receive the international relocation package detailed in exhibit A hereto. In addition to your salary, you and your qualified dependents will be eligible to receive customary employee benefits that VeriFone provides to employees in comparable positions as the position being offered to you. Most of these benefits take effect on your first day of employment with VeriFone. These comprehensive benefits include medical, dental, life, and disability plans. With a few restrictions and eligibility requirements, additional benefits include:

VeriFone desires to attract and retain individuals who meet our high standards of performance and conduct. However, VeriFone cannot guarantee that you will be employed for any specific length of time. Except as provided herein, your employment will be at will, and may be terminated at any time by either you or VeriFone. We will work closely with you to ensure that you understand our performance and productivity expectations.

If VeriFone terminates your employment without "Cause" (as defined in Exhibit A) or you terminate your employment for "Good Reason" (as defined in Exhibit A), then your Initial RSU Grant and the 2014 and 2015 annual equity refresh awards (which if not yet

granted as of the date of your termination will be granted on a fully vested basis) will fully vest and become deliverable. In addition, if such a termination occurs before November 1, 2015, you will be paid any unpaid salary and target bonus that you would have been entitled under this offer through October 31, 2015 within 30 days of termination.

As a VeriFone employee, you will be expected to abide by VeriFone’s policies and procedures which are posted on our internal company website. Acceptance of employment with VeriFone will indicate your agreement to be bound by all terms of VeriFone's policies and procedures. In the event of any dispute or claim relating to or arising out of this agreement, our employment relationship, or the termination of our employment relationship (including, but not limited to, any claims of wrongful termination or age, gender, disability, race, or other discrimination or harassment), you and VeriFone agree that all such disputes and claims shall be fully, finally, and exclusively resolved by binding arbitration conducted by the American Arbitration Association ("AAA") in Santa Clara County, California (unless we mutually agree to a different location). You and the VeriFone each expressly waive their respective rights to have such disputes tried by a court or jury. The arbitration will be conducted by a single arbitrator appointed by the AAA in accordance with the AAA's then-current rules for the resolution of employment disputes, which can be reviewed at www.adr.org. With respect to any disputes that arise out of or relating to the employment period through March 31, 2016, VeriFone will pay or reimburse any reasonable expenses, including reasonable attorney’s fees, you incur as a result of any such disputes so long as you prevail on at least one material issue in the dispute.

In your work for VeriFone, you will be expected not to use or disclose any confidential information, including, but not limited to, trade secrets of any former employer or other person to whom you have an obligation of confidentiality. Rather, you will be expected to use only that information which is generally known and used by persons with training and experience comparable to your own, which is common knowledge in the industry, which is otherwise legally in the public domain, or which is otherwise provided or developed by VeriFone. You agree that you will not bring onto VeriFone’s premises any unpublished documents or property belonging to any former employer or other person to whom you have an obligation of confidentiality. You represent that you have disclosed to VeriFone any contract you have signed that may restrict your activities on behalf of VeriFone.

As a condition of employment, you must also comply with the enclosed Patent and Confidential Information Agreement, which prohibits unauthorized use or disclosure of VeriFone proprietary information. Please sign and return this document along with the signed offer letter.

Please indicate your acknowledgement and acceptance of the offer set forth in this letter by signing, dating, and returning a signed copy of this offer letter, together with a signed copy of the enclosed Patent and Confidential Information Agreement, to me no later than 5:00pm Pacific time on June 13, 2013 (if not so returned by that date, this offer will expire).

Sunil, we look forward to having you as a member of the VeriFone team and to developing a mutually beneficial working relationship. If you have any questions, please feel free to contact me at ###-###-####.

Sincerely,

/s/ Albert Liu

Albert Liu

EVP Corp Dev & General Counsel

VeriFone, Inc.

Acknowledged and Accepted by: