1 EXHIBIT 10.7 PURCHASE AND SALE AGREEMENT ------------------------------------ -------------------------------------------- 1. PARTIES This 8th day of November, 1996 Corcoran Chelmsford B Associates, a Massachusetts limited partnership with a...Purchase and Sale Agreement • November 26th, 1997 • Mercury Computer Systems Inc
1 2 (a) A registration statement on Form S-1 (File No. 333-41139) with respect to the Securities, including a prospectus subject to completion, has been filed by the Company with the Securities and Exchange Commission (the "Commission") under the...Mercury Computer Systems Inc • March 13th, 1998 • Electronic components & accessories • New York
EXHIBIT 1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 2nd, 2000 • Mercury Computer Systems Inc • Electronic components & accessories • New York
MERCURY COMPUTER SYSTEMS, INC. 3,500,000 Shares(1) Common Stock UNDERWRITING AGREEMENTMercury Computer Systems Inc • January 23rd, 1998 • Electronic components & accessories • New York
Mercury Computer Systems, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 11th, 2011 • Mercury Computer Systems Inc • Electronic components & accessories • New York
earnings release or the occurrence of the material news or material event, as applicable, unless Jefferies & Company, Inc. and Lazard Capital Markets LLC waive, in writing, such extension, except that such extension will not apply if (A) the Shares are “actively traded securities” (as defined in Regulation M under the Exchange Act), (B) the Company meets the applicable requirements of paragraph (a)(1) of Rule 139 under the Securities Act of 1933, as amended (the “Securities Act”) in the manner contemplated by NASD Conduct Rule 2711(f)(4), and (C) the provisions of NASD Conduct Rule 2711(f)(4) are not applicable to any research reports relating to the Company published or distributed by any of the underwriters during the 15 days before or after the last day of the Lock-up Period (before giving effect to such extension). The foregoing restrictions shall not apply to (i) the transfer of any or all of the Shares owned by the undersigned, either during the undersigned’s lifetime or on death
2 3 Preliminary Prospectus identified therein that such Term Sheet supplements;Mercury Computer Systems Inc • November 26th, 1997 • New York
Mercury Systems, Inc. 6,000,000 Shares Common Stock ($0.01 par value) plus an option to purchase from the Company up to 900,000 shares of Common Stock Underwriting AgreementMercury Systems Inc • January 27th, 2017 • Electronic components & accessories • New York
Mercury Systems, Inc., a corporation organized under the laws of Massachusetts (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of common stock, $0.01 par value (“Common Stock”), of the Company set forth in Schedule I hereto (the “Securities”) (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I hereto (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Unde
Mercury Systems, Inc. 4,500,000 Shares Common Stock ($0.01 par value) plus an option to purchase from the Company up to 675,000 shares of Common Stock Underwriting AgreementMercury Systems Inc • April 8th, 2016 • Electronic components & accessories • New York
Mercury Systems, Inc., a corporation organized under the laws of Massachusetts (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of common stock, $0.01 par value (“Common Stock”), of the Company set forth in Schedule I hereto (the “Securities”) (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I hereto (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Unde
MERCURY COMPUTER SYSTEMS, INC. AND EQUISERVE TRUST COMPANY, N.A. AS RIGHTS AGENT SHAREHOLDER RIGHTS AGREEMENT DATED AS OF DECEMBER 14, 2005Shareholder Rights Agreement • December 15th, 2005 • Mercury Computer Systems Inc • Electronic components & accessories • Massachusetts
Agreement, dated as of December 14, 2005, between Mercury Computer Systems, Inc., a Massachusetts corporation (the “Company”), and EquiServe Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).
AGREEMENT AND PLAN OF MERGER among MERCURY COMPUTER SYSTEMS, INC. WILDCAT MERGER SUB INC., and MICRONETICS, INC. Dated as of June 8, 2012Agreement and Plan of Merger • June 11th, 2012 • Mercury Computer Systems Inc • Electronic components & accessories • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of June 8, 2012 (this “Agreement”), by and among Mercury Computer Systems, Inc., a Massachusetts corporation (“Parent”), Wildcat Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Micronetics, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.
CREDIT AGREEMENT dated as of October 12, 2012 among MERCURY COMPUTER SYSTEMS, INC., as Borrower, THE LENDING INSTITUTIONS NAMED HEREIN, as Lenders, and KEYBANK NATIONAL ASSOCIATION, as an LC Issuer, Swing Line Lender, as the Administrative Agent, as...Credit Agreement • October 17th, 2012 • Mercury Computer Systems Inc • Electronic components & accessories • New York
This CREDIT AGREEMENT is entered into as of October 12, 2012 among the following: (i) MERCURY COMPUTER SYSTEMS, INC., a Massachusetts corporation (the “Borrower”); (ii) the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”); (iii) KEYBANK NATIONAL ASSOCIATION, as the administrative agent (the “Administrative Agent”), as the Swing Line Lender (as hereinafter defined), an LC Issuer (as hereinafter defined), and as Joint Lead Arranger and joint bookrunner; (iv) TD BANK, N.A., as Joint Lead Arranger, joint bookrunner and as Co-Syndication Agent; (v) U.S. BANK NATIONAL ASSOCIATION, as Joint Lead Arranger, joint bookrunner and as Co-Syndication Agent; and (vi) SOVEREIGN BANK, N.A., as Documentation Agent.
MERCURY COMPUTER SYSTEMS, INC., ISSUER AND U.S. BANK NATIONAL ASSOCIATION, TRUSTEEIndenture • May 11th, 2004 • Mercury Computer Systems Inc • Electronic components & accessories • New York
INDENTURE, dated as of April 29, 2004, between MERCURY COMPUTER SYSTEMS, INC., a corporation duly organized and existing under the laws of the Commonwealth of Massachusetts, having its principal office at 199 Riverneck Road, Chelmsford, Massachusetts 01824-2820 (herein called the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States, as Trustee hereunder (herein called the “Trustee”).
BACKGROUNDExtension of Lease • November 26th, 1997 • Mercury Computer Systems Inc • Massachusetts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 11th, 2004 • Mercury Computer Systems Inc • Electronic components & accessories • New York
Mercury Computer Systems, Inc., a Massachusetts corporation (the “Company”), proposes to issue and sell to you (the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated April 21, 2004 (the “Purchase Agreement”), $125,000,000 principal amount of its 2% Convertible Senior Notes due 2024 (the “Securities”). As an inducement to you to enter into the Purchase Agreement and in satisfaction of a condition to your obligations thereunder, the Company agrees with you, for the benefit of the holders (including the Initial Purchasers) of the Securities, as follows:
EXHIBIT 10.1 199 RIVERNECK, LLC $6,850,000 7.30% Senior Secured Notes due November 2, 2014 NOTE PURCHASE AGREEMENT Dated as of October 26, 1999 199 Riverneck, LLC 199 Riverneck Road Chelmsford, MA 01824Note Purchase Agreement • November 12th, 1999 • Mercury Computer Systems Inc • Electronic components & accessories
CHANGE IN CONTROL SEVERANCE AGREEMENTChange in Control Severance Agreement • August 18th, 2011 • Mercury Computer Systems Inc • Electronic components & accessories • Massachusetts
THIS AGREEMENT, dated as of August 16, 2011, is made by and between Mercury Computer Systems, Inc., a Massachusetts corporation with its principal offices at 201 Riverneck Road, Chelmsford, Massachusetts 01824 (the “Company”), and Mark Aslett (the “Executive”) residing in Winchester, Massachusetts 01890.
EXHIBIT 10.2 RIVERNECK ROAD, LLC $7,650,000 7.30% Senior Secured Notes due November 2, 2014 NOTE PURCHASE AGREEMENT Dated as of October 26, 1999 Riverneck Road, LLC 199 Riverneck Road Chelmsford, MA 01824Note Purchase Agreement • November 12th, 1999 • Mercury Computer Systems Inc • Electronic components & accessories
2- This Amendment shall become effective on the date (the “Amendment No. 5 Effective Date”) when each of the following conditions shall have been satisfied: (a) The Administrative Agent shall have received counterparts of this Amendment executed and...Credit Agreement • November 7th, 2023 • Mercury Systems Inc • Electronic components & accessories • New York
Mercury Systems, Inc. Up to $200,000,000 of Shares of Common Stock ($0.01 par value) Equity Distribution Agreement August 28, 2017Terms Agreement • August 28th, 2017 • Mercury Systems Inc • Electronic components & accessories • New York
Mercury Systems, Inc., a corporation organized under the laws of Massachusetts (the “Company”), confirms its agreement (this “Agreement”) with Citigroup Global Markets Inc. (“Citi”), J.P. Morgan Securities LLC (“J.P. Morgan”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) (each a “Manager” and collectively, the “Managers”) as follows:
PERFORMANCE RESTRICTED STOCK AWARD AGREEMENTPerformance Restricted Stock Award Agreement • November 30th, 2018 • Mercury Systems Inc • Electronic components & accessories
Pursuant to the Mercury Systems, Inc. 2018 Stock Incentive Plan (the “Plan”) as amended through the date hereof, Mercury Systems, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.01 per share (the “Stock”), of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.
Seller TPA No.__________ Buyer TPA No.__________ TERM PURCHASE AGREEMENT AGREEMENT made this 7/25/95 between ANALOG DEVICES, INC. having a principal place of business at Norwood, MA (hereinafter Seller) and MERCURY COMPUTER SYSTEMS, INC., Chelmsford,...Term Purchase Agreement • January 23rd, 1998 • Mercury Computer Systems Inc • Electronic components & accessories • Massachusetts
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 4th, 2009 • Mercury Computer Systems Inc • Electronic components & accessories • Massachusetts
This Agreement is made as of the 17th day of November, 2003, by and between Mercury Computer Systems, Inc., a Massachusetts corporation (the “Corporation”), and (the “Indemnitee”), a director of the Corporation.
RESTRICTED STOCK AWARD AGREEMENT UNDER THE MERCURY COMPUTER SYSTEMS, INC.Restricted Stock Award Agreement • November 16th, 2005 • Mercury Computer Systems Inc • Electronic components & accessories
Pursuant to the Mercury Computer Systems, Inc. 2005 Stock Incentive Plan (the “Plan”) as amended through the date hereof, Mercury Computer Systems, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.01 per share (the “Stock”), of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.
LEASE by and between BTI 199-201 RIVERNECK, L.P., a Delaware limited partnership as Landlord and MERCURY COMPUTER SYSTEMS INC., as Tenant With respect to property located at 199 and 201 Riverneck Road, Chelmsford, Massachusetts April 20, 2007Lease • August 22nd, 2012 • Mercury Computer Systems Inc • Electronic components & accessories • Massachusetts
STOCK PURCHASE AGREEMENT BY AND AMONG MERCURY COMPUTER SYSTEMS, INC., LNX CORPORATION, THE HOLDERS OF SECURITIES OF LNX CORPORATION LISTED ON SCHEDULE I HERETO AND THE SELLERS’ REPRESENTATIVE NAMED HEREIN Dated as of January 12, 2011Stock Purchase Agreement • May 5th, 2011 • Mercury Computer Systems Inc • Electronic components & accessories • Massachusetts
THIS STOCK PURCHASE AGREEMENT (as amended, modified or supplemented from time to time, this “Agreement”) is made and entered into as of January 12, 2011 by and among MERCURY COMPUTER SYSTEMS, INC., a Massachusetts corporation (“Buyer”), LNX CORPORATION, a Massachusetts corporation (the “Company”), each of the holders of outstanding shares of capital stock of the Company listed on Annex I-A hereto (referred to as the “Shareholders” or the “Sellers”), and Lamberto Raffaelli, in his capacity as the Sellers’ Representative.
Riverneck Road, LLC Chelmsford, MA 01824 AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • December 28th, 2005 • Mercury Computer Systems Inc • Electronic components & accessories • Massachusetts
STOCK PURCHASE AGREEMENT between MICROSEMI CORPORATION and MERCURY SYSTEMS, INC. DATED AS OF MARCH 23, 2016Stock Purchase Agreement • April 4th, 2016 • Mercury Systems Inc • Electronic components & accessories • New York
This STOCK PURCHASE AGREEMENT, dated as of March 23, 2016 (this “Agreement”), is entered into by and between MICROSEMI CORPORATION, a Delaware corporation (“Seller”), and MERCURY SYSTEMS, INC., a Massachusetts corporation (“Buyer”). All capitalized terms used in this Agreement shall have the respective meanings assigned to such terms in Article XIV.
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • May 9th, 2019 • Mercury Systems Inc • Electronic components & accessories
Pursuant to the Mercury Systems, Inc. 2018 Stock Incentive Plan (the “Plan”) as amended through the date hereof, Mercury Systems, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.01 per share (the “Stock”), of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.
1 Exhibit 10.10 PURCHASE OFFER AGREEMENT FOR OEM MANUFACTURERPurchase Offer Agreement • January 23rd, 1998 • Mercury Computer Systems Inc • Electronic components & accessories
TERMS AND CONDITIONSRisk Preproduction Purchase Agreement • January 23rd, 1998 • Mercury Computer Systems Inc • Electronic components & accessories
RESTRICTED STOCK AWARD AGREEMENT UNDER THE MERCURY COMPUTER SYSTEMS, INC.Restricted Stock Award Agreement • August 19th, 2010 • Mercury Computer Systems Inc • Electronic components & accessories
Pursuant to the Mercury Computer Systems, Inc. 1997 Stock Option Plan (the “Plan”) as amended through the date hereof, Mercury Computer Systems, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.01 per share (the “Stock”), of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.
PURCHASE AND SALE AGREEMENT BY AND BETWEEN 199 RIVERNECK, LLC, RIVERNECK ROAD, LLC AND 191 RIVERNECK, LLC (COLLECTIVELY, THE “SELLER”) AND BTI 199-201 RIVERNECK, L.P. (“BUYER”) Dated as of: April 12, 2007Purchase and Sale Agreement • August 22nd, 2012 • Mercury Computer Systems Inc • Electronic components & accessories • Massachusetts
THIS PURCHASE AND SALE AGREEMENT (“Agreement”) is made this 12th day of April, 2007, by and between 199 Riverneck, LLC, a Delaware limited liability company, Riverneck Road, LLC, a Delaware limited liability company and 191 Riverneck, LLC, a Delaware limited liability company (collectively, the “Seller”), and BTI 199-201 Riverneck, L.P., a Delaware limited partnership (the “Buyer”).
Mercury Proprietary/No Tech Data/ FIRST AMENDMENT TO PERFORMANCE RESTRICTED STOCK AWARD AGREEMENT GRANTED TO CHRISTOPHER CAMBRIA UNDER THE MERCURY SYSTEMS, INC. 2018 STOCK INCENTIVE PLAN This First Amendment (“Amendment”), with respect to awards of...Mercury Systems Inc • November 5th, 2024 • Electronic components & accessories
ContractSeparation Agreement • November 5th, 2024 • Mercury Systems Inc • Electronic components & accessories
RESTRICTED STOCK AWARD AGREEMENT UNDER THE MERCURY COMPUTER SYSTEMS, INC.Restricted Stock Award Agreement • September 13th, 2005 • Mercury Computer Systems Inc • Electronic components & accessories
Pursuant to the Mercury Computer Systems, Inc. 1997 Stock Option Plan (the “Plan”) as amended through the date hereof, Mercury Computer Systems, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.01 per share (the “Stock”), of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.
