Endwave Corp Sample Contracts

NO.
Purchase Agreement • March 30th, 2004 • Endwave Corp • Radio & tv broadcasting & communications equipment
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ARTICLE I
Services Agreement • August 28th, 2000 • Endwave Corp • Radio & tv broadcasting & communications equipment • California
RECITALS
Agreement and Plan of Merger • July 12th, 2000 • Endwave Corp
AMONG
Purchase and Sale Agreement • August 4th, 2004 • Endwave Corp • Radio & tv broadcasting & communications equipment • Delaware
RIGHT CERTIFICATE ENDWAVE CORPORATION
Rights Agreement • December 5th, 2005 • Endwave Corp • Radio & tv broadcasting & communications equipment
ARTICLE 1 DEFINITIONS AND PRIORITY
Supply Agreement • May 14th, 2004 • Endwave Corp • Radio & tv broadcasting & communications equipment • California
BY AND BETWEEN TRW INC., SPACE & ELECTRONICS GROUP ONE SPACE PARK REDONDO BEACH, CALIFORNIA 90278 AND
License Agreement • August 28th, 2000 • Endwave Corp • Radio & tv broadcasting & communications equipment • California
EXHIBIT 4.2 ENDWAVE CORPORATION AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT
Investors' Rights Agreement • July 12th, 2000 • Endwave Corp • California
RECITALS
Rights Agreement • December 5th, 2005 • Endwave Corp • Radio & tv broadcasting & communications equipment • Delaware
Exhibit B JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G, dated December 8, 2005 with respect to the shares of Common Stock of Endwave Corporation and any further amendments thereto executed by each and any of...
Joint Filing Agreement • December 9th, 2005 • Endwave Corp • Radio & tv broadcasting & communications equipment

This Agreement may be executed in separate counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

LEASE (SINGLE TENANT; NET)
Lease Agreement • May 14th, 2004 • Endwave Corp • Radio & tv broadcasting & communications equipment • California
RECITALS
Indemnification Agreement • September 19th, 2000 • Endwave Corp • Radio & tv broadcasting & communications equipment • Delaware
RECITALS
Merger Agreement • July 12th, 2000 • Endwave Corp • Delaware
BETWEEN
Industrial Lease • July 12th, 2000 • Endwave Corp • California
PRODUCTION AGREEMENT
Production Agreement • August 28th, 2000 • Endwave Corp • Radio & tv broadcasting & communications equipment • California
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ENDWAVE CORPORATION UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION
Asset Purchase Agreement • May 6th, 2009 • Endwave Corp • Radio & tv broadcasting & communications equipment

On April 30, 2009, Endwave Corporation (the “Company”) entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Microsemi Corporation (“Microsemi”), pursuant to which Microsemi purchased Endwave’s defense and security business (the “Business”), including all of the outstanding capital stock of Endwave Defense Systems, Inc. (“EDSI”). As consideration, Microsemi assumed certain liabilities associated exclusively with the Business and paid $28 million in cash.

EXHIBIT 10.28 [NOKIA LOGO] DEVELOPMENT AGREEMENT
Development Agreement • August 4th, 2004 • Endwave Corp • Radio & tv broadcasting & communications equipment
FOR 38GHZ ODU BETWEEN
Terms and Conditions • August 28th, 2000 • Endwave Corp • Radio & tv broadcasting & communications equipment
CONFIDENTIAL 1 of 29
Frame Purchase Agreement • July 20th, 2007 • Endwave Corp • Radio & tv broadcasting & communications equipment

[*] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

LEASE (Single Tenant; Stand-Alone; Net) BETWEEN
Lease • March 29th, 2002 • Endwave Corp • Radio & tv broadcasting & communications equipment • California
AGREEMENT AND PLAN OF MERGER
Merger Agreement • February 7th, 2011 • Endwave Corp • Radio & tv broadcasting & communications equipment • Delaware

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of February 4, 2011 (the “Agreement Date”) by and among GigOptix, Inc., a Delaware corporation (“GigOptix”), Aerie Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of GigOptix (“Merger Sub”), and Endwave Corporation, a Delaware corporation (“Endwave”), with respect to the following facts:

Endwave Corporation 2007 Equity Incentive Plan Stock Option Agreement (Incentive and Nonstatutory Stock Options)
Stock Option Agreement • July 25th, 2007 • Endwave Corp • Radio & tv broadcasting & communications equipment

Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Stock Option Agreement (“Option Agreement”), Endwave Corporation (the “Company”) has granted you an option under its 2007 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Option Agreement but defined in the Plan shall have the same definitions as in the Plan.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 28th, 2007 • Endwave Corp • Radio & tv broadcasting & communications equipment • New York

This Stock Purchase Agreement (this “Agreement”), dated as of December 21, 2007, is made by and among Wood River Partners, L.P. and Wood River Partners Offshore, Ltd. (the “Wood River Entities”), Endwave Corporation (the “Company”) and, solely for purposes of Section 7.1 hereof, Arthur J. Steinberg, not individually but solely in his capacity as the Receiver of the Wood River Entities and certain related parties (the “Receiver”).

Common Stock
Equity Underwriting Agreement • September 19th, 2000 • Endwave Corp • Radio & tv broadcasting & communications equipment • Maryland
FOR 38GHZ ODU BETWEEN
Terms and Conditions for 38ghz Odu • August 28th, 2000 • Endwave Corp • Radio & tv broadcasting & communications equipment • Maryland
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