Sonics, Inc. [ ] Shares Common Stock ($0.001 par value per Share) Underwriting AgreementUnderwriting Agreement • August 24th, 2007 • Sonics, Inc. • New York
UBS Securities LLC as Representative to the Underwriters named on Schedule A hereto c/o UBS Securities LLC 299 Park Avenue New York, New York 10171-0026
Technology License Agreement*Technology License Agreement • March 10th, 2008 • Sonics, Inc. • Semiconductors & related devices • Texas
This Technology License Agreement, (hereinafter “Agreement”) is made effective the 31st day of January, 2003 (the “Effective Date”) by and between Texas Instruments Incorporated, a Delaware corporation, having its principal place of business at 12500 TI Boulevard, Dallas, Texas 75243, and its Subsidiaries (hereinafter “TI”), and Sonics, Inc., a Delaware corporation, having its principal place of business at 2440 West. El Camino Real, Suite 600, Mountain View, CA 94040 (hereinafter “Sonics”). TI and Sonics may be referred to individually as a “Party” or collectively as the “Parties.”
SONICS, INC. RESTATED AND AMENDED TECHNOLOGY LICENSE AGREEMENT FOR TOSHIBA*Technology License Agreement • March 10th, 2008 • Sonics, Inc. • Semiconductors & related devices • California
ARTICLE I. BASIC LEASE PROVISIONS 1 ARTICLE II. PREMISES 3 SECTION 2.1. LEASED PREMISES 3 SECTION 2.2. ACCEPTANCE OF PREMISES 3 SECTION 2.3. BUILDING NAME AND ADDRESS 3 ARTICLE III. TERM 3 SECTION 3.1. GENERAL 3 SECTION 3.2. DELAY IN POSSESSION 4...Lease • December 5th, 2007 • Sonics, Inc. • Semiconductors & related devices • California
THIS LEASE is made as of the 26 day of November, 2007 by and between THE IRVINE COMPANY LLC, a Delaware limited liability company hereafter called “Landlord,” and SONICS, INC., a Delaware corporation, hereinafter called “Tenant.”
MASTER TECHNOLOGY LICENSE AGREEMENT*Master Technology License Agreement • January 4th, 2008 • Sonics, Inc. • Semiconductors & related devices • California
This Master Technology License Agreement (this “Agreement”) is entered into effective as of this 28th day of September 2007 (“Effective Date”), by and between Sonics, Inc., a Delaware corporation with principal offices at 1098 Alta Avenue, Suite 101, Mountain View, California 94043 (“Sonics”), and Marvell International Ltd., a Bermuda corporation with offices at Argyle House, 41A Cedar Avenue, Hamilton, HM 12, Bermuda, on behalf of itself and its Affiliates (as defined below) (“MIL”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 24th, 2007 • Sonics, Inc. • Delaware
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this ___ day of , 20___(the “Effective Date”) by and between SONICS, INC., a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”).
WARRANTWarrant Agreement • August 24th, 2007 • Sonics, Inc. • California
THIS WARRANT (THE “WARRANT”) IS ISSUED PURSUANT TO THE TERMS OF THE PROVISIONS OF A WARRANT PURCHASE AGREEMENT (THE “AGREEMENT”) BETWEEN SONICS, INC. (THE “COMPANY”) AND THE INITIAL WARRANT HOLDER. A COPY OF SUCH AGREEMENT IS ON FILE AT THE OFFICE OF THE CORPORATE SECRETARY OF THE COMPANY. THIS SECURITY WAS SOLD IN A PRIVATE PLACEMENT, WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY BE OFFERED OR SOLD ONLY IF REGISTERED UNDER THE SECURITIES ACT OR IF AN EXEMPTION FROM REGISTRATION IS AVAILABLE.
RESTATEMENT AND AMENDMENT OF MASTER TECHNOLOGY LICENSE AGREEMENT*Master Technology License Agreement • January 4th, 2008 • Sonics, Inc. • Semiconductors & related devices • California
This Master Technology License Agreement (the “Agreement”) is effective as of the 1st day of January, 2003 (“Effective Date”), and is restated and amended as of December 19, 2003, by and between Sonics, Inc., a Delaware corporation with principal offices at 2440 West El Camino Real, Suite 600, Mountain View, California 94040 (“Sonics”), and Broadcom Corporation, a California corporation with principal offices at 16215 Alton Parkway, P.O. Box 57013, Irvine, California 92619-7013, for itself and its Affiliates (“Broadcom”).
FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • August 24th, 2007 • Sonics, Inc. • California
This Fourth Amended and Restated Investors’ Rights Agreement (the “Agreement”) is made as of November 23, 2005, by and among Sonics, Inc., a Delaware corporation (the “Company”), the purchasers of the Company’s Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock named in Exhibit A attached hereto (each, a “Prior Investor” and, collectively, the “Prior Investors”), and the purchasers of the Company’s Series D Preferred Stock named in Exhibit B attached hereto (the “Series D Investors” and, collectively with the Prior Investors, the “Investors”), all of whom are signatories to this Agreement.
LEASE AGREEMENTLease Agreement • August 24th, 2007 • Sonics, Inc.
THIS “LEASE”, made this 1st day of October, 2004, between JOHN ARRILLAGA, Trustee, or his Successor Trustee, UTA dated 7/20/77 (JOHN ARRILLAGA SURVIVOR’S TRUST) as amended, and RICHARD T. PEERY, Trustee, or his Successor Trustee, UTA dated 7/20/77 (RICHARD T. PEERY SEPARATE PROPERTY TRUST) as amended, hereinafter called Landlord, and SONICS, INC., a Delaware corporation, hereinafter called Tenant.
ContractWarrant Agreement • August 24th, 2007 • Sonics, Inc. • California
THIS WARRANT AND THE SHARES PURCHASABLE HEREUNDER HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR QUALIFICATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
ADDENDUM 2 TO EXHIBIT A TECHNOLOGY SCHEDULE to the TECHNOLOGY LICENSE AGREEMENT For SONICS MX™ IP CORE*Technology License Agreement • October 9th, 2007 • Sonics, Inc. • Semiconductors & related devices
This Addendum 2 to Exhibit A Technology Schedule (“Technology Schedule”) is entered into between Toshiba Corporation, a Japanese corporation with principal offices at 1-1, Shibaura 1-Chome, Minato-Ku, Tokyo 105-8001, Japan (“Licensee”) and Sonics, Inc., a Delaware corporation with principal offices at 2440 West El Camino Real, Suite 600, Mountain View, California 94040 (“Sonics”) as of July 30, 2004 (“Effective Date”), under which Sonics will license to Licensee, Sonics Intellectual Property Rights associated with the Sonics Licensed Core and the Deliverables listed below subject to the terms and conditions of this Technology Schedule and the Technology License Agreement (“Agreement”) executed on March 26, 2003, and amended and restated on October 29, 2003.
Term Loan and Security AgreementTerm Loan and Security Agreement • August 24th, 2007 • Sonics, Inc. • California
THIS TERM LOAN AND SECURITY AGREEMENT is entered into on the above date between PARTNERS FOR GROWTH, L.P. (“PFG”), whose address is 180 Pacific Avenue, San Francisco, CA 94111 and the borrower named above (“Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) being signed by the parties concurrently, is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 7 below.)
LOAN MODIFICATION AND CONSENT AGREEMENTLoan Modification and Consent Agreement • August 24th, 2007 • Sonics, Inc.
This Loan Modification and Consent Agreement (“Loan Modification”) is entered into as of December 9, 2005, by and between Partners for Growth, L.P., a Delaware limited partnership with its principal place of business at 180 Pacific Avenue, San Francisco, California 94111 (“PFG”) and SONICS, INC., a Delaware corporation with its principal place of business at 1098 Alta Avenue, Suite 101, Mountain View, CA 94043 (“Borrower”).
LEASE AGREEMENT (of a Part of the Premises)Lease Agreement • August 24th, 2007 • Sonics, Inc.
This Lease Agreement is made between “VIASPHERE TECHNOPARK” Closed Joint Stock Company, with its juridical address at Arshakunyats 41, Yerevan , Republic of Armenia, represented by its Authorized Representative Khachatour Khachikyan (Passport No. AB0596300, issued on September 20, 1997, by 005, with residence address at 24 A. Hovhannisyan Street, apt. 9Yerevan, Republic of Armenia, herein the “Lessor” and “SONICS ARMENIA HOLDINGS, INC.” , with its juridical address at 1098 Alta Avenue, Suite 101, Mountain View, California 94043, as represented by its Authorized Representative Edith Khachatourian ( US citizen, Passport No. 054086677, issued by the San Francisco Passport Agency,, on 28.03.1995, temporary residing at 10 Tumanyan Street, apt. 30, Yerevan, Armenia) herein the “Lessee”, on the following subject:
Amendment No. 3 to Master Technology License Agreement*Master Technology License Agreement • October 9th, 2007 • Sonics, Inc. • Semiconductors & related devices
This Amendment No. 3 to the Master Technology License Agreement (the “Amendment”) effective as of September 29, 2006 (the “Amendment Effective Date”), is entered into by and between Sonics, Inc., a Delaware corporation with principal offices at 1098 Alta Avenue, Suite 101, Mountain View, California 94043 (“Sonics”) and Broadcom Corporation, a California corporation with principal offices at 16215 Alton Parkway, P.O. Box 57013, Irvine, California 92619-7013, for itself and its Affiliates (“Broadcom”), and amends that certain Master Technology License Agreement entered into by Broadcom and Sonics effective as of January 1, 2003 (as restated and amended as of December 19, 2003 and as amended as of May 25,2004) (the “Master Technology License Agreement”).
