DISPLAYTECH, INC. AMENDED AND RESTATED SHAREHOLDERS' RIGHTS AGREEMENTShareholders' Rights Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
This Amended and Restated Shareholders' Rights Agreement (this "Agreement") is made as of July 30, 2001, by and among Displaytech, Inc., a Colorado corporation (the "Company"), and the persons and entities listed as Investors in the signature section at the end of this Agreement (the "Investors").
LEASE AGREEMENT FOR PREMISES LOCATED AT BETWEEN DISPLAYTECH, INC. A Colorado Corporation AS TENANT AND PRATT LAND LIMITED LIABILITY COMPANY A Colorado Limited Liability Company AS LANDLORDLease Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
THIS LEASE, made and entered into this 30th day of July, 1996, by and between PRATT LAND LIMITED LIABILITY COMPANY, a Colorado limited liability company, hereinafter referred to as "Landlord," and DISPLAYTECH, INC., a Colorado corporation, hereinafter referred to as "Tenant."
DISPLAYTECH, INC. NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • New York
This Note Purchase Agreement (the "Agreement") is made as of December 10, 2002 between Displaytech, Inc., a Colorado corporation (the "Company"), and the purchasers set forth on Exhibit A hereto (the "Purchasers").
WINDING-UP OF ALLIANCE, PRODUCTION AND MARKETING FRAMEWORKWinding-Up Agreement • July 26th, 2004 • Displaytech Inc • Semiconductors & related devices • California
This Agreement is entered into effective November 15, 1999 (the "Effective Date") by and between Displaytech, Inc., a Colorado corporation ("DT") with principal executive offices at 2602 Clover Basin Drive, Longmont, Colorado 80503, and Hewlett-Packard Company, a Delaware corporation ("HP"), acting through the Semiconductor Products Group of Agilent Technologies, Inc., an HP subsidiary with an office at 350 W. Trimble Avenue, San Jose, California 95131. DT and HP are sometimes hereafter referred to as the "Parties." This Agreement completely amends, supersedes and replaces each of the following instruments:
EXCLUSIVE DISTRIBUTOR AGREEMENTExclusive Distributor Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
This Distributor Agreement (this "Agreement") is made and entered into as of April 1st, 2004 by and between Displaytech Inc., a Colorado corporation (hereinafter called "Displaytech"), 2602 Clover Basin Drive, Longmont, Colorado 80503-7603, and Nissho Electronics Corporation (hereinafter called "Nissho"), a Japanese corporation, 7-3-1 Tsukiji Chuo-ku, Tokyo 104, Japan, for marketing and sales by Nissho of Displaytech products described in Exhibit A attached hereto (hereinafter called "Products").
AGREEMENTLicensing Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • New York
THIS AGREEMENT, made and effective as of June 28, 1996 by and among Professor Noel A. Clark, 3106 Kittrell Court, Boulder, Colorado 80303, U.S.A. (individually "Clark"), ST Lagerwall AB, Snackvagen 30, S-414 75 Goteborg, Sweden (individually "Lagerwall" and hereinafter collectively with Clark referred to as "Licensor"), and Displaytech Inc., 2200 Central Avenue, Boulder, Colorado 80301, U.S.A. ("Licensee").
SUBORDINATED CONVERTIBLE NOTE PURCHASE AGREEMENTSubordinated Convertible Note Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • New York
Fleming US Discovery Fund III, L.P. c/o JP Morgan Partners 1221 Avenue of the Americas, 40th Floor New York, NY 10020 Fleming US Discovery Offshore Fund III, L.P. c/o JP Morgan Partners 1221 Avenue of the Americas, 40th Floor New York, NY 10020
SECOND AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
This Second Amendment to Note Purchase Agreement (this "Amendment") is entered into as of February 11, 2003 (the "Effective Date") by and between Displaytech, Inc., a Colorado corporation (the "Issuer" or the "Company") and Hewlett-Packard Company, a Delaware corporation ("HP" or "Purchaser").
STOCK PURCHASE AGREEMENT dated as of February 11, 2003 among DISPLAYTECH, INC. and FLEMING US DISCOVERY FUND III, L.P., FLEMING US DISCOVERY OFFSHORE FUND III, L.P. and INTERWEST CAPITAL, INC.Stock Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
This STOCK PURCHASE AGREEMENT is dated as of February 11, 2003 among Displaytech, Inc., a Colorado corporation (the "Company"), Fleming US Discovery Fund III, L.P., Fleming US Discovery Offshore Fund III, L.P., and InterWest Capital, Inc. (each referred to as "Purchaser" and collectively as "Purchasers").
DISPLAYTECH, INC. NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • New York
This Note Purchase Agreement (the "Agreement") is made as of December 31, 2003 between Displaytech, Inc., a Colorado corporation (the "Company"), and the purchasers set forth on Exhibit A hereto (the "Purchasers").
BILL OF EXCHANGE PURCHASE AGREEMENTBill of Exchange Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • California
THIS AGREEMENT (together with the Schedules attached hereto, the "Agreement") is entered into by and between SILICON VALLEY BANK, a California banking corporation whose principal place of business is 3003 Tasman Drive, Santa Clara, California 95054 ("Bank") and the entity whose name and principal place of business are shown on the signature page of this Agreement ("Seller") and is made with references to the following facts:
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated effective as of March 24, 2004, by and among Displaytech, Inc., a Colorado corporation (the "Company") and the purchasers set forth on Schedule 1 hereto (each referred to as "Purchaser" and collectively as "Purchasers").
MANUFACTURING AGREEMENTManufacturing Agreement • July 1st, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
This agreement ("Agreement") is dated December 10, 1998, and is entered into by and between Displaytech, Inc., a corporation organized and existing under the laws of the State of Colorado in the United States of America, with its principal place of business located at 2602 Clover Basin Drive, Longmont, CO 80503 U.S.A. ("DT"), and Miyota Co., Ltd., established and existing under the laws of Japan, with its registered office located at 4107-5 Miyota-machi, Kitasaku-gun, Nagano-ken, 389-0294 Japan ("MYT"; along with DT a "Party", and together the "Parties").
AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • New York
This Amendment No. 1 to Stock Purchase Agreement (the "Agreement"), dated as of March 3, 2004, among Displaytech, Inc., a Colorado corporation (the "Company"), Fleming US Discovery Fund III, L.P., Fleming US Discovery Offshore Fund III, L.P., InterWest Capital, Inc. and Nissho Electronics Corporation (each referred to as a "Purchaser" and collectively as "Purchasers").
ADDENDUM TO LEASE AGREEMENTLease Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices
This Addendum is made this 4th day of September, 1996, by and between Pratt Management Company, LLC, a Colorado limited liability company, (hereinafter referred to as "Landlord") and DISPLAYTECH, INC., a Colorado Corporation, (hereinafter referred to as "Tenant").
STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 27th, 2004 • Displaytech Inc • Colorado
THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated effective as of March 24, 2004, by and among Displaytech, Inc., a Colorado corporation (the "Company") and the purchasers set forth on Schedule 1 hereto (each referred to as "Purchaser" and collectively as "Purchasers").
DISPLAYTECH, INC. NOTE PURCHASE AGREEMENTNote Purchase Agreement • May 27th, 2004 • Displaytech Inc
This Note Purchase Agreement (the "Agreement") is made as of December 31, 2003 between Displaytech, Inc., a Colorado corporation (the "Company"), and the purchasers set forth on Exhibit A hereto (the "Purchasers").
MANUFACTURING AGREEMENTManufacturing Agreement • May 27th, 2004 • Displaytech Inc • Colorado
This agreement ("Agreement") is dated December 10, 1998, and is entered into by and between Displaytech, Inc., a corporation organized and existing under the laws of the State of Colorado in the United States of America, with its principal place of business located at 2602 Clover Basin Drive, Longmont, CO 80503 U.S.A. ("DT"), and Miyota Co., Ltd., established and existing under the laws of Japan, with its registered office located at 4107-5 Miyota-machi, Kitasaku-gun, Nagano-ken, 389-0294 Japan ("MYT"; along with DT a "Party", and together the "Parties").
DISPLAYTECH, INC. NOTE PURCHASE AGREEMENTNote Purchase Agreement • May 27th, 2004 • Displaytech Inc
This Note Purchase Agreement (the "Agreement") is made as of December 10, 2002 between Displaytech, Inc., a Colorado corporation (the "Company"), and the purchasers set forth on Exhibit A hereto (the "Purchasers").
NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
This Note Purchase Agreement (this "Agreement"), dated as of February 12 1999, by and between Displaytech, Inc., a Colorado corporation (the "Issuer" or the "Company"), and Hewlett-Packard Company, a Delaware corporation (the "Purchaser").
AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices
This Amendment No. 1 to Note Purchase Agreement ("Amendment No. 1") is entered into as of February 19, 1999 by and between Displaytech, Inc., a Colorado corporation (the "Issuer" or the "Company") and Hewlett-Packard Company, a Delaware corporation (the "Purchaser"), and amends the Note Purchase Agreement dated February 12, 1999 between the Issuer and the Purchaser (the "Purchase Agreement").
DISPLAYTECH, INC. AMENDED AND RESTATED SHAREHOLDERS' RIGHTS AGREEMENT AMENDMENT NO. 1Shareholders' Rights Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices
This Amendment to the Amended and Restated Shareholders' Rights Agreement dated July 30, 2001 ("Agreement") is made as of April 9, 2002, by and among Displaytech, Inc., a Colorado corporation (the "Company") and the persons and entities listed as Investors in the signature section at the end of this Amendment (the "Investors").
EMPLOYMENT AGREEMENT (Lloyd M. Lewis)Employment Agreement • July 1st, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
THIS EMPLOYMENT AGREEMENT (this "Agreement") is entered into effective as of May 22, 2004 by and between Displaytech, Inc., a Colorado corporation (the "Company"), and Lloyd M. Lewis, a resident of Colorado ("Executive").
DISPLAYTECH, INC. AMENDMENT NO. 2 TO THE SHAREHOLDERS' RIGHTS AGREEMENTShareholders' Rights Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
This Amendment No. 2 (the "Amendment") is made as of February 11, 2003, by and among Displaytech, Inc., a Colorado corporation (the "Company"), and the persons and entities listed as Investors on the signature pages hereto (the "Investors"), all of whom are parties to the Amended and Restated Shareholders' Rights Agreement, dated as of July 30, 2001, as amended by Amendment No. 1, dated as of April 9, 2002 (as so amended, the "Agreement").
WINDING-UP OF ALLIANCE, PRODUCTION AND MARKETING FRAMEWORKWinding-Up Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • California
This Agreement is entered into effective November 15, 1999 (the "Effective Date") by and between Displaytech, Inc., a Colorado corporation ("DT") with principal executive offices at 2602 Clover Basin Drive, Longmont, Colorado 80503, and Hewlett-Packard Company, a Delaware corporation ("HP"), acting through the Semiconductor Products Group of Agilent Technologies, Inc., an HP subsidiary with an office at 350 W. Trimble Avenue, San Jose, California 95131. DT and HP are sometimes hereafter referred to as the "Parties." This Agreement completely amends, supersedes and replaces each of the following instruments:
AMENDMENTWinding-Up Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices
This is the third Amendment to that certain agreement effective November 15, 1999, entitled Winding-Up of Alliance, Production and Marketing Framework ("the Winding-Up Agreement"), by and between Displaytech, Inc., a Delaware corporation ("Displaytech") with principal executive offices at 2602 Clover Basin Drive, Longmont, Colorado 80503, and Agilent Technologies, Inc. ("Agilent"), a Delaware corporation with an office at 350 W. Trimble Avenue, San Jose, California 95131. This amendment is effective as of July 1, 2004. This amendment amends the Winding-Up Agreement to the following extent:
EXCLUSIVE DISTRIBUTOR AGREEMENTExclusive Distributor Agreement • May 27th, 2004 • Displaytech Inc • Colorado
This Distributor Agreement (this "Agreement") is made and entered into as of April 1st, 2004 by and between Displaytech Inc., a Colorado corporation (hereinafter called "Displaytech"), 2602 Clover Basin Drive, Longmont, Colorado 80503-7603, and Nissho Electronics Corporation (hereinafter called "Nissho"), a Japanese corporation, 7-3-1 Tsukiji Chuo-ku, Tokyo 104, Japan, for marketing and sales by Nissho of Displaytech products described in Exhibit A attached hereto (hereinafter called "Products").
MANUFACTURING AGREEMENTManufacturing Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • Colorado
This agreement ("Agreement") is dated December 10, 1998, and is entered into by and between Displaytech, Inc., a corporation organized and existing under the laws of the State of Colorado in the United States of America, with its principal place of business located at 2602 Clover Basin Drive, Longmont, CO 80503 U.S.A. ("DT"), and Miyota Co., Ltd., established and existing under the laws of Japan, with its registered office located at 4107-5 Miyota-machi, Kitasaku-gun, Nagano-ken, 389-0294 Japan ("MYT"; along with DT a "Party", and together the "Parties").
AMENDMENTWinding-Up Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices
This Amendment to that certain agreement effective November 15, 1999, entitled Winding-Up of Alliance, Production and Marketing Framework ("the Winding-Up Agreement") is effective as of April 26, 2002 (the "Effective Date"), by and between Displaytech, Inc., a Colorado corporation ("Displaytech") with principal executive offices at 2602 Clover Basin Drive, Longmont, Colorado 80503, and Agilent Technologies, Inc. ("Agilent"), a Delaware corporation with an office at 350 W. Trimble Avenue, San Jose, California 95131. This amendment amends the Winding-Up Agreement to the following extent:
DISPLAYTECH, INC. INDEMNITY AGREEMENTIndemnification Agreement • July 26th, 2004 • Displaytech Inc • Semiconductors & related devices • Delaware
THIS INDEMNITY AGREEMENT (this "Agreement") is made and entered into this day of , 2004 by and between DISPLAYTECH, INC., a Delaware corporation (the "Company"), and ("Agent").
ADDENDUM TO LEASE AGREEMENTLease Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices
This Addendum is made as of June 1, 2002 by and between Pratt Land Limited Liability Company, a Colorado limited liability company, (hereinafter referred to as "Landlord") and Displaytech, Inc., a Colorado corporation, (hereinafter referred to as "Tenant").
AMENDMENT NO. 4Amendment No. 4 • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices • New York
THIS AMENDMENT NO. 4 (this "Amendment"), dated April 24, 2003, is entered into by and between Displaytech, Inc., a corporation organized and existing under the laws of the State of Colorado in the United States of America, with its principal place of business located at 2602 Clover Basin Drive, Longmont, CO 80503 U.S.A. ("DT"), and Miyota Co., Ltd., established and existing under the laws of Japan, with its registered office located at 4107-5 Miyota-machi, Kitasaku-gun, Nagano-ken, 389-0294 Japan ("MYT" along with DT a "Party," and together the "Parties").
STOCK PURCHASE AGREEMENT dated as of February 11, 2003 among DISPLAYTECH, INC. and FLEMING US DISCOVERY FUND III, L.P., FLEMING US DISCOVERY OFFSHORE FUND III, L.P. and INTERWEST CAPITAL, INC.Stock Purchase Agreement • May 27th, 2004 • Displaytech Inc • New York
This STOCK PURCHASE AGREEMENT is dated as of February 11, 2003 among Displaytech, Inc., a Colorado corporation (the "Company"), Fleming US Discovery Fund III, L.P., Fleming US Discovery Offshore Fund III, L.P., and InterWest Capital, Inc. (each referred to as "Purchaser" and collectively as "Purchasers").
LOAN AND SECURITY AGREEMENT DISPLAYTECH, INC.Loan and Security Agreement • May 27th, 2004 • Displaytech Inc
This LOAN AND SECURITY AGREEMENT (the "Agreement") dated as of April 4, 2003, between SILICON VALLEY BANK ("Bank"), whose address is 4410 Arapahoe Avenue, Suite 200, Boulder, Colorado 80303 (facsimile no. 303-938-0486), and DISPLAYTECH, INC., a Colorado corporation ("Borrower"), whose address is 2602 Clover Basin Drive, Longmont, Colorado 80503 (facsimile no. 303-772-2193), provides the terms on which Bank will lend to Borrower and Borrower will repay Bank. The parties agree as follows:
AMENDMENT NO. 1Manufacturing Agreement • September 3rd, 2004 • Displaytech Inc • Semiconductors & related devices
This agreement ("Amendment") dated Mar. 25, 1999, is entered into by and between Displaytech, Inc., a corporation organized and existing under the laws of the State of Colorado in the United States of America, with its principal place of business located at 2602 Clover Basin Drive, Longmont, CO 80503 U.S.A. ("DT"), and Miyota Co., Ltd., established and existing under the laws of Japan, with its registered office located at 4107-5 Miyota-machi, Kitasaku-gun, Nagano-ken, 389-0294 Japan ("MYT" along with DT a "Party", and together the "Parties"). This Amendment amends that certain Manufacturing Agreement dated December 10, 1999 entered into by the Parties as follows:
