Exhibit 10.46 ------------- WARRANT AGREEMENT This WARRANT AGREEMENT dated as of the 8th day of December, 2000 (this "Agreement"), is by and between RF Monolithics, Inc., a Delaware corporation (the "Company"), and Wells Fargo Business Credit, Inc....Warrant Agreement • April 16th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledApril 16th, 2001 Company Industry Jurisdiction
Exhibit 4.1 FOURTH AMENDMENT TO RIGHTS AGREEMENT This Fourth Amendment, dated as of November 10, 2009 ("Amendment"), and effective as of the date set forth below, amends that certain Rights Agreement, dated as of December 20, 1994 (as amended, "Rights...Rights Agreement • November 12th, 2009 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Delaware
Contract Type FiledNovember 12th, 2009 Company Industry Jurisdiction
This WAIVER AND FOURTH AMENDMENT TO LOAN AGREEMENT ("Amendment") is --------- entered into as of June 30, 2000 (the "Amendment Date"), by and between RF -------------- MONOLITHICS, INC., a Delaware corporation ("Borrower") and BANK ONE, TEXAS,...Loan Agreement • July 17th, 2000 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledJuly 17th, 2000 Company Industry Jurisdiction
Pledgor to BOLC pursuant to the Master Lease) of any kind or character, now existing or hereafter arising, whether direct, indirect, related, unrelated, fixed, contingent, liquidated, unliquidated, joint, several, or joint and several, and regardless...Pledge Agreement • July 17th, 2000 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledJuly 17th, 2000 Company Industry Jurisdiction
Exhibit 4.7 ----------- Void after December 11, 2003 Warrant No. ___________ [xxxxxxxxxxx] to acquire [yyyyyyy] share This Warrant and any shares acquired upon the exercise of this Warrant have not been registered under the Securities Act of 1933....Warrant Agreement • April 16th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment
Contract Type FiledApril 16th, 2001 Company Industry
Exhibit 10.57 ------------ SECOND AMENDMENT TO CREDIT AND SECURITY AGREEMENT This Amendment, dated as of August 23, 2001, is made by and between RF MONOLITHICS, INC., a Delaware corporation (the "Borrower"), and WELLS FARGO BUSINESS CREDIT, INC., a...Credit and Security Agreement • November 29th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledNovember 29th, 2001 Company Industry Jurisdiction
Exhibit 10.33 WAIVER AND SECOND AMENDMENT TO MASTER LEASE AGREEMENT RF Monolithics, Inc. Dated as of June 30, 2000 Sigma Road Dallas, Texas 75244 Re: Master Lease Agreement dated as of November 3, 1995 (as amended, the "Master Lease") between RF...Master Lease Agreement • July 17th, 2000 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment
Contract Type FiledJuly 17th, 2000 Company IndustryRe: Master Lease Agreement dated as of November 3, 1995 (as amended, the "Master Lease") between RF Monolithics, Inc. ("Lessee") and Banc One Leasing Corporation ("Lessor")
Amendment 1Manufacturing Agreement • November 29th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment
Contract Type FiledNovember 29th, 2001 Company Industry
TERM NOTETerm Note • April 16th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment
Contract Type FiledApril 16th, 2001 Company IndustryThis Note is issued pursuant, and is subject, to the Credit Agreement, which provides, among other things, for acceleration hereof. This Note is the Term Note referred to in the Credit Agreement. This Note is secured, among other things, pursuant to the Credit Agreement and the Security Documents as therein defined, and may now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements.
Exhibit 10.48 ------------- REVOLVING NOTERevolving Note • April 16th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment
Contract Type FiledApril 16th, 2001 Company IndustryThis Revolving Note is issued pursuant, and is subject, to the Credit Agreement, which provides, among other things, for acceleration hereof. This Revolving Note is the Revolving Note referred to in the Credit Agreement. This Revolving Note is secured, among other things, pursuant to the Credit Agreement and the Security Documents as therein defined, and may now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements.
Exhibit 10.45 ------------- REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of December 8, 2000, by and between RF Monolithics, Inc., a Delaware corporation (the "Company"), and Wells...Registration Rights Agreement • April 16th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledApril 16th, 2001 Company Industry Jurisdiction
Exhibit 2.3 ----------- SECOND AMENDMENT TO RIGHTS AGREEMENT This Second Amendment, dated as of December 11, 2000 (the "Amendment"), amends that certain Rights Agreement, originally dated as of December 20, 1994 (the "Rights Agreement") and first...Rights Agreement • January 12th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Delaware
Contract Type FiledJanuary 12th, 2001 Company Industry Jurisdiction
AGREEMENT AND PLAN OF MERGER AMONG RF MONOLITHICS, INC., MURATA ELECTRONICS NORTH AMERICA, INC., AND RYDER ACQUISITION COMPANY, LIMITED DATED AS OF APRIL 12, 2012Merger Agreement • April 13th, 2012 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Delaware
Contract Type FiledApril 13th, 2012 Company Industry JurisdictionAGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 12, 2012, among RF Monolithics, Inc., a Delaware corporation (the “Company”), Murata Electronics North America, Inc., a Texas corporation (“Parent”), and Ryder Acquisition Company, Limited, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”, with the Company and Merger Sub sometimes being hereinafter collectively referred to as the “Constituent Corporations”).
ARTICLE 1 LEASE -----Equipment Lease Agreement • April 12th, 2002 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledApril 12th, 2002 Company Industry Jurisdiction
Background. The Company has entered into a Unit Subscription Agreement of ---------- even date herewith (as amended, the "Subscription Agreement") with the ---------------------- Stockholders pursuant to which the Company will issue to the...Registration Rights Agreement • April 16th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • New York
Contract Type FiledApril 16th, 2001 Company Industry Jurisdiction
Exhibit 4.5 ----------- SECOND AMENDMENT TO RIGHTS AGREEMENT This Second Amendment, dated as of December 11, 2000 (the "Amendment"), amends that certain Rights Agreement, originally dated as of December 20, 1994 (the "Rights Agreement") and first...Rights Agreement • January 16th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Delaware
Contract Type FiledJanuary 16th, 2001 Company Industry Jurisdiction
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 24th, 2008 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Delaware
Contract Type FiledNovember 24th, 2008 Company Industry JurisdictionTHIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 200 , by and between RF Monolithics, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
RECITALSBorrower Agreement • April 16th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment
Contract Type FiledApril 16th, 2001 Company Industry
EXHIBIT 10.25 FORM OF RESTRICTED STOCK BONUS AGREEMENT This Agreement is made as of *Grant_Date*, by and between RF MONOLITHICS, INC., a Delaware corporation (the "Company"), and *Recipient_Name* (the "Recipient").Restricted Stock Bonus Agreement • July 15th, 1999 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment
Contract Type FiledJuly 15th, 1999 Company Industry
Exhibit 10.63 ------------- MANUFACTURING AGREEMENT This Manufacturing Agreement (the "Agreement") is entered into as of October 12, 2001, by and between RF Monolithics, Inc., a corporation duly organized under the laws of the State of Delaware,...Manufacturing Agreement • January 14th, 2002 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledJanuary 14th, 2002 Company Industry Jurisdiction
AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT BY AND BETWEEN RF MONOLITHICS, INC. AND WELLS FARGO BANK, NATIONAL ASSOCIATION Acting through its Wells Fargo Business Credit operating division August 29, 2007Credit and Security Agreement • November 29th, 2007 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledNovember 29th, 2007 Company Industry JurisdictionRF MONOLITHICS, INC., a Delaware corporation (the “Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (as more fully defined in Article I herein, the “Lender”) acting through its Wells Fargo Business Credit operating division, hereby agree as follows:
EXHIBIT 10.41 RF MONOLITHICS, INC. CONSULTING AGREEMENT FOR INDIVIDUAL CONSULTANTS This Agreement is made by RF Monolithics, Inc. and its successors or assignees worldwide ("RFM") and Michael Bernique, ("Contractor"), effective this 23rd day of June,...Consulting Agreement • December 14th, 2000 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledDecember 14th, 2000 Company Industry Jurisdiction
Amendment 1Manufacturing Agreement • January 14th, 2002 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment
Contract Type FiledJanuary 14th, 2002 Company IndustryRF Monolithics, Inc. ("Company") and Tai-Saw Technology Co., Ltd. ("Contractor") agree that the Agreement between Company and Contractor entitled Manufacturing Agreement and dated October 12, 2001 (the Agreement) is hereby amended effective October 13, 2001 as follows:
RECITALSManufacturing Agreement • July 13th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledJuly 13th, 2001 Company Industry Jurisdiction
Exhibit 10.61 ------------- THIRD AMENDMENT TO CREDIT AND SECURITY AGREEMENT This Amendment, dated as of November 29, 2001, is made by and between RF MONOLITHICS, INC., a Delaware corporation (the "Borrower"), and WELLS FARGO BANK MINNESOTA, N.A., a...Credit and Security Agreement • January 14th, 2002 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledJanuary 14th, 2002 Company Industry Jurisdiction
GAMBATTE, INC INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • November 21st, 2006 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment
Contract Type FiledNovember 21st, 2006 Company IndustryTHIS INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”), is made as of this day of , , by and between Gambatte, Inc. (“Gambatte, Inc.”) and (“Optionee”).
RECITALSManufacturing Agreement • July 13th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledJuly 13th, 2001 Company Industry Jurisdiction
EXHIBIT 10.39 RF Monolithics, Inc. Consulting Agreement This Agreement is entered into this 28/th/ day of June, 2000 by and between RF Monolithics, Inc. having offices at 4347 Sigma Road, Dallas, Texas 75244 (:RFM") and Thomas S. Garrett...Consulting Agreement • December 14th, 2000 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledDecember 14th, 2000 Company Industry Jurisdiction
Exhibit 10.58 ------------- SECOND AMENDMENT TO CREDIT AND SECURITY AGREEMENT This Amendment, dated as of August 23, 2001, is made by and between RF MONOLITHICS, INC., a Delaware corporation (the "Borrower"), and WELLS FARGO BANK MINNESOTA, N.A., a...Credit and Security Agreement • November 29th, 2001 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledNovember 29th, 2001 Company Industry Jurisdiction
RECITALSManufacturing Agreement • April 12th, 2002 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledApril 12th, 2002 Company Industry Jurisdiction
FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • July 12th, 2002 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledJuly 12th, 2002 Company Industry JurisdictionThis Amendment, dated as of April 12, 2002, is made by and between RF MONOLITHICS, INC., a Delaware corporation (the “Borrower”), and WELLS FARGO BANK MINNESOTA, N.A., a national banking association (the “Lender”).
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • January 14th, 2004 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledJanuary 14th, 2004 Company Industry JurisdictionThis Amendment, dated as of November 26, 2003, is made by and between RF MONOLITHICS, INC., a Delaware corporation (the “Borrower”), and WELLS FARGO BANK MINNESOTA, N.A., a national banking association (the “Lender”).
EXHIBIT 10.23 CHANGE OF CONTROL AGREEMENT AGREEMENT by and between RF Monolithics, Inc., a Delaware corporation (the "Company"), and _____________ (the "Executive"), dated as of this 27th day of August, 1997. WHEREAS, the Company's Board of Directors...Change of Control Agreement • December 1st, 1997 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledDecember 1st, 1997 Company Industry Jurisdiction
MANUFACTURING AGREEMENTManufacturing Agreement • April 13th, 2010 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledApril 13th, 2010 Company Industry JurisdictionThis Manufacturing Agreement (the “Agreement”) is entered into as of February 15, 2010, and is effective November 1, 2009 by and between RF Monolithics, Inc., a corporation duly organized under the laws of the State of Delaware, having its principal place of business at 4441 Sigma Road, Dallas, TX, 75244, U.S.A. (hereinafter referred to as “Company”) and Tai-Saw Technology Co., Ltd. a corporation duly organized and existing under the laws of the Taiwan with its principal place of business at No. 3, Industrial 2nd Rd., Ping-Chen Industrial District, Taoyuan, 324, Taiwan, R.O.C. (hereinafter referred to as “Contractor”). This Agreement covers the period of time between October 31, 2009 and, November 1, 2010 and automatically renews on October 31 of each year thereafter for the succeeding twelve (12) month period unless one of the parties provides a written notice of termination under the provisions of Section 18 of this Agreement.
AMENDED AND RESTATED LOAN AGREEMENT Dated as of September 1, 2006 between RF MONOLITHICS, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATIONLoan Agreement • November 20th, 2006 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
Contract Type FiledNovember 20th, 2006 Company Industry JurisdictionTHIS AMENDED AND RESTATED LOAN AGREEMENT (the “Agreement”), dated as of September 1, 2006, is between RF MONOLITHICS, INC., a Delaware corporation (the “Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Lender”).