0000950123-13-004947 Sample Contracts

Contract
Warrant Agreement • July 26th, 2013 • Violin Memory Inc • Computer storage devices • California

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.

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VIOLIN MEMORY, INC. LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • July 26th, 2013 • Violin Memory Inc • Computer storage devices • California

This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of July 18, 2013 between Comerica Bank (“Bank”) and Violin Memory, Inc. (“Borrower”).

PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT
Growth Capital Loan and Security Agreement • July 26th, 2013 • Violin Memory Inc • Computer storage devices • California

This is a PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT dated as of May 13, 2013 by and between VIOLIN MEMORY, INC., a Delaware corporation, as borrower, and TRIPLEPOINT CAPITAL LLC, a Delaware limited liability company, as lender.

EMPLOYMENT AGREEMENT
Employment Agreement • July 26th, 2013 • Violin Memory Inc • Computer storage devices • California

AGREEMENT, dated as of April 15, 2009, between Violin Memory, Inc., a Delaware corporation (the “Company”), and Dr. Donald G. Basile (the “Executive”).

Contract
Warrant Agreement • July 26th, 2013 • Violin Memory Inc • Computer storage devices • Delaware

THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.

December 4, 2011 Cory Sindelar Dear Cory,
Employment Agreement • July 26th, 2013 • Violin Memory Inc • Computer storage devices

We are pleased to offer you employment as a CFO at Violin Memory, Inc, “the Company”. Your date of hire will be December 19, 2011. Conditioned upon your joining Violin as an employee on December 19, 2011, this letter sets forth the terms of your employment.

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • July 26th, 2013 • Violin Memory Inc • Computer storage devices

This Intellectual Property Security Agreement is entered into as of July 18, 2013, between COMERICA BANK (“Bank”) and VIOLIN MEMORY, INC., a Delaware corporation (“Grantor”).

PLAIN ENGLISH INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • July 26th, 2013 • Violin Memory Inc • Computer storage devices • California

This is a Plain English Intellectual Property Security Agreement dated as of May 13, 2013 by and between TRIPLEPOINT CAPITAL LLC, a Delaware limited liability company and VIOLIN MEMORY, INC., a Delaware corporation.

INTERCREDITOR AGREEMENT
Intercreditor Agreement • July 26th, 2013 • Violin Memory Inc • Computer storage devices • California

This INTERCREDITOR AGREEMENT, dated as of July 18, 2013, is entered into between COMERICA BANK (“Lender”), whose address is 226 Airport Parkway, Suite 100, San Jose, CA 95110 and TRIPLEPOINT CAPITAL LLC (“TriplePoint”), with an address at 2755 Sand Hill Road, Suite 150, Menlo Park, CA 94025. Lender and TriplePoint are sometimes referred to herein as the “Secured Parties” and each a “Secured Party.”

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