EXPORT-IMPORT BANK OF THE UNITED STATES WORKING CAPITAL GUARANTEE PROGRAM BORROWER AGREEMENTBorrower Agreement • August 12th, 2011 • Cyoptics Inc
THIS BORROWER AGREEMENT (this “Agreement”) is made and entered into by the entity identified as Borrower on the signature page hereof (“Borrower”) in favor of the Export-Import Bank of the United States (“Ex-Im Bank”) and the institution identified as Lender on the signature page hereof (“Lender”).
LOAN AND SECURITY AGREEMENT (GROWTH CAPITAL FACILITY)Loan and Security Agreement • August 12th, 2011 • Cyoptics Inc • Delaware
THIS LOAN AND SECURITY AGREEMENT (GROWTH CAPITAL FACILITY) (this “Agreement”) dated as of May 21, 2008 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation and with loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462 (“Bank”), and CYOPTICS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
Working Capital Line of Credit) LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 12th, 2011 • Cyoptics Inc • Delaware
This LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 21, 2008, between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462 (FAX 617-969-5965) (“Bank”) and CYOPTICS, INC., a Delaware corporation with its chief executive office located at 9999 Hamilton Boulevard, Breinigsville, Pennsylvania 18031 (FAX ) (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
ARTICLE 2. USE AND OPERATION 2 ARTICLE 3. RENT 3 ARTICLE 4. SUBORDINATION 3 ARTICLE 5. “AS IS”; LANDLORD’S WORK 4 ARTICLE 6. ALTERATIONS AND REPAIRS 6 ARTICLE 7. INDEMNITY AND INSURANCE 10 ARTICLE 8. FIRE DAMAGE 12 ARTICLE 9. WAIVERS OF SUBROGATION 13...Lease Agreement • August 12th, 2011 • Cyoptics Inc
THIS LEASE, made as of the 26 day of May, 2001, by and between 47.07 ASSOCIATES L.P., a Delaware limited partnership, having a mailing address c/o National Realty & Development Corp., 3 Manhattanville Road, Purchase, New York 10577 (hereinafter referred to as “Landlord”), and KEY OPTICS, INC., a Delaware corporation, having an office at c/o Paul, Hastings, Janofsky & Walker LLC, 399 Park Avenue, New York, New York 10022 (hereinafter referred to as “Tenant”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2011 • Cyoptics Inc • Pennsylvania
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of January 1, 2005 (the “Effective Date”), by and between CyOptics, Inc. a Delaware corporation (the “Company”), and Ettore J. Coringrato, Jr. (the “Executive”).
Working Capital Line of Credit) EXPORT-IMPORT BANK LOAN AND SECURITY AGREEMENTExport-Import Bank Loan and Security Agreement • August 12th, 2011 • Cyoptics Inc • Delaware
This EXPORT-IMPORT BANK LOAN AND SECURITY AGREEMENT (this “Exim Agreement”) dated as of May 21, 2008, between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462 (FAX 617-969-5965) (“Bank”) and CYOPTICS, INC., a Delaware corporation with its chief executive office located at 9999 Hamilton Boulevard, Breinigsville, Pennsylvania 18031 (FAX ) (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
CYOPTICS, INC.Investor Rights Agreement • August 12th, 2011 • Cyoptics Inc • Delaware
THIS 2011 AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of January 13, 2011, by and among CyOptics, Inc., a Delaware corporation (the “Company”) and the investors listed on Schedule A attached hereto (each of which is herein referred to individually as an “Investor” and collectively as the “Investors”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • August 12th, 2011 • Cyoptics Inc • California
This Intellectual Property Security Agreement (this “IP Agreement”) is made as of the 21st day of May, 2008 by and between CYOPTICS, INC., a Delaware corporation, with offices at 9999 Hamilton Boulevard, Breinigsville, Pennsylvania 18031 (“Grantor”), and SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462 (“Lender”).
LEASE AGREEMENT Between TRIQUINT OPTOELECTRONICS, INC. And CYOPTICS, INC.Lease Agreement • August 12th, 2011 • Cyoptics Inc • Pennsylvania
Building(s): The structures erected on the Property consisting of +/- 375,000 rentable square feet, either interconnected or free-standing, and as more fully depicted on Exhibit A-2 hereto.
