0001104659-05-003298 Sample Contracts

Innovative Micro Technology, Inc. INVESTORS’ RIGHTS AGREEMENT Dated as of January 25, 2005
Investors’ Rights Agreement • January 31st, 2005 • Innovative Micro Technology Inc • Electronic components, nec • California

This INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of January 25, 2005, between Innovative Micro Technology, Inc., a Delaware corporation (the “Company”), on the one hand, and the investors listed on Schedule I of this Agreement (the “Investors”) on the other.

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Innovative Micro Technology, Inc. Right of First Refusal and Co-Sale Agreement
Right of First Refusal and Co-Sale Agreement • January 31st, 2005 • Innovative Micro Technology Inc • Electronic components, nec • California
Innovative Micro Technology, Inc. Voting Agreement
Voting Agreement • January 31st, 2005 • Innovative Micro Technology Inc • Electronic components, nec • California
WARRANT TO PURCHASE COMMON STOCK OF INNOVATIVE MICRO TECHNOLOGY, INC.
Warrant Agreement • January 31st, 2005 • Innovative Micro Technology Inc • Electronic components, nec • California

On the exercise of the Warrant the aggregate Warrant Price shall be paid to the Company by wire transfer to the following address:

Innovative Micro Technology, Inc. Termination Agreement
Termination Agreement • January 31st, 2005 • Innovative Micro Technology Inc • Electronic components, nec

This Termination Agreement (this “Agreement”) is made and entered into on January 25, 2005 by and between Innovative Micro Technology, Inc., a Delaware corporation (“IMT”), and L-3 Communications Corporation, a Delaware corporation (“L-3”), with respect to the Supplemental Agreement between IMT and L-3 dated as of March 15, 2004 (the “Supplemental Agreement”) .

Contract
Warrant Agreement • January 31st, 2005 • Innovative Micro Technology Inc • Electronic components, nec • California

THIS OFFER AND SALE OF THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR QUALIFIED UNDER ANY STATE OR NON-U.S. SECURITIES LAWS. THE WARRANT IS BEING OFFERED AND SOLD IN RELIANCE ON THE EXEMPTIONS AFFORDED BY REGULATION D PROMULGATED UNDER THE SECURITIES ACT. THE WARRANT MAY NOT BE TRANSFERRED OR RESOLD WITHOUT REGISTRATION AND QUALIFICATION UNDER THE SECURITIES ACT AND APPLICABLE STATE AND NON-U.S. SECURITIES LAWS, UNLESS AN EXEMPTION FROM REGISTRATION AND QUALIFICATION UNDER THE SECURITIES ACT AND SUCH LAWS IS THEN AVAILABLE.

Innovative Micro Technology, Inc. PREFERRED STOCK PURCHASE AGREEMENT Dated as of January 25, 2005
Preferred Stock Purchase Agreement • January 31st, 2005 • Innovative Micro Technology Inc • Electronic components, nec • California

This PREFERRED STOCK PURCHASE AGREEMENT is made as of January 25, 2005, between Innovative Micro Technology, Inc., a Delaware corporation (the “Company”), on the one hand, and the investors listed on Schedule I (the “Investors”) on the other.

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