0001193125-03-055684 Sample Contracts

CONSENT TO SUBLEASE
Industrial Space Lease • September 30th, 2003 • Alphasmart Inc • California

This Consent to Sublease is made by BR3 Partners, a California general partnership (“Master Lessor”), for the benefit of Pumatech, Inc., a Delaware corporation (“Sublessor”) and AlphaSmart, Inc., a California corporation (“Sublessee”), in the context of the following facts:

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LOAN AGREEMENT
Loan Agreement • September 30th, 2003 • Alphasmart Inc • California

THIS LOAN AGREEMENT (“Agreement”) is made and entered into as of May 30 2003 by and between ALPHASMART, INC., a California corporation (“Borrower”), and UNION BANK OF CALIFORNIA, N.A., a national banking association (“Bank”).

SECURITY AGREEMENT
Security Agreement • September 30th, 2003 • Alphasmart Inc

This SECURITY AGREEMENT is executed at San Jose, California on May 30, 2003 by ALPHASMART, INC., a California corporation (herein called “Debtor”).

Extension of Lease
Lease Agreement • September 30th, 2003 • Alphasmart Inc
Lease Agreement (NNN Tenant Improvements) Basic Lease Information
Lease Agreement • September 30th, 2003 • Alphasmart Inc • California
INTELLIGENT PERIPHERAL DEVICES, INC. INVESTORS’ RIGHTS AGREEMENT Dated as of June 4, 1999
Investors’ Rights Agreement • September 30th, 2003 • Alphasmart Inc • California

This Investors’ Rights Agreement (this “Agreement”) is made and entered into as of June 4, 1999 (the “Effective Date”), by and between Intelligent Peripheral Devices, Inc., a California corporation (the “Company”), Ketan Kothari, Manish Kothari and Joseph Barrus (each, a “Founder” and , collectively, the “Founders”) and the investors listed on the signature page hereto (each of which is referred to herein as an “Investor” or collectively, as the “Investors”).

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