0001193125-04-196121 Sample Contracts

MONOLITHIC POWER SYSTEMS, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 15th, 2004 • Monolithic Power Systems Inc • Semiconductors & related devices • Delaware

This Indemnification Agreement (“Agreement”) is effective as of , by and between Monolithic Power Systems, Inc., a Delaware corporation (the “Company”), and the indemnitee listed on the signature page hereto (“Indemnitee”).

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Underwriting Agreement
Underwriting Agreement • November 15th, 2004 • Monolithic Power Systems Inc • Semiconductors & related devices • New York

Monolithic Power Systems, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 4,000,000 shares and, at the election of the Underwriters, up to 825,000 additional shares of the Common Stock, par value $0.001 per share (“Stock”), of the Company, and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of 1,500,000 shares of Stock. The aggregate of 5,500,000 shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of 825,000 additional shares to be sold by the Company is herein called the “Optional Shares.” The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively calle

MONOLITHIC POWER SYSTEMS, INC. CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • November 15th, 2004 • Monolithic Power Systems Inc • Semiconductors & related devices • California

This Change of Control Agreement (this “Agreement”) by and between Deming Xiao (the “Employee”) and Monolithic Power Systems, Inc. (the “Company”), is entered into as of November 14, 2004 (the “Effective Date”).

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