ContractDanger Inc • December 19th, 2007 • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
WARRANT TO PURCHASE SHARES OF SERIES D CONVERTIBLE PREFERRED STOCKDanger Inc • December 19th, 2007
THIS CERTIFIES THAT, for good and valuable consideration received from Heller Financial Leasing, Inc., a GE Capital Company (“Warrantholder”) is entitled to subscribe for and purchase Thirty-Three Thousand Three Hundred and Seven (33,307) shares (as adjusted pursuant to provisions hereof, the “Shares”) of the fully paid and non-assessable Series D Convertible Preferred Stock of Danger, Inc., a Delaware corporation with its principal place of business at 3101 Park Blvd., Palo Alto, CA 94306 (the “Company”), at an exercise price per share of $0.9007 (such price and such other price as shall result, from time to time, from adjustments specified herein, is hereafter referred to as the “Exercise Price”), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Preferred Stock” or “Shares” shall mean the Company’s presently authorized Series D Convertible Preferred Stock, and any stock into or for which such Series D Convertible Preferred S
DANGER, INC. STOCK OPTION AGREEMENTStock Option Agreement • December 19th, 2007 • Danger Inc • California
ContractDanger Inc • December 19th, 2007 • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF 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.
July 23, 2001Danger Inc • December 19th, 2007
The Company is pleased to offer you the retention and severance benefits described in this letter agreement (the “Agreement”).
DANGER RESEARCH, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • December 19th, 2007 • Danger Inc • California
THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is made as of this 22nd day of September, 2000, by and between Danger Research, Inc., a Delaware corporation (the “Company”), and Joe F. Britt, Jr. (“Purchaser”).
MASTER MANUFACTURING AND DISTRIBUTION AGREEMENTMaster Manufacturing and Distribution Agreement • December 19th, 2007 • Danger Inc • California
This MASTER MANUFACTURING AND DISTRIBUTION AGREEMENT (“Agreement”) is entered into as of April 28, 2004 (the “Effective Date”) by and between DANGER, INC., a Delaware corporation, having its principal place of business at 3101 Park Blvd., Palo Alto, California 94306, USA (“Danger”), and SHARP CORPORATION, a corporation organized under the laws of Japan, having its principal place of business at 22-22 Nagaike-cho, Abeno-ku, Osaka 545-8522, Japan (“Sharp”). Danger and Sharp may hereafter be referred to individually as a “Party” or collectively as the “Parties.”
LEASE AGREEMENTLease Agreement • December 19th, 2007 • Danger Inc
This Lease, made this 1st day of October, 2006 between El Camino Center, a California Limited Partnership, hereinafter called Landlord, and Danger, Inc., a California corporation, hereinafter called Tenant.
LEASE between PARMENTER GCC LP, LLLP (“Landlord”) and DANGER, INC. (“Tenant”) for premises located at GWINNETT COMMERCE CENTER 3700 Crestwood Parkway Duluth, GA 30096Lease • December 19th, 2007 • Danger Inc • Georgia
DANGER, INC. WARRANT TO PURCHASE SHARES OF SERIES E PREFERRED STOCKDanger Inc • December 19th, 2007 • California
This Warrant is issued to ATEL VENTURES, INC., in its capacity as Trustee for its assignee affiliated funds identified in that certain Amendment and Restatement of Inter-Company Trust Agreement for Warrants dated as of February 1, 2006 and deemed effective as of July 20, 2004 (“Holder”) by Danger, Inc., a Delaware corporation (the “Company”), as of October 16, 2006.
WARRANT TO PURCHASE SHARES OF SERIES B-1 PREFERRED STOCKDanger Inc • December 19th, 2007 • California
THIS CERTIFIES THAT, for good and valuable consideration received from Heller Financial Leasing, Inc. (“Warrantholder”), Warrantholder is entitled to subscribe for and purchase 68,512 of Preferred shares (as adjusted pursuant to provisions hereof, the “Shares”) of the fully paid and non-assessable Series B-1 Preferred Stock (the “Preferred Stock”) of Danger, Inc., a Delaware corporation with its principal place of business at 124 University Avenue, Palo Alto, CA 94301 (the “Company”), at an exercise price per share as determined pursuant to Section 1 hereof (such price and such other price as shall result, from time to time, from adjustments specified herein, is hereafter referred to as the “Exercise Price”), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Preferred Stock” shall mean the Company’s presently authorized Series B-1 Preferred Stock, and any stock into or for which such Series B-1 Preferred Stock may hereafter be
DANGER, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT Dated as of December 10, 2007Investors’ Rights Agreement • December 19th, 2007 • Danger Inc • California
This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made and entered into as of December 10, 2007 by and among Danger, Inc., a Delaware corporation (the “Company”), Andrew E. Rubin, Matthew J. Hershenson and Joe F. Britt, Jr. (each, a “Founder” and, collectively, the “Founders”), the holders of the Company’s Series A Preferred Stock (the “Series A Preferred Stock”) set forth on Exhibit A hereto (the “Series A Holders”), the holders of the Company’s Series B-1 Preferred Stock (the “Series B-1 Preferred Stock”) set forth on Exhibit B hereto (the “Series B-1 Holders”), the holders of the Company’s Series C Preferred Stock (the “Series C Preferred Stock”) set forth on Exhibit C hereto (the “Series C Holders”), the holders of the Company’s Series D Preferred Stock (the “Series D Preferred Stock”) set forth on Exhibit D hereto (the “Series D Holders”), the holders of the Company’s Series D’ Preferred Stock (the “Series D’ Preferred Stock”) set forth on Exhibit E heret
ContractEscrow Deposit Agreement • December 19th, 2007 • Danger Inc
DANGER, INC. EXECUTIVE EMPLOYMENT AGREEMENT for Henry R. NothhaftEmployment Agreement • December 19th, 2007 • Danger Inc • California
This Executive Employment Agreement (“Agreement”) is entered into by and between Henry R. Nothhaft (“Executive”) and Danger, Inc., (the “Company”), effective as of June 13, 2007 (“Effective Date”).
LEASE BETWEEN PARK PLACE ASSOCIATES, LANDLORD AND DANGER, INC., TENANT 3101 Park Boulevard Palo Alto, California 94306 March 14, 2006Lease • December 19th, 2007 • Danger Inc • California
TURN KEY DATACENTER LEASE Between DIGITAL PHOENIX VAN BUREN, LLC as Landlord and DANGER INC. as Tenant DatedTurn Key Datacenter Lease • December 19th, 2007 • Danger Inc
MCI SERVICE AGREEMENTMci Service Agreement • December 19th, 2007 • Danger Inc • New York
Data Center Set Up Fee. Customer agrees to pay MCI $[ * ] per [ * ] for the first [ * ] of the Initial Term (the “Set Up Fee”). The Set Up Fee will be billed to Customer on a monthly basis on MCI’s monthly bill. The Set Up fee will provide for a) the ability for Customer to utilize up to 80 Amps of power and b) prepare MCI’s San Jose Data Center to handle the increased power requirements
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 19th, 2007 • Danger Inc • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation (“Bank”), and DANGER, 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:
LEASE BY AND BETWEEN BILLTECH EQUITY PARTNERS, LLC, AS LANDLORD and DANGER, INC., AS TENANTLease • December 19th, 2007 • Danger Inc • Massachusetts
THIS LEASE (the “Lease”) is dated as of the 23rd day of January, 2007 and is entered into by and between Landlord and Tenant named below.
