AUDIENCE, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • January 13th, 2012 • Audience Inc • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of , and is between Audience, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
ContractWarrant Agreement • January 13th, 2012 • Audience Inc • 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.
AUDIENCE, INC. CHANGE OF CONTROL AND SEVERANCE AGREEMENTChange of Control and Severance Agreement • January 13th, 2012 • Audience Inc • California
This Change of Control and Severance Agreement (the “Agreement”) is made and entered into by and between [ ] (“Executive”) and Audience, Inc., a Delaware corporation (the “Company”), effective as of December 31, 2011 (the “Effective Date”).
450 CLYDE AVENUE LEASE AGREEMENT by and between 440 CLYDE AVENUE ASSOCIATES, LLC (“Landlord”) and AUDIENCE, INC. (“Tenant”)Lease Agreement • January 13th, 2012 • Audience Inc
THIS LEASE AGREEMENT is made and entered into as of December 20, 2010, by and between 440 CLYDE AVENUE ASSOCIATES, LLC, a Delaware limited liability company (herein called “Landlord”), and AUDIENCE, INC., a California corporation, (herein called “Tenant”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 13th, 2012 • Audience Inc • California
This LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date is between SILICON VALLEY BANK, a California corporation (“Bank”), with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 (FAX (650) 320-0016) and AUDIENCE, INC., a California corporation (“Borrower”), with its principal place of business at 440 Clyde Avenue, Mountain View, California 94043 (FAX (650) 254-2898), and provides the terms on which Bank shall lend to Borrower, and Borrower shall repay Bank. The parties agree as follows:
SEPARATION AGREEMENT AND RELEASESeparation Agreement • January 13th, 2012 • Audience Inc • California
This Separation Agreement and Release (“Agreement”) is made by and between James Lau (“Employee”) and Audience, Inc., a Delaware corporation (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).
AUDIENCE, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT February 3, 2010Investors’ Rights Agreement • January 13th, 2012 • Audience Inc • California
This Amended and Restated Investors’ Rights Agreement (the “Agreement”) is made as of February 3, 2010, by and among Audience, Inc., a California corporation (the “Company”), Lloyd Watts, Ph.D. (the “Founder”), and certain holders of the Company’s Preferred Stock, as set forth on Exhibit A hereto, including holders of the Series A-l Preferred Stock (the “Series A-l Holders”), Vulcan Ventures Inc. (the “Series A-2 Holder”), holders of the Company’s Series A-3 Preferred Stock (the “Series A-3 Holders”), holders of the Company’s Series AA Preferred Stock (the “Series AA Holders”), holders of the Company’s Series AA-1 Preferred Stock listed (the “Series AA-1 Holders,”), holders of the Company’s Series B Preferred Stock (the “Series B Holders”), holders of the Company’s Series B-1 Preferred Stock (the “Series B-1 Holders”), holders of the Company’s Series C Preferred Stock (the “Series C Holders”), holders of the Company’s Series D Preferred Stock (the “Series D Holders”), and holders of th
AUDIENCE, INC. SEVERANCE AGREEMENTSeverance Agreement • January 13th, 2012 • Audience Inc • California
This Severance Agreement (the “Agreement”) is made and entered into by and between Lloyd Watts, Ph.D. (“Executive”) and Audience, Inc., a Delaware corporation (the “Company”), effective as of August 30, 2011 (the “Effective Date”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 13th, 2012 • Audience Inc
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this day of December, 2009, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AUDIENCE, INC., a California corporation (“Borrower”).
AUDIENCE, INC. AMENDMENT TO THE AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • January 13th, 2012 • Audience Inc • California
This amendment (the “Amendment”) to the Amended and Restated Investors’ Rights Agreement is made as of June 24, 2011 (the “Existing Agreement”), by and among Audience, Inc., a California corporation (the “Company”), Lloyd Watts, Ph.D. (the “Founder”), and certain holders of the Company’s Preferred Stock, as set forth on Exhibit B to the Existing Agreement, including holders of the Series A-1 Preferred Stock (the “Series A-1 Holders”), Vulcan Ventures Inc. (the “Series A-2 Holder”), holders of the Company’s Series A-3 Preferred Stock (the “Series A-3 Holders”), holders of the Company’s Series AA Preferred Stock (the “Series AA Holders”), holders of the Company’s Series AA-1 Preferred Stock listed (the “Series AA-1 Holders”), holders of the Company’s Series B Preferred Stock (the “Series B Holders”), holders of the Company’s Series B-1 Preferred Stock (the “Series B-1 Holders”), holders of the Company’s Series C Preferred Stock (the “Series C Holders”), and holders of the Company’s Serie
Lease Date: October 2, 2008 LANDLORD: 440 CLYDE AVENUE ASSOCIATES, LLC a Delaware limited liability company Managing Agent: DOSTART DEVELOPMENT COMPANY, LLC Landlord’s and Managing Agent’s Address: c/o DOSTART DEVELOPMENT COMPANY, LLC [address]...Lease Agreement • January 13th, 2012 • Audience Inc
THIS LEASE AGREEMENT is made and entered into as of October 2nd 2008, by and between 440 CLYDE AVENUE ASSOCIATES, LLC, a Delaware limited liability company (herein called “Landlord”), and AUDIENCE, INC., a California corporation, (herein called “Tenant”).
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 13th, 2012 • Audience Inc
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 17th day of August, 2010, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AUDIENCE, INC., a California corporation (“Borrower”).
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 13th, 2012 • Audience Inc
THIS THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 6th day of July, 2011, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AUDIENCE, INC., a California corporation (“Borrower”).
