0001193125-14-051431 Sample Contracts

AEROHIVE NETWORKS, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • Delaware

This Indemnification Agreement (this “Agreement”) is dated as of [ , 20 ] (the “Effective Date”), and is between Aerohive Networks, Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).

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Warrant Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • California

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.

AEROHIVE NETWORKS, INC. SEPARATION AND CHANGE IN CONTROL SEVERANCE AGREEMENT
Severance Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • California

This Change in Control Severance Agreement (the “Agreement”) is made and entered into by and between (“you” or “Executive”) and Aerohive Networks, Inc., a Delaware corporation (the “Company”), effective as of , 2013 (the “Effective Date”).

PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT
Growth Capital Loan and Security Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • California

This is a PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT dated as of August 23, 2013 by and between AEROHIVE NETWORKS, INC., a Delaware corporation, as borrower, and TRIPLEPOINT CAPITAL LLC, a Delaware limited liability company, as lender.

December 31, 2012 Gordon Brooks Dear Gordy:
Employment Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design

We believe that you will make an important contribution to the success and growth of Aerohive Networks, Inc. (the “Company”). With this in mind, we are pleased to offer you the position of Chief Financial Officer, reporting to our CEO, David Flynn. This letter agreement is intended to confirm the terms of your employment with us.

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • Delaware

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 21, 2012 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and AEROHIVE NETWORKS, 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:

Premises Lease Contract Zhe Jie Zu Zi (2013) No. 005
Lease Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design

According to Contract Law of the People’s Republic of China and applicable laws and regulations, this Contract concerning Party B leases the premises owned by Party A and located at No.391 Wen’er Road, Hangzhou is concluded through consensus on the basis of equality and willingness.

LOAN AND SECURITY AGREEMENT (EXIM Loan Facility)
Loan and Security Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • Delaware

THIS LOAN AND SECURITY AGREEMENT, dated as of the Closing Date (this “EXIM Agreement”), by and between SILICON VALLEY BANK (“Bank”), a California corporation, and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank will lend to Borrower and Borrower will repay Bank. The parties agree as follows:

AMENDED AND RESTATED LEASE BETWEEN BATTON ASSOCIATES, LLC, LESSOR AND AEROHIVE NETWORKS INCORPORATED, LESSEE 328-330 Gibraltar Drive Sunnyvale, California 94089 March 1, 2011
Lease Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • Gibraltar

THIS AMENDED AND RESTATED LEASE, referred to herein as “this Lease,” dated for reference purposes as of March 1, 2011, is made and entered into by and between BATTON ASSOCIATES, LLC, a California limited liability company (“Lessor”), and AEROHIVE NETWORKS INCORPORATED, a Delaware corporation (“Lessee”).

DATED 31 May 2012 LEASE of West Block, The Courtyard, 17-18 West Street, Farnham, Surrey, GU9 7DR
Lease Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • England and Wales

AEROHIVE NETWORKS EUROPE LIMITED (No 6400590) whose registered office is at Highlands House, Basingstoke Road, Spencers Wood, Reading, RG7 1NT

AEROHIVE NETWORKS, INC. FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • California

This Fourth Amended and Restated Investors’ Rights Agreement (the “Agreement”) is made as of August 23, 2012, by and among Aerohive Networks, Inc., a Delaware corporation (the “Company”), and the individuals and entities listed on Exhibit A attached hereto (each, a “Investor,” and collectively, the “Investors”).

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