UPEK, INC. STOCK OPTION AGREEMENT RECITALSStock Option Agreement • May 14th, 2007 • Upek Inc • California
UPEK, INC. STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 14th, 2007 • Upek Inc • California
WATERGATE OFFICE TOWERS EMERYVILLE TOWER II EMERYVILLE, CALIFORNIA OFFICE LEASE AGREEMENT BETWEEN CA-EMERYVILLE PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership (“LANDLORD”) AND UPEK, INC., a Delaware corporation (“TENANT”)Office Lease Agreement • May 14th, 2007 • Upek Inc
THIS OFFICE LEASE AGREEMENT (the “Lease”) is made and entered into as of August 24, 2006, by and between, CA-EMERYVILLE PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”) and UPEK, INC., a Delaware corporation (“Tenant”). The following exhibits and attachments are incorporated into and made a part of the Lease: Exhibit A (Outline and Location of Premises), Exhibit B (Expenses and Taxes), Exhibit C (Intentionally Omitted), Exhibit D (Commencement Letter), Exhibit E (Building Rules and Regulations), Exhibit F (Additional Provisions), Exhibit G (Parking Agreement) and Exhibit H (Asbestos Notification).
PURCHASE AND SUPPLY AGREEMENTPurchase and Supply Agreement • July 13th, 2007 • Upek Inc • Services-computer integrated systems design • Delaware
This Purchase and Supply Agreement dated as of March 4, 2004 (The “Effective Date”) is made by and between Upek, Inc., a Delaware corporation with its principal place of business located at 2001 Center Street, Suite 500, Berkeley, California 94704 (hereafter “Upek”), and STMicroelectronics N.V. with its registered office at WTC Schiphol Airport, Schiphol Boulevard 265, 1118 BH Schiphol Airport, Amsterdam, the Netherlands, acting through its Swiss Branch located at 39, Chemin du Champ des Filles, 1228 Plan-les-Ouates, Geneva, Switzerland (hereafter “ST”).
UPEK, INC. STOCK ISSUANCE AGREEMENTStock Issuance Agreement • May 14th, 2007 • Upek Inc • California
AGREEMENT made as of this day of , by and between UPEK, Inc., a Delaware corporation, and , Participant in the Corporation’s 2004 Stock Option/Stock Issuance Plan.
LICENSE AGREEMENTLicense Agreement • July 13th, 2007 • Upek Inc • Services-computer integrated systems design • Delaware
This Patent License Agreement (“Agreement”) is effective as of Mach 4, 2004 (the “Effective Date”), between STMicroelectronics N.V., registered office at WTC Schiphol Airport, Schiphol Boulevard 265, 1118 BH Schiphol Airport, Amsterdam, the Netherlands, acting through its Swiss Branch located at 39, Chemin du Champ des Filles, 1228 Plan-les-Ouates, Geneva, Switzerland, The Netherlands (“ST”), and Upek, Inc., a Delaware corporation with its principal place of business located at 2001 Center Street, Suite 500, Berkeley, California 94704 (“Upek”).
UPEK, Inc. Berkeley, CA 94704 March 2nd, 2004Upek Inc • May 14th, 2007
This letter memorializes our agreement to the principal terms of your employment with UPEK, Inc. (the “Company”), and is a material inducement for your agreement to become the Chief Executive Officer of the Company (“CEO”) and a member of the Board of Directors of the Company as long as you are the CEO. It is understood that this agreement shall be null and void if the Company does not consummate the purchase of the assets from ST Microelectronics and the financing of the asset purchase. Subject to approval of the Board of Directors of the Company, we have agreed as follows:
CONTRIBUTION AGREEMENTContribution Agreement • July 13th, 2007 • Upek Inc • Services-computer integrated systems design • Delaware
This Contribution Agreement (the “Agreement”), dated as of January 29, 2004 is by and between STMicroelectronics, NV (“ST”) and Upek, Inc., a Delaware corporation (“Upek”). Each of ST and Upek is a “Party” and, collectively, they are sometimes referred to as the “Parties.”
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 14th, 2007 • Upek Inc • Delaware
THIS AGREEMENT is made and entered into this day of by and between UPEK, Inc., a Delaware corporation (the “Corporation”), and the individuals listed on Exhibit A hereto (each, an “Indemnitee” and collectively, the “Indemnitees”) and is to be effective as of the time each Indemnitee first provided service to the Corporation as an officer or director of the Corporation.
UPEK, INC. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 14th, 2007 • Upek Inc • California
This LOAN AND SECURITY AGREEMENT is entered into as of September 30, 2005, by and between COMERICA BANK (“Bank”) and UPEK, INC (“Borrower”).
MANUFACTURING AGREEMENTManufacturing Agreement • July 13th, 2007 • Upek Inc • Services-computer integrated systems design
Chartered, SMP and CSP with their respective principal place of business at 60 Woodlands Industrial Park D, Street 2, Singapore 738406.
