1 EXHIBIT 10.1 AGREEMENT OF PURCHASE AND SALE AGREEMENT dated as of June 6, 1997, by and between THE MITRE CORPORATION, a Delaware corporation , with a place of business at 202 Burlington Road, Bedford, Massachusetts, (the "Seller"), and AWARE, INC.,...Agreement of Purchase and Sale • November 12th, 1997 • Aware Inc /Ma/ • Services-computer integrated systems design • Massachusetts
Exhibit 4.1 AMENDMENT NO. 1 TO RIGHTS AGREEMENT In accordance with Section 26 of the Rights Agreement between Computershare Trust Company N.A., formerly EquiServe Trust Company N.A., as Rights Agent (the "Rights Agent") and Aware, Inc. ("Aware") dated...Rights Agreement • September 7th, 2007 • Aware Inc /Ma/ • Semiconductors & related devices • Massachusetts
AWARE, INC. ONE MEMORIAL DRIVE CAMBRIDGE, MA 02142Employment Agreement • May 12th, 1998 • Aware Inc /Ma/ • Services-computer integrated systems design • Massachusetts
EXHIBIT 10.6Aware Inc /Ma/ • March 14th, 2007 • Semiconductors & related devices
EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2023 • Aware Inc /Ma/ • Services-prepackaged software • Massachusetts
This Employment Agreement (this “Agreement”) is entered into as of August 8, 2022 (the “Effective Date”), by and between Aware, Inc., a Massachusetts corporation with its principal offices located at 40 Middlesex Turnpike, Bedford, Massachusetts 01730 (together with its successors and assigns, the "Company"), and Craig Herman (the "Executive").
AWARE, INC. ONE MEMORIAL DRIVE CAMBRIDGE, MA 02142Employment Agreement • March 28th, 1997 • Aware Inc /Ma/ • Services-computer integrated systems design • Massachusetts
NONSTATUTORY STOCK OPTION AGREEMENT UNDER THE AWARE, INC.Nonstatutory Stock Option Agreement • January 19th, 2024 • Aware Inc /Ma/ • Services-prepackaged software
Pursuant to the Aware, Inc. 2023 Equity and Incentive Plan (as amended through the date hereof, the “Plan”), Aware, Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of common stock, par value $0.01 per share, of the Company (the “Stock”) specified above at the Option Exercise Price per Share specified above, subject to the terms and conditions set forth herein and in the Plan.
INCENTIVE STOCK OPTION AGREEMENT UNDER THE AWARE, INC. 2023 EQUITY AND INCENTIVE PLANIncentive Stock Option Agreement • January 18th, 2024 • Aware Inc /Ma/ • Services-prepackaged software
Pursuant to the Aware, Inc. 2023 Equity and Incentive Plan (as amended through the date hereof, the “Plan”), Aware, Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of common stock, par value $0.01 per share, of the Company (the “Stock”) specified above at the Option Exercise Price per Share specified above, subject to the terms and conditions set forth herein and in the Plan.
EXHIBIT 10.10 SUBLEASE AGREEMENT THIS SUBLEASE AGREEMENT (the "Sublease" or "Sublease Agreement") is entered into on this 15th day of November, 1996 by and between BAY NETWORKS, INC., a Delaware corporation with its principal business address at 4401...Sublease Agreement • March 28th, 1997 • Aware Inc /Ma/ • Services-computer integrated systems design • Massachusetts
Aware, Inc. Unrestricted Stock Award AgreementUnrestricted Stock Award Agreement • July 28th, 2010 • Aware Inc /Ma/ • Semiconductors & related devices • Massachusetts
ContractPerformance Share Award Agreement • October 1st, 2019 • Aware Inc /Ma/ • Services-prepackaged software • Massachusetts
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2020 • Aware Inc /Ma/ • Services-prepackaged software
This Amendment to Employment Agreement (this “Amendment”) is entered into as of March 27, 2020 (the “Effective Date”), by and between Aware, Inc., a Massachusetts corporation with its principal offices located at 40 Middlesex Turnpike, Bedford, Massachusetts 01730 (together with its successors and assigns, the "Company"), and Robert A Eckel (the "Executive").
AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • April 27th, 2021 • Aware Inc /Ma/ • Services-prepackaged software • Massachusetts
THIS AGREEMENT OF PURCHASE AND SALE (“Agreement”) is made as of April 26, 2021 (“Effective Date”) by and between (i) AWARE, INC., a Massachusetts corporation (“Seller”), and (ii) FDS BEDFORD, LLC, a Delaware limited liability company, or its designee (“Purchaser”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 20th, 2022 • Aware Inc /Ma/ • Services-prepackaged software
This Amendment to Employment Agreement (this “Amendment”) is entered into as of July 15, 2022 (the “Effective Date”), by and between Aware, Inc., a Massachusetts corporation with its principal offices located at 40 Middlesex Turnpike, Bedford, Massachusetts 01730 (together with its successors and assigns, the “Company”), and Robert Mungovan (the “Executive”).
Consulting AgreementAgreement • December 18th, 2007 • Aware Inc /Ma/ • Semiconductors & related devices • Massachusetts
This Agreement is made effective as of December 13, 2007 (the “Effective Date”) by and between Aware, Inc., 40 Middlesex Turnpike, Bedford, Massachusetts 01730-1432 (herein referred to as Aware), and Richard Moberg, xxxxxxxxxxxxxxxxxx(herein referred to as Consultant).
WIRELESS PORTFOLIO PATENT PURCHASE AGREEMENTWireless Portfolio Patent Purchase Agreement • August 2nd, 2012 • Aware Inc /Ma/ • Semiconductors & related devices • Delaware
This WIRELESS PORTFOLIO PATENT PURCHASE AGREEMENT (this “Agreement”) is entered into, as of the Effective Date (defined below), between Aware, Inc., a Massachusetts corporation (“Seller”), and Intel Corporation, a Delaware corporation (“Purchaser”). The parties hereby agree as follows:
L E A S EDisturbance and Attornment Agreement • March 15th, 2022 • Aware Inc /Ma/ • Services-prepackaged software • Massachusetts
This Lease, by and between Landlord and the Tenant (as defined below), relates to the space in the building (the “Building”) known as 76 Blanchard Road of Blanchard Woods (the “Office Park”), in Burlington, Middlesex County, Massachusetts, with an address at 76 Blanchard Road Burlington, Massachusetts. The term “Lot” shall mean the parcel of land on which the Building is located; and the term “Property” shall mean the Lot and all improvements thereon from time to time, including the Building.
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2013 • Aware Inc /Ma/ • Semiconductors & related devices
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree, as of February 13, 2013, that only one statement containing the information required by Schedule 13G, and each amendment thereto, need be filed with respect to the ownership by each of the undersigned of shares of Common Stock of Aware, Inc. (the “Issuer”) and such statement to which this Joint Filing Agreement is attached as Exhibit 1 is filed on behalf of each of the undersigned.
October 24, 2023 Dear David:Noncompete Agreement • November 15th, 2023 • Aware Inc /Ma/ • Services-prepackaged software • Massachusetts
The purpose of this letter agreement (the “Agreement”) is to confirm the terms regarding your separation of employment with Aware, Inc. (together with its subsidiaries, the “Company”).
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • June 3rd, 2010 • Aware Inc /Ma/ • Semiconductors & related devices • Massachusetts
In accordance with Section 26 of the Rights Agreement between Computershare Trust Company, N.A. (formerly known as EquiServe Trust Company, N.A.) (the “Rights Agent”), and Aware, Inc. (“Aware”) dated October 2, 2001 and amended on September 6, 2007 (as so amended, the “Rights Agreement”), the Rights Agent and Aware desire to amend the Rights Agreement as set forth below. This Amendment No. 2 to Rights Agreement (this “Amendment”) shall be effective as of June 1, 2010 and all defined terms and definitions in the Rights Agreement shall be the same in this Amendment except as specifically revised by this Amendment.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 12th, 2010 • Aware Inc /Ma/ • Semiconductors & related devices • New York
This ASSET PURCHASE AGREEMENT (the “Agreement”) is dated as of this 14th day of October, 2009, by and between Aware, Inc., a Massachusetts corporation (“Seller”), Lantiq Broadband Holdco Inc., a Delaware corporation (‘Lantiq US”), and Lantiq Deutschland GmbH, a company organized and existing under the laws of Germany (“Lantiq Germany,” and together with Lantiq US, “Purchasers”). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 11.
SECOND AMENDMENT TO AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • April 5th, 2022 • Aware Inc /Ma/ • Services-prepackaged software
This SECOND AMENDMENT TO AGREEMENT OF PURCHASE AND SALE (this “Amendment”) is dated as of September 30, 2021, by and between AWARE, INC., a Massachusetts corporation (“Seller”); and FDS BEDFORD, LLC, a Delaware limited liability company (“Purchaser”). Seller and Purchaser are sometimes referred to herein as the “Parties” or individually as a “Party.”
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 22nd, 2011 • Aware Inc /Ma/ • Semiconductors & related devices • Massachusetts
This Indemnification Agreement is by and between Aware, Inc., a Massachusetts corporation (“Corporation”), and ___________ (“Indemnitee”), a director or officer of the Corporation.
RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE AWARE, INC. 2023 EQUITY AND INCENTIVE PLANRestricted Stock Unit Award Agreement • January 18th, 2024 • Aware Inc /Ma/ • Services-prepackaged software
Pursuant to the Aware, Inc. 2023 Equity and Incentive Plan (as amended through the date hereof, the “Plan”), Aware, Inc. (the “Company”) hereby grants an award of the number of Restricted Stock Units listed above (the “Award”) to the Grantee named above. Each Restricted Stock Unit shall relate to one share of common stock, par value $0.01 per share, of the Company (the “Stock”).
Aware, Inc. Unrestricted Stock Award AgreementUnrestricted Stock Award Agreement • December 14th, 2009 • Aware Inc /Ma/ • Semiconductors & related devices • Massachusetts
SEPARATION AGREEMENTSeparation Agreement • April 1st, 2011 • Aware Inc /Ma/ • Semiconductors & related devices
This Separation Agreement (the “Agreement”) is entered into this 1st day of April, 2011, by and between EDMUND C. REITER (“REITER”) and AWARE, INC. (“AWARE”).
FOURTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • April 5th, 2022 • Aware Inc /Ma/ • Services-prepackaged software
This FOURTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALE (this “Amendment”) is dated as of December 1, 2021, by and between AWARE, INC., a Massachusetts corporation (“Seller”); and FDS BEDFORD, LLC, a Delaware limited liability company (“Purchaser”). Seller and Purchaser are sometimes referred to herein as the “Parties” or individually as a “Party.”
FIRST AMENDMENT OF LEASELease • April 5th, 2022 • Aware Inc /Ma/ • Services-prepackaged software
THIS FIRST AMENDMENT OF LEASE (“1st Amendment”) is made as of this 30th day of March, 2022, between 76/80 BURLINGTON GROUP LLC, a Massachusetts limited liability company, (“Landlord”) and AWARE, INC., a Massachusetts corporation, (“Tenant”).
PATENT PURCHASE AGREEMENTPatent Purchase Agreement • August 24th, 2012 • Aware Inc /Ma/ • Semiconductors & related devices • Massachusetts
This DSL PATENT PURCHASE AGREEMENT (this “Agreement”) is entered into, as of the Effective Date (defined below), by and between Aware, Inc., a Massachusetts Corporation (“Seller”), and TQ Delta, LLC, a Delaware Limited Liability Company (“Purchaser”). The parties hereby agree as follows:
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2020 • Aware Inc /Ma/ • Services-prepackaged software
This Amendment to Employment Agreement (this “Amendment”) is entered into as of March 27, 2020 (the “Effective Date”), by and between Aware, Inc., a Massachusetts corporation with its principal offices located at 40 Middlesex Turnpike, Bedford, Massachusetts 01730 (together with its successors and assigns, the "Company"), and Kevin T. Russell (the "Executive").
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2012 • Aware Inc /Ma/ • Semiconductors & related devices
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree, as of February 14, 2012, that only one statement containing the information required by Schedule 13G, and each amendment thereto, need be filed with respect to the ownership by each of the undersigned of shares of Common Stock of Aware, Inc. (the “Issuer”) and such statement to which this Joint Filing Agreement is attached as Exhibit 1 is filed on behalf of each of the undersigned.
EXHIBIT 10.4 INDEMNIFICATION AGREEMENT This Indemnification Agreement is by and between Aware, Inc., a Massachusetts corporation ("Corporation"), and ___________________ ("Indemnitee"), a director or officer of the Corporation. WHEREAS, it is...Indemnification Agreement • March 27th, 2003 • Aware Inc /Ma/ • Semiconductors & related devices • Massachusetts
FIFTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • April 5th, 2022 • Aware Inc /Ma/ • Services-prepackaged software
This FIFTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALE (this “Amendment”) is dated as of March 30th, 2022 (“Effective Date”), by and between AWARE, INC., a Massachusetts corporation (“Seller”); and FDS BEDFORD, LLC, a Delaware limited liability company (“Purchaser”). Seller and Purchaser are sometimes referred to herein as the “Parties” or individually as a “Party.”
Aware, Inc. Unrestricted Stock Award AgreementUnrestricted Stock Award Agreement • April 4th, 2013 • Aware Inc /Ma/ • Semiconductors & related devices • Massachusetts
CHANGE IN CONTROL RETENTION AGREEMENTNoncompete Agreement • March 30th, 2015 • Aware Inc /Ma/ • Services-prepackaged software • Massachusetts
This Agreement is entered into as of 2015, by and between Aware, Inc., a Massachusetts corporation with its principal offices located at 40 Middlesex Turnpike, Bedford, Massachusetts 01730 (together with its successors and assigns, the “Company”), and [name of executive], an individual residing at___________________________ (the “Executive”).
