eASIC Corp Sample Contracts

eASIC Corp – GENERAL PURCHASE AGREEMENT (GPA) between (August 10th, 2015)

Whereas, Ericsson Companies develop, produce, sell and provide telecommunication systems, products and services globally.

eASIC Corp – LEASE BETWEEN FREEDOM CIRCLE LLC AND EASIC CORPORATION (August 10th, 2015)

THIS LEASE is made as of July 20, 2015, by and between FREEDOM CIRCLE LLC, a Delaware limited liability company, hereafter called “Landlord,” and EASIC CORPORATION, a Delaware corporation, hereafter called “Tenant,”

eASIC Corp – LOAN AND SECURITY AGREEMENT (August 10th, 2015)

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of September 29, 2010 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and EASIC CORPORATION, a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

eASIC Corp – PRODUCT SUPPLY AGREEMENT (August 10th, 2015)

This Product Supply Agreement (“Agreement”) is between Seagate Technology LLC (“Seagate”) and the supplier identified below (“Supplier”). The individuals signing this Agreement represent that they are authorized to sign on behalf of their companies.

eASIC Corp – eASIC CORPORATION CHANGE IN CONTROL AND SEVERANCE AGREEMENT (August 10th, 2015)

This Change in Control and Severance Agreement (this “Agreement”) is entered into by and between (“Executive”) and eASIC Corporation, a Delaware corporation (the “Company”), to become effective upon the date of the Company’s initial public offering.

eASIC Corp – PRODUCT SUPPLY AGREEMENT (May 12th, 2015)

This Product Supply Agreement (“Agreement”) is between Seagate Technology LLC (“Seagate”) and the supplier identified below (“Supplier”). The individuals signing this Agreement represent that they are authorized to sign on behalf of their companies.

eASIC Corp – GENERAL PURCHASE AGREEMENT (GPA) between (May 12th, 2015)

Whereas, Ericsson Companies develop, produce, sell and provide telecommunication systems, products and services globally.

eASIC Corp – ELEVENTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EASIC CORPORATION (May 6th, 2015)

The address of the Corporation’s registered office in the state of Delaware is 2711 Centerville Rd., Suite 400, Wilmington, County of New Castle, State of Delaware 19805. The name of its registered agent at such address is Corporation Service Company

eASIC Corp – CONSULTING AGREEMENT (April 21st, 2015)

THIS CONSULTING AGREEMENT is entered into as of January 3, 2013 (“Effective Date”) between EASIC CORPORATION, a Delaware corporation (the “Company”), and MIKE KOUREY (“Advisor”).

eASIC Corp – INDEMNITY AGREEMENT (March 10th, 2015)

THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 2015, is made by and between EASIC CORPORATION, a Delaware corporation (the “Company”), and (“Indemnitee”).

eASIC Corp – GENERAL PURCHASE AGREEMENT (GPA) between (March 4th, 2015)

Whereas, Ericsson Companies develop, produce, sell and provide telecommunication systems, products and services globally.

eASIC Corp – PRODUCT SUPPLY AGREEMENT (March 4th, 2015)

This Product Supply Agreement (“Agreement”) is between Seagate Technology LLC (“Seagate”) and the supplier identified below (“Supplier”). The individuals signing this Agreement represent that they are authorized to sign on behalf of their companies.

eASIC Corp – LOAN AND SECURITY AGREEMENT (February 19th, 2015)

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of September 29, 2010 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and EASIC CORPORATION, a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

eASIC Corp – eASIC CORPORATION AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT December 13, 2012 (February 19th, 2015)

This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of December 13, 2012, by and among eASIC Corporation, a Delaware corporation (the “Company”), the holders of shares of Common Stock of the Company listed on Exhibit A hereto (each a “Common Stockholder”), the holders of shares of the Prior Preferred Stock (as defined below) listed on Exhibit B hereto (each a “Preferred Stockholder” and collectively, the “Preferred Stockholders”) and the persons and entities listed on Exhibit C hereto (each, an “Investor” and collectively, the “Investors”). Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.

eASIC Corp – TWELFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EASIC CORPORATION (February 19th, 2015)
eASIC Corp – NOTICE TO TENANTS September 11, 2013 (February 19th, 2015)

This Standard Office Lease (“Lease”) is made and entered into as of this 31st day of October, 2011, by and between ARDEN REALTY LIMITED PARTNERSHIP, a Maryland limited partnership (“Landlord”), and eASIC CORPORATION, a Delaware corporation (“Tenant”).

eASIC Corp – ELEVENTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EASIC CORPORATION (February 19th, 2015)

The address of the Corporation’s registered office in the state of Delaware is 2711 Centerville Rd., Suite 400, Wilmington, County of New Castle, State of Delaware 19805. The name of its registered agent at such address is Corporation Service Company

eASIC Corp – eASIC CORPORATION AMENDED AND RESTATED 2010 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: APRIL 6, 2010 AMENDED BY THE BOARD OF DIRECTORS: JUNE 1, 2010 APPROVED BY THE STOCKHOLDERS: JUNE 3, 2010 AMENDED BY THE BOARD OF DIRECTORS: JULY 25, 2011 APPROVED BY THE STOCKHOLDERS: JULY 25, 2011 AMENDED BY THE BOARD OF DIRECTORS: DECEMBER 7, 2012 APPROVED BY THE STOCKHOLDERS: DECEMBER 7, 2012 AMENDED BY THE BOARD OF DIRECTORS: JUNE 29, 2013 APPROVED BY THE STOCKHOLDERS: JUNE 29, 2013 AMENDED BY THE BOARD OF DIRECTORS: SEPTEMBER 30, 2013 APPROVED BY THE STOCKHOLDERS: SEPTEMBER 30, 2013 AMENDE (February 19th, 2015)
eASIC Corp – AMENDED AND RESTATED BYLAWS OF eASIC CORPORATION (A DELAWARE CORPORATION) OFFICES (February 19th, 2015)
eASIC Corp – Contract (February 19th, 2015)

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.

eASIC Corp – eASIC CORPORATION 2001 STOCK OPTION PLAN Adopted 3-1, 2001 Approved By Shareholders 3-1, 2001 Termination Date: 3-1, 2010 Amended on May 4, 2007 by the Board of Directors and Stockholders Amended on April 11, 2008 by the Board of Directors Approved by Stockholders on April 17, 2008 Amended on December 2, 2008 by the Board of Directors Approved by Stockholders on December 23, 2008 (February 19th, 2015)
eASIC Corp – AMENDED AND RESTATED BYLAWS OF EASIC CORPORATION (A DELAWARE CORPORATION) OFFICES (February 19th, 2015)
eASIC Corp – AMENDED AND RESTATED VENTURE LOAN AND SECURITY AGREEMENT (February 19th, 2015)

WHEREAS, Borrower, Lenders and the Collateral Agent are parties to a certain Venture Loan and Security Agreement dated as of September 30, 2013, as amended (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Original Loan Agreement”) pursuant to which, among other things, (i) Horizon provided a loan to eASIC as evidenced by a certain Secured Promissory Note (Loan A) executed by eASIC in favor of Horizon, dated September 30, 2013, in the original principal amount of Two Million and 00/100 Dollars ($2,000,000.00) (the “Loan A Note”), (ii) DBD provided a loan to eASIC as evidenced by a certain Secured Promissory Note (Loan B) executed by eASIC in favor of DBD, dated September 30, 2013, in the original principal amount of Four Million and 00/100 Dollars ($4,000,000.00) (the “Loan B Note” and collectively with the Loan A Note, the “Notes”) and (iii) Collateral Agent and Lenders have been granted a security interest in all assets of eASIC, except wit

eASIC Corp – October 15, 2010 Ronnie Vasishta eASIC Corporation 2585 Augustine Drive, Suite 100 Santa Clara, CA 95054 Re: Amended and Restated Employment Agreement Dear Ronnie: (February 19th, 2015)

As we have discussed, this letter agreement sets forth your amended and restated employment agreement (the “Agreement”) with eASIC Corporation (the “Company”), which supersedes and replaces in full your previous employment agreement with the Company dated January 29, 2008. This Agreement is effective as of October 15, 2010 (the “Effective Date”), provided that you have signed and returned this Agreement within ten (10) business days after receipt.

eASIC Corp – Contract (February 19th, 2015)

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 7 OF THIS WARRANT.

eASIC Corp – April 25, 2008 Dear Ranko, (February 19th, 2015)

It gives us great pleasure to invite you to join eASIC (the “Company”) as a full time employee. This letter agreement (the “Agreement”) sets forth the basic terms and conditions of your employment. Such employment shall begin May 19th, 2008. By signing this letter, you will be agreeing to these terms. You will be entitled to all Company employee benefits consistent with the Company’s plans.

eASIC Corp – EASIC CORPORATION 2015 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: FEBRUARY 18, 2015 APPROVED BY THE STOCKHOLDERS: [ ], 2015 IPO DATE: [ ], 2015 (February 19th, 2015)
eASIC Corp – EASIC CORPORATION 2015 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: FEBRUARY 18, 2015 APPROVED BY THE STOCKHOLDERS: [ ], 2015 IPO DATE/EFFECTIVE DATE: [ ], 2015 (February 19th, 2015)
eASIC Corp – Contract (December 18th, 2014)

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.

eASIC Corp – eASIC CORPORATION 2001 STOCK OPTION PLAN Adopted 3-1, 2001 Approved By Shareholders 3-1, 2001 Termination Date: 3-1, 2010 Amended on May 4, 2007 by the Board of Directors and Stockholders Amended on April 11, 2008 by the Board of Directors Approved by Stockholders on April 17, 2008 Amended on December 2, 2008 by the Board of Directors Approved by Stockholders on December 23, 2008 (December 18th, 2014)
eASIC Corp – Contract (December 18th, 2014)

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 7 OF THIS WARRANT.

eASIC Corp – LOAN AND SECURITY AGREEMENT (December 18th, 2014)

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of September 29, 2010 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and EASIC CORPORATION, a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

eASIC Corp – April 25, 2008 Dear Ranko, (December 18th, 2014)

It gives us great pleasure to invite you to join eASIC (the “Company”) as a full time employee. This letter agreement (the “Agreement”) sets forth the basic terms and conditions of your employment. Such employment shall begin May 19th, 2008. By signing this letter, you will be agreeing to these terms. You will be entitled to all Company employee benefits consistent with the Company’s plans.

eASIC Corp – AMENDED AND RESTATED VENTURE LOAN AND SECURITY AGREEMENT (December 18th, 2014)

WHEREAS, Borrower, Lenders and the Collateral Agent are parties to a certain Venture Loan and Security Agreement dated as of September 30, 2013, as amended (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Original Loan Agreement”) pursuant to which, among other things, (i) Horizon provided a loan to eASIC as evidenced by a certain Secured Promissory Note (Loan A) executed by eASIC in favor of Horizon, dated September 30, 2013, in the original principal amount of Two Million and 00/100 Dollars ($2,000,000.00) (the “Loan A Note”), (ii) DBD provided a loan to eASIC as evidenced by a certain Secured Promissory Note (Loan B) executed by eASIC in favor of DBD, dated September 30, 2013, in the original principal amount of Four Million and 00/100 Dollars ($4,000,000.00) (the “Loan B Note” and collectively with the Loan A Note, the “Notes”) and (iii) Collateral Agent and Lenders have been granted a security interest in all assets of eASIC, except wit

eASIC Corp – October 15, 2010 Ronnie Vasishta eASIC Corporation 2585 Augustine Drive, Suite 100 Santa Clara, CA 95054 Re: Amended and Restated Employment Agreement Dear Ronnie: (December 18th, 2014)

As we have discussed, this letter agreement sets forth your amended and restated employment agreement (the “Agreement”) with eASIC Corporation (the “Company”), which supersedes and replaces in full your previous employment agreement with the Company dated January 29, 2008. This Agreement is effective as of October 15, 2010 (the “Effective Date”), provided that you have signed and returned this Agreement within ten (10) business days after receipt.