Applied Optoelectronics, Inc. Sample Contracts

Applied Optoelectronics, Inc. – Applied Optoelectronics Announces Proposed Private Offering of $70,000,000 of Convertible Senior Notes due 2024 (February 27th, 2019)

SUGAR LAND, Texas, February 27, 2019 — Applied Optoelectronics, Inc. (NASDAQ: AAOI) (“AOI”) announced today that it intends to offer to sell, subject to market and other conditions, up to $70,000,000 aggregate principal amount of Convertible Senior Notes due 2024 (the “Notes”) in an offering exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).  AOI also expects to grant the initial purchasers of the Notes a 30-day option to purchase up to an additional $7,000,000 aggregate principal amount of Notes.

Applied Optoelectronics, Inc. – SECOND AMENDMENT TO LOAN AGREEMENT (February 7th, 2019)

THIS SECOND AMENDMENT TO LOAN AGREEMENT (this "Amendment") is made and entered into this first day of February, 2019, by and between Applied Optoelectronics, Inc., a Delaware corporation (hereinafter referred to as "Borrower") with its chief executive office and principal place of business at 13139 Jess Pirtle Blvd., Sugar Land, Texas 77478, and Branch Banking and Trust Company, a North Carolina corporation (hereinafter referred to as "Bank") with an office at 333 Clay Street, Suite 3800, Houston, Texas 77002.

Applied Optoelectronics, Inc. – Purchase and Sale Contract (January 25th, 2019)

WHEREAS in consideration of the following Subject Matter purchased by Party A from Party B, the Parties agree to enter into the Agreement as follows:

Applied Optoelectronics, Inc. – (General Agreement for Omnibus Credit Lines) (December 17th, 2018)

The undersigned (the “Customer”), hereby applies for an omnibus credit line with CTBC Bank Co., Ltd. (including its head office and branches, hereinafter referred to as the “Bank”) and agrees to the terms and conditions of this General Agreement for Omnibus Credit Lines (this “Agreement”) with the following total omnibus credit line (exclusive of the credit lines extended under and pursuant to any and all syndicated loans):

Applied Optoelectronics, Inc. – Promissory Note (December 17th, 2018)

Beginning at the date of issuance, the note shall: ☐ be paid with interest on a monthly basis at an annual fixed interest rte of %.

Applied Optoelectronics, Inc. – Approval Notice (December 17th, 2018)

3.            Commission for issuing L/C 0.125% (Every three months constitute one period, and no commission will be charged in and after the second period). The cable charge for issuing L/C costs USD 10.

Applied Optoelectronics, Inc. – (Agreement for Individually Negotiated Terms and Conditions) (December 17th, 2018)

The parties hereto hereby agree that within the applicable scope all transactions entered or to be entered into by and between the undersigned (the “Customer”) and CTBC Bank Co., Ltd. (including its head office and branches, hereinafter the “Bank”), shall be in compliance with the Bank’s relevant regulations, guidelines and rules and the following terms and conditions; the Customer further undertakes all responsibilities arising herefrom:

Applied Optoelectronics, Inc. – Purchase and Sale Contract (December 6th, 2018)

WHEREAS in consideration of the following Subject Matter purchased by Party A from Party B, the Parties agree to enter into the Agreement as follows:

Applied Optoelectronics, Inc. – FIRST AMENDMENT TO LEASE (October 12th, 2018)

THIS FIRST AMENDMENT TO LEASE (the "Amendment") is made and entered into this 8th day of October, 2018, by and between GIG VAOI Breckinridge, LLC, a Georgia limited liability company, having an address at 3390 Peachtree Road NE, Suite 1200, Atlanta, Georgia 30326 (hereinafter called "Landlord" or "Lessor"), and Applied Optoelectronics, Inc., a Delaware corporation having an address at 3025 Breckinridge Boulevard, Suite 130, Duluth, Georgia 30096 (hereinafter called "Tenant" or "Lessee").

Applied Optoelectronics, Inc. – Standard Terms and Conditions Governing Facilities Granted by and Transactions entered into with DBS Bank (Taiwan) Ltd ("DBS Bank") ("Standard Conditions") (October 9th, 2018)
Applied Optoelectronics, Inc. – The Maximum Loan (Credit line) Contract (September 27th, 2018)

In line with the principle of mutual benefit and common development, both Party A and B have reached an agreement through friendly consultation to conclude the following contract, in accordance with relevant laws, regulations and provisions.

Applied Optoelectronics, Inc. – SECURITY AGREEMENT (September 27th, 2018)

Whereas Party B continues to handle the following (1) (2) (3) (4) (5) credit business operations for Ningbo Global Technology Co., Ltd. (hereinafter referred to as the "Debtor"), and will sign (and/or have signed) the RMB loan contract, foreign exchange loan contract, bank acceptance agreement, letter of credit issuance contract, letter of guarantee issuance contract, and/or other legal documents with the debtor from September 21st, 2018 to September 17th, 2023 (hereinafter referred to as "obligation determination period") (The above contracts, agreements and/or other legal documents signed during the obligation determination period are referred to as the "master contract").

Applied Optoelectronics, Inc. – Agreement on Providing Collateral (June 25th, 2018)

The person/company who agreed on Providing Collateral (the collateral provider, hereinafter referred to as the Applicant), hereby provides all their collateral to the Bank as the debt guarantees and Prime World International Holdings Ltd., Taiwan Branch.

Applied Optoelectronics, Inc. – Promissory Note (June 25th, 2018)

1. This promissory note authorizes Taishin Bank to fill the maturity date, and exempts it from the obligations of issuing a Certificate of Protest and the notification obligation set out under Article 89 of the Law of Negotiable Instruments   Address:

Applied Optoelectronics, Inc. – Approval Notice of Credit Line (June 25th, 2018)

4. A copy of the Invoice must be obtained before the loan can be issued; credited in full amount; the remittance restricted only to the suppliers (must not be enterprises/individuals)

Applied Optoelectronics, Inc. – Taishin International Bank Credit Facility Agreement Credit Facility Agreement (June 25th, 2018)

The Applicant of this Agreement (hereinafter referred to as "the Applicant") hereby has made an agreement with Taishin International Bank (hereinafter referred to as "the Bank") on that, for any credit facility transactions made with the Bank now and in the future, if the total amount of credit granted is within the scope of any of the following:

Applied Optoelectronics, Inc. – Project Construction (May 8th, 2018)

The following agreement is entered into by and between the Parties through negotiation on construction and relevant matters based on the principles of equality, free will, fairness and good faith and according to the Contract Law of the People’s Republic of China, the Construction Law of the People’s Republic of China and relevant laws and regulations:

Applied Optoelectronics, Inc. – Environmental Certification and Indemnity Agreement (April 5th, 2018)

THIS ENVIRONMENTAL CERTIFICATION AND INDEMNITY AGREEMENT (“Agreement”) is made as of __________ ___, 2018, by APPLIED OPTOELECTRONICS, INC., a Delaware corporation and its heirs, executors, administrators, legal representatives, successors and assigns (“Customer”) in favor of BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation (“BB&T”) and other “Indemnified Parties” (defined below).

Applied Optoelectronics, Inc. – ADDENDUM TO PROMISSORY NOTE BB&T Account No. 9700029240 (April 5th, 2018)

THIS ADDENDUM TO PROMISSORY NOTE (“Addendum”) is hereby made a part of the Note Modification Agreement dated as of March 30, 2018, from APPLIED OPTOELECTRONICS, INC. (“Borrower”) payable to the order of BRANCH BANKING AND TRUST COMPANY (“Bank”) in the principal amount of $60,000,000.00, which Note Modification Agreement amends that certain Promissory Note dated September 28, 2017 (including all renewals, extensions, modifications and substitutions thereof, the “Note”).

Applied Optoelectronics, Inc. – Account Number: 9700029240 BB&T Note Number: 00005 (April 5th, 2018)

Applied OPTOelectronics, Inc. (whether one or more, the “Borrower”) HEREBY REPRESENTS THAT THE LOAN EVIDENCED BY THIS PROMISSORY NOTE (“Note”) IS BEING OBTAINED FOR BUSINESS/COMMERCIAL OR AGRICULTURAL PURPOSES AND NOT FOR PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES. For value received, Borrower, jointly and severally if more than one, promises to pay to BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation (including its successors and assigns, hereinafter referred to as “Bank”), or order, at any of Bank’s offices in the above referenced city (or such other place or places that may be hereafter designated by Bank), the sum of Twenty-Six Million and no/100 Dollars ($26,000,000.00), or such lesser amount outstanding at maturity, in immediately available currency of the United States of America.

Applied Optoelectronics, Inc. – FIRST AMENDMENT TO LOAN AGREEMENT AND FIRST AMENDMENT TO SECURITY AGREEMENT (April 5th, 2018)

THIS FIRST AMENDMENT TO LOAN AGREEMENT AND FIRST AMENDMENT TO SECURITY AGREEMENT (this “Amendment”) is made and entered into this 30th day of March, 2018, by and between Applied Optoelectronics, Inc., a Delaware corporation (hereinafter referred to as “Borrower”) with its chief executive office and principal place of business at 13139 Jess Pirtle Blvd., Sugar Land, Texas 77478, and Branch Banking and Trust Company, a North Carolina corporation (hereinafter referred to as “Bank”) with an office at 333 Clay Street, Suite 3800, Houston, Texas 77002.

Applied Optoelectronics, Inc. – MAKER: Applied Optoelectronics, Inc. BB&T NOTE MODIFICATION AGREEMENT 9700029240 (April 5th, 2018)

This Note Modification Agreement (hereinafter referred to as “Agreement”) is made and entered into as of this 30th day of March, 2018 by APPLIED OPTOELECTRONICS, INC., as maker(s) and co-maker(s), if any, of the Promissory Note as defined below (whether one or more, hereinafter referred to jointly and severally as “Borrower”), in favor of BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation (including its successors and assigns, hereinafter referred to as “Bank”).

Applied Optoelectronics, Inc. – Account Number: 9700029240 BB&T Note Number: 00005 (April 5th, 2018)

Applied OPTOelectronics, Inc. (whether one or more, the “Borrower”) HEREBY REPRESENTS THAT THE LOAN EVIDENCED BY THIS PROMISSORY NOTE (“Note”) IS BEING OBTAINED FOR BUSINESS/COMMERCIAL OR AGRICULTURAL PURPOSES AND NOT FOR PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES. For value received, Borrower, jointly and severally if more than one, promises to pay to BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation (including its successors and assigns, hereinafter referred to as “Bank”), or order, at any of Bank’s offices in the above referenced city (or such other place or places that may be hereafter designated by Bank), the sum of Twenty-One Million Five Hundred Thousand and no/100 Dollars ($21,500,000.00), or such lesser amount outstanding at maturity, in immediately available currency of the United States of America.

Applied Optoelectronics, Inc. – ADDENDUM TO PROMISSORY NOTE BB&T Account No. 9700029240 (April 5th, 2018)

THIS ADDENDUM TO PROMISSORY NOTE (“Addendum”) is hereby made a part of the Promissory Note dated as of March 30, 2018, from APPLIED OPTOELECTRONICS, INC. (“Borrower”) payable to the order of BRANCH BANKING AND TRUST COMPANY (“Bank”) in the principal amount of $21,500,000.00 (including all renewals, extensions, modifications and substitutions thereof, the “Note”).

Applied Optoelectronics, Inc. – ADDENDUM TO PROMISSORY NOTE BB&T Account No. 9700029240 (April 5th, 2018)

THIS ADDENDUM TO PROMISSORY NOTE (“Addendum”) is hereby made a part of the Promissory Note dated as of March 30, 2018, from APPLIED OPTOELECTRONICS, INC. (“Borrower”) payable to the order of BRANCH BANKING AND TRUST COMPANY (“Bank”) in the principal amount of $26,000,000.00 (including all renewals, extensions, modifications and substitutions thereof, the “Note”).

Applied Optoelectronics, Inc. – Mail after recording to: Parker, Hudson, Rainer & Dobbs LLP (April 5th, 2018)
Applied Optoelectronics, Inc. – Mail after recording to: Parker, Hudson, Rainer & Dobbs LLP (April 5th, 2018)
Applied Optoelectronics, Inc. – Agreement on Investment and Construction of Industrial Land in Ningbo (February 28th, 2018)

WHEREAS, in accordance with the regulations and requirements set forth in the Property, Contract, Land Administration, and other applicable Laws of the People's Republic of China, and in the Notice on Further Promote Economic and Intensive Land Use (file No.129〔2011〕 issued by the Ningbo government), in the spirits of equality, free will, integrity, and economic and intensive land use, Party A and Party B hereto agree as follows:

Applied Optoelectronics, Inc. – Contract for the Assignment of the Right to Use State-owned Construction Land Prepared by Ministry of Land and Resources of the People's Republic of China State Administration for Industry and Commerce of the People's Republic of China (February 28th, 2018)

Zhejiang Province (autonomous region or municipality directly under the Central Government), People's Republic of China;

Applied Optoelectronics, Inc. – EMPLOYMENT AGREEMENT (February 28th, 2018)

This EMPLOYMENT AGREEMENT (this "Agreement") is dated as of August 5, 2016, by and between Applied Optoelectronics, Inc., a Delaware corporation (the "Company"), and David C. Kuo, an individual currently residing at xxxxxxxxxxxxxxxxxxxxxxxxxxx (the "Executive").

Applied Optoelectronics, Inc. – FACEBOOK, INC. MASTER PURCHASE AGREEMENT (February 21st, 2018)

This Master Purchase Agreement consists of the terms and conditions and any exhibits identified below (“Agreement”). This Agreement is entered into by and between Applied Optoelectronics, Inc. and its Affiliates with offices at 13139 Jess Pirtle Blvd., Sugar Land, Texas 77478 (“Vendor”) and Facebook, Inc. and its Affiliates (as defined below with offices at 1601 Willow Road, Menlo Park, CA 94025 (“Facebook”) and is effective as of Jan 2, 2018 (the “Effective Date”).

Applied Optoelectronics, Inc. – Facebook / Applied Optoelectronics Inc. ***** Supply Agreement (February 21st, 2018)

This Supply Agreement (“Agreement”) between Facebook, Inc. and Applied Optoelectronics Inc., (AOI) entered into as of 8 November 2017 (“Effective Date”) by and between the Facebook, Inc., and its affiliates (collectively, “Facebook”) having its principal place of business at 1 Hacker Way, Menlo Park, CA 94025 and AOI, having its principal place of business located at 13139 Jess Pirtle Blvd., Sugar Land, TX 77478, and its affiliates (collectively, “AOI”). Facebook and AOI are individually referred to as a “Party” and collectively referred to as the “Parties.”

Applied Optoelectronics, Inc. – Early Termination Agreement (October 11th, 2017)

Party A and Party B has entered into a ”Finance Lease Agreement”, No. A1603040AB (hereinafter referred to as the “Original Agreement”). Upon thorough discussion, both parties hereby agree to terminate the Original Agreement before expiration (hereinafter referred to as “Early Termination”) pursuant to terms and conditions below:

Applied Optoelectronics, Inc. – PATENT SECURITY AGREEMENT (October 4th, 2017)

This PATENT SECURITY AGREEMENT (this “Agreement”) is made as of this 28th day of September, 2017, between BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation (together with its successors and assigns, “Lender”), and APPLIED OPTOELECTRONICS, INC., a Delaware corporation (“Company”).

Applied Optoelectronics, Inc. – TRADEMARK SECURITY AGREEMENT (October 4th, 2017)

This TRADEMARK SECURITY AGREEMENT (this "Agreement") is made this 28th day of September, 2017, between BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation (together with its successors and assigns, "Lender"), and APPLIED OPTOELECTRONICS, INC., a Delaware corporation ("Company").