Irobot Corp Sample Contracts

ARTICLE I
Agreement • March 2nd, 2007 • Irobot Corp • Household appliances • Massachusetts
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FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • January 20th, 2023 • Irobot Corp • Household appliances • Massachusetts

WHEREAS, the Borrower and Bank of America, N.A., a national banking association entered into a certain Credit Agreement dated June 5, 2007, as amended (as amended, the “Existing Credit Agreement”); and

RECITALS:
Employment Agreement • October 14th, 2005 • Irobot Corp • Household appliances • Massachusetts
TABLE OF CONTENTS
Irobot Corp • September 12th, 2005 • Household appliances • Massachusetts
EXHIBIT 10.9 FLEET NATIONAL BANK A Bank of America Company LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • July 27th, 2005 • Irobot Corp • Massachusetts
RECITALS:
Employment Agreement • October 14th, 2005 • Irobot Corp • Household appliances • Massachusetts
AGREEMENT AND PLAN OF MERGER by and among AMAZON.COM, INC., MARTIN MERGER SUB, INC. and IROBOT CORPORATION Dated as of August 4, 2022
Agreement and Plan of Merger • August 5th, 2022 • Irobot Corp • Household appliances • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 4, 2022, is by and among Amazon.com, Inc., a Delaware corporation (“Parent”), Martin Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and iRobot Corporation, a Delaware corporation (the “Company”, with the Company and Merger Sub sometimes being hereinafter collectively referred to as the “Constituent Corporations”).

RECITALS:
Employment Agreement • October 14th, 2005 • Irobot Corp • Household appliances • Massachusetts
AMENDED AND RESTATED INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 9th, 2020 • Irobot Corp • Household appliances • Delaware

This Amended and Restated Indemnification Agreement (“Agreement”) is made as of ________________ by and between iRobot Corporation, a Delaware corporation (the “Company”), and ____________ (“Indemnitee”).

SUBLEASE Execution Date: As of September 30, 2005
Irobot Corp • March 16th, 2006 • Household appliances
IROBOT CORPORATION Common Stock ($0.01 par value) ATM EQUITY OFFERINGSM SALES AGREEMENT
Terms Agreement • February 27th, 2024 • Irobot Corp • Household appliances • New York

iRobot Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through BofA Securities, Inc. (“BofA”), as sales agent and/or principal (the “Agent”), shares (the “Shares”) of the Company’s common stock, $0.01 par value (the “Common Stock”), having an aggregate gross sales price of not to exceed $100,000,000, on the terms set forth in this ATM Equity OfferingSM Sales Agreement. The Company agrees that whenever it determines to sell Shares directly to the Agent as principal it will enter into a separate written Terms Agreement (each, a “Terms Agreement”), in substantially the form of Annex I hereto, relating to such sale in accordance with Section 2(k) hereof. References herein to “this Agreement” or to matters contained “herein” or “hereunder”, or words of similar import, mean this ATM Equity Offering SM Sales Agreement and any applicable Terms Agreement.

IS ROBOTICS
Employment Agreement • October 14th, 2005 • Irobot Corp • Household appliances • Massachusetts
SECURITY AND PLEDGE AGREEMENT
Security and Pledge Agreement • November 2nd, 2022 • Irobot Corp • Household appliances

THIS SECURITY AND PLEDGE AGREEMENT (this “Agreement”) is entered into as of October 28, 2022 among iROBOT CORPORATION, a Delaware corporation (the “Borrower”) and such other parties that may become Grantors hereunder after the date hereof (together with the Borrower, each individually a “Grantor”, and collectively, the “Grantors”) and BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties.

IS ROBOTICS
Employment Agreement • October 14th, 2005 • Irobot Corp • Household appliances • Massachusetts
MANUFACTURING SERVICES AGREEMENT between KIN YAT INDUSTRIAL COMPANY LIMITED and IROBOT CORPORATION
Manufacturing Services Agreement • February 14th, 2019 • Irobot Corp • Household appliances • New York

This Non-Exclusive Manufacturing Agreement (this “Agreement”) is entered into by and between Kin Yat Industrial Company Limited, (“Kin Yat”), having offices at 7/F., Galaxy Factory Building, 25-27 Luk Hop Street, San Po Kong, Kowloon, Hong Kong, and iRobot Corporation, a Delaware corporation (“iRobot”), having its principal place of business at 8 Crosby Drive, Bedford, MA 01730. Kin Yat and iRobot are referred to herein as “Party” or “Parties”.

FOURTH AMENDMENT TO AMENDED AND RESTATED REIMBURSEMENT AGREEMENT
Reimbursement Agreement • January 20th, 2023 • Irobot Corp • Household appliances • Massachusetts

WHEREAS, iRobot Corporation, a Delaware corporation (the “Borrower”) and BANK OF AMERICA, N.A. (the “Lender”) entered into a certain loan arrangement, which loan arrangement is evidenced by, among other documents and instruments, a certain Reimbursement Agreement dated January 4, 2011, as amended (as amended, the “Existing Reimbursement Agreement”); and

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Lease Dated February 22, 2007
Agreement • February 19th, 2016 • Irobot Corp • Household appliances • Massachusetts

THIS INSTRUMENT IS AN INDENTURE OF LEASE in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in a certain complex (the "Complex") known as Bedford Business Park, and with an address at, 4-18 Crosby Drive, Bedford, Massachusetts.

AND
Shareholder Rights Agreement • October 24th, 2005 • Irobot Corp • Household appliances • Delaware
MANUFACTURING SERVICES AGREEMENT
Manufacturing Services Agreement • February 16th, 2018 • Irobot Corp • Household appliances • New York

This Manufacturing Agreement (this “Agreement”) is entered into by and between Jabil Circuit, Inc., a Delaware corporation, having offices at 10560 Dr. M.L. King Jr. Street North St. Petersburg, Florida 33716, on behalf of Jabil and its Subsidiaries (“Jabil”), and iRobot Corporation, a Delaware corporation (“Company” or “iRobot”), having its principal place of business at 8 Crosby Drive, Bedford, MA 01730. Jabil and Company are referred to herein as “Party” or “Parties”.

iRobot Corporation 8 Crosby Drive Bedford, MA 01730
Executive Agreement • May 8th, 2009 • Irobot Corp • Household appliances • Massachusetts

This Executive Agreement (the “Agreement”), by and among iRobot Corporation, a Delaware corporation (the “Company”), and the executive named below (“Executive”), sets forth the terms and conditions by which the Company will provide certain benefits for Executive under certain circumstances in the event of a termination of Executive’s employment with the Company. The effective date of this Agreement shall be the date of last execution as set forth below (the “Execution Date”).

Exhibit 1.1 _______________ SHARES IROBOT CORPORATION COMMON STOCK, $0.01 PAR VALUE PER SHARE UNDERWRITING AGREEMENT
Irobot Corp • October 24th, 2005 • Household appliances • New York
SIXTH AMENDMENT TO LEASE
Lease • November 3rd, 2017 • Irobot Corp • Household appliances

Landlord shall perform the Curtainwall Work in accordance with a construction and phasing schedule to be mutually agreed to by Landlord and Tenant, and Tenant will cooperate with Landlord in the agreed-upon phased construction process as reasonably required to minimize Tenant SA Delay and achieve completion of the Curtainwall Work in accordance with the construction and phasing schedule agreed to by the parties. Landlord shall perform the Curtainwall Work in a good and workmanlike manner, using new and quality materials and shall use reasonable efforts to minimize unreasonable interference with Tenant’s use of the Premises and the conduct of business therein, including using reasonable efforts to perform any unreasonably noisy work or work generating

FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 6th, 2011 • Irobot Corp • Household appliances

This Fourth Amendment to Credit Agreement (the “Fourth Amendment”) is made as of the 15th day of April, 2011 by and between Bank of America, N.A. (the “Lender”), a national banking association with offices at 100 Federal Street, Boston, Massachusetts 02110 and iRobot Corporation, a Delaware corporation with its principal place of business at 8 Crosby Drive, Bedford, Massachusetts 01730 (the “Borrower”) in consideration of the mutual covenants contained herein and benefits to be derived herefrom:

MANUFACTURING AGREEMENT
Manufacturing Agreement • August 1st, 2007 • Irobot Corp • Household appliances • New York

Whereas Buyer wishes to have made by Seller and Seller wishes to manufacture for Buyer the Product in accordance with the Specifications at the price and subject to the terms and conditions of this Agreement.

DEFERRED STOCK AWARD AGREEMENT UNDER THE iROBOT CORPORATION 2005 STOCK OPTION AND INCENTIVE PLAN
Deferred Stock Award Agreement • August 1st, 2007 • Irobot Corp • Household appliances • Delaware

Pursuant to the iRobot Corporation 2005 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, iRobot Corporation (the “Company”) hereby grants a Deferred Stock Award consisting of the number of Restricted Stock Units listed above (an “Award”) to the Grantee named above. Each “Restricted Stock Unit” shall relate to one share of Common Stock, par value $.01 per share (the “Stock”) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.

THIRD AMENDMENT TO REIMBURSEMENT AGREEMENT
Reimbursement Agreement • November 1st, 2013 • Irobot Corp • Household appliances

This Third Amendment to Reimbursement Agreement (the “Third Amendment”) is made as of the 29th day of February, 2012 by and between Bank of America, N.A. (the “Lender”), a national banking association with offices at 100 Federal Street, Boston, Massachusetts 02110 and iRobot Corporation, a Delaware corporation with its principal place of business at 8 Crosby Drive, Bedford, Massachusetts 01730 (the “Borrower”) in consideration of the mutual covenants contained herein and benefits to be derived herefrom:

FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • July 5th, 2018 • Irobot Corp • Household appliances • Massachusetts

THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of June 29, 2018, is by and among iROBOT CORPORATION, a Delaware corporation (the “Borrower”), the Lender party hereto and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement.

ASSET PURCHASE AGREEMENT by and between IROBOT DEFENSE HOLDINGS, INC. and IROBOT CORPORATION Dated as of February 2, 2016
Asset Purchase Agreement • February 4th, 2016 • Irobot Corp • Household appliances • Delaware

This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of February 2, 2016, is made by and between iRobot Defense Holdings, Inc., a Delaware corporation (“Buyer”), and iRobot Corporation, a Delaware corporation (“Seller”).

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