Neophotonics Corp Sample Contracts

Neophotonics Corp – 2019 Target Bonus Program (August 9th, 2019)

On June 19, 2019, the Compensation Committee of the Board (the “Compensation Committee”) approved a 2019 incentive bonus program (the “2019 Bonus Program”) for the Company’s executive officers and other employees. The Compensation Committee structured target bonuses for the fiscal year 2019 so that payouts would be determined based in part on achievement against corporate objectives, including:

Neophotonics Corp – FIRST AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO GUARANTY AND SECURITY AGREEMENT (June 19th, 2019)

THIS FIRST AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO GUARANTY AND SECURITY AGREEMENT (this “Amendment”), dated as of June 14, 2019, is entered into by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), the Lenders identified on the signature pages hereof (the “Lenders”), and NEOPHOTONICS CORPORATION, a Delaware corporation (“NeoPhotonics”; and together with each other Person that hereafter becomes a “Borrower” under the Credit Agreement (as defined below) in accordance with the terms thereof, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”).

Neophotonics Corp – JOINT STOCK COMPANY "RUSNANO" and LIMITED LIABILITY COMPANY "RNI" as the Purchasers and NEOPHOTONICS CORPORATION as the Seller FRAMEWORK PURCHASE AGREEMENT DATED 14 December 2018 (March 8th, 2019)
Neophotonics Corp – 2018 Target Bonus Program (August 6th, 2018)

On April 10, 2018, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of NeoPhotonics Corporation (the “Company”) approved a 2018 incentive bonus program (the “2018 Bonus Program”) for the Company’s executive officers and other employees. The Compensation Committee structured target bonuses for the fiscal year 2018 so that payouts would be determined based in part on achievement against corporate objectives, including:

Neophotonics Corp – NeoPhotonics Corporation Retention Agreement (May 9th, 2018)

This Retention Agreement (this “Agreement”) is made and entered into by and between Yang Chiah Yee (the “Employee”) and NeoPhotonics Corporation, a Delaware corporation (the “Company”), effective as of March 22, 2018.

Neophotonics Corp – Term Loan Agreement (850,000,000 yen) Borrower: NeoPhotonics Semiconductors GK Arranger and Agent: The Bank of Tokyo-Mitsubishi UFJ, Ltd Lender: The Bank of Tokyo-Mitsubishi UFJ, Ltd.The Yamanashi Chuo Bank, Ltd.[ ] January 24, 2018 (March 9th, 2018)

NeoPhotonics Semiconductors GK (the "Borrower"), the financial institution listed in the "Lender" column in Table 1 annexed to the Agreement (financial institutions are referred to as "Lender" hereafter), and The Bank of Tokyo-Mitsubishi UFJ, Ltd. in its capacity as the Agent (the "Agent") agree as follows ("the Agreement") as of January 24, 2018.

Neophotonics Corp – SEPARATION AGREEMENT (March 9th, 2018)
Neophotonics Corp – NeoPhotonics Corporation Amendment to Retention Agreement (March 9th, 2018)

This Amendment to Retention Agreement (this “Amendment”) is made and entered into by and between Elizabeth Eby (the “Employee”) and NeoPhotonics Corporation, a Delaware corporation (the “Company”), effective as of November 6, 2017.

Neophotonics Corp – Contract No.: 2017 SY H ZZ No. 0019 (December 18th, 2017)

This contract is entered into by and between party A and party B through negotiation, in accordance with the Commercial Bank Law of the People’s Republic of China, the Contract Law of the People’s Republic of China and other related laws and regulations, as well as based on the principles of honesty, creditability, equality and voluntariness.

Neophotonics Corp – NeoPhotonics Corporation Retention Agreement (November 8th, 2017)

This Retention Agreement (this “Agreement”) is made and entered into by and between Elizabeth Eby (the “Employee”) and NeoPhotonics Corporation, a Delaware corporation (the “Company”), effective as of August 14, 2017.

Neophotonics Corp – NeoPhotonics Reports Third Quarter 2017 Financial Results (November 7th, 2017)

• Restructuring Actions Taken to Improve Profitability while Focusing Investment and Developments on Key Growth Opportunities

Neophotonics Corp – CREDIT AGREEMENT (September 11th, 2017)

THIS CREDIT AGREEMENT, is entered into as of September 8, 2017 by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), NEOPHOTONICS CORPORATION, a Delaware corporation (“NeoPhotonics”), and those additional Persons that are joined as a party hereto by executing the form of Joinder attached hereto as Exhibit J-1 (each, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”).

Neophotonics Corp – THIRTEENTH AMENDMENT TO CREDIT AGREEMENT (September 7th, 2017)

This Thirteenth Amendment to Credit Agreement (this “Amendment”) is entered into as of August 23, 2017, by and among NeoPhotonics Corporation, a Delaware corporation (“Borrower”), Lenders (as defined below) and Comerica Bank, as administrative agent for Lenders (in such capacity, “Agent”).

Neophotonics Corp – 2017 Target Bonus Program (August 9th, 2017)

On May 2, 2017, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of NeoPhotonics Corporation (the “Company”) approved a 2017 performance bonus program (the “2017 Bonus Program”) for the Company’s executive officers and other employees. The Compensation Committee structured target bonuses for the fiscal year 2017 so that payouts would be determined based in part on achievement against corporate objectives, including:

Neophotonics Corp – SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS (August 9th, 2017)
Neophotonics Corp – Consulting Agreement (August 9th, 2017)

This Consulting Agreement (the “Agreement”) is entered into by and between NeoPhotonics Corporation, (the “Company”), a Delaware corporation and Kainos Consulting, LLC (“Consultant”).

Neophotonics Corp – ELEVENTH AMENDMENT TO CREDIT AGREEMENT (August 9th, 2017)

This Eleventh Amendment to Credit Agreement (this “Amendment”) is entered into as of April 28, 2017, by and among NeoPhotonics Corporation, a Delaware corporation (“Borrower”), Lenders (as defined below) and Comerica Bank, as administrative agent for Lenders (in such capacity, “Agent”).

Neophotonics Corp – NeoPhotonics Reports Second Quarter 2017 Financial Results (August 3rd, 2017)

SAN JOSE, Calif. — August 3, 2017 - NeoPhotonics Corporation (NYSE: NPTN), a leading designer and manufacturer of optoelectronic solutions for the highest speed communications networks in telecom and datacenter applications, today announced financial results for its second quarter ended June 30, 2017.

Neophotonics Corp – TWELFTH AMENDMENT TO CREDIT AGREEMENT (July 6th, 2017)

This Twelfth Amendment to Credit Agreement (this “Amendment”) is entered into as of June 29, 2017, by and among NeoPhotonics Corporation, a Delaware corporation (“Borrower”), Lenders (as defined below) and Comerica Bank, as administrative agent for Lenders (in such capacity, “Agent”).

Neophotonics Corp – STANDARD INDUSTRIAL LEASE (Multiple Tenant – Tenant Pays its Percentage Share of Operating Expenses, Real Property Taxes and Insurance Costs – NO Base Year) (June 19th, 2017)
Neophotonics Corp – Term Loan Agreement with Loan Availability Period (690,000,000 JPY) (May 9th, 2017)

*Exhibit 1 – Exhibit 6 Omitted. Per Regulation S-K, Item 601(b)(2), the Registrant hereby agrees to furnish supplementally a copy of any omitted exhibit or schedule to the Commission upon request.

Neophotonics Corp – NeoPhotonics Reports First Quarter 2017 Financial Results (May 5th, 2017)

SAN JOSE, Calif. — May 5, 2017 - NeoPhotonics Corporation (NYSE: NPTN), a leading designer and manufacturer of optoelectronic solutions for the highest speed communications networks in telecom and datacenter applications, today announced financial results for its first quarter ended March 31, 2017.

Neophotonics Corp – NeoPhotonics Corporation Amended and Restated Non-Employee Director Compensation Policy Effective: April 25, 2013 (as amended by by the Board on January 18, 2017) (March 16th, 2017)

The annual cash compensation amount set forth below is payable in equal quarterly installments, payable in arrears on the last day of each fiscal quarter in which the service occurred. The meeting fees set forth below are payable on the last day of each fiscal quarter in which the service occurred. If a Director joins the Board at a time other than effective as of the first day of a fiscal quarter, each annual retainer/fee set forth below will be pro-rated based on days served in the applicable fiscal year, with the pro-rated amount paid for the first fiscal quarter in which the Director provides the service, and regular full quarterly payments thereafter. All annual cash fees are vested upon payment; meeting fees are vested upon the date of the meeting.

Neophotonics Corp – TENTH AMENDMENT TO CREDIT AGREEMENT (March 16th, 2017)

This Tenth Amendment to Credit Agreement (this “Amendment”) is entered into as of January 3, 2017, by and among NeoPhotonics Corporation, a Delaware corporation (“Borrower”), Lenders (as defined below) and Comerica Bank, as administrative agent for Lenders (in such capacity, “Agent”).

Neophotonics Corp – NeoPhotonics Reports Record Fourth Quarter and Fiscal Year 2016 Financial Results (March 14th, 2017)

SAN JOSE, Calif. — March 14, 2017 - NeoPhotonics Corporation (NYSE: NPTN), a leading designer and manufacturer of optoelectronic solutions for the highest speed communications networks in telecom and datacenter applications, today announced financial results for its fourth quarter and year ended December 31, 2016.

Neophotonics Corp – Dated December 14, 2016 NeoPhotonics Dongguan Co., Ltd. NeoPhotonics (China) Co., Ltd. and APAT Optoelectronics Components Co., Ltd. ASSET PURCHASE AGREEMENT (January 23rd, 2017)

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) was entered into by and among the following parties in Shenzhen, China on December 14, 2016:

Neophotonics Corp – Second Supplementary Agreement to Asset Purchase Agreement (January 23rd, 2017)

This second supplementary agreement to the Asset Purchase Agreement (hereinafter referred to “Second Supplementary Agreement”) is entered into and effective on the date last signed below (the “Effective Date”) by and between:

Neophotonics Corp – UNAUDITED CONDENSED FINANCIAL INFORMATION (January 23rd, 2017)

NeoPhotonics Corporation (“NeoPhotonics” or the “Company”) completed the sale of its Access and Low Speed transceiver product lines (the “Low Speed Product Lines”) on January 14, 2017 (the “Asset Sale”), including its inventories and fixed assets as well as certain intangible assets, to APAT Optoelectronics Components Co., Ltd. (“APAT OE”). The Company has prepared unaudited pro forma condensed consolidated financial statements to provide information on the nature and effects of the Asset Sale.

Neophotonics Corp – Supplementary Agreement to Asset Purchase Agreement (January 23rd, 2017)

This supplement agreement to the Asset Purchase Agreement (hereinafter referred to “Supplementary Agreement”) is entered into and effective on the date last signed below (the “Effective Date”) by and between:

Neophotonics Corp – LEASE (November 8th, 2016)

THIS LEASE AGREEMENT (this “Lease”) is entered into this 9th day of September, 2016 (the “Effective Date”), by and between SP ZANKER PROPERTY LLC, a Delaware limited liability company (“Landlord”), and NEOPHOTONICS CORPORATION, a Delaware corporation (“Tenant”).

Neophotonics Corp – PROPERTY LEASE CONTRACT BETWEEN DONGGUAN CONRAD HI-TECH PARK LTD. AND NEOPHOTONICS DONGGUAN CO., LTD DONGGUAN, CHINA (November 8th, 2016)

THIS PROPERTY LEASE CONTRACT (this “Contract”) is made on 12 September 2016, in Dongguan, the People’s Republic of China (“China”) by and between:

Neophotonics Corp – Amendment Two to Rights Agreement (November 8th, 2016)

This Amendment Two to the Rights Agreement (this “Amendment Two”), is entered into and effective on the date last signed below (the “Effective Date”) by and between NeoPhotonics Corporation, having a principal place of business at 2911 Zanker Road, San Jose, CA 95134 USA (“Company”) and Joint Stock Company “RUSNANO” (Principal State Registration Number 1117799004333, with registered office at Prospect 60-letiya Oktabrya 10a, 117036 Moscow, Russian Federation) (“Rusnano” or the “Purchaser”), (each a “Party” and collectively the “Parties”).

Neophotonics Corp – Contract No.: 2016 SY H ZZ No. 0020 (November 8th, 2016)

This contract is entered into by and between party A and party B through negotiation, in accordance with the Commercial Bank Law of the People’s Republic of China, the Contract Law of the People’s Republic of China and other related laws and regulations, as well as based on the principles of honesty, creditability, equality and voluntariness.

Neophotonics Corp – NINTH AMENDMENT TO CREDIT AGREEMENT (November 8th, 2016)

This Ninth Amendment to Credit Agreement (this “Amendment”) is made as of September 30, 2016, by and among NeoPhotonics Corporation, a Delaware corporation (“Borrower”), Lenders (as defined below) and Comerica Bank, as administrative agent for Lenders (in such capacity, “Agent”).

Neophotonics Corp – Financing Credit Line Agreement (November 8th, 2016)

The parties have, through amicable consultation and on the principle of fairness and mutual benefit, equally and voluntarily reached the following agreements according to applicable laws and regulations: