RUBICON TECHNOLOGY, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20[•] Subordinated Debt SecuritiesIndenture • November 25th, 2013 • Rubicon Technology, Inc. • Semiconductors & related devices • New York
ContractWarrant Agreement • September 5th, 2007 • Rubicon Technology, Inc. • California
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933 ACT AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS.
RUBICON TECHNOLOGY, INC. AND ____________________________________, AS TRUSTEE INDENTURE DATED AS OF __________, ____Rubicon Technology, Inc. • June 3rd, 2010 • Semiconductors & related devices • New York
INDENTURE, dated as of , , by and between Rubicon Technology, Inc., a Delaware corporation, as Issuer (the “Company”) and , a organized under the laws of , as Trustee (the “Trustee”).
RUBICON TECHNOLOGY, INC. 2,500,000 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • March 24th, 2014 • Rubicon Technology, Inc. • Semiconductors & related devices • New York
TENDER AND VOTING AGREEMENTTender and Voting Agreement • July 5th, 2022 • Rubicon Technology, Inc. • Semiconductors & related devices • Delaware
This TENDER AND VOTING AGREEMENT (this “Agreement”) dated July 1, 2022, among Janel Corporation., a Nevada corporation (“Purchaser”); Rubicon Technologies, Inc., a Delaware corporation (the “Company”) (only with respect to Section 9 hereof and as a third party beneficiary of Section 4(f) hereof); and Aldebaran Capital, LLC, an Indiana limited liability company (“Stockholder”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 3rd, 2013 • Rubicon Technology, Inc. • Semiconductors & related devices • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of January 2, 2013 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and RUBICON TECHNOLOGY, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
RUBICON TECHNOLOGY, INC. 2,650,000 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • January 8th, 2014 • Rubicon Technology, Inc. • Semiconductors & related devices • New York
Rubicon Technology, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Canaccord Genuity Inc. and the other underwriters, if any, listed on Schedule A attached hereto (collectively, the “Underwriters”) pursuant to this Underwriting Agreement (this “Agreement”) an aggregate of 2,650,000 shares (the “Firm Shares”) of common stock, $0.001 par value (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 397,500 shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively referred to as the “Shares.” The Shares are described in the Prospectus which is referred to below.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 4th, 2018 • Rubicon Technology, Inc. • Semiconductors & related devices • Illinois
THIS Executive Employment Agreement (“Agreement”) is made and entered into as of June 4, 2018 (the “Effective Date”), by and between Rubicon Technology, Inc., a Delaware corporation (the “Company”), and Inga A. Slavutsky, a resident of the State of Illinois (the “Executive”).
STOCK PURCHASE AND SALE AGREEMENT dated as of July 1, 2022 between JANEL CORPORATION and RUBICON TECHNOLOGY, INC.Stock Purchase and Sale Agreement • July 5th, 2022 • Rubicon Technology, Inc. • Semiconductors & related devices • Delaware
This STOCK PURCHASE AND SALE AGREEMENT (this “Agreement”) is dated as of July 1, 2022, by and between JANEL CORPORATION, a Nevada corporation (“Purchaser”), and RUBICON TECHNOLOGY, INC., a Delaware corporation (the “Company”). Except where otherwise noted, capitalized terms used in this Agreement are defined in the Sections where they first appear. An index of such defined terms is provided as Annex I attached hereto.
RUBICON TECHNOLOGY, INC. [·] Shares Common Stock ($0.001 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • November 1st, 2007 • Rubicon Technology, Inc. • Semiconductors & related devices • New York
The undersigned, [ ], on behalf of each Selling Stockholder (as defined in the Underwriting Agreement referred to below), does hereby certify pursuant to Section 9(m) of that certain Underwriting Agreement dated [pricing date] (the “Underwriting Agreement”) among the Company, the Selling Stockholders named therein, and the Underwriters named therein, and pursuant to the Powers of Attorney (as defined in the Underwriting Agreement), that as of [date]:
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • May 8th, 2015 • Rubicon Technology, Inc. • Semiconductors & related devices • Delaware
This Indemnification Agreement (“Agreement”) is made as of this day of , 20 by and between Rubicon Technology, Inc., a Delaware corporation (the “Company”), and the undersigned officer of the Company (“Indemnitee”).
WARRANT TO PURCHASE PREFERRED STOCKRubicon Technology, Inc. • September 5th, 2007 • California
THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, including the execution and delivery of that certain Master Lease Agreement dated as of July 28, 2003 (the “Lease”), this Warrant is issued to ATEL VENTURES, INC. and/or its assignees/nominees (“Holder”) by RUBICON TECHNOLOGY, INC., a Delaware corporation (the “Company”).
STOCKHOLDERS AGREEMENTStockholders Agreement • November 16th, 2017 • Rubicon Technology, Inc. • Semiconductors & related devices • Delaware
This STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of November 16, 2017, by and among (i) Rubicon Technology, Inc., a Delaware corporation (the “Company”) and (ii) Bandera Partners LLC, a Delaware limited liability company (“Bandera Partners”), Bandera Master Fund L.P., a Cayman Islands exempted limited partnership (“Bandera Master”), Gregory Bylinsky (“Bylinsky”) and Jefferson Gramm (“Gramm” and together with Bandera Partners, Bandera Master and Bylinsky and their respective associates and affiliates, the “Bandera Group”). Bandera Partners, Bandera Master, Bylinsky, Gramm and the Company each may be referred to herein as a “Party” and collectively as the “Parties.”
RUBICON TECHNOLOGY, INC. SUPPLY AGREEMENTSupply Agreement • August 23rd, 2012 • Rubicon Technology, Inc. • Semiconductors & related devices • New York
This Master Purchase Agreement is made and entered into as of this third day of February, 2012 (“Effective Date”) by and between LG Innotek Co., Ltd., a corporation duly organized and existing under the laws of the Republic of Korea and having its principal place of business at 541, Namdaemunro5-ga, Jung-gu, Seoul, Korea (hereinafter referred to as “LGIT”) and Rubicon Technology, Inc., a corporation duly organized and existing under the laws of Illinois, USA and having its principal place of business at 900 East Green Street, Bensenville, Illinois 60106 USA (hereinafter referred to as “Seller”)
by and between Rubicon Technology, Inc. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Rights Agent Dated as of December 18, 2017Section 382 Rights Agreement • December 18th, 2017 • Rubicon Technology, Inc. • Semiconductors & related devices • Delaware
Exhibit A: Form of Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred Stock
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 14th, 2019 • Rubicon Technology, Inc. • Semiconductors & related devices • Delaware
This Trademark Assignment (this “Trademark Assignment”) is effective as of May ___, 2019 and is between Wellfount, Corporation, a Delaware corporation (the “Assignor”) and Rubicon DTP, LLC, a Delaware limited liability company (the “Assignee”).
FIRST AMENDMENT AGREEMENTFirst Amendment Agreement • November 9th, 2015 • Rubicon Technology, Inc. • Semiconductors & related devices
This First Amendment Agreement (this “Amendment”) is entered into this 6th day of August, 2015, by and between (i) SILICON VALLEY BANK, a California corporation (“Bank”), and (ii) RUBICON TECHNOLOGY, INC., a Delaware corporation (“Borrower”).
Contract2007 Supply Agreement • October 11th, 2007 • Rubicon Technology, Inc. • Semiconductors & related devices
This SAPPHIRE MATERIAL PURCHASING AGREEMENT (this “Agreement”), dated as of January 5th, 2007, is made and entered into by and between Crystalwise Technology, Inc. (“Purchaser”), and Rubicon Technology (“Seller”)
THIRD AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • September 5th, 2007 • Rubicon Technology, Inc. • Delaware
This Third Amended and Restated Stockholders’ Agreement (this “Agreement”) is made and entered into as of June 28, 2005 (the “Effective Date”), by and among Rubicon Technology, Inc., a Delaware corporation (the “Corporation”), those stockholders on the signature pages hereto, and those stockholders listed on Schedule I hereto (hereinafter sometimes referred to individually as “Stockholder” and collectively as the “Stockholders”).
FIRST AMENDMENT TO 2008 SAPPHIRE MATERIAL SUPPLY AGREEMENT by and between CRYSTALWISE TECHNOLOGY, INC. and RUBICON TECHNOLOGY, INC.Supply Agreement • August 13th, 2008 • Rubicon Technology, Inc. • Semiconductors & related devices
This First Amendment (this “Amendment”) to the 2008 Sapphire Material Supply Agreement dated as of May 19, 2007 (the “Agreement”) by and between Crystalwise Technology, Inc. (“CWT”) and Rubicon Technology, Inc. (“Rubicon”) is effective as of July 7, 2008 (the “Effective Date”).
RUBICON TECHNOLOGY, INC. SUPPLY AGREEMENTSupply Agreement • May 9th, 2012 • Rubicon Technology, Inc. • Semiconductors & related devices • New York
This Master Purchase Agreement is made and entered into as of this third day of February, 2012 (“Effective Date”) by and between [***] and Rubicon Technology, Inc., a corporation duly organized and existing under the laws of Illinois, USA and having its principal place of business at 900 East Green Street, Bensenville, Illinois 60106 USA (hereinafter referred to as “Seller”)
REAL ESTATE SALE CONTRACTReal Estate Sale Contract • February 28th, 2020 • Rubicon Technology, Inc. • Semiconductors & related devices • Illinois
THIS CONTRACT (“Contract”) entered into this 26th day of February 2020, (“Effective Date”) by and between Rubicon Technology, Inc. (“Seller”) and the Batavia Park District, an Illinois municipal corporation (“Purchaser”).
RUBICON TECHNOLOGY, INC. AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • September 5th, 2007 • Rubicon Technology, Inc.
THIS AMENDMENT (This “Amendment”) to the Executive Employment Agreement dated November 17, 2005 (the “Agreement”), is made and entered into as of July 25, 2007 (the “Effective Date”), by and between Rubicon Technology, Inc., a Delaware corporation (the “Company”), and Raja Parvez (“Executive”).
RUBICON TECHNOLOGY, INC. POST-IPO CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • September 5th, 2007 • Rubicon Technology, Inc.
THIS SEVERANCE AGREEMENT (This “Agreement”) is made and entered into as of (the “Effective Date”), by and between Rubicon Technology, Inc., a Delaware corporation (the “Company”), and (“Employee”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 5th, 2007 • Rubicon Technology, Inc. • Illinois
THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of July 30, 2007 (the “Effective Date”), by and between Rubicon Technology, Inc., a Delaware corporation (the “Company”), and William F. Weissman, a resident of the State of Illinois (the “CFO”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 22nd, 2021 • Rubicon Technology, Inc. • Semiconductors & related devices • Connecticut
THIS Executive Employment Agreement (“Agreement”) is made and entered into as of March 16, 2021 (the “Effective Date”), by and between Rubicon Technology, Inc., a Delaware corporation (the “Company”), and Kevin Lusardi, a resident of the State of Connecticut (the “Executive”).
ContractMaterial Supply Agreement • October 11th, 2007 • Rubicon Technology, Inc. • Semiconductors & related devices
This 2008 SAPPHIRE MATERIAL SUPPLY AGREEMENT (this “Agreement”), dated as of May 19, 2007, is made and entered into by and between Crystalwise Technology, Inc. (“CWT”), and Rubicon Technology, Inc. (“Rubicon”).
SERIES E STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • September 5th, 2007 • Rubicon Technology, Inc. • Delaware
This Series E Stockholders’ Agreement (this “Agreement”) is made and entered into as of November 30, 2005 (the “Effective Date”), by and among Rubicon Technology, Inc., a Delaware corporation (the “Corporation”) and those stockholders who are the purchasers of the Series E Convertible Preferred Stock, par value $0.001 per share, of the Corporation (the “Series E Preferred Stock”) pursuant to the Series E Purchase Agreement (defined below) (such stockholders hereinafter sometimes referred to individually as “Stockholder” and collectively as the “Stockholders”).
FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 3rd, 2009 • Rubicon Technology, Inc. • Semiconductors & related devices • Illinois
THIS FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (“Amendment”) is made and entered into as of January 29, 2009 (the “Effective Date”), by and between Rubicon Technology, Inc., a Delaware corporation (the “Company”), and William F. Weissman, a resident of the State of Illinois (the “CFO”).
FIRST AMENDMENT to executive employment AGREEMENTExecutive Employment Agreement • July 5th, 2022 • Rubicon Technology, Inc. • Semiconductors & related devices • Illinois
This First Amendment to Executive Employment Agreement (“Amendment”) is effective as of the date hereof (the “Amendment Effective Date”), by and between Timothy E. Brog (the “Executive”) and Rubicon Technology, Inc., a Delaware corporation (the “Company”; and together with the Executive, the “Parties”).
DATED THE DAY OF 2020 Between Rubicon Technology Inc. (Company No.: XLZ00215088) (as Vendor) And Kang Lean Hiang (NRIC No.: 660723-08-5401) (as Purchaser) Share Sale Agreement in respect of all the ordinary shares in the capital of RUBICON SAPPHIRE...Share Sale Agreement • December 9th, 2020 • Rubicon Technology, Inc. • Semiconductors & related devices
Solicitors for the Vendor: MESSRS SKRINE Level 8, Wisma UOA Damansara 50 Jalan Dungun, Damansara Heights 50490 Kuala Lumpur Tel: +603-20813999; Fax: +603-20943211 Ref No: Solicitors for the Purchaser: MESSRS LIM, HO, CHEONG & LOK No. 50-1, Lorong Usahaniaga 1 Taman Usahaniaga 14000 Bukit Mertajam, Pulau Pinang Tel: +604-5374249; Fax: +604-5384249 Ref No:
FIRST AMENDMENT TO 6” SUPPLY AGREEMENT* by and between PEREGRINE SEMICONDUCTOR CORPORATION and RUBICON TECHNOLOGY, INC.Supply Agreement • November 13th, 2008 • Rubicon Technology, Inc. • Semiconductors & related devices
This First Amendment (this “Amendment”) to the 6” Supply Agreement dated as of March 26, 2007 (the “Agreement”) by and between Peregrine Semiconductor Corp. (“Peregrine”) and Rubicon Technology, Inc. (“Rubicon”) is effective as of August 22, 2008 (the “Effective Date”).
RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE RUBICON TECHNOLOGY, INC. 2016 STOCK INCENTIVE PLANRestricted Stock Unit Agreement • August 9th, 2016 • Rubicon Technology, Inc. • Semiconductors & related devices • Delaware
AGREEMENT (the “Agreement”), dated as of (the “Grant Date”), between Rubicon Technology, Inc., a Delaware corporation (the “Company”), and (the “Participant”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Rubicon Technology, Inc. 2016 Stock Incentive Plan (the “Plan”).
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASEConfidential Separation Agreement and General Release • February 24th, 2023 • Rubicon Technology, Inc. • Semiconductors & related devices • New York
THIS CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is entered into this 20th day of February, 2023, by and between Timothy E. Brog (“TEB”) and Rubicon Technology, Inc., a Delaware corporation (“Rubicon”), (collectively, the “Parties”).
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 12th, 2017 • Rubicon Technology, Inc. • Semiconductors & related devices • Illinois
THIS Amended and Restated Executive Employment Agreement (“Agreement”) is made and entered into as of May 12, 2017, by and between Rubicon Technology, Inc., a Delaware corporation (the “Company”), and Timothy E. Brog, a resident of the State of Connecticut (the “Executive”). This Agreement amends and restates the Executive Employment Agreement, entered into as of March 15, 2017 (the “Effective Date”), between the Executive and the Company (the “Original Agreement”).
