WARRANT TO PURCHASE STOCKPurchase Stock • November 20th, 2009 • Calix Networks Inc • Delaware
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.
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 20th, 2009 • Calix Networks Inc • Delaware
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation (“Bank”), and CALIX NETWORKS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety, but is not a novation of, that Loan and Security Agreement having an Effective Date of August 29, 2008 (the “First Effective Date”), by and between the parties hereto. The parties agree as follows:
LEASE between RNM LAKEVILLE, LLC, a Delaware Limited Liability Company as LANDLORD and CALIX NETWORKS, INC., a Delaware corporation as TENANT February 13, 2009Lease • November 20th, 2009 • Calix Networks Inc
RNM LAKEVILLE, LLC, a Delaware limited liability company (with its successors called “Landlord”), and CALIX NETWORKS, INC., a Delaware corporation (with its successors called “Tenant”), agree as follows as of February 13, 2009.
ContractRights Agreement • November 20th, 2009 • Calix Networks Inc • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAWS.
AMENDED AND RESTATED WARRANTWarrant • November 20th, 2009 • Calix Networks Inc • Delaware
exchange or market for the 90-day period prior to the earlier of the day Holder delivers its Election of Exercise to the Company or the date of determination of Fair Market Value, or (ii) if the Common Stock is traded over-the-counter, the highest closing bid price for one share of Common Stock over the 90-day period immediately prior to the earlier of the day Holder delivers its Election of Exercise to the Company or the date of determination of Fair Market Value. If the Common Stock is not traded as contemplated in clauses (i) or (ii) above, the Fair Market Value of the Company’s Warrant Stock shall be the price per share which the Company could obtain from a willing buyer for shares of Warrant Stock sold by the Company from its authorized but unissued shares, as the Board of Directors of the Company shall determine in its reasonable good faith judgment; provided however, if Holder disagrees with the Board of Director’s determination of Fair Market Value, such price which a financial
March 3, 2004Calix Networks Inc • November 20th, 2009
On behalf of Calix Networks, Inc. (the “Company”), I am pleased to offer you this employment agreement for the position of Vice President, North American Field Operations reporting directly to Carl Russo, President and Chief Executive Officer of the Company.
April 2, 2008Calix Networks Inc • November 20th, 2009
On behalf of Calix Networks, Inc. (the “Company”), I am pleased to offer you this employment agreement for the full time position of Chief Financial Officer of the Company.
AMENDED AND RESTATED WARRANTWarrant • November 20th, 2009 • Calix Networks Inc • Delaware
THIS WARRANT AND THE WARRANT STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A CUSTOMARY FORM THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT.
CALIX NETWORKS, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT May 29, 2009Investors’ Rights Agreement • November 20th, 2009 • Calix Networks Inc • California
This Amended and Restated Investors’ Rights Agreement (the “Agreement”) is made as of the 29th day of May, 2009, by and among Calix Networks, Inc., a Delaware corporation (the “Company”), the investors listed on Exhibit A hereto, each of which is herein referred to as an “Investor,” and the founders also listed on Exhibit A, each of whom is herein referred to as a “Founder”.
December 21, 2008Calix Networks Inc • November 20th, 2009
On behalf of Calix Networks, Inc. (“Calix”), I am pleased to offer you this employment agreement (“Agreement”) for the full time position of Senior Vice President, Product Development of Calix.
November 1, 2006Calix Networks Inc • November 20th, 2009
On behalf of Calix Networks, Inc. (the “Company”), I am pleased to offer you this employment agreement to continue in the full time position of President and Chief Executive Officer of the Company.
