GCT Semiconductor, Inc. Common Stock, par value $0.001 per share Underwriting AgreementUnderwriting Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices • New York
GCT Semiconductor, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [ ] additional shares (the “Optional Shares”) of Common Stock (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
INTERNATIONAL DISTRIBUTION AGREEMENTInternational Distribution Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices • California
This International Distribution Agreement (this “Agreement”) is entered into as of March 05, 2007 by and between GCT SEMICONDUCTOR, INC., a Delaware corporation having its place of business at 2121 Ringwood Avenue, San Jose, California 95131, the United States of America (hereinafter called “GCT”) and Daejin Semiconductor with its principal office of business at #1209, SJ Technoville, 60-19, Gasan-Dong, Geumcheon-Gu, Seoul, Korea 153-801 (hereinafter called “DISTRIBUTOR”).
TAKE or PAY AGREEMENTOr Pay Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices
This Agreement (“Agreement”) is made on this February 1, 2011 (“Effective Date”), by and between GCT Semiconductor (“GCT”) located at 2121 Ringwood Avenue San Jose, CA 95131 USA and United Test and Assembly, Ltd. (“Supplier”), located at 5, Serangoon North Ave 5 Singapore 554916.
LTE SOC JOINT DEVELOPMENT AGREEMENTJoint Development Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices • California
Royalty Payment: In consideration for the license of LGE [***], GCT shall pay to LGE [***]. The rate for the Royalty Payment is described in the table below.
FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND WAIVERAffirmation of Subordination Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices
This First Amendment to Amended and Restated Loan and Security Agreement and Waiver (this “Amendment”) is entered into as of June 22, 2011, by and between COMERICA BANK (“Bank”) and GCT SEMICONDUCTOR, INC. (“Borrower”).
Modified Lease AgreementModified Lease Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices
The Chairman of Korea Specialty Contractor Financial Cooperative (KSCFC) (from now on, “A”) and the President of GCT Research Co., Ltd. (from now on, “B”) make the below changes to the Modified Lease Agreement executed on December 31, 2010:
THIRD AMENDMENT TO PROMISSORY NOTEPromissory Note • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices
This THIRD AMENDMENT TO PROMISSORY NOTE (this “Agreement”) is entered into as of this 21st day of November, 2011 by and among GCT SEMICONDUCTOR, INC., a Delaware corporation (the “Company”) and Kyeong Ho Lee (the “Lender”), the parties to that certain promissory note (the “Note”) dated as of December 15, 2003 between the Company and the Borrower.
SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices
This Second Amendment to Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into as of July 28, 2011, by and between COMERICA BANK (“Bank”) and GCT SEMICONDUCTOR, INC. (“Borrower”).
TAKE or PAY AGREEMENTOr Pay Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices • California
This Agreement (“Agreement”) is made on this February 1, 2012 (“Effective Date”), by and between GCT Semiconductor (“GCT”) located at 2121 Ringwood Avenue San Jose, CA 95131 USA and Giga Solution, (“Supplier”), located at No. 6 Technology Road 5, HsinChu Science Park, Hsin-Chu, Taiwan 300 R.O.C.
28 June, 2011 Confidential LEC-ANX-03041-V4.0Technology License Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices
The information provided in Table 2 shall be non-binding, supplied in good faith and treated as LICENSEE’s Confidential Information.
INTERNATIONAL DISTRIBUTION AGREEMENTInternational Distribution Agreement • February 15th, 2012 • GCT Semiconductor Inc • Semiconductors & related devices • California
This International Distribution Agreement (this “Agreement”) is entered into as of January 26, 2006 by and between GCT SEMICONDUCTOR, INC.; a Delaware Corporation having its place of business at 2121 Ringwood Avenue, San Jose, California 95131, the United States of America (hereinafter called “GCT”) and China Electronic Appliance Shenzhen Co., LTD. with its principal office of business at No. 72 Zhenhua Road, Shenzhen, People’s Republic of China 518031, (hereinafter called “DISTRIBUTOR”).
