GUARANTEEGuarantee • November 24th, 2015 • Aloha Acquisition Sub, Inc. • Semiconductors & related devices • Delaware
Guarantee, dated as of November 11, 2015 (this “Guarantee”), by GaAs Labs, LLC, a Delaware limited liability company (“Guarantor”), in favor of Anadigics, Inc., a Delaware corporation (the “Guaranteed Party”).
MUTUAL NON-DISCLOSURE AND STANDSTILL AGREEMENTAnd Standstill Agreement • November 24th, 2015 • Aloha Acquisition Sub, Inc. • Semiconductors & related devices • Delaware
THIS MUTUAL NON-DISCLOSURE AND STANDSTILL AGREEMENT (this “Agreement”), dated as of September 15, 2015, is between Gaas Labs, LLC, a limited liability company organized under the laws of the State of California (“GAAS”), and ANADIGICS, Inc., a Delaware corporation (“ANADIGICS”), and is entered into to ensure the protection and preservation of the confidential and/or proprietary nature of information that the Parties (as hereinafter defined) contemplate disclosing to one another in connection with certain transactions or other business arrangements under discussion by the Parties, including, but not limited to, business combination transactions, merger transactions, asset sales, stock purchases, consolidations, strategic alliances, joint ventures, technology transfers, and similar transactions or arrangements involving or between the Parties (any such transaction or arrangement is herein referred to as the “Transaction”), and to provide for certain other arrangements and agreements with
CONFIDENTIAL Anadigics, Inc. Warren, New Jersey 07059 Attention: Mr. Ronald Michels, Chairman Ladies and Gentlemen:Letter Agreement • November 24th, 2015 • Aloha Acquisition Sub, Inc. • Semiconductors & related devices • Delaware
This letter agreement (this “Agreement”) sets forth the terms upon which GaAs Labs, LLC, a California limited liability company (“GaAs Labs”), agrees to continue discussions and other activities regarding a potential acquisition of Anadigics, Inc., a Delaware corporation (the “Company”) (such acquisition, the “Transaction”) and certain related matters.
