Shares Everspin Technologies, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • New York
Everspin Technologies, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”) an aggregate of ________________ shares (the “Firm Shares”) of the common stock, $0.0001 par value per share, of the Company (“Common Stock”). The Company also proposes to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional _______________ shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares”.
INDEMNITY AGREEMENTIndemnity Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • Delaware
THIS INDEMNITY AGREEMENT (the “Agreement”) is made and entered into as of , 2016, between Everspin Technologies, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
EXECUTIVE EMPLOYMENT AGREEMENT for Phillip LoPrestiExecutive Employment Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • Arizona
This Executive Employment Agreement (“Agreement”), made between Everspin Technologies, Inc. (the “Company”) and Phillip LoPresti (“Executive”) (collectively, the “Parties”), is effective as of April 25, 2016.
LOAN AND SECURITY AGREEMENT No. V15102Loan and Security Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • Illinois
This Loan and Security Agreement (this “Loan Agreement”), made as of June 5, 2015 by and between Ares Venture Financing, L.P. (“Lender”), with offices at 245 Park Avenue, 44th Floor, New York, NY 10167, and Everspin Technologies, Inc. (“Borrower”), a Delaware corporation with its principal place of business at 1347 N. Alma School Road, Suite 220, Chandler, AZ 85224.
ContractSTT-Mram Joint Development Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • New York
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
ContractManufacturing Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • New York
[*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED.
OFFICE LEASE AGREEMENT Jutland 4141 Investments, Ltd DBA Chandler Office Center and Everspin Technologies, Inc. (Tenant) INDEXOffice Lease Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices
THIS OFFICE LEASE AGREEMENT (“Lease”) is made this January 7th day of January, 2011, by and between JUTLAND 4141 INVESTMENTS, LTD., dba Chandler Office Center (the “Landlord”) and EVERSPIN TECHNOLOGIES, INC. (the “Tenant”).
EVERSPIN TECHNOLOGIES, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of this 21st day October, 2014, by and among Everspin Technologies, Inc., a Delaware corporation (the “Company”), the individuals and entities listed on Schedule A hereto (each, an “Investor,” and collectively, the “Investors”), Freescale Semiconductor, Inc. (the “Key Holder”), and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
EVERSPIN TEHCNOLOGIES, INC. RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • Delaware
THIS RESTRICTED STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of October 21, 2014, (the “Issue Date”) by and between EVERSPIN TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and GLOBALFOUNDRIES Inc. (“Purchaser”).
COMMERCIAL INDUSTRIAL LEASE AGREEMENT PRINCIPAL LIFE INSURANCE COMPANY, AN IOWA CORPORATION, LANDLORD AND EVERSPIN TECHNOLOGIES, INC. TENANT FOR THE PREMISES LOCATED AT: STONELAKE 1 AUSTIN, TEXAS 78759Lease Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • Texas
This Lease Agreement (this “Lease”) is entered into by PRINCIPAL LIFE INSURANCE COMPANY, an Iowa corporation (“Landlord”), and EVERSPIN TECHNOLOGIES, INC., a Delaware corporation (“Tenant”). The terms referenced in the Basic Lease Information above are hereby incorporated herein by this reference.
AMENDMENT NO. 1 TO LEASELease • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices
This AMENDMENT NO. 1 TO LEASE (“Amendment”), dated , 2008 (“Execution Date”) for reference purposes only, is entered into by and between FREESCALE SEMICONDUCTOR, INC., a Delaware corporation (“Landlord”), and EVERSPIN TECHNOLOGIES, INC., a Delaware corporation (“Tenant”), with reference to the following facts:
AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices • New York
This Amendment to Loan and Security Agreement (this “Amendment”), dated as of January 29, 2016, by and between Ares Venture Finance, L.P. (“Lender”), and Everspin Technologies, Inc. (“Borrower”).
FIRST AMENDMENT TO COMMERCIAL INDUSTRIAL LEASE AGREEMENTIndustrial Lease Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices
THIS FIRST AMENDMENT TO COMMERCIAL INDUSTRIAL LEASE AGREEMENT (this “First Amendment”) is made and entered into as of August 12, 2016 (the “Effective Date”), by and between LEGACY STONELAKE JV-T, LLC, a Delaware limited liability company (“Landlord”), and EVERSPIN TECHNOLOGIES, INC., a Delaware corporation (“Tenant”).
AMENDMENT NO. 2 TO LEASELease • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices
This AMENDMENT NO. 2 TO LEASE (“Amendment No. 2”), dated , 2010 (“Amendment Effective Date”) for reference purposes only, is entered into by and between FREESCALE SEMICONDUCTOR, INC., a Delaware corporation (“Landlord”), and EVERSPIN TECHNOLOGIES, INC., a Delaware corporation (“Tenant”), with reference to the following facts:
Amendment No.1 to the STT-MRAM Joint Development AgreementJoint Development Agreement • September 9th, 2016 • Everspin Technologies Inc • Semiconductors & related devices
This Amendment No.1 to the STT-MRAM Joint Development Agreement (this “Amendment”) by and between GLOBALFOUNDRIES Inc. (hereinafter referred to as “GLOBALFOUNDRIES” or “GF”) and Everspin Technologies, Inc., a corporation incorporated under the laws of Delaware, having an office at 1347 North Alma School Road, Suite 220, Chandler, Arizona 85224 (“Everspin”), is effective as of the last date of signature hereunder, and amends that certain STT-MRAM Joint Development Agreement by and between GLOBALFOUNDRIES and Everspin executed on October 17, 2014 (“Agreement’’).
