CREDIT AGREEMENT dated as of September 11, 2012 among POWERWAVE TECHNOLOGIES, INC., as Borrower, THE LENDERS THAT ARE SIGNATORIES HERETO, as Lenders, and P-WAVE HOLDINGS, LLC, as Agent

Exhibit 10.1

CREDIT AGREEMENT

dated as of September 11, 2012

among

POWERWAVE TECHNOLOGIES, INC.,

as Borrower,

THE LENDERS THAT ARE SIGNATORIES HERETO,

as Lenders,

and

P-WAVE HOLDINGS, LLC,

as Agent

Certain confidential information in this document marked with an [***] has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

TABLE OF CONTENTS


ARTICLE I Definitions		1

SECTION 1.01.	Defined Terms	1
SECTION 1.02.	Terms Generally	24
SECTION 1.03.	Accounting Terms; GAAP	25

ARTICLE II The Credit		25

SECTION 2.01.	Commitments	25
SECTION 2.02.	Repayment of Loans at Maturity	26
SECTION 2.03.	Fees and Additional Consideration	26
SECTION 2.04.	Optional Prepayment of Loan	26
SECTION 2.05.	Mandatory Prepayments	26
SECTION 2.06.	Prepayment Premium	28
SECTION 2.07.	Interest	28
SECTION 2.08.	Increased Costs	29
SECTION 2.09.	Taxes	31
SECTION 2.10.	Payments Generally	31
SECTION 2.11.	Incremental Commitments	32

ARTICLE III Representations and Warranties		33

SECTION 3.01.	Organization; Qualification; Subsidiaries	33
SECTION 3.02.	Due Authorization; No Conflicts	33
SECTION 3.03.	Governmental Consents	34
SECTION 3.04.	Binding Obligations; Perfected Liens	34
SECTION 3.05.	Title to Assets; No Encumbrances	35
SECTION 3.06.	Jurisdiction of Organization; Location of Chief Executive Office; Organizational Identification Number; Commercial Tort Claims	35
SECTION 3.07.	Litigation	35
SECTION 3.08.	Compliance with Laws	35
SECTION 3.09.	Historical Financial Statements; No Material Adverse Effect	36
SECTION 3.10.	Fraudulent Transfer	36
SECTION 3.11.	Employee Benefits	36
SECTION 3.12.	Environmental Condition	36
SECTION 3.13.	Intellectual Property	37
SECTION 3.14.	Leases	37
SECTION 3.15.	Deposit Accounts, Commodity Accounts and Securities Accounts	37
SECTION 3.16.	Complete Disclosure	37
SECTION 3.17.	Material Contracts	38
SECTION 3.18.	Patriot Act	38
SECTION 3.19.	Indebtedness	38
SECTION 3.20.	Payment of Taxes	38
SECTION 3.21.	Government Regulation	39


SECTION 3.22.	OFAC	39
SECTION 3.23.	Location of Inventory and Equipment	39
SECTION 3.24.	Inventory Records	39
SECTION 3.25.	Inactive Subsidiaries	39
SECTION 3.26.	Margin Stock	39
SECTION 3.27.	Accounts	40
SECTION 3.28.	Convertible Notes Documents	40
SECTION 3.29.	No Restricted Payments	40
SECTION 3.30.	No Defaults	41
SECTION 3.31.	Cash Management	41

ARTICLE IV Conditions		41

SECTION 4.01.	Closing Date	41
SECTION 4.02.	Delayed Draw Term Loans	44

ARTICLE V Affirmative Covenants		45

SECTION 5.01.	Financial Statements and Other Information	45
SECTION 5.02.	Collateral Reports	45
SECTION 5.03.	Existence	45
SECTION 5.04.	Maintenance of Properties	45
SECTION 5.05.	Taxes	46
SECTION 5.06.	Insurance	46
SECTION 5.07.	Inspection	47
SECTION 5.08.	Compliance with Laws	47
SECTION 5.09.	Notices	47
SECTION 5.10.	Use of Proceeds	48
SECTION 5.11.	Material Contracts	48
SECTION 5.12.	Location of Inventory and Equipment	48
SECTION 5.13.	Anti-Assignment Provisions; Purchase Orders	48
SECTION 5.14.	Further Assurances	48
SECTION 5.15.	Cash Management and Accounts	49
SECTION 5.16.	Advisory Firm	49
SECTION 5.17.	Lender Meetings	50
SECTION 5.18.	Business Plan	50
SECTION 5.19.	Notification Letters	50
SECTION 5.20.	Overseas Cash	50
SECTION 5.21.	Post-Closing Covenants	50

ARTICLE VI Negative Covenants		51

SECTION 6.01.	Indebtedness	51
SECTION 6.02.	Liens	51
SECTION 6.03.	Fundamental Changes; Permitted Dispositions; Acquisitions	51
SECTION 6.04.	Investments	52
SECTION 6.05.	Restricted Payments	52


SECTION 6.06.	Transactions with Affiliates	52
SECTION 6.07.	Restrictive Agreements	53
SECTION 6.08.	Issuances of Equity Interests	54
SECTION 6.09.	Sale and Leaseback Transactions	54
SECTION 6.10.	Accounting Methods and Fiscal Year	54
SECTION 6.11.	Prepayments and Amendments	54
SECTION 6.12.	Subsidiaries	56

ARTICLE VII Financial Covenants		56

SECTION 7.01.	Minimum Revenue	56
SECTION 7.02.	Minimum EBITDA	57
SECTION 7.03.	Minimum Liquidity	57
SECTION 7.04.	Capital Expenditures	57

ARTICLE VIII Events of Default		58

ARTICLE IX Miscellaneous		61

SECTION 9.01.	Amendments and Waivers	61
SECTION 9.02.	Notices	61
SECTION 9.03.	No Waiver; Cumulative Remedies	62
SECTION 9.04.	Survival of Representations and Warranties and Agreements	62
SECTION 9.05.	Payment of Expenses; Indemnification	62
SECTION 9.06.	Successors and Assigns; Participation; Purchasing Lenders	63
SECTION 9.07.	Adjustments; Setoffs	67
SECTION 9.08.	Counterparts	68
SECTION 9.09.	Severability	68
SECTION 9.10.	Integration	68
SECTION 9.11.	Governing Law	68
SECTION 9.12.	Waiver of Jury Trial; Consent to Jurisdiction	68
SECTION 9.13.	Public Announcements	69
SECTION 9.14.	Usury Savings Clause	69
SECTION 9.15.	DESIGNATED SENIOR INDEBTEDNESS	70
SECTION 9.16.	No Fiduciary Duty	70
SECTION 9.17.	Right of First Refusal	70

ARTICLE X The Agent		71

SECTION 10.01.	Appointment of the Agent	71
SECTION 10.02.	Delegation of Duties	71
SECTION 10.03.	Exclupatory Provisions	71
SECTION 10.04.	Reliance	72
SECTION 10.05.	Notice of Default	72
SECTION 10.06.	Non-Reliance	72
SECTION 10.07.	Indemnities	73

iii


SECTION 10.08.	Resignation of the Agent	73
SECTION 10.09.	Agent Entitled to Act as Lender	73

SCHEDULES:



Schedule P-1	–	Permitted Investments
Schedule P-2	–	Permitted Liens
Schedule 3.01(b)	–	Authorized Equity Interests
Schedule 3.01(c)	–	Subsidiaries
Schedule 3.06(a)	–	Names
Schedule 3.06(b)	–	Chief Executive Offices
Schedule 3.06(c)	–	Tax Identification Numbers
Schedule 3.06(d)	–	Material Commercial Tort Claims
Schedule 3.07(a)	–	Possible Material Adverse Effect Litigation
Schedule 3.07(b)	–	Litigation
Schedule 3.12	–	Environmental Condition
Schedule 3.13	–	Intellectual Property
Schedule 3.15	–	Deposit Accounts, Commodity Accounts and Securities Accounts
Schedule 3.17	–	Material Contracts
Schedule 3.19	–	Existing Indebtedness
Schedule 3.20	–	Payment of Taxes
Schedule 3.23	–	Location of Inventory and Equipment
Schedule 5.01	–	Financial Statements and Other Information
Schedule 5.02	–	Collateral Reports
Schedule 5.12	–	Location of Inventory and Equipment
Schedule 6.07(b)	–	Existing Restrictive Agreements
Schedule S-1	–	Sales Support Services Agreements
EXHIBITS:

Exhibit A	–	Form of Assignment and Assumption Agreement
Exhibit B	–	Intercompany Note
Exhibit C	–	Solvency Certificate
Exhibit D	–	Form of Warrant
Exhibit E	–	Form of Compliance Certificate
ANNEXES:

Annex A	–	Closing Date Term Loan Commitments
Annex B	–	Delayed Draw Term Loan Commitments

CREDIT AGREEMENT (this “Agreement”), dated as of September 11, 2012, by and among the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), POWERWAVE TECHNOLOGIES, INC., a Delaware corporation, as Borrower, and P-WAVE HOLDINGS, LLC, as Agent.

ARTICLE I

Definitions

SECTION 1.01. Defined Terms. As used in this Agreement, the following terms have the meanings specified below:

“1.875% Notes” means the Borrower’s 1.875% Convertible Subordinated Notes due 2024.

“1.875% Notes Indenture” means that certain Indenture dated as of November 10, 2004 between the Borrower and Deutsche Bank Trust Company Americas, as trustee, as such indenture is in effect on the Closing Date and as the same may be amended, modified, restated or supplemented and in effect from time to time in accordance with the terms hereof and thereof.

“1.875% Notes Documents” means the 1.875% Notes Indenture and all other documents executed and delivered in respect of such indenture, in each case as in effect on the Closing Date and as the same may be amended, modified, restated or supplemented and in effect from time to time in accordance with the terms hereof and thereof.

“2.750% Notes” means the Borrower’s 2.750% Convertible Senior Subordinated Notes due 2041.

“2.750% Notes Indenture” means that certain Indenture dated as of July 26, 2011 between the Borrower and Deutsche Bank Trust Company Americas, as trustee, as such indenture is in effect on the Closing Date and as the same may be amended, modified, restated or supplemented and in effect from time to time in accordance with the terms hereof and thereof.

“2.750% Notes Documents” means the 2.750% Notes Indenture and all other documents executed and delivered in respect of such indenture, in each case as in effect on the Closing Date and as the same may be amended, modified, restated or supplemented and in effect from time to time in accordance with the terms hereof and thereof.

“3.875% Notes” means the Borrower’s 3.875% Convertible Subordinated Notes due 2027.

“3.875% Notes Indenture” means that certain Indenture dated as of September 24, 2007 between the Borrower and Deutsche Bank Trust Company Americas, as trustee, as such indenture is in effect on the Closing Date and as the same may be amended, modified, restated or supplemented and in effect from time to time in accordance with the terms hereof and thereof.

“3.875% Notes Documents” means the 3.875% Notes Indenture and all other documents executed and delivered in respect of such indenture, in each case as in effect on the Closing Date and as the same may be amended, modified, restated or supplemented and in effect from time to time in accordance with the terms hereof and thereof.

“Account” is any account receivable as determined in accordance with GAAP in the Borrower’s consolidated financial statements or accounting records.

“Account Debtor” is as defined in the UCC and shall include, without limitation, any person liable on any Account, such as, a guarantor of the Account and any issuer of a letter of credit or banker’s acceptance.

“Additional Documents” has the meaning set forth in Section 5.14.

“Additional Unsecured Subordinated Indebtedness” means Indebtedness:

(a) that is subordinated to the Loans on terms and conditions acceptable to the Agent in its discretion,

(b) for which the Borrower is the primary obligor, and that is not recourse to any Person other than those Persons who may be guarantors of the Loans,

(d) that is not “Designated Senior Indebtedness” (for purposes of any of the 1.875% Notes Indenture, the 3.875% Notes Indenture or the 2.750% Notes Indenture or any Refinancing Indebtedness with respect to the foregoing), and

(e) that does not mature, amortize, or contain any provision either (i) permitting the holders thereof to require the redemption, repurchase or prepayment thereof, or (ii) permitting any repayment of principal in part or in full by the Borrower, in each case, prior to the date that is 180 days after the Maturity Date.

“Advisory Firm” has the meaning set forth in Section 4.01(s).

“Agent” means P-WAVE HOLDINGS, LLC or any successor entity appointed in accordance with the terms hereof.

“Affiliate” means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified.

“Approved Fund” means any Fund that is administered or managed by (a) a Lender, (b) an Affiliate of a Lender or (c) an entity or an Affiliate of an entity that administers or manages a Lender.

“Assignment and Assumption” means an assignment and assumption entered into by the one or more Lenders and one or more assignees (with the consent of any party whose

consent is required by Section 9.06), in the form of Exhibit A hereto or any other form approved by the Agent.

“Benefit Plan” means a “defined benefit plan” (as defined in Section 3(35) of ERISA), including any Plan, any foreign pension plan and any Multiemployer Plan, for which Borrower or any of its Subsidiaries or ERISA Affiliates is or has been an “employer” (as defined in Section 3(5) of ERISA).

“Borrower” means Powerwave Technologies, Inc., a Delaware corporation.

“Business Day” means any day that is not a Saturday, Sunday or other day on which commercial banks in San Francisco are authorized or required by law to remain closed.

“Capital Expenditures” means, with respect to any Person for any period, the aggregate of all expenditures by such Person and its Subsidiaries during such period that are capital expenditures as determined in accordance with GAAP, whether such expenditures are paid in cash or financed.

“Capital Lease Obligations” of any Person means the obligations of such Person arising in connection with any arrangement that is required to be classified and accounted for as a capital lease on a balance sheet of such Person under GAAP, and the amount of such obligations shall be the capitalized amount thereof determined in accordance with GAAP.

“Cash Equivalents” means (a) marketable direct obligations issued by, or unconditionally guaranteed by, the United States or issued by any agency thereof and backed by the full faith and credit of the United States, in each case maturing within 1 year from the date of acquisition thereof, (b) marketable direct obligations issued or fully guaranteed by any state of the United States or any political subdivision of any such state or any public instrumentality thereof maturing within 1 year from the date of acquisition thereof and, at the time of acquisition, having one of the two highest ratings obtainable from either Standard & Poor’s Rating Group (“S&P”) or Xxxxx’x Investors Service, Inc. (“Moody’s”), (c) commercial paper maturing no more than 270 days from the date of creation thereof and, at the time of acquisition, having a rating of at least A-1 from S&P or at least P-1 from Moody’s, (d) certificates of deposit, time deposits, overnight bank deposits or bankers’ acceptances maturing within 1 year from the date of acquisition thereof issued by any bank organized under the laws of the United States or any state thereof or the District of Columbia or any United States branch of a foreign bank having at the date of acquisition thereof combined capital and surplus of not less than $250,000,000, (e) Deposit Accounts maintained with (i) any bank that satisfies the criteria described in clause (d) above, or (ii) any other bank organized under the laws of the United States or any state thereof so long as the amount maintained with any such other bank is less than or equal to $100,000 and is insured by the Federal Deposit Insurance Corporation, and (f) Investments in money market funds substantially all of whose assets are invested in the types of assets described in clauses (a) through (e) above.

“CFC” means a controlled foreign corporation (as that term is defined in the Code).

“Change in Law” means (i) the adoption of any law, rule or regulation after the date of this Agreement, (ii) any change in any law, rule or regulation or in the interpretation or application thereof by any Governmental Authority after the date of this Agreement or (iii) compliance by any Lender (or, for purposes of Section 2.08(b), by any lending office of such Lender) with any request, guideline or directive (whether or not having the force of law) of any Governmental Authority made or issued after the date of this Agreement; provided however that, for purposes of this Agreement (x) the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall be deemed to have gone into effect and been adopted after the Closing Date.

“Change of Control” means that:

(a) any “person” or “group” (within the meaning of Sections 13(d) and 14(d) of the Exchange Act), becomes the beneficial owner (as defined in Rule 13(d)-3 under the Exchange Act), directly or indirectly, of 40%, or more, of the stock of Borrower having the right to vote for the election of members of the Board of Directors,

(b) a majority of the members of the Board of Directors do not constitute Continuing Directors,

(d) a “Change in Control” (as defined in the 3.875% Notes Indenture) occurs; or

(e) a “Fundamental Change” (as defined in the 2.750% Notes Indenture) occurs.

“Closing Date” means the date on which the conditions specified in Section 4.01 are satisfied (or waived in accordance with Section 9.01) and the Closing Date Term Loan is made to the Borrower pursuant to Section 2.01.

“Closing Date Term Loan” shall mean the Loans advanced to the Borrower on the Closing Date pursuant to Section 2.01(a).

“Closing Date Term Loan Commitment” means the commitment of a Lender to make or otherwise fund a Closing Date Term Loan and “Closing Date Term Loan Commitments” means such commitments of all Lenders in the aggregate. The amount of each Lender’s Closing Date Term Loan Commitment, if any, is set forth on Annex A or in the applicable Assignment and Assumption Agreement, subject to any adjustment or reduction pursuant to the terms and conditions hereof. The aggregate amount of the Closing Date Term Loan Commitments as of the Closing Date is $35,000,000.

“Code” means the Internal Revenue Code of 1986, as amended from time to time.

“Collateral” means all assets and interests in assets and proceeds thereof now owned or hereafter acquired by Borrower or its Subsidiaries in or upon which a Lien is granted by such Person in favor of Agent or the Lenders under any of the Loan Documents.

“Collateral Access Agreement” means a landlord waiver, bailee letter, or acknowledgement agreement of any lessor, warehouseman, processor, consignee, or other Person in possession of, having a Lien upon, or having rights or interests in Borrower’s or its Subsidiaries’ books and records, Equipment, or Inventory, in each case, in form and substance reasonably satisfactory to Agent.

“Commitments” means the Closing Date Term Loan Commitment, the Delayed Draw Term Loan Commitment or any Incremental Term Loan Commitments of a Lender, and “Commitments” means such commitments of all Lenders.

“Commodity Account” shall have the meaning ascribed thereto in Section 9102 of the UCC.

“Compliance Certificate” shall mean a certificate substantially in the form of Exhibit E or such other form as the Agent may agree in its discretion.

“Continuing Director” means, as of any date of determination, any member of the Board of Directors of the Borrower who (a) was a member of such Board of Directors on the Closing Date or (b) was nominated for election or elected to the Board of Directors with the approval of a majority of the continuing directors who were members of such Board of Directors at the time of such nomination or election.

“Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ability to exercise voting power, by contract or otherwise. “Controlling” and “Controlled” have meanings correlative thereto.

“Control Agreement” means a control agreement, in form and substance reasonably satisfactory to Agent, executed and delivered by Borrower or one of its Subsidiaries, Agent, and the applicable securities intermediary (with respect to a Securities Account) or bank (with respect to a Deposit Account) or commodity intermediary with respect to a Commodity Account.

“Controlled Group” means the Borrower and all Persons (whether or not incorporated) under common control or treated as a single employer with the Borrower pursuant to Section 414(b), (c), (m) or (o) of the Code or Section 4001 of ERISA.

“Default” means any event or condition that constitutes an Event of Default or that upon notice, lapse of time or both would, unless cured or waived, become an Event of Default.

“Default Rate” has the meaning set forth in Section 2.07(c).

“Delayed Draw Term Loans” shall mean the Loans, if any, advanced to the Borrower pursuant to Section 2.01(b).

“Delayed Draw Term Loan Commitment” means the commitment of a Lender to make or otherwise fund a Delayed Draw Term Loan and “Delayed Draw Term Loan Commitments” means such commitments of all Lenders in the aggregate. The amount of each Lender’s Delayed Draw Term Loan Commitment, if any, is set forth on Annex B or in the applicable Assignment and Assumption Agreement, subject to any adjustment or reduction pursuant to the terms and conditions hereof. The aggregate amount of the Delayed Draw Term Loan Commitments as of the Closing Date is $15,000,000.

“Deposit Account” means any deposit account (as that term is defined in the UCC).

“DIP Financing” has the meaning set forth in Section 9.17.

“Disqualified Equity Interests” means any Equity Interest which, by its terms (or by the terms of any security or other Equity Interests into which it is convertible or for which it is exchangeable), or upon the happening of any event or condition (i) matures or is mandatorily redeemable (other than solely for Equity Interests which are not otherwise Disqualified Equity Interests), pursuant to a sinking fund obligation or otherwise, (ii) is redeemable at the option of the holder thereof (other than solely for Equity Interests which are not otherwise Disqualified Equity Interests), in whole or in part, (iii) provides for the scheduled payments or dividends in cash, or (iv) is or becomes convertible into or exchangeable for Indebtedness or any other Equity Interests that would constitute Disqualified Equity Interests, in each case, prior to the date that is 91 days after the Maturity Date.

“Dollars,” “dollars,” or “$” refers to lawful money of the United States of America.

“Domestic Subsidiary” means any Subsidiary of Borrower that is incorporated or organized under the laws of the United States of America, any state thereof or in the District of Columbia.

“EBITDA” means, with respect to any fiscal period, determined on a consolidated basis in accordance with GAAP, Borrower’s consolidated net income (or loss) for such period, minus extraordinary gains, foreign currency translation gains, non-cash inventory gains, and interest income for such period, plus, without duplication, (a) extraordinary losses, restructuring charges not to exceed $2,500,000, non-cash inventory charges, non-cash accounts receivable charges, and non-cash impairment charges for such period, (b) interest expense for such period, (c) income taxes for such period, (d) depreciation and amortization for such period, (e) non-cash stock compensation charges for such period, (f) foreign currency translation losses for such period and (g) the amount of cost savings projected by the Borrower in good faith to be realized during a particular fiscal period (as though such cost savings had been realized on the first day of such period) as a result of specific actions actually taken or initiated during such fiscal period so long as (i) such cost savings are reasonably identifiable and factually supportable, (ii) the Agent shall have received a certificate of a Responsible Officer certifying that such actions have

actually been taken or initiated during such fiscal period and a reasonable, good faith explanation of such projected cost savings and (iii) the aggregate amount of such cost savings may not exceed $3,000,000 in any fiscal quarter; provided, however that notwithstanding the foregoing, if any accrued restructuring charges prove to be excess of the charges required for restructuring, in no event shall any amount that is reversed in the current period be added to consolidated net income (or loss) in the current or any other period for the purpose of calculating EBITDA. For purposes of this definition, “extraordinary” gains and losses shall be those gains and losses that GAAP requires be described as “extraordinary” in the Borrower’s consolidated financial statements or the footnotes thereto as well as any gains or losses from the exchange, conversion, retirement, redemption or defeasance of debt.

“Eligible Assignee” means any of the following: (i) commercial banks, finance companies, insurance companies and other financial institutions and funds (whether a corporation, partnership or other entity) engaged generally in making, purchasing or otherwise investing in commercial loans in the ordinary course of its business, (ii) each of the Lenders, (iii) any Affiliate of a Lender, (iv) any Approved Fund or (v) any other Person (other than a natural Person) approved by the Agent; provided that “Eligible Assignee” shall not include the Borrower or any Affiliate of the Borrower or any natural Person.

“Environmental Laws” means all laws, rules, regulations, codes, ordinances, orders, decrees, judgments, injunctions, notices or binding agreements issued, promulgated or entered into by any Governmental Authority, relating in any way to the environment, preservation or reclamation of natural resources, the management, release or threatened release of any Hazardous Material or to health and safety matters.

“Environmental Liability” means any liability, contingent or otherwise (including any liability for damages, injury, costs of environmental remediation, fines, penalties or indemnities), of the Borrower or any of its Subsidiaries directly or indirectly resulting from or based upon (i) violation of any Environmental Law, (ii) the generation, use, handling, transportation, storage, treatment or disposal of any Hazardous Materials, (iii) exposure to any Hazardous Materials, (iv) the release or threatened release of any Hazardous Materials into the environment or (v) any contract, agreement or other consensual arrangement pursuant to which liability is assumed or imposed with respect to any of the foregoing.

“Equipment” means equipment (as that term is defined in the UCC).

“Equity Interests” means shares of capital stock (including without limitation preferred stock), partnership interests, membership interests in a limited liability company, beneficial interests in a trust or other equity ownership interests in a Person, and any warrants, options or other rights entitling the holder thereof to purchase or acquire any such equity interest.

“ERISA” means the Employee Retirement Income Security Act of 1974, as amended from time to time.

“ERISA Affiliate” means any trade or business (whether or not incorporated) that, together with the Borrower, is treated as a single employer under Section 414(b), (c), (m) or (o) of the Code or Section 4001 of ERISA.

“ERISA Event” means (i) any “reportable event”, as defined in Section 4043 of ERISA or the regulations issued thereunder with respect to a Plan (other than an event for which the 30-day notice period is waived); (ii) the existence with respect to any Plan of an “accumulated funding deficiency” (as defined in Section 412 of the Code or Section 302 of ERISA), whether or not waived; (iii) the filing pursuant to Section 412(d) of the Code or Section 303(d) of ERISA of an application for a waiver of the minimum funding standard with respect to any Plan; (iv) the incurrence by the Borrower or any of its ERISA Affiliates of any liability under Title IV of ERISA with respect to the termination of any Plan; (v) the receipt by the Borrower or any ERISA Affiliate from the PBGC or a plan administrator of any notice relating to an intention to terminate any Plan or Plans or to appoint a trustee to administer any Plan; (vi) the incurrence by the Borrower or any of its ERISA Affiliates of any liability with respect to the withdrawal or partial withdrawal from any Plan or Multiemployer Plan; or (vii) the receipt by the Borrower or any ERISA Affiliate of any notice, or the receipt by any Multiemployer Plan from the Borrower, ERISA Affiliate of any notice, concerning the imposition of Withdrawal Liability or a determination that a Multiemployer Plan is, or is expected to be, insolvent or in reorganization, within the meaning of Title IV of ERISA.

“Event of Default” has the meaning assigned to such term in Article VIII.

“Event of Loss” means, with respect to any Property, any of the following: (a) any loss, destruction or damage of such Property; (b) any pending or threatened institution of any proceedings for the condemnation or seizure of such Property or for the exercise of any right of eminent domain; or (c) any actual condemnation, seizure or taking, by exercise of the power of eminent domain or otherwise, of such Property, or confiscation of such Property or the requisition of the use of such Property.

“Excess Cash Flow” means, as of any determination date, cash flows from operating activities, as calculated in accordance with GAAP, minus Capital Expenditures, to the extent paid with cash generated from operating activities, and plus the amount of any interest paid in kind that was deducted in determining cash flows from operating activities.

“Exchange Act” means the Securities Exchange Act of 1934, as in effect from time to time.

“Excluded Taxes” means, with respect to any Lender or any other recipient of any payment to be made by or on account of any obligation of the Borrower hereunder, (i) income, franchise taxes, excise, stamp and similar taxes, fees, duties or other charges imposed on (or measured by) its net income by the United States of America, or by the jurisdiction under the laws of which such recipient is organized or in which its principal office is located or, in the case of any Lender, in which its applicable lending office is located or in which such Lender otherwise conducts business, (ii) any branch profits taxes imposed by the United States of America or any similar tax imposed by any other jurisdiction in which the Borrower is located and (iii) in the case of a Foreign Lender, any withholding tax that is imposed on amounts payable to such Foreign Lender at the time such Foreign Lender becomes a party to this Agreement, anytime thereafter, or designates a new lending office, that is attributable to such Foreign Lender’s failure to comply with, and only to the extent of any such failure, (A) Section 2.09(e) or (B) Section 1471 of the Code.

“Fee Letter” means that certain fee letter, dated as of the Closing Date between the Borrower and certain affiliates of the Agent.

“Foreign Lender” means any Lender that is organized under the laws of a jurisdiction other than that in which the Borrower is located. For purposes of this definition, the United States of America, each state thereof and the District of Columbia shall be deemed to constitute a single jurisdiction.

“Foreign Subsidiary” means any Subsidiary of Borrower that is not a Domestic Subsidiary.

“Fund” shall mean any person that is (or will be) engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of its business.

“GAAP” means generally accepted accounting principles in the United States of America.

“Governmental Authority” means the government of the United States of America, any other nation or any political subdivision thereof, whether state or local, and any agency, authority, instrumentality, regulatory body, court, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative powers or functions of or pertaining to government.

“Guarantee” of or by any Person (the “guarantor”) means any obligation, contingent or otherwise, of the guarantor guaranteeing or having the economic effect of guaranteeing any Indebtedness or other obligation of any other Person (the “primary obligor”) in any manner, whether directly or indirectly, and including any obligation of the guarantor, direct or indirect, (i) to purchase or pay (or advance or supply funds for the purchase or payment of) such Indebtedness or other obligation or to purchase (or to advance or supply funds for the purchase of) any security for the payment thereof, (ii) to purchase or lease property, securities or services for the purpose of assuring the owner of such Indebtedness or other obligation of the payment thereof, (iii) to maintain working capital, equity capital or any other financial statement condition or liquidity of the primary obligor so as to enable the primary obligor to pay such Indebtedness or other obligation or (iv) as an account party in respect of any letter of credit or letter of guaranty issued to support such Indebtedness or obligation; provided that the term Guarantee shall not include endorsements for collection or deposit in the ordinary course of business.

“Hazardous Materials” means all explosive or radioactive substances or wastes and all hazardous or toxic substances, wastes or other pollutants, including petroleum or petroleum distillates, asbestos or asbestos-containing materials, polychlorinated biphenyls, radon gas, infectious or medical wastes and all other substances or wastes of any nature regulated pursuant to any Environmental Law.

“Hedge Agreement” means any and all agreements or documents, now existing or hereafter entered into by Borrower or any of its Subsidiaries that provide for an interest rate, credit, commodity or equity swap, cap, floor, collar, forward foreign exchange transaction,

currency swap, cross currency rate swap, currency option, or any combination of, or option with respect to, these or similar transactions, for the purpose of hedging Borrower’s or any of its Subsidiaries’ exposure to fluctuations in interest or exchange rates, loan, credit exchange, security, or currency valuations or commodity prices.

“Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to any Lender which are presently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.

“Inactive Subsidiaries” means any Subsidiary of Borrower not conducting business and that holds assets having a net book value of less than $10,000, separately, less than $20,000 in the aggregate for all Domestic Subsidiaries and less than $20,000 in the aggregate for all Subsidiaries that are not Domestic Subsidiaries.

“Incremental Term Loan Lender” shall mean a Lender with an Incremental Term Loan Commitment or an outstanding Incremental Term Loan.

“Incremental Term Loan Amount” shall mean up to $100,000,000.

“Incremental Term Loan Assumption Agreement” shall mean an Incremental Term Loan Assumption Agreement among, and in form and substance reasonably satisfactory to, the Borrower, the Agent and one or more Incremental Term Loan Lenders.

“Incremental Term Loan Commitment” shall mean the commitment, if any, of the Agent or any Lenders to provide Incremental Term Loans in an Incremental Term Loan Assumption Agreement.

“Incremental Term Loans” shall mean loans made pursuant to Incremental Term Loan Commitments, if any, pursuant to Section 2.11.

“Indebtedness” of any Person means, without duplication, (i) all obligations of such Person for borrowed money, (ii) all obligations of such Person evidenced by bonds, debentures, notes or similar instruments, (iii) all obligations of such Person upon which interest charges are customarily paid, (iv) all obligations of such Person under conditional sale or other title retention agreements relating to property acquired by such Person, (v) all obligations of such Person in respect of the contractually deferred purchase price of property or services (excluding current accounts payable incurred in the ordinary course of business), (vi) all Indebtedness of others secured by (or for which the holder of such Indebtedness has an existing right, contingent or otherwise, to be secured by) any Lien on property owned or acquired by such Person, whether or not the Indebtedness secured thereby has been assumed, (vii) all Guarantees by such Person of Indebtedness of others, (viii) all Capital Lease Obligations of such Person, (ix) all obligations, contingent or otherwise, of such Person as an account party in respect of letters of credit and letters of guaranty, (x) all obligations of such Person in respect of any exchange traded or over the counter derivative transaction, including any Hedge Agreement (whether entered into for hedging or speculative purposes), (xi) Disqualified Equity Interests and (xii) all obligations, contingent or otherwise, of such Person in respect of bankers’ acceptances. The Indebtedness of

any Person shall include the Indebtedness of any other entity (including any partnership in which such Person is a general partner) to the extent such Person is contractually or legally liable therefor as a result of such Person’s ownership interest in or other relationship with such entity, except to the extent the terms of such Indebtedness provide that such Person is not liable therefor.

“Indemnified Liabilities” means, collectively, any and all liabilities, obligations, losses, damages (including natural resource damages), penalties, claims, actions, judgments, suits, costs (including the costs of any investigation, study, sampling, testing, abatement, cleanup, removal, remediation or other response action necessary to remove, remediate, clean up or xxxxx any Hazardous Materials), expenses and disbursements of any kind or nature whatsoever (including the reasonable fees and disbursements of counsel for Indemnitees in connection with any investigative, administrative or judicial proceeding or hearing commenced or threatened by any Person, whether or not any such Indemnitee shall be designated as a party or a potential party thereto, and any reasonable fees or expenses incurred by Indemnitees in enforcing this indemnity), whether direct, indirect, special, incidental or consequential and whether based on any federal, state or foreign laws, statutes, rules or regulations (including securities and commercial laws, statutes, rules or regulations and Environmental Laws), on common law or equitable cause or on contract or otherwise, that may be imposed on, incurred by, or asserted against any such Indemnitee, in any manner relating to or arising out of (i) this Agreement or the other Loan Documents or the transactions contemplated hereby or thereby (including the Lenders’ agreement to advance Loans hereunder, the use or intended use of the proceeds thereof, any amendments, waivers or consents with respect to any provision of this Agreement or any of the other Loan Documents, or any acceleration of the Obligations or the enforcement of any of the Loan Documents (including any sale of, collection from, or other realization upon any of the Collateral (or the enforcement of any guarantees); or any Environmental Liability or any liabilities relating to Hazardous Materials relating to or arising from, directly or indirectly, any past or present activity, operation, land ownership, or practice of Borrower or any of its Subsidiaries.

“Indemnified Taxes” means Taxes other than Excluded Taxes.

“Indemnitee” has the meaning set forth in Section 9.05.

“Initial Interest Period” has the meaning set forth in Section 2.07(a).

“Initial Interest Period Rate” has the meaning set forth in Section 2.07(a).

“Insolvency Proceeding” means any proceeding commenced by or against any Person under any provision of the United States Bankruptcy Code or under any other state, federal or foreign bankruptcy or insolvency law, assignments for the benefit of creditors, formal or informal moratoria, compositions, extensions generally with creditors, or proceedings seeking reorganization, arrangement, or other similar relief.

“Intercompany Note” means a promissory note substantially in the form of Exhibit B evidencing all outstanding Permitted Intercompany Advances and other outstanding Indebtedness among Borrower and its Subsidiaries and among Borrower’s Subsidiaries, whether now existing or arising hereafter from time to time.

“Interest Payment Date” shall mean the last Business Day of March, June, September and December of each year, commencing on the first such date to occur after the Closing Date, and the Maturity Date.

“Inventory” means inventory (as that term is defined in the UCC).

“Investments” means, with respect to any Person, (i) any investment by such Person in any other Person in the form of loans, guarantees, advances, or capital contributions (excluding (a) commission, travel, and similar advances to officers and employees of such Person made in the ordinary course of business consistent with past practice, and (b) bona fide Accounts arising in the ordinary course of business consistent with past practice), (ii) purchases, redemptions or other acquisitions of Indebtedness, stock, or all or substantially all of the assets of such other Person (or of any division or business line of such other Person), (iii) any investments consisting of any exchange traded or over-the-counter derivative transaction, including any interest, currency or commodity hedge, swap, collar or similar arrangement, and (iv) and any other items that are or would be classified as investments on a balance sheet prepared in accordance with GAAP.

“Lenders” means (a) as of the Closing Date, those lenders identified on the signature pages hereto and (b) any other Person that shall have become a party hereto pursuant to an Assignment and Assumption or an Incremental Term Loan Assumption Agreement; provided that any such Person that ceases to be a party hereto pursuant to an Assignment and Assumption by transferring the entirety of its Loans and, if any, Commitments, shall no longer be considered a Lender.

“Leverage Ratio” means, as of the end of any fiscal year, the ratio of (a) principal on any Loans outstanding as of such date to (b) EBITDA for the fiscal year ending on such date.

“Lien” means, with respect to any asset, (i) any mortgage, deed of trust, lien, activity and use restriction, pledge, hypothecation, charge or security interest in, on or of such asset or encumbrance of any kind (including any agreement to give any of the foregoing, any conditional sale, capital lease or title retention agreement (or any lease or license in the nature thereof)) relating to such asset and (ii) in the case of securities, any purchase option, call or similar right of a third party with respect to such securities.

“Liquidity” means, as of any date of determination, the aggregate balance of cash and Cash Equivalents held by the Borrower in Deposit Accounts or Securities Accounts subject to a fully executed Control Agreement in favor of the Agent (and excluding cash and Cash Equivalents held by any Person that is not the Borrower), including without limitation the cash in the Reserve Account, but excluding Restricted Cash held by the Borrower and its Subsidiaries on such date.

“Loans” means Closing Date Term Loans, Delayed Draw Term Loans, if any, and Incremental Term Loans, if any.

“Loan Documents” means this Agreement, the Note, the Security Agreement, any Control Agreement, the Intercompany Note, the Warrant, the Registration Rights Agreement, the Perfection Certificate, the Fee Letter, any intellectual property security agreements, and any and

all other instruments and documents executed and delivered in connection with any of the foregoing.

“Margin Stock” as defined in Regulation U of the Board of Governors of the Federal Reserve System as in effect from time to time.

“Material Adverse Effect” means a material adverse effect on (i) the business, assets, operations, performance, condition (financial or otherwise) or prospects of the Borrower and the Subsidiaries, taken as a whole, (ii) the ability of the Borrower or any of its Subsidiaries to perform any of their material obligations under this Agreement or any of the other Loan Documents, or (iii) the validity, enforceability or priority of this Agreement or any of the other Loan Documents or the rights of or benefits available to the Lenders under this Agreement and the other Loan Documents.

“Material Contract” means, with respect to any Person, any contract or agreement of the type described in Item 601(b)(10) of Regulation S-K of the Securities Act of 1933, as amended (regardless of whether or not such Item is applicable to such Person).

“Maturity Date” means the earliest to occur of (i) the Scheduled Maturity Date, (ii) the occurrence of a “Fundamental Change” (as defined in the 2.750% Notes Indenture), and (iii) acceleration of the Loans by the Lenders or the Agent during the continuance of an Event of Default in accordance with this Agreement.

“Xxxxx’x” has the meaning specified therefor in the definition of Cash Equivalents.

“Mortgages” means, individually and collectively, one or more mortgages, deeds of trust, or deeds to secure debt, executed and delivered by Borrower or its Subsidiaries in favor of Agent, in form and substance reasonably satisfactory to Agent, that encumber the Real Property comprising a portion of the Collateral.

“Multiemployer Plan” means a multiemployer plan as defined in Section 4001(a)(3) of ERISA.

“Net Proceeds” means insurance proceeds received by the Borrower and its Subsidiaries on account of an Event of Loss, net of the costs and expenses reasonably incurred in connection with the collection of such proceeds, award or other payments.

“Notes” means, collectively, all promissory notes executed by the Borrower and payable to a Lender in the original principal amount (as such amount may be increased for any interest paid in kind or decreased for any payments or prepayments of principal hereunder) of such Lender’s Loans advanced to the Borrower hereunder.

“Notification Letters” has the meaning set forth in Section 4.01(i).

“Obligations” means all obligations in respect of the Loans, liabilities, obligations, covenants and duties owing by the Borrower (and any other Person, if any, providing a Guarantee of the Borrower’s obligations hereunder or under any of the other Loan Documents)

to any of the Lenders, the Agent, any Affiliate of any of the Lenders or any Indemnitee hereunder, of any kind or nature, present or future, arising under this Agreement, or any other Loan Document, whether or not evidenced by any note, guaranty or other instrument, whether or not for the payment of money, whether arising by reason of an extension of credit, loan, guaranty, indemnification, or in any other manner, whether direct or indirect (including those acquired by assignment), absolute or contingent, due or to become due, now existing or hereafter arising and however acquired. The term includes, without limitation, all interest (including without limitation interest which, but for the filing of a petition in bankruptcy with respect to Borrower or any of its Subsidiaries, would have accrued on any Obligation, whether or not a claim is allowed against such Person for such interest in the related bankruptcy proceeding), charges, expenses, fees, reasonable attorneys’ fees and disbursements, reasonable paralegals’ fees, and any other sum chargeable to the Borrower under this Agreement, or any other Loan Document.

“OFAC” means The Office of Foreign Assets Control of the U.S. Department of the Treasury.

“Organizational Documents” means, as applicable, the articles of organization, operating agreement, limited liability company agreement, charter or any certificates of designation, members agreement, investor rights agreement, and stockholders or members (including voting) agreement of any of the Borrower, any of its Subsidiaries as in effect as of the Closing Date.

“Other Taxes” means any and all present or future stamp or documentary taxes or any other excise or property taxes, charges or similar levies arising from any payment made hereunder or from the execution, delivery or enforcement of, or otherwise with respect to, this Agreement.

“Participant” has the meaning set forth in Section 9.06(b).

“Patriot Act” has the meaning set forth in Section 3.18.

“PBGC” means the Pension Benefit Guaranty Corporation referred to and defined in ERISA and any successor entity performing similar functions.

“Perfection Certificate” means that certain Perfection Certificate dated as of the Closing Date executed and delivered by the Borrower to the Agent.

“Permitted Dispositions” means:

(a) sales, abandonment, or other dispositions of Equipment that is substantially worn, damaged, or obsolete in the ordinary course of business, not to exceed $250,000 in the aggregate for all such sales, abandonments or other dispositions from and after the Closing Date,

(b) the licensing, on a non-exclusive basis, of patents, trademarks, copyrights, and other intellectual property rights (i) in connection with the sale of products or services to customers (and in such case, any such rights to be limited solely to the product or service being bought by such customer), (ii) in connection with design or manufacturing licenses to original

equipment manufacturer customers in exchange for royalties (and in such case, each such license shall be limited solely to the product being manufactured by such original equipment manufacturer customer) or (iii) to contract manufacturers solely to permit such contract manufacturers to manufacture the applicable product in accordance with the Borrower’s instructions, in each case in the ordinary course of business and consistent with past practice,

(d) the use or transfer of money or Cash Equivalents in a manner that is not prohibited by the terms of the Agreement or the other Loan Documents,

(e) the granting of Permitted Liens,

(f) any involuntary loss, damage or destruction of property,

(g) any involuntary condemnation, seizure or taking, by exercise of the power of eminent domain or otherwise, or confiscation or requisition of use of property,

(h) the sale or issuance of Equity Interests of Borrower that do not constitute Disqualified Equity Interests,

(i) the lapse of registered patents, trademarks and other intellectual property of Borrower and its Subsidiaries to the extent not economically desirable in the conduct of their business and so long as such lapse is not adverse to the interests of the Lenders in any material respect, and

(j) dispositions of assets (other than Accounts, intellectual property, exclusive licenses, Equity Interests of Subsidiaries of Borrower, or Material Contracts) not otherwise permitted in clauses (a) through (i) above so long as made at fair market value and the aggregate fair market value of all assets disposed of in all such dispositions since the Closing Date (including the proposed disposition) would not exceed $100,000 in the aggregate.

“Permitted Indebtedness” means:

(a) Indebtedness evidenced by this Agreement and the other Loan Documents,

(b) Indebtedness set forth on Schedule 3.19, but not any increase in the principal amount of any item of such Indebtedness or any amendment thereto that is adverse to the interests of the Lenders hereunder,

(c) Indebtedness consisting of (i) unsecured guarantees incurred in the ordinary course of business with respect to surety and appeal bonds, performance bonds, bid bonds, appeal bonds, completion guarantee and similar obligations not to exceed $100,000; and (ii) reasonable and customary indemnification obligations in the ordinary course of business consistent with past practice to purchasers in connection with Permitted Dispositions,

(d) Indebtedness owed to any Person providing property, casualty, liability, or other insurance to Borrower or any of its Subsidiaries in the ordinary course of business, so long

as the amount of such Indebtedness is not in excess of the amount of the unpaid cost of, and shall be incurred only to defer the cost of, such insurance for the year in which such Indebtedness is incurred and such Indebtedness is outstanding only during such year,

(e) Second Lien Indebtedness,

(f) unsecured Indebtedness incurred in respect of netting services, overdraft protection, and other like services, in each case, incurred in the ordinary course of business,

(g) Indebtedness in respect of the 1.875% Notes in an aggregate principal amount not in excess of the amount of such Indebtedness as of the Closing Date, and any Refinancing Indebtedness in respect thereof,

(h) Indebtedness in respect of the 2.750% Notes in an aggregate principal amount not in excess of the amount of such Indebtedness as of the Closing Date (other than accreted principal pursuant to the schedule for same set forth in the 2.750% Notes Indenture as in effect as of the Closing Date), and any Refinancing Indebtedness in respect thereof,

(i) Indebtedness in respect of the 3.875% Notes in an aggregate principal amount not in excess of the amount of such Indebtedness as of the Closing Date, and any Refinancing Indebtedness in respect thereof,

(j) Indebtedness in respect of letters of credit (in addition to the letters of credit described in (b) above) in an aggregate face amount not to exceed $1,000,000,

(k) Permitted Purchase Money Indebtedness,

(l) if after giving pro forma effect to the incurrence of Additional Unsecured Subordinated Indebtedness, the ratio of the aggregate principal amount of funded Indebtedness of the Borrower and its Subsidiaries (including the Loans, any 1.875% Notes, 2.750% Notes, 3.875% Notes, Refinancing Indebtedness in respect thereof, Second Lien Indebtedness and Additional Unsecured Subordinated Indebtedness) outstanding on the date of such incurrence to EBITDA for the four fiscal quarter period most recently ended for which financial statements are available is less than 2.5:1.0, Additional Unsecured Subordinated Indebtedness, and

(m) Permitted Intercompany Advances constituting Indebtedness.

Notwithstanding anything to the contrary contained herein, in no event shall any Indebtedness be Permitted Indebtedness if such Indebtedness constitutes “Designated Senior Indebtedness” (for purposes of any of the 1.875% Notes Indenture, the 3.875% Notes Indentures or the 2.750% Notes Indenture or any Refinancing Indebtedness with respect to the foregoing), other than Indebtedness evidenced by this Agreement and the Second Lien Indebtedness (if any).

“Permitted Intercompany Advances” means loans or payments after the Closing Date made by Borrower to any of its Subsidiaries, or by any of Borrower’s Subsidiaries to Borrower or another Subsidiary in the ordinary course of business for purposes of funding such Subsidiaries’ or Borrower’s necessary operating expenses in amounts consistent with past practices or for the purchase of products or services on terms consistent with a transaction

negotiated at arms-length, so long as (other than with respect to any advances made to the Borrower to Deposit Accounts, Securities Accounts or Commodity Accounts over which the Agent has “Control” (as defined in the Security Agreement) pursuant to an effective Control Agreement): (i) no Default or Event of Default has occurred and is continuing or would result therefrom, (ii) both before and immediately after giving effect to such loan or payment, Borrower has Liquidity of greater than or equal to $8,000,000 and (iii) both before and immediately after giving effect to such loan or payment, the amount of cash and Cash Equivalents in Deposit Accounts, Securities Accounts or Commodity Accounts of the Borrower and its Subsidiaries outside of the United States is less than $7,000,000.

“Permitted Investments” means:

(a) Investments in cash and Cash Equivalents,

(b) advances made in connection with purchases of goods or services in the ordinary course of business consistent with past practice,

(c) Investments owned by Borrower or any of its Subsidiaries on the Closing Date and set forth on Schedule P-1, but not any increase in such Investments after the Closing Date,

(d) Permitted Intercompany Advances, it being understood and agreed that (i) any such advances shall be evidenced by the Intercompany Note, (ii) any such advance owed to Borrower shall be subject to a first priority Lien pursuant to the Security Agreement (iii) such advance or indebtedness shall be unsecured and subordinated in right of payment in full of the Obligations, and (iv) no such advances shall be made to Cognition Networks, LLC at any time, to any other Inactive Subsidiaries or, after the Closing Date, to Powerwave Cognition, Inc.,

(e) Equity Interests or other securities acquired involuntarily in connection with the satisfaction or enforcement of Indebtedness or claims due or owing to Borrower or its Subsidiaries (in bankruptcy of customers or suppliers or otherwise outside the ordinary course of business) or as security for any such Indebtedness or claims,

(f) deposits of cash made in the ordinary course of business to secure performance of operating leases and real property leases not to exceed $1,200,000 at any time outstanding, and

(g) non-cash loans to employees, officers, and directors of Borrower or any of its Subsidiaries for the purpose of purchasing stock in Borrower pursuant to a net cashless exercise under the terms of an equity award agreement so long as the proceeds of such loans are used in their entirety to purchase such stock in Borrower.

“Permitted Liens” means:

(a) Liens held by Agent to secure the Obligations,

(b) Liens for unpaid taxes, assessments, or other governmental charges or levies that either (i) are not yet delinquent, or (ii) could not reasonably be expected to, or do not,

have priority over Agent’s Liens and the underlying taxes, assessments, or charges or levies are the subject of Permitted Protests,

(c) judgment Liens arising solely as a result of the existence of judgments, orders, or awards that do not constitute an Event of Default,

(d) Liens set forth on Schedule P-2, provided that any such Lien only secures the Indebtedness that it secures on the Closing Date and any Refinancing Indebtedness in respect thereof,

(e) the interests of lessors under operating leases,

(f) (i) the interests of non-exclusive licensors under license agreements entered into prior to the Closing Date and (ii) from and after the Closing Date, non-exclusive licenses of patents, trademarks, copyrights, and other intellectual property rights in the ordinary course of business if such licensing constitutes a Permitted Disposition under clause (b) of such definition,

(g) Liens arising by operation of law (but in no event Liens imposed pursuant to Section 430(k) of the Internal Revenue Code or ERISA or a violation of Section 436 of the Internal Revenue Code) in favor of warehousemen, landlords, carriers, mechanics, materialmen, laborers, or suppliers, incurred in the ordinary course of business and not in connection with the borrowing of money, and which Liens either (i) are for sums not yet delinquent, or (ii) for sums that are overdue are the subject of Permitted Protests,

(h) with respect to any Real Property, easements, rights of way, and zoning restrictions that do not materially interfere with or impair the use or operation thereof,

(i) Liens that are replacements of Permitted Liens to the extent that the original Indebtedness is the subject of permitted Refinancing Indebtedness and so long as the replacement Liens only encumber those assets that secured the original Indebtedness,

(j) rights of setoff or bankers’ liens upon deposits of cash in favor of banks or other depository institutions, solely to the extent incurred in connection with the maintenance of such deposit accounts in the ordinary course of business,

(k) Liens in favor of customs and revenue authorities arising as a matter of law to secure payment of customs duties in connection with the importation of goods,

(l) purchase money Liens or the interests of lessors under capital leases to the extent that such Liens or interests secure Permitted Purchase Money Indebtedness and so long as (i) such Lien attaches only to the asset purchased or acquired and the proceeds thereof, and (ii) such Lien only secures the Indebtedness that was incurred to acquire the asset purchased or acquired or any Refinancing Indebtedness in respect thereof,

(m) other Liens which do not secure Indebtedness for borrowed money or letters of credit and as to which the aggregate amount of the obligations secured thereby does not exceed $100,000,

(r) Liens on Restricted Cash securing those letters of credit outstanding on the Closing Date set forth on Schedule 3.19 under the heading “Letters of Credit,” and Liens on Restricted Cash securing letters of credit permitted under clause (j) of the definition of Permitted Indebtedness, in each case, so long as the amount of Restricted Cash collateralizing or securing such letters of credit does not exceed (i) 105% of the face amount of such letters of credit for letters of credit issued in the United States and (ii) 115% of the face amount of such letters of credit for letters of credit issued outside of the United States,

(s) Liens held by the holders of Second Lien Indebtedness, and

(t) Liens on cash and Cash Equivalents held in Borrower’s Deposit Account with Xxxxx Fargo in account XXXXX0000 for so long as (i) the amounts on deposit therein are required by Xxxxx Fargo to cash collateralize the Borrower’s credit card with Xxxxx Fargo and (ii) no more than $75,000 of cash and Cash Equivalents are on deposit in such Deposit Account at any time.

“Permitted Protest” means the right of Borrower or any of its Subsidiaries to protest any Lien (other than any Lien that secures the Obligations), taxes (other than payroll taxes or taxes that are the subject of a United States federal tax lien), or rental payment, provided that (a) a reserve with respect to such obligation is established on Borrower’s or its Subsidiaries’ books and records in such amount as is required under GAAP, (b) any such protest is instituted promptly and prosecuted diligently by Borrower or its Subsidiary, as applicable, in good faith, and (c) Agent is satisfied in its discretion that, while any such protest is pending, there will be no impairment of the enforceability, validity, or priority of any of the Agent’s Liens.

“Permitted Purchase Money Indebtedness” means, as of any date of determination, Purchase Money Indebtedness incurred after the Closing Date in an aggregate principal amount outstanding at any one time not in excess of $250,000.

“Person” means any natural person, corporation, limited liability company, trust, joint venture, association, company, partnership, Governmental Authority or other entity.

“Plan” means any employee pension benefit plan (other than a Multiemployer Plan) subject to the provisions of Title IV of ERISA or Section 412 of the Code or Section 302 of ERISA, and in respect of which the Borrower or any ERISA Affiliate is (or, if such plan were terminated, would under Section 4069 of ERISA be deemed to be) an “employer” as defined in Section 3(5) of ERISA.

“Pre-Existing Borrower Intercompany Payables” has the meaning set forth in Section 6.01.

“Projections” means Borrower’s consolidated forecasted (a) balance sheets, (b) profit and loss statements, and (c) cash flow forecasts, all prepared on a pro forma basis consistent with Borrower’s historical consolidated financial statements, together with appropriate supporting details.

“Property” means any interest of any kind of property or asset, whether real, personal or mixed, and whether tangible or intangible.

“Purchase Money Indebtedness” means Indebtedness incurred at the time of, or within 20 days after, the acquisition of any fixed assets for the purpose of financing all or any part of the acquisition cost thereof.

“Qualified Plan” means a pension plan (as defined in Section 3(2) of ERISA) intended to be tax-qualified under Section 401(a) of the Code and which any member of the Controlled Group sponsors, maintains, or to which it makes, is making or is obligated to make contributions, or in the case of a multiple employer plan (as described in Section 4064(a) of ERISA) has made contributions at any time during the immediately preceding period covering at least five (5) plan years, but excluding any Multiemployer Plan.

“Real Property” means any estates or interests in real property now owned or hereafter acquired by Borrower or its Subsidiaries and the improvements thereto.

“Refinancing Indebtedness” means refinancings, renewals, or extensions of Indebtedness so long as:

(a) the terms and conditions of such refinancings, renewals, or extensions do not impair in any material respect the prospects of repayment of the Obligations by Borrower or impair Borrower’s creditworthiness in any material respect,

(b) such refinancings, renewals, or extensions do not result in an increase in the principal amount of the Indebtedness so refinanced, renewed, or extended,

(c) such refinancings, renewals, or extensions do not result in an increase in the interest rate with respect to the Indebtedness so refinanced, renewed, or extended,

(d) such refinancings, renewals, or extensions do not result in a shortening of the average weighted maturity of the Indebtedness so refinanced, renewed, or extended, nor are they on terms or conditions that, taken as a whole, are materially more burdensome or restrictive to Borrower,

(e) if the Indebtedness that is refinanced, renewed, or extended was subordinated in right of payment to the Obligations, then the terms and conditions of the refinancing, renewal, or extension must include subordination terms and conditions that are at least as favorable to the Lenders as those that were applicable to the refinanced, renewed, or extended Indebtedness,

(f) the Indebtedness that is refinanced, renewed, or extended is not recourse to any Person that is liable on account of the Obligations other than those Persons which were previously obligated with respect to the Indebtedness that was refinanced, renewed, or extended,

(g) at the time of such refinancing, renewal or extension, no Event of Default shall have occurred and be continuing or result therefrom,

(h) if the Indebtedness that is refinanced, renewed or extended is not secured by any Lien, such refinancing, renewal or extension shall not be secured by any Lien,

(i) the Indebtedness that is refinanced, renewed or extended may not be “Designated Senior Indebtedness” (for purposes of any of the 1.875% Notes Indenture, the 3.875% Notes Indentures or the 2.750% Notes Indenture), and

(j) the Indebtedness in place after such refinancing, renewal or extension does not mature, amortize, or contain any provision either (i) permitting the holders thereof to require the redemption, repurchase or prepayment thereof, or (ii) permitting any repayment of principal in part or in full by the Borrower, in each case, prior to the date that is 180 days after the Maturity Date.

For Indebtedness to constitute “Refinancing Indebtedness,” Borrower must deliver to the Agent a certificate executed by its chief financial officer certifying as to the accuracy of each of the conditions set forth in this definition not less than five Business Days prior to the issuance or incurrence of any Refinancing Indebtedness.

“Register” has the meaning set forth in Section 9.06(d).

“Registration Rights Agreement” means that certain Registration Rights Agreement dated as of the Closing Date, among the Borrower and Affiliates of the Agent.

“Related Party” means, with respect to any specified Person, such Person’s Affiliate and any respective shareholder, member, director, officer, trustee, employee, agent or advisor of such Person and such Person’s Affiliates.

“Required Lenders” means at any time the Lenders then holding at least a majority of the sum of (a) the aggregate unpaid principal balance of the Loans and (b) unfunded Delayed Draw Term Loan Commitments.

“Requirement of Law” means, as to any Person, any law (statutory or common), ordinance, treaty, rule, regulation, order, policy, other legal requirement or determination of an arbitrator or of a Governmental Authority, in each case applicable to or binding upon such Person or any of its Property or to which such Person or any of its Property is subject.

“Reserve Account” has the meaning set forth in Section 4.01(k).

“Responsible Officer” means the chief executive officer or the president of the Borrower or any other officer having substantially the same authority and responsibility as the chief executive officer or the president; or, with respect to compliance with financial covenants or delivery of financial information, the chief financial officer or the treasurer of the Borrower, or any other officer having substantially the same authority and responsibility.

“Restricted Cash” means cash and Cash Equivalents deposited with a third party or otherwise as security for performance of obligations and recorded as restricted cash in the Borrower’s consolidated financial statements in accordance with GAAP.

“Restricted Payment” means any dividend or other distribution (whether in cash, securities or other property), direct or indirect, with respect to any Equity Interests (including without limitation any preferred equities or warrants) in the Borrower or any of its Subsidiaries,

or any payment (whether in cash, securities or other property), including any sinking fund or similar deposit, on account of the purchase, redemption, retirement, acquisition, cancellation or termination of any such Equity Interests in the Borrower or any of its Subsidiaries or any option, warrant or other right to acquire any such Equity Interests in the Borrower or any of its Subsidiaries.

“S&P” has the meaning specified therefor in the definition of Cash Equivalents.

“Sales Support Services Agreements” means the agreements identified on Schedule S-1.

“Sale and Leaseback Transaction” means any sale or other transfer of assets or property by any Person with the intent to lease any such asset or property as lessee.

“Sanctioned Entity” means (a) a country or a government of a country, (b) an agency of the government of a country, (c) an organization directly or indirectly controlled by a country or its government, or (d) a Person resident in or determined to be resident in a country, in each case, that is subject to a country sanctions program administered and enforced by OFAC.

“Sanctioned Person” means a person named on the list of Specially Designated Nationals maintained by OFAC.

“Scheduled Maturity Date” means September 11, 2015; provided, however, that the Scheduled Maturity Date shall be automatically changed to be July 1, 2014 if, prior to July 1, 2014, (i) all principal and interest on the Borrower’s 3.875% Notes have not been paid in full, (ii) 100% of the holders of the 3.875% Notes have not fully converted all of the 3.875% Notes into equity pursuant to the terms of the 3.875% Notes Indenture, or (iii) the 3.875% Notes have not been refinanced in full with Refinancing Indebtedness that constitutes Permitted Indebtedness or refinanced in full with Second Lien Indebtedness.

“SEC” means the United States Securities and Exchange Commission.

“Second Interest Period” has the meaning set forth in Section 2.07(a).

“Second Interest Period Rate” has the meaning set forth in Section 2.07(a).

“Second Lien Indebtedness” means Indebtedness which:

(a) does not exceed $150,000,000 in the aggregate during the term of this Agreement,

(b) is subject to the execution by the Borrower, the Agent and the representative for such Second Lien Indebtedness of a “silent second” intercreditor agreement acceptable to the Agent in its discretion,

(c) the Borrower is the obligor, and there are no guarantors of such Second Lien Indebtedness other than guarantors of the Obligations hereunder,

(d) does not contain security provisions that are in any way more onerous than the provisions of the Security Agreement and is not secured by any assets that do not secure the Obligations hereunder,

(e) does not contain terms that are more onerous than the terms of this Agreement in any material respect as certified by the Borrower to the Agent,

(f) does not provide for a cash interest rate that is 2.5% higher than the cash interest rate set forth in Section 2.07(b)(i)(1) or Section 2.07(b)(ii)(1) applicable at the time of the issuance of any Second Lien Indebtedness,

(g) does not provide for a cash interest rate that will result in a higher cash interest expense for the Borrower in respect of such Second Lien Indebtedness prior to the Maturity Date of the Loans than the cash interest expense that is currently applicable to the 1.875% Notes, the 2.750% Notes or the 3.875% Notes being exchanged therefor,

(h) does not mature, amortize, or contain any provision either (i) permitting the holders thereof to require the redemption, repurchase or prepayment thereof, or (ii) permitting any repayment of principal in part or in full by the Borrower, in each case, prior to the date that is 180 days after the Maturity Date, and

(i) is either (x) issued in a non-cash exchange for all or a portion of the 1.875% Notes, the 2.750% Notes and/or the 3.875% Notes or (y) issued for cash, in which case any such cash must be used to prepay the Loans as set forth in Section 2.05.

“Securities Account” means a securities account (as that term is defined in the UCC).

“Security Agreement” means the Security Agreement dated as of the date hereof executed by the Borrower securing payment of the Obligations.

“Solvency Certificate” means a Solvency Certificate of the chief financial officer of Borrower substantially in the form of Exhibit C.

“Solvent” means, with respect to Borrower, that as of the date of determination, (i) the sum of the Borrower’s current liabilities does not exceed the present fair saleable value of Borrower’s assets; and (ii) Borrower’s capital, including proceeds from the Closing Date Term Loan, is not unreasonably small in relation to its business as contemplated on the Closing Date and reflected in the projections delivered prior to the Closing Date or otherwise pursuant to this Agreement or with respect to any transaction contemplated to be undertaken after the Closing Date. For purposes of this definition, the amount of any contingent liability at any time shall be computed as the amount that, in light of all of the facts and circumstances existing at such time, represents the amount that can reasonably be expected to become an actual or matured liability (irrespective of whether such contingent liabilities meet the criteria for accrual under Statement of Financial Accounting Standards No. 5).

“Specified Deposit Accounts” has the meaning set forth in Section 3.31.

“Subsidiary” means, with respect to any Person (the “parent”) at any date, any corporation, limited liability company, partnership, association or other entity the accounts of which would be consolidated with those of the parent in the parent’s consolidated financial statements if such financial statements were prepared in accordance with GAAP as of such date, as well as any other corporation, limited liability company, partnership, association or other entity of which securities or other ownership interests representing more than 50% of the equity and more than 50% of the ordinary voting power or, in the case of a partnership, more than 50% of the general partnership interests are, as of such date, owned, controlled or held; provided, that for purposes of Section 5.03, Subsidiary shall exclude Inactive Subsidiaries.

“Taxes” means any and all present or future taxes, levies, imposts, duties, deductions, charges or withholdings imposed by any Governmental Authority.

“Transactions” means the execution, delivery and performance by the Borrower of this Agreement and the other Loan Documents (including performance of the covenants and agreements set forth herein), the borrowing of the Loan, and the use of the proceeds thereof.

“UCC” means the Uniform Commercial Code as in effect from time to time in the State of California; provided, that if, with respect to any financing statement or by reason of any provisions of law, the perfection or the effect of perfection or non-perfection of the security interests granted to the Agent for the benefit of the Lenders pursuant to the applicable Loan Document is governed by the Uniform Commercial Code as in effect in a jurisdiction of the United States other than California, then “UCC” means the Uniform Commercial Code as in effect from time to time in such other jurisdiction for purposes of the provisions of each Loan Document and any financing statement relating to such perfection or effect of perfection or non-perfection.

“Warrants” means warrants issued by the Borrower to purchase shares of common stock of the Borrower on the terms and conditions substantially as set forth in Exhibit D.

“Withdrawal Liability” means liability to a Multiemployer Plan as a result of a complete or partial withdrawal from such Multiemployer Plan, as such terms are defined in Part I of Subtitle E of Title IV of ERISA.

“Yield Differential” has the meaning set forth in Section 2.11(b).

SECTION 1.02. Terms Generally. The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation”. The word “will” shall be construed to have the same meaning and effect as the word “shall”. Unless the context requires otherwise, (i) any definition of or reference to any agreement, instrument or other document herein shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented, restated or otherwise modified (subject to any restrictions on such amendments, supplements, restatements or modifications set forth herein), (ii) any reference herein to any Person shall be construed to include such Person’s successors and assigns, (iii) the words “herein”, “hereof” and

“hereunder”, and words of similar import, shall be construed to refer to this Agreement in its entirety and not to any particular provision hereof, (iv) all references herein to Articles, Sections, Exhibits and Schedules shall be construed to refer to Articles and Sections of, and Exhibits and Schedules to, this Agreement and (v) the words “asset” and “property” shall be construed to have the same meaning and effect and to refer to any and all tangible and intangible assets and properties, including cash, securities, accounts and contract rights.

SECTION 1.03. Accounting Terms; GAAP. Except as otherwise expressly provided herein, all terms of an accounting or financial nature shall be construed in accordance with GAAP. Financial statements and other information to be provided in connection therewith shall be prepared in accordance with GAAP as in effect at the time of such preparation, except where otherwise noted by Borrower. Calculations in connection with the financial definitions and financial or negative covenants shall be made without giving effect to any election under FASB Accounting Standards Codification 810, 820 or 825 (or any other part of FASB Accounting Standards Codification having a similar result or effect) for all purposes hereunder, including to value any Indebtedness or other liabilities at “fair value” or to include any gain or loss attributable thereto in the calculation of net income (or loss). Notwithstanding anything in this Agreement to the contrary, if at any time any change in GAAP would affect the computation of any financial ratio or requirement set forth in any Loan Document, and Borrower or Agent shall so request, Borrower, Lenders and Agent shall negotiate in good faith to amend such ratio or requirement to preserve the original intent thereof in light of such change in GAAP; provided that until so amended, such ratio or requirement shall continue to be computed in accordance with GAAP prior to such change therein and Borrower shall provide to Agent reconciliation statements in connection therewith.

ARTICLE II

The Credit

SECTION 2.01. Commitments.

(a) On the terms and subject to the conditions contained in this Agreement, each Lender severally, but not jointly, agrees to make, on the Closing Date, Closing Date Term Loans to Borrower in an amount equal to such Lender’s Closing Date Term Loan Commitment.

(b) On the terms and subject to the conditions contained in this Agreement, each Lender severally, but not jointly, agrees to make, from time to time after the Closing Date, Delayed Draw Term Loans to Borrower in an amount equal to such Lender’s Delayed Draw Term Loan Commitment. Each Delayed Draw Term Loan shall be made by an irrevocable written request by the Chief Financial Officer of Borrower delivered to Agent (the “Borrowing Notice”). The Borrowing Notice must be received by Agent no later than 10:00 a.m. (California time) on the Business Day that is three Business Days prior to the requested date of funding the Delayed Draw Term Loan. Every Borrowing Notice must specify: (i) the amount of the Delayed Draw Term Loan, (ii) the requested funding date for the Delayed Draw Term Loan, which shall be a Business Day, (iii) that the conditions to funding the requested Delayed Draw Term Loan have been satisfied, and (iv) wire instructions.

The Loans made by each Lender and interest accruing thereon shall be evidenced by the records of Agent and such Lender, provided that the records of the Agent shall be conclusive absent manifest error. At the request of any Lender, Borrower shall reasonably promptly deliver a Note to such Lender. Amounts of Loans repaid may not be reborrowed.

SECTION 2.02. Repayment of Loans at Maturity. The Borrower hereby unconditionally promises to pay to the Lenders on the Maturity Date, the entire outstanding balance of the stated original principal amount of the Loans and all other outstanding amounts that remain due and payable under this Agreement and any Note (including accrued interest not previously paid in cash or interest that has been added to the principal amount of the Loans).

SECTION 2.03. Fees and Additional Consideration. The Borrower agrees to pay and/or deliver to the Agent those fees and other items of compensation set forth in the Fee Letter on the dates set forth for payment or delivery set forth therein.

SECTION 2.04. Optional Prepayment of Loan. The Borrower shall have the right at any time and from time to time to prepay the Loan in whole or in part, subject to Section 2.06 below. No later than 11:00 a.m. San Francisco time, at least three Business Days prior to the date of such prepayment, the Borrower shall notify each of the Lenders by telephone (with prompt written confirmation thereafter via facsimile or other electronic means) of such prepayment. Each notice shall be irrevocable and shall specify the prepayment date and the principal amount to be prepaid, although such notice may be conditioned on the closing of a refinancing in full of all Obligations under this Agreement. Prepayments shall be accompanied by accrued interest and premium on the amount being repaid.

SECTION 2.05. Mandatory Prepayments.

(a) In the event the Borrower receives cash consideration from the issuance or sale of any Disqualified Equity Interests or any of the Borrower’s Subsidiaries receives cash consideration from the issuance or sale of any of their respective Equity Interests (in each case, other than the issuance of Equity Interests that do not constitute Disqualified Equity Interests in exchange for cancellation of Indebtedness), or the Borrower or any of its Subsidiaries receives cash consideration from the incurrence by any of them of any Indebtedness for borrowed money (other than Indebtedness under this Agreement, Permitted Indebtedness (other than as noted in the proviso in this paragraph), and Permitted Intercompany Advances), then, in each case, within three Business Days after receipt of such consideration by any such Person, the Borrower shall make a mandatory prepayment of the Loan in an aggregate amount equal to 100% of such consideration received by such Person (net of reasonable related expenses); provided, however, notwithstanding anything to the contrary contained in this Section 2.05(a) but subject to Section 2.05(e), Section 2.05(f) and Section 2.06), (1) if the Borrower issues any Additional Unsecured Subordinated Indebtedness, the Borrower shall within three Business Days after receipt of any cash consideration for such issuance make a mandatory prepayment of the Loans in an aggregate amount to (i) 75% of such consideration received by the Borrower (net of reasonable related expenses), (ii) 50% of such consideration received by the Borrower (net of reasonable related expenses) if after giving pro forma effect to the incurrence of Additional Unsecured Subordinated Indebtedness, the ratio of the aggregate principal amount of funded Indebtedness of the Borrower and its Subsidiaries (including the Loans, any 1.875% Notes, 2.750% Notes,

3.875% Notes, Refinancing Indebtedness in respect thereof, Second Lien Indebtedness and Additional Unsecured Subordinated Indebtedness) outstanding on the date of such incurrence to EBITDA for the four fiscal quarter period most recently ended for which financial statements are available is greater than 1.0:1.0 but less than 2.0:1.0 or (iii) 25% of such consideration received by the Borrower (net of reasonable related expenses) if after giving pro forma effect to the incurrence of Additional Unsecured Subordinated Indebtedness, the ratio of the aggregate principal amount of funded Indebtedness of the Borrower and its Subsidiaries (including the Loans, any 1.875% Notes, 2.750% Notes, 3.875% Notes, Refinancing Indebtedness in respect thereof, Second Lien Indebtedness and Additional Unsecured Subordinated Indebtedness) outstanding on the date of such incurrence to EBITDA for the four fiscal quarter period most recently ended for which financial statements are available is less than 1.0:1.0 and (2) if there are any cash proceeds from the issuance of Second Lien Indebtedness, any such cash proceeds shall immediately be used to make a mandatory prepayment of the Loans in an aggregate amount equal to 100% of such proceeds.

(b) In the event the Borrower or any of its Subsidiaries receives any cash consideration in excess of $500,000 in the aggregate during the term of this Agreement (i) from the sale, transfer or other disposition of any asset or property (other than the sale, transfer or other disposition of Equity Interests subject to Section 2.05(a) above) outside the ordinary course of business or (ii) in connection with non-exclusive licensing set forth in clause (b)(ii) of the definition of “Permitted Disposition” (x) that is a one-time lump sum payment or (y) if the cash consideration received by the Borrower or its Subsidiaries during the first six months of such non-exclusive licensing arrangement exceeds, on a pro rata basis, the amount of cash consideration payable after the six month anniversary of entering into such non-exclusive licensing arrangement, then, in each case, within three Business Days after receipt of such consideration, the Borrower shall make a mandatory prepayment of the Loan in an aggregate amount equal to 100% of the amount of such consideration actually received by the Borrower or such Subsidiary, as the case may be, after the deduction (without duplication) of any reasonable and documented fees, costs or expenses payable by the Borrower or such Subsidiary, as the case may be, in respect of such sale, transfer or other disposition by the Borrower or such Subsidiary.

(c) In the event the Borrower or any of its Subsidiaries receives any tax refunds in excess of $100,000 individually, but excluding tax refunds for value added or similar taxes, or suffers an Event of Loss, then (i) the Borrower shall promptly notify the Agent of such tax refund or Event of Loss (including the amount of the estimated Net Proceeds to be received by the Borrower in respect thereof) and (ii) promptly upon receipt by the Borrower and/or any of its Subsidiaries of the Net Proceeds of such Event of Loss, the Borrower shall deliver, or cause to be delivered, such Net Proceeds to the Agent for distribution to the Lenders as a prepayment of the Loans. Notwithstanding the foregoing and provided no Default or Event of Default has occurred and is continuing, such prepayment shall not be required to the extent the Borrower reinvests the amount of the Net Proceeds of such Event of Loss, or a portion thereof, in productive assets of a kind then used or usable in the business of the Borrower, including the repair or reconstruction of property damaged in connection with the Event of Loss, within 90 days after the date of such Event of Loss or enter into a binding commitment thereof within said 90 day period and subsequently makes such reinvestment within 90 days thereafter.

(d) In the event that the Leverage Ratio as of the end of any fiscal year (commencing with the fiscal year ending on or about January 1, 2015) is greater than 3.0 to 1.0, then, in each case, within five Business Days after the earlier of the date that the Borrower’s annual financial statements are required to be delivered pursuant to Section 5.01 hereof for such fiscal year and the date such annual financial statements are delivered, the Borrower shall deliver to the Agent, for distribution to the Lenders, an amount equal to seventy-five percent (75%) of Excess Cash Flow (if any) (it being understood and agreed, that for the avoidance of doubt, the first possible payment date under this clause would be in connection with the delivery of the Borrower’s financial statements for the year ended on or about January 1, 2015).

(e) Notwithstanding any of the foregoing, any Lender may, in its sole discretion, decline in writing any prepayment owed to it required to be made pursuant to this Section 2.05 (but not with respect to any other Lender).

(f) Prepayments made hereunder shall be accompanied by accrued interest and premium, if any, on the amount being repaid.

SECTION 2.06. Prepayment Premium. Each prepayment pursuant to Sections 2.04 and 2.05 (other than a prepayment required by Section 2.05(c) or (d)) and any other principal prepayment or principal repayment of the Loans prior to September 11, 2014 (including without limitation, in connection with (i) the termination of this Agreement, (ii) the acceleration of the Obligations after the occurrence of an Event of Default, (iii) the sale of the Collateral in any Insolvency Proceeding, (iv) the foreclosure and sale of the Collateral or (v) the restructure, reorganization, or compromise of the Obligations by the confirmation of a plan of reorganization or any other plan of compromise, restructure, or arrangement in any Insolvency Proceeding (each of the foregoing (i) through (v), as mutually agreed by the parties hereto, as a reasonable estimation and calculation of the lost profits or damages of the Agent and the Lenders, resulting in the requisite payment of the following premium in view of the impracticability and extreme difficulty of ascertaining the actual amount of damages to the Agent and the Lenders or profits lost by the Agent and the Lenders as a result of such repayment or prepayment, but without in any way limiting Agent’s other remedies hereunder or under the other Loan Documents or the Obligations hereunder or under the Loan Documents)), shall be accompanied by a premium payable by Borrower equal to (i) if such prepayment or payment is made prior to September 11, 2013, 5.0% of the principal amount of the Loans so prepaid or paid and (ii) if such prepayment or payment is made on or after September 11, 2013 but prior to September 11, 2014, 3.0% of the principal amount of the Loans so prepaid or paid.

SECTION 2.07. Interest

(a) Subject to Section 2.07(c) and Section 2.11(b), all Loans shall bear interest on the unpaid principal amount thereof from the date such Loans are made until, in all cases, paid in full, except as otherwise provided in clause (c) below, as follows: (i) from the Closing Date until September 11, 2013 (the “Initial Interest Period”), at a rate of 14.00% per annum (the “Initial Interest Period Rate”) and (ii) commencing on September 11, 2013 and at all times thereafter (the “Second Interest Period”), at a rate of 17.00% per annum (the “Second Interest Period Rate”).

(b) Accrued interest on the outstanding principal balance of each Loan shall be paid partially in cash and partially in kind, as follows:

(i) During the Initial Interest Period, on each Interest Payment Date, the Initial Interest Period Rate shall be paid as follows: (1) Borrower shall pay to the Agent in immediately available funds to an account designated by the Agent, for distribution to the Lenders, cash pay interest of 4.00% per annum on the outstanding principal of the Loans and (2) interest of 10.00% per annum on the outstanding principal of the Loans shall be payable, at the Borrower’s option, in cash or in kind, with any amounts paid in kind being automatically added to the outstanding principal amount of the Loans; and

(ii) During the Second Interest Period, on each Interest Payment Date, the Second Interest Period Rate shall be paid as follows: (1) Borrower shall pay to the Agent in immediately available funds to an account designated by the Agent, for distribution to the Lenders, cash pay interest of 7.00% per annum on the outstanding principal of the Loans and (2) interest of 10.00% per annum on the outstanding principal of the Loans shall be payable, at the Borrower’s option, in cash or in kind, with any amounts paid in kind being automatically added to the outstanding principal amount of the Loans.

(c) After the occurrence and during the continuance of any Event of Default, the unpaid principal amount of the Loans shall bear interest at a per annum rate equal to the sum of the Initial Interest Period Rate (if during the Initial Interest Period) or the Second Interest Period Rate (if during the Second Interest Period) plus 2.00% (the “Default Rate”), beginning on the date of the occurrence of such Event of Default and ending on the date on which such Event of Default shall be cured or waived pursuant to the terms of this Agreement. All such interest shall be paid on demand by the Agent to the Borrower until the payment in full of the Loans hereunder or such Event of Default is no longer continuing.

(d) Interest shall be calculated on the basis of a 360-day year and shall be computed for each payment period on the outstanding aggregate principal amount for the actual number of days elapsed.

SECTION 2.08. Increased Costs.

(a) If Agent or any Lender determines (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto) that any Change in Law shall:

(i) impose, modify or deem applicable any reserve, special deposit or similar requirement against assets of, deposits with or for the account of, or credit extended by, Agent or any Lender (or its applicable lending office or any company controlling Agent or such Lender);

(ii) subject Agent or such Lender (or its applicable lending office or any company controlling Agent or such Lender) to any additional Tax (other than any Tax on the overall net income of Agent or such Lender) with respect to this

Agreement or any other Loan Document or any of its obligations hereunder or thereunder or any payments to Agent or such Lender of principal, interest, fees or any other amount payment hereunder; or

(iii) impose on Agent or any Lender (or its applicable lending office or any company controlling Agent or such Lender) any other condition affecting this Agreement or the Loan;

and the result of any of the foregoing shall be to increase the cost to Agent or such Lender of making or maintaining the Loans or Commitments or to reduce the amount of any sum received or receivable by Agent or such Lender hereunder (or its applicable lending office or any company controlling Agent or such Lender) (whether of principal, interest or otherwise), then the Borrower will pay to Agent or such Lender, as the case may be, such additional amount or amounts as will compensate Agent or such Lender, as the case may be, for such additional costs incurred or reduction suffered.

(b) If Agent or any Lender determines (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto) that any Change in Law regarding capital requirements has or would have the effect of reducing the rate of return on Agent’s or such Lender’s capital or on the capital of Agent’s or such Lender’s controlling company, if any, as a consequence of this Agreement or the Loans or Commitments of Agent or such Lender, to a level below that which Agent or such Lender or Agent’s or such Lender’s controlling company could have achieved but for such Change in Law (taking into account Agent’s or such Lender’s policies and the policies of Agent’s or such Lender’s controlling company with respect to capital adequacy), then from time to time the Borrower will pay to Agent or such Lender such additional amount or amounts as will compensate Agent or such Lender and/or Agent’s or such Lender’s controlling company for any such reduction suffered.

(c) A certificate of the Agent or the Lender setting forth the amount or amounts necessary to compensate the Agent, such Lender or any of their respective controlling companies, as the case may be, as specified in paragraph (a) or (b) of this Section shall be delivered to the Borrower and shall be conclusive absent manifest error. The Borrower shall pay to Agent or such Lender the amount shown as due on any such certificate within 10 days after receipt thereof.

(d) Failure or delay on the part of Agent or any Lender to demand compensation pursuant to this Section shall not constitute a waiver of Agent’s or such Lender’s right to demand such compensation; provided that the Borrower shall not be required to compensate Agent or a Lender pursuant to this Section for any increased costs or reductions incurred more than 270 days prior to the date that Agent or such Lender notifies the Borrower of the Change in Law giving rise to such increased costs or reductions and of Agent’s or such Lender’s intention to claim compensation therefor; provided further that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the 270-day period referred to above shall be extended to include the period of retroactive effect thereof.

SECTION 2.09. Taxes.

(a) Any and all payments by or on account of any obligation of the Borrower hereunder shall be made free and clear of and without deduction for any Indemnified Taxes; provided that if the Borrower shall be required to deduct any Indemnified Taxes from such payments, then:

(i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Lenders (as the case may be) receive an amount equal to the sum they would have received had no such deductions been made;

(ii) the Borrower shall make such deductions; and

(iii) the Borrower shall pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.

(b) In addition, the Borrower shall pay any Other Taxes to the relevant Governmental Authority in accordance with applicable law.

(c) The Borrower shall indemnify any Lender, within 10 days after written demand therefor, for the full amount of any Indemnified Taxes or Other Taxes paid by such Lender on or with respect to any payment by or on account of any obligation of the Borrower hereunder or under any other Loan Document (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section) and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to the Borrower by such Lender shall be conclusive absent manifest error.

(d) As soon as practicable after any payment of Indemnified Taxes or Other Taxes by the Borrower to a Governmental Authority, the Borrower shall deliver to the applicable Lender the original or a certified copy of a receipt issued by such Governmental Authority evidencing such payment, a copy of the return reporting such payment or other evidence of such payment reasonably satisfactory to such Lender.

(e) Any Foreign Lender that is entitled to an exemption from or reduction of withholding tax under the law of the United States or the jurisdiction in which the Borrower is located, or any treaty to which such jurisdiction is a party, with respect to payments under this Agreement shall deliver to the Borrower, at the time or times prescribed by applicable law, such properly completed and executed documentation prescribed by applicable law or reasonably requested by the Borrower as will permit such payments to be made without withholding or at a reduced rate.

SECTION 2.10. Payments Generally. The Borrower shall make each payment required to be made by it hereunder or under any other Loan Document (whether of principal, interest, fees, or of amounts payable under Section 2.04, 2.05, or otherwise) prior to the time

expressly required hereunder or under such other Loan Document for such payment (or, if no time is expressly required, prior to 12:00 noon, San Francisco time) on the date when due, in immediately available funds, without set-off or counterclaim or withholding. Any amounts received after such time on any date shall be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. All such payments shall be made to the Agent at an account or to a location designated by the Agent or as otherwise specified in writing by the Agent to the Borrower. If any payment hereunder or under any other Loan Document shall be due on a day that is not a Business Day, the date for payment shall be extended to the next succeeding Business Day, and, in the case of any payment accruing interest, interest thereon shall be payable for the period of such extension. All payments hereunder or under any other Loan Document shall be made in United States dollars.

SECTION 2.11. Incremental Commitments.

(a) Provided that no Event of Default shall have occurred and be continuing, the Borrower may, by written notice to the Agent from time to time, request Incremental Term Loan Commitments in an amount not to exceed the Incremental Term Loan Amount from the Agent. Such notice shall set forth (i) the amount of the Incremental Term Loan Commitments being requested (which shall be in minimum increments of $1,000,000 and a minimum amount of $5,000,000 or such lesser amount equal to the remaining Incremental Term Loan Amount), (ii) the date on which such Incremental Term Loan Commitments are requested to become effective (which shall not be less than ten Business Days nor more than 60 days after the date of such notice), and (iii) whether such Incremental Term Loan Commitments are commitments to make additional Loans or commitments to make a new series of term loans with terms different from the Loans.

(b) The Agent shall be entitled to agree or decline to participate in any Incremental Term Loans in its sole discretion. The Borrower and the Agent, if the Agent agrees to provide any Incremental Term Loans, shall execute and deliver an Incremental Term Loan Assumption Agreement and such other documentation as the Agent shall reasonably specify to evidence the Incremental Term Loan Commitment. The terms and provisions of the Incremental Term Loans shall be identical to those of the Loans except as otherwise set forth herein or in the Incremental Term Loan Assumption Agreement unless otherwise agreed between the Agent and the Borrower. If the terms of the Incremental Term Loans are not identical to the Closing Date Term Loans, in any event, (i) the final maturity date of the Incremental Term Loans shall be no earlier than the Maturity Date, (ii) the average life to maturity of the Incremental Term Loans shall be no shorter than the average life to maturity of the Closing Date Term Loans and (iii) if the initial yield on such Incremental Term Loans (as determined by the Agent in its reasonable discretion) exceeds the yield then in effect for Closing Date Term Loans and Delayed Draw Term Loans, if any (the amount of such excess being referred to herein as the “Yield Differential”), then the yield then in effect for Closing Date Term Loans and Delayed Draw Term Loans, if any, shall automatically be increased by the Yield Differential, effective upon the making of the Incremental Term Loans. The Agent shall promptly notify each Lender as to the effectiveness of each Incremental Term Loan Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Term Loan Assumption Agreement, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Incremental Term Loan Commitment and the

Incremental Term Loans evidenced thereby, and the Agent and the Borrower may revise this Agreement to evidence such amendments.

(c) Notwithstanding the foregoing, no Incremental Term Loan Commitment shall become effective under this Section 2.11 unless (i) on the date of such effectiveness, the conditions set forth in Section 4.02(a) shall be satisfied and the Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer of the Borrower and (ii) except as otherwise specified in the applicable Incremental Term Loan Assumption Agreement, the Agent shall have received legal opinions, board resolutions and other closing certificates reasonably requested by the Agent.

ARTICLE III

Representations and Warranties

In order to induce the Lenders to enter into this Agreement, Borrower makes the following representations and warranties to the Lenders which shall be true, correct, and complete, in all material respects, as of the Closing Date, and as of the date of the making of each Loan made thereafter (except to the extent that such representations and warranties expressly relate solely to an earlier date), and such representations and warranties shall survive the execution and delivery of this Agreement:

SECTION 3.01. Organization; Qualification; Subsidiaries.

(a) Borrower (i) is duly organized and validly existing and in good standing under the laws of the jurisdiction of its organization, (ii) qualified to do business in any jurisdiction where the failure to be so qualified reasonably could be expected to result in a Material Adverse Effect, and (iii) has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as proposed to be conducted, to enter into the Loan Documents to which it is a party and to carry out the transactions contemplated thereby.

(b) Set forth on Schedule 3.01(b) is a complete and accurate description of the authorized Equity Interests of Borrower and its Subsidiaries, by class, and, as of the Closing Date, a description of the number of shares and percentage of each such class that are issued and outstanding. Other than as described on Schedule 3.01(b), there are no subscriptions, options, warrants, or calls relating to any shares of Borrower’s or any of its Subsidiaries’ capital stock, including any right of conversion or exchange under any outstanding security or other instrument. Borrower is not subject to any obligation (contingent or otherwise) to repurchase or otherwise acquire or retire any shares of its capital stock or any security convertible into or exchangeable for any of its capital stock. Set forth on Schedule 3.01(c) is a complete and accurate list of the Borrower’s direct and indirect Subsidiaries, showing the percentage of the outstanding shares of each class of capital stock of each such Subsidiary owned directly or indirectly by Borrower. All of the outstanding capital stock of each such Subsidiary has been validly issued and is fully paid and non-assessable.

SECTION 3.02. Due Authorization; No Conflicts.

(a) The execution, delivery, and performance by Borrower of the Loan Documents to which it is a party have been duly authorized by all necessary action on the part of Borrower.

(b) The execution, delivery, and performance by Borrower of the Loan Documents to which it is a party and the consummation of the transactions contemplated by the Loan Documents do not and will not (i) violate any material provision of federal, state, or local law or regulation applicable to Borrower or its Subsidiaries, the Organizational Documents of Borrower or its Subsidiaries, or any order, judgment, or decree of any court or other Governmental Authority binding on Borrower or its Subsidiaries, (ii) conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under any Material Contract of Borrower or its Subsidiaries except to the extent that any such conflict, breach or default could not individually or in the aggregate reasonably be expected to have a Material Adverse Effect, (iii) result in or require the creation or imposition of any Lien of any nature whatsoever upon any assets of Borrower or its Subsidiaries, other than Permitted Liens, and (iv) require any approval of Borrower’s interestholders or any approval or consent of any Person under any Material Contract of Borrower or its Subsidiaries, other than consents or approvals that have been obtained and that are still in force and effect and except, in the case of such Material Contracts, for consents or approvals, the failure to obtain could not individually or in the aggregate reasonably be expected to cause a Material Adverse Effect. Notwithstanding the foregoing, the execution, delivery, and performance by Borrower of the Loan Documents to which it is a party and the consummation of the transactions contemplated by the Loan Documents do not and will not conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under any of the 1.875% Notes Documents, the 2.750% Notes Documents or the 3.875% Notes Documents.

SECTION 3.03. Governmental Consents. The execution, delivery, and performance by Borrower of the Loan Documents to which Borrower is a party and the consummation of the transactions contemplated by the Loan Documents do not and will not require any registration with, consent, or approval of, or notice to, or other action with or by, any Governmental Authority, other than consents or approvals that have been obtained and that are still in force and effect and except for filings and recordings with respect to the Collateral to be made, or otherwise delivered to the Agent for filing or recordation, as of the Closing Date.

SECTION 3.04. Binding Obligations; Perfected Liens.

(a) Each Loan Document to which Borrower is a party has been duly executed and delivered by Borrower and is the legally valid and binding obligation of Borrower, enforceable against Borrower in accordance with its respective terms, except as enforcement may be limited by equitable principles or by bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or limiting creditors’ rights generally.

(b) The Agent’s Liens in the Collateral are validly created, perfected (other than any Deposit Accounts, Commodity Accounts and Securities Accounts not subject to a Control Agreement as permitted by Section 6.04, and subject only to the filing of financing statements), and first priority Liens, subject only to Permitted Liens.

SECTION 3.05. Title to Assets; No Encumbrances. Borrower and its Subsidiaries have (i) good, sufficient and legal title to (in the case of fee interests in Real Property), (ii) valid leasehold interests in (in the case of leasehold interests in real or personal property), (iii) valid licensed rights in (in the case of licensed interest in intellectual property), and (iv) good and marketable title to (in the case of all other personal property), all of their respective assets. All of such assets are free and clear of Liens except for Permitted Liens.

SECTION 3.06. Jurisdiction of Organization; Location of Chief Executive Office; Organizational Identification Number; Commercial Tort Claims.

(a) The name of (within the meaning of Section 9-503 of the UCC) and jurisdiction of organization of Borrower and each of its Subsidiaries is set forth on Schedule 3.06(a).

(b) The chief executive office of Borrower and each of its Subsidiaries is located at the address indicated on Schedule 3.06(b) (as updated from time to time).

(c) Borrower’s and each of its Subsidiaries’ tax identification numbers and organizational identification numbers, if any, are identified on Schedule 3.06(c).

(d) As of the Closing Date, neither Borrower nor any of its Subsidiaries holds any commercial tort claims that exceed $25,000 in amount, except as set forth on Schedule 3.06(d).

SECTION 3.07. Litigation.

(a) Except as set forth on Schedule 3.07(a), there are no actions, suits, or proceedings pending or, to the best knowledge of Borrower, threatened against Borrower or any of its Subsidiaries that either individually or in the aggregate could reasonably be expected to result in a Material Adverse Effect.

(b) Schedule 3.07(b) sets forth a complete and accurate description, with respect to each of the actions, suits, or proceedings with asserted liabilities in excess of, or that could reasonably be expected to result in liabilities in excess of, $250,000 that, as of the Closing Date, is pending or, to the best knowledge of Borrower, threatened against Borrower or any of its Subsidiaries, of (i) the parties to such actions, suits, or proceedings, (ii) the nature of the dispute that is the subject of such actions, suits, or proceedings, (iii) the status, as of the Closing Date, with respect to such actions, suits, or proceedings, and (v) whether any liability of Borrower and its Subsidiaries in connection with such actions, suits, or proceedings is covered by insurance.

SECTION 3.08. Compliance with Laws. Neither Borrower nor any of its Subsidiaries (a) is in violation of any applicable laws, rules, regulations, executive orders, or codes (including Environmental Laws) that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or (b) is subject to or in default with respect to any final judgments, writs, injunctions, decrees, rules or regulations of any court or any federal, state, municipal or other governmental department, commission, board, bureau, agency or

instrumentality, domestic or foreign, that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

SECTION 3.09. Historical Financial Statements; No Material Adverse Effect. All financial statements relating to Borrower and its Subsidiaries that have been delivered by Borrower to Agent have been prepared in accordance with GAAP (except, in the case of unaudited financial statements, for the lack of footnotes and being subject to year-end audit adjustments) and present fairly in all material respects, Borrower’s and its Subsidiaries’ consolidated financial condition as of the date thereof and results of operations and cash flows for the period then ended. As of the Closing Date, neither Borrower nor any of its Subsidiaries has any contingent liability or liability for Taxes, long-term lease or unusual forward or long-term commitment that is not reflected in the delivered consolidated financial statements or the notes thereto and which in any such case is material in relation to the business, operations, properties, assets or condition (financial or otherwise) of Borrower and any of its Subsidiaries taken as a whole. Since January 1, 2012, other than as described in the Borrower’s 10-K for the period ended January 1, 2012 or the Borrower’s 10-Q for the period ended on or about July 1, 2012, no event, circumstance, or change has occurred that has or could reasonably be expected to result in a Material Adverse Effect with respect to Borrower and its Subsidiaries.

SECTION 3.10. Fraudulent Transfer.

(a) Borrower is, and, upon the incurrence of any Obligation on any date on which this representation and warranty is made, will be, on a consolidated basis, Solvent.

(b) No transfer of property is being made by Borrower and no obligation is being incurred by Borrower in connection with the transactions contemplated by this Agreement or the other Loan Documents with the intent to hinder, delay, or defraud either present or future creditors of Borrower.

SECTION 3.11. Employee Benefits. Borrower, its Subsidiaries, and their ERISA Affiliates do not maintain or contribute to any Benefit Plan, have not at any time within the past six years maintained or contributed to any Benefit Plan, and do not have any obligation to maintain or contribute to any Benefit Plan.

SECTION 3.12. Environmental Condition. Except as set forth on Schedule 3.12, (a) neither Borrower’s nor its Subsidiaries’ properties or assets has ever been used by Borrower, its Subsidiaries, or, to Borrower’s knowledge, by previous owners or operators in the disposal of, or to produce, use, store, handle, treat, release, or transport, any Hazardous Materials, where such disposal, production, use, storage, handling, treatment, release or transport was in violation of, or requires investigation, remediation or other response action under, in any material respect, any applicable Environmental Law, (b) to Borrower’s knowledge, neither Borrower’s nor its Subsidiaries’ properties or assets has ever been designated or identified in any manner pursuant to any Environmental Laws as a Hazardous Materials disposal site, (c) neither Borrower nor any of its Subsidiaries has received notice that a Lien arising under any Environmental Law has attached to any revenues or to any Real Property owned or operated by Borrower or its Subsidiaries, and (d) neither Borrower nor any of its Subsidiaries nor, to Borrower’s knowledge, any of their respective facilities or operations is subject to any outstanding written order,

judgment, consent decree, or settlement agreement with any Person relating to any Environmental Law or Environmental Liability that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. Except as set forth on Schedule 3.12, there are and, to the Borrower’s knowledge, have been, no conditions, occurrences, or activities concerning Hazardous Materials which could reasonably be expected to form the basis of Environmental Liability or a claim under any Environmental Law against Borrower or any of its Subsidiaries that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect. Compliance with all current or reasonably foreseeable future requirements pursuant to or under Environmental Laws could not be reasonably expected to have, individually or in the aggregate, a Material Adverse Effect.

SECTION 3.13. Intellectual Property. Borrower and its Subsidiaries own, or hold licenses in, all trademarks, trade names, copyrights, patents, and licenses that are necessary to the conduct of its business as currently conducted, and attached hereto as Schedule 3.13 (as updated from time to time) is a true, correct, and complete listing as of the Closing Date, or the date of the making of a Loan after the Closing Date, as applicable, of all (a) material trademarks, trade names, copyrights, patents, and licenses as to which Borrower or one of its Subsidiaries is the owner or is an exclusive licensee, and (b) all material licenses of intellectual property of any third party (including any affiliate) to which Borrower or one of its Subsidiaries is a party.

SECTION 3.14. Leases. Borrower and its Subsidiaries enjoy peaceful and undisturbed possession under all leases material to their business and to which they are parties or under which they are operating, and, subject to Permitted Protests, all of such material leases are valid and subsisting and no material default by the Borrower or its Subsidiaries exists under any of them.

SECTION 3.15. Deposit Accounts, Commodity Accounts and Securities Accounts. Set forth on Schedule 3.15 as of the Closing Date is a listing of all of Borrower’s and its Subsidiaries’ Deposit Accounts, Commodity Accounts and Securities Accounts, including, with respect to each bank or securities intermediary or commodity intermediary (a) the name and address of such Person, and (b) the account numbers of the Deposit Accounts, Commodity Accounts or Securities Accounts maintained with such Person.

SECTION 3.16. Complete Disclosure. All factual information (taken as a whole) furnished by or on behalf of Borrower or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information (taken as a whole) hereafter furnished by or on behalf of Borrower or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. As of the date on which any Projections are delivered to Agent, such Projections represent Borrower’s good faith estimate of the Borrower’s and its Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by Borrower to be reasonable at the time of the delivery thereof to Agent (it being understood that such projections and forecasts are subject to

uncertainties and contingencies, many of which are beyond the control of Borrower and its Subsidiaries and no assurances can be given that such projections or forecasts will be realized).

SECTION 3.17. Material Contracts. Set forth on Schedule 3.17 (as updated from time to time) is a list of the Material Contracts of Borrower and its Subsidiaries as of the Closing Date and as of each date of the making of a Loan after the Closing Date, as applicable. Except for matters which, either individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect, each Material Contract (other than those that have expired at the end of their normal terms) (a) is in full force and effect and is binding upon and enforceable against Borrower or its Subsidiary and, to the best of Borrower’s knowledge, each other Person that is a party thereto in accordance with its terms, (b) has not been otherwise amended or modified (other than amendments or modifications permitted by this Agreement), and (c) is not in default due to the action or inaction of Borrower or its Subsidiary.

SECTION 3.18. Patriot Act. To the extent applicable, Borrower and each of its Subsidiaries is in compliance, in all material respects, with the (a) Trading with the Enemy Act, as amended, and each of the foreign assets control regulations of the Untied States Treasury Department (31 CFR, Subtitle B, Chapter V, as amended) and any other enabling legislation or executive order relating thereto, and (b) Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (USA Patriot Act of 2001) (the “Patriot Act”). No part of the proceeds of the loans made hereunder will be used, directly or indirectly, for any payments to any governmental official or employee, political party, official of a political party, candidate for political office, or anyone else acting in an official capacity, in order to obtain, retain or direct business or obtain any improper advantage, in violation of the United States Foreign Corrupt Practices Act of 1977, as amended.

SECTION 3.19. Indebtedness. Set forth on Schedule 3.19 is a true and complete list of all Indebtedness of Borrower and each of its Subsidiaries outstanding immediately prior to the Closing Date that is to remain outstanding after the Closing Date and such Schedule accurately sets forth the aggregate principal amount of such Indebtedness as of the Closing Date.

SECTION 3.20. Payment of Taxes. Except as set forth on Schedule 3.20 or as otherwise permitted under Section 5.05, all tax returns and reports of Borrower and its Subsidiaries required to be filed by any of them have been timely filed, and all taxes shown on such tax returns to be due and payable and all assessments, fees and other governmental charges upon Borrower and its Subsidiaries and upon their respective assets, income, businesses and franchises that are due and payable have been paid when due and payable. Borrower and each of its Subsidiaries have made adequate provision in accordance with GAAP for all taxes not yet due and payable. Borrower knows of no proposed tax assessment against Borrower or any of its Subsidiaries that is not being actively contested by Borrower or such Subsidiary diligently, in good faith, and by appropriate proceedings; provided such reserves or other appropriate provisions, if any, as shall be required in conformity with GAAP shall have been made or provided therefor. Neither Borrower nor any of its Subsidiaries has ever been a party to any understanding or arrangement constituting a “tax shelter” within the meaning of Section 6662(d)(2)(C)(iii) of the Code or within the meaning of Section 6111(c) or Section 6111(d) of the Code as in effect immediately prior to the enactment of the American Jobs Creation Act of

2004 or has ever “participated” in a “reportable transaction” within the meaning of Treasury Regulation Section 1.6011-4.

SECTION 3.21. Government Regulation. Neither Borrower nor any of its Subsidiaries is subject to regulation under the Federal Power Act or the Investment Company Act of 1940 or under any other federal or state statute or regulation which may limit its ability to incur Indebtedness or which may otherwise render all or any portion of the Obligations unenforceable. Neither Borrower nor any of its Subsidiaries is a “registered investment company” or a company “controlled” by a “registered investment company” or a “principal underwriter” of a “registered investment company” as such terms are defined in the Investment Company Act of 1940.

SECTION 3.22. OFAC. Neither Borrower nor any of its Subsidiaries is in violation of any of the country or list based economic and trade sanctions administered and enforced by OFAC. Neither Borrower nor any of its Subsidiaries (a) is a Sanctioned Person or a Sanctioned Entity, (b) has more than 10% of its assets located in Sanctioned Entities, or (c) derives more than 10% of its revenues from investments in, or transactions with Sanctioned Persons or Sanctioned Entities. The proceeds of any Loan will not be used to fund any operations in, finance any investments or activities in, or make any payments to, a Sanctioned Person or a Sanctioned Entity.

SECTION 3.23. Location of Inventory and Equipment. Except as set forth on Schedule 3.23, the Inventory and Equipment (other than (a) vehicles or Equipment out for repair, (b) Inventory and Equipment sold to the extent a Permitted Disposition and (c) test Equipment and Inventory delivered to Borrower’s contract manufacturers in the ordinary course of business for use in the manufacture and repair of Borrower’s products) of Borrower and its Subsidiaries are not stored with a bailee, warehouseman, or similar party and are located only at, or in-transit between, the locations identified on Schedule 3.23.

SECTION 3.24. Inventory Records. Borrower keeps correct and accurate records itemizing and describing the type, quality, and quantity of its and its Subsidiaries’ Inventory and the book value thereof.

SECTION 3.26. Inactive Subsidiaries. Except for Powerwave Cognition, Inc., the Inactive Subsidiaries do not (a) own any assets (other than any assets having a net book value of less than $10,000 for each such Inactive Subsidiary or $20,000 in the aggregate for all Inactive Subsidiaries that are Domestic Subsidiaries), (b) have any liabilities (other than any liabilities of a de minimis nature), or (c) engage in any business activity. As of the Closing Date, except for Powerwave Cognition, Inc., each of the Domestic Subsidiaries of the Borrower (including but not limited to Cognition Networks, LLC and Powerwave Asia, Inc.) are Inactive Subsidiaries. Powerwave Cognition, Inc. does not engage in any business activity nor does it have any intentions of doing so, it holds assets of less than $75,000 in value, and its only material liabilities are intercompany indebtedness owed to the Borrower and reflected under “Intra-Company Advances” on Schedule 3.19.

SECTION 3.26. Margin Stock. Neither Borrower nor any of its Subsidiaries is engaged principally, or as one of its important activities, in the business of extending credit for

the purpose of purchasing or carrying any Margin Stock. No part of the proceeds of the Loans made to Borrower will be used to purchase or carry any such Margin Stock or to extend credit to others for the purpose of purchasing or carrying any such margin stock or for any purpose that violates, or is inconsistent with, the provisions of Regulation T, U or X of the Board of Governors or any other regulations thereof or to violate the Exchange Act.

SECTION 3.27. Accounts.

(a) As to each Account owed to the Borrower, such Account is (i) a bona fide existing payment obligation of the applicable Account Debtor created by the sale and delivery of Inventory or the rendition of services to such Account Debtor in the ordinary course of Borrower’s business and (ii) owed to Borrower without any known defenses, disputes, offsets, counterclaims, or rights of return or cancellation.

(b) As of the Closing Date, all Accounts of the Borrower and its Subsidiaries are lawfully owned by Borrower (other than as explicitly set forth on Schedule 3 to the Perfection Certificate as of the Closing Date, which are the only Accounts owned by any of the Borrower’s Subsidiaries and not by Borrower), and, without limiting the generality of the foregoing: (i) such Accounts are owed to the Borrower in connection with purchase orders or contracts issued by the applicable Account Debtors to Borrower for the sale of Inventory or the rendition of services by Borrower to such Account Debtors, (ii) to the extent that a Subsidiary of Borrower receives a purchase order or contract for such sale of Inventory or rendition of services, its receipt of such purchase order or contract is solely in its capacity as a service provider (a “Subsidiary Service Provider”) to Borrower pursuant to one of the Sales Support Services Agreements, and (iii) any invoice sent to the applicable Account Debtors in connection with such sale of Inventory or rendition of services has been sent directly by Borrower to such Account Debtors. No Subsidiary Service Provider has any authority to sign or accept purchase orders or contracts on behalf of Borrower or to sign or issue invoices on behalf of Borrower. Each of the Sales Support Services Agreements (A) is in full force and effect and is binding upon and enforceable against each Person that is a party thereto in accordance with its terms, and (B) has not been amended or modified since the Closing Date.

(c) No Subsidiary of Borrower has any interest in any Account other than as explicitly set forth on Schedule 3 to the Perfection Certificate.

SECTION 3.28. Convertible Notes Documents. All Obligations hereunder and under the other Loan Documents constitutes Designated Senior Indebtedness under each of the 1.875% Notes Indenture, the 2.750% Notes Indenture and the 3.875% Notes Indenture. Prior to the incurrence of any Second Lien Indebtedness, no Designated Senior Indebtedness exists other than the Obligations evidenced by this Agreement and the other Loan Documents, and after the incurrence of any Second Lien Indebtedness, no Designated Senior Indebtedness will exist other than the Obligations evidenced by this Agreement and the other Loan Documents and such Second Lien Indebtedness.

SECTION 3.29. No Restricted Payments. Since January 1, 2012, neither Borrower nor any of its Subsidiaries has directly or indirectly declared, ordered, paid or made, or set apart any sum or property for, any Restricted Payment.

SECTION 3.30. No Defaults. Neither Borrower nor any of its Subsidiaries is in default in the performance, observance or fulfillment of any of the obligations, covenants or conditions contained in any of its Material Contracts (other than the 1.875% Notes Documents, the 2.750% Notes Documents and the 3.875% Notes Documents), and, to the Borrower’s knowledge, no condition exists which, with the giving of notice or the lapse of time or both, could constitute such a default, except where the consequences, direct or indirect, of such default or defaults, if any, could not reasonably be expected to have a Material Adverse Effect. Neither Borrower nor any of its Subsidiaries is in default in the performance, observance or fulfillment of any of the obligations, covenants or conditions contained in any of the 1.875% Notes Documents, the 2.750% Notes Documents or the 3.875% Notes Documents, and, to the Borrower’s knowledge, no condition exists which, with the giving of notice or the lapse of time or both, could constitute such a default.

SECTION 3.31. Cash Management. Any payments made in respect of any Accounts owned by the Borrower (including without limitation any Accounts owed by the United States governmental or any instrumentality, department or agency thereof), any proceeds from the sale or other disposition of any Inventory or Equipment by the Borrower, any proceeds of any licensing of intellectual property by the Borrower, and any royalties obtained by the Borrower, are paid directly to one of the following four deposit accounts of the Borrower with Xxxxx Fargo Bank, National Association in California by the applicable Account Debtor, the purchaser of Inventory or Equipment, or the applicable licensee (or their respective Affiliates): account number XXXX896021, XXXX896054, XXXX009455 or XXXX009448 (collectively, the “Specified Deposit Accounts”). Pursuant to one or more Control Agreements among the Borrower, the Agent and Xxxxx Fargo Bank, National Association dated as of the Closing Date, the Agent has “Control” (as defined in the Security Agreement) over each Specified Deposit Account, and other than customary rights of setoff in favor of Xxxxx Fargo Bank, National Association as the depository institution and the interest of the Borrower and the Agent, no other Person has any interest or Lien in any Specified Deposit Account. Substantially all of the Inventory and Equipment and the majority of the intellectual property of the Borrower and its Subsidiaries are owned by, and, to the extent applicable, registered in the name of, the Borrower.

ARTICLE IV

Conditions

SECTION 4.01. Closing Date. The obligations of the Lenders to make the Closing Date Term Loans hereunder is subject to the satisfaction, or waiver in writing in accordance with Section 9.01, of the following conditions on or before the Closing Date:

(a) The Agent shall have received either (i) an original counterpart of each applicable Loan Document duly executed and delivered by an officer of the Borrower or other party thereto, as applicable or (ii) written evidence satisfactory to the Agent (which may include facsimile transmission of a signed signature page thereto or other electronic transmission, such as a “pdf” or “tif” file) that the Borrower has duly executed a counterpart of each applicable Loan Document,

(b) The Agent shall have received any such documents as it may reasonably request in connection with the creation, perfection and priority of its security interest including without limitation (and in each case in form and substance satisfactory to the Agent):

(i) a completed Perfection Certificate, dated the Closing Date and executed by an officer of each Credit Party, together with all attachments contemplated thereby;

(ii) fully executed intellectual property security agreements, in proper form for filing or recording in all appropriate places in all applicable jurisdictions, memorializing and recording the encumbrance of the relevant intellectual property assets;

(iii) UCC-1 financing statements in appropriate form for filing in the appropriate jurisdictions;

(iv) fully executed Control Agreements in respect of the Borrower’s Specified Deposit Accounts and such other deposit accounts and securities accounts as may be specified by the Agent; and

(v) an executed Intercompany Note, executed by Borrower and each of its Subsidiaries.

(c) The Agent shall have received, in respect of Borrower, (i) sufficient copies of each Organizational Document as Agent shall request, and, to the extent applicable, certified as of the Closing Date or a recent date prior thereto by the appropriate Governmental Authority; (ii) signature and incumbency certificates of the officers of Borrower; (iii) resolutions of the Board of Directors or similar governing body of Borrower approving and authorizing the execution, delivery and performance of this Agreement and the other Loan Documents to which it is a party or by which it or its assets may be bound as of the Closing Date, certified as of the Closing Date by its secretary or an assistant secretary as being in full force and effect without modification or amendment; (iv) a good standing certificate from the applicable Governmental Authority of Borrower’s jurisdiction of incorporation, organization or formation and in each jurisdiction in which it is qualified as a foreign corporation or other entity to do business, each dated the Closing Date or a recent date prior thereto; (v) signature and incumbency certificates of one or more officers of Borrower and (vi) such other documents as Agent may reasonably request.

(d) The Lenders shall have received the executed legal opinion of Xxxxxxxxx Xxxxx Xxxxxxx & Xxxxx, counsel to the Borrower, dated the Closing Date and in form and substance reasonably satisfactory to the Agent.

(e) The Lenders shall have received such UCC, tax, judgment and bankruptcy searches as it shall request.

(f) No Default shall have occurred and be continuing on the Closing Date or would occur after giving effect to the funding of Loans on the Closing Date, the application of the proceeds of such Loans as provided herein, and the payment of all estimated legal, underwriting, banking, accounting and other fees related hereto in accordance with the terms of

this Agreement, and the representations and warranties contained in this Agreement and each other Loan Document, and the representations and warranties contained in each certificate or other writing delivered to the Lenders in satisfaction of the conditions set forth in this Section 4.01 prior to or on the Closing Date, except to the extent such representations and warranties expressly relate to an earlier date (in which case they shall be true as of such earlier date), shall be correct in all material respects on and as of the Closing Date.

(g) The Lenders shall have received a Solvency Certificate duly executed by the Chief Financial Officer of the Borrower.

(h) The Lenders shall have received original stock certificates representing all certificated outstanding shares of capital stock of each direct Subsidiary of Borrower, other than Powerwave Cognition, Inc., all Inactive Subsidiaries, Powerwave Technologies Research and Development India Pvt Ltd, Powerwave Technologies India Pvt. Ltd, Remec Manufacturing Philippines, Powerwave Holdings Philippines, Inc., Microwave Ventures, Inc. and Powerwave Finland Oy, together with an undated stock power or transfer power for each of such certificates, duly executed in blank by an authorized officer of the pledgor thereof.

(i) The Borrower shall have sent notification letters (such notification letters to be in form and substance satisfactory to the Agent) on or prior to the Closing Date to such Account Debtors mutually agreed between the Agent and the Borrower (collectively, the “Notification Letters”).

(j) All governmental and third party approvals necessary or, in the discretion of the Agent, advisable in connection with the financing contemplated hereby and the continuing operations of the Borrower and its Subsidiaries shall have been obtained and be continuing in full force and effect.

(k) The Agent shall have received all fees and other amounts invoiced and due and payable on or prior to the Closing Date (including without limitation those set forth in Section 2.03) and, to the extent invoiced, reimbursement or payment of all out-of-pocket expenses required to be reimbursed or paid by the Borrower hereunder.

(l) The Borrower shall have made arrangements to fully fund a reserve account (the “Reserve Account”) with $5,000,000 out of the Closing Date Term Loan and the Agent shall have control over the Reserve Account satisfactory to the Agent.

(m) All other legal and regulatory matters shall be satisfactory to the Lenders.

(n) There shall be no pending or threatened litigation, arbitration, administrative proceeding or consent decree that would reasonably be expected to (i) result in a Material Adverse Effect or (ii) have a material adverse effect on the ability of the Borrower to consummate the Transactions.

(o) The Agent shall have received a reasonably customary insurance certificate naming it as additional insured or loss payee, as the case may be, together with such endorsements in favor of the Agent with respect to the insurance policies or other instruments or documents evidencing insurance coverage in accordance with Section 5.06.

(p) The Borrower shall have executed and delivered the Warrant and the Registration Rights Agreement, and the Warrant shall be issued in favor of the Agent or the Lenders, as the case may be.

(q) The Lenders shall have received such other documents and certificates as the Lenders or their counsel may reasonably request.

(r) Since January 1, 2012, other than as described in the Borrower’s 10-K for the period ended January 1, 2012 or the Borrower’s 10-Q for the period ended on or about July 1, 2012, no event, circumstance, or change has occurred that has or could reasonably be expected to result in a Material Adverse Effect with respect to Borrower and its Subsidiaries.

(s) The Borrower shall have appointed an independent firm of financial advisors which possesses chief restructuring officer capabilities acceptable to the Agent in its sole discretion (the “Advisory Firm”); it being understood and agreed that the firms of Xxxxxxx & Marsal, FTI Consulting or Xxxxxx XxxXxxxxx are acceptable to the Agent.

SECTION 4.02. Delayed Draw Term Loans. The obligation of each Lender to make each Delayed Draw Term Loan, is subject to the following conditions precedent:

(a) No Default shall have occurred and be continuing on the date of the funding of the Delayed Draw Term Loan or would occur after giving effect to the funding of such Delayed Draw Term Loan, the application of the proceeds of such Delayed Draw Term Loan as provided herein, and the payment of all estimated legal, underwriting, banking, accounting and other fees related hereto in accordance with the terms of this Agreement, and the representations and warranties contained in this Agreement and each other Loan Document, and the representations and warranties contained in each certificate or other writing delivered to the Lenders in satisfaction of the conditions set forth in this Section 4.02 prior to or on the date of the funding of the Delayed Draw Term Loan (except to the extent such representations and warranties expressly relate to an earlier date, in which case they are true as of such earlier date), shall be correct in all material respects on and as of the date of the funding of the Delayed Draw Term Loan.

(b) The Agent shall have received all fees and other amounts and Warrants due and payable (and issuable) on or prior to the date of the funding of the Delayed Draw Term Loan, including without limitation those set forth in Section 2.03 hereof, and, to the extent invoiced, reimbursement or payment of all out-of-pocket expenses required to be reimbursed or paid by the Borrower hereunder.

(c) Borrower shall have provided the Agent with actual reported financial results reasonably demonstrating Borrower’s achievement of its forecasted revenues of $60,000,000 for the quarter ended on or about January 1, 2013.

(d) There shall be no legal bar to the Lenders making the Delayed Draw Term Loan.

(e) The Equity Interests of the Borrower shall be listed on a “national securities exchange” (as defined in the California Corporations Code and the rules and regulations thereunder).

(f) The Lenders shall have received the executed legal opinion of Xxxxxxxxx Xxxxx Xxxxxxx & Xxxxx, counsel to the Borrower, in respect of any Warrants to be issued as of the date of the funding of the Delayed Draw Term Loan, in form and substance reasonably satisfactory to the Agent.

ARTICLE V

Affirmative Covenants

Until the principal of and interest (and premium, if any) on all Loans, all fees or other consideration payable hereunder, all Commitments hereunder have been terminated or have ceased and all other Obligations shall have been paid in full, the Borrower covenants and agrees with the Lenders that:

SECTION 5.01. Financial Statements and Other Information. The Borrower will furnish to the Agent, with copies to each Lender, each of the financial statements, reports, and other items set forth on Schedule 5.01 at the times specified therein. In addition, Borrower agrees that, except as set forth on Schedule 5.01, none of its Subsidiaries will have a fiscal year different from that of Borrower. In addition, Borrower agrees to maintain a system of accounting that enables Borrower to produce financial statements in accordance with GAAP. Borrower shall also keep a reporting system that shows all additions, sales, claims, returns, and allowances with respect to its and its Subsidiaries’ sales.

SECTION 5.02. Collateral Reports. Borrower will provide Agent (and if so requested by Agent, with copies for each Lender) with each of the reports set forth on Schedule 5.02 at the times specified therein. In addition, Borrower agrees to use commercially reasonable efforts in cooperation with Agent to facilitate and implement a system of electronic collateral reporting in order to provide electronic reporting of each of the items set forth above.

SECTION 5.03. Existence. Borrower shall, and cause each of its Subsidiaries to, at all times preserve and keep in full force and effect its existence (including being in good standing in its jurisdiction of organization) and all rights and franchises, licenses and permits material to its business; provided, however, that neither Borrower nor any of its Subsidiaries shall be required to preserve any such right or franchise, licenses or permits if such Person’s board of directors (or similar governing body) shall determine that the preservation thereof is no longer desirable in the conduct of the business of such Person, and that the loss thereof is not disadvantageous in any material respect to such Person or to the Lenders.

SECTION 5.04. Maintenance of Properties. Borrower and each of its Subsidiaries shall maintain and preserve all of its assets that are necessary or useful in the proper conduct of its business in good working order and condition, ordinary wear, tear, and casualty excepted and Permitted Dispositions excepted, and comply with the material provisions of all

material leases to which it is a party as lessee, so as to prevent the loss or forfeiture thereof, unless such provisions are the subject of a Permitted Protest.

SECTION 5.05. Taxes. The Borrower shall cause all assessments and taxes imposed, levied, or assessed against Borrower or its Subsidiaries, or any of their respective assets or in respect of any of its income, businesses, or franchises to be paid in full, before delinquency or before the expiration of any extension period, except to the extent that the validity of such assessment or tax shall be the subject of a Permitted Protest. Borrower will and will cause each of its Subsidiaries to make timely payment or deposit of all tax payments and withholding taxes required of it and them by applicable laws, including those laws concerning F.I.C.A., F.U.T.A., state disability, and local, state, and federal income taxes, and will, upon request, furnish Agent with proof reasonably satisfactory to Agent indicating that Borrower and its Subsidiaries have made such payments or deposits.

SECTION 5.06. Insurance. At Borrower’s expense, Borrower shall maintain insurance respecting Borrower’s and its Subsidiaries’ assets wherever located, covering loss or damage by fire, theft, explosion, and all other hazards and risks as ordinarily are insured against by other Persons engaged in the same or similar businesses. Borrower also shall maintain (with respect to itself and its Subsidiaries) business interruption, public liability, and product liability insurance, as well as insurance against larceny, embezzlement, and criminal misappropriation. All such policies of insurance shall be with responsible and reputable and financially sound insurance companies and in such amounts as is carried generally in accordance with sound business practice by companies in similar businesses similarly situated and located and in any event in amount, adequacy and scope reasonably satisfactory to Agent. Borrower shall name the Agent as an “additional insured” under the Borrower’s general liability and pollution liability policies. All property insurance policies covering the Collateral are to be made payable to Agent for the benefit of Agent and the Lenders, as their interests may appear, in case of loss, pursuant to a standard loss payable endorsement with a standard non contributory “lender” or “secured party” clause and are to contain such other provisions as Agent may reasonably require to fully protect the Lenders’ interest in the Collateral and to any payments to be made under such policies. All certificates of insurance are to be delivered to Agent, with the loss payable and additional insured endorsement in favor of Agent and shall provide for not less than 30 days (10 days in the case of non-payment) prior written notice to Agent of the exercise of any right of cancellation. If Borrower fails to maintain such insurance, Agent may arrange for such insurance, but at Borrower’s expense and without any responsibility on Agent’s part for obtaining the insurance, the solvency of the insurance companies, the adequacy of the coverage, or the collection of claims, and will endeavor to give prompt notice to Borrower if it has done so. Borrower shall give Agent prompt notice of any loss exceeding $100,000 covered by any of its insurance policies. Upon the occurrence and during the continuance of an Event of Default, (i) Agent shall have the sole right to file claims under any insurance policies, to receive, receipt and give acquittance for any payments that may be payable thereunder, and to execute any and all endorsements, receipts, releases, assignments, reassignments or other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such insurance policies, and (ii) any monies received as payment for any loss under any insurance policy shall first be applied to the payment in full of the Obligations, with any remaining monies remitted to Borrower for application to the costs of repair, replacement or restoration of the property that is the subject of the loss.

SECTION 5.07. Inspection. Borrower will, and will cause each of its Subsidiaries to, (i) keep proper books of record and accounts in which full, true and correct entries in conformity in all material respects with GAAP shall be made of all dealings and transactions in relation to its business and activities and (ii) permit Agent and each of its duly authorized representatives or agents to visit any of its properties and inspect any of its assets or books and records, to examine and make copies of its books and records, and to discuss its affairs, finances, and accounts with, and to be advised as to the same by, its officers and employees at such reasonable times and intervals as Agent may designate and, so long as no Default or Event of Default exists, with reasonable prior notice to Borrower.

SECTION 5.08. Compliance with Laws. The Borrower will, and will cause each of its Subsidiaries to, comply with all laws, rules, regulations and orders (including, without limitation, Environmental Laws) of any Governmental Authority applicable to it or its property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

SECTION 5.09. Notices. The Borrower will, and will cause each of its Subsidiaries to, promptly notify the Agent and each Lender of each of the following (and in no event later than three Business Days after becoming aware thereof):

(a) the occurrence or existence of any Default or Event of Default;

(b) any dispute, litigation, investigation, proceeding or suspension which may exist at any time between Borrower or any of its Subsidiaries and any Governmental Authority which could reasonably be expected to result, either individually or in the aggregate, in a Material Adverse Effect;

(c) the commencement of, or any material development in, any litigation or proceeding affecting Borrower or a Subsidiary of Borrower (i) in which the amount of damages claimed is $250,000 (or its equivalent in another currency or currencies) or more, (ii) in which injunctive or similar relief is sought and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect, or (iii) in which the relief sought is an injunction or other stay of the performance of this Agreement or any other Loan Document; and

(d) any of the following, if the same could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect, together with a copy of any notice with respect to such event that may be required to be filed with a Governmental Authority and any notice delivered by a Governmental Authority to any of them with respect to such event:

(i) an ERISA Event;

(ii) the adoption of any new Qualified Plan that is subject to Title IV of ERISA or Section 412 of the Code by any member of the Controlled Group;

(iii) the adoption of any amendment to a Qualified Plan that is subject to Title IV of ERISA or Section 412 of the Code, if such amendment results in a material increase in benefits or unfunded liabilities; or

(iv) the commencement of contributions by any member of the Controlled Group to any Multiemployer Plan or Qualified Plan that is subject to Title IV of ERISA or Section 412 of the Code.

SECTION 5.10. Use of Proceeds. The proceeds of the Loans will be used for the following purposes: (i) working capital and the payment of normal course current liabilities, including without limitation trade accounts payable and employee payroll expenses; (ii) to fund the Reserve Account; and (iii) to pay fees and expenses due and payable in connection with the Transactions.

SECTION 5.11. Material Contracts. Contemporaneously with the delivery of an amendment to Schedule 3.17, provide Agent with copies of (a) each Material Contract listed on such amendment, and (b) each material amendment or modification of any Material Contract entered into since the Closing Date or delivery of any amendment to Schedule 3.17, as applicable; provided that if any such Material Contract or material amendment or modification of a Material Contract is an exhibit to a report filed by Borrower with the SEC, then Borrower may satisfy the foregoing by providing notice of the filing of such report to Agent within one Business Day of the date of such filing, which notice shall describe the report and the Material Contract or material amendment or modification of a Material Contract that is attached as an exhibit.

SECTION 5.12. Location of Inventory and Equipment. Keep (a) Borrower’s and its Subsidiaries’ Inventory and Equipment (other than (i) vehicles or Equipment out for repair, (ii) Inventory and Equipment sold pursuant to Permitted Dispositions and (iii) test Equipment and Inventory delivered to Borrower’s contract manufacturers in the ordinary course of business for use in the manufacture and repair of Borrower’s products) only at the locations identified in Schedule 5.12(a), and (b) Borrower’s and its Subsidiaries’ chief executive offices at the locations set forth on Schedule 3.06(b). If Borrower still maintains Inventory or Equipment in excess of $25,000 at its leased property in Coppell, Texas as of October 31, 2012, it shall use commercially reasonable efforts to obtain for the benefit of the Agent as promptly as practicable a fully executed Collateral Access Agreement in respect of such property. Further, Borrower shall maintain its jurisdiction of incorporation as Delaware and shall not change its organizational form.

SECTION 5.13. Anti-Assignment Provisions; Purchase Orders. Use commercially reasonable efforts to ensure that its customer contracts entered into after the Closing Date and any purchase orders issued after the Closing Date for its products or services (in each case, other than those customer contracts or purchase orders that are on the customer’s form for such items and not the Borrower’s form for such items) do not prohibit the assignment thereof (and all rights of Borrower or such Subsidiary, as applicable, thereunder) to Borrower’s or such Subsidiary’s lenders or an agent for any lenders (and any transferees of such lenders or such agent, as applicable). Use reasonable best efforts to ensure that any purchase orders issued after the Closing Date for Borrower’s products or services are issued to, and in the name of, Borrower other than (a) purchase orders generated in India or (b) orders for repair work in Thailand.

SECTION 5.14. Further Assurances At any time upon the request of Agent, Borrower shall, or shall cause its Subsidiaries to, execute and/or deliver to Agent any and all

guarantees, financing statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, mortgages (including leasehold mortgages if (i) the consent of the landlord for a leasehold mortgage is not necessary or (ii) the consent of the landlord for a leasehold mortgage is necessary, Borrower shall use all commercially reasonable efforts to obtain such consent), deeds of trust, opinions of counsel, motor vehicle certificates of title, instruments, documentation in respect of compliance with the Federal Assignment of Claims Act or the Federal Assignment of Contracts Act, endorsements in respect of key man life insurance policies and all other documents (collectively, the “Additional Documents”) that Agent may request in form and substance reasonably satisfactory to Agent, to create, perfect, continue perfected or to better perfect the Agent’s Liens in all of the assets of Borrower and its Subsidiaries (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal), to create and perfect Liens in favor of Agent in any Real Property acquired by Borrower or its Subsidiaries after the Closing Date, to obtain guarantees, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents); provided that the foregoing shall not apply to (a) any Inactive Subsidiary for so long as such Subsidiary remains an Inactive Subsidiary, or (b) any Subsidiary of Borrower that is a CFC if providing such documents would result in material adverse tax consequences. To the maximum extent permitted by applicable law, Borrower authorizes Agent to execute any such Additional Documents in Borrower’s or its Subsidiary’s name, as applicable, and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In furtherance of and not in limitation of the foregoing, Borrower shall take such actions as Agent may reasonably request from time to time to ensure that the Obligations are secured by substantially all of the assets of Borrower and its Subsidiaries (other than the Inactive Subsidiaries (for so long as such Subsidiary remains an Inactive Subsidiary) and subject to limitations contained in the previous sentence with respect to CFCs) and all of the outstanding Stock of Borrower’s Subsidiaries (other than the Inactive Subsidiaries (for so long as such Subsidiary remains an Inactive Subsidiary) and subject to limitations contained in the Loan Documents with respect to CFCs). No new Subsidiary of the Borrower shall be created, nor shall any Inactive Subsidiary cease to be an Inactive Subsidiary, unless (a) the Borrower has given the Agent not less than 10 Business Days’ prior written notice of same, and (b) the Borrower shall have taken, prior to the creation of such Subsidiary or an Inactive Subsidiary ceasing to be an Inactive Subsidiary, such actions as the Agent may request in accordance with this section.

SECTION 5.15. Cash Management and Accounts. Borrower shall, and shall cause its Subsidiaries to, ensure that the representations and warranties set forth in Section 3.27 and Section 3.31 hereof shall be true and correct at all times from and after the Closing Date; provided however that with respect to the Accounts of the Borrower’s Subsidiaries from and after the Closing Date, the Borrower’s Subsidiaries in India and Brazil and (in respect of certain repair and testing work) Thailand may from time to time continue to generate Accounts not currently set forth on Schedule 3 to the Perfection Certificate so long as in no event shall the Accounts of the Borrower’s Subsidiaries at any time exceed 25% of the Accounts of the Borrower and its Subsidiaries on a consolidated basis.

SECTION 5.16. Advisory Firm. Borrower shall instruct the Advisory Firm to report directly to the Borrower and to the Borrower’s Board of Directors from time to time. The Borrower shall ensure that the Advisory Firm remains engaged at least until January 1, 2013. Borrower shall not pay the Advisory Firm any amounts in excess of a weekly expense cap of

$50,000. Borrower shall request the Advisory Firm to perform the following functions while it is engaged by the Borrower: (a) review and comment on the Borrower’s rolling 13-week cash flow forecast on a weekly basis, (b) review and comment on the Borrower’s cash flow variance analysis on a weekly basis, (c) review and comment on the Borrower’s business plan for the fiscal year ending on or about January 1, 2014 and (d) participate in calls with the Agent and the Lenders every two weeks regarding the cash flow of the Borrower.

SECTION 5.17. Lender Meetings. Not later than two Business Days after the earlier of (a) the delivery of the weekly financial deliverables set forth in Section 5.01 to Agent and the Lenders and (b) the scheduled date of delivery for the weekly financial information set forth in Section 5.01 (it being understood and agreed that, notwithstanding the foregoing, Borrower shall not be required to hold such calls more than once every two weeks), one or more Responsible Officers of the Borrower shall hold a conference call at a reasonable time to discuss such financial information with Agent and the Lenders and such other information as Agent or the Lenders may request and for so long as the Advisory Firm is engaged, Borrower shall use commercially reasonable efforts to ensure that appropriate personnel from the Advisory Firm participates in such conference calls.

SECTION 5.18. Business Plan. The Borrower shall submit to the Agent a copy of the Borrower’s business plan for the fiscal year ending on or about January 1, 2014 by no later than November 30, 2012.

SECTION 5.19. Notification Letters. The Borrower shall use commercially reasonable efforts to obtain written acknowledgements of each of the Notification Letters from each of the Account Debtors to whom such Notification Letters were sent pursuant to Section 4.01(i) hereof as promptly as practicable after the Closing Date.

SECTION 5.20. Overseas Cash. If at any time the Borrower and its Subsidiaries have cash and Cash Equivalents in Deposit Accounts, Securities Accounts or Commodity Accounts outside of the United States in excess of $7,000,000, the Borrower shall (a) promptly advise the Agent of that fact, the circumstances giving rise to that fact, what actions it intends to take to transfer any amount in excess of $7,000,000 back to the United States and the anticipated timing of such transfer, (b) use all commercially reasonable efforts to transfer all cash and Cash Equivalents in excess of such amount to a Deposit Account, Securities Account or Commodity Account in the United States that is subject to the Agent’s “Control” (as defined in the Security Agreement) pursuant to an effective Control Agreement as promptly as practicable and (c) provide evidence reasonably satisfactory to the Agent of its commercially reasonable efforts referenced in clause (b).

SECTION 5.21. Post-Closing Covenants. Not later than 20 days after the Closing Date, the Borrower shall have delivered to Agent, in each case in form and substance satisfactory to the Agent: (a) a fully executed Collateral Access Agreement in respect of the Borrower’s leased property in Santa Ana, California and (b) fully executed bailee letters in respect of (i) the Xxxxxxx Global Logistics warehouses in Carson, California and Redondo Beach, California and (ii) the Xxxx 3PL Third Party Logistics warehouse in Landover, Maryland; provided however that Agent may agree to extend such deadline or waive the requirements in this Section 5.21 in its sole discretion if Agent is satisfied that the Borrower was unable to obtain

such Collateral Access Agreement and bailee letters after the use of all commercially reasonable efforts on its part to do so.

ARTICLE VI

Negative Covenants

SECTION 6.01. Indebtedness. Neither the Borrower nor any of its Subsidiaries will create, incur, assume, suffer to exist, guarantee, or otherwise become or remain, directly or indirectly, liable with respect to any Indebtedness, except for Permitted Indebtedness. For the avoidance of doubt, nothing herein shall be construed to permit Borrower to make any payments to any of its Subsidiaries in respect of any of intra-company obligations existing on or prior to the Closing Date (including without limitation those set forth on Schedule 3.19) (any such amounts owed by the Borrower as of the Closing Date referred to herein as “Pre-Existing Borrower Intercompany Payables”), other than as expressly permitted pursuant to the final paragraph of Section 6.11.

SECTION 6.02. Liens. Neither the Borrower nor any of its Subsidiaries will create, incur, assume, or suffer to exist, directly or indirectly, any Lien on or with respect to any of its assets, of any kind, whether now owned or hereafter acquired, or any income or profits therefrom, except for Permitted Liens.

SECTION 6.03. Fundamental Changes; Permitted Dispositions; Acquisitions.

(a) The Borrower will not, and will not permit any of its Subsidiaries to, merge into or consolidate with any other Person (unless such Person is Borrower or a Subsidiary of Borrower; it being understood and agreed that if any Person is merging into or consolidating with Borrower, Borrower shall be the surviving Person), or permit any other Person (unless such Person is Borrower or a Subsidiary of Borrower; it being understood and agreed that if any Person is merging into or consolidating with Borrower, Borrower shall be the surviving Person) to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its properties or assets (in each case, whether now owned or hereafter acquired), or liquidate or dissolve. Notwithstanding the foregoing, Inactive Subsidiaries of the Borrower may be liquidated or dissolved as long as any remaining assets of such liquidated or dissolved Inactive Subsidiaries are transferred to the Borrower or disposed of in one or more Permitted Dispositions.

(b) The Borrower will not, and will not permit any of its Subsidiaries to, (i) engage to any material extent in any business other than businesses (and businesses reasonably related thereto) of the type conducted by it on the date of execution of this Agreement or (ii) amend its Organizational Documents, other than any amendment to effect a reverse stock split,

increase the number of authorized shares of the Borrower or any of the Borrower’s Subsidiaries or enter into any new Organizational Documents. Notwithstanding the foregoing, Powerwave Technologies Brazil Comercio de Equipmamentos de Telecommunicacao Ltd. may issue Equity Interests to its direct shareholders in connection with Permitted Intercompany Advances made to it.

(c) The Borrower will not, and will not permit any of its Subsidiaries to, dispose of any assets or property, other than Permitted Dispositions.

(d) Other than Investments covered by Section 6.04, the Borrower will not, and will not permit any of its Subsidiaries to, acquire by purchase or otherwise (other than purchases or other acquisitions of inventory, materials and equipment in the ordinary course of business) the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business or other business unit of any Person.

SECTION 6.04. Investments. Except for Permitted Investments, the Borrower will not, and will not permit any of its Subsidiaries, directly or indirectly, to make or acquire any Investment or incur any liabilities (including contingent obligations) for or in connection with any Investment; provided, however, that (other than (a) Restricted Cash to the extent cash collateralizing any letters of credit set forth under the heading “Letters of Credit” on Schedule 3.19 as of the Closing Date and any letters of credit permitted under clause (j) of the definition of Permitted Indebtedness (in each case for so long as such amounts cash collateralizing such letters of credit are not in excess of 105% of the face amount of such letters of credit for letters of credit issued in the United States, and 115% of the face amount of such letters of credit for letters of credit issued outside of the United States), (b) amounts on deposit as of the Closing Date in the Borrower’s Bank of America account XXX454 (for so long as such amounts are required by Bank of America to cash collateralize Borrower’s obligations in respect of Bank of America’s treasury services for the Borrower and not in excess of any such amounts as of the Closing Date) and (c) up to $75,000 of Restricted Cash on deposit in the Borrower’s Deposit Account with Xxxxx Fargo referenced in clause (t) of the definition of Permitted Liens) Borrower shall not have Permitted Investments consisting of cash, Cash Equivalents, or amounts credited to Deposit Accounts, Securities Accounts or Commodity Accounts in the United States unless Borrower and the applicable securities intermediary or bank have entered into Control Agreements with Agent governing such Permitted Investments in order to perfect (or further establish) the Agent’s Liens in such Permitted Investments.

SECTION 6.05. Restricted Payments. The Borrower will not, and will not permit any of its Subsidiaries to, declare or make, or agree to pay or make, directly or indirectly, any Restricted Payment, except (a) Subsidiaries of the Borrower may declare and pay dividends to the Borrower or another Subsidiary of Borrower and (b) Borrower may issue non-cash Equity Interests (other than Disqualified Equity Interests) to shareholders and warrantholders.

SECTION 6.06. Transactions with Affiliates. Borrower will not directly or indirectly enter into or permit to exist any transaction with any Affiliate of Borrower or any of its Subsidiaries except for:

(a) transactions (other than purchases of inventory or other assets from manufacturing Subsidiaries of the Borrower in the ordinary course of business consistent with past practice) between Borrower, on the one hand, and any Affiliate of Borrower or its Subsidiaries, on the other hand, so long as such transactions (i) are upon fair and reasonable terms, (ii) are fully disclosed to Agent prior to the consummation thereof, if they involve one or more payments by Borrower or its Subsidiaries in excess of $100,000 for any single transaction or series of related transactions, and (iii) are on terms that are no less favorable to Borrower than would be obtained in an arm’s length transaction with a non-Affiliate of Borrower;

(b) so long as it has been approved by Borrower’s Board of Directors in accordance with applicable law, any indemnity provided for the benefit of directors of Borrower;

(c) so long as it has been approved by Borrower’s Board of Directors, the payment of reasonable fees, compensation, or employee benefit arrangements to employees, officers, and outside directors of Borrower in the ordinary course of business and consistent with industry practice; and

(d) transactions permitted by Section 6.03 or Section 6.05, or any Permitted Intercompany Advance.

SECTION 6.07. Restrictive Agreements. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, enter into, incur or permit to exist any agreement (other than the Loan Documents) or other arrangement that prohibits, restricts or imposes any condition upon:

(a) the ability of the Borrower or any of its Subsidiaries to create, incur or permit to exist any Lien upon any of its property or assets; or

(b) the ability of any Subsidiary of Borrower to (A) pay dividends or other distributions, (B) make or repay loans or advances to the Borrower or any other Subsidiary of Borrower, (C) Guarantee Indebtedness of the Borrower or any other Subsidiary of Borrower or (D) transfer, lease or license any of its property or assets to Borrower or any other Subsidiary of Borrower; provided that:

(i) the foregoing shall not apply to restrictions and conditions imposed by this Agreement;

(ii) the foregoing shall not apply to restrictions and conditions existing on the date hereof identified on Schedule 6.07(b) (but shall apply to any extension or renewal of, or any amendment or modification expanding the scope of, any such restriction or condition);

(iii) the Second Lien Indebtedness may contain the foregoing restrictions as long as such restrictions are not more onerous to the Borrower and its Subsidiaries than the restrictions contained in this Agreement regarding same;

(iv) clause (a) above shall not apply to restrictions or conditions imposed by any agreement relating to secured Indebtedness permitted by this

Agreement if such restrictions or conditions apply only to the property or assets securing such Indebtedness; and

(v) clause (a) above shall not apply to customary provisions in leases and other contracts restricting the assignment thereof (subject in all cases to Sections 9406, 9407, 9408 or 9409 of the Uniform Commercial Code of the applicable jurisdiction (or any successor provision or provisions) or any other applicable law (including the Bankruptcy Code) or principles of equity)).

SECTION 6.08. Issuances of Equity Interests.

(a) The Borrower will not permit any of its Subsidiaries to issue or sell or enter into any agreement or arrangement for the issuance and sale of, any shares of its Equity Interests (other than to its immediate parent).

(b) The Borrower shall not issue any Equity Interests that are Disqualified Equity Interests.

SECTION 6.09. Sale and Leaseback Transactions. None of the Borrower or any Subsidiary of Borrower will enter into any Sale and Leaseback Transaction.

SECTION 6.10. Accounting Methods and Fiscal Year. Borrower will not modify or change its fiscal year or its method of accounting (other than as may be required to conform to GAAP), nor shall Borrower change its how its fiscal year end is determined from the method of determining its fiscal year end as of the Closing Date.

SECTION 6.11. Prepayments and Amendments. Except solely in connection with the refinancing of the 1.875% Notes, the 2.750% Notes or the 3.875% Notes with Indebtedness that constitutes Refinancing Indebtedness or a cashless exchange of the 1.875% Notes, the 2.750% Notes or the 3.875% Notes for Second Lien Indebtedness permitted by clause (i)(x) of the definition of Second Lien Indebtedness, none of Borrower or any Subsidiary of Borrower may:

(a) optionally prepay, redeem, defease, purchase, or otherwise acquire any Indebtedness of Borrower or its Subsidiaries, other than the Obligations in accordance with this Agreement or

(b) make any payment on account of Indebtedness that has been contractually subordinated in right of payment if such payment is not permitted at such time under the subordination terms and conditions, or

(i) any agreement, instrument, document, indenture, or other writing evidencing or concerning Indebtedness permitted under Section 6.01 other than (A) the Obligations in accordance with this Agreement or (B) Permitted

Intercompany Advances, except to the extent such amendment, modification or change could not, individually or in the aggregate, reasonably be expected to be adverse to the interests of the Lenders in any material respect, or

(ii) any Material Contract (other than the 1.875% Notes Documents, the 2.750% Notes Documents or the 3.875% Notes Documents in connection with Refinancing Indebtedness thereof that constitutes Permitted Indebtedness under Section 6.01) except to the extent that such amendment, modification, alteration, increase, or change could not, individually or in the aggregate, reasonably be expected to be materially adverse to the interests of the Lenders.

Subject in each case to the subordination provisions of the 1.875% Notes Indenture, the 2.750% Notes Indenture, the 3.875% Notes Indenture, any Refinancing Indebtedness in respect of the foregoing, and any Additional Unsecured Subordinated Indebtedness and for so long as no Event of Default has occurred and is continuing hereunder, Borrower shall be permitted to make regularly scheduled payments of interest in respect of the 1.875% Notes, the 2.750% Notes, the 3.875% Notes, any Refinancing Indebtedness in respect thereof and any Additional Unsecured Subordinated Indebtedness (but not, for the avoidance of doubt, any (i) cash principal payments on, or redemptions of, any of the foregoing Indebtedness (other than as set forth in clause (a) above in respect of refinancing the 1.875% Notes, the 2.750% Notes or the 3.875% Notes with Refinancing Indebtedness) or (ii) “Additional Interest,” “Special Interest,” “Liquidated Damages” or any like additional interest under the terms of the 1.875% Notes Documents, 2.750% Notes Documents, the 3.875% Notes Documents, any Refinancing Indebtedness in respect thereof or any Additional Unsecured Subordinated Indebtedness). Furthermore, for the avoidance of doubt, Borrower is not permitted to make any principal payments on any Second Lien Indebtedness for so long as any Obligations or any Commitments are outstanding.

Notwithstanding any other provision herein to the contrary, in no event shall the Borrower make any principal, interest or other payments on any Pre-Existing Borrower Intercompany Payables, unless each of the following conditions are satisfied: (i) no Default or Event of Default has occurred and is continuing or would result from any such payment, (ii) both before and immediately after giving effect to any such payment by the Borrower, the Borrower has Liquidity of greater than or equal to $8,000,000 and (iii) material adverse tax consequences to the Borrower would result if the Borrower does not make such payment at or about the time the Borrower makes such payment. For so long as the foregoing conditions have been satisfied, the Borrower may make payments of only those Pre-Existing Borrower Intercompany Payables that constitute the payment of operating expenses of Foreign Subsidiaries in the ordinary course of business consistent with past practice or for the purchase of products or services on terms consistent with a transaction negotiated at arms-length. For so long as the restrictions set forth in the first sentence of this paragraph have been satisfied, if the purpose of any payment on any Pre-Existing Borrower Intercompany Payable is for any other purpose (including in respect of mitigating adverse tax consequences) than those set forth in the immediately preceding sentence, the Borrower may make payments of Pre-Existing Borrower Intercompany Payables only if the following additional conditions are met: (a) no such payment may be made prior to December 31, 2012, (b) no single payment may exceed $2,500,000, (c) prior to making any payment, the Borrower must deliver to the Agent documentation reasonably satisfactory to the Agent indicating that not less than 90% of such payment will be dividended back to the Borrower

within five Business Days and (d) no payment may be made unless the condition set forth in clause (c) has been met for the initial payment made pursuant to this sentence and, thereafter, for all other previous payments made pursuant to this sentence.

SECTION 6.12. Subsidiaries. Borrower shall not cause any Inactive Subsidiary to no longer qualify as an Inactive Subsidiary or create any new Subsidiary that does not qualify as an Inactive Subsidiary. From the Closing Date, Borrower shall not, and Borrower shall cause each of its Subsidiaries to not, advance or loan any funds to Powerwave Cognition, Inc.. Borrower shall cause Powerwave Cognition, Inc. from and after the Closing Date to continue not engage in any business activities and shall ensure that Powerwave Cognition, Inc. shall not have any additional material liabilities or have any assets in excess of such liabilities or assets as of the Closing Date.

ARTICLE VII

Financial Covenants

SECTION 7.01. Minimum Revenue. Except for any fiscal quarter in which the Company’s EBITDA is in excess of $4,000,000 for such quarter and its revenues are in excess of $65,000,000 for such quarter, the Borrower shall not permit consolidated revenue as set forth on its consolidated statements of operations delivered in accordance with Section 5.01 for any fiscal quarter to be less than the minimum amount set forth in the table below opposite the last day of such fiscal quarter:


Fiscal Quarter Ending On or About	Minimum Revenue
October 1, 2012	$	40,000,000
January 1, 2013	$	51,000,000
April 1, 2013	$	57,417,500
July 1, 2013	$	61,455,000
October 1, 2013	$	66,682,500
January 1, 2014	$	66,682,500
April 1, 2014	$	66,682,500
July 1, 2014	$	66,682,500
October 1, 2014	$	66,682,500


January 1, 2015	$	66,682,500
April 1, 2015	$	66,682,500
July 1, 2015	$	66,682,500

SECTION 7.02. Minimum EBITDA. The Borrower shall not permit consolidated EBITDA for any fiscal quarter to be less than the minimum amount set forth in the table below opposite the last day of such fiscal quarter:


Fiscal Quarter Ending On or About	Minimum EBITDA
January 1, 2013	($	6,267,500	)
April 1, 2013	$	1,000,000
July 1, 2013	$	3,669,450
October 1, 2013	$	3,669,450
January 1, 2014	$	3,669,450
April 1, 2014	$	3,669,450
July 1, 2014	$	3,669,450
October 1, 2014	$	3,669,450
January 1, 2015	$	3,669,450
April 1, 2015	$	3,669,450
July 1, 2015	$	3,669,450

SECTION 7.03. Minimum Liquidity. The Borrower shall not permit Liquidity to be less than $5,000,000 at any time.

SECTION 7.04. Capital Expenditures. The Borrower shall not permit the aggregate amount of Capital Expenditures made in any fiscal quarter of Borrower to exceed $1,200,000 (the “Maximum Base Capex Amount”); provided, however, that (x) if the aggregate amount of Capital Expenditures made in any fiscal quarter shall be less than the Maximum Base Capex Amount for such fiscal quarter (before giving effect to any carryover), then an amount equal to 50% of such shortfall may be added to the Maximum Base Capex Amount for the immediately succeeding (but not any other) fiscal quarter and (y) in determining whether any

amount is available for carryover, the amount expended in any fiscal quarter shall first be deemed to be from the Maximum Base Capex Amount for such fiscal quarter (without giving effect to any amount carried over from the prior fiscal quarter).

ARTICLE VIII

Events of Default

If any of the following events (“Events of Default”) shall occur:

(a) the Borrower shall fail to pay (i) any principal on any Loan when due, (ii) any interest on any Loan when due, or (iii) within two Business Days after any of the other Obligations (which shall not include, for the avoidance of doubt, those referred to in the preceding clauses (i) or (ii)) becomes due, the Borrower shall fail to pay such other Obligation;

(b) any representation or warranty made by the Borrower herein or in any other Loan Document, as applicable, or which is contained in any certificate, document or financial or other statement furnished at any time under or in connection with this Agreement or any other Loan Document shall prove to have been incorrect in any material respect when made or deemed made;

(c) (i) the Borrower shall fail to observe or perform any covenant, condition or agreement contained in Section 5.03 (with respect to organizational existence), Section 5.09, Section 5.10, Article VI or Article VII of this Agreement, or (ii) any Loan Document or any portion of a Loan Document shall for any reason not be or shall cease to be in full force and effect or is declared to be null and void, or the Borrower or any of its Subsidiaries takes (or declares its intent to take) any action for the purpose of terminating, repudiating or rescinding any Loan Document or any portion thereof or any of its obligations thereunder;

(d) the Borrower or any of its Subsidiaries shall fail to observe or perform any covenant, condition or agreement contained in this Agreement or in any other Loan Document (other than those specified in clause (a) or (c) of this Article), and, only if such default is capable of cure, such failure shall continue unremedied for a period of 10 days after the earlier to occur of (i) notice thereof from any of the Agent or any of the Lenders to the Borrower or (ii) an officer of the Borrower becoming aware of any such breach; an involuntary proceeding shall be commenced or an involuntary petition shall be filed seeking (i) bankruptcy, winding up, dissolution, liquidation, reorganization or other relief in respect of the Borrower or any of its Subsidiaries or its debts, or of a substantial part of its assets, under any federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect or (ii) the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official for any such Person or for a substantial part of its assets, and, in any such case, such proceeding or petition shall continue undismissed for 45 days or an order or decree approving or ordering any of the foregoing shall be entered;

(e) the Borrower or any of its Subsidiaries shall:

(i) voluntarily commence any proceeding or file any petition seeking bankruptcy, winding up, dissolution, liquidation, reorganization or other relief under any federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect;

(ii) consent to the institution of, or fail to contest in a timely and appropriate manner, any proceeding or petition described in clause (i) of this subsection (f);

(iii) apply for or consent to the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official for any such Person or for a substantial part of its assets;

(iv) file an answer admitting the material allegations of a petition filed against it in any such proceeding;

(v) make a general assignment for the benefit of creditors; or

(vi) take any action for the purpose of effecting any of the foregoing;

(f) if (i) a member of the Controlled Group shall fail to pay when due, after the expiration of any applicable grace period, any installment payment with respect to its Withdrawal Liability under a Multiemployer Plan; (ii) a member of the Controlled Group shall fail to satisfy its contribution requirements under Section 412(c)(11) of the Code, and the Plan has not sought a waiver under Section 412(d) of the Code; (iii) the occurrence of an ERISA Event; (iv) the tax-qualified status of a Qualified Plan is revoked by the Internal Revenue Service; (v) a violation of section 404, 405 or 406 of ERISA or the exclusive benefit rule under section 401(a) of the Code; (vi) a member of the Controlled Group is assessed a tax under any of sections 4971 through 4980I of the Code; and, the occurrence of any such event listed in clauses (i) through (vi), or the occurrence of any combination of events listed in clauses (i) through (vi) results in, or could reasonably be expected to result in, a Material Adverse Effect.

(g) if there is a default in one or more agreements to which Borrower or any of its Subsidiaries is a party with one or more third Persons relative to Borrower’s or any of its Subsidiaries’ Indebtedness (other than any Loan Documents) for which the aggregate principal amount of such Indebtedness is $250,000 or more, and such default (i) is a default in the payment when due of any principal of or interest on or any other amount payable in respect of such Indebtedness beyond the grace period therefor or (ii) results in a right by such third Person (or other holders of such Indebtedness or a trustee on behalf of such holder or holders or Person), irrespective of whether exercised, to cause that Indebtedness to become due and payable (or subject to a compulsory repurchase or redemption) prior to its stated maturity or the stated maturity of the underlying obligation, as the case may be;

(h) if one or more judgments, orders, or awards for the payment of money involving an aggregate amount of $250,000, or more (except to the extent fully covered by insurance pursuant to which the insurer has accepted liability therefor in writing) is entered or filed against Borrower or any of its Subsidiaries, or with respect to any of their respective assets, and either (i) such judgment, order, or award has not been discharged and there is a period of 30

consecutive days at any time after the entry of any such judgment, order, or award during which a stay of enforcement thereof is not in effect, or (ii) enforcement proceedings are commenced upon such judgment, order, or award;

(i) with respect to the Borrower or any of its Subsidiaries, any Loan Document to which such Person is a party shall fail to remain in full force or effect against such Person (except to the extent such Person has been released from its obligations thereunder in accordance with this Agreement or such other Loan Document or such Loan Document has expired or terminated in accordance with its terms) or such Person shall take any action to discontinue or to assert the invalidity or unenforceability of, or any action that results in the discontinuation or invalidity or unenforceability of, any Loan Document in any material respect or any Lien in favor of the Lenders under any Loan Document (except as contemplated by the Loan Documents), or such Lien shall not have the perfection or priority contemplated by the Loan Documents;

(j) if the Security Agreement or any other Loan Document that purports to create a Lien, shall, for any reason, fail or cease to create a valid and perfected and, except to the extent permitted by the terms hereof or thereof, first priority Lien on the Collateral covered thereby, except as a result of a disposition of the applicable Collateral in a transaction permitted under this Agreement;

(k) any provision of any Loan Document shall at any time for any reason be declared to be null and void, or the validity or enforceability thereof shall be contested by Borrower or its Subsidiaries, or a proceeding shall be commenced by Borrower or its Subsidiaries, or by any Governmental Authority having jurisdiction over Borrower or its Subsidiaries, seeking to establish the invalidity or unenforceability thereof, or Borrower or its Subsidiaries shall deny that Borrower or its Subsidiaries has any liability or obligation purported to be created under any Loan Document; or

(l) a Change of Control shall occur;

then, (1) upon the occurrence of any Event of Default described in clause (e) or clause (f) of this Article, automatically, and (2) upon the occurrence and during the continuance of any other Event of Default, upon notice to the Borrower by the Required Lenders (or the Agent, upon instructions from the Required Lenders), (A) any Commitments of each Lender shall immediately terminate, (B) each of the following shall immediately become due and payable without presentment, demand, protest or other notice of any kind, all of which are hereby waived by the Borrower: the unpaid principal of the Loans, together with accrued interest thereon and all outstanding fees and other Obligations hereunder and under the other Loan Documents and (C) Agent may enforce any and all Liens and security interests created pursuant to any of the Loan Documents or any other document purporting to create a Lien in favor of the Agent.

ARTICLE IX

Miscellaneous

SECTION 9.01. Amendments and Waivers. Neither this Agreement, any Note, any other Loan Document, nor any terms hereof or thereof may be amended, supplemented or modified except in accordance with the provisions of this Section. With the prior written consent of the Required Lenders, the Agent and the Borrower, the Borrower may, from time to time, enter into written amendments, supplements or modifications hereto and to the other Loan Documents for the purposes of adding any provisions to this Agreement or the other Loan Documents or changing in any manner the rights of the Lenders or the Borrower hereunder or thereunder or waiving, on such terms and conditions as may be specified in such instrument, any of the requirements of this Agreement or the Notes or the other Loan Documents or any Default and its consequences; provided, however, that no such waiver and no such amendment, supplement or modification shall: (a) reduce the amount or extend the maturity of any Loan or any installment due thereon, or reduce the rate or extend the time of payment of interest thereon, or reduce the amount or extend the time of payment of any fee, indemnity or reimbursement payable to any Lender hereunder, in each case without the written consent of the Lender affected thereby; or (b) (i) amend, modify or waive any provision of this Section 9.01 or reduce the percentage specified in or otherwise modify the definition of Required Lenders, or consent to the assignment or transfer by the Borrower of any of its rights and obligations under this Agreement and the other Loan Documents; or (ii) release the Borrower from any liability under its respective Loan Documents; or (iii) release any material portion of the Collateral, except in connection with any Permitted Disposition; or (iv) amend, modify or waive any provision of this Agreement requiring the consent or approval of all Lenders, in each case without the written consent of all the Lenders and the Agent; or (c) (i) amend, modify or waive any provision of Article X or (ii) without limiting the applicability of any provisions applicable to Lenders, reduce any fees or other consideration due to the Agent or modify any indemnity or reimbursement payable to the Agent or extend the time of payment on any of the foregoing, in each case without the written consent of the Agent. Any such waiver and any such amendment, supplement or modification shall apply equally to each of the Lenders and shall be binding upon the Borrower, the Lenders, the Agent, and all future Lenders. In the case of any waiver, the Borrower, the Lenders and the Agent, shall be restored to their former position and rights hereunder and under the other Loan Documents, and any Default waived shall be deemed to be cured and not continuing; but no such waiver shall extend to any subsequent or other Default, or impair any right consequent thereon.

SECTION 9.02. Notices.

(a) All notices, requests and demands or other communications to or upon the respective parties hereto to be effective shall be in writing unless otherwise expressly provided herein (including by telecopy or other electronic transmission), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered by hand, or 3 days after being deposited in the United States mail, certified and postage prepaid and return receipt requested, or, in the case of telecopy notice, when received, in each case addressed to the parties at their addresses as set forth on the signature pages hereof, or in the Assignment and

Assumption pursuant to which a Person becomes a party hereto, or to such other address as may be hereafter notified in writing by the respective parties hereto.

(b) The Agent shall be entitled to rely and act upon telephonic notices purportedly given by or on behalf of the Borrower even if (i) such notices were not made in a manner specified herein, were incomplete or were not preceded or followed by any other form of notice specified herein, (ii) such notices are found not to have been authorized by Borrower or (iii) the terms thereof, as understood by the recipient, varied from any confirmation thereof. The Borrower hereby indemnifies the Agent and each Lender from all losses, costs, expenses and liabilities resulting from the reliance by the Agent on any such notice.

SECTION 9.03. No Waiver; Cumulative Remedies. No failure to exercise and no delay in exercising, on the part of the Agent or any Lender, any right, remedy, power or privilege hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights, remedies, powers and privileges herein provided are cumulative and not exclusive of any rights, remedies, powers and privileges provided by law.

SECTION 9.04. Survival of Representations and Warranties and Agreements. All representations and warranties made hereunder by Borrower and in any document, certificate or statement delivered pursuant hereto or in connection herewith shall survive the execution and delivery of this Agreement. Notwithstanding anything herein or implied by law to the contrary, the agreements of the Borrower set forth in Section 2.08, Section 2.09, Section 9.05, Section 9.07(a), Section 9.11, Section 9.12 and Section 9.14 shall survive the payment of the Loans and the termination of this Agreement and the other Loan Documents.

SECTION 9.05. Payment of Expenses; Indemnification. The Borrower agrees, whether or not the transactions contemplated hereby are consummated: (a) to pay or reimburse the Agent for all its reasonable costs and out-of-pocket expenses incurred in connection with the preparation and execution of, and any amendment, supplement or modification to, this Agreement, the other Loan Documents and any other documents prepared in connection herewith or therewith, and the consummation and administration of the transactions contemplated hereby and thereby (including the transactions to occur on the Closing Date), including, without limitation, audit fees, appraisal fees, the reasonable fees and disbursements of outside counsel to the Agent (including local counsel to the Agent) and as to any amendment, supplement or modification to this Agreement or any other Loan Document and the administration of the transactions contemplated thereby, and with respect to the foregoing, without duplication thereof, the allocated reasonable costs of internal counsel to the Agent, (b) to pay or reimburse the Agent for all of the reasonable costs and expenses of the Agent of creating, perfecting, recording, maintain and preserving Liens created or purported to be created under the Loan Documents, (c) after the occurrence and during the continuance of a Default, to pay or reimburse the Agent and each Lender, for all its reasonable costs and out-of-pocket expenses incurred in connection with the enforcement or preservation of any rights under this Agreement, the other Loan Documents and any such other documents or in connection with any refinancing or restructuring of the credit arrangements provided under this Agreement in the nature of a “work-out” or of any insolvency or bankruptcy proceeding, including, without limitation,

reasonable legal fees and disbursements of outside counsel to the Agent and each Lender and, without duplication, the allocated reasonable cost of internal counsel to the Agent and each Lender, (d) to pay, and indemnify and hold harmless each Lender and the Agent from, any and all recording and filing fees and any and all liabilities with respect to, or resulting from any delay in paying, stamp, excise and other taxes, if any, which may be payable or determined to be payable in connection with the execution and delivery of, or consummation or administration of any of the transactions contemplated by, or any amendment, supplement or modification of, or any waiver or consent under or in respect of, this Agreement, the Notes, the other Loan Documents and any such other documents, (e) to pay all reasonable costs and expenses of the Agent and the Lenders incurred in connection with the inspections contemplated by Section 5.07 and (f) in addition to the payment of the expenses referred to in the preceding clauses (a) – (e), to indemnify, pay and hold harmless, the Agent and each Lender and each of their respective officers, partners, members, directors, trustees, advisors, employees, agents, sub-agents and any Affiliates of any of the foregoing (each, an “Indemnitee”), from and against any and all Indemnified Liabilities, provided, that the Borrower shall have no obligation hereunder to the Agent or any Lender with respect to Indemnified Liabilities arising primarily from the gross negligence or willful misconduct of the Agent or such Lender as determined by a court of competent jurisdiction in a final non-appealable judgment. Notwithstanding the foregoing, in any dispute between the Lenders or Agent and the Borrower concerning this Agreement, the Notes or any other Loan Document, neither the Lenders, Agent nor Borrower shall be responsible or liable to the other party, or any other person for any special, indirect, consequential, incidental or punitive damages (other than, in the case of Borrower, in respect of any such damages incurred or paid by any Indemnitee to a third party). The agreements in this Section shall survive the termination of this Agreement and the Commitments and the payment of the Loans and all other amounts payable hereunder. To the extent duplicative of the payments under Section 2.09, this Section 9.05 shall not apply to Taxes.

SECTION 9.06. Successors and Assigns; Participation; Purchasing Lenders.

(a) This Agreement shall be binding upon and inure to the benefit of the Borrower, the Lenders, the Agent, all future Lenders and their respective successors and assigns, except that (i) no Borrower may assign, transfer or delegate any of its rights or obligations under this Agreement without the prior written consent of each Lender and (ii) no Lender may assign or otherwise transfer (by participation or otherwise) any of its rights or obligations hereunder except in accordance with this Section 9.06.

(b) Any Lender may at any time sell to one or more Persons (other than the Borrower or any of its Affiliates) (“Participants”) participating interests in all or some of the rights of such Lender hereunder and under the other Loan Documents. A Participant shall have the right to vote only on the extension of regularly scheduled maturity of principal or interest with respect to its Loans, reduction of the principal amount or rate of interest or the release of substantially all of the Collateral. In the event of any such sale by a Lender of participating interests to a Participant, such Lender’s obligations under this Agreement to the other parties to this Agreement shall remain unchanged, such Lender shall remain solely responsible for the performance thereof, such Lender shall remain the holder of its Loans and Commitments for all purposes under this Agreement and the other Loan Documents, and the Borrower and the Agent shall continue to deal solely and directly with such Lender in connection with such Lender’s

rights and obligations under this Agreement and the other Loan Documents. No Lender or the Agent shall have any obligation to disclose any information regarding Participants (including the identity of any Participant or any information relating to a Participant’s interest in any Commitments or Loans) to the Borrower. A Participant shall not be entitled to receive any greater payment under Sections 2.08 and 2.09 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant unless the sale of the participation to such Participant is made with the Borrower’s prior written consent (not to be unreasonably withheld or delayed) and the Participant complies with Section 9.06(h) as if it were a Lender.

(c) Any Lender may at any time sell to one or more Eligible Assignees (“Purchasing Lenders”), all or any part of its rights and obligations under this Agreement, the Notes and the other Loan Documents pursuant to an Assignment and Assumption executed by such Purchasing Lender, such transferor Lender and the Agent, and delivered to the Agent for its acceptance and recording in the Register, accompanied by a processing fee reasonably determined by the Agent; provided, however, that any such sale (other than a sale of all of the selling Lender’s interest hereunder) must result in the Purchasing Lender having an interest in at least $1,000,000 in aggregate principal amount of Commitments and/or Loans under this Agreement. Upon such execution and delivery from and after the transfer closing date determined pursuant to such Assignment and Assumption and acceptance by the Agent, (x) the Purchasing Lender thereunder shall be a party hereto and, to the extent provided in the Assignment and Assumption, have the rights and obligations of a Lender hereunder, and (y) the transferor Lender thereunder shall, to the extent of such assigned portion and as provided in the Assignment and Assumption, be released from its obligations under this Agreement and the other Loan Documents (and, in the case of an Assignment and Assumption covering all or the remaining portion of a transferor Lender’s rights and obligations under this Agreement, such transferor Lender shall cease to be a party hereto). Any such Assignment and Assumption shall be deemed to amend this Agreement to the extent, and only to the extent, necessary to reflect the addition of such Purchasing Lender arising from the purchase by such Purchasing Lender of all or a portion of the rights and obligations of such transferor Lender under this Agreement and the other Loan Documents. Upon the request of any Purchasing Lender, the Borrower, at its sole expense, shall execute and deliver to the Agent in exchange for the surrendered Note or Notes a new Note or Notes to the order of such Purchasing Lender in an amount equal to the Commitments assumed by it, and if the transferor Lender has retained a Commitment or Loan hereunder, a new Note or Notes to the order of the transferor Lender in an amount equal to such Commitment or Loan retained by it hereunder. Such new Notes shall be dated the Closing Date. Notwithstanding anything to the contrary contained in this Section 9.06(c), a Lender may assign any or all of its rights under the Loan Documents to an Affiliate of such Lender or an Approved Fund of such Lender without delivering an Assignment and Assumption to the Agent or any other Person (a “Related Party Assignment”); provided, however, that (i) the assigning Lender promptly delivers notice to the Agent of such assignment identifying the assignee in detail reasonably acceptable to the Agent, (ii) the Borrower and the Agent may continue to deal solely and directly with such assigning Lender until an Assignment and Assumption has been delivered to the Agent for recordation in the Register, and provided that the failure of such assigning Lender to deliver an Assignment and Assumption to the Agent shall not affect the legality, validity, or binding effect of such assignment and (iii) an Assignment and Assumption between

the assigning Lender and an Affiliate of such Lender or an Approved Fund of such Lender shall be effective as of the date specified in such Assignment and Assumption.

(d) The Agent shall maintain at its address referred to in Section 9.02 a copy of each Assignment and Assumption delivered to it and a register (the “Register”) for the recordation of the names and addresses of the Lenders and the Commitments of, and principal amounts of the Loans owing to, each Lender from time to time. The entries in the Register shall be conclusive, in the absence of manifest error, and the Borrower, the Agent and the Lenders may treat each Person whose name is recorded in the Register as the owner of the Commitments or Loans recorded therein for all purposes of this Agreement. The Register shall be available for inspection by the Borrower or any Lender (solely with respect to its own interest) at any reasonable time and from time to time upon reasonable prior notice.

(e) Upon its receipt of an Assignment and Assumption executed by a transferor Lender and Purchasing Lender, the Agent shall (i) promptly accept such Assignment and Assumption and (ii) on the closing date determined pursuant thereto record the information contained therein in the Register.

(f) The Borrower authorizes the Agent and each Lender to disclose to any Participant or Purchasing Lender (each, a “Transferee”) and any prospective Transferee any and all information in such Lender’s possession concerning the Borrower and its Affiliates which has been delivered to such Lender by or on behalf of the Borrower pursuant to this Agreement or any other Loan Document or which has been delivered to such Lender by or on behalf of the Borrower in connection with such Lender’s credit evaluation of the Borrower.

(g) Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of such Lender, including any pledge or assignment to (i) secure obligations to a Federal Reserve Bank or (ii) any Person providing financing or other credit support to a Lender or any of its Affiliates or Approved Funds; provided that no such pledge or assignment of a security interest shall release Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.

(h) Each Lender (and each Person becoming a Lender pursuant to Section 9.06(c)), at the time such Lender becomes a party hereto, represents, warrants and agrees with the Agent as follows:

(i) Such Lender is entitled to receive any payments hereunder without the withholding or backup withholding of any tax and will furnish to Agent such forms, certifications, statements and other documents as Agent may request from time to time to evidence such Lender’s exemption from withholding or backup withholding of any tax imposed by any jurisdiction or to enable Agent to comply with any applicable laws or regulations relating thereto.

(ii) Without limiting the effect of the foregoing, if such Lender is a Foreign Lender, (A) such Lender is lawfully engaged in the conduct of a business within the United States and payments made hereunder are or are reasonably

expected to be effectively connected with the conduct of that trade or business and are or will be includible in its gross income, or (B) such Lender is entitled to the benefits of a tax convention that exempts all payments made hereunder from United States income and withholding tax and has satisfied all requirements to qualify for the exemption from tax or (C) such Lender is not described in Section 881(c)(3) of the Code.

(iii) Such Lender agrees that it will, immediately upon the request of the Agent, furnish to the Agent with a copy to the Borrower Form X-0, X-0XXX xx X-0XXX (as applicable to it) of the Internal Revenue Service, or such other forms, certifications, statements or documents, duly executed and completed by such Lender as evidence of such Lender’s exemption from the withholding or backup withholding of United States tax with respect thereto. If such Lender is a Foreign Lender, such Lender shall satisfy all of the requirements under Section 1471 of the Code. If such Lender is a Foreign Lender and sells a participating interest to a Participant or otherwise acts as an intermediary with respect to any portion of the payments hereunder, then as of the date of such participation and/or as otherwise requested by Agent, such Lender shall furnish to Agent, with a copy to the Borrower, a duly executed and completed Form W-8 IMY of the Internal Revenue Service (or any successor form) together with any additional forms, certifications, statements, or documents required by the Code and the Treasury regulations thereunder, plus any further documents submitted by such Lender at its option with respect to the portion of the payments attributable to such participating interest in addition to providing the duly executed and completed Form W-8 BEN or W-8 ECI (as applicable) with respect to any portion of the payments received by such Lender for its own account. If such Lender determines that, as a result of any change in any Requirement of Law or in any official application or interpretation thereof, it ceases to qualify for exemption from any tax imposed by any jurisdiction with respect to payments made hereunder, such Lender shall promptly notify the Agent of such fact and the Agent may, but shall not be required to withhold the amount of any such applicable tax from amounts paid to such Lender hereunder. The Agent shall not be obligated to make any payments hereunder to such Lender in respect to the Obligations owing to such Lender hereunder until such Lender shall have furnished to the Agent the requested form, certification, statement or document, and may withhold the amount of such applicable tax from amounts paid to such Lender hereunder.

(iv) Each Lender shall reimburse, indemnify and hold the Agent harmless from any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever which may be imposed upon, incurred by or asserted against the Agent due to its reliance upon the representation hereby made that such Lender is exempt from withholding of tax. Unless the Agent receives written notice to the contrary, such Lender shall be deemed to have made the representations contained in this Section 9.06(h) for the current and each subsequent tax year of such Lender.

(v) For purposes of this Section 9.06(h), “Foreign Lender” shall mean any Lender which is not created or organized under the laws of the United States or any state thereof.

SECTION 9.07. Adjustments; Setoffs.

(a) If any Lender (a “benefited Lender”) shall at any time receive any payment of all or part of its Loans, or interest thereon, or fees, or receive any collateral in respect thereof (whether voluntarily or involuntarily, by set-off, pursuant to events or proceedings of the nature referred to clause (e) or (f) of Article VIII, or otherwise) then due and owing to the benefited Lender, in a greater proportion than any such payment to or collateral then received by any other Lender, if any, in respect of such other Lender’s Loans, or interest thereon, or fees, then due and owing to such other Lender, such benefited Lender shall purchase for cash from the other Lenders such portion of each such other Lender’s Loans, or fees, or shall provide such other Lenders with the benefits of any such collateral, or the proceeds thereof, as shall be necessary to cause such benefited Lender to share the excess payment or benefits of such collateral or proceeds ratably with each of the Lenders; provided, however, that if all or any portion of such excess payment or benefits is thereafter recovered from such benefited Lender, such purchase shall be rescinded, and the purchase price and benefits returned, to the extent of such recovery, but without interest. The Borrower agrees that each Lender so purchasing a portion of another Lender’s Loans may exercise all rights of payment (including, without limitation, rights of set-off) with respect to such portion as fully as if such Lender were the direct holder of such portion. Notwithstanding anything to the contrary contained herein, this Section 9.07(a) shall not apply to (a) any fees contemplated for the Agent pursuant to Section 2.03 or the issuance of the Warrants pursuant to Section 2.03, which the Agent reserves the right to retain or distribute in its discretion, (b) any payment made by the Borrower pursuant to, and in accordance with, the express terms of this Agreement or (c) any payment obtained by any Lender as consideration for the assignment of, or sale of a participation in, any of its Loans or other Obligations owed to it.

(b) Subject to Section 9.07(a), in addition to any rights and remedies of the Lenders provided by law, with the prior written consent of the Agent (unless the Agent is the Person exercising its rights of set-off hereunder), each Lender and the Agent shall have the right, exercisable upon the occurrence and during the continuance of an Event of Default, without prior notice to the Borrower, any such notice being expressly waived by the Borrower to the extent permitted by applicable law, to set-off and appropriate and apply against any such Obligations any and all deposits (general or special, time or demand, provisional or final), in any currency, and any other credits, indebtedness or claims in any currency, in each case whether direct or indirect, absolute or contingent, matured or unmatured, at any time held or owing by such Lender or Agent or any branch or agency thereof or Affiliate controlling such Lender or the Agent to or for the credit or the account of the Borrower, irrespective of whether or not such Lender or the Agent shall have made any demand hereunder or the amounts due under this Agreement shall have become due and payable. Each Lender, and the Agent if the Agent is exercising its rights hereunder, agrees promptly to notify the Borrower after any such set-off and application made by such Lender or the Agent as the case may be, provided that the failure to give such notice shall not affect the validity of such set-off and application.

SECTION 9.08. Counterparts. This Agreement may be executed by one or more of the parties to this Agreement on any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of an executed counterpart of a signature page to this Agreement by facsimile or other electronic transmission shall be effective as delivery of a manually executed counterpart of this Agreement.

SECTION 9.09. Severability. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

SECTION 9.10. Integration. This Agreement, together with the other Loan Documents, represents the entire agreement of the Borrower, the Agent and the Lenders with respect to the subject matter hereof, and there are no promises, undertakings, representations or warranties by the Agent or any Lender relative to the subject matter hereof not expressly set forth or referred to herein or in the other Loan Documents.

SECTION 9.11. Governing Law. THIS AGREEMENT AND THE NOTES AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS AGREEMENT AND THE NOTES SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF CALIFORNIA (WITHOUT REFERENCE TO ITS CHOICE OF LAW RULES).

SECTION 9.12. Waiver of Jury Trial; Consent to Jurisdiction.

(a) AS A SPECIFICALLY BARGAINED FOR INDUCEMENT FOR EACH OF THE PARTIES TO ENTER INTO THIS AGREEMENT (EACH PARTY HAVING HAD OPPORTUNITY TO CONSULT COUNSEL), EACH PARTY EXPRESSLY WAIVES THE RIGHT TO TRIAL BY JURY IN ANY PROCEEDING RELATING TO OR ARISING IN ANY WAY FROM THIS AGREEMENT, ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY, TO THE EXTENT PERMITTED BY APPLICABLE LAW.

(b) Subject to Section 9.12(a), each party hereto hereby irrevocably and unconditionally:

(i) submits for itself and its property in any legal action or proceeding relating to this Agreement and the other Loan Documents to which it is a party, or for recognition and enforcement of any judgment in respect thereof, to the exclusive general jurisdiction of the state and federal courts of the State of California located in Los Angeles County, California, and appellate courts from any thereof;

(ii) consents that any such action or proceeding may be brought in such courts and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or

proceeding was brought in an inconvenient forum and agrees not to plead or claim the same;

(iii) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to any party at its address set forth in Section 9.02;

(iv) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction; and

(v) waives, to the maximum extent not prohibited by law, any right it may have to claim or recover in any legal action or proceeding referred to in this subsection any punitive damages.

Notwithstanding any provision in this Section 9.12 to the contrary, the Borrower agrees that the Agent and the Lenders retain the right to serve process in any other manner permitted by law or to bring proceedings against the Borrower or any of its Subsidiaries in the courts of any other jurisdiction in connection with the exercise of any rights in respect of any the Collateral or in respect of any Loan Document purporting to xxxxx x Xxxx or the enforcement of any judgment or in connection with the enforcement of the Warrants or the Registration Rights Agreement.

SECTION 9.13. Public Announcements. Each party hereto agrees that, before issuing any press release or making any public statement with respect to this Agreement or the transactions contemplated hereby or in connection herewith, and except as may be required by applicable law, rule or regulation or court order or decree, such party will not issue any such press release or make any such public statement without the prior written consent of each other party hereto.

SECTION 9.14. Usury Savings Clause.

Notwithstanding any other provision herein, the aggregate interest rate charged with respect to any of the Obligations, including all charges or fees in connection therewith deemed in the nature of interest under applicable law shall not exceed the Highest Lawful Rate. If the rate of interest (determined without regard to the preceding sentence) under this Agreement at any time exceeds the Highest Lawful Rate, the outstanding amount of the Loans made hereunder shall bear interest at the Highest Lawful Rate until the total amount of interest due hereunder equals the amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect. In addition, if when the Loans made hereunder are repaid in full the total interest due hereunder (taking into account the increase provided for above) is less than the total amount of interest which would have been due hereunder if the stated rates of interest set forth in this Agreement had at all times been in effect, then to the extent permitted by law, Borrower shall pay to Agent an amount equal to the difference between the amount of interest paid and the amount of interest which would have been paid if the Highest Lawful Rate had at all times been in effect. Notwithstanding the foregoing, it is the intention of Lenders and Borrower to conform strictly to any applicable usury laws. Accordingly, if any Lender contracts

for, charges, or receives any consideration which constitutes interest in excess of the Highest Lawful Rate, then any such excess shall be cancelled automatically and, if previously paid, shall at such Lender’s option be applied to the outstanding amount of the Loans made hereunder or be refunded to Borrower.

SECTION 9.15. DESIGNATED SENIOR INDEBTEDNESS.

THE INDEBTEDNESS EVIDENCED BY THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS CONSTITUTES “DESIGNATED SENIOR INDEBTEDNESS” UNDER EACH OF THE 1.875% NOTES INDENTURE, THE 3.875% NOTES INDENTURE AND THE 2.750% NOTES INDENTURE.

SECTION 9.16. No Fiduciary Duty.

The Agent, each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “Lenders”), may have economic interests that conflict with those of the Borrower, its stockholders and/or its affiliates. Borrower agrees that nothing in the Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Lender, on the one hand, and the Borrower, its stockholders or its affiliates, on the other. The Borrower acknowledges and agrees that (i) the transactions contemplated by the Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Lenders, on the one hand, and the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates with respect to the transactions contemplated hereby (or the exercise of rights or remedies with respect thereto) or the process leading thereto (irrespective of whether any Lender has advised, is currently advising or will advise the Borrower, its stockholders or its Affiliates on other matters) or any other obligation to the Borrower except the obligations expressly set forth in the Loan Documents and (y) each Lender is acting solely as principal and not as the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other Person. The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Furthermore, the Borrower, by reason of its own business and financial experience and through that of its professional advisors, hereby advises the Lenders that it has the capacity to protect its own interests in connection with the transactions contemplated by the Loan Documents. The Borrower agrees that it will not claim that any Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Borrower, its stockholders, its creditors and/or its affiliates, in connection with such transaction or the process leading thereto.

SECTION 9.17. Right of First Refusal.

In consideration for the services of the Agent in connection with the Transactions and in consideration for the Lenders to make Loans hereunder, the Borrower agrees to offer to the Agent (or any of its Affiliates designated by the Agent) the bona fide opportunity (which it may accept or decline in its sole discretion) to be the sole provider of financing for the Borrower

under Section 364 of the United States Bankruptcy Code in any Insolvency Proceeding (a “DIP Financing”) on terms mutually satisfactory to the Borrower and the Agent.

ARTICLE X

The Agent

SECTION 10.01. Appointment of the Agent. Each Lender hereby irrevocably designates and appoints P-WAVE HOLDINGS, LLC, as Agent of such Lender under this Agreement and the other Loan Documents, and each such Lender irrevocably authorizes P-WAVE HOLDINGS, LLC, as the Agent, for such Lender, to take such action on its behalf under the provisions of this Agreement and the other Loan Documents and to exercise such powers and perform such duties as are expressly delegated to the Agent, by the terms of this Agreement and the other Loan Documents, together with such other powers as are reasonably incidental thereto. Notwithstanding any provision to the contrary elsewhere in this Agreement, with respect to the Agent’s relationship to the Lenders, the Agent shall not have any duties or responsibilities, except those expressly set forth herein, or any fiduciary relationship with any Lender, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Agreement or any other Loan Document or otherwise exist against the Agent in such capacity. The provisions of this Article X are solely for the benefit of the Agent and Lenders; neither the Borrower nor any of its Affiliates shall have any rights as a third party beneficiary of any of the provisions of this Article X.

SECTION 10.02. Delegation of Duties. The Agent may execute any of its duties under this Agreement and the other Loan Documents by or through agents or attorneys-in-fact and shall be entitled to advice of counsel concerning all matters pertaining to such duties. The Agent shall not be responsible for the negligence or misconduct of any agents or attorneys-in-fact selected by it with reasonable care.

SECTION 10.03. Exclupatory Provisions. Neither the Agent nor any of its officers, directors, employees, agents, attorneys-in-fact, Subsidiaries or Affiliates shall be (i) liable for any action lawfully taken or omitted to be taken by it or such Person under or in connection with this Agreement or any other Loan Document (except for its or such Person’s own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final non-appealable judgment) or (ii) responsible in any manner to any of the Lenders for any recitals, statements, representations or warranties made by the Borrower, or any officer thereof, contained in this Agreement or any other Loan Document or in any certificate, report, statement or other document referred to or provided for in, or received by the Agent under or in connection with, this Agreement or any other Loan Document or for the value, validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or the Notes or any other Loan Document or for any failure of the Borrower to perform its obligations hereunder or thereunder. The Agent shall not be under any obligation to any Lender to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Agreement or any other Loan Document, or to inspect the properties, books or records of the Borrower.

SECTION 10.04. Reliance.

(a) The Agent may:

(i) rely on any notice or document believed by it to be genuine and correct and to have been signed by, or with the authority of, the proper person;

(ii) rely on any statement or direction (including any statement or direction made orally or by telephone) made by any person regarding any matters which may reasonably be assumed to be within his knowledge, within his power to verify or within his authority to make, as applicable;

(iii) engage, pay for and rely on professional advisers and experts selected by it (including those representing a party hereto other than the Agent); and

(iv) act under the Loan Documents through its personnel and agents.

(b) The Agent shall be fully protected and shall not be liable for any action taken or not taken by it in accordance with the advice of legal counsel, independent accountants or other professional advisers or experts selected by it.

SECTION 10.05. Notice of Default. Neither the Agent nor any Lender shall be deemed to have knowledge or notice of the occurrence of any Default hereunder unless such Person has received notice from the Agent, a Lender or the Borrower referring to this Agreement, describing such Default and stating that such notice is a “notice of default”. In the event that the Agent or any Lender receives such a notice, the Agent or such Lender, as the case may be, shall give notice thereof to the Agent and the Lenders. The Agent shall take such action with respect to such Default as shall be reasonably directed by the Required Lenders or all Lenders as appropriate; provided that unless and until the Agent shall have received such directions, the Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interests of the Lenders or as the Agent shall believe necessary to protect the Agent and the Lenders’ interests in the Collateral.

SECTION 10.06. Non-Reliance. Each Lender expressly acknowledges that none of the Agent or any of its respective officers, directors, employees, agents, attorneys-in-fact, Subsidiaries or Affiliates has made any representations or warranties to it and that no act by the Agent hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent to any Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Borrower and made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the

business, operations, property, financial and other condition and creditworthiness of the Borrower.

SECTION 10.07. Indemnities.

(a) Without limiting the liability of the Borrower or any other obligor under the Loan Documents, each Lender must indemnify the Agent and each Related Party of the Agent for such Lender’s pro rata share of any loss or liability incurred by the Agent or such Related Party in acting as the Agent, except to the extent of any loss or liability which a court of competent jurisdiction in a final, non-appealable judgment has determined to have resulted primarily from the gross negligence or willful misconduct of the Agent or such Related Party of the Agent.

(b) The Agent may deduct or set-off from any amount received by it for any Lender any amount due to the Agent from such Lender under this Section 10.07 that has not been paid after written demand therefor by the Agent.

SECTION 10.08. Resignation of the Agent. The Agent may resign as Agent upon ten days’ written notice by the Agent to the Lenders and the Borrower. If the Agent shall resign as Agent under this Agreement and the other Loan Documents, then the Required Lenders shall appoint (with the approval of the Borrower, such approval not to be unreasonably withheld and not to be required if an Event of Default shall have occurred and be continuing) a successor agent for the Lenders, whereupon such successor agent shall succeed to the rights, powers and duties of the Agent and the term “Agent” shall mean such successor agent, effective upon its appointment, and the former Agent’s rights, powers and duties as Agent shall be terminated, without any other or further act or deed on the part of such former Agent or any of the parties to this Agreement or any holders of the Notes. Notice of such appointment shall be given by such successor agent to the Borrower and each Lender. Notwithstanding the foregoing, the Agent’s resignation shall be effective upon the end of the ten day period beginning on the delivery of its notice, irrespective of whether a successor agent has been found (and if no successor agent has been found by such time, the Required Lenders shall be deemed to have succeeded to the rights of the Agent). After any retiring Agent’s resignation as Agent, the provisions of this Section shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Agent, under this Agreement and the other Loan Documents.

SECTION 10.09. Agent Entitled to Act as Lender. The agency hereby created shall in no way impair or affect any of the rights and powers of, or impose any duties or obligations upon, the Agent in its individual capacity as a Lender hereunder. With respect to its participation in the Loans, the Agent shall have the same rights and powers hereunder as any other Lender and may exercise the same as if it were not performing the duties and functions delegated to it hereunder, and the term “Lender” shall, unless the context clearly otherwise indicates, include each Agent in its individual capacity. The Agent and its Affiliates may generally engage in any kind of business with the Borrower as if it were not performing the duties specified herein, and may accept fees and other consideration from the Borrower for services in connection herewith and otherwise without having to account for the same to Lenders.

[The remainder of this page is intentionally blank.]

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and delivered by their proper and duly authorized officers as of the day and year first above written.


POWERWAVE TECHNOLOGIES, INC.

By:		/s/ Xxxxx X. Xxxxxxxx
Name:		Xxxxx X. Xxxxxxxx
Title:		Chief Financial Officer

Address for Notices:

0000 X. Xx. Xxxxxx Xxxxx Xxxxx Xxx, Xxxxxxxxxx 00000 Attention: Xxx Xxxxxx and Xxxxx Xxxxxxxxx

S-1

PWAV - Credit Agreement

AGENT and LENDER:


P-WAVE HOLDINGS, LLC

By:		/s/ Xxxxxx X. Xxxxxx
		Xxxxxx X. Xxxxxx
		Vice President

Address for Notices:

00000 Xxxxxxxx Xxxxxxxxx, 00xx Xxxxx Xxx Xxxxxxx, XX 00000-0000 Attention: Xxxxxxx Xxxxxxx

S-2

PWAV - Credit Agreement

CONFIDENTIAL

DISCLOSURE SCHEDULES OF POWERWAVE TECHNOLOGIES, INC.

PURSUANT TO THAT CERTAIN CREDIT AGREEMENT

DATED

SEPTEMBER 11, 2012

BY AND AMONG

POWERWAVE TECHNOLOGIES, INC.,

THE LENDERS THAT ARE SIGNATORIES THERETO

AND

P-WAVE HOLDINGS, LLC, AS AGENT

The information contained in these disclosure schedules (the “Disclosure Schedules”) shall provide exceptions to or otherwise qualify the representations, warranties and covenants of Powerwave Technologies, Inc., a Delaware corporation (the “Borrower”), contained in that certain Credit Agreement, dated as of September 11, 2012 (the “Agreement”), by and among the lenders identified on the signature pages thereto (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), the Borrower and P-Wave Holdings, LLC, a Delaware limited liability company (in such capacity, the “Agent”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to them in the Agreement.

The Disclosure Schedules have been arranged in separate sections and subsections corresponding to the applicable sections and subsections of the Agreement. The information set forth in any section or subsection of the Disclosure Schedules qualifies the correspondingly numbered section or subsection of the Agreement to which such disclosure relates.

Nothing in the Disclosure Schedules is intended to broaden the scope of any representation or warranty contained in the Agreement or to create any covenant.

The information contained in the Disclosure Schedules is provided solely for purposes of making disclosures to Agent under the Agreement. In disclosing such information, the Borrower does not waive any attorney-client privilege associated with such information or any protection afforded by the work-product doctrine with respect to any of the matters disclosed or discussed in the Disclosure Schedules. Where the terms of a contract, License, real property lease or other disclosure item have been summarized or described in the Disclosure Schedules, such summary or description does not purport to be a complete statement of the material terms of such contract, License, real property lease or other disclosure item, and is qualified in its entirety by the corresponding contract, License, real property lease or other disclosure item.

The Disclosure Schedules shall be deemed incorporated into the Agreement to the same extent as though fully set forth in the Agreement. Information provided in any schedule, exhibit, appendix or attachment to the Disclosure Schedules forms an integral part of the Disclosure Schedules and is incorporated herein by reference for all purposes as if set forth fully herein. The headings contained in the Disclosure Schedules are for reference purposes only and shall not in any way affect the meaning or interpretation of the information and disclosures contained in the Disclosure Schedules.

SCHEDULE P-1

Permitted Investments

Stock ownership in Powerwave Cognition, Inc., as described on Schedule 3.01(b).

SCHEDULE P-2

Permitted Liens

None.

SCHEDULE S-1

Sales Support Service Agreements

1. Sales Support Agreement between Borrower and Powerwave UK Limited dated November 3, 2008.

2. Sales Support Agreement between Borrower and Powerwave Technologies Singapore Pte. Ltd. dated November 3, 2008, as amended on January 1, 2011.

3. Sales Support Agreement between Borrower and Powerwave Technologies Sweden AB dated November 3, 2008, as amended on January 1, 2009.

4. Sales Support Agreement between Borrower and Powerwave Technologies Germany GMBH, dated November 3, 2008.

5. Sales Support Agreement between Borrower and Powerwave Technologies France SAS. dated November 3, 2008, as amended on January 1, 2009 and January 1, 2010.

6. Sales Support Agreement between Borrower and Powerwave Technologies Hong Kong Limited dated November 3, 2008, as amended on January 1, 2011.

7. Sales Support Agreement between Borrower and Powerwave Asia, Inc., Dubai branch, dated November 3, 2008.

SCHEDULE 3.01(b)

Authorized Equity Interest

The authorized capital of Borrower is: (a) Common Stock, $0.0001 par value, 100,000,000 shares authorized 31,770,931 common shares outstanding as of August 21, 2012; (b) Preferred Stock, $0.0001 par value, 5,000,000 shares authorized and no shares outstanding.

As of August 22, 2012, Borrower has outstanding 3,235,834 non-qualified stock options issued to employees to purchase shares of Borrower common stock under Borrower’s employee stock option plans.

The 1.875% Notes, the 2.75% Notes and the 3.875% Notes are all convertible into shares of Common Stock of Borrower and all contain provisions that enable the holders to require that Borrower repurchase such notes pursuant to the terms of their respective indentures. An aggregate of 13,447,412 shares of Common Stock have been reserved for issuance pursuant to the conversion of the foregoing notes.

The following is a listing of the authorized Equity Interests of Borrowers Subsidiaries. All of the following subsidiaries are 100% owned directly or indirectly by Borrower or its Subsidiaries except for: (i) nominee shareholders (where required by local law to have local citizens as shareholders) (ii) nominal ownership by individuals where there is a legal requirement to have an individual be a shareholder; and (iii) as noted below:


Entity Name	Shares Authorized	Shareholder	No. of Shares Outstanding	Class	Certificate No.
Direct Subsidiaries
Powerwave Overseas Holdings Limited	30,000,000	Borrower	21,937,109	Ordinary Shares	No number (two certificates)
Powerwave Technologies Canada, Ltd.	Unlimited	Borrower	100	Common Shares	COM-1
Powerwave Technologies Research and Development India Pvt. Ltd.	50,000	Nominee shareholders – lawyers at law firm in India (Xxxxxxxx Xxxxxxxxx – 9,999; Xxxxx Xxx – 1)	10,000	Shares	1, 2
Powerwave Asia, Inc. (inactive)	1,000	Borrower	1,000	Shares	2
Powerwave UK Limited	10,000	Borrower	2,500	Class A – Ordinary Shares	X-0, X-0, X-0
Xxxxxxxxx XX Limited	10,000	Borrower	1,400	Class B – Ordinary Shares	X-0, X-0, X-0


Xxxxxxxxx XX Limited	10,000	Borrower	500	Class C – Ordinary Shares	X-0, X-0, X-0
Xxxxxxxxx Xxxxxxxxxxxx Xxxx Xxxx Limited	10,000	Borrower	10,000	Shares	2, 3

Powerwave Technologies Singapore Pte. Ltd.	1,000,000	Borrower	1	Ordinary Share	2
Powerwave Technologies (Thailand) Limited	40,000,000	Borrower	399,997	Ordinary Shares	0, 0, 0, 00
Xxxxxxxxx Xxxxxxxxxxxx Xxxxxx XX	Not less than 1,166,700 but not more than 4,666,800	Powerwave Technologies, Inc.	3,535,420	Shares	1
Powerwave Cognition, Inc.	Class A Common – 4,000,000; Class B Common – 4,000,000; Class C Common – 6,000,000; Preferred – 6,000,000	Borrower owns 6,000,000 Series A Preferred. Two third parties own in the aggregate 2,500,000 Class B Common Stock. There are no shares of Class A or Class C Common Stock outstanding.	6,000,000	Preferred – Series A	1
RMPI, LLC	NA	Borrower	100% Membership	LLC	NA
P-Wave, Ltd. (Israel)	100	Borrower	100	Ordinary Shares	NA
Powerwave Technologies (Suzhou) Co. Ltd.		Borrower	100% owned	Ownership Interest	NA
Powerwave Technologies LLC (Russia)		Borrower	1	Participation Interest	NA
Powerwave Technologies France SAS	40,000	Borrower	800	Euros	NA


Indirect Subsidiaries
Powerwave Technologies Brazil Comercio de Equipamentos de Telecommunicacao Ltd.		Borrower and Powerwave Technologies Sweden AB	13,965,141 Borrower /17,831,671 Powerwave Technologies Sweden AB	Quotas	NA
Powerwave Technologies Germany GmBH		Powerwave Technologies Sweden AB	EUR 26,000 capital	No shares	NA
Powerwave Technologies Estonia OU (owned by Powerwave Technologies Sweden AB)	160,000	Powerwave Technologies Sweden AB	1	Kroons
REMEC Manufacturing Philippines, Inc. (Owned by RMPI, LLC)	Common – 18,000,000; Preferred – 6,000,000	RMPI, LLC; Xxxxx Xxxxxxxx; Xxx Xxxxxxx	10,401,282 [RMPI, LLC]; 1 [Xxxxx Xxxxxxxx]; 1 [Xxx Xxxxxxx]	Common Shares	NA
Powerwave Holdings Philippines, Inc.⁽²⁾	Class A – 30,000; Class B – 20,000	RMPI, LLC; Xxxxx Xxxxxxxx; Xxx Xxxxxxx; Xxxxx Xxxxx; Xxxxx Xxxxx; and Xxxxxx Xxxxxxx	Class A – 29,998 [Xxxxx Xxxxx]; 1 [Xxxxx Xxxxx]; 1 [Xxxxxx Xxxxxxx]; Class B – 19,998 [RMPI, LLC]; 1 [Xxxxx Xxxxxxxx]; 1 [Xxx Xxxxxxx]	Class A and B Shares


Microwave Ventures, Inc. (Philippines)	1,000,000	REMEC Manufacturing Philippines, Inc.; Powerwave Holdings Philippines	100,000 [REMEC Manufacturing Philippines]; 149,997 [Powerwave Holdings Philippines]	Common Shares
Filtronic (Suzhou) Telecommunication Products Co. Ltd.			100%	Ownership Interest	NA
Powerwave Finland Oy	2,451	Powerwave Overseas Holdings Ltd	2,451	Shares	1 and 2
Powerwave Hungary Kft		Powerwave Overseas Holdings Ltd.	100%	Membership Interest	NA
Cognition Networks LLC		Powerwave Cognition Inc.	100%	Membership Interest	NA
Powerwave Technologies India Private Limited	50,000	Powerwave Technologies Singapore Ltd.	9,999	Shares	1

(1)

Powerwave Cognition, Inc. was a joint venture formed in 2007 to develop certain technology acquired from a third party. Borrower funded this entity until late 2011 when it was closed. The Class B Common are entitled to elect two members of the Board and the Series A Preferred stock holders are entitled to elect three members of the Board.

(2)	Xxxxx Xxxxx, Xxxxx Xxxxx, and Xxxxx Xxxxxxx are nominee shareholders selected by Borrower’s Philippine counsel, Xxxxx & Mackenzie, to comply with the Philippine law requirement to have 60% ownership by Philippine nationals.

SCHEDULE 3.01(c)

Subsidiaries

Schedule 3.01(b) is incorporated herein by reference.

SCHEDULE 3.06(a)

Names


Direct Subsidiaries	Jurisdiction	Chief Executive Office
Powerwave Overseas Holdings Limited	UK	Xxxx 0, Xxxxxxx Xxx, Xxxxxxxx Xxx Xxxx Xxxxxxx, Xxxx Xxxxxxxxx XX00 0XX Xxxxxx Xxxxxxx
Powerwave Technologies Canada, Ltd.	Canada	Field Law 0000 Xxxxxx Xxxxx, 00000-000 Xxxxxx, Xxxxxxxx, Xxxxxxx X0X 0X0 Xxxxxx
Powerwave Technologies Research and Development India Pvt. Ltd.	India	Xxxx # 00-00, Xxxxx 0, Xxxxx 2 CyberPearl IT Park Software Units Layout, Plot No. 9 Hitech City, Xxxxxxxx Xxxxxxxxx, Xxxxxx Xxxxxxx 000000 Xxxxx
Powerwave Asia, Inc.	Delaware	0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, XX 00000
Powerwave UK Limited	UK	Xxxx 0, Xxxxxxx Xxx, Xxxxxxxx Xxx Xxxx Xxxxxxx, Xxxx Xxxxxxxxx XX00 0XX Xxxxxx Xxxxxxx
Powerwave Technologies Hong Kong Limited	Hong Kong	Room 2018-2019, Xxxxxxxxx Commercial Building, 0 Xxxx Xxx Xxxx, Xxxxxxx Xxx, Xxxxxxx Xxxx Xxxx
Powerwave Technologies (Thailand) Limited	Thailand	000 Xxx 0, Xxxxxxxxxxx, Xxxxxxxx Xxxxxxxx, 00000 Xxxxxxxx
Powerwave Technologies Singapore Pte. Ltd	Singapore	00 Xxxxx Xxxx 0, #00-00, Xxxxxxxxx Xxxx Xxxxxx, Xxxxxxxxx


		408600
Powerwave Technologies Sweden AB	Sweden	Xxx 0000, 000 00 Xxxxx Xxxxxx
Powerwave Cognition, Inc.	Delaware	0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, XX 00000
RMPI, LLC	California	0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, XX 00000
P-Wave, Ltd. (Israel)	Israel	Xxxxx Xxxxx & Co. 1 Azrieli Center, 46^th Xxxxx, Xxxxx Xxxxx, Xxx Xxxx 00000 Xxxxxx
Powerwave Technologies (Suzhou) Co. Ltd.	China	33 Huo Ju Road, Suzhou 000000 Xxxxx
Powerwave Technologies LLC (Russia)	Xxxxxx	Xxxxxxxxxxxxxxx Xx., 00/0, Xxxxxx, 000000, Russian Federation
Powerwave Technologies France SAS	France	00 Xxx Xxxxxxxxx 00000 Xxxxxxxxx Xxxxxx, Xxxxxx


Indirect Subsidiaries
Powerwave Technologies Brazil Comercio de Equipamentos de Telecommunicacao Ltda.	Brazil	Praca Xxxx Xxxxx Xxxxxx, no 34, 3 andar, escritorios no 32, sala “A”, CEP 00000-000 Xxxxxx
Powerwave Technologies Germany GmBH	Germany	Regus Business Center, Xxxxxxxx 0, 00000 Xxxxxxxxxx, Xxxxxxx
Powerwave Technologies Estonia OU (owned by Powerwave Technologies Sweden AB)	Xxxxxxx	Xxxxxxx 0, Xxxxxxxxxx Xxxxxxxxxx, Xxxx Xxxx, Xxxxx Xxxxxx, 00000
REMEC Manufacturing Philippines, Inc.	Philippines	00^xx Xxxxx, Xxx Xxx Xxxxxx, 00^xx Xxxxxx Corner, 3^rd Avenue, Crescent Park Xxxx, Xxxxxxxxx Global City, Taguig City, Metro Manila Philippines



Xxxxxxxxx Xxxxxxxx Xxxxxxxxxxx, Inc.	Philippines	00^xx Xxxxx, Xxx Xxx Xxxxxx, 00^xx Xxxxxx Corner, 3^rd Avenue, Crescent Park Xxxx, Xxxxxxxxx Global City, Taguig City, Metro Manila Philippines
Microwave Ventures, Inc. (Philippines)	Philippines	12^th Floor, Net One Center, 00^xx Xxxxxx Xxxxxx, 0^xx Xxxxxx, Xxxxxxxx Xxxx Xxxx, Xxxxxxxxx Global City, Taguig City, Metro Manila Philippines
Filtronic (Suzhou) Telecommunication Products Co. Ltd.	China	33 Huo Ju Road, Suzhou 000000 Xxxxx
Powerwave Finland Oy	Finland	Xxxxxxx 0, 00000 Xxxxxxx, Xxxxxxx
Powerwave Hungary Kft	Hungary	X-0000 Xxxxxxxxxxxxxx Xxxxxxx ut 72-100
Cognition Networks LLC	Florida	0000 Xxxx Xxxxx Xxxxxx Xxxxx, Xxxxx Xxx, XX 00000
Powerwave Technologies India Private Limited	India	1276, 1277 & 1278 aggarwal Mellenium Tower II Plot Xx. X0, Xxxxxx Xxxxxxx Xxxxx Xxxxxxxx Xxxxxx, Xxxxxxx Xxxxxxxxx, Xxx Xxxxx 000000

SCHEDULE 3.06(b)

Location of Chief Executive Office

Borrower’s chief executive office is 0000 Xxxx Xxxxx Xxxxxx Xxxxx, Xxxxx Xxx, Xxxxxxxxxx 00000.

Please see Schedule 3.06(a) for the chief executive offices of Borrower’s subsidiaries.

SCHEDULE 3.06(c)

Identification Numbers

Borrower’s federal tax identification number is 00-0000000. The Borrower’s organization number is 2051958.

The tax identification numbers and organization numbers of Borrowers subsidiaries, as applicable are as follow:


Direct Subsidiary	Organization Number	Tax ID Number
Powerwave Overseas Holdings, Ltd.	05298744
Powerwave Technologies Canada, Ltd.	629209-7
Powerwave Technologies Research and Development India Pvt. Ltd.	0908006641 [IEC No.]
Powerwave Asia, Inc.	2998160	00-0000000
Powerwave UK Limited	03406063
Powerwave Technologies Hong Kong Limited	938628
Powerwave Technologies (Thailand) Limited	0205552003975
Powerwave Technologies Singapore Pte. Ltd	200502204C
Powerwave Technologies Sweden AB	556458-0867
Powerwave Cognition, Inc.	4433491	00-0000000
RMPI, LLC	200228910080
P-Wave, Ltd.
Powerwave Technologies (Suzhou) Co. Ltd.	320594400005346
Powerwave Technologies LLC (Russia)	1117746406910
Powerwave Technologies France SAS


Indirect Subsidiary	Organization Number	Tax ID Number
Powerwave Technologies Brazil Comercio de Equipamentos de Telecommunicacao Ltda.
Powerwave Technologies Germany GmBH	HRB 59316
Powerwave Technologies Estonia OU (owned by Powerwave Technologies Sweden AB)
REMEC Manufacturing Philippines, Inc.	ASO95-008872 [SEC No.]
Powerwave Holdings Philippines, Inc.	CS200611982 [SEC No.]
Microwave Ventures, Inc.	A200016083 [SEC No.]
Filtronic (Suzhou) Telecommunication Products Co. Ltd.	320500400006275
Powerwave Finland Oy
Powerwave Hungary Kft	00-00-000000/30 [Registration No.]
Cognition Networks LLC	00-0000000,	00-0000000
Powerwave Technologies India Private Limited	506032728 [IEC No.]

SCHEDULE 3.06(d)

Material Commercial Tort Claims

No disclosure.

SCHEDULE 3.07(a)

Possible Material Adverse Effect Litigation

Disclosure 4 of Schedule 3.07(b) is incorporated herein by reference.

SCHEDULE 3.07(b)

Litigation

1. Amphenol Corporation Patent Infringement Claim. On September 23, 2011, Powerwave received a demand letter from a law firm representing Amphenol Corporation and its subsidiary Jaybeam Corporation. Amphenol alleges that Powerwave is infringing US Patent 7,286,092 held by Jaybeam related to a variable phase shifter. On November 4, 2011, Jaybeam filed a lawsuit alleging patent infringement against Powerwave in the US District Court for the District of Delaware, Jaybeam Wireless SAS and Javbeam Limited v. Powerwave Technologies. Inc., Case no. 11-CV-01097. Amphenol has indicated that it is open to reaching a business resolution of the matter and has not yet served the complaint on Powerwave. The parties met on December 7, 2011 and engaged in settlement negotiations. Amphenol made an initial settlement proposal which involved licensing the patent in question to Powerwave and in return receiving a payment for past sales of products that infringed and a royalty going forward on sales of products that infringe. Powerwave in January 2012 offered to increase its supply chain spend with Amphenol for cable connectors as consideration for a license to the patent in question. The parties are in the process of attempting to reach a business resolution, and discussions are ongoing.

2. Class Action Lawsuit. In the first quarter of 2012, a purported shareholder class action complaint was filed in the United States District Court for the Central District of California against the Borrower, its President and Chief Executive Officer and its Chief Financial Officer. The complaint, Xxxxx X. Xxxxx v. Powerwave Technologies. Inc. et. al. asserts claims under Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 thereunder. On July 23, 2011, the plaintiff filed an amended complaint. The amended complaint purports to state claims on behalf of all persons who purchased our Common Stock between October 28, 2010 and October 18, 2011 and seeks compensatory damages in an amount to be proven at trial. The complaint alleges that the defendants made misleading statements or omissions concerning the Borrower’s operations and projected sales revenues and also engaged in improper revenue recognition accounting practices.

3. Shareholder Derivative Actions.

On February 23, 2012, an additional lawsuit that relates to the above purported shareholder class action was filed. The lawsuit, Xxx Xxxx x. Xxxxxxx. et al., filed in the Superior Court of California, is a shareholder derivative action, purported to be brought by an individual shareholder on behalf of Powerwave, against certain executive officers and the current directors of Powerwave. Powerwave is also named as a nominal defendant. The allegations of the derivative complaint closely resemble those in the class action and pertain to the time period of February 1, 2011 through October 18, 2011. Based on those allegations, the derivative complaint asserts various claims for breach of fiduciary duty under state law. This case has been stayed pending a resolution of the shareholder class action.

On March 7, 2012, an additional lawsuit that relates to the above purported shareholder class action was filed. The lawsuit, Verar v.

Buschur. et al., filed in the Superior Court of California, is a shareholder derivative action, purported to be brought by an individual shareholder on behalf of Powerwave, against certain executive officers and the current directors of Powerwave. Powerwave is also named as a nominal defendant. The allegations of the derivative complaint closely resemble those in the class action and pertain to the time period of February 1, 2011 through October 18, 2011. Based on those allegations, the derivative complaint asserts various claims for breach of fiduciary duty under state law. This case has removed to federal court and has been stayed pending a resolution of the shareholder class action.

On March 26, 2012 an additional lawsuit that relates to the above purported shareholder class action was filed. The lawsuit, Xxxxxxx x. Xxxxxxx. et al., filed in U.S. District Court for the Central District of California, is a shareholder derivative action, purported to be brought by an individual shareholder on behalf of Powerwave, against certain executive officers and the current directors of Powerwave. Powerwave is also named as a nominal defendant. The allegations of the derivative complaint closely resemble those in the class action and pertain to the time period of February 1, 2011 through October 18, 2011. Based on those allegations, the derivative complaint asserts various claims for breach of fiduciary duty under state law. This case has been stayed pending a resolution of the shareholder class action.

4. Sanmina SCI v. Powerwave Technologies, Inc. On July 11, 2012 Sanmina filed a lawsuit against Powerwave Technologies, Inc., Powerwave Thailand, Powerwave Finland and Filtronic Suzhou in Orange County Superior Court. In the lawsuit, Sanmina alleges that Powerwave and its affiliated companies are past due with respect to invoices totaling approximately $1,465,800. In addition, Sanmina alleges that Powerwave and its affiliates owe it approximately $3,170,000 with respect to excess and obsolete inventory. On August 1, 2012, Sanmina file a motion to seek a writ of attachment with respect to Powerwave’s assets and the hearing on such motion is set for September 12, 2012.

5. Asia-Pacific CIS (Wuxi) Co., Ltd (“CIS”) Claim. Filtronic Suzhou is engaged in litigation with a former vendor, CIS. The amount in dispute is RMB 5,629,616.52. CIS claims that in February 2010 Filtronic Suzhou failed to purchase RMB 5.2 Million in components that it had previously ordered. CIS is seeking compensatory damages in the amount of RMB 5.289 Million, interest in the amount of RMB 340K and the cost of the litigation. The court held a final evidentiary hearing in this matter in December 2011. On April 24, 2012, the court issued a final ruling and held that Filtronic Suzhou had no liability to CIS. CIS Wuxi has now filed an appeal of this matter. The appeals court encouraged the parties to engage in a mediation and through the mediation, Filtronic Suzhou has verbally agreed to pay approximately $125,000 US in settlement of this matter.

6. Powerwave Technologies, Inc. v. Microelectronics Technology, Inc. and MTI Laboratory, Inc. On December 1, 2011, Powerwave filed a patent infringement lawsuit against Microelectronics Technology, Inc. and MTI Laboratory, Inc. alleging infringement of US Patent 6,818,477 (the “Patent.”) On February 13, 2012, the defendants filed an answer and counterclaim seeking a

declaratory judgment that the Patent is invalid and also the defendants seek to recover their costs and disbursements, including reasonable attorney’s fees. Limited discovery has commenced in this case.

SCHEDULE 3.12

Environmental Condition

Borrower’s main location is at 0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, Xxxxxxxxxx. Xxxx Industries, Inc. formerly conducted its Electronics Systems Division business as a tenant at 0000 Xxxxxxx Xxxxxx, Xxxxx Xxx, XX, which is in close proximity to Borrower’s location at 0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, Xxxxxxxxxx. Xxxx is an alleged source of groundwater contamination at the Xxxxxxx Street property and has been engaged in the remediation of various subsurface groundwater substances at the Xxxxxxx Street property, such substances consisting of chlorinated solvents and the solvent stabilizer, 1.4 dioxane. The remediation has been done under the direction of the California Regional Water Quality Control Board, Santa Xxx region. Under the direction of the Regional Water Quality Board, Xxxx is conducting further investigative measures to characterize and define the extent of possible subsurface ground water contamination at 0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, XX and has installed a monitoring well on Borrower’s property. Based on public filings made by Xxxx Industries, it appears that the groundwater contamination is migrating toward the grassy area of the southeastern portion of Powerwave’s property at 0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, XX. Borrower sold the property located at 0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, XX to a third party in October 2011 in a sale leaseback transaction. In this transaction, Borrower agreed to certain environmental indemnification obligations and obtained $5M of Pollution Liability Insurance.

SCHEDULE 3.13

Intellectual Property

Copyrights:

Registered Owner – Borrower:

Pico Base Station, Reg. No. VAu1-020-766

Active Antenna Module – CAM, Reg. No. VAu1-020-022

Trademarks: Please see the attached listing of trademarks

Patents and Patent Applications: Please see the attached listing of patents and applications.

Licenses:

Outbound Licenses:

1. Patent Cross License Agreement between Borrower and Xxxxxx Corporation dated March 30, 2006. In this agreement, both parties cross licensed all of their patents relating to Cellular Base Station Products and Signal Repeater Products to each other.

2. Amendment No. 1 to Share Sale and Purchase Agreement effective November 1, 2005 between Powerwave Sweden AB and Advantch AMT, Ltd. In connection with the sale of sale of Powerwave’s Microwave Group, Powerwave Sweden AB granted to Advantech AMT, Ltd. a non-exclusive, fully paid license under US patent 6198908 and Swedish patent 9800683-6, System and Method for Transfer of Digital Information Carrying Signal.

3. Letter Agreement dated August 31, 2007 between Powerwave Comtek Oy and Nokia Siemens Networks Oy regarding the grant by Powerwave Comtek Oy of a non-exclusive, fully paid license under US Patent 7180391.

4. Settlement Agreement dated July 29, 2005 between Kathrein-Werke KG and Borrower. This settlement agreement contains cross license between the parties to certain patents.

5. Patent Assignment and License Back dated October 15, 2006 between Filtronic Comtek (UK) Limited, Powerwave International Holdings SRL (formerly Remec International Holdings SRL) and Filtronic plc..

6. Patent License Agreement between Powerwave Finland Oy and Shenzhen Tatfook Technology Co., Ltd dated April 24, 2012.

7. License and Manufacturing Agreement dated April 24, 2012 between Borrower and Shenzhen Tatfook Technology Co. Ltd., as amended on August 16, 2012.

8. Share Sale and Purchase Agreement dated September 7, 0000 xxxxxxx Xxxxxxxxx Xxxxxx XX (now named Powerwave Technologies Sweden AB) and Advantech AMT Ltd contains a license to

Advantech to use the Allgon name and logo in connection with the marketing and sale of the products being acquired in the acquisition.

Inbound Licenses:

2. Patent License Agreement between Filtronic plc, Powerwave Overseas Holdings Ltd (formerly name Filtronic Overseas Holdings Ltd.) dated October 15, 2006.

3. Agreement dated February 2003 between Gamma Nu, Inc., a Korean company, and Algon Telecom Wuxi Co. Ltd. (now named Powerwave Wuxi) and Allgon AB (now named Powerwave Sweden AB). Under this agreement, Gamma Nu granted Allgon Wuxi the right to sell certain antennas based on Gamma Nu’s design.

4. Settlement Agreement dated July 29, 2005 between Kathrein-Werke KG and Borrower. This settlement agreement contains cross license between the parties to certain patents.

Intra-Borrower Licenses:

1. Technology License Agreement between Borrower and Powerwave Comtek Oy dated November 3, 2008.

2. Technology License Agreement between Borrower and Powerwave Technologies Sweden AB dated November 3, 2008.

3. Assignment dated November 3, 0000 xxxxxxx Xxxxxxxxx Xxxxxx XX and Powerwave Technologies Sweden AB. Under this agreement, Powerwave Technologies Sweden AB acquired from Powerwave Sweden AB all the rights, title and interest in and to the Listed Inventions (as outlined in Schedule 1 of the agreement) and any Letters Patent that may be granted for said inventions in the United States and throughout the world.

4. Assignment Agreement dated November 3, 2008 between Powerwave UK Limited and Borrower.

POWERWAVE TECHNOLOGIES, INC.

Trademarks

U.S. Trademark

Reference No.

XXXX

Class/Goods

App. No

App. Date

Reg. No.

Reg. Date

Renewal

Date

Status/Comments

MILCOM.028T

9-Power amplifiers; racks, combiners and cabinets for power amplifiers.

76/138204

09/29/00

2,595,659

07/16/02

07/16/22

RENEWED.

MILCOM.056T

6- Antenna brackets made of metal

9- Antennas; Tower mounted antennas; Tilting modules for antennas; Converters; Master control units for antennas; Electrical power distribution units; Current injectors for antenna and base station systems; Filters for antenna systems; Base stations comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Radio frequency power amplifiers for use in wireless communications; Base station conditioners for base station systems; Integrated radios; Digital radio heads; Base station filters and microwave filters for base station systems; Radio frequency couplers; Combiners for base station systems that compress noise and signals; Diplexers, namely, diplex filters for antenna systems; Triplexes, namely, filters for antenna systems; Boosters for antenna systems and base station systems; Repeaters for antenna systems and base station systems; Repeater networks for wireless communications; Wireband radio heads; Distributed antenna systems comprised of optical and radio frequency conversion modules, repeaters, wide band radioheads, antennas, and amplifiers; Base station sub-systems comprising of filters, couplers, and radio frequency power amplifiers for use in wireless communications; Cabinets and frames for radio frequency power amplifiers for use in wireless communications; Microwave radio links; Antenna line devices, namely, antennas, tower mounted amplifiers, tilting modules, converters, master control units, couplers, diplexers, and triplexers; Wireless IP and voice transmission systems comprised of antenna systems,

78/617538

04/26/05

3386311

02/19/08

REGISTERED. Affidavit of Use due 02/19/14.

Reference No.

XXXX

Class/Goods

App. No

App. Date

Reg. No.

Reg. Date

Renewal

Date

Status/Comments

namely, an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers, and base station systems, namely, boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Computer software for use in controlling, operating, managing, or maintaining wireless communications systems or wireless infrastructure equipment; Antenna systems, namely, an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers; Base station systems comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Wireless coverage systems, namely, antenna systems comprised of an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers, and base station systems comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Wireless data communication devices, namely, antenna systems comprised of an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers and base station systems comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Wireless Infrastructure systems, namely, antenna systems comprised of an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers and base station systems comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Wireless communications devices, namely, antenna systems comprised of an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers and base station systems comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners

Reference No.

XXXX

Class/Goods

App. No

App. Date

Reg. No.

Reg. Date

Renewal

Date

Status/Comments

37- Installation and maintenance of antenna systems and base station systems

42- Design, development, and technical support of end-to-end wireless infrastructure systems and wireless communication systems, namely, antenna systems and base station systems

MILCOM.072T

ALLGON

9-Cellular radio base station antennas; multicolor receivers, power monitoring units, and land mobile radio base station antennas.

74/284259

06/11/92

1782480

07/20/93

07/20/13

RENEWED.

MILCOM.094T

INSIDE OUT SOLUTIONS

9- Antennas, tower mounted antennas, antenna brackets, filters for antenna systems, telecommunications base station equipment for cellular and fixed networking and communications applications; power amplifiers, conditioners for telecommunications base station equipment, broadband radios, mobile radios and internet radios, radio transmitters, filters for telecommunications base station equipment, antenna filters, electronic combiners for connecting antennas and receivers, repeaters for radio stations, antennas for radio; antennas for wireless communications apparatus for voice transmission; computer software for use in controlling, operating and managing wireless communications systems

85/267555

03/15/11

ALLOWED. Statement of Use due 10/10/12.

MILCOM.008T

POWERWAVE

9-Radio frequency power amplifiers

75/143289

08/01/96

2131938

01/27/98

01/27/18

RENEWED.

MILCOM.013T

POWERWAVE

9-Racks, combiners, and cabinets for radio frequency power amplifiers for use in wireless communications.

75/611598

12/23/98

2483000

08/28/01

08/28/21

RENEWED.

MILCOM.054T

POWERWAVE

6-Antenna brackets made of metal

78/617536

04/26/05

3386310

02/19/08

02/19/18

REGISTERED. Affidavit of Use due 02/19/14.

Reference No.

XXXX

Class/Goods

App. No

App. Date

Reg. No.

Reg. Date

Renewal

Date

Status/Comments

namely, diplex filters for antenna systems; Triplexes, namely, filters for antenna systems; Boosters for antenna systems and base station systems; Repeaters for antenna systems and base station systems; Repeater networks for wireless communications; Wireband radio heads; Distributed antenna systems comprised of optical and radio frequency conversion modules, repeaters, wide band radio heads, antennas, and amplifiers; Base station sub-systems comprising of filters, couplers, and radio frequency power amplifiers for use in wireless communications; Cabinets and frames for radio frequency power amplifiers for use in wireless communications; Microwave radio links; Antenna line devices, namely, antennas, tower mounted amplifiers, tilting modules, converters, master control units, couplers, diplexers, and triplexers; Wireless IP and voice transmission systems comprised of antenna systems, namely, an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers, and base station systems, namely, boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Computer software for use in controlling, operating, managing, or maintaining wireless communications systems or wireless infrastructure equipment; Antenna systems, namely, an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers; Base station systems comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Wireless coverage systems, namely, antenna systems comprised of an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers, and base station systems comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters power transceivers, current injectors and combiners; Wireless data communication devices, namely, antenna systems comprised of an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers and base station systems comprised of boosters, radio

Reference No.

XXXX

Class/Goods

App. No

App. Date

Reg. No.

Reg. Date

Renewal

Date

Status/Comments

frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Wireless Infrastructure systems, namely, antenna systems comprised of an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers and base station systems comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners; Wireless communications devices, namely, antenna systems comprised of an antenna, tower mounted amplifier, tilting modules, converters, a master control unit, couplers, diplexers, and triplexers and base station systems comprised of boosters, radio frequency power amplifiers for use in wireless communications, filters, power transceivers, current injectors and combiners

37- Installation and maintenance of antenna systems and base station systems

42- Design, development, and technical support of end-to-end wireless infrastructure systems and wireless communication systems, namely, antenna systems and base station systems

MILCOM.009T

POWERWAVE

TECHNOLOGIES

9-Radio frequency power amplifiers.

75/143533

08/01/96

2131941

01/27/98

01/27/18

RENEWED.

MILCOM.014T

POWERWAVE

TECHNOLOGIES

9-Racks, combiners, and cabinets for radio frequency power amplifiers for use in wireless communications.

75/611599

12/23/98

2483001

08/28/01

08/28/21

RENEWED.

MILCOM.055T

POWERWAVE

TECHNOLOGIES

9-Antennas; Tower Mounted Antennas; Antenna Brackets;

Tilting modules; Converters; Master Control Units; Power Distribution Units; Current Injectors; Filters for Antenna Systems; Base Stations; Power Amplifiers for wireless communication systems; Base Station Conditioners; Integrated Radios; Digital Radio Heads; Base Station Filters; Microwave Filters; Couplers; Combiners; Diplexers; Triplexers; Boosters; Repeaters;

Repeater networks; Wireband Radio Heads; distributed antenna systems; Base Station Sub-systems comprising filters, couplers, and power amplifiers; Cabinets and frames for power amplifiers; Microwave Radio Links; Antenna Line Devices; Wireless IP and voice transmission systems; computer software for use in controlling, operating, managing, or maintaining wireless

78/617540

04/26/05

3392898

03/04/08

03/04/18

REGISTERED. Affidavit of Use due 03/04/14

Reference No.

XXXX

Class/Goods

App. No

App. Date

Reg. No.

Reg. Date

Renewal

Date

Status/Comments

communications systems or wireless infrastructure equipment; antenna systems; base station systems; wireless coverage systems; wireless data communications devices; wireless infrastructure equipment; wireless communications devices 42- Design, development, production, delivery, installation, support, deployment, operation and maintenance of end-to-end wireless infrastructure systems and wireless communication systems.

MILCOM.047T

TAP-IN

9-Telecommunications products, namely, computer hardware and software which extends cellular signals beyond normal ranges.

76/261630

05/23/01

3064008

02/28/06

02/28/16

REGISTERED. Affidavit of Use due 02/28/12

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Powerwave Technologies Inc.

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Powerwave Technologies Inc.

Multi-Transmitter Communication System Employing Anti-Phase Pilot Signals

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2004-0198414

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07-Oct-2004

16-Aug-2005

18-Mar-2023

Powerwave Technologies Inc.

System and Method for Eliminating Signal Zero Crossings in Single and Multiple Channel Communications Systems

1008/US

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10/733,087

2004-0119535

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11-Dec-2003

24-Jun-2004

14-Feb-2006

11-Dec-2023

Powerwave Technologies Inc.

Feed Forward System Penalties and Floors for Optimal Control

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2004-0160274

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02-May-2006

14-Feb-2023

Powerwave Technologies Inc.

Enhanced Efficiency Feed Forward Power Amplifier Utilizing Reduced Cancellation Bandwidth and Small Error Xxxxxxxxx

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2004-0231884

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18-Oct-2005

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Powerwave Technologies Inc.

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1013/ORD

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11/087,225

2005-0227644

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23-Mar-2005

13-Oct-2005

21-Oct-2008

14-Apr-2026

Powerwave Technologies Inc.

Constant Gain Nonlinear Envelope Tracking High Efficiency Linear Amplifier

1014/CIP

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11/372,595

2006-0238245

7288987

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26-Oct-2006

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03-May-2024

Powerwave Technologies Inc.

RF amplifier employing active load linearization

1014/ORD

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2004-0222847

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RF Amplifier Employing Active Load Linearization

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2006-0008026

7239671

06-Jul-2005

12-Jan-2006

03-Jul-2007

06-Jul-2025

Powerwave Technologies Inc.

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1018/ORD

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2006-0008030

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27-Mar-2007

06-Jul-2025

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SYSTEM AND A METHOD FOR TRANSFER OF A DIGITAL INFORMATION CARRYING SIGNAL

1021/ORD

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2004-0251961

7123086

05-May-2004

16-Dec-2004

17-Oct-2006

05-May-2024

Powerwave Technologies Inc.

Feed Forward Amplifier Employing Positive Feedback Pilot Generation

1022/ORD

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11/036,805

2005-0157814

7366252

14-Jan-2005

21-Jul-2005

29-Apr-2008

23-Nov-2025

Powerwave Technologies Inc.

Wideband Enhanced Digital Injection Predistortion For High Efficiency Transmitters

1023/ORD

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11/063,447

2005-0190857

7577211

23-Feb-2005

01-Sep-2005

18-Aug-2009

10-Aug-2026

Powerwave Technologies Inc.

Digital Predistortion System and Method for Linearizing an RF Power Amplifier with Nonlinear Gain Characteristics and Memory Ef

1024/ORD

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11/063,297

2005-0195919

7336725

22-Feb-2005

08-Sep-2005

26-Feb-2008

06-Aug-2026

Powerwave Technologies Inc.

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1026/ORD

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6473314

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03-Aug-2020

Powerwave Technologies Inc.

RF power amplifier assembly employing multi-layer RF blocking filter

1027/ORD

ORD

09/560,799

6442046

28-Apr-2000

27-Aug-2002

28-Apr-2020

Powerwave Technologies Inc.

Electronic Equipment with Cavity Isolator

1028/ORD

ORD

09/739,947

6309245

18-Dec-2000

30-Oct-2001

18-Dec-2020

Powerwave Technologies Inc.

RF Amplifier Assembly with Reliable XX Xxxxxx Xxxxxx

0000/XXX

XXX

09/718,819

6411523

22-Nov-2000

25-Jun-2002

22-Nov-2020

Powerwave Technologies Inc.

RF Electronics Assembly with Shielded Interconnect

1030/CIP

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10/200,240

2002-0191709

7194039

22-Jul-2002

19-Dec-2002

20-Mar-2007

04-Jan-2022

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1030/ORD

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2002-0006169

6449303

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11-Mar-2023

P-Wave Ltd.

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ORD

10/102,493

2003-0012292

7170952

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30-Jan-2007

20-Jul-2024

Powerwave Technologies Inc.

System and Method for Post Filtering Peak Power Reduction in Communications Systems

1033/US

ORD

10/127,164

2003-0026351

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22-Apr-2002

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22-Aug-2006

22-Apr-2022

Powerwave Technologies Inc.

System And Method For Post Filtering Peak Power Reduction in Multi-Carrier Communications Systems

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Owner

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1035/DIV

DIV

11/295,926

2006-0087374

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Powerwave Technologies Inc.

Feed Forward Amplifier Employing Bias Circuit Topologies for Minimization of RF Amplifier Memory Effects

1035/US

ORD

10/410,457

2003-0227330

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08-Apr-2003

11-Dec-2003

25-Apr-2006

28-Oct-2023

Powerwave Technologies Inc.

RF Amplifier Employing Bias Circuit Topologies for Minimization of RF Amplifier Memory Effects

1036/ORD

ORD

10/365,111

2005-0151457

6794933

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21-Sep-2004

12-Feb-2023

Powerwave Technologies Inc.

Feed Forward RF Power Amplifier with High Efficiency Main Amplifier and Highly Linear Error Amplifier

1039/US

ORD

10/633,984

2004-0036532

6850115

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26-Feb-2004

01-Feb-2005

04-Aug-2023

Powerwave Technologies Inc.

Enhanced Efficiency LDMOS Based Feed Forward Amplifier

1040/CIP

CIP

10/889,636

2005-0009479

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12-Jul-2004

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30-Oct-2007

15-Mar-2024

Powerwave Technologies Inc.

Digital Transmitter System Employing Self-Generating Predistortion Parameter Lists and Adaptive Controller

1040/ORD

ORD

10/761,788

2004-0152433

6985706

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10-Jan-2006

21-Jan-2024

Powerwave Technologies Inc.

Feed Forward Amplifier System Employing Self-Generating Alignment Lists and Adaptive Controller

1041/ORD

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10/668,912

2005-0062532

7126421

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24-Oct-2006

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Powerwave Technologies Inc.

Method for Aligning Feed Forward Loops

1042/ORD

ORD

10/431,688

2004-0222848

7158386

08-May-2003

11-Nov-2004

02-Jan-2007

08-May-2023

Powerwave Technologies Inc.

Balanced Radio Frequency Power Amplifier with Temperature Compensation

1043/ORD

ORD

10/818,547

2004-0208259

7349490

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21-Oct-2004

25-Mar-2008

01-Nov-2025

Powerwave Technologies Inc.

Additive Digital Predistortion System Employing Parallel Path Coordinate Conversion

1045/DIV

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11/288,580

2006-0077006

7126418

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24-Oct-2006

10-Sep-2023

Powerwave Technologies Inc.

Delay Mismatched Feed Forward Amplifier System Using Penalties and Floors for Optimal Control

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Delay mismatched feed forward amplifier system using penalties and floors for control

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11/071,931

2005-0201061

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RF Power Amplifier Assembly with Heat Pipe Enchanced Pallet

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11/081,384

2005-0242875

7339426

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04-Mar-2008

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High Efficiency Linear Amplifier Employing Dynamically Controlled Back Off

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2006-0044075

7400214

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Powerwave Technologies Inc.

Low Loss, High Power Air Dielectric Stripline Edge Coupling Structure

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P-Wave Ltd.

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1050/ORD

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09/226,709

6166601

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P-Wave Ltd.

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1052/ORD

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10/718,688

2005-0111575

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P-Wave Ltd.

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11/214,191

2006-0098758

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Powerwave Technologies Inc.

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09/972,697

2002-0016096

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09/082,651

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Powerwave Technologies Inc.

Method and Apparatus for Increasing the Bandwidth, and Reducing the Size, of the DC Feed Network for Wideband RF Amplifiers usi

1056/DIV

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2002-0080594

6560116

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27-Jun-2002

06-May-2003

09-Nov-2019

Powerwave Technologies Inc.

Electronics Apparatus with Wall Support Structure

1056/ORD

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09/435,953

6366473

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Powerwave Technologies Inc.

Method for Supporting a Wall

1058/ORD

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09/658,398

6421253

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Durable Laminated Electronics Assembly using Xxxxx Xxxxxxx (Xxxxx Xxxxx Xxxxxxxx)

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1061/ORD

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Highly Isolated RF Coupler

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11/377,023

2006-0217083

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1095/ORD

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Powerwave Technologies Inc.

Low Cost, Pilotless, Feed Forward Compensation for a Power Xxxxxxxxx

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04-Jan-2011

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Powerwave Technologies Inc.

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Powerwave Technologies Inc.

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1107/ORD

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11-May-2004

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Powerwave Technologies Inc.

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1108/ORD

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1109/

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Powerwave Technologies Inc.

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12-Jan-2010

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Powerwave Technologies Inc.

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1110/ORD

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29-Aug-2006

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Flanged inner conductor coaxial resonators

1112/ORD

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21-Dec-2020

Powerwave Technologies Inc.

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1113/PCT

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02-Apr-1999

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02-Apr-2019

ALLGON AB

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1117/ORD

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08/032,227

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17-Mar-1993

16-Aug-1994

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08/087,764

5374905

09-Jul-1993

20-Dec-1994

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ALLGON AB

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1120/ORD

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1121/ORD

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Powerwave Technologies Inc.

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1122/ORD

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Powerwave Technologies Inc.

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1123/ORD

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Powerwave Technologies Inc.

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1124/ORD

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1125/ORD

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1127/ORD

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1128/ORD

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08/724,759

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1130/ORD

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1132/ORD

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Powerwave Technologies Sweden AB

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Movable dielectric body for controlling propagation velocity in a feed line

1140/ORD

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5963854

14-Mar-1997

05-Oct-1999

12-Jul-2016

Powerwave Technologies Sweden AB

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1143/ORD

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16-Nov-1999

31-May-2016

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Repeater with variable bandwidth

1144/ORD

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08/956,786

6002311

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14-Dec-1999

23-Oct-2017

ALLGON AB

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1145/ORD

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08/854,660

6008763

12-May-1997

28-Dec-1999

12-May-2017

ALLGON AB

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1146/ORD

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08/796,691

6009324

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28-Dec-1999

04-Mar-2017

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Method and device for monitoring a mobile telephone repeater

1147/ORD

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09/027,933

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23-Jan-1998

25-Jan-2000

23-Jan-2018

ALLGON AB

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1148/ORD

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08/865,068

6020861

29-May-1997

01-Feb-2000

29-May-2017

ALLGON AB

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1149/ORD

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1155/ORD

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1160/ORD

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Dual band antenna arrangement

1161/ORD

ORD

09/332,976

6222428

15-Jun-1999

24-Apr-2001

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ALLGON AB

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1162/ORD

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1164/ORD

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Method and system for tuning resonance modules

1165/ORD

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6255922

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12-Jan-2020

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1166/ORD

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Spectral distortion monitor for controlling pre-distortion and feed-forward linearization of RF power amplifier

1167/ORD

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ALLGON AB

Microstrip filter device

1168/ORD

ORD

09/260,016

6283425

02-Mar-1999

04-Sep-2001

02-Mar-2019

ALLGON AB

Mounting bracket

1169/ORD

ORD

09/336,744

6295028

21-Jun-1999

25-Sep-2001

21-Jun-2019

ALLGON AB

Dual band antenna

1170/ORD

ORD

09/539,435

6320483

30-Mar-2000

20-Nov-2001

30-Mar-2020

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1171/ORD

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Swept performance monitor for measuring and correcting RF power amplifier distortion

1173/ORD

ORD

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6396366

16-Apr-2001

28-May-2002

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1174/ORD

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1175/ORD

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1176/ORD

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1177/ORD

PCT

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WO99/66585

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23-Dec-1999

17-Dec-2002

18-Jun-2019

ALLGON AB

Device for tuning of a dielectric resonator

1178/ORD

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6501349

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31-Dec-2002

01-Dec-2020

Powerwave Technologies Inc.

Method and arrangement for fastening inner conductor of resonator structure

1179/ORD

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6504428

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24-Jan-2002

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16-May-2021

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1180/ORD

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1181/ORD

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Powerwave Technologies Inc.

Feedforward amplifier linearization adapting off modulation

1182/ORD

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Switch assembly with a multi-pole switch for combining amplified RF signals to a single RF signal

1183/ORD

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09/820,624

2001-0026202

6593832

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04-Oct-2001

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00-Xxx-0000

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Coaxial cavity resonator, filter and use of resonator component in a filter

1184/ORD

ORD

09/926,695

6600393

26-Feb-2002

29-Jul-2003

26-Feb-2022

ALLGON AB

Temperature-compensated rod resonator

1185/ORD

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Powerwave Technologies Inc.

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Owner

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1187/ORD

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1192/ORD

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Multi-layer RF printed circuit architecture with low-inductance interconnection and low thermal resistance for wide-lead power

1193/CIP

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1193/ORD

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1194/ORD

ORD

10/399,789

2004-0036388

6787696

08-Sep-2003

26-Feb-2004

07-Sep-2004

08-Sep-2023

ALLGON AB

Shielded housing

1195/ORD

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10/404,929

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16-Oct-2003

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01-Apr-2023

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Resonator of radio-frequency filter

1196/ORD

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10/433,476

2004-0070467

6816043

11-Jun-2003

15-Apr-2004

09-Nov-2004

11-Jun-2023

ALLGON AB

Wave-guide and a connector therefor

1197/ORD

ORD

10/416,162

2004-0027290

6831608

15-May-2003

12-Feb-2004

14-Dec-2004

15-May-2023

ALLGON AB

Microwave antenna with patch mounting device

1198/ORD

ORD

10/432,617

2004-0061571

6859177

05-Jun-2003

01-Apr-2004

22-Feb-2005

05-Jun-2023

ALLGON AB

Four port hybrid microstrip circuit of Xxxxx type

1199/ORD

ORD

10/432,618

2004-0056710

6864743

05-Jun-2003

25-Mar-2004

08-Mar-2005

05-Jun-2023

ALLGON AB

Microwave amplifier with bypass segment

1200/ORD

ORD

10/399,861

2004-0041740

6906666

25-Aug-2003

04-Mar-2004

14-Jun-2005

25-Aug-2023

ALLGON AB

Beam adjusting device

1202/

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11/707,475

2007-0197179

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23-Aug-2007

08-Jun-2010

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Optimally adaptive receiver

1203/

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11/713,351

2007-0205952

7864130

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06-Sep-2007

04-Jan-2011

09-May-2028

Powerwave Technologies Inc.

Broadband single vertical polarized base station antenna

1204/ORD

ORD

10/332,373

2004-0028501

7227434

09-Sep-2003

12-Feb-2004

05-Jun-2007

09-Sep-2023

ALLGON AB

TUNING SCREW ASSEMBLY

1205/CIP

CIP

11/066,397

2005-0151598

7023293

28-Feb-2005

14-Jul-2005

04-Apr-2006

31-Oct-2023

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

1205/ORD

ORD

10/433,607

2004-0097203

6987427

16-Jun-2003

20-May-2004

17-Jan-2006

16-Jun-2023

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

1206/ORD

ORD

10/473,138

2004-0171301

7008265

07-Oct-2003

02-Sep-2004

07-Mar-2006

07-Oct-2023

ALLGON AB

CIRCUIT BOARD CONNECTOR

1207/

PCT

11/920,879

2009-0040105

7999737

31-May-2006

12-Feb-2009

16-Aug-2011

11-Mar-2027

Powerwave Technologies Sweden AB

Improved AEDT

1208/ORD

ORD

11/252,888

2006-0111070

7388458

19-Oct-2004

25-May-2006

17-Jun-2008

08-Mar-2025

Powerwave Technologies Sweden AB

A DC-extracting arrangement and a filter

1209/PCT

PCT

10/555,015

2007-0053129

7471172

30-Apr-2004

08-Mar-2007

30-Dec-2008

04-Nov-2024

LGP ALLGON AB

Microwave transmission unit including lightning protection

1215/PCT

PCT

11/989,080

2009-0135078

7808443

21-Jul-2006

28-May-2009

05-Oct-2010

15-Feb-2027

Powerwave Technologies Inc.

INTERLEAVED MULTIPLE BAND ANTENNA

1216/

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11/920,885

2009-0278761

7898489

31-May-2006

12-Nov-2009

01-Mar-2011

27-Jul-2026

Powerwave Technologies Inc.

Phase Shifter

1218/PCT

PCT

12/084,445

2009-0256633

7800438

30-Oct-2006

15-Oct-2009

21-Sep-2010

12-Sep-2027

Powerwave Technologies Sweden AB

General LNA

1224/ORD

PCT

10/451,142

2004-0097203

7092685

27-Jun-2003

20-May-2004

15-Aug-2006

11-Aug-2021

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

1226/PCT

PCT

11/791,378

2008-0036670

8130161

25-Nov-2005

14-Feb-2008

06-Mar-2012

03-Sep-2027

Powerwave Technologies Sweden AB

Antenna control system

1227/PCT

PCT

11/791,421

2007-0290935

7505010

25-Nov-2005

20-Dec-2007

17-Mar-2009

09-Mar-2026

Powerwave Technologies Sweden AB

Antenna control system

1233/

CIP

11/372,513

2007-0018723

7301397

10-Mar-2006

25-Jan-2007

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Xxxxxxxxx Technologies Inc.

Enhanced Efficiency Feed Forward Power Amplifier with Delay Mismatched Error Cancellation Xxxx

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11/729,647

2007-0229385

7629939

29-Mar-2007

04-Oct-2007

08-Dec-2009

29-Mar-2027

Powerwave Technologies Inc.

Broadband Dual Polarized Base Station Antenna

1241/ORD

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10/880,417

2005-0145631

7513385

28-Jun-2004

07-Jul-2005

07-Apr-2009

25-Apr-2025

Powerwave Technologies Inc.

Air lock cover vent for telecommunications equipment

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Date

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Owner

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1242/ORD

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25-Oct-2007

11-May-2010

15-May-2027

Powerwave Technologies Inc.

System and Method for Estimation and Compensation of Radiated Feedback Coupling in a High Gain Repeater

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2002-0071251

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11-Dec-2020

REMEC Inc.

Support and cooling architecture for RF printed circuit boards having multi-pin square post type connectors for RF connectivity

1246/CIP

ORD

11/820,203

2008-001.9532

7995976

18-Jun-2007

24-Jan-2008

09-Aug-2011

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POWERWAVE COMTEK OY

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1041/DIV1

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EP2372903

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Method for Aligning Feed Xxxxxxx Xxxxx

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11154332.8

EP2372903

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04-Jul-2012

10-Sep-2024

Method for Aligning Feed Forward Loops

1043/KR

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00-0000000

Korea, Republic of

07-Apr-2004

28-Dec-2005

06-Feb-2007

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Powerwave Technologies Inc.

Additive Digital Predistortion System Employing Parallel Path Coordinate Conversion

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2.0038E+11

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19-Aug-2009

11-Dec-2023

Powerwave Technologies Inc.

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3790474.5

EP1573907

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20-Sep-2010

11-Dec-2023

Powerwave Technologies Inc.

Delay Mismatched Feed Forward Amplifier System Using Penalties and Floors for Control

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3762/CHENP/2006

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Powerwave Technologies Inc.

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1957526

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02-Dec-2009

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EP1695438

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1052/PCT

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PCT

2.0068E+11

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Adaptive Biasing in a Power Xxxxxxxxx

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Adaptive Biasing in a Power Xxxxxxxxx

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Amplification System Having Mask Detection

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Amplification System Having Mask Detection

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Amplification System Having Mask Detection

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Amplification System Having Mask Detection

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Amplification System having Mask Detection and Bias Compensation

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Amplification System having Mask Detection and Bias Compensation

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EP1224731

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Multi-Channel Amplification System Using Mask Detection

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Switchable Combiner/Splitter

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Adaptive Predistortion Linearized Amplifier System Employing Selective Sampling

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1096/PCT

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An antenna device with two radiating elements having an adjustable phase difference between the radiating elements

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An antenna device with two radiating elements having an adjustable phase difference between the radiating elements

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An antenna device with two radiating elements having an adjustable phase difference between the radiating elements

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30-May-1996

18-Aug-2004

15-Nov-2015

Powerwave Technologies Inc.

Measuring line for a coaxial conductor for determining energy throughflow and standing wave ratios

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1132/PCT

EPP

972116

FI972116

000000

Xxxxxxx

15-Nov-1995

16-May-1997

15-Oct-2002

15-Nov-2015

Powerwave Technologies Inc.

Measuring line for a coaxial conductor for determining energy through flow and standing wave ratios

1132/PCT

EPP

95937291.3

EP0792464

000000

Xxxxxx

15-Nov-1995

30-May-1996

18-Aug-2004

15-Nov-2015

Powerwave Technologies Inc.

Measuring line for a coaxial conductor for determining energy throughflow and standing wave ratios

1132/PCT

EPP

95937291.3

EP0792464

000000

Xxxxx

15-Nov-1995

30-May-1996

18-Aug-2004

15-Nov-2015

Powerwave Technologies Inc.

Measuring line for a coaxial conductor for determining energy throughflow and standing wave ratios

1132/ORD

PRI

9403985-6

SE9403985

000000

Xxxxxx

17-Nov-1994

30-Sep-1996

17-Nov-2014

Powerwave Technologies Inc.

Measuring line for a coaxial conductor for determining energy throughflow and standing wave ratios

1132/PCT

EPP

95937291.3

EP0792464

792464

15-Nov-1995

30-May-1996

18-Aug-2004

15-Nov-2015

Powerwave Technologies Inc.

Measuring line for a coaxial conductor for determining energy throughflow and standing wave ratios

1135/PCT

PCT

97937169.7

XX0000000

928515

EPC

07-Aug-1997

14-Jul-1999

10-Sep-2003

07-Aug-2017

Powerwave Technologies Inc.

Adaptive digital predistortion linearization and feed- forward correction of RF power amplifier

1135/PCT

EPP

97937169.7

XX0000000

000000

Xxxxxx

07-Aug-1997

14-Jul-1999

10-Sep-2003

07-Aug-2017

Powerwave Technologies Inc.

Adaptive digital predistortion linearization and feed- forward correction of RF power amplifier

1135/PCT

PCT

9760169.7

DE69716935T

69716935

Germany

07-Aug-1997

03-JuI-2003

04-Dec-2003

07-Aug-2017

Powerwave Technologies Inc.

Adaptive digital predistortion linearization and feed- forward correction of RF power amplifier

1135/PCT

EPP

97937169.7

XX0000000

000000

Xxxxx

07-Aug-1997

14-Jul-1999

10-Sep-2003

07-Aug-2017

Powerwave Technologies Inc.

Adaptive digital predistortion linearization and feed- forward correction of RF power amplifier

1135/PCT

PCT

00-0000-0000000

00-0000000

Korea, Republic of

19-Mar-1999

25-Jul-2000

14-May-2002

07-Aug-2017

Powerwave Technologies Inc.

Adaptive digital predistortion linearization and feed- forward correction of RF power amplifier

1135/PCT

EPP

97937169.7

XX0000000

000000

Xxxxxx

07-Aug-1997

14-Jul-1999

10-Sep-2003

07-Aug-2017

Powerwave Technologies Inc.

Adaptive digital predistortion linearization and feed- forward correction of RF power amplifier

1136/PCT

PCT

988006882.6

CN1261987

1121080C

PRC

17-Jun-1998

02-Aug-2000

10-Sep-2003

17-Jun-2018

Powerwave Technologies Inc.

Temperature compensation structure for resonator cavity

1136/EP

PCT

98093134.9

EP0990274

990274

EPC

17-Jun-1998

05-Apr-2000

22-Jan-2003

17-Jun-2018

Powerwave Technologies Inc.

Temperature compensation structure for resonator cavity

1136/EP

EPC

98093134.9

EP0990274

000000

Xxxxxxx

17-Jun-1998

05-Apr-2000

22-Jan-2003

17-Jun-2018

Powerwave Technologies Inc.

Temperature compensation structure for resonator cavity

1136/EP

EPC

98093134.9

EP0990274

69810927.9

Germany

17-Jun-1998

05-Apr-2000

22-Jan-2003

17-Jun-2018

Powerwave Technologies Inc.

Temperature compensation structure for resonator cavity

1136/EP

EPC

98093134.9

EP0990274

000000

Xxxxx

17-Jun-1998

05-Apr-2000

22-Jan-2003

17-Jun-2018

Powerwave Technologies Inc.

Temperature compensation structure for resonator cavity

1136/EP

EPC

980931349.9

EP0990274

000000

Xxxxxx

17-Jun-1998

05-Apr-2000

22-Jan-2003

17-Jun-2018

Powerwave Technologies Inc.

Temperature compensation structure for resonator cavity

1136/EP

EPC

98093134.9

EP0990274

990274

17-Jun-1998

05-Apr-2000

22-Jan-2003

17-Jun-2018

Powerwave Technologies Inc.

Temperature compensation structure for resonator cavity

1137/

PCT

542545/99

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Xxxxx

28-Jan-1999

23-Aug-2002

Powerwave Technologies Inc.

Control of RF error extraction using auto-calibrating RF correlator

1137/

PCT

00-0000-0000000

KR10-0345620

Korea, Republic of

12-Oct-1999

26-Jan-2001

10-Jul-2002

28-Jan-2019

Powerwave Technologies Inc.

Control of RF error extraction using auto-calibrating RF correlator

1138/

PCT

00-0000-0000000

KR10-0338230

Korea, Republic of

19-Mar-1999

25-Jul-2000

14-May-2002

07-Aug-2017

Powerwave Technologies Inc.

Adaptive digital predistortion linearization and feed- forward correction of RF power amplifier

1139/PCT

ORD

XX0000000-0

BR9609177

XX0000000-0

Brazil

24-Nov-1997

24-Aug-1999

30-Apr-2002

24-Nov-2017

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1139/PCT

ORD

96193925.7

1184562

ZL96193925.7

PRC

24-May-1996

10-Jun-1998

25-Dec-2002

24-May-2016

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

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Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1139/PCT

PCT

96920089.8

EP0832508

832508

EPC

24-May-1996

28-Nov-1996

05-Dec-2001

24-May-2016

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1139/PCT

EPP

96920089.8

EP0832508

000000

Xxxxxx

24-May-1996

28-Nov-1996

05-Dec-2001

24-May-2016

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1139/PCT

EPP

96920089.8

EP0832508

69617681

Germany

24-May-1996

28-Nov-1996

05-Dec-2001

24-May-2016

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1139/PCT

ORD

1030/DEL/1996

227544

India

16-May-1996

13-Dec-2009

16-May-2016

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

0000/XXX

XXX

X-000000

ID0005890

Indonesia

09-Jul-1997

24-Jan-2001

09-Jul-2017

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1139/PCT

EPP

96920089.8

EP0832508

000000

Xxxxx

24-May-1996

28-Nov-1996

05-Dec-2001

24-May-2016

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1139/PCT

ORD

00-0000-0000000

00-0000000

Korea, Republic of

24-May-1996

25-Feb-1999

04-Dec-2000

24-May-2016

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1139/PRI

PRI

9501955-0

SE9501955

000000

Xxxxxx

24-May-1995

25-Nov-1996

03-Mar-1997

24-May-2015

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1139/PCT

ORD

85105778

98293

Taiwan

16-May-1996

21-Sep-1998

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1139/PCT

EPP

96920089.8

EP0832508

832508

24-May-1996

28-Nov-1996

05-Dec-2001

24-May-2016

Powerwave Technologies Inc.

Movable dielectric body for controlling propagation velocity in a feed line

1140/ORD

PCT

2226783

CA2226783

2226783

Canada

12-Jul-1996

06-Feb-1997

08-Apr-2008

12-Jul-2016

Powerwave Technologies Inc.

Antenna amplifier

1140/PCT

EPC

96924235.3

EP0872024

000000

Xxxxxxx

12-Jul-1996

02-Jun-1997

17-Feb-2003

12-Jul-2016

Powerwave Technologies Inc.

Amplifier for antenna and using integrated dual duplex filters

1140/PCT

ORD

96924235.3

EP0872024

872024

EPC

12-Jul-1996

02-Jun-1997

16-Oct-2002

12-Jul-2016

Powerwave Technologies Inc.

Amplifier for antenna and using integrated dual duplex filters

1140/PCT

EPC

96924235.3

EP0872024

000000

Xxxxxxx

12-Jul-1996

02-Jun-1997

16-Oct-2002

12-Jul-2016

Powerwave Technologies Inc.

Amplifier for antenna and using integrated dual duplex filters

1140/PCT

EPC

96924235.3

EP0872024

69624377

Germany

12-Jul-1996

02-Jun-1997

10-Jul-2003

12-Jul-2016

Powerwave Technologies Inc.

Amplifier for antenna and using integrated dual duplex filters

1140/PCT

EPC

96924235.3

EP0872024

872024

Italy

12-Jul-1996

02-Jun-1997

16-Oct-2002

12-Jul-2016

Powerwave Technologies Inc.

Amplifier for antenna and using integrated dual duplex filters

1140/PCT

EPC

96924235.3

EP0872024

2185786

Spain

12-Jul-1996

02-Jun-1997

16-Oct-2002

12-Jul-2016

Powerwave Technologies Inc.

Amplifier for antenna and using integrated dual duplex filters

1140/ORD

PRI

-5782

SE9502604

504568

Sweden

14-Jul-1995

15-Jan-1997

10-Mar-1997

14-Jul-2015

Powerwave Technologies Inc.

Amplifier for antenna and using integrated dual duplex filters

1140/PCT

EPC

96924235.3

EP0872024

872024

12-Jul-1996

02-Jun-1997

16-Oct-2002

12-Jul-2016

Powerwave Technologies Inc.

Amplifier for antenna and using integrated dual duplex filters

1143/ORD

PCT

31116/97

AU722385

722385

Australia

30-Dec-1998

03-Aug-2000

16-Nov-2000

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

97926327.4

EP0894373

894373

Austria

28-May-1997

03-Feb-1999

08-Aug-2001

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

97926327.4

EP0894373

894373

Belgium

28-May-1997

03-Feb-1999

08-Aug-2001

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

2256330

CA2256330

2256330

Canada

28-May-1997

04-Dec-1997

27-Jan-2004

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

97926327.4

EP0894373

894373

France

28-May-1997

03-Feb-1999

08-Aug-2001

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

97926327.4

EP0894373

69706044

Germany

28-May-1997

03-Feb-1999

08-Aug-2001

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1143/ORD

PCT

97926327.4

EP0894373

894373

Italy

28-May-1997

03-Feb-1999

08-Aug-2001

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

10-1998-0709762

10-2000-0016194

10-0313486

Korea, Republic of

30-Nov-1998

25-Mar-2000

22-Oct-2001

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

19985514

NO985514

316050

Norway

26-Nov-1998

01-Dec-2003

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

97926327.4

EP0894373

894373

Spain

28-May-1997

03-Feb-1999

08-Aug-2001

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PRI

9602161-3

SE9602161

510569

Sweden

31-May-1996

01-Dec-1997

07-Jun-1999

31-May-2016

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

97926327.4

EP0894373

894373

Switzerland

28-May-1997

03-Feb-1999

08-Aug-2001

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1143/ORD

PCT

97926327.4

EP0894373

894373

28-May-1997

03-Feb-1999

08-Aug-2001

28-May-2017

Powerwave Technologies Inc.

Repeater with variable bandwidth

1145/ORD

ORD

29191/97

AU720608B

720608

Australia

19-Nov-1998

08-Jun-2000

21-Sep-2000

19-Nov-2018

Powerwave Technologies Inc.

Flat antenna

1145/ORD

ORD

PI9708946-0

BR9708946

PI9708946-0

Brazil

12-May-1997

03-Aug-1999

18-Feb-2003

12-May-2017

Powerwave Technologies Inc.

Flat antenna

1145/ORD

ORD

97194636.1

1218583

ZL97194636.1

PRC

13-Nov-1998

02-Jun-1999

10-Dec-2003

13-Nov-2018

Powerwave Technologies Inc.

Flat antenna

1145/ORD

ORD

97923376.4

EP0939975

939975

EPC

16-Nov-1998

08-Sep-1999

29-Oct-2003

16-Nov-2018

Powerwave Technologies Inc.

Flat antenna

1145/ORD

ORD

97923376.4

EP0939975

939975

France

12-May-1997

08-Sep-1999

29-Oct-2003

12-May-2017

Powerwave Technologies Inc.

Flat antenna

1145/ORd

ORD

97923376.4

EP0939975

69725874

Germany

12-May-1997

08-Sep-1999

29-Oct-2003

12-May-2017

Powerwave Technologies Inc.

Flat antenna

1145/ORD

ORD

9703963-0

SE9703963

509749

Sweden

29-Oct-1997

14-Nov-1997

01-Mar-1999

29-Oct-2017

Powerwave Technologies Inc.

Flat antenna

1145/ORD

ORD

97923376.4

EP0939975

939975

12-May-1997

08-Sep-1999

29-Oct-2003

12-May-2017

Powerwave Technologies Inc.

Flat antenna

1146/PCT

PCT

19492/97

AU711591B

711591

Australia

14-Aug-1998

14-Oct-1999

27-Jan-2000

19-Feb-2017

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

PCT

2244873

CA2244873

2244873

Canada

19-Feb-1997

12-Sep-1997

18-Oct-2005

19-Feb-2017

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

PCT

97192826.6

1212797

ZL97192826.6

PRC

19-Feb-1997

31-Mar-1999

20-Oct-2004

19-Feb-2017

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

PCT

97907503.3

EP0885491

885491

EPC

27-Aug-1998

23-Dec-1998

28-Aug-2002

19-Feb-2017

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

EPC

97907503.3

EP0885491

885491

France

27-Aug-1998

23-Dec-1998

28-Aug-2002

27-Aug-2018

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

PCT

69714975.7

69714975

Germany

27-Aug-1998

28-Aug-2002

19-Feb-2017

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

EPC

97907503.3

EP0885491

885491

Italy

27-Aug-1998

23-Dec-1998

28-Aug-2002

27-Aug-2018

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

PCT

10-1998-0706972

10-1999-0087537

10-0427885

Korea, Republic of

04-Sep-1998

27-Dec-1999

08-Apr-2004

19-Feb-2017

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

PCT

19984034

NO984034

315677

Norway

02-Sep-1998

29-Oct-1998

06-Oct-2003

19-Feb-2017

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

EPC

97907503.3

EP0885491

885491

Spain

27-Aug-1998

23-Dec-1998

28-Aug-2002

27-Aug-2018

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1146/ORD

ORD

9600842-0

SE9600842

511385

Sweden

04-Mar-1996

03-Sep-1997

20-Sep-1999

04-Mar-2016

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1146/PCT

EPC

97907503.3

EP0885491

885491

27-Aug-1998

23-Dec-1998

28-Aug-2002

27-Aug-2018

Powerwave Technologies Inc.

Method and device for monitoring a mobile telephone repeater

1147/ORD

PCT

PI9806975-6

P19806975-6

Brazil

22-Jul-1999

29-May-2012

29-May-2022

Powerwave Technologies Inc.

Antenna element

1147/ORD

PCT

98802015.7

1244297

ZL98802015.7

PRC

16-Jan-1998

09-Feb-2000

29-Oct-2003

16-Jan-2018

Powerwave Technologies Inc.

Antenna element

1147/ORD

ORD

98901630.8

EP0954886

954886

EPC

30-Jun-1999

10-Nov-1999

10-Nov-2004

30-Jun-2019

Powerwave Technologies Inc.

Antenna element

1147/ORD

EPC

98901630.8

EP0954886

954886

France

16-Jan-1998

10-Nov-1999

10-Nov-2004

16-Jan-2018

Powerwave Technologies Inc.

Antenna element

1147/ORD

EPC

98901630.8

EP0954886

69827471.7

Germany

16-Jan-1998

10-Nov-1999

10-Nov-2004

16-Jan-2018

Powerwave Technologies Inc.

Antenna element

1147/ORD

PCT

P-980066

ID0006011

Indonesia

20-Jan-1998

27-Feb-2001

16-Jan-2018

Powerwave Technologies Inc.

Antenna element

1147/ORD

EPC

98901630.8

EP0954886

954886

Italy

16-Jan-1998

10-Nov-1999

10-Nov-2004

16-Jan-2018

Powerwave Technologies Inc.

Antenna element

1147/ORD

PCT

2085810

JP2001509341

3990735

Japan

22-Jul-1999

10-Jul-2001

17-Oct-2007

16-Jan-2018

Powerwave Technologies Inc.

Antenna element

1147/PRI

PRI

-372485

SE9700208

507076

Sweden

24-Jan-1997

23-Mar-1998

24-Jan-2017

Powerwave Technologies Inc.

Antenna element

1147/ORD

EPC

98901630.8

EP0954886

954886

16-Jan-1998

10-Nov-1999

10-Nov-2004

16-Jan-2018

Powerwave Technologies Inc.

Antenna element

1148/ORD

PRI

9602080-5

SE9602080

506868

Sweden

29-May-1996

30-Nov-1997

23-Feb-1998

29-May-2016

Powerwave Technologies Inc.

Elongated antenna

1149/

PCT

97915092.7

EP0890218

EPC

11-Aug-1998

13-Jan-1999

08-Jan-2003

14-Mar-2017

Powerwave Technologies Inc.

Adaptive compensation of RF amplifier distortion by injecting predistortion signal derived from respectively different function

1149/

EPP

97915092.7

EP0890218

890218

France

11-Aug-1998

13-Jan-1999

08-Jan-2003

14-Mar-2017

Powerwave Technologies Inc.

Adaptive compensation of RF amplifier distortion by injecting predistortion signal derived from respectively different function

1149/

EPP

97915092.7

EP0890218

69718304.1

Germany

11-Aug-1998

13-Jan-1999

08-Jan-2003

14-Mar-2017

Powerwave Technologies Inc.

Adaptive compensation of RF amplifier distortion by injecting predistortion signal derived from respectively different function

1149/

PCT

890218

Italy

14-Mar-1997

Powerwave Technologies Inc.

Adaptive compensation of RF amplifier distortion by injecting predistortion signal derived from respectively different function

1149/

PCT

555283/97

3393650

Japan

14-Mar-1997

31-Jan-2003

Powerwave Technologies Inc.

Adaptive compensation of RF amplifier distortion by injecting predistortion signal derived from respectively different function

1149/

PCT

98-707629

283598

Korea, Republic of

11-Dec-2000

Powerwave Technologies Inc.

Adaptive compensation of RF amplifier distortion by injecting predistortion signal derived from respectively different function

1149/

EPP

97915092.7

EP0890218

890218

Sweden

11-Aug-1998

13-Jan-1999

08-Jan-2003

14-Mar-2017

Powerwave Technologies Inc.

Adaptive compensation of RF amplifier distortion by injecting predistortion signal derived from respectively different function

1149/

EPP

97915092.7

EP0890218

890218

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08-Jan-2003

14-Mar-2017

Powerwave Technologies Inc.

Adaptive compensation of RF amplifier distortion by injecting predistortion signal derived from respectively different function

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Matter

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Case

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Application

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Country

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PubDate

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ExpDate

Owner

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1150/ORD

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1225206

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23-Jun-1997

04-Aug-1999

18-Jun-2003

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Powerwave Technologies Inc.

Method and system for tuning resonance modules

1150/ORD

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97932068.6

EP0913031

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23-Jun-1997

15-Jan-1998

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23-Jun-2017

Powerwave Technologies Inc.

Method and system for tuning resonance modules

1150/ORD

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97932068.6

EP0913031

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EPC

23-Jun-1997

15-Jan-1998

19-Nov-2003

23-Jun-2017

Powerwave Technologies Inc.

Method and system for tuning resonance modules

1150/ORD

ORD

97932068.6

EP0913031

913031

Finland

23-Jun-1997

15-Jan-1998

19-Nov-2003

23-Jun-2017

Powerwave Technologies Inc.

Method and system for tuning resonance modules

1150/ORD

ORD

9602740-4

SE9602740

507698

Sweden

10-Jul-1996

11-Jan-1998

06-Jul-1998

10-Jul-2016

Powerwave Technologies Inc.

Method and system for tuning resonance modules

1150/ORD

ORD

97932068.6

EP0913031

913031

23-Jun-1997

15-Jan-1998

19-Nov-2003

23-Jun-2017

Powerwave Technologies Inc.

Method and system for tuning resonance modules

1151/ORD

PCT

PI9813505-8

P19813505-8

Brazil

12-Jun-2000

02-May-2015

02-May-2025

Powerwave Technologies Inc.

Dual band antenna

1151/ORD

PCT

98812131.X

1281590

ZL98812131.X

PRC

12-Jul-1998

24-Jan-2001

28-Apr-2004

12-Jul-2018

Powerwave Technologies Inc.

Dual band antenna

1151/PCT

ORD

98962782.3

EP1038332

1038332

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Antenna operating with two isolated channels

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Coaxial cavity resonator, filter and use of resonator component in a filter

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60138607.8

Germany

20-Mar-2001

02-Jan-2003

06-May-2009

20-Mar-2021

Powerwave Technologies Sweden AB

Coaxial cavity resonator, filter and use of resonator component in a filter

1183/ORD

ORD

-276306

SE0001143

520203

Sweden

30-Mar-2000

01-Oct-2001

10-Jun-2003

30-Mar-2020

Powerwave Technologies Inc.

Coaxial cavity resonator, filter and use of resonator component in a filter

1183/ORD

EPC

1916015.9

EP1269563

1269563

20-Mar-2001

02-Jan-2003

25-Mar-2009

20-Mar-2021

Powerwave Technologies Inc.

Coaxial cavity resonator, filter and use of resonator component in a filter

1184/ORD

ORD

808413

1353875

CN1193458C

PRC

26-Apr-2000

12-Jun-2002

16-Mar-2005

26-Apr-2020

Powerwave Technologies Inc.

Temperature-compensated rod resonator

1184/ORD

ORD

928066

EP1181738

1181738

EPC

26-Apr-2000

14-Dec-2000

10-Oct-2007

26-Apr-2020

Powerwave Technologies Inc.

Temperature-compensated rod resonator

1184/ORD

EPC

928066

EP1181738

60036701

Germany

26-Apr-2000

14-Dec-2000

10-Oct-2007

26-Apr-2020

Powerwave Technologies Inc.

Temperature-compensated rod resonator

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1184/ORD

ORD

1555264

SE9902094

514247

Sweden

04-Jun-1999

05-Dec-2000

29-Jan-2001

04-Jun-2019

Powerwave Technologies Inc.

Temperature-compensated rod resonator

1188/

PCT

812081.1

1371535

CN1179445C

PRC

23-Aug-2000

25-Sep-2002

08-Dec-2004

23-Aug-2020

Powerwave Technologies Inc.

Four port hybrid

1188/

ORD

957206.6

EP1208615

1208615

EPC

23-Aug-2000

29-May-2002

05-Nov-2008

23-Aug-2020

Powerwave Technologies Inc.

Four port hybrid

1188/

EPP

957206.6

EP1208615

1208615

Germany

23-Aug-2000

29-May-2002

05-Nov-2008

23-Aug-2020

Powerwave Technologies Inc.

Four port hybrid

1188/

PRI

1901454

SE9903042

514767

Sweden

27-Aug-1999

28-Feb-2001

23-Apr-2001

27-Aug-2019

Powerwave Technologies Inc.

Four port hybrid

1189/

ORD

2002315007

Australia

06-Jun-2002

02-Jan-2003

20-Dec-2007

06-Jun-2022

Powerwave Technologies Inc.

Dual-mode resonator

1189/GB

PCT

GB20040000190

WO03001683

GB2394366

06-Jun-2002

03-Jan-2003

02-Mar-2005

06-Jun-2022

Powerwave Technologies Inc.

Dual-mode resonator

1193/PCT

PCT

808556

ZL00808556.0

PRC

18-May-2000

09-Feb-2005

18-May-2020

Powerwave Technologies Inc.

Method and apparatus for stability margin determination in a repeater

1193/PCT

ORD

944474.6

EP1186112

1186112

EPC

18-May-2000

13-Mar-2002

13-May-2009

18-May-2020

Powerwave Technologies Inc.

Method and apparatus for stability margin determination in a repeater

1193/PCT

EPC

944474.6

EP1186112

1186112

France

18-May-2000

13-Mar-2002

13-May-2009

18-May-2020

Powerwave Technologies Sweden AB

Method and apparatus for stability margin determination in a repeater

1193/PCT

EPC

944474.6

EP1186112

60042205.4

Germany

18-May-2000

13-Mar-2002

19-May-2009

18-May-2020

Powerwave Technologies Sweden AB

Method and apparatus for stability margin determination in a repeater

1193/

PRI

1598303

SE9902212

516753

Sweden

11-Jun-1999

12-Dec-2000

26-Feb-2002

11-Jun-2019

Powerwave Technologies Inc.

Method and apparatus for stability margin determination in a repeater

1193/PCT

EPP

944474.6

EP1186112

1186112

18-May-2000

13-Mar-2002

25-Mar-2009

18-May-2020

Powerwave Technologies Inc.

Method and apparatus for stability margin determination in a repeater

1194/ORD

ORD

1817989.4

ZL01817989.4

PRC

25-Apr-2003

23-Nov-2005

25-Apr-2023

ALLGON AB

Shielded housing

1194/ORD

ORD

1965808.7

EP1334649

1334649

EPC

12-Sep-2001

13-Aug-2003

17-Dec-2008

12-Sep-2021

ALLGON AB

Shielded housing

1194/ORD

EPC

1965808.7

EP1334649

1334649

France

12-Sep-2001

13-Aug-2003

17-Dec-2008

12-Sep-2021

ALLGON AB

Shielded housing

1194/ORD

EPC

1965808.7

EP1334649

60137072.4

Germany

12-Sep-2001

13-Aug-2003

09-Dec-2008

12-Sep-2021

ALLGON AB

Shielded housing

1194/ORD

ORD

4103395.1

HK1060472

Hong Kong

14-May-2004

08-Jun-2004

17-Mar-2006

14-May-2024

ALLGON AB

Shielded housing

1194/

PRI

741564

WO0235902

1334649

Sweden

27-Oct-2000

02-May-2002

13-Aug-2003

27-Oct-2020

ALLGON AB

Shielded housing

1194/ORD

EPC

1965808.7

EP1334649

1334649

12-Sep-2001

13-Aug-2003

25-Mar-2009

12-Sep-2021

ALLGON AB

Shielded housing

1196/ORD

ORD

1819390

1476649

ZL01819390.0

PRC

10-Dec-2001

18-Feb-2004

19-Jul-2006

10-Dec-2021

Powerwave Technologies Sweden AB

Wave-guide and a connector therefor

1196/ORD

ORD

1270919.2

EP1342285

1342285

EPC

10-Dec-2001

10-Sep-2003

16-Jul-2008

10-Dec-2021

Powerwave Technologies Sweden AB

Wave-guide and a connector therefor

1196/ORD

EPC

1270919.2

EP1342285

1342285

France

10-Dec-2001

10-Sep-2003

16-Jul-2008

10-Dec-2021

Powerwave Technologies Sweden AB

Wave-guide and a connector therefor

1196/ORD

EPC

1270919.2

EP1342285

60134890

Germany

10-Dec-2001

10-Sep-2003

16-Jul-2008

10-Dec-2021

Powerwave Technologies Sweden AB

Wave-guide and a connector therefor

1196/ORD

ORD

0004569-0

WO0249140

518507

Sweden

11-Dec-2000

20-Jun-2002

15-Oct-2002

11-Dec-2020

Powerwave Technologies Sweden AB

Wave-guide and a connector therefor

1196/ORD

EPC

1270919.2

EP1342285

1342285

10-Dec-2001

10-Sep-2003

16-Jul-2008

10-Dec-2021

Powerwave Technologies Sweden AB

Wave-guide and a connector therefor

1197/ORD

ORD

01819589.X

1478314

CN1242512C

PRC

26-Oct-2001

25-Feb-2004

15-Feb-2006

26-Oct-2021

Powerwave Technologies Sweden AB

Microwave antenna with patch mounting device

1197/ORD

PCT

1979182.1

EP1340287

1340287

EPC

26-Oct-2001

03-Sep-2003

12-Dec-2007

26-Oct-2021

Powerwave Technologies Sweden AB

Microwave antenna with patch mounting device

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1197/ORD

EPP

1979182.1

EP1340287

1340287

France

26-Oct-2001

03-Sep-2003

12-Dec-2007

26-Oct-2021

Powerwave Technologies Sweden AB

Microwave antenna with patch mounting device

1197/ORD

EPP

1979182.1

EP1340287

60131887

Germany

26-Oct-2001

03-Sep-2003

12-Dec-2007

26-Oct-2021

Powerwave Technologies Sweden AB

Microwave antenna with patch mounting device

1197/ORD

ORD

896488

SE0004354

518237

Sweden

27-Nov-2000

28-May-2002

10-Sep-2002

27-Nov-2020

Powerwave Technologies Sweden AB

Microwave antenna with patch mounting device

1197/ORD

EPP

1979182.1

EP1340287

1340287

26-Oct-2001

03-Sep-2003

12-Dec-2007

26-Oct-2021

Powerwave Technologies Sweden AB

Microwave antenna with patch mounting device

1198/ORD

ORD

ZL01821053.8

1484874

CN1248357C

PRC

09-Nov-2001

24-Mar-2004

29-Mar-2006

09-Nov-2021

Powerwave Technologies Sweden AB

Four port hybrid microstrip circuit of Lange type

1198/ORD

ORD

1983025.6

EP1346432

1346432

EPC

15-May-2003

24-Sep-2003

26-May-2010

15-May-2023

Powerwave Technologies Sweden AB

Four port hybrid microstrip circuit of Lange type

1198/ORD

EPC

1983025.6

EP1346432

60142579

Germany

15-May-2003

24-Sep-2003

30-May-2010

15-May-2023

Powerwave Technologies Sweden AB

Four port hybrid microstrip circuit of Lange type

1198/ORD

ORD

1072109

SE0004835

520792

Sweden

22-Dec-2000

23-Jun-2002

26-Aug-2003

22-Dec-2020

Powerwave Technologies Sweden AB

Four port hybrid microstrip circuit of Lange type

1199/ORD

PCT

1821153.4

1483240

ZL01821153.4

PRC

09-Nov-2001

17-Mar-2004

24-May-2006

09-Nov-2021

Powerwave Technologies Sweden AB

Microwave amplifier with bypass segment

1199/ORD

ORD

1983026.4

EP1344313

1344313

EPC

15-May-2003

17-Sep-2003

02-Jan-2008

15-May-2023

Powerwave Technologies Sweden AB

Microwave amplifier with bypass segment

1199/ORD

EPC

1983026.4

EP1344313

1344313

France

15-May-2003

17-Sep-2003

02-Jan-2008

15-May-2023

Powerwave Technologies Sweden AB

Microwave amplifier with bypass segment

1199/ORD

EPC

1983026.4

EP1344313

60132244.4

Germany

15-May-2003

17-Sep-2003

28-Dec-2007

15-May-2023

Powerwave Technologies Sweden AB

Microwave amplifier with bypass segment

1199/ORD

ORD

4101972.6

HK1061471

Hong Kong

22-Dec-2000

01-Aug-2008

22-Dec-2020

Powerwave Technologies Sweden AB

Microwave amplifier with bypass segment

1199/ORD

PRI

1071836

SE0004834

519752

Sweden

22-Dec-2000

23-Jun-2002

08-Apr-2003

22-Dec-2020

Powerwave Technologies Sweden AB

Microwave amplifier with bypass segment

1199/ORD

EPC

1983026.4

EP1344313

1344313

15-May-2003

17-Sep-2003

02-Jan-2008

15-May-2023

Powerwave Technologies Sweden AB

Microwave amplifier with bypass segment

1200/ORD

PCT

1818180.5

CN1471748

ZL01818180.5

PRC

12-Sep-2001

28-Jan-2004

28-Jun-2006

12-Sep-2021

Powerwave Technologies Sweden AB

Beam adjusting device

1200/ORD

ORD

1967873.9

EP1348244

1348244

EPC

12-Sep-2001

01-Oct-2003

21-Nov-2007

12-Sep-2021

Powerwave Technologies Sweden AB

Beam adjusting device

1200/ORD

EPC

1967873.9

EP1348244

1348244

France

12-Sep-2001

01-Oct-2003

21-Nov-2007

12-Sep-2021

Powerwave Technologies Sweden AB

Beam adjusting device

1200/ORD

EPC

1967873.9

EP1348244

60131566.9

Germany

12-Sep-2001

01-Oct-2003

21-Nov-2007

12-Sep-2021

Powerwave Technologies Sweden AB

Beam adjusting device

1200/ORD

ORD

4104336.1

HK1061309

1061309

Hong Kong

12-Sep-2001

10-Sep-2004

13-Oct-2006

12-Sep-2021

Powerwave Technologies Sweden AB

Beam adjusting device

1200/ORD

PRI

741260

SE0003929

519751

Sweden

27-Oct-2000

28-Apr-2002

08-Apr-2003

27-Oct-2020

Powerwave Technologies Sweden AB

Beam adjusting device

1200/ORD

EPC

1967873.9

EP1348244

1348244

12-Sep-2001

01-Oct-2003

21-Nov-2007

12-Sep-2021

Powerwave Technologies Sweden AB

Beam adjusting device

1204/ORD

ORD

1811910.7

1441879

ZL01811910.7

PRC

09-Jul-2001

10-Sep-2003

09-Jul-2008

09-Jul-2021

Powerwave Technologies Sweden AB

TUNING SCREW ASSEMBLY

1204/ORD

ORD

279625

SE0002665

516862

Sweden

14-Jul-2000

15-Jan-2002

12-Mar-2002

14-Jul-2020

Powerwave Technologies Sweden AB

TUNING SCREW ASSEMBLY

1205/ORD

ORD

1820539.9

1481614

CN1244199C

PRC

12-Dec-2001

10-Mar-2004

01-Mar-2006

12-Dec-2021

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1205/ORD

ORD

1270954.9

EP1352470

1352470

EPC

12-Dec-2001

15-Oct-2003

11-Feb-2009

12-Dec-2021

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

1205/ORD

ORD

1007341

SE0004658

519892

Sweden

15-Dec-2000

16-Jun-2002

22-Apr-2003

15-Dec-2020

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

1205/ORD

EPC

1270954.9

EP1352470

1352470

12-Dec-2001

15-Oct-2003

25-Mar-2009

12-Dec-2021

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

1206/ORD

ORD

2808097.1

1502148

ZL02808097.1

PRC

13-Feb-2002

02-Jun-2004

15-Nov-2006

13-Feb-2022

Powerwave Technologies Sweden AB

CIRCUIT BOARD CONNECTOR

1206/ORD

ORD

2711605.2

EP1378025

1378025

EPC

13-Feb-2002

07-Jan-2004

18-Aug-2009

13-Feb-2022

Powerwave Technologies Sweden AB

CIRCUIT BOARD CONNECTOR

1206/ORD

EPC

2711605.2

EP1378025

60235072

Germany

13-Feb-2002

07-Jan-2004

08-Apr-2010

13-Feb-2022

Powerwave Technologies Sweden AB

CIRCUIT BOARD CONNECTOR

1206/ORD

ORD

4108875.9

1066103A

HK1066103

Hong Kong

13-Feb-2002

11-Mar-2005

13-Apr-2007

13-Feb-2022

Powerwave Technologies Sweden AB

CIRCUIT BOARD CONNECTOR

1206/ORD

EPC

2711605.2

EP1378025

2335975

Spain

13-Feb-2002

07-Jan-2004

23-Apr-2010

13-Feb-2022

Powerwave Technologies Sweden AB

CIRCUIT BOARD CONNECTOR

1206/ORD

ORD

0101303-6

SE0101303

520321

Sweden

11-Apr-2001

12-Oct-2002

24-Jun-2003

11-Apr-2021

Powerwave Technologies Sweden AB

CIRCUIT BOARD CONNECTOR

1206/ORD

EPC

2711605.2

EP1378025

1378025

13-Feb-2002

07-Jan-2004

18-Aug-2009

13-Feb-2022

Powerwave Technologies Sweden AB

CIRCUIT BOARD CONNECTOR

1207/

PCT

6747834.7

EP1886381

1915798

EPC

31-May-2006

13-Feb-2008

28-Apr-2011

31-May-2026

Powerwave Technologies Sweden AB

Improved AEDT

1207/ORD

ORD

0501235-6

SE0501235-6

528903

Sweden

31-May-2005

30-Nov-2006

13-Mar-2007

31-May-2025

Powerwave Technologies Sweden AB

Improved AEDT

1208/ORD

PRI

2705473

SE0402523

527798

Sweden

19-Oct-2004

20-Apr-2006

07-Jun-2006

19-Oct-2024

Powerwave Technologies Sweden AB

A DC-extracting arrangement

1209/ORD

PCT

2.0048E+11

ZL200480011847.1

PRC

02-Nov-2005

05-May-2010

30-Apr-2024

Powerwave Technologies Sweden AB

Microwave transmission unit including lightning protection

1209/ORD

ORD

200300665

DK176005

176005

Denmark

02-May-2003

03-Nov-2004

21-Nov-2005

02-May-2023

Powerwave Technologies Sweden AB

Microwave transmission unit including lightning protection

1209/EP

PRI

4730486

EP1620918

1620918

EPC

30-Apr-2004

11-Nov-2004

13-Aug-2008

30-Apr-2024

Powerwave Technologies Sweden AB

Microwave transmission unit including lightning protection

1209/EP

EPC

4730486

EP1620918

1620918

Finland

30-Apr-2004

11-Nov-2004

14-Nov-2008

30-Apr-2024

Powerwave Technologies Sweden AB

Microwave transmission unit including lightning protection

1209/EP

EPC

4730486

EP1620918

1620918

France

30-Apr-2004

11-Nov-2004

13-Aug-2008

30-Apr-2024

Powerwave Technologies Sweden AB

Microwave transmission unit including lightning protection

1209/EP

EPC

4730486

EP1620918

6.02004E+11

Germany

30-Apr-2004

11-Nov-2004

08-Aug-2008

30-Apr-2024

Powerwave Technologies Sweden AB

Microwave transmission unit including lightning protection

1209/PCT

PCT

4730486

EP1620918

1620918

Sweden

30-Apr-2004

13-Aug-2008

30-Apr-2024

Powerwave Technologies Sweden AB

Microwave transmission unit including lightning protection

1209/EP

EPC

4730486

EP1620918

1620918

30-Apr-2004

11-Nov-2004

02-Dec-2008

30-Apr-2024

Powerwave Technologies Sweden AB

Microwave transmission unit including lightning protection

1210/ORD

ORD

9600604-4

SE9600604

506106

Sweden

19-Feb-1996

20-Aug-1997

10-Nov-1997

19-Feb-2016

Powerwave Technologies Sweden AB

Amplifier for antenna and using integrated dual duplex filters

1211/PCT

PCT

200580041058.X

CN101069324

ZL200580041058.X

PRC

15-Nov-2005

07-Nov-2007

08-Jun-2011

15-Nov-2025

Powerwave Technologies Sweden AB

DUAL BAND ANTENNA

1211/ORD

PRI

2848588

SE0402915

528084

Sweden

30-Nov-2004

27-Jun-2006

29-Aug-2006

30-Nov-2024

Powerwave Technologies Sweden AB

DUAL BAND ANTENNA

1212/PCT

EPC

97922263.5

EP0894372

894372

Denmark

02-May-1997

13-Nov-1997

17-Mar-2003

02-Mav-2017

Powerwave Technologies Sweden AB

Channel selective repeater

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1212/PCT

PRI

97922263.5

EP0894372

894372

EPC

02-May-1997

13-Nov-1997

27-Nov-2002

02-May-2017

Powerwave Technologies Sweden AB

Channel selective repeater

1212/PCT

EPC

97922263.5

EP0894372

894372

Finland

02-May-1997

13-Nov-1997

27-Nov-2002

02-May-2017

Powerwave Technologies Sweden AB

Channel selective repeater

1212/PCT

EPC

97922263.5

EP0894372

69717430

Germany

02-May-1997

13-Nov-1997

15-Apr-2004

02-May-2017

Powerwave Technologies Sweden AB

Channel selective repeater

1212/PCT

EPC

97922263.5

EP0894372

894372

Italy

02-May-1997

13-Nov-1997

27-Nov-2002

02-May-2017

Powerwave Technologies Sweden AB

Channel selective repeater

1212/PCT

EPC

97922263.5

EP0894372

894372

Spain

02-May-1997

13-Nov-1997

27-Nov-2002

02-May-2017

Powerwave Technologies Sweden AB

Channel selective repeater

1212/ORD

PRI

9601774-4

SE9601774

506571

Sweden

09-May-1996

10-Nov-1997

12-Jan-1998

09-May-2016

Powerwave Technologies Sweden AB

Channel selective repeater

1212/PCT

EPC

97922263.5

EP0894372

894372

02-May-1997

13-Nov-1997

27-Nov-2002

02-May-2017

Powerwave Technologies Sweden AB

Channel selective repeater

1213/PCT

PCT

2.0058E+11

CN101073178

ZL200580033865.7

PRC

14-Oct-2005

30-Nov-2007

09-Dec-2009

14-Oct-2025

Powerwave Technologies Sweden AB

DC Extract filter device

1213/ORD

PRI

0500979-0

SE528358

528358

Sweden

19-Oct-2004

29-Apr-2005

24-Oct-2006

19-Oct-2024

Powerwave Technologies Sweden AB

DC Extract filter device

1214/

PRI

0601890-7

SE530361

530361

Sweden

14-Sep-2006

15-Mar-2008

13-May-2008

14-Sep-2026

Powerwave Technologies Sweden AB

Filter with external Coupling pin

1216/

PCT

2.0068E+11

CN101189760A

ZL200680019456.6

PRC

31-May-2006

28-May-2008

04-Jul-2012

31-May-2026

Powerwave Technologies Sweden AB

Phase Shifter

1216/

PCT

6747834.7

EP1915798

1915798

EPC

31-May-2006

07-Dec-2006

24-Aug-2011

31-May-2026

Powerwave Technologies Sweden AB

Phase Shifter

1216/

EPP

6747834.7

EP1915798

1915798

Finland

31-May-2006

07-Dec-2006

24-Aug-2011

31-May-2026

Powerwave Technologies Sweden AB

Phase Shifter

1216/

EPP

6747834.7

EP1915798

1915798

France

31-May-2006

07-Dec-2006

24-Aug-2011

31-May-2026

Powerwave Technologies Sweden AB

Phase Shifter

1216/

EPP

6747834.7

EP1915798

1915798

Germany

31-May-2006

07-Dec-2006

24-Aug-2011

31-May-2026

Powerwave Technologies Sweden AB

Phase Shifter

1216/

PRI

0501235-6

SE0501235

528903

Sweden

31-May-2005

01-Dec-2006

13-Mar-2007

31-May-2025

Powerwave Technologies Sweden AB

Phase Shifter

1216/

EPP

6747834.7

EP1915798

1915798

31-May-2006

07-Dec-2006

24-Aug-2011

31-May-2026

Powerwave Technologies Sweden AB

Phase Shifter

1218/ORD

PRI

0502453-4

SE0502453

529457

Sweden

04-Nov-2005

05-May-2007

14-Aug-2007

04-Nov-2025

Powerwave Technologies Sweden AB

General LNA

1219/ORD

ORD

9801727-0

SE9801727

512078

Sweden

15-May-1998

16-Nov-1999

24-Jan-2000

15-May-2018

Powerwave Technologies Sweden AB

Angular measurement

1222/ORD

ORD

2386313

SE9904369

516789

Sweden

01-Dec-1999

02-Jun-2001

05-Mar-2002

01-Dec-2019

Powerwave Technologies Sweden AB

Mounting of an antenna assembly including a printed circuit board secured to a rigid metal reflector possibly by adhesive tape

1223/ORD

ORD

2386617

SE9904370

516788

Sweden

01-Dec-1999

02-Jun-2001

05-Mar-2002

01-Dec-2019

Powerwave Technologies Sweden AB

Mounting of an antenna assembly including a printed circuit board secured to a rigid metal reflector possibly by adhesive tape

1224/ORD

PCT

01820757.X

CN1481594

ZL01820757.X

PRC

21-Dec-2001

10-Mar-2004

21-Aug-2008

21-Dec-2021

Powerwave Technologies Sweden AB

Method for tuning a radio filter and a system for tuning a radio filter

1224/ORD

PCT

1272437.3

EP1346430

1346430

EPC

21-Dec-2001

24-Sep-2003

13-Oct-2009

21-Dec-2021

Powerwave Technologies Sweden AB

Method for tuning a radio filter and a system for tuning a radio filter

1224/ORD

EPP

1272437.3

EP1346430

1346430

France

21-Dec-2001

24-Sep-2003

09-Dec-2009

21-Dec-2021

Powerwave Technologies Sweden AB

Method for tuning a radio filter and a system for tuning a radio filter

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1224/ORD

EPP

1272437.3

EP1346430

60140765.2

Germany

21-Dec-2001

24-Sep-2003

01-Mar-2010

21-Dec-2021

Powerwave Technologies Sweden AB

Method for tuning a radio filter and a system for tuning a radio filter

1224/ORD

PRI

1082397

SE0004863

520112

Sweden

27-Dec-2000

28-Jun-2002

27-May-2003

27-Dec-2020

Powerwave Technologies Sweden AB

Method for tuning a radio filter and a system for tuning a radio filter

1224/ORD

EPP

1272437.3

EP1346430

1346430

21-Dec-2001

24-Sep-2003

21-Apr-2010

21-Dec-2021

Powerwave Technologies Sweden AB

Method for tuning a radio filter and a system for tuning a radio filter

1225/ORD

ORD

0100675-8

SE0100675-8

519389

Sweden

28-Feb-2001

29-Aug-2002

25-Feb-2003

28-Feb-2021

Powerwave Technologies Sweden AB

Repeater

1226/PCT

PCT

2.0058E+11

CN101057367

ZL200580038428.4

PRC

25-Nov-2005

17-Oct-2007

11-May-2011

25-Nov-2025

Powerwave Technologies Sweden AB

Antenna control system

1226/

PRI

2835380

SE0402879

528015

Sweden

26-Nov-2004

27-Jun-2006

08-Aug-2006

26-Nov-2024

Powerwave Technologies Sweden AB

Antenna control system

1227/

PRI

2835989

SE0402880

528018

Sweden

26-Nov-2004

27-Jun-2006

08-Aug-2006

26-Nov-2024

Powerwave Technologies Sweden AB

Antenna control system

1228/ORD

ORD

2201683

SE0401144

526492

Sweden

03-May-2004

27-Sep-2005

03-May-2024

Powerwave Technologies Sweden AB

Aperture antenna element

1230/ORD

PRI

0401941-0

SE0401941

527757

Sweden

28-Jul-2004

29-Jan-2006

30-May-2006

28-Jul-2024

Powerwave Technologies Inc.

Reflector assembly

1231/

PCT

7748171.1

EP2022136

2022136

EPC

25-May-2007

06-Dec-2007

04-Oct-2011

25-May-2027

Powerwave Technologies Sweden AB

Down Tilt Control Unit

1231/

EPP

7748171.1

EP2022136

2022136

Finland

25-May-2007

06-Dec-2007

04-Oct-2011

25-May-2027

Powerwave Technologies Sweden AB

Down Tilt Control Unit

1231/

EPP

7748171.1

EP2022136

2022136

France

25-May-2007

06-Dec-2007

04-Oct-2011

25-May-2027

Powerwave Technologies Sweden AB

Down Tilt Control Unit

1231/

EPP

7748171.1

EP2022136

2022136

Germany

25-May-2007

06-Dec-2007

04-Oct-2011

25-May-2027

Powerwave Technologies Sweden AB

Down Tilt Control Unit

1231/

EPP

7748171.1

EP2022136

2022136

Spain

25-May-2007

06-Dec-2007

04-Oct-2011

25-May-2027

Powerwave Technologies Sweden AB

Down Tilt Control Unit

1231/

PRI

0601201-7

SE529953

529953

Sweden

31-May-2006

01-Dec-2007

15-Jan-2008

31-May-2026

Powerwave Technologies Sweden AB

A control system for controlling the electrical tilt of an antenna

1232/

PRI

0601889-9

530302

Sweden

14-Sep-2006

15-Mar-2008

22-Apr-2008

14-Sep-2026

Powerwave Technologies Sweden AB

Antenna Filter Combination

1235/

PCT

6820900.6

EP1952479

1952479

EPC

16-Nov-2006

06-Aug-2008

23-Nov-2011

16-Nov-2026

Powerwave Technologies Sweden AB

Smart Pole

1235/

EPP

6820900.6

EP1952479

1952479

France

16-Nov-2006

06-Aug-2008

23-Nov-2011

16-Nov-2026

Powerwave Technologies Sweden AB

Smart Pole

1235/

EPP

6820900.6

EP1952479

6.02006E+11

Germany

16-Nov-2006

06-Aug-2008

23-Nov-2011

16-Nov-2026

Powerwave Technologies Sweden AB

Smart Pole

1235/

EPP

6820900.6

EP1952479

ES2386296

Spain

16-Nov-2006

06-Aug-2008

23-Nov-2011

16-Nov-2026

Powerwave Technologies Sweden AB

Smart Pole

1237/PCT

PCT

3784786

EP1529421

1529421

EPC

18-Jul-2003

11-May-2005

28-Sep-2010

18-Jul-2023

Powerwave Technologies Inc.

INSTALLATION SITES FOR HOUSING ELECTRONIC EQUIPMENT

1243/

PRI

0601136-5

SE529885

529885

Sweden

22-May-2006

23-Nov-2007

18-Dec-2007

22-May-2026

Powerwave Technologies Sweden AB

Dual band antenna arrangement

1247/

PCT

527768/97

3343260

Japan

30-Jan-1997

23-Aug-2002

Powerwave Technologies Inc.

Polar envelope correction mechanism for enhancing linearity of RF/Microwave power amplifier

1247/

PCT

98-705845

351930

Korea, Republic of

29-Jan-1998

26-Aug-2002

Powerwave Technologies Inc.

Polar envelope correction mechanism for enhancing linearity of RF/Microwave power amplifier

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1249/

PCT

506953/98

3342018

Japan

10-Jul-1997

23-Aug-2002

10-Jul-2017

Powerwave Technologies Inc.

RF amplifier having adaptive predistortion circuit

1249/

PCT

99-7000442

309808

Korea, Republic of

10-Jul-1997

11-Sep-2001

10-Jul-2017

Powerwave Technologies Inc.

RF amplifier having adaptive predistortion circuit

1251/

PRI

0601738-8

SE530248

530248

Sweden

25-Aug-2006

08-Apr-2008

25-Aug-2026

Powerwave Technologies Sweden AB

Active Lighting Protection

1256/

PRI

0601909-5

SE530306

530306

Sweden

15-Sep-2006

16-Mar-2008

29-Apr-2008

15-Sep-2026

Powerwave Technologies Sweden AB

Communication solution for antennas

1258/

ORD

20010132096

TW525344B

TW174832

Taiwan

21-Dec-2001

21-Mar-2003

Powerwave Technologies Inc.

Feed forward amplifier loop control utilizing IF signal processing

1261/ORD

ORD

601381.7

GB2429011

24-Jan-2006

14-Feb-2007

30-May-2007

24-Jan-2026

Powerwave Technologies Inc.

Microwave dielectric ceramic

1266/

ORD

501259.6

GB2413127

13-Apr-2005

19-Oct-2005

03-Jan-2007

13-Apr-2025

Powerwave Technologies Inc.

Microwave Dielectric Ceramic

1266/DIV1

DIV

713583.3

GB24400048

2440048

12-Jul-2007

16-Jan-2008

26-Mar-2008

18-May-2025

Powerwave Technologies Inc.

Microwave Dielectric Ceramic

1266/DIV2

DIV

713582.5

GB24400047

2440047

12-Jul-2007

16-Jan-2008

26-Mar-2008

18-May-2025

Powerwave Technologies Inc.

Microwave Dielectric Ceramic

1266/PR3

PRI

507459.6

GB2413127

2413127

18-May-2005

19-Oct-2005

02-Apr-2008

18-May-2025

Powerwave Technologies Inc.

Microwave Dielectric Ceramic

1278/

PCT

8726673

EP2135325

2135325

EPC

07-Mar-2008

12-Sep-2008

26-Jul-2012

07-Mar-2028

Powerwave Technologies Inc.

Dual staggered vertically polarized variable azimuth beam width antenna for wireless network

1278/

EPP

8726673

EP2135325

6.02008E+11

Germany

07-Mar-2008

12-Sep-2008

06-Jun-2012

07-Mar-2028

Powerwave Technologies Inc.

Dual staggered vertically polarized variable azimuth beam width antenna for wireless network

1305/

PRI

0800434-3

SE531442

531442

Sweden

25-Feb-2008

07-Apr-2009

25-Feb-2028

Powerwave Technologies Sweden AB

Transverse phase shifter

1306/

PRI

0800435-0

SE532035

532035

Sweden

25-Feb-2008

06-Oct-2009

25-Feb-2028

Powerwave Technologies Sweden AB

Improved Antenna Isolation II

1307/LKP

PRI

870005142

78198

Finland

20-Nov-1987

28-Feb-1989

20-Nov-2007

LK PRODUCTS OY (FI)

A TRANSMISSION LINE RESONATOR

1308/

PRI

910005156

915156

Finland

31-Oct-1991

01-May-1993

31-Oct-2011

LK PRODUCTS OY (FI)

Temperature Compensated Resonato

1309/

ORD

98300900.2

EP0859422

859422

EPC

06-Feb-1998

19-Aug-1998

19-May-2004

06-Feb-2018

LK PRODUCTS OY (FI)

High-frequency filter

1309/

PRI

970000525

FI970525

106584

Finland

07-Feb-1997

08-Aug-1998

28-Feb-2001

07-Feb-2017

LK PRODUCTS OY (FI)

High-frequency filter

1311/

PRI

980001362

FI981362

113575

Finland

12-Jun-1998

13-Dec-1999

14-May-2004

12-Jun-2018

LK PRODUCTS OY (FI)

COUPLING ELEMENT AND HIGH-FREQUENCY FILTER

1312/

PRI

990000462

FI990462

113578

Finland

03-Mar-1999

04-Sep-2000

14-May-2004

03-Mar-2019

LK PRODUCTS OY (FI)

Coupling element and manufacturing method for it and high-frequency filter

1313/

PRI

990001476

FI991476

113577

Finland

29-Jun-1999

30-Dec-2000

14-May-2004

29-Jun-2019

LK PRODUCTS OY (FI)

Low-pass filter

1314/

ORD

1660172.6

EP1191626

1191626

EPC

22-Sep-2000

07-Feb-2003

11-May-2008

22-Sep-2020

LK PRODUCTS OY (FI)

Resonator filter

1314/

PRI

2091

FI20002091

114251

Finland

22-Sep-2000

23-Mar-2002

15-Sep-2004

22-Sep-2020

LK PRODUCTS OY (FI)

Resonator filter

1315/

PRI

1676

FI20001676

113353

Finland

17-Jul-2000

18-Jan-2002

15-Apr-2004

17-Jul-2020

LK PRODUCTS OY (FI)

Method for attaching a resonator part and a resonator

1316/

PRI

20021373

FI115808

115808

Finland

12-Jul-2002

13-Jan-2004

15-Jul-2005

12-Jul-2022

LK PRODUCTS OY (FI)

Bypass arrangement for low-noise amplifier

1317/

PCT

4721210.5

EP1604425

1604425

EPC

17-Mar-2004

14-Dec-2005

13-Jun-2012

17-Mar-2024

LK PRODUCTS OY (FI)

Resonator filter

1317/

PRI

20030402

FI20030402

119207

Finland

18-Mar-2003

19-Sep-2004

29-Aug-2008

18-Mar-2023

LK PRODUCTS OY (FI)

Resonator filter

1317/

EPP

4721210.5

EP1604425

6.02004E+11

Germany

17-Mar-2004

14-Dec-2005

20-Jun-2012

17-Mar-2024

POWERWAVE COMTEK OY

Resonator filter

1319/

PRI

20040432

FI20040432

119402

Finland

22-Mar-2004

23-Sep-2005

31-Oct-2008

22-Mar-2024

LK PRODUCTS OY (FI)

Arrangement for dividing a filter output signal

1319/

PCT

5481/DELNP/2006

233683

India

03-Mar-2005

01-Apr-2009

03-Mar-2025

LK PRODUCTS OY (FI)

Arrangement for dividing a filter output signal

WW_PATENTS

Matter

number

Case

Type

Application

Number

Publication

Number

Patent

Number

Country

Name

FilDate

PubDate

IssDate

ExpDate

Owner

Title

1322/

PCT

5742054.9

EP1754276

1754276

EPC

18-May-2005

22-Dec-2005

22-Jul-2010

18-May-2025

LK PRODUCTS OY (FI)

Adjustable resonator filter

1322/

EPP

5742054.9

EP1754276

602005023299.0-08

Germany

18-May-2005

22-Dec-2005

01-Sep-2010

18-May-2025

POWERWAVE COMTEK OY

Adjustable resonator filter

1322/

PCT

5157/DELNP/2005

227074

India

18-May-2005

01-Jan-2009

18-May-2025

LK PRODUCTS OY (FI)

Adjustable resonator filter

1323/

PRI

20041560

FI20041560

117684

Finland

02-Dec-2004

03-Jun-2006

15-Jan-2007

02-Dec-2024

LK PRODUCTS OY(FI)

Filtering arrangement of antenna end

1324/

UTM

20050000040U

FI6737

Finland

04-Feb-2005

19-Jul-2005

04-Feb-2015

LK PRODUCTS OY (FI)

Integrated cross coupling

1325/

EPP

6725956.4

EP1886380

602006016268.5-08

Germany

18-May-2006

13-Feb-2008

18-Aug-2010

18-May-2026

POWERWAVE COMTEK OY

Arrangement for steering radiation lobe of antenna

1326/

PRI

20055292

FI20055292

117777

Finland

07-Jun-2005

08-Dec-2006

15-Feb-2007

07-Jun-2025

LK PRODUCTS OY (FI)

By-pass arrangement of a low noise amplifier

1330/

PRI

20065547

FI118663

118663

Finland

01-Sep-2006

31-Jan-2008

01-Sep-2026

LK PRODUCTS OY (FI)

MHA signal arrangement

1337/

PRI

20065493

FI118750

118750

Finland

12-Jul-2006

29-Feb-2008

12-Jul-2026

LK PRODUCTS OY (FI)

MHA structure arrangement

1338/

PRI

0800642-1

532390

Sweden

19-Mar-2008

12-Jan-2010

19-Mar-2028

Powerwave Technologies Sweden AB

Transmission line and a method production of a transmission line

1341/

PRI

1291346

SE532279

532279

Sweden

11-Apr-2008

01-Dec-2009

11-Apr-2028

Powerwave Technologies Sweden AB

Improved Antenna Isolation I

1348/

PRI

20065576

FI119208

119208

Finland

20-Sep-2006

29-Aug-2008

20-Sep-2026

LK PRODUCTS OY (FI)

Intelligent Resonator and Filter Element

1355/

PRI

0900515-8

SE533885

533885

Sweden

17-Apr-2009

20-Feb-2011

17-Apr-2029

Powerwave Technologies Sweden AB

Antenna assembly consisting of two or more single array antenna assemblies

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1002/

PCT

5713403.3

WO2005091802

Published

EPC

14-Feb-2005

10-Jun-2005

Powerwave Technologies Inc.

System and method for control of loop alignment in adaptive feed forward amplifiers

1002/

PCT

3763/CHENP/2006

Pending

India

11-Oct-2006

Powerwave Technologies Inc.

System and method for Control of loop alignment for feed forward amplifiers

1002/PCT

ORD

PCT/US2005/004437

WO2005091802

Published

Patent Cooperation Treaty

14-Feb-2005

06-Oct-2005

Powerwave Technologies Inc.

Fast Control of Loop Alignment for Feed Forward Amplifiers

1005/PCT

PCT

200480018834.X

1833418

Published

PRC

01-Jul-2004

13-Sep-2006

Powerwave Technologies Inc.

Digital Predistortion System and Method for Correcting Memory Effects within an RF Power Amplifier

1005/

PCT

4756534.6

EP1645094

Published

EPC

01-Jul-2004

12-Apr-2006

Powerwave Technologies Inc.

Digital Predistortion System and Method for Correcting Memory Effects within an RF Power Amplifier

1005/PCT

ORD

PCT/US2004/021210

WO2005008883

Published

Patent Cooperation Treaty

01-Jul-2004

27-Jan-2005

Powerwave Technologies Inc.

Digital Predistortion System and Method for Correcting Memory Effects within an RF Power Amplifier

1006/EP

PCT

4759204.3

EP1614244

Published

EPC

07-Apr-2004

11-Jan-2006

Powerwave Technologies Inc.

Combiner Alignment by Adjusting the Digital Input of Transmitter Modules Based on Anti-Phase Pilot Signals

1006/PCT

ORD

PCT/US2004/10681

WO2004093326

Published

Patent Cooperation Treaty

07-Apr-2004

28-Oct-2004

Powerwave Technologies Inc.

Combiner Alignment by Adjusting the Digital Input of Transmitter Modules Based on Anti-Phase Pilot Signals

1007/CA

PCT

2479684

CA2479684

Published

Canada

18-Mar-2003

02-Oct-2003

Powerwave Technologies Inc.

System and Method for Eliminating Signal Zero Crossings in Single and Multiple Channel Communications Systems

1007/PCT

ORD

PCT/US2003/08005

WO03081793

Published

Patent Cooperation Treaty

18-Mar-2003

02-Oct-2003

Powerwave Technologies Inc.

System and Method for Eliminating Signal Zero Crossings in Single and Multiple Channel Communications Systems

1008/KR

PCT

10-2005-7011458

10-2005-0085809

Published

Korea, Republic of

11-Dec-2003

29-Aug-2005

Powerwave Technologies Inc.

Feed Forward System Penalties and Floors for Optimal Control

1008/PCT

ORD

PCT/US2003/39464

WO2004062091

Published

Patent Cooperation Treaty

11-Dec-2003

22-Jul-2004

Powerwave Technologies Inc.

Feed Forward System Penalties and Floors for Optimal Control

1009/CA

PCT

2515689

CA2515689

Published

Canada

11-Feb-2004

02-Sep-2004

Powerwave Technologies Inc.

Enhanced Efficiency Feed Forward Power Amplifier Utilizing Reduced Cancellation Bandwidth and Small Error Amplifier

1009/CN

PCT

2.0048E+11

1751434

Published

PRC

11-Feb-2004

22-Mar-2006

Powerwave Technologies Inc.

Enhanced Efficiency Feed Forward Power Amplifier Utilizing Reduced Cancellation Bandwidth and Small Error Amplifier

1009/PCT

ORD

PCT/US2004/03847

WO2004075397

Published

Patent Cooperation

Treaty

11-Feb-2004

02-Sep-2004

Powerwave Technologies Inc.

Enhanced Efficiency Feed Forward Power Amplifier Utilizing Reduced Cancellation Bandwidth and Small Error Amplifier

1009/EP

EPP

4710155.5

EP1609238

Published

Sweden

11-Feb-2004

28-Dec-2005

Powerwave Technologies Inc.

Enhanced Efficiency Feed Forward Power Amplifier Utilizing Reduced Cancellation Bandwidth and Small Error Amplifier

1010/PCT

ORD

PCT/US2004/15899

WO2004107827

Published

Patent Cooperation

Treaty

20-May-2004

09-Dec-2004

Powerwave Technologies Inc.

Circuit Board Assembly Employing Solder Vent Hole

1014/

PCT

4760873.2

EP1620942

Published

EPC

04-May-2004

01-Feb-2006

Powerwave Technologies Inc.

RF Amplifier Employing Active Load Linearization

1014/PCT

ORD

PCT/US2004/13889

WO2004102788

Published

Patent Cooperation Treaty

04-May-2004

25-Nov-2004

Powerwave Technologies Inc.

RF Amplifier Employing Active Load Linearization

WW_APPLICATIONS

Matter

number

Case

Type

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Number

Publication

Number

Application

Status

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Name

File

Date

Publication

Date

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Title

1016/WO

PCT

2.0058E+12

101023614

Published

PRC

08-Jul-2005

22-Aug-2007

Powerwave Technologies Inc.

System and Method for Digital Timing Error Correction in a Communications Systems Utilizing Adaptive Predistortion

1016/WO

ORD

PCT/US2005/24132

WO2006017126

Published

Patent Cooperation Treaty

08-Jul-2005

16-Feb-2006

Powerwave Technologies Inc.

System and Method for Digital Timing Error Correction in a Communications Systems Utilizing Adaptive Predistortion

1018/WO

PCT

2.0058E+11

Published

PRC

07-Jul-2005

29-Aug-2007

Powerwave Technologies Inc.

System and Method for Differential IQ Delay Compensation in a Communications System Utilizing Adaptive AQM Compensation

1018/WO

PCT

5772396.7

WO2006017115

Published

EPC

07-Jul-2005

16-Feb-2006

Powerwave Technologies Inc.

System and Method for Differential IQ Delay Compensation in a Communications System Utilizing Adaptive AQM Compensation

1018/WO

ORD

PCT/US2005/024082

WO2006017115

Published

Patent Cooperation Treaty

07-Jul-2005

16-Feb-2006

Powerwave Technologies Inc.

System and Method for Differential IQ Delay Compensation in a Communications System Utilizing Adaptive AQM Compensation

1019/

PCT

PCT/US2005/024180

Pending

India

21-Feb-2007

Powerwave Technologies Inc.

Auxiliary transistor gate bias control

1019/WO

ORD

PCT/US2005/24180

WO2006/019606

Published

Patent Cooperation Treaty

11-Jul-2005

16-Nov-2006

Powerwave Technologies Inc.

Auxiliary Transistor Gate Bias Control system and method

1020/

PCT

19990027553

AU2755399

Published

Australia

01-Mar-1999

20-Sep-1999

ALLGON AB

SYSTEM AND A METHOD FOR TRANSFER OF A DIGITAL INFORMATION CARRYING SIGNAL

1020/

ORD

PCT/SE99/00288

WO9945680

Published

Patent Cooperation

Treaty

01-Mar-1999

10-Sep-1999

ALLGON AB

SYSTEM AND A METHOD FOR TRANSFER OF A DIGITAL INFORMATION CARRYING SIGNAL

1022/PCT

PCT

5722448.7

EP1738511

Published

EPC

18-Jan-2005

08-Apr-2005

Powerwave Technologies Inc.

Wideband Enhanced Digital Injection Predistortion System and Method

1022/PCT

ORD

PCT/US2005/001449

WO2005069897

Published

Patent Cooperation Treaty

18-Jan-2005

04-Aug-2005

Powerwave Technologies Inc.

Wideband Enhanced Digital Injection Predistortion System and Method

1023/

PCT

5723756.2

EP1723725

Published

EPC

24-Feb-2005

22-Nov-2006

Powerwave Technologies Inc.

Digital predistortion system and method for linearizing an RF power amplifier with nonlinear gain characteristics and memory ef

1023/

PCT

3646/CHENP/2006

Pending

India

24-Feb-2005

Powerwave Technologies Inc.

Digital predistortion system and method for linearizing an RF power amplifier with nonlinear gain characteristics and memory ef

1023/PCT

ORD

PCT/US2005/006020

WO2005086361

Published

Patent Cooperation Treaty

24-Feb-2005

15-Sep-2005

Powerwave Technologies Inc.

Digitial Predistortion System and Method for Linearizing an RF Power Amplifier with Nonlinear Gain Characteristics and Memory

1024/

PCT

2557334

CA2557334

Published

Canada

23-Feb-2005

06-Oct-2005

Powerwave Technologies Inc.

Digital predistortion system and method for high efficiency transmitters

1024/

PCT

5713947.9

EP1749359

Published

EPC

23-Feb-2005

10-Jun-2005

Powerwave Technologies Inc.

Digital predistortion system and method for high efficiency transmitters

1024/

PCT

3659/CHENP/2006

Pending

India

23-Feb-2005

Powerwave Technologies Inc.

Digital predistortion system and method for high efficiency transmitters

1024/PCT

ORD

PCT/US2005/005636

WO2005091865

Published

Patent Cooperation

Treaty

23-Feb-2005

06-Oct-2005

Powerwave Technologies Inc.

Digital Predistortion System and Method for High Efficiency Transmitters

1030/DIV1

DIV

2.0061E+11

1874330

Published

PRC

19-Jun-2001

06-Dec-2006

Powerwave Technologies Inc.

System and method for peak power reduction in multiple carrier communications systems

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

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Name

File

Date

Publication

Date

Owner

Title

1030/PCT

ORD

PCT/US01/19463

WO0182547

Published

Patent Cooperation Treaty

19-Jun-2001

01-Nov-2001

Powerwave Technologies Inc.

System and Method for Peak Power Reduction in Multiple Carrier Communications Systems

1032/EP

PCT

2744685.5

EP1405427

Published

EPC

28-Jun-2002

07-Apr-2004

Powerwave Technologies Inc.

System and Method for Post Filtering Peak Power Reduction in Communications Systems

1032/PCT

ORD

PCT/US02/20422

WO03005594

Published

Patent Cooperation Treaty

28-Jun-2002

16-Jan-2003

Powerwave Technologies Inc.

System and Method for Post Filtering Peak Power Reduction in Communications Systems

1033/CN

PCT

2814927

1640081

Published

PRC

30-Jul-2002

13-Jul-2005

Powerwave Technologies Inc.

System and Method for Post Filtering Peak Power Reduction in Communications Systems

1033/EP

PCT

2748266

EP1415448

Published

EPC

30-Jul-2002

06-May-2004

Powerwave Technologies Inc.

System and Method for Post Filtering Peak Power Reduction in Communications Systems

1033/PCT

ORD

PCT/US02/24041

WO03013081

Published

Patent Cooperation Treaty

30-Jul-2002

13-Feb-2003

Powerwave Technologies Inc.

System and Method for Post Filtering Peak Power Reduction in Communications Systems

1035/PCT

ORD

PCT/US2003/12259

WO03092153

Published

Patent Cooperation Treaty

22-Apr-2003

06-Nov-2003

Powerwave Technologies Inc.

Bias Circuit Topologies for Minimization of RF Amplifier Memory Effects

1036/CA

PCT

2476246

CA2476246

Published

Canada

12-Feb-2003

21-Aug-2003

Powerwave Technologies Inc.

Feed Forward RF Power Amplifier with High Efficiency Main Amplifier and Highly Linear Error Amplifier

1036/KR

PCT

10-2004-7012645

10-2004-0105719

Published

Korea, Republic of

12-Feb-2003

16-Dec-2004

Powerwave Technologies Inc.

Feed Forward RF Power Amplifier with High Efficiency Main Amplifier and Highly Linear Error Amplifier

1036/PCT

ORD

PCT/US2003/03948

WO03069773

Published

Patent Cooperation Treaty

12-Feb-2003

21-Aug-2003

Powerwave Technologies Inc.

Feed Forward RF Amplifier with High Efficiency Main Amplifier and Highly Linear Error Amplifier

1039/CA

PCT

2495528

CA2495528

Published

Canada

19-Aug-2003

04-Mar-2004

Powerwave Technologies Inc.

Enhanced Efficiency LDMOS Based Feed Forward Amplfier

1039/EP

PCT

3793135.9

EP1552602

Published

EPC

19-Aug-2003

13-Jul-2005

Powerwave Technologies Inc.

Enhanced Efficiency LDMOS Based Feed Forward Amplfier

1039/PCT

ORD

PCT/US2003/25978

WO2004019484

Published

Patent Cooperation Treaty

19-Aug-2003

04-Mar-2004

Powerwave Technologies Inc.

Enhanced Efficiency LDMOS Based Feed Forward Amplfier

1040/WO71

PCT

5760621.2

WO2006016964

Published

EPC

14-Jun-2005

16-Feb-2006

Powerwave Technologies Inc.

Digital Transmitter System Employing Self-Generating Predistortion Parameter Lists and Adaptive Controller

1040/KR

PCT

10-2005-7013576

10-2005-0094876

Published

Korea, Republic of

22-Jan-2004

28-Sep-2005

Powerwave Technologies Inc.

Combined Use of Self-Generating Alignment Lists and Adaptive Controllers to Align a Feed Forward System

1040/WO71

PCT

10-2007-7003366

Pending

Korea, Republic of

14-Jun-2005

Powerwave Technologies Inc.

Digital Transmitter System Employing Self-Generating Predistortion Parameter Lists and Adaptive Controller

1040/PCT1

ORD

PCT/US2004/01800

WO2004065996

Published

Patent Cooperation Treaty

22-Jan-2004

05-Aug-2004

Powerwave Technologies Inc.

Feed Forward Amplifier System Employing Self- Generating Alignment Lists and Adaptive Controller

1040/WO71

ORD

PCT/US2005/021025

WO2006016964

Published

Patent Cooperation Treaty

14-Jun-2005

16-Feb-2006

Powerwave Technologies Inc.

Digital Transmitter System Employing Self-Generating Predistortion Parameter Lists and Adaptive Controller

1041/PCT

PCT

2540127

CA2540127

Published

Canada

10-Sep-2004

14-Apr-2005

Powerwave Technologies Inc.

Method for Aligning Feed Forward Loops

1041/PCT

PCT

2.0048E+11

1886891

Published

PRC

10-Sep-2004

27-Dec-2006

Powerwave Technologies Inc.

Method for Aligning Feed Forward Loops

1041/PCT

ORD

PCT/US2004/029404

WO2005034338

Published

Patent Cooperation Treaty

10-Sep-2004

14-Apr-2005

Powerwave Technologies Inc.

Method for Aligning Feed Forward Loops

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1043/EP

PCT

4759806.5

EP1614224

Published

EPC

07-Apr-2004

01-Jan-2006

Powerwave Technologies Inc.

Additive Digital Predistortion System Employing Parallel Path Coordinate Conversion

1043/PCT

ORD

PCT/US2004/10680

WO2004095715

Published

Patent Cooperation Treaty

07-Apr-2004

04-Nov-2004

Powerwave Technologies Inc.

Additive Digital Predistortion System Employing Parallel Path Coordinate Conversion

1045/PCT

ORD

PCT/US2003/039463

WO2004062091

Published

Patent Cooperation Treaty

11-Dec-2003

22-Jul-2004

Powerwave Technologies Inc.

Using Penalties and Floors for Control of Delay Mismatched Feed Forward Systems

1046/

PCT

2.0058E+11

101142459

Published

PRC

09-Mar-2005

12-Mar-2008

Powerwave Technologies Inc.

RF power amplifier assembly with heat pipe enhanced pallet

1046/

PCT

5728245.1

EP1736042

Published

EPC

09-Mar-2005

29-Sep-2005

Powerwave Technologies Inc.

RF power amplifier assembly with heat pipe enhanced pallet

1046/

PCT

10-2006-7021191

Pending

Korea, Republic of

12-Oct-2006

Powerwave Technologies Inc.

RF power amplifier assembly with heat pipe enhanced pallet

1046/WO

ORD

PCT/US2005/008071

WO2005089197

Published

Patent Cooperation Treaty

09-Mar-2005

04-Oct-2007

Powerwave Technologies Inc.

Heat Pipe Assisted Pallet

1052/PCT

ORD

PCT/IB2004/003790

WO2005050827

Published

Patent Cooperation

Treaty

20-Nov-2004

13-Jul-2006

P-Wave Ltd.

Amplifier Linearization Using Nonlinear Predistortion

1053/PCT

PCT

2.0058E+11

Published

PRC

12-Oct-2005

17-Oct-2007

Powerwave Technologies Inc.

System and Method for Forward Path Gain Control in a Digital Predistortion Linearized Transmitter

1053/PCT

PCT

5812850.5

WO2006052377

Published

EPC

12-Oct-2005

18-May-2006

Powerwave Technologies Inc.

System and Method for Forward Path Gain Control in a Digital Predistortion Linearized Transmitter

1053/PCT

ORD

PCT/US2005/036735

WO2006/052377

Published

Patent Cooperation Treaty

12-Oct-2005

30-Nov-2006

Powerwave Technologies Inc.

System and Method for Forward Path Gain Control in a Digital Predistortion Linearized Transmitter

1058/PCT

ORD

PCT/US01/27713

WO0221887

Published

Patent Cooperation

Treaty

07-Sep-2001

14-Mar-2002

Powerwave Technologies Inc.

Durable Laminated Electronics Assembly using Epoxy Preform (Paseo Nuevo Platform)

1059/EP

PCT

1913130.9

EP1281262

Published

EPC

28-Feb-2001

05-Feb-2003

Powerwave Technologies Inc.

System and Method for Peak Power Reduction in Spread Spectrum Communications Systems

1059/PCT

ORD

PCT/US01/06317

WO0182547

Published

Patent Cooperation Treaty

28-Feb-2001

01-Nov-2001

Powerwave Technologies Inc.

System and Method for Peak Power Reduction in Spread Spectrum Communications Systems

1063/PCT

PCT

6720451.1

EP1849207

Published

EPC

08-Feb-2006

31-Oct-2007

Powerwave Technologies Inc.

Dual Mode Ceramic Filter

1063/PCT

ORD

PCT/US2006/004338

WO2006/086414

Published

Patent Cooperation Treaty

08-Feb-2006

05-Jul-2007

Powerwave Technologies Inc.

Dual Mode Ceramic Filter

1067/CA

PCT

2505189

CA2505189

Published

Canada

20-Nov-2003

10-Jun-2004

Powerwave Technologies Inc.

Systems and Methods of Dynamic Bias Switching for Radio Frequency Power Amplifiers

1067/WO

ORD

PCT/US2003/37499

WO2004049559

Published

Patent Cooperation Treaty

20-Nov-2003

10-Jun-2004

Powerwave Technologies Inc.

Systems and Methods of Dynamic Bias Switching for Radio Frequency Power Amplifiers

1074/

PCT

4971/CHENP/2007

Pending

India

03-Apr-2006

Powerwave Technologies Inc.

System and Method for Using the Pilot Frequency from a Positive Feedback Pilot Generation and Detection Circuit to Improve Seco

1074/

ORD

PCT/US06/12202

WO2006/110360

Published

Patent Cooperation Treaty

03-Apr-2006

19-Oct-2006

Powerwave Technologies Inc.

System and Method for Using the Pilot Frequency from a Positive Feedback Pilot Generation and Detection Circuit to Improve Seco

1075/WO

ORD

PCT/US02/30636

WO03030354

Published

Patent Cooperation Treaty

27-Sep-2002

10-Apr-2003

Powerwave Technologies Inc.

Spurious Ratio Control Circuit for Use with Feed-Forward Linear Amplifiers

1082/PCT

PCT

6739069

EP1869762

Published

EPC

20-Mar-2006

26-Dec-2007

Powerwave Technologies Inc.

RF Power Amplifier System Employing An Analog Predistortion Module Using Zero Crossings

1082/PCT

PCT

4730/CHENP/2007

Pending

India

20-Mar-2006

Powerwave Technologies Inc.

RF Power Amplifier System Employing An Analog Predistortion Module Using Zero Crossings

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1082/PCT

ORD

PCT/US06/10133

WO 2006/102278

Published

Patent Cooperation Treaty

20-Mar-2006

28-Sep-2006

Powerwave Technologies Inc.

RF Power Amplifier System Employing An Analog Predistortion Module Using Zero Crossings

1085/CA

ORD

2286542

CA2286542

Published

Canada

18-Oct-1999

19-Apr-2000

Powerwave Technologies Inc.

Amplification System Having Mask Detection

1086/CA

ORD

2286544

CA2286544

Published

Canada

18-Oct-1999

19-Apr-2000

Powerwave Technologies Inc.

Amplification System having Mask Detection and Bias Compensation

1096/PCT

ORD

PCT/US2006/13529

WO 2006/113234

Published

Patent Cooperation Treaty

12-Apr-2006

12-Apr-2007

Powerwave Technologies Inc.

Adaptive Predistortion Linearized Amplifier System Employing Selective Sampling

1098/PCT

PCT

6790120.7

EP1929846

Published

EPC

31-Aug-2006

08-Mar-2007

Powerwave Technologies Inc.

System and Method for Shielded Coaxial Cable Attachment

1098/

ORD

PCT/US2006/034022

Pending

India

01-Apr-2008

Powerwave Technologies Inc.

System and Method for Shielded Coaxial Cable Attachment

1098/PCT

ORD

PCT/US2006/034022

WO2007/027884

Published

Patent Cooperation Treaty

31-Aug-2006

08-Mar-2007

Powerwave Technologies Inc.

System and Method for Shielded Coaxial Cable Attachment

1100/PCT

PCT

6803510.4

EP1932308

Published

EPC

13-Sep-2006

29-Mar-2007

Powerwave Technologies Inc.

Amplifier System Employing Analog Polynomial Predistortion with Sub-Nyquist Digital Predistortion

1100/PCT

ORD

PCT/US2006/035663

WO 2007/035358

Published

Patent Cooperation Treaty

13-Sep-2006

29-Mar-2007

Powerwave Technologies Inc.

Amplifier System Employing Analog Polynomial Predistortion with Sub-Nyquist Digital Predistortion

1105/

PCT

6803235.8

EP1929804

Published

EPC

08-Sep-2006

15-Mar-2007

Powerwave Technologies Inc.

Distributed Antenna System Using Signal Precursors

1105/

ORD

1735/CHENP/2008

Pending

India

07-Apr-2008

Powerwave Technologies Inc.

Distributed Antenna System Using Signal Precursors

1105/

ORD

PCT/US2006/035108

WO2007/030739

Published

Patent Cooperation Treaty

08-Sep-2006

15-Mar-2007

Powerwave Technologies Inc.

Distributed Antenna System Using Signal Precursors

1106/PCT

ORD

PCT/US2003/07092

WO03075632

Published

Patent Cooperation Treaty

06-Mar-2003

18-Sep-2003

Powerwave Technologies Inc.

Rf amplifier system with interface to provide a computer readable spectral depiction of the rf output

1109/PCT

ORD

PCT/US06/48726

WO2007/073490

Published

Patent Cooperation Treaty

20-Dec-2006

28-Jun-2007

Powerwave Technologies Inc.

Crest Factor Reduction (CFR) for OFDM Using Selective Sub-Carrier Degradation

1111/PCT

ORD

PCT/US06/48259

WO2007/075579

Published

Patent Cooperation Treaty

18-Dec-2006

27-Sep-2007

Powerwave Technologies Inc.

Distributed Antenna System Employing Digital Forward Deployment Of Wireless Transmit/Receive Locations

1112/PCT

PRI

PCT/US01/04447

WO0159924

Published

Patent Cooperation Treaty

08-Feb-2001

16-Aug-2001

Powerwave Technologies Inc.

Power Booster Method and Apparatus For Improving The Performance of Radio Frequency Linear Power Amplifiers

1113/PCT

PRI

PCT/SE96/00627

WO9637009

Published

Patent Cooperation Treaty

14-May-1996

21-Nov-1996

ALLGON AB

An antenna device with two radiating elements having an adjustable phase difference between the radiating elements

1119/PCT

ORD

PCT/SE89/00705

WO90/06627

Published

Patent Cooperation Treaty

30-Nov-1989

14-Jun-1990

ALLGON AB

Method and a device pertaining to an electro-mechanically controlled resonance module

1132/PCT

ORD

PCT/SE95/01359

WO9616337

Published

Patent Cooperation Treaty

15-Nov-1995

30-May-1996

ALLGON AB

Measuring line for a coaxial conductor for determining energy throughflow and standing wave ratios

1135/PCT

PCT

JP19980514663T

JP2001508954T

Published

Japan

07-Aug-1997

03-Jul-2001

Powerwave Technologies Inc.

Adaptive digital predistortion linearization and feedforward correction of RF power amplifier

1135/PCT

ORD

PCT/US97/14003

WO9812800

Published

Patent Cooperation Treaty

07-Aug-1997

26-Mar-1998

Powerwave Technologies Inc.

Adaptive digital predistortion linearization and feedforward correction of RF power amplifier

1136/PCT

PRI

PCT/US98/12664

WO9858419

Published

Patent Cooperation Treaty

17-Jun-1998

23-Dec-1998

Powerwave Technologies Inc.

Temperature compensation structure for resonator cavity

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1139/PCT

PRI

PCT/SE96/00678

WO9637922

Published

Patent Cooperation Treaty

24-May-1996

28-Nov-1996

ALLGON AB

Movable dielectric body for controlling propagation velocity in a feed line

1140/PCT

PCT

AU19960064744D

AU6474496

Published

Australia

12-Jul-1996

18-Feb-1997

ALLGON AB

Antenna amplifier

1140/PCT

PRI

PCT/SE96/00951

WO9704534

Published

Patent Cooperation Treaty

12-Jul-1996

06-Feb-1997

ALLGON AB

Antenna amplifier

1143/PCT

ORD

PCT/SE97/00916

WO9745969

Published

Patent Cooperation

Treaty

28-May-1997

04-Dec-1997

ALLGON AB

Repeater with variable bandwidth

1145/ORD

ORD

98-709167

Pending

Korea, Republic of

13-Nov-1998

ALLGON AB

Flat antenna

1145/PCT

PRI

PCT/SE97/00776

WO9743799

Published

Patent Cooperation

Treaty

12-May-1997

20-Nov-1997

ALLGON AB

Flat antenna

1146/PCT

PCT

PI9707916-2

Pending

Brazil

03-Sep-1998

ALLGON AB

Method and device for monitoring a mobile telephone repeater

1146/PCT

PRI

PCT/SE97/00277

WO9733381

Published

Patent Cooperation

Treaty

19-Feb-1997

12-Sep-1997

ALLGON AB

Method and device for monitoring a mobile telephone repeater

1147/PCT

ORD

PCT/SE98/00071

WO9833234

Published

Patent Cooperation

Treaty

16-Jan-1998

30-Jul-1998

ALLGON AB

Antenna element

1149/

ORD

PCT/US97/04079

WO9737427

Published

Patent Cooperation Treaty

14-Mar-1997

09-Oct-1997

Powerwave Technologies Inc.

Adaptive compensation of RF amplifier distortion by injecting predistortion signal derived from respectively different function

1151/PCT

ORD

PCT/SE98/02235

WO9931757

Published

Patent Cooperation Treaty

07-Dec-1998

24-Jun-1999

ALLGON AB

Dual band antenna

1152/ORD

ORD

PI9807165-3

Pending

Brazil

05-Aug-1999

ALLGON AB

Antenna operating with two isolated channels

1152/

PRI

PCT/SE98/00143

WO9834295

Published

Patent Cooperation

Treaty

30-Jan-1998

06-Aug-1998

ALLGON AB

Antenna operating with two isolated channels

1153/

PRI

PCT/US99/01013

WO9938267

Published

Patent Cooperation Treaty

19-Jan-1999

29-Jul-1999

Powerwave Technologies Inc.

Circuit arrangement for reducing intermodulation in a bandpass filter system

1156/PCT

PRI

PCT/SE98/01353

WO9905754

Published

Patent Cooperation Treaty

08-Jul-1998

04-Feb-1999

ALLGON AB

Antenna device with improved channel isolation

1160/PCT

ORD

PCT/SE00/00481

WO0055939

Published

Patent Cooperation Treaty

10-Mar-2000

21-Sep-2000

ALLGON AB

Dual band antenna arrangement

1166/

PCT

2002-562824

Pending

Japan

26-Aug-2002

Powerwave Technologies Inc.

Spectral distortion monitor for controlling pre-distortion and feed-forward linearization of RF power amplifier

1167/

PCT

2352335

CA2352335

Published

Canada

24-Nov-1999

08-Jun-2000

ALLGON AB

Microstrip filter device

1167/

PRI

PCT/SE99/02181

WO0033413

Published

Patent Cooperation

Treaty

24-Nov-1999

08-Jun-2000

ALLGON AB

Microstrip filter device

1168/

PCT

19990008402

BR9908402

Published

Brazil

01-Mar-1999

19-Dec-2000

ALLGON AB

Mounting bracket

1168/

PCT

19998002626

CN1289396

Published

PRC

01-Mar-1999

28-Mar-2001

ALLGON AB

Mounting bracket

1168/

ORD

PCT/SE99/00289

WO9945310

Published

Patent Cooperation

Treaty

0l-Mar-1999

10-Sep-1999

ALLGON AB

Mounting bracket

1169/ORD

PCT

PI9906841-9

BR9906841

Published

Brazil

09-Jun-1999

04-Sep-2001

ALLGON AB

Dual band antenna

1169/

ORD

PCT/SE99/01010

WO0001032

Published

Patent Cooperation Treaty

09-Jun-1999

06-Jan-2000

ALLGON AB

Dual band antenna

1170/

ORD

PCT/EP98/05410

WO99/17394

Published

Patent Cooperation

Treaty

26-Aug-1998

08-Apr-1999

ALLGON AB

Multi surface coupled coaxial resonator

1173/PCT

PRI

PCT/SE99/01368

WO0010220

Published

Patent Cooperation Treaty

12-Aug-1999

24-Feb-2000

ALLGON AB

Coaxial cavity resonator

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1176/PCT

PRI

PCT/US00/01582

WO0044210

Published

Patent Cooperation Treaty

21-Jan-2000

27-Jul-2000

Powerwave Technologies Inc.

Multi-layer RF printed circuit architecture with low- inductance interconnection and low thermal resistance for wide-lead power

1177/PCT

ORD

PCT/SE99/01111

WO99/66585

Published

Patent Cooperation Treaty

18-Jun-1999

23-Dec-1999

ALLGON AB

Device for tuning of a dielectric resonator

1179/PCT

ORD

PCT/US01/16046

WO0191288

Published

Patent Cooperation Treaty

18-May-2001

29-Nov-2001

Powerwave Technologies Inc.

High linearity multicarrier RF amplifier

1180/CN

PRI

1811241

CN1436397

Published

PRC

06-Apr-2001

13-Aug-2003

Powerwave Technologies Inc.

Method and apparatus for optimum biasing of cascaded MOSFET radio-frequency devices

1180/DE

PRI

20011096108T

Pending

Germany

06-Apr-2001

Powerwave Technologies Inc.

Method and apparatus for optimum biasing of cascaded MOSFET radio-frequency devices

1180/PRI

PRI

10-2002-7013951

Pending

Korea, Republic of

17-Oct-2002

Powerwave Technologies Inc.

Method and apparatus for optimum biasing of cascaded MOSFET radio-frequency devices

1180/PCT

PRI

PCT/US01/11416

WO0182469

Published

Patent Cooperation

Treaty

06-Apr-2001

01-Nov-2001

Powerwave Technologies Inc.

Method and apparatus for optimum biasing of cascaded MOSFET radio-frequency devices

1180/GB

PRI

20020025803

GB2377569

Published

United Kingdom.

06-Apr-2001

15-Jan-2003

Powerwave Technologies Inc.

Method and apparatus for optimum biasing of cascaded MOSFET radio-frequency devices

1188/

ORD

PCT/SE00/01621

WO0117058

Published

Patent Cooperation Treaty

23-Aug-2000

08-Mar-2001

ALLGON AB

Four port hybrid

1189/PCT

PRI

PCT/US02/18287

WO03001683

Published

Patent Cooperation

Treaty

06-Jun-2002

03-Jan-2003

Powerwave Technologies Inc.

Dual-mode resonator

1193/PCT

ORD

PCT/SE00/00999

WO0077941

Published

Patent Cooperation Treaty

18-May-2000

21-Dec-2000

ALLGON AB

Method and apparatus for stability margin determination in a repeater

1194/PCT

PRI

PCT/SE01/01952

WO0235902

Published

Patent Cooperation Treaty

12-Sep-2001

02-May-2002

ALLGON AB

Shielded housing

1197/

PRI

PCT/SE01/02357

WO0243183

Published

Patent Cooperation Treaty

26-Oct-2001

30-May-2002

ALLGON AB

Microwave antenna with patch mounting device

1198/ORD

ORD

4102209.9

Pending

Hong Kong

24-Mar-2004

ALLGON AB

Four port hybrid microstrip circuit of Lange type

1199/

ORD

PCT/SE01/02490

WO0252722

Published

Patent Cooperation

Treaty

09-Nov-2001

04-Jul-2002

ALLGON AB

Microwave amplifier with bypass segment

1200/

ORD

PCT/SE01/01951

WO0235651

Published

Patent Cooperation

Treaty

12-Sep-2001

02-May-2002

ALLGON AB

Beam adjusting device

1202/PCT

ORD

US2007/04566

WO2007/098235

Published

Patent Cooperation Treaty

20-Feb-2007

30-Aug-2007

Powerwave Technologies Inc.

Optimally adaptive receiver

1203/

PCT

Published

India

02-Mar-2007

Powerwave Technologies Inc.

Broadband single vertical polarized base station antenna

1203/

ORD

PCT/US2007/005137

WO 2007/103072

Published

Patent Cooperation Treaty

02-Mar-2007

13-Sep-2007

Powerwave Technologies Inc.

Broadband single vertical polarized base station antenna

1204/ORD

ORD

1948184.5

EP1311770

Published

EPC

09-Jul-2001

21-May-2003

ALLGON AB

TUNING SCREW ASSEMBLY

1205/ORD

ORD

4102678.1

Pending

Hong Kong

15-Apr-2004

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

1205/PCT

PRI

PCT/SE01/02758

WO0249213

Published

Patent Cooperation Treaty

12-Dec-2001

20-Jun-2002

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

1206/ORD

EPC

2711605.2

EP1378025

Published

France

13-Feb-2002

07-Jan-2004

ALLGON AB

CIRCUIT BOARD CONNECTOR

1206/PCT

PRI

PCT/SE02/00244

WO02084808

Published

Patent Cooperation Treaty

13-Feb-2002

24-Oct-2002

ALLGON AB

CIRCUIT BOARD CONNECTOR

1207/

PCT

200680019455.1

Pending

PRC

31-May-2006

Powerwave Technologies Sweden AB

Improved AEDT

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1207/

PCT

4388/KOLNP/2007

Pending

India

31-May-2006

Powerwave Technologies Sweden AB

Improved AEDT

1207/

ORD

PCT/SE2006/000641

Pending

Patent Cooperation

Treaty

31-May-2006

Powerwave Technologies Sweden AB

Improved AEDT

1208/PCT

PCT

2.0058E+11

200580035615.7

Published

PRC

14-Oct-2005

06-Feb-2008

Powerwave Technologies Sweden AB

A DC-extracting arrangement

1208/PCT

PCT

5792467.2

WO2006043880

Published

EPC

14-Oct-2005

27-Apr-2006

Powerwave Technologies Sweden AB

A DC-extracting arrangement

1208/PCT

PCT

893/KOLNP/2007

Pending

India

14-Oct-2005

Powerwave Technologies Sweden AB

A DC-extracting arrangement

1208/PCT

PRI

PCT/SE2005/001538

WO2006043880

Published

Patent Cooperation Treaty

14-Oct-2005

27-Apr-2006

Powerwave Technologies Sweden AB

A DC-extracting arrangement

1209/PCT

PRI

PCT/DK2004/000296

WO2004097979

Published

Patent Cooperation

Treaty

30-Apr-2004

11-Nov-2004

Powerwave Technologies Sweden AB

Microwave transmission unit including lightning protection

1211/PCT

PCT

1914/KOLNP/2007

Pending

India

15-Nov-2005

Powerwave Technologies Sweden AB

DUAL BAND ANTENNA

1211/PCT

ORD

PCT/SE2005/01535

WO2006059937

Published

Patent Cooperation

Treaty

15-Nov-2005

08-Jun-2006

Powerwave Technologies Sweden AB

DUAL BAND ANTENNA

1213/PCT

PCT

5793310.3

EP1803185

Published

EPC

14-Oct-2005

04-Jul-2007

Powerwave Technologies Sweden AB

DC Extract filter device

1213/PCT

PCT

804/KOLNP/2007

Pending

India

14-Oct-2005

Powerwave Technologies Sweden AB

DC Extract filter device

1213/PCT

ORD

PCT/SE2005/01537

WO2006043879

Published

Patent Cooperation

Treaty

14-Oct-2005

27-Apr-2006

Powerwave Technologies Sweden AB

DC Extract filter device

1214/

PCT

7808782.2

EP2062355

Published

EPC

31-Aug-2007

20-Mar-2008

Powerwave Technologies Sweden AB

Filter with external Coupling pin

1214/

ORD

PCT/SE2007/00759

Pending

Patent Cooperation Treaty

31-Aug-2007

Powerwave Technologies Sweden AB

Filter with external Coupling pin

1215/PCT

PCT

2.0068E+11

Pending

PRC

21-Jul-2006

Powerwave Technologies Sweden AB

INTERLEAVED MULTIPLE BAND ANTENNA

1215/PCT

PCT

6758086

WO2007/011295

Published

EPC

21-Jul-2006

25-Jan-2007

Powerwave Technologies Sweden AB

INTERLEAVED MULTIPLE BAND ANTENNA

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1215/PCT

PCT

5001/KOLNP/2007

Pending

India

21-Jul-2006

Powerwave Technologies Sweden AB

INTERLEAVED MULTIPLE BAND ANTENNA

1215/PCT

ORD

PCT/SE2006/000904

WO2007/011295

Published

Patent Cooperation

Treaty

21-Jul-2006

25-Jan-2007

Powerwave Technologies Sweden AB

INTERLEAVED MULTIPLE BAND ANTENNA

1215/ORD

ORD

0501723-1

Pending

Sweden

22-Jul-2005

Powerwave Technologies Sweden AB

INTERLEAVED MULTIPLE BAND ANTENNA

1216/

PCT

4393/KOLNP/2007

Pending

India

31-May-2006

Powerwave Technologies Sweden AB

Phase Shifter

1216/

ORD

PCT/SE2006/000640

Pending

Patent Cooperation

Treaty

31-May-2006

Powerwave Technologies Sweden AB

Phase Shifter

1217/

ORD

9445011.1

EP2124300

Published

EPC

15-May-2009

25-Nov-2009

Powerwave Technologies Sweden AB

Lighting Protection

1217/

PRI

0801210-6

Pending

Sweden

23-May-2008

Powerwave Technologies Sweden AB

Lighting Protection

1218/PCT

PCT

6812946.9

EP1943728

Published

EPC

30-Oct-2006

16-Jul-2008

Powerwave Technologies Sweden AB

General LNA

1218/PCT

PCT

820/KOLNP/2008

Pending

India

30-Oct-2006

Powerwave Technologies Sweden AB

General LNA

1218/PCT

ORD

PCT/SE2006/001221

WO 2007/053077

Published

Patent Cooperation Treaty

30-Oct-2006

10-May-2007

Powerwave Technologies Sweden AB

General LNA

1221/

PRI

PCT/SE01/01768

WO0215439

Published

Patent Cooperation

Treaty

17-Aug-2001

21-Feb-2002

ALLGON AB

Communication system with fiber optical link

1224/PCT

PRI

PCT/SE01/02888

WO02052673

Published

Patent Cooperation Treaty

21-Dec-2001

04-Jul-2002

ALLGON AB

Method for tuning a radio filter and a system for tuning a radio filter

1226/PCT

PCT

5804663.2

EP1815556

Published

EPC

25-Nov-2005

08-Aug-2007

Powerwave Technologies Sweden AB

Antenna control system

1226/PCT

PCT

1323/KOLNP/2007

Pending

India

25-Nov-2005

Powerwave Technologies Sweden AB

Antenna control system

1226/PCT

ORD

PCT/SE2005/01777

WO2006057613

Published

Patent Cooperation

Treaty

25-Nov-2005

01-Jun-2006

Powerwave Technologies Sweden AB

Antenna control system

1227/PCT

PCT

2.0058E+11

CN101057368

Published

PRC

25-Nov-2005

17-Oct-2007

Powerwave Technologies Sweden AB

Antenna control system

1227/PCT

EPP

5804666.5

EP1815557

Published

France

25-Nov-2005

08-Aug-2007

Powerwave Technologies Sweden AB

Antenna control system

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1227/PCT

EPP

5804666.5

EP1815557

Published

Germany

25-Nov-2005

08-Aug-2007

Powerwave Technologies Sweden AB

Antenna control system

1227/PCT

PCT

1324/KOLNP/2007

Pending

India

25-Nov-2005

Powerwave Technologies Sweden AB

Antenna control system

1227/PCT

ORD

PCT/SE05/001776

WO2006057612

Published

Patent Cooperation Treaty

25-Nov-2005

01-Jun-2006

Powerwave Technologies Sweden AB

Antenna control system

1227/PCT

EPP

5804666.5

EP1815557

Published

United Kingdom

25-Nov-2005

08-Aug-2007

Powerwave Technologies Sweden AB

Antenna control system

1228/PCT

PCT

2.0058E+11

CN1947303A

Published

PRC

03-May-2005

11-Apr-2007

Powerwave Technologies Sweden AB

Aperture antenna element

1228/PCT

PCT

5749908.9

EP1743397

Published

EPC

03-May-2005

11-Oct-2005

Powerwave Technologies Sweden AB

Aperture antenna element

1228/PCT

PCT

2657/KOLNP/2006

Pending

India

03-May-2005

Powerwave Technologies Sweden AB

Aperture antenna element

1228/PCT

PCT

2006-7022846

Pending

Korea, Republic of

03-May-2005

Powerwave Technologies Sweden AB

Aperture antenna element

1228/PCT

ORD

PCT/SE05/000643

WO2005107008

Published

Patent Cooperation

Treaty

03-May-2005

10-Nov-2005

Powerwave Technologies Sweden AB

Aperture antenna element

1230/PCT

PCT

2.0058E+11

CN1985404

Published

PRC

25-Jul-2005

20-Jun-2007

Powerwave Technologies Sweden AB

Reflector assembly

1230/PCT

PCT

7598/DELNP/2006

Published

India

25-Jul-2005

22-Jun-2007

Powerwave Technologies Sweden AB

Reflector assembly

1230/PCT

ORD

PCT/SE2005/01178

WO2006011844

Published

Patent Cooperation Treaty

25-Jul-2005

02-Feb-2006

Powerwave Technologies Sweden AB

Reflector assembly

1231/

ORD

PCT/SE2007/000507

WO2007/139467

Published

Patent Cooperation Treaty

25-May-2007

06-Dec-2007

Powerwave Technologies Sweden AB

Down Tilt Control Unit

1232/

PCT

7808783

EP2062366

Published

EPC

31-Aug-2007

27-May-2009

Powerwave Technologies Sweden AB

Antenna Filter Combination

1232/

ORD

PCT/SE2007/000760

WO2008/033068

Published

Patent Cooperation Treaty

31-Aug-2007

20-Mar-2008

Powerwave Technologies Sweden AB

Antenna Filter Combination

1233/

ORD

PCT/US07/05480

WO2007/106337

Published

Patent Cooperation

Treaty

02-Mar-2007

24-Apr-2008

Powerwave Technologies Inc.

Enhanced Efficiency Feed Forward Power Amplifier with Delay Mismatched Error Cancellation Loop

1234/

PCT

7754157.1

EP2005522

Published

EPC

29-Mar-2007

08-Nov-2007

Powerwave Technologies Inc.

Broadband Dual Polarized Base Station Antenna

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1234/

PCT

5874/CHENP/2008

Pending

India

29-Mar-2007

Powerwave Technologies Inc.

Broadband Dual Polarized Base Station Antenna

1234/

ORD

PCT/US07/07593

WO 2007/126831

Published

Patent Cooperation

Treaty

29-Mar-2007

08-Nov-2007

Powerwave Technologies Inc.

Broadband Dual Polarized Base Station Antenna

1235/

PRI

GR20050100576

Pending

Greece

22-Nov-2005

Powerwave Technologies Sweden AB

Smart Pole

1235/

PCT

1650/KOLNP/2008

Pending

India

16-Nov-2006

Powerwave Technologies Sweden AB

Smart Pole

1235/

ORD

PCT/TB2006/003235

WO2007/060513

Published

Patent Cooperation Treaty

16-Nov-2006

31-May-2007

Powerwave Technologies Sweden AB

Smart Pole

1237/PCT

ORD

PCT/US03/22640

WO2004016057

Published

Patent Cooperation Treaty

18-Jul-2003

19-Feb-2004

Powerwave Technologies Inc.

INSTALLATION SITES FOR HOUSING ELECTRONIC EQUIPMENT

1242/

PCT

7775931.4

EP2011246

Published

EPC

20-Apr-2007

01-Nov-2007

Powerwave Technologies Inc.

System and Method for Estimation and Compensation of Radiated Feedback Coupling in a High Gain Repeater

1242/

ORD

PCT/US2007/09744

WO2007/124103

Published

Patent Cooperation Treaty

20-Apr-2007

01-Nov-2007

Powerwave Technologies Inc.

System and Method for Estimation and Compensation of Radiated Feedback Coupling in a High Gain Repeater

1243/

PCT

7748161.2

EP2022139

Published

EPC

22-May-2007

11-Feb-2009

Powerwave Technologies Sweden AB

Dual band antenna arrangement

1243/

ORD

PCT/SE2007/000497

WO2007/136333

Published

Patent Cooperation Treaty

22-May-2007

29-Nov-2007

Powerwave Technologies Sweden AB

Dual band antenna arrangement

1244/

PCT

7809421.6

EP2033262

Published

EPC

07-Jun-2007

21-Dec-2007

Powerwave Technologies Inc.

Smart antenna array over fiber

1244/

ORD

PCT/US2007/013597

WO 2007/146175

Published

Patent Cooperation Treaty

07-Jun-2007

15-May-2008

Powerwave Technologies Inc.

Smart antenna array over fiber

1245/

ORD

PCT/US01/51250

WO0249102

Published

Patent Cooperation Treaty

29-Oct-2001

20-Jun-2002

Powerwave Technologies Inc.

Support and cooling architecture for RF printed circuit boards having multi-pin square post type connectors for RF connectivity

1251/ORD

ORD

7794123.5

EP2054986

Published

EPC

22-Aug-2007

06-May-2009

Powerwave Technologies Sweden AB

Active Lighting Protection

1251/

ORD

PCT/SE2007/000739

Pending

Patent Cooperation Treaty

27-Aug-2007

Powerwave Technologies Sweden AB

Active lighting Protection

1252/

ORD

7808837.4

EP2064773

Published

EPC

16-Mar-2008

03-Jun-2009

Powerwave Technologies Sweden AB

Method of manufacturing a traverse electric magnetic (TEM) mode transmission line and such transmission line

1252/PCT

ORD

PCT/SE2007/000834

WO2008036029

Published

Patent Cooperation Treaty

24-Sep-2007

27-Mar-2008

Powerwave Technologies Sweden AB

Method of manufacturing a traverse electric magnetic (TEM) mode transmission line and such transmission line

1252/

PRI

0601971-5

Pending

Sweden

22-Sep-2006

Powerwave Technologies Sweden AB

Method of manufacturing a traverse electric magnetic (TEM) mode transmission line and such transmission line

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1253/

ORD

PCT/US07/19438

Pending

Patent Cooperation Treaty

06-Sep-2007

Powerwave Technologies Inc.

Modular Pallet

1255/PCT

ORD

PCT/US2007/023807

WO2008060527

Published

Patent Cooperation

Treaty

14-Nov-2007

22-May-2008

Powerwave Technologies Inc.

Stability recovery for an on-frequency RF repeater with adaptive echo cancellation

1256/PCT

PCT

7808808.5

EP2062330

Published

EPC

12-Sep-2007

27-May-2009

Powerwave Technologies Sweden AB

Communication solution for antennas

1256/PCT

PCT

553/KOLMP/2009

Pending

India

12-Sep-2007

Powerwave Technologies Sweden AB

Communication solution for antennas

1256/PCT

ORD

PCT/SE2007/000795

WO 2008/033076

Published

Patent Cooperation Treaty

12-Sep-2007

20-Mar-2008

Powerwave Technologies Sweden AB

Communication solution for antennas

1258/

PCT

18021146.1

CN1483242

Published

PRC

22-Dec-2001

17-Mar-2004

Powerwave Technologies Inc.

Feed forward amplifier loop control utilizing IF signal processing

1258/

ORD

PCT/US01/50560

WO02052718

Published

Patent Cooperation Treaty

22-Dec-2001

04-Jul-2002

Powerwave Technologies Inc.

Feed forward amplifier loop control utilizing IF signal processing

1259/

PCT

7867699.6

EP2103002

Published

EPC

11-Dec-2007

23-Sep-2009

Powerwave Technologies Inc.

Time division duplex forward-to-reverse transition signal generator

1259/

ORD

PCT/US2007/025270

Pending

Patent Cooperation

Treaty

11-Dec-2007

Powerwave Technologies Inc.

Time division duplex forward-to-reverse transition signal generator

1260/

ORD

7023027.1

EP1992598

Published

EPC

28-Nov-2007

19-Nov-2008

Powerwave Technologies Inc.

MICROWAVE DIELECTRIC CERAMIC

1260/

ORD

02823/CHE2007

Pending

India

30-Nov-2007

Powerwave Technologies Inc.

MICROWAVE DIELECTRIC CERAMIC

1260/

ORD

PCT/GB2008/000023

WO2008/084199

Published

Patent Cooperation Treaty

07-Jan-2008

17-Jul-2008

Powerwave Technologies Inc.

MICROWAVE DIELECTRIC CERAMIC

1260/

PRI

GB0700265.2

Pending

United Kingdom

18-Jan-2007

Powerwave Technologies Inc.

MICROWAVE DIELECTRIC CERAMIC

-233387

PRI

GB0519804.9

Pending

United Kingdom

29-Sep-2005

Powerwave Technologies Inc.

Microwave dielectric ceramic

-233356

PRI

GB0518736.4

Pending

United Kingdom

15-Sep-2005

Powerwave Technologies Inc.

Microwave dielectric ceramic

-233328

PRI

GB0516421.5

Pending

United Kingdom

10-Aug-2005

Powerwave Technologies Inc.

Microwave dielectric ceramic

1262/

PCT

8713113.2

EP2122904

Published

EPC

11-Jan-2008

25-Nov-2009

Powerwave Technologies Inc.

An improved digital radio head system and method

1262/

ORD

PCT/US2008/000431

WO2008/088762

Published

Patent Cooperation

Treaty

11-Jan-2008

24-Jul-2008

Powerwave Technologies Inc.

An improved digital radio head system and method

1264/

PCT

8713187.6

EP2119028

Published

EPC

22-Jan-2008

18-Nov-2009

Powerwave Technologies Inc.

Adaptive Echo Cancellation For An On-Frequency RF Repeater Using A Weighted Power Spectrum

1264/

ORD

PCT/US2008/000738

Pending

Patent Cooperation Treaty

22-Jan-2008

Powerwave Technologies Inc.

Adaptive Echo Cancellation For An On-Frequency RF Repeater Using A Weighted Power Spectrum

1266/PR1

PRI

408192.3

Pending

United Kingdom

13-Apr-2004

Powerwave Technologies Inc.

Microwave Dielectric Ceramic

1266/PR2

PRI

501259

Pending

United Kingdom

21-Jan-2005

Powerwave Technologies Inc.

Microwave Dielectric Ceramic

1268/

PCT

8726390.1

EP2135323

Published

EPC

04-Mar-2008

12-Sep-2008

Powerwave Technologies Inc.

Single Pole Vertically Polarized Variable Azimuth Beam Width Antenna for Wireless Network

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1268/

ORD

PCT/US2008/02845

WO2008/109067

Published

Patent Cooperation Treaty

04-Mar-2008

12-Sep-2008

Powerwave Technologies Inc.

Single Pole Vertically Polarized Variable Azimuth Beam Width Antenna for Wireless Network

1277/

ORD

PCT/US2008/004332

WO2008/124027

Published

Patent Cooperation Treaty

03-Apr-2008

16-Oct-2008

Powerwave Technologies Inc.

Dual Stagger Offset-able Azimuth Beam Width Controlled Antenna for Wireless Network

1278/

ORD

PCT/US2008/03176

Pending

Patent Cooperation

Treaty

07-Mar-2008

Powerwave Technologies Inc.

Dual staggered vertically polarized variable azimuth beam width antenna for wireless network

1279/PCT

PCT

8768385

WO2008156633

Published

EPC

11-Jun-2008

24-Dec-2008

Powerwave Technologies Inc.

Triple Stagger Offsettable Azimuth Beam Width Controlled Antenna for Wireless Network

1279/PCT

ORD

PCT/US2008/007333

WO 2008/156633

Published

Patent Cooperation Treaty

11-Jun-2008

24-Dec-2008

Powerwave Technologies Inc.

Triple Stagger Offsettable Azimuth Beam Width Controlled Antenna for Wireless Network

1282/PCT

PCT

8767833

EP2158711

Published

EPC

20-May-2008

04-Dec-2008

Powerwave Technologies Inc.

ON FREQUENCY REPEATER WITH AGC STABILITY DETERMIANTION

1282/PCT

ORD

PCT/US2008/06473

WO 2008/147506

Published

Patent Cooperation Treaty

20-May-2008

04-Dec-2008

Powerwave Technologies Inc.

ON FREQUENCY REPEATER WITH AGC STABILITY DETERMIANTION

1283/

PCT

8767748

EP2158639

Published

EPC

16-May-2008

27-Nov-2008

Powerwave Technologies Inc.

Remote Antenna Positioning Data Acquisition

1283/

ORD

PCT/US2008/006284

WO2008/143971

Published

Patent Cooperation Treaty

16-May-2008

27-Nov-2008

Powerwave Technologies Inc.

Remote Antenna Positioning Data Acquisition

1287/

ORD

PCT/US2008/010851

WO 2009/038739

Published

Patent Cooperation Treaty

18-Sep-2008

26-Mar-2009

Powerwave Technologies Inc.

Broadband coplanar antenna element

1291/

ORD

8853735.2

EP2232632

Published

EPC

25-Nov-2008

29-Sep-2010

Powerwave Technologies Inc.

Linear Array with Azimuth Beam Augmentation by Axial Rotation

1291/

ORD

PCT/US2008/084764

WO2009/070626

Published

Patent Cooperation Treaty

25-Nov-2008

14-Jan-2010

Powerwave Technologies Inc.

Linear Array with Azimuth Beam Augmentation by Axial Rotation

1293/

PCT

8847232.9

EP2218119

Published

EPC

06-Nov-2008

18-Aug-2010

Powerwave Technologies Inc.

Variable Stagger Reflector for Azimuth Beam Width Controlled Antenna

1293/

ORD

PCT/US2008/082697

WO2009061966

Published

Patent Cooperation Treaty

06-Nov-2008

14-May-2009

Powerwave Technologies Inc.

Variable Stagger Reflector for Azimuth Beam Width Controlled Antenna

1295/

PCT

8854666.8

EP2232633

Published

EPC

25-Nov-2008

29-Sep-2010

Powerwave Technologies Inc.

Single Drive Variable Azimuth and Beam Tilt Antenna for Wireless Network

1295/PCT

ORD

PCT/US2008/084760

WO2009070623

Published

Patent Cooperation

Treaty

16-Dec-2008

04-Jun-2009

Powerwave Technologies Inc.

Single Drive Variable Azimuth and Beam Tilt Antenna for Wireless Network

1303/

ORD

Pending

Sweden

18-Jan-2008

Powerwave Technologies Inc.

Antenna arrangement with interleaved antenna elements

1306/

PCT

9715016.3

EP2248223

Published

EPC

14-Jan-2009

10-Nov-2010

Powerwave Technologies Sweden AB

Improved Antenna Isolation II

1306/

ORD

PCT/SE2009/000009

WO2009108097

Published

Patent Cooperation

Treaty

14-Jan-2009

03-Sep-2009

Powerwave Technologies Sweden AB

Improved Antenna Isolation II

1307/

ORD

PCT/FI88/00163

WO 89/05046

Published

Patent Cooperation Treaty

07-Oct-1988

01-Jun-1989

LK PRODUCTS OY (FI)

A TRANSMISSION LINE RESONATOR

1316/

ORD

3396067.5

EP1381162

Published

EPC

07-Dec-2002

14-Jan-2004

LK PRODUCTS OY (FI)

Bypass arrangement for low-noise amplifier

1317/

PCT

2004PI06416

BR0406416

Published

Brazil

17-Mar-2004

04-Oct-2005

LK PRODUCTS OY (FI)

Resonator filter

1317/

PCT

2.0048E+11

CN1717838

Published

PRC

17-Mar-2004

04-Jan-2006

LK PRODUCTS OY (FI)

Resonator filter

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1317/

PCT

1896/DELNP/2005

Pending

India

17-Mar-2004

LK PRODUCTS OY (FI)

Resonator filter

1317/

ORD

PCT/FI2004/000152

WO2004084340

Published

Patent Cooperation

Treaty

17-Mar-2004

30-Sep-2004

LK PRODUCTS OY (FI)

Resonator filter

1318/

PRI

20040450

FI20040450

Published

Finland

25-Mar-2004

26-Sep-2005

LK PRODUCTS OY (FI)

Directional coupler

1318/

ORD

WO2005FI50066

WO2005093896

Published

Patent Cooperation Treaty

07-Mar-2005

06-Oct-2005

LK PRODUCTS OY (FI)

Directional coupler

1319/

PCT

PI0504770-6

Published

Brazil

03-Mar-2005

24-Oct-2006

LK PRODUCTS OY (FI)

Arrangement for dividing a filter output signal

1319/

PCT

20058000284

CN1774832

Published

PRC

03-Mar-2005

17-May-2006

LK PRODUCTS OY (FI)

Arrangement for dividing a filter output signal

1319/

ORD

PCT/FI2005/050060

WO2005/091426

Published

Patent Cooperation Treaty

03-Mar-2005

29-Sep-2005

LK PRODUCTS OY (FI)

Arrangement for dividing a filter output signal

1320/

PCT

PI0508116-5

PI0508116

Published

Brazil

04-Mar-2005

17-Jul-2007

LK PRODUCTS OY (FI)

Input arrangement for a low-noise amplifier pair

1320/

PCT

2.0058E+11

CN1938898

Published

PRC

04-Mar-2005

28-Mar-2007

LK PRODUCTS OY (FI)

Input arrangement for a low-noise amplifier pair

1320/

PCT

5717316.3

EP1728295

Published

EPC

04-Mar-2005

12-Jun-2006

LK PRODUCTS OY (FI)

Input arrangement for a low-noise amplifier pair

1320/

PRI

20040433

FI20040433

Published

Finland

22-Mar-2004

23-Sep-2005

LK PRODUCTS OY (FI)

Input arrangement for a low-noise amplifier pair

1320/

PCT

5481/DELNP/2006

Pending

India

04-Mar-2005

LK PRODUCTS OY (FI)

Input arrangement for a low-noise amplifier pair

1320/

ORD

PCT/FI2005/050062

WO2005091428

Published

Patent Cooperation Treaty

04-Mar-2005

29-Sep-2005

LK PRODUCTS OY (FI)

Input arrangement for a low-noise amplifier pair

1321/

PCT

PI0509428-3

Published

Brazil

29-Apr-2005

04-Sep-2007

LK PRODUCTS OY (FI)

Bandstop filter

1321/

PCT

2.0058E+11

CN1950971

Published

PRC

29-Apr-2005

18-Apr-2007

LK PRODUCTS OY (FI)

Bandstop filter

1321/

PCT

5738049.5

EP1756907

Published

EPC

29-Apr-2005

17-Nov-2005

LK PRODUCTS OY (FI)

Bandstop filter

1321/

PRI

20040672

FI20040672

Published

Finland

12-May-2004

13-Nov-2005

LK PRODUCTS OY (FI)

Bandstop filter

1321/

PCT

6442/DELNP/2006

Pending

India

29-Apr-2005

LK PRODUCTS OY (FI)

Bandstop filter

1321/

ORD

PCT/FI2005/050140

WO2005109565

Published

Patent Cooperation Treaty

29-Apr-2005

17-Nov-2005

LK PRODUCTS OY (FI)

Bandstop filter

1322/

PCT

PI0504405-7

Published

Brazil

18-May-2005

24-Oct-2006

LK PRODUCTS OY (FI)

Adjustable resonator filter

1322/

PRI

20040786

FI20040786

Published

Finland

08-Jun-2004

09-Dec-2005

LK PRODUCTS OY (FI)

Adjustable resonator filter

1322/

ORD

PCT/FI2005/050170

WO2005122323

Published

Patent Cooperation Treaty

18-May-2005

22-Dec-2005

LK PRODUCTS OY (FI)

Adjustable resonator filter

1323/

PCT

PI0517114-8

BRPI0517114

Published

Brazil

07-Nov-2005

30-Sep-2008

LK PRODUCTS OY (FI)

Filtering arrangement of antenna end

1323/

PCT

200580041668.x

CN101076948

Published

PRC

07-Nov-2005

21-Nov-2007

LK PRODUCTS OY (FI)

Filtering arrangement of antenna end

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1323/

PCT

5803809.2

EP1817846

Published

EPC

07-Nov-2005

15-Aug-2007

LK PRODUCTS OY (FI)

Filtering arrangement of antenna end

1323/

PCT

3772/DELNP/2007

Pending

India

07-Nov-2005

LK PRODUCTS OY (FI)

Filtering arrangement of antenna end

1323/

ORD

PCT/FI2005/050400

WO2006058964

Published

Patent Cooperation Treaty

07-Nov-2005

08-Jun-2006

LK PRODUCTS OY (FI)

Filtering arrangement of antenna end

1325/

PCT

18070079280

Pending

Brazil

18-May-2006

LK PRODUCTS OY (FI)

Arrangement for steering radiation lobe of antenna

1325/

PCT

2.0068E+11

CN101189758

Published

PRC

18-May-2006

28-May-2008

LK PRODUCTS OY (FI)

Arrangement for steering radiation lobe of antenna

1325/

PRI

20055285

FI20055285

Published

Finland

03-Jun-2005

04-Dec-2006

LK PRODUCTS OY (FI)

Arrangement for steering radiation lobe of antenna

1325/

PCT

II/DELNP/2008

Pending

India

18-May-2006

LK PRODUCTS OY (FI)

Arrangement for steering radiation lobe of antenna

1325/

ORD

PCT/FI2006/050199

WO2006128962

Published

Patent Cooperation

Treaty

18-May-2006

07-Dec-2006

LK PRODUCTS OY (FI)

Arrangement for steering radiation lobe of antenna

1326/

PCT

18070079831

Pending

Brazil

22-May-2006

LK PRODUCTS OY (FI)

By-pass arrangement of a low noise amplifier

1326/

PCT

2.0068E+11

CN101194431

Published

PRC

22-May-2006

04-Jun-2008

LK PRODUCTS OY (FI)

By-pass arrangement of a low noise amplifier

1326/

PCT

6725961.4

EP1889373

Published

EPC

22-May-2006

14-Dec-2006

LK PRODUCTS OY (FI)

By-pass arrangement of a low noise amplifier

1326/

PCT

9277/DELNP/2007

Pending

India

22-May-2006

LK PRODUCTS OY (FI)

By-pass arrangement of a low noise amplifier

1326/

ORD

PCT/FI2006/050204

WO2006131595

Published

Patent Cooperation Treaty

22-May-2006

14-Dec-2006

LK PRODUCTS OY (FI)

By-pass arrangement of a low noise amplifier

1327/

PRI

20055511

FI20055511

Published

Finland

27-Sep-2005

28-Mar-2007

LK PRODUCTS OY (FI)

TRANSMISSION LINE STRUCTURE

1327/

ORD

PCT/FI2006/050411

WO2007036607

Published

Patent Cooperation

Treaty

26-Sep-2006

05-Apr-2007

LK PRODUCTS OY (FI)

TRANSMISSION LINE STRUCTURE

1328/

PRI

20055597

FI20055597

Published

Finland

09-Nov-2005

10-May-2007

LK PRODUCTS OY (FI)

Arbitrary-length linear movement sliding-dielectric (loaded line) phase shifter system for beam-tilt antenna array

1332/

PCT

18080051244

Pending

Brazil

14-Feb-2007

LK PRODUCTS OY (FI)

MCoulpler and tuning method for the directivity

1332/

PCT

2.0078E+11

Pending

PRC

14-Feb-2007

LK PRODUCTS OY (FI)

MCoulpler and tuning method for the directivity

1332/

PRI

20065144

FI20065144

Published

Finland

28-Feb-2006

29-Aug-2007

LK PRODUCTS OY (FI)

Directional Coulpler

1332/

PCT

Published

India

14-Feb-2007

LK PRODUCTS OY (FI)

MCoulpler and tuning method for the directivity

1332/

ORD

PCT/FI2007/050079

WO2007099202

Published

Patent Cooperation Treaty

14-Feb-2007

07-Sep-2007

LK PRODUCTS OY (FI)

MCoulpler and tuning method for the directivity

1333/

PCT

PI0621217-4

Pending

Brazil

12-Jun-2006

LK PRODUCTS OY (FI)

A new antenna structure and a method for its manufacture

1333/

PCT

Published

PRC

12-Jun-2006

LK PRODUCTS OY (FI)

A new antenna structure and a method for its manufacture

1333/

PCT

6764415.3

FI20060000211

Published

EPC

12-Jun-2006

03-Feb-2006

LK PRODUCTS OY (FI)

A new antenna structure and a method for its manufacture

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1333/

PRI

20060211

FI20060211

Published

Finland

02-Mar-2006

03-Sep-2007

LK PRODUCTS OY (FI)

A new antenna structure and a method for its manufacture

1333/

PCT

7460/DELNP/2008

Pending

India

12-Jun-2006

A new antenna structure and a method for its manufacture

1333/

ORD

PCT/FI2006/000189

WO2007099194

Published

Patent Cooperation

Treaty

12-Jun-2006

07-Sep-2007

LK PRODUCTS OY (FI)

A new antenna structure and a method for its manufacture

1334/

PCT

2.0078E+11

101443951

Published

PRC

23-Apr-2007

27-May-2009

POWERWAVE COMTEK OY

DIRECTIONAL COUPLER

1334/

PCT

7730703.1

EP2022130

Published

EPC

23-Apr-2007

11-Feb-2009

POWERWAVE COMTEK OY

DIRECTIONAL COUPLER

1334/

PRI

20065317

FI20065317

Published

Finland

12-May-2006

13-Nov-2007

LK PRODUCTS OY (FI)

DIRECTIONAL COUPLER (Suuntakytkin ripustetulla liuskajohtimella)

1334/

ORD

PCT/FI2007/050216

WO2007132061

Published

Patent Cooperation

Treaty

23-Apr-2007

22-Nov-2007

LK PRODUCTS OY (FI)

DIRECTIONAL COUPLER

1336/

PCT

2.0078E+11

101438457

Published

PRC

17-Apr-2007

20-May-2009

POWERWAVE COMTEK OY

Piezoelectric element for resonator tuning

1336/

ORD

PCT/FI2007/050198

WO2007125161

Published

Patent Cooperation Treaty

17-Apr-2007

08-Nov-2007

LK PRODUCTS OY (FI)

Piezoelectric element for resonator tuning

1338/

ORD

9445008.7

EP2105988

Published

EPC

18-Mar-2009

30-Sep-2009

Powerwave Technologies Sweden AB

Transmission line and a method production of a transmission line

1341/

ORD

9445009.5

EP2109183

Published

EPC

27-Mar-2009

14-Oct-2009

Powerwave Technologies Sweden AB

Improved Antenna Isolation I

1345/

PCT

9819998.7

Pending

EPC

09-Oct-2009

Powerwave Technologies Inc.

Crest Factor Reduction (CFR) For Downlink LTE by Transmitting Phase Shifted Resource Blocks

1345/

ORD

PCT/US2009/060264

WO2010042885

Published

Patent Cooperation Treaty

09-Oct-2009

15-Apr-2010

Powerwave Technologies Inc.

Crest Factor Reduction (CFR) For Downlink LTE by Transmitting Phase Shifted Resource Blocks

1351/

DES

95-0478

Pending

Sweden

07-Mar-1995

Powerwave Technologies Inc.

Antenna Device

1352/

DES

98-1464

Pending

Sweden

22-Jul-1998

Powerwave Technologies Inc.

Enclosure for active electronics circuits

1353/

DES

98-1464

Pending

Sweden

22-Jul-1998

Powerwave Technologies Inc.

Enclosure for active electronic circuits with an outer cover

1356/

PCT

PI1009687-6

Pending

Brazil

06-Jul-2010

Powerwave Technologies Inc.

Multi element amplitude and phase compensated antenna array with adaptive pre-distortion for Wireless Network

1356/

PCT

2.0108E+11

Pending

PRC

06-Jul-2010

Powerwave Technologies Inc.

Multi element amplitude and phase compensated antenna array with adaptive pre-distortion for Wireless Network

1356/

PCT

10786645.1

Pending

EPC

07-Jun-2010

Powerwave Technologies Inc.

Multi element amplitude and phase compensated antenna array with adaptive pre-distortion for Wireless Network

1356/

PCT

162/CHENP/2012

Pending

India

07-Jun-2010

Powerwave Technologies Inc.

Multi element amplitude and phase compensated antenna array with adaptive pre-distortion for Wireless Network

1356/

PCT

2012-515024

Pending

Japan

07-Dec-2011

Powerwave Technologies Inc.

Multi element amplitude and phase compensated antenna array with adaptive pre-distortion for Wireless Network

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1356/

PCT

MX/a/2011/0143156

Pending

Mexico

06-JuI-2010

Powerwave Technologies Inc.

Multi element amplitude and phase compensated antenna array with adaptive pre-distortion for Wireless Network

1356/

ORD

PCT/US2010/037657

WO2010/144376

Published

Patent Cooperation Treaty

07-Jun-2010

16-Dec-2010

Powerwave Technologies Inc.

Multi element amplitude and phase compensated antenna array with adaptive pre-distortion for Wireless Network

1356/

PCT

2011153357

Pending

Russian Federation

06-Jul-2010

Powerwave Technologies Inc.

Multi element amplitude and phase compensated antenna array with adaptive pre-distortion for Wireless Network

1359/

PCT

8736851

EP2151065

Published

EPC

18-Apr-2008

13-Nov-2008

POWERWAVE COMTEK OY

Masthead Amplifier Unit

1359/

PRI

20075309

Pending

Finland

03-May-2007

POWERWAVE COMTEK OY

Masthead Amplifier

1359/

ORD

PCT/FI2008/050202

WO2008/135630

Published

Patent Cooperation Treaty

18-Apr-2008

13-Nov-2008

POWERWAVE COMTEK OY

Masthead Amplifier Unit

1365/

ORD

PCT/US11/030807

Pending

Patent Cooperation Treaty

31-Mar-2011

Powerwave Technologies Inc.

System and Method for performance enhancement in heterogeneous wireless access network

1366/

ORD

PCT/US11/030967

WO0000000000

Published

Patent Cooperation Treaty

01-Apr-2011

13-Oct-2011

Powerwave Technologies Inc.

PICO Base Station APPLICATIONS for use on Mobile Devices

1368/

ORD

PCT/US11/030987

WO2011/126950

Published

Patent Cooperation Treaty

01-Apr-2011

13-Oct-2011

Powerwave Technologies Inc.

Reduced Size Cavity Filters for Pico Base Stations

1369/

ORD

11170340.1

Pending

EPC

17-Jun-2011

POWERWAVE FINLAND OY

Resonator coupling tuning arrangement

1369/

PRI

20105772

Pending

Finland

07 Jul-2010

POWERWAVE COMTEK OY

Resonator coupling timing arrangement

1371/

ORD

11187667.8

Pending

EPC

00-Xxx-0000

XXXXXXXXX XXXXXXX OY

Adjustable resonator filter

1371/

ORD

201006188

Pending

Finland

00-Xxx-0000

XXXXXXXXX XXXXXXX OY

Adaptable resonator filter

1375/

ORD

20115557

Pending

Finland

08-Jun-2011

POWERWAVE COMTEK OY

Wide band adjustable coaxial resonator

1377/

ORD

12165156.6

Pending

EPC

23-Apr-2013

Powerwave Technologies Sweden AB

Antenna Array Arrangement and multi band antenna

1377/

PRI

1150395-0

Pending

Sweden

05-May-2011

Powerwave Technologies Sweden AB

Antenna Array Arrangement and multi band antenna

1378/

ORD

12446505.5

Pending

EPC

23-Apr-2012

Powerwave Technologies Sweden AB

Reflector and a multiband antenna

1378/

PRI

1150396-8

Pending

Sweden

05-May-2011

Powerwave Technologies Sweden AB

Reflector and a multiband antenna

1380/

ORD

12173565.8

Pending

EPC

26-Jun-2012

Powerwave Technologies Inc.

45 Deg Dual Broad Band Base Station Antenna

1381/

ORD

12171289.7

Pending

EPC

08-Jun-2012

POWERWAVE FINLAND OY

Tunable inductive coupling between resonators

1381/

ORD

20115721

Pending

Finland

06-Jul-2011

POWERWAVE FINLAND OY

Tunable resonator filter and method for tuning coupling between resonator cavities

WW_APPLICATIONS

Matter

number

Case

Type

Application

Number

Publication

Number

Application

Status

Country

Name

File

Date

Publication

Date

Owner

Title

1388/

PDS

1971284

Pending

European Community

04-Jan-2012

Powerwave Technologies Inc.

BASE UNIT ENCLOSURE

1390/

PDS

1225026

Pending

European Community

04-Jan-2012

Powerwave Technologies Inc.

QUAD BAND UNIT ENCLOSURE

1397/

ORD

11187668.6

Pending

EPC

03-Nov-2011

POWERWAVE COMTEK OY

Adaptable resonator filter

1397/

PRI

20106189

Pending

Finland

12-Nov-2010

POWERWAVE COMTEK OY

Adaptable resonator filter

1402/

ORD

PCT/US2011/064685

WO2012/082763

Published

Patent Cooperation Treaty

13-Dec-2011

21-Jul-2012

Powerwave Technologies Inc.

“DATA THROUGHPUT FOR CELL-EDGE USERS IN A LTE NETWORK USING DOWN-LINK REPEATERS AND UP-LINK HARQ RELAYS”

1414/

ORD

20125681

Pending

Finland

20-Jun-2012

Powerwave Technologies Inc.

Arrangement and method for coupling between adjustable resonators

1415/

ORD

20125682

Pending

Finland

20-Jun-2012

POWERWAVE COMTEK OY

An improved resonator structure for a cavity filter arrangement

US_APPLICATIONS

Matter

Number

Case

Type

Application

Number

Publication

Number

Application

Status

Filing

Date

Publication

Date

Expiration

Date

Owner

Title

1217/US

ORD

12/471,244

2009-0296296

Published

22-May-2009

03-Dec-2009

Powerwave Technologies Sweden AB

Lighting Protection

1230/PCT

PCT

11/658,692

2009-0066602

Published

17-Nov-2008

12-Mar-2009

Powerwave Technologies Inc.

REFLECTOR, AN ANTENNA USING A REFLECTOR AND A MANUFACTURING METHOD FOR A REFLECTOR

1231/

PCT

12/302,788

2010-0289698

Published

25-May-2007

18-Nov-2010

Powerwave Technologies Sweden AB

Down Tilt Control Unit

1235/

PCT

12/085,334

2010-0033399

Published

16-Nov-2006

11-Feb-2010

Powerwave Technologies Inc.

Smart Pole

1237/ORD

ORD

10/355,992

2004-0029617

Published

31-Jan-2003

12-Feb-2004

Powerwave Technologies Inc.

INSTALLATION SITES FOR HOUSING ELECTRONIC EQUIPMENT

1240/ORD

ORD

10/880,423

2005-0130621

Published

28-Jun-2004

16-Jun-2005

Powerwave Technologies Inc.

Flood evacuation system for subterranean telecommunications vault

1251/

PCT

12/438,724

2010-0290169

Published

27-Aug-2007

18-Nov-2010

Powerwave Technologies Inc.

Active Lighting Protection

1252/PCT

PCT

12/442,376

2009-0302977

Published

24-Sep-2007

10-Dec-2009

Powerwave Technologies Sweden AB

Method of manufacturing a traverse electric magnetic (TEM) mode transmission line and such transmission line

1256/PCT

PCT

12/441,375

2010-0164803

Published

12-Sep-2007

01-Jul-2010

Powerwave Technologies Sweden AB

Communication solution for antennas

1279/ORD

ORD

12/157,646

2008-0309568

Published

11-Jun-2008

20-Feb-2009

Powerwave Technologies Inc.

Triple Stagger Offsettable Azimuth Beam Width Controlled Antenna for Wireless Network

1284/ORD

ORD

12/175,425

2009-0021437

Published

17-Jul-2008

22-Jan-2009

Powerwave Technologies Inc.

Center panel movable 3-Column Array Antenna for Wireless Network

1288/ORD

ORD

12/284,123

2009-0074109

Published

18-Sep-2008

19-Mar-2009

Powerwave Technologies Lie.

High Power, High Linearity, Digital Phase Shifter

1290/CON

CON

13/533,756

Pending

26-Jun-2012

Powerwave Technologies Inc.

Dual Beam Sector Array using 3-column non-planar array with a simple 3-to-2 BFN

1291/ORD

ORD

12/323,438

2009-0135076

Published

25-Nov-2008

28-May-2009

Powerwave Technologies Inc.

Linear Array with Azimuth Beam Augmentation by Axial Rotation

1293/ORD

ORD

12/266,517

Pending

06-Nov-2008

Powerwave Technologies Inc.

Variable Stagger Reflector for Azimuth Beam Width Controlled Antenna

1297/ORD

ORD

12/340,383

2009-0180426

Published

19-Dec-2008

16-Jul-2009

Powerwave Technologies Inc.

Digital Distributed Antenna Systems

1301/ORD

ORD

12/359,938

2009-0189821

Published

26-Jan-2009

30-Jul-2009

Powerwave Technologies Inc.

Tri-Column Adjustable Azimuth Beam Width Antenna for Wireless Network.

1302/ORD

ORD

12/361,307

2009-0195467

Published

28-Jan-2009

06-Aug-2009

Powerwave Technologies Inc.

Compound two-way antenna with installation compensator

1306/CON

CON

12/624,305

2010-0141532

Published

23-Nov-2009

10-Jun-2010

Powerwave Technologies Sweden AB

Improved Antenna Isolation II

1306/ORD

ORD

12/392,007

2009-0213013

Published

24-Feb-2009

27-Aug-2009

Powerwave Technologies Sweden AB

Improved Antenna Isolation II

1344/ORD

ORD

12/490,212

2009-0322642

Published

23-Jun-2009

31-Dec-2009

Powerwave Technologies Inc.

Resonant Cap Loaded High Gain Patch Antenna

1345/ORD

ORD

12/577,009

2010-0098139

Published

09-Oct-2009

22-Apr-2010

Powerwave Technologies Inc.

Crest Factor Reduction (CFR) For Downlink LTE by Transmitting Phase Shifted Resource Blocks

1354/

ORD

12/754,453

2010-0283707

Published

05-Apr-2010

11-Nov-2010

Powerwave Technologies Inc.

Dual-Polarized Dual-Band Broad-beamwidth Directive Patch Antenna

1355/ORD

ORD

12/759,582

2010-0265150

Published

13-Apr-2010

21-Oct-2010

Powerwave Technologies Sweden AB

Antenna assembly consisting of two or more single array antenna assemblies

1356/ORD

ORD

12/795,577

2010-0311353

Published

07-Jun-2010

09-Dec-2010

Powerwave Technologies Inc.

Multi element amplitude and phase compensated antenna array with adaptive pre-distortion for Wireless Network

US_APPLICATIONS

Matter

Number

Case

Type

Application

Number

Publication

Number

Application

Status

Filing

Date

Publication

Date

Expiration

Date

Owner

Title

1358/

ORD

12/888,295

2011-0070824

Published

22-Sep-2010

24-Mar-2011

Powerwave Technologies Inc.

Co-Location of a Pico eNB and Macro Up-link Repeater

1359/

PCT

12/594,259

2010-0149066

Published

18-Apr-2008

17-Jun-2010

POWERWAVE COMTEK OY

Masthead Amplifier Unit

1360/ORD

ORD

12/950,770

2011-0121897

Published

19-Nov-2010

26-May-2011

Powerwave Technologies Inc.

Measurement and Correction of Residual Nonlinearities in a Digitally Predistorted Power Amplifier

1361/DIV1

DES

29/411,061

Pending

16-Jan-2012

Powerwave Technologies Inc.

Base Station Design Language

1362/ORD

ORD

13/012,582

2011-0188205

Published

24-Jan-2011

04-Aug-2011

Powerwave Technologies Inc.

Active Antenna Heatsink

1365/

ORD

13/077,556

2011-0244853

Published

31-Mar-2011

06-Oct-2011

Powerwave Technologies Inc.

System and Method for performance enhancement in heterogeneous wireless access network

1366/DES

DES

29/359,261

Pending

07-Apr-2010

Powerwave Technologies Inc.

PICO Base Station Applications for use on Mobile Devices

1366/ORD

ORD

13/078,585

2011-0244892

Published

01-Apr-2011

06-Oct-2011

Powerwave Technologies Inc.

PICO Base Station Applications for use on Mobile Devices

1367/CIP

CIP

13/439,658

Pending

04-Apr-2012

Powerwave Technologies Inc.

System and Method for performance enhancement in heterogeneous wireless access network employing distributed antenna system

1367/ORD

ORD

13/079,558

2011-0244914

Published

04-Apr-2011

06-Oct-2011

Powerwave Technologies Inc.

System and Method for performance enhancement in heterogeneous wireless access network employing distributed antenna system

1368/ORD

ORD

13/078,736

2011-0241801

Published

01-Apr-2011

06-Oct-2011

Powerwave Technologies Inc.

Reduced Size Cavity Filters for Pico Base Stations

1369/

ORD

13/163,530

2012-0007697

Published

17-Jun-2011

12-Jan-2012

FILTRONIC COMTEK OY

Resonator coupling tuning arrangement

1370/ORD

ORD

13/214,573

2012-0052892

Published

22-Aug-2011

01-Mar-2012

Powerwave Technologies Inc.

Transmit Leakage Cancellation in a Wide Bandwidth Distribution Antenna System DAS

1371/

ORD

13/293,817

Pending

00-Xxx-0000

XXXXXXXXX XXXXXXX OY

Adaptable resonator filter

1372/

ORD

13/324,599

Pending

13-Dec-2011

Powerwave Technologies Inc.

Improving Data Throughput for Cell-Edge Users in a LTE Network Using Up-link HARQ Relays

1373/ORD

ORD

13/413,468

Pending

06-Mar-2012

Powerwave Technologies Inc.

Two-stage Xxxxxxx

0000/XXX

ORD

13/426,257

Pending

21-Mar-2012

Powerwave Technologies Inc.

Lightweight Cavity Filter Structure

1377/PCT

ORD

13/454,984

Pending

24-Apr-2012

Powerwave Technologies Inc.

Antenna Array Arrangement and multi band antenna

1378/PCT

ORD

13/454,951

Pending

24-Apr-2012

Powerwave Technologies Inc.

Reflector and a multiband antenna

1379/ORD

ORD

13/468,976

Pending

10-May-2012

Powerwave Technologies Inc.

AMPLIFIER PERFORMANCE STABILIZATION THROUGH XXXXXXXXXXX XXXXX

0000/XXX

ORD

13/494,662

Pending

12-Jul-2012

Powerwave Technologies Inc.

45 Deg Dual Broad Band Base Station Antenna

1381/

ORD

13/523,623

Pending

14-Jun-2012

Powerwave Technologies Inc.

Tunable inductive coupling between resonators

1382/ORD

ORD

13/545,353

Pending

10-Jul-2012

Powerwave Technologies Inc.

Modular frequency based Fiber Transport (FT) and Radio Transport (RT) repeater platform for diverse radio frequency (RF) config

US_APPLICATIONS

Matter

Number

Case

Type

Application

Number

Publication

Number

Application

Status

Filing

Date

Publication

Date

Expiration

Date

Owner

Title

1383/ORD

ORD

13/549,183

Pending

13-Jul-2012

Powerwave Technologies Inc.

Combination of radio frequency (RF), high speed digital (communication), and direct current (DC/Power) signals in a single prot

1388/

DES

29/398,134

Pending

Powerwave Technologies Inc.

BASE UNIT ENCLOSURE

1389/

DES

29/398,135

Pending

26-Jul-2011

Powerwave Technologies Inc.

RF UNIT ENCLOSURE

1390/

DES

29/398,136

Pending

26-Jul-2011

Powerwave Technologies Inc.

QUAD BAND UNIT ENCLOSURE

1391/ORD

ORD

13/368,125

Pending

07-Feb-2012

Powerwave Technologies Inc.

DIGITAL PREDISTORTION OF A POWER AMPLIFIER FOR SIGNALS COMPRISING WIDELY SPACED CARRIERS

1392/

PRO

61/531,281

Pending

06-Sep-2011

06-Sep-2012

Powerwave Technologies Inc.

MULTIBAND ACTIVE-PASSIVE BASE STATION ANTENNA

1393/

PRO

61/531,306

Pending

06-Sep-2011

06-Sep-2012

Powerwave Technologies Inc.

Open Circuit Common Junction Feed for Duplexer

1394/

PRO

61/531,311

Pending

06-Sep-2011

06-Sep-2012

Powerwave Technologies Inc.

Unified Multitechnology Systems and Methods

1395/

PRO

61/535,208

Pending

15-Sep-2011

15-Sep-2012

Powerwave Technologies Inc.

Filter DPD system and method

1396/

PRO

61/559,496

Pending

14-Nov-2011

14-Nov-2012

Powerwave Technologies Inc.

Single-Multi-Purpose Actuator for antenna systems

1397/

ORD

13/293,831

Pending

10-Nov-2011

POWERWAVE COMTEK OY

Adaptable resonator filter

1398/

PRO

61/576,307

Pending

15-Dec-2011

15-Dec-2012

Powerwave Technologies Inc.

Multiband 40 deg Split Beam Antenna for Wirless Network

1401/

PRO

61/586,641

Pending

13-Jan-2012

13-Jan-2013

Powerwave Technologies Inc.

Efficiency Enhanced feedforward Power Xxxxxxxxx

0000/XXX

ORD

13/324,599

Pending

13-Dec-2012

Powerwave Technologies Inc.

“DATA THROUGHPUT FOR CELL-EDGE USERS IN A LTE NETWORK USING DOWN-LINK REPEATERS AND UP-LINK HARQ RELAYS”

1405/

PRO

61/620,885

Pending

05-Apr-2012

05-Apr-2013

Powerwave Technologies Inc.

Implementation of a Digital Predistorter with Estimator for a Transmitter having a Nonlinear RF Power Amplifier

1406/

PRO

61/644,971

Pending

09-May-2012

09-May-2013

Powerwave Technologies Inc.

Telescoping mast system and method

1408/

PRO

61/644,336

Pending

08-May-2012

08-May-2013

Powerwave Technologies Inc.

A Combined Approach to Digital Predistortion and Crest Factor Reduction for the Linearization of a RF Power Amplifier

1409/

PRO

61/644,348

Pending

08-May-2012

08-May-2013

Powerwave Technologies Inc.

Wide Dynamic Range Power Amplifier Protection System

1414/

PRO

61/663,941

Pending

25-Jun-2012

25-Jun-2013

Powerwave Technologies Inc.

Arrangement and method for coupling between adjustable resonators

1415/

PRO

61/663,962

Pending

25-Jun-2012

25-Jun-2013

POWERWAVE COMTEK OY

An improved resonator structure for a cavity filter arrangement

1418/

PRO

61/673,004

Pending

18-Jul-2012

18-Jul-2013

Powerwave Technologies Inc.

BROADBAND AIRCRAFT WINGTIP ANTENNA SYSTEM

1422/

ORD

13/556,131

Pending

23-Jun-2012

Powerwave Technologies Inc.

High Speed Handover

1423/

ORD

13/556,126

Pending

23-Jul-2012

Powerwave Technologies Inc.

Inter Cell Interference

US_APPLICATIONS

Matter

Number

Case

Type

Application

Number

Publication

Number

Application

Status

Filing

Date

Publication

Date

Expiration

Date

Owner

Title

13/603,330

04-Sep-2012

Small Cells Implementing Multiple Air Interfaces

13/603,327

04-Sep-2012

Small Cells Implementing Multiple Ail Interfaces

13/603,349

04-Sep-2012

Small Cells Implementing Multiple Air Interfaces

13/603,332

04-Sep-2012

Small Cells Implementing Multiple Air Interfaces

13/603,345

04-Sep-2012

Small Cells Implementing Multiple Air Interfaces

13/603,338

04-Sep-2012

Small Cells Implementing Multiple Air Interfaces

13/603,358

04-Sep-2012

Location Processing in Small Cells Implementing Multiple Air Interfaces

PCT/US2012/053 680

04-Sep-2012

Small Cells Implementing Multiple Air Interfaces

SCHEDULE 3.15

Deposit Accounts, Commodity Accounts and Securities Accounts

Please see the attached list of accounts.

Powerwave Technologies, Inc. and Subs

Bank

Acct Name

Acct Number

City/State

Country

Currency

Swift/aba

Santander

LGP Telecom

[***]†

Aires, Capital

Argentina

ARS

XXXXXXXX

Itau Bank

LGP Telecom

[***]†

São Paulo

Brazil

BRL

XXXXXXXX

Bradesco

LGP Telecom

[***]†

São Paulo

Brazil

BRL

XXXXXXXXXXX

Itau Bank

PWAV Technologies

[***]†

São Paulo

Brazil

BRL

XXXXXXXX

Bradesco

PWAV Technologies

[***]†

São Paulo

Brazil

BRL

XXXXXXXXXXX

B of A

PWAV Canada

[***]†

Toronto

Canada

CAD

BOFACATT

China Citic Bank

Filtronic Suzhou Telecommunications Produc

[***]†

Suzhou

China

CNY

XXXXXXXX000

Bank of China

Filtronic Suzhou Telecommunications Produc

[***]†

Suzhou

China

CNY

XXXXXXXX00X

Bank of China

Filtronic Suzhou Telecommunications Produc

[***]†

Suzhou

China

USD

XXXXXXXX00X

Bank of China

Filtronic Suzhou Telecommunications Produc

[***]†

Suzhou

China

EUR

XXXXXXXX00X

Bank of China

Filtronic Suzhou Telecommunications Produc

[***]†

Suzhou

China

GBP

XXXXXXXX00X

Bank of China Luwan Branch

LGP Shanghai

[***]†

China

CNY

XXXXXXXX000

Bank of China FTZ Branch

LGP Shanghai

[***]†

China

CNY

XXXXXXXX000

Agriculture Bank of China

LGP Shanghai

[***]†

China

CNY

XXXXXXXX000

Bank of China FTZ Branch

LGP Shanghai

[***]†

China

USD

XXXXXXXX000

Industrial & Commercial Bank O

PWAV Suzhou CNY

[***]†

China

RMB

XXXXXXXXXXX

B of A

PWAV Suzhou CNY

[***]†

Shanghai

China

CNY

BOFACN3X

Agricultural Bank of China

PWAV Suzhou CNY

[***]†

China

RMB

XXXXXXXX000

SEB

Powerwave Technologies Estonia OU -

[***]†

Tallinn

Estonia

EUR

XXXXXX0X

SEB

Powerwave Technologies Estonia OU - opera

[***]†

Tallinn

Estonia

EEK/USD

XXXXXX0X

SEB

Powerwave Technologies Estonia OU - payro

[***]†

Tallinn

Estonia

EEK

XXXXXX0X

Nordea

Powerwave Finland Oy

[***]†

Oulu

Finland

EUR

XXXXXXXX

Nordea

Powerwave Finland Oy

[***]†

Finland

EUR

XXXXXXXX

B of A

PWAV Tech France SAS

[***]†

Paris

France

EUR

BOFAFRPP

B of A

PWAV GmbH

[***]†

Frankfurt

Germany

EUR

BOFADEFX

B of A

PWAV Technologies HK Ltd

[***]†

Hong Kong

HKD

BOFAHKHX

B of A

PWAV Technologies Inc

[***]†

Hong Kong

HKD

BOFAHKHX

Commerzbank Zrt.

Filtronic Comtek Hungary

[***]†

Budapest

Hungary

EUR

COBA HU HXXXX

Commerzbank Zrt.

Filtronic Comtek Hungary

[***]†

Budapest

Hungary

USD

COBA HU HXXXX

Commerzbank Zrt,

Filtronic Comtek Hungary

[***]†

Budapest

Hungary

HUF

COBA HU HXXXX

Commerzbank Zrt.

Filtronic Comtek Hungary

[***]†

Budapest

Hungary

GBP

COBA HU HXXXX

Axis Bank (payroll)

Powerwave Technologies R&D India Ltd

[***]†

India

INR

B of A

Powerwave Technologies R&D India Ltd

[***]†

India

INR

Deutsche Bank

Powerwave Technologies R&D India Ltd

[***]†

New Dehli

India

INR

B of A

PWAV Technologies India pvt Ltd

[***]†

New Dehli

India

INR

BOFAIN4XDEL

Bank of the Philippines

Microwave Ventures

[***]†

Philippines

PHP

Bank of the Philippines

Powerwave Holdings Philippines

[***]†

Philippines

USD

OCBC Bank

Powerwave Singapore PTE Ltd

[***]†

Singapore

SGD

B of A

PWAV Technologies Singapore Pte Ltd

[***]†

Singapore

SGD

BOFASG2X

SEB

LGP Allgon Holding

[***]†

Stockholm

Sweden

USD

XXXXXXXX

SEB

LGP Allgon Holding

[***]†

Stockholm

Sweden

SEK

XXXXXXXX

SEB

Powerwave Technologies Sweden AB

[***]†

Stockholm

Sweden

EUR

XXXXXXXX

SEB

Powerwave Technologies Sweden AB

[***]†

Stockholm

Sweden

USD

XXXXXXXX

SEB

Powerwave Technologies Sweden AB

[***]†

Stockholm

Sweden

GBP

XXXXXXXX

SEB

Powerwave Technologies Sweden AB

[***]†

Stockholm

Sweden

SEK

XXXXXXXX

SEB

Powerwave Technologies Sweden AB

[***]†

Stockholm

Sweden

SEK

XXXXXXXX

SEB

Powerwave Technologies Sweden AB

[***]†

Sweden

SEK

XXXXXXXX

SEB

Powerwave Technologies Sweden AB

[***]†

Stockholm

Sweden

SEK

XXXXXXXX

Siam Commercial Bank PLC.

Powerwave Technologies (Thailand) Ltd.

[***]†

Thailand

THB

XXXXXXXX

Siam Commercial Bank PLC.

Powerwave Technologies (Thailand) Ltd.

[***]†

Thailand

USD

XXXXXXXX

Siam Commercial Bank PLC.

Powerwave Technologies (Thailand) Ltd.

[***]†

Thailand

THB

XXXXXXXX

Siam Commercial Bank PLC.

Powerwave Technologies (Thailand) Ltd.

[***]†

Thailand

THB

XXXXXXXX

Siam Commercial Bank PLC.

Powerwave Technologies (Thailand) Ltd.

[***]†

Thailand

THB

XXXXXXXX

Xxxxx Fargo

Powerwave Technologies Inc.

[***]†

California

USD

121000248

Primary operating account

Xxxxx Fargo

Powerwave Technologies Inc.

[***]†

California

USD

121000248

Restricted account setup under Xxxxx Credit Facility for cash receipts. This is a zba account that is swept into operating account daily

Xxxxx Fargo

Powerwave Cognition

[***]†

California

USD

121000248

Separate subsidiary account with minimal activity

Xxxxx Fargo

Powerwave Technologies Inc.

[***]†

California

USD

121000248

Investment account for excess cash

Xxxxx Fargo

Powerwave Technologies Inc.

[***]†

California

USD

121000248

Payroll ZBA account

Xxxxx Fargo

Powerwave Technologies Inc.

[***]†

California

EUR

026004077

Euro account

Xxxxx Fargo

Powerwave Technologies Inc.

[***]†

California

GBP

026004078

GBP account

Xxxxx Fargo

Powerwave Technologies Inc.

[***]†

California

USD

121000248

Collateral account for credit card

Xxxxx Fargo

Powerwave Technologies Inc.

[***]†

California

USD

121000248

Reserve account

Jefferies

Powerwave Technologies Inc.

[***]†

New York

USD

Securities account for repurchasing convertible bonds zero balance

Imperial Capital

Powerwave Technologies Inc.

[***]†

California

USD

Securities account for repurchasing convertible bonds zero balance, not active

Deutsche Bank

Powerwave Technologies Inc.

[***]†

New York

EUR

Collateral deposit account for letters of credit, not active

Deutsche Bank

Powerwave LC Collateral

[***]†

New York

USD

Collateral deposit account for letters of credit

Bank of America

Powerwave Technologies Inc Collateral

[***]†

California

USD

Collateral deposit account to support treasury operation services in Europe

†	Certain confidential information contained in this document marked with [***] has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

SCHEDULE 3.17

Material Contracts

Powerwave Technologies, Inc. 1996 Stock Incentive Plan.

Powerwave Technologies, Inc. 1996 Director Stock Option Plan.

Form of Indemnification Agreement with executive officers and members of the board of directors.

Powerwave Technologies, Inc. 2000 Stock Option Plan and form of award documents under such plan.

Powerwave Technologies, Inc. 2002 Stock Option Plan and form of award documents under such plan.

Powerwave Technologies, Inc. 2005 Stock Incentive Plan and form of award documents under such plan.

Powerwave Technologies, Inc. Extended and Restated 1996 Employee Stock Purchase Plan, as amended to date, and form of award documents under such plan.

2010 Omnibus Incentive Plan and form of award documents under such plan.

Amended and Restated Change in Control Agreement dated as of August 13, 2008, between Borrower and Xxxxxx X. Xxxxxxx.

Amended and Restated Change in Control Agreement dated as of August 13, 2008, between Borrower and Xxxxx X. Xxxxxxxx.

Amended and Restated Severance Agreement dated as of August 13 2008, between Borrower and Xxxxxx X. Xxxxxxx.

Amended and Restated Severance Agreement dated as of August 13, 2008, between Borrower and Xxxxx X. Xxxxxxxx.

Letter Agreement regarding Change of Control Benefits between Borrower and J. Xxxxxx XxXxx dated December 17, 2008.

Letter Agreement Regarding Change of Control Benefits between Borrower and Xxxxxxx Xxxxxx dated December 17, 2008.

3.875% Notes Documents.

1.875% Notes Documents.

2.75% Notes Documents.

Agreement of Purchase and Sale between Borrower and AG Lease Acquisition Corp dated October 17, 2011.

Real Estate Lease Agreement between Borrower and AGNL Antenna L.P dated October 21, 2011.

Supply Agreement dated April 24, 2012 between Shenzhen Tatfook Technology Co. Ltd and Borrower.

Asset Purchase Agreement dated April 24, 2012 between Shenzhen Tatfook Technology Co. Ltd and Filtronic Suzhou Telecommunications Products Co. Ltd.

License and Manufacturing Agreement dated as of April 24, 2012 between Shenzhen Tatfook Technology Co. Ltd and Borrower, as amended on August 16, 2012.

SCHEDULE 3.19

Indebtedness

Convertible Notes

1.875% Convertible Notes

3.875% Convertible Notes

2.75% Convertible Notes

Letters of Credit:


LC#	Bank	Beneficiary	Amount		FX Rate		USD
IS0002277	Xxxxx	Emirates	AED	31,700.00		3.67		8,637.60
IS0006776	Xxxxx	Emirates	AED	91,155.00		3.67		24,837.87
IS0009181	Xxxxx	Emirates	AED	66,700.00		3.67		18,174.39
XX0000000	Xxxxx	Emirates	AED	59,455.00		3.67		16,200.27
IS0010838	Xxxxx	Emirates	AED	31,700.00		3.67		8,637.60
IS0010840	Xxxxx	Emirates	AED	157,292.00		3.67		42,858.86
IS0012115	Xxxxx	Emirates	AED	97,400.00		3.67		26,539.51
SM238922W	Xxxxx	Emirates	AED	132,250.00		3.67		36,035.42
SM239294W	Xxxxx	Emirates	AED	95,251.00		3.67		25,953.95
000000	Xxxxx	XXX	$	5,000,000.00		1.00		5,000,000.00
660351	Xxxxx	Travelers	$	15,000.00		1.00		15,000.00
660386	Xxxxx	Safety National	$	100,000.00		1.00		100,000.00

	Deustche Bank	Netherlands VAT	EUR	445,000.00		1.22		542,900.00

Intercompany Advances

Please see attached list of intra-company advances.

Intercompany Notes

Intercompany Note, dated as of the Closing date, between the Payors and Payees party thereto. As of the Closing Date, the advances under the Intercompany Note are set forth on Schedule 11 hereto.

Loan Agreement, dated as of May 18, 2012, by and between the Borrower, as borrower thereunder and Powerwave Technologies Brazil Comercio de Equipamentos de Telecomunicacao LTDA, as lender thereunder.

Intercompany Credit Facility

Credit Facility Agreement, entered into in 2010, by and between the Borrower and Powerwave Technologies (Thailand), Ltd.


Schedule 11	Powerwave Technologies, Inc. (c401) US Parent
	Receivable		Payable			Net Receivable (Payable)
Dubai Branch		—		(310,060.65	)		(310,060.65	)
P-Wave Ltd (Israel)		1,624,530.70		—			1,624,530.70
Fil (Suz) Tel Prod Co Ltd		36,840,307.46		(108,314,743.59	)		(71,474,436.13	)
PwT Research & Dev India PVT Ltd		1,625,145.33		(4,792,539.03	)		(3,167,393.70	)
PwT India Private Ltd		3,334,496.57		(1,408,983.08	)		1,925,513.49
PwT Hong Kong Ltd		55,039.69		—			55,039.69
Pw Asia Inc		141,327.94		—			141,327.94
PwT Singapore PTE Ltd		—		(1,165,286.41	)		(1,165,286.41	)
PwT (Thailand) Ltd		9,471,929.63		—			9,471,929.63
Pw (Hungary) Kft		84,187.87		(3,685,333.86	)		(3,601,145.99	)
Pw Finland OY (formerly Pw OY)		—		(9,486,109.63	)		(9,486,109.63	)
PwT France SAS		—		(184,063.59	)		(184,063.59	)
Pw UK Ltd		—		(2,997,878.45	)		(2,997,878.45	)
PwT Sweden AB		—		(3,026,732.05	)		(3,026,732.05	)
PwT Germany GmbH		—		(486,872.67	)		(486,872.67	)
PwT Estonia OU		—		(1,503,754.72	)		(1,503,754.72	)
PwT Canada Ltd		3,861,456.66		—			3,861,456.66
Pw Cognition Inc		20,006,163.47		—			20,006,163.47
PwT Brazil Com de Eq de Tele LTD		288,865.10		(2,027,454.42	)		(1,738,589.32	)
Argentina Branch		—		(181,657.39	)		(181,657.39	)

TOTAL		77,333,450.42		(139,571,469.54	)		(62,238,019.12	)


	Dubai Branch (c120)
	Receivable		Payable			Net Receivable (Payable)
Powerwave Technologies, Inc.		310,060.65		—			310,060.65
Fil (Suz) Tel Prod Co Ltd		—		(42.20	)		(42.20	)

		310,060.65		(42.20	)		310,018.45


	P-Wave Ltd (Israel) (c190)
	Receivable		Payable			Net Receivable (Payable)
Powerwave Technologies, Inc.		—		(1,624,530.70	)		(1,624,530.70	)

		—		(1,624,530.70	)		(1,624,530.70	)


	Filtronic Suzhou (c204)
	Receivable		Payable			Net Receivable (Payable)
Dubai Branch		42.21		—			42.21
PwT (Suzhou) Co Ltd		—		(1,143,255.56	)		(1,143,255.56	)
PwT Research & Dev India PVT Ltd		19,234.86		—
PwT India Private Ltd		233,899.64		(6,347.00	)		227,552.64
PwT Singapore PTE Ltd		34,821.07		(158,418.86	)		(123,597.79	)
PwT (Thailand) Ltd		1,171,348.31		(77,530.64	)		1,093,817.67
Pw Finland OY (formerly Pw OY)		166,326.34		(3,389.98	)		162,936.36
Pw UK Ltd		238,524.16		(445,938.58	)		(207,414.42	)
PwT Sweden AB		87,813.06		—			87,813.06


PwT Estonia OU	228,975.67	—		228,975.67
Powerwave Technologies, Inc.	108,314,743.59	(36,840,307.46	)	71,474,436.14
PwT Brazil Com de Eq de Tele LTD	378.26	(53,769.72	)	(53,391.46	)

TOTAL	110,496,107.17	(38,728,957.79	)	71,747,914.52


	PwT (Suzhou) Co Ltd (c205)
	Receivable		Payable		Net Receivable (Payable)
Fil (Suz) Tel Prod Co Ltd		1,143,255.56		—		1,143,255.56

		1,143,255.56		—		1,143,255.56


	PwT Research & Dev India PVT Ltd (c230)
	Receivable		Payable			Net Receivable (Payable)
Fil (Suz) Tel Prod Co Ltd		—		(17,912.29	)		(17,912.29	)
PwT India Private Ltd		29.57		(2,294,089.73	)		(2,294,060.16	)
Pw Finland OY (formerly Pw OY)		—		(2,992.96	)
PwT Sweden AB		—		(7,067.64	)		(7,067.64	)
Powerwave Technologies, Inc.		4,792,539.03		(1,625,145.33	)		3,167,393.70

TOTAL		4,792,568.60		(3,947,207.96	)		848,353.60


	PwT India Private Ltd (C235)
	Receivable		Payable			Net Receivable (Payable)
Fil (Suz) Tel Prod Co Ltd		6,347.00		(233,899.47	)		(227,552.47	)
PwT Research & Dev India PVT Ltd		2,302,337.85		(8,237.20	)		2,294,100.65
PwT India Private Ltd		—		(31,142.34	)
Powerwave Technologies, Inc.		1,408,983.08		(3,334,496.57	)		(1,925,513.49	)

TOTAL		3,717,667.93		(3,607,775.58	)		141,034.69


	PwT Hong Kong Ltd (c236)
	Receivable		Payable			Net Receivable (Payable)
PwT India Private Ltd		31,142.34		—			31,142.34
Powerwave Technologies, Inc.		—		(55,039.69	)		(55,039.69	)

		31,142.34		(55,039.69	)		(23,897.35	)


	Pw Asia Inc (c238)
	Receivable		Payable			Net Receivable (Payable)
Powerwave Technologies, Inc.		—		(141,327.94	)		(141,327.94	)

		—		(141,327.94	)		(141,327.94	)


	PwT Singapore PTE Ltd (c243)
			Payable			Net Receivable (Payable)
PwT India Private Ltd		158,418.86		(34,821.07	)		123,597.79
Powerwave Technologies, Inc.		1,165,286.41		—			1,165,286.41

		1,323,705.27		(34,821.07	)		1,288,884.20


	PwT (Thailand) Ltd (c246)
	Receivable		Payable			Net Receivable (Payable)
PwT (Suzhou) Co Ltd		—		(1,093,534.03	)		(1,093,534.03	)
PwT India Private Ltd		139,608.86		—			139,608.86
Pw Finland OY (formerly Pw OY)		24,318.08		(754,160.20	)		(729,842.12	)
Pw UK Ltd		1,702.85		(32,153.88	)		(30,451.03	)
PwT Sweden AB		243,798.72		(52,630.01	)		191,168.71
PwT Estonia OU		—		(3,674,107.15	)		(3,674,107.15	)
Powerwave Technologies, Inc.		—		(9,471,929.64	)		(9,471,929.64	)
PwT Brazil Com de Eq de Tele LTD		191,388.71		—			191,388.71

TOTAL		600,817.22		(15,078,514.91	)		(14,477,697.69	)


	Pw (Hungary) Kft (c301)
	Receivable		Payable			Net Receivable (Payable)
Powerwave Technologies, Inc.		3,685,333.86		(84,187.87	)		3,601,145.99

		3,685,333.86		(84,187.87	)		3,601,145.99


	Pw Finland OY (formerly Pw OY) (c323)
	Receivable		Payable			Net Receivable (Payable)
Fil (Suz) Tel Prod Co Ltd		—		(162,778.58	)		(162,778.58	)
PwT Research & Dev India PVT Ltd		2,992.96		—			2,992.96
PwT (Thailand) Ltd		729,842.07		—
Powerwave Technologies, Inc.		9,486,109.63		—			9,486,109.63

TOTAL		10,218,944.66		(162,778.58	)		9,326,324.02


	PwT France SAS (c360)
	Receivable		Payable		Net Receivable (Payable)
Powerwave Technologies, Inc.		184,063.59		—		184,063.59

		184,063.59		—		184,063.59


	Pw UK Ltd (c365)
	Receivable		Payable		Net Receivable (Payable)
Fil (Suz) Tel Prod Co Ltd		207,740.89		—		207,740.89
PwT (Thailand) Ltd		30,451.03		—
Powerwave Technologies, Inc.		2,997,878.46		—		2,997,878.46

TOTAL		3,236,070.37		—		3,205,619.34


	PwT Sweden AB (c380)
	Receivable		Payable			Net Receivable (Payable)
Fil (Suz) Tel Prod Co Ltd		—		(87,813.06	)		(87,813.06	)
PwT Research & Dev India PVT Ltd		7,067.64		—			7,067.64
PwT (Thailand) Ltd		—		(191,168.71	)
Powerwave Technologies, Inc.		3,026,732.05		—			3,026,732.05

TOTAL		3,033,799.69		(278,981.77	)		2,945,986.63

PwT Germany GmbH (c382)

Receivable

Payable

Net Receivable (Payable)

Powerwave Technologies, Inc.

486,872.67

—

486,872,67

486,872.67

—

486,872.67


	PwT Estonia OU (c391)
	Receivable		Payable			Net Receivable (Payable)
Fil (Suz) Tel Prod Co Ltd		—		(228,975.67	)		(228,975.67	)
PwT (Thailand) Ltd		3,674,107.05		—
Powerwave Technologies, Inc.		1,503,754.72		—			1,503,754.72

TOTAL		5,177,861.77		(228,975.67	)		1,274,779.05


	PwT Canada Ltd (c407)
	Receivable		Payable			Net Receivable (Payable)
Powerwave Technologies, Inc.		—		(3,861,456.66	)		(3,861,456.66	)

		—		(3,861,456.66	)		(3,861,456.66	)


	Pw Cognition Inc (c409)
	Receivable		Payable			Net Receivable (Payable)
Powerwave Technologies, Inc.		—		(20,006,163.47	)		(20,006,163.47	)

		—		(20,006,163.47	)		(20,006,163.47	)


	PwT Brazil Com de Eq de Tele LTDA (c510)
	Receivable		Payable			Net Receivable (Payable)
Fil (Suz) Tel Prod Co Ltd		53,769.72		(378.26	)		53,391.46
PwT (Thailand) Ltd		—		(191,388.71	)
Powerwave Technologies, Inc.		2,027,454.41		(288,865.10	)		1,738,589.31

TOTAL		2.081.224.13		(480.632.07	)		1,791,980.77


	Argentina Branch (c512)
	Receivable		Payable		Net Receivable (Payable)
Powerwave Technologies, Inc.		181,657.39		—		181,657.39

		181,657.39		—		181,657.39

SCHEDULE 3.20

Payment of Taxes

None

SCHEDULE 3.23

Location of Inventory and Equipment

Equipment and/or Inventory is located at the following third party locations:

Third Party Locations:

1. Xxxxxxx Global Logisitics, 0000 X. Xx Xxxxxxx, Xxxxxx, Xxxxxxxxxx 00000; 0000 Xxxxxxx Xxxxx Xxx., Xxxxxxx Xxxxx, XX 00000.

2. Salvador Logística e Transportes Ltda., Xxx Xxxx Xxxxxxx, xx 0000- Xxxxxxx. Xxxx: Guararema; State: São Paulo. Zip Code: 08900-000.

3. Xxxx 3PL, 0000 Xxxxxx Xxxxx, #X-0, Xxxxxxxx, Xxxxxxxx 00000.

4. Menlo Logistics, Xxxxxxxx 00-00, 0000 XX Xxxxxx, Xxxxxxxxxxx

5. Fashion Consul, France Field, Zona Libre, Colon Panama

6. Ceva Logistics FZCO, Jebel Ali, Free Zone, Dubai, United Arab Emirates.

7. Suzhou Easyway Warehouse Logistics Co., Ltd, XXXX 0-0, XX. 000, XXXXXXXXXX XXXX, XXXXXX. XXX XXXXXXXX, XXXXXX, 000000, XXXXX.

8. Menlo Worldwide, Xxxx 0, Xxxx 0, Xx. 000 Xxxxxxxxxx Xx., Suzhou New District, Jiangsu 215129, P.R. China

9. UTi, Sai business Point, Xxx Xx 00 Xxx Xx 00, Xxxxx Xxxx | Saidapet | Chennai | 600 015.

10. Shenzhen Tatfook Technology Co. Ltd. 33 Huo Ju Road, Suzhou 000000 Xxxxx; No. 2 Feng Qiao Xiang Street, Suzhou New District.

In addition, certain of Powerwave’s customers maintain logistics hubs or warehouses and Powerwave ships finished goods inventory to such warehouses. The inventory remains the property of Powerwave until the customer pulls the inventory and notifies Powerwave. The logistics hubs are either operated by a third party or by the customer.

In addition, in the ordinary course of business Powerwave occasionally provides limited quantities of products and test equipment to customers for evaluations or trials.

Borrower or Subsidiary Locations:

1. 000 Xxx Xxxxxxxxxxx, Xxxxxxxx Xxxxxxxx 00000 Xxxxxxxx.

2. 0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, XX 00000

3. 0000 X. Xxxxxxxx Xxxx, Xxxxx 000, Xxxxxxx, XX 00000

4. 0000 Xxxx Xxxxxxxx, Xxxxx 000, Xxxx, Xxxxx Xxxxxx, XX

5. Room 2018-2019, Xxxxxxxxx Commercial Building, 0 Xxxx Xxx Xxxx, Xxxxxxx Xxx, Xxxxxxx Xxxx Xxxx

6. 33 Huo Ju Road, Suzhou 000000 Xxxxx; Xx. 0 Xxxx Xxxx Xxxxx Xxxxxx, Xxxxxx Xxx Xxxxxxxx.

0. 0000 Xxx Xx. XX, Xxxxxxxxxx, XX 00000.

8. 000 Xxxxx Xxx., XX, XX 00000.

SCHEDULE 5.01

Financial Statements and Other Information

Deliver to Agent, with copies to each Lender, each of the financial statements, reports, or other items set forth set forth below at the following times in form satisfactory to Agent:


as soon as available, but in any event within 30 days after the end of each of the first two months during each of Borrower’s fiscal quarters (each such date, the “Monthly Deadline”),		(a) (i) an unaudited consolidated balance sheet, income statement and statement of cash flows covering Borrower’s and its Subsidiaries’ operations during such period, together with (ii) a report showing the figures for the corresponding fiscal period of the immediately preceding fiscal year in comparative form and (iii) a Compliance Certificate;
		provided, however, that if Borrower has included any of the items listed in clause (a)(i) above in a report filed with the SEC by the applicable Monthly Deadline, then in lieu of the foregoing Borrower may (x) provide Agent written notice (in the Compliance Certificate or elsewhere) no later than 1 Business Day after the applicable Monthly Deadline that Borrower has included such items in a report filed with the SEC and describe in reasonable detail the report and the items included therein and (y) deliver to Agent no later than 1 Business Day after the applicable Monthly Deadline copies of any items listed in clause (a)(i) above that were not included in any report filed with the SEC by the applicable Monthly Deadline and a Compliance Certificate;
as soon as available, but in any event within 45 days after the end of each of Borrower’s fiscal quarters during each of Borrower’s fiscal years (each such date, the “Quarterly Deadline”),		(b) (i) an unaudited consolidated balance sheet, income statement and statement of cash flows covering Borrower’s and its Subsidiaries’ operations during such period, together with a report showing the figures for the corresponding fiscal period of the immediately preceding fiscal year in comparative form, and (ii) a Compliance Certificate.
		provided, further, however, that if Borrower has included any of the items listed in clause (b)(i) above in a report filed with the SEC by the applicable Quarterly Deadline, then in lieu of the foregoing Borrower may (x) provide Agent written notice (in the Compliance Certificate or elsewhere) no later than 1 Business Day after the applicable Quarterly Deadline that Borrower has included such items in a report filed with the SEC and describe in reasonable detail the report and the items included therein and (y) deliver to Agent no later than 1 Business Day after the applicable Quarterly Deadline copies of any items listed in clause (b)(i) above that were not included in any report filed with the SEC by the applicable Quarterly Deadline and a Compliance Certificate.
As soon as available, but in any event within 90 days after the end of each of Borrower’s fiscal years (each such date, the “Annual Deadline”),		(c) (i) consolidated financial statements of Borrower and its Subsidiaries for each such fiscal year, audited by independent certified public accountants reasonably acceptable to Agent and certified, without (A) qualification or exception as to the scope of such audit, or (B) qualification which relates to the treatment or classification of any item and which, as a condition to the removal of such qualification, would require an adjustment to such item, the effect of which would be to cause any noncompliance with any of the provisions of Article VII of the Agreement, by such accountants to have been prepared in accordance with GAAP (such audited financial statements to include a consolidated balance sheet, income statement, and statement of cash flows and, if prepared, such accountants’ letter to management), together with a report showing the figures for the immediately preceding fiscal year in comparative form, and (ii) a Compliance Certificate;
		provided, however, that if Borrower has filed any of the items listed in clause (c)(i) above in its Form 10-K annual report with the SEC by the applicable Annual Deadline, then in lieu of the foregoing Borrower may (1) provide Agent written notice (in the Compliance Certificate or elsewhere) no later than 1 Business Day after the applicable Annual Deadline that Borrower has filed its 10-K with the SEC and (2) deliver to Agent no later than 1 Business Day after the applicable Annual Deadline copies of any items listed in clause (c) above that were not included in the Form 10-K annual report filed with the SEC and a Compliance Certificate.
As soon as available, but in any event within 30 days prior to the start of		(d) copies of Borrower’s Projections, in form and substance (including as to scope and underlying assumptions) satisfactory to Agent, in its reasonable discretion, for the forthcoming fiscal year, month by month for such fiscal year, certified by the chief financial officer of Borrower as being such officer’s good faith estimate of the financial performance of Borrower during the period covered thereby; provided, however that, notwithstanding the foregoing,


each of Borrower’s fiscal years,		as set forth in Section 5.18 of the Agreement, Borrower shall submit to the Advisory Firm and the Agent a copy of the Borrower’s business plan for the fiscal year ending on or about January 1, 2014 by no later than November 30, 2012.
If and when filed by Borrower,		(e) Form 10-Q quarterly reports, Form 10-K annual reports, and Form 8-K current reports, (f) any other filings made by Borrower with the SEC, and (g) any other information that is provided by Borrower to its shareholders generally.
As soon as available, but in any event within 3 Business Days after the end of each week of each month (each such date, the “Weekly Deadline”)		(h) (i) a reasonably detailed cash flows forecast for the next successive 13 weeks, (ii) a detailed aging of the Accounts of the Borrower and its Subsidiaries, at the invoice level on an entity by entity basis, (iii) a summary aging, by vendor, of Borrower’s and its Subsidiaries’ accounts payable on an entity by entity basis, (iv) a detailed report regarding Borrower and its Subsidiaries’ cash and Cash Equivalents on an entity by entity basis, and (v) bookings and backlog detail, as well as shipments by customer;
		provided however that if the Borrower is in compliance with all of its financial covenants and with the other terms of the Credit Agreement for the quarter ending on or about April 1, 2013, as evidenced by the Borrower’s Compliance Certificate for such quarter, (x) Borrower shall no longer be required to deliver the deliverables set forth in (h)(i), (h)(ii) or (h)(iii) noted above and (y) with respect to the deliverable set forth in (h)(v) above, Borrower shall be required to deliver such information by the Monthly Deadline rather than the Weekly Deadline.
Promptly after execution, receipt or delivery thereof,		(i) copies of any new material contracts, material amendments to material contracts, notices of termination of any material contracts that Borrower executes or receives in connection with any Material Contract, and notices of material defaults in respect of any Material Contract.
Promptly after execution, receipt or delivery thereof,		provided, however, that if Borrower has included any of the items listed above in a report filed with the SEC by the applicable time period required for reporting with the SEC, then, in lieu of the foregoing, Borrower may provide Agent written notice no later than 1 Business Day after the applicable deadline that Borrower has included such items in a report filed with the SEC.
upon the request of Agent,		(j) any other information reasonably requested relating to the financial condition of Borrower or its Subsidiaries.

For purposes of this Schedule 5.01, “Compliance Certificate” shall mean a certificate signed by the chief financial officer or chief executive officer of the Borrower in form and substance reasonably satisfactory to the Agent that indicates clearly (a) whether the Borrower is or is not in compliance with the applicable financial covenants set forth in Article VII of the Credit Agreement (including, in respect of each Compliance Certificate, compliance with Section 7.03) and sets forth in reasonable detail information supporting such conclusions and (b) solely in the case of the Compliance Certificate delivered pursuant to clause (c)(ii) above for the fiscal year ending on or about January 1, 2015, the amount of Excess Cash Flow of the Borrower in reasonable detail.

SCHEDULE 5.02

Collateral Reports

Without in any way limiting any of the requirements under the Security Agreement, provide Agent (and if so requested by Agent, with copies for each Lender) with each of the documents set forth below at the following times in form satisfactory to Agent:

Quarterly (not later than the delivery of the Compliance Certificate for such quarter)

(a) an updated Perfection Certificate executed by an appropriate officer with knowledge of the matters contained therein either confirming that there has been no change in the information in the prior Perfection Certificate or identifying such changes.

Upon reasonable request by Agent,

(b) such other reports as to the Collateral or the financial condition of Borrower and its Subsidiaries, as Agent may reasonably request.

SCHEDULE 5.12

Locations of Inventory and Equipment

Third Party Warehouse Locations

1. Xxxxxxx Global Logisitics, 0000 X. Xx Xxxxxxx, Xxxxxx, Xxxxxxxxxx 00000; 0000 Xxxxxxx Xxxxx Xxx., Xxxxxxx Xxxxx, XX 00000.

2. Salvador Logística e Transportes Ltda., Xxx Xxxx Xxxxxxx, xx 0000- Xxxxxxx. Xxxx: Guararema; State: São Paulo. Zip Code: 08900-000.

3. Xxxx 3PL, 0000 Xxxxxx Xxxxx, #X-0, Xxxxxxxx, Xxxxxxxx 00000.

4. Menlo Logistics, Xxxxxxxx 00-00, 0000 XX Xxxxxx, Xxxxxxxxxxx

5. Fashion Consul, France Field, Zona Libre, Colon Panama

6. Ceva Logistics FZCO, Jebel Ali, Free Zone, Dubai, United Arab Emirates.

7. Suzhou Easyway Warehouse Logistics Co., Ltd, XXXX 0-0, XX. 000, XXXXXXXXXX XXXX, XXXXXX. XXX XXXXXXXX, XXXXXX, 000000, XXXXX.

8. Menlo Worldwide, Xxxx 0, Xxxx 0, Xx. 000 Xxxxxxxxxx Xx., Suzhou New District, Jiangsu 215129, P.R. China

9. UTi, Sai business Point, Xxx Xx 00 Xxx Xx 00, Xxxxx Xxxx | Saidapet | Chennai | 600 015.

10. Shenzhen Tatfook Technology Co. Ltd. 33 Huo Ju Road, Suzhou 000000 Xxxxx; No. 2 Feng Qiao Xiang Street, Suzhou New District.

Borrower or Subsidiary Locations:

1. 000 Xxx Xxxxxxxxxxx, Xxxxxxxx Xxxxxxxx 00000 Xxxxxxxx.

2. 0000 X. Xx. Xxxxxx Xxxxx, Xxxxx Xxx, XX 00000

3. 0000 X. Xxxxxxxx Xxxx, Xxxxx 000, Xxxxxxx, XX 00000

4. 0000 Xxxx Xxxxxxxx, Xxxxx 000, Xxxx, Xxxxx Xxxxxx, XX

5. Room 2018-2019, Xxxxxxxxx Commercial Building, 0 Xxxx Xxx Xxxx, Xxxxxxx Xxx, Xxxxxxx Xxxx Xxxx

6. 33 Huo Ju Road, Suzhou 000000 Xxxxx; Xx. 0 Xxxx Xxxx Xxxxx Xxxxxx, Xxxxxx Xxx Xxxxxxxx.

0. 0000 Xxx Xx. XX, Xxxxxxxxxx, XX 00000.

8. 000 Xxxxx Xxx., XX, XX 00000.

SCHEDULE 6.07(b)

Restrictive Agreements

The Agreement of the Stockholders of Powerwave Cognition dated November 1, 2007 between Borrower, Xxxx Xxxxxxxx and Xxxxx Xxxxx. This agreement restricts the payment of dividends by Powerwave Cognition absent consent of Messrs. Xxxxxxxx and Xxxxx.

EXHIBIT A TO

CREDIT AGREEMENT

Form of

ASSIGNMENT AND ASSUMPTION

This Assignment and Assumption (the “Assignment and Assumption”) is dated as of the Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the “Assignor”) and [Insert name of Assignee] (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement defined below, receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full.

For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Agent as contemplated below, (i) all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assignor under the facility identified below and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including, but not limited to, contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (i) above (the rights and obligations sold and assigned pursuant to clauses (i) and (ii) above being referred to herein collectively as, the “Assigned Interest”). Such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment and Assumption, without representation or warranty by the Assignor.


1.	Assignor:

2.	Assignee:
		[and is an Affiliate/Approved Fund of [identify Lender]¹]

3.	Borrower(s):

4.	Agent: P-Wave Holdings, LLC, as the agent under the Credit Agreement

¹	Select as applicable.

A-1

Credit Agreement: The Credit Agreement dated as of September 11, 2012 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) among POWERWAVE TECHNOLOGIES, INC., a Delaware corporation (“Borrower”), the Lenders (such term and each other capitalized term used but not defined herein having the meaning given it in Article I of the Credit Agreement), and P-Wave Holdings, LLC, as agent (in such capacity, “Agent”) for the Lenders.

6.	Assigned Interest:

Facility Assigned

Aggregate Amount of
Commitment/Loans
for all Lenders

Amount of
Commitment/Loans
Assigned²

Percentage Assigned of
Commitment/Loans³

[Closing Date Term Loan]

[Delayed Draw Term Loans]

[Incremental Term Loans]

²	Assignee must have an interest in at least $1,000,000 in aggregate principal amount of the Commitments and/or Loans under the Credit Agreement.

³	Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder.

A-2

Effective Date: , 20 [TO BE INSERTED BY AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.]⁴

The terms set forth in this Assignment and Assumption are hereby agreed to:


ASSIGNOR
[NAME OF ASSIGNOR]

By:
Name:
Title:

ASSIGNEE
[NAME OF ASSIGNEE]

By:
Name:
Title:


Consented to and Accepted:

P-Wave Holdings, LLC,⁵ as Agent

By:
Name:
Title:

⁴	This date may not be fewer than 5 Business days after the date of assignment unless the Agent otherwise agrees.

⁵	To be completed to the extent consent is required under Section 10.04(b).

A-3

POWERWAVE TECHNOLOGIES, INC.

CREDIT AGREEMENT

STANDARD TERMS AND CONDITIONS FOR

ASSIGNMENT AND ASSUMPTION

1. Representations and Warranties.

1.1 Assignor. The Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of the Assigned Interest, (ii) the Assigned Interest is free and clear of any lien, encumbrance or other adverse claim and (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit Agreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Loan Documents or any collateral thereunder, (iii) the financial condition of the Borrower, any of their Subsidiaries or Affiliates or any other person obligated in respect of any Loan Document or (iv) the performance or observance by the Borrower, any of their Subsidiaries or Affiliates or any other person of any of their respective obligations under any Loan Document.

1.2 Assignee. The Assignee (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement (subject to receipt of such consents as may be required under the Credit Agreement), (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of the Assigned Interest, shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by the Assigned Interest and either it, or the Person exercising discretion in making its decision to acquire the Assigned Interest, is experienced in acquiring assets of such type, (v) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Sections 4.02(c), 5.01, or 5.02 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment and Assumption and to purchase the Assigned Interest on the basis of which it has made such analysis and decision independently and without reliance on the Agent or any other Lender, (vi) the Agent has received a processing and recordation fee determined by the Agent as of the Effective Date and (vii) if it is a Foreign Lender, attached to the Assignment and Assumption is any documentation required to be delivered by it pursuant to Section 9.06(h)(iii) of the Credit Agreement, duly completed and executed by the Assignee; and (b) agrees that (i) it will, independently and without reliance on the Agent, the Assignor or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations that by the terms of the Loan Documents are required to be performed by it as a Lender.

A-4

2. Payments. From and after the Effective Date, the Agent shall make all payments in respect of the Assigned Interest (including payments of principal, interest, fees and other amounts) to the Assignor for amounts that have accrued to but excluding the Effective Date and to the Assignee for amounts that have accrued from and after the Effective Date.

3. General Provisions. This Assignment and Assumption shall be binding upon, and inure to the benefit of, the parties hereto and their respective successors and assigns. This Assignment and Assumption may be executed in any number of counterparts, which together shall constitute one instrument. Delivery of an executed counterpart of a signature page of this Assignment and Assumption by telecopy shall be effective as delivery of a manually executed counterpart of this Assignment and Assumption. This Assignment and Assumption shall be construed in accordance with and governed by, the law of the State of California without regard to conflicts of principles of law that would require the application of the laws of another jurisdiction.

A-5

EXHIBIT B TO

CREDIT AGREEMENT

Form of

INTERCOMPANY NOTE

Santa Ana, California

September 11, 2012

FOR VALUE RECEIVED, each of the undersigned, to the extent a borrower from time to time from any other entity listed on the signature page hereto (each, in such capacity, a “Payor”), hereby promises to pay on demand to the order of such other entity listed below (each, in such capacity, a “Payee”), in lawful money of the United States of America in immediately available funds, at such location as a Payee shall from time to time designate, the unpaid principal amount of all loans and advances (including trade payables) made by such Payee to such Payor, whether outstanding prior to, on, or after the date hereof. Each Payor promises also to pay interest on the unpaid principal amount of all such loans and advances in like money at said location from the date of such loans and advances until paid at such rate per annum as shall be agreed upon from time to time by such Payor and such Payee.

This note (“Note”) is an Intercompany Note referred to in the Credit Agreement dated as of even date herewith (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”; each capitalized term used but not defined herein having the meaning given in the Credit Agreement) among POWERWAVE TECHNOLOGIES, INC., a Delaware corporation, the Lenders party thereto from time to time, and P-WAVE HOLDINGS, LLC, as the Agent (in such capacity, the “Agent”), and is subject to the terms thereof, and shall be pledged by each Payee signatory to the Security Agreement, to the extent required pursuant to the terms thereof. Each Payee hereby acknowledges and agrees that the Agent may exercise all rights provided in the Credit Agreement and the Security Agreement with respect to this Note.

Anything in this Note to the contrary notwithstanding, the indebtedness evidenced by this Note owed by any Payor that is the Borrower shall be subordinate and junior in right of payment, to the extent and in the manner hereinafter set forth, to all Obligations of such Payor under the Credit Agreement (such Obligations and other indebtedness and obligations in connection with any renewal, refunding, restructuring or refinancing thereof, including interest thereon accruing after the commencement of any proceedings referred to in clause (i) below, whether or not such interest is an allowed claim in such proceeding, being hereinafter collectively referred to as “Senior Indebtedness”):

(i) in the event of any insolvency or bankruptcy proceedings, and any receivership, liquidation, reorganization or other similar proceedings in connection therewith, relative to any Payor or to its creditors, as such, or to its property, and in the event of any proceedings for voluntary liquidation, dissolution or other winding up of such Payor, whether or not involving insolvency or bankruptcy, then (x) the holders of Senior Indebtedness shall be paid in full in cash in respect of all amounts constituting Senior Indebtedness before any Payee is entitled to receive (whether directly or indirectly), or make any demands for, any payment on account of this Note and (y) until the holders of Senior Indebtedness are paid in full in cash in respect of all amounts constituting Senior Indebtedness, any payment or

distribution to which such Payee would otherwise be entitled shall be made to the holders of Senior Indebtedness;

(ii) if any Event of Default occurs and is continuing with respect to any Senior Indebtedness (including any Default under the Credit Agreement), then no payment or distribution of any kind or character shall be made by or on behalf of the Payor or any other Person on its behalf with respect to this Note; provided, however, that a Payor may make payments or distributions without regard to the foregoing if such Payor receives written notice from the Agent, in its sole discretion, approving such payment; and

(iii) if any payment or distribution of any character, whether in cash, securities or other property, in respect of this Note shall (despite these subordination provisions) be received by any Payee in violation of clause (i) or (ii) before all Senior Indebtedness shall have been paid in full in cash, such payment or distribution shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders of Senior Indebtedness (or their representatives), ratably according to the respective aggregate amounts remaining unpaid thereon, to the extent necessary to pay all Senior Indebtedness in full in cash.

Furthermore, Powerwave Technologies Brazil Comérico de Equipmamentos de Telecomunicacăo Ltda., as the lender under that certain Loan Agreement dated May 18, 2012 (the “Brazil Agreement”), by and between Powerwave Technologies Brazil Comérico de Equipmamentos de Telecomunicacăo Ltda. and the Borrower, agrees that the foregoing subordination provisions shall apply to the Brazil Agreement and the indebtedness evidenced by such Brazil Agreement shall be subordinated to the Senior Indebtedness as set forth above in this Note as if the Brazil Agreement were a part of this Note for such purposes

To the fullest extent permitted by law, no present or future holder of Senior Indebtedness shall be prejudiced in its right to enforce the subordination of this Note by any act or failure to act on the part of any Payor or by any act or failure to act on the part of such holder or any trustee or agent for such holder. Each Payee and each Payor hereby agree that the subordination of this Note is for the benefit of the Agent and the Lenders and the Agent and the Lenders are obligees under this Note to the same extent as if their names were written herein as such and the Agent may, on behalf of the itself and the Lenders, proceed to enforce the subordination provisions herein.

Each Payee is hereby authorized to record all loans and advances made by it to any Payor (all of which shall be evidenced by this Note), and all repayments or prepayments thereof, in its books and records, such books and records constituting prima facie evidence of the accuracy of the information contained therein.

Each Payor hereby waives presentment, demand, protest or notice of any kind in connection with this Note. All payments under this Note shall be made without offset, counterclaim or deduction of any kind.

Additional Payors and Payees may become parties hereto by executing a counterpart signature page hereto.

THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD TO THE PRINCIPLES OF CONFLICTS OF LAWS THEREOF.

PAYORS:


POWERWAVE TECHNOLOGIES, INC.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES SWEDEN AB

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES BRAZIL COMERICO DE EQUIPAMENTOS DE TELECOMMUNICACAO LTDA.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES ESTONIA OU

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES GERMANY
		GMBH

By:
		Name:
		Title:


RMPI LLC

By:
		Name:
		Title:

REMEC MANUFACTURING PHILIPPINES, INC.

By:
		Name:
		Title:

POWERWAVE HOLDINGS PHILIPPINES, INC.

By:
		Name:
		Title:

MICROWAVE VENTURES, INC.

By:
		Name:
		Title:

POWERWAVE OVERSEAS HOLDINGS LTD.

By:
		Name:
		Title:

FILTRONIC (SUZHOU) TELECOMMUNICATION PRODUCTS CO., LTD.

By:
		Name:
		Title:


POWERWAVE FINLAND OY

By:
		Name:
		Title:

POWERWAVE HUNGARY KFT

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES CANADA, LTD.

By:
		Name:
		Title:

POWERWAVE UK, LTD.

By:
		Name:
		Title:


P-WAVE, LTD.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES FRANCE SAS

By:
		Name:
		Title:

POWERWAVE ASIA, INC.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES HONG KONG LTD.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES SINGAPORE PTE LTD.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES INDIA PRIVATE LIMITED

By:
		Name:
		Title:


POWERWAVE TECHNOLOGIES RESEARCH AND DEVELOPMENT INDIA PVT. LTD.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES (SUZHOU) CO. LTD.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES (THAILAND) LIMITED

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES LLC (RUSSIA)

By:
		Name:
		Title:

PAYEES:


POWERWAVE TECHNOLOGIES, INC.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES SWEDEN AB

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES BRAZIL COMERICO DE EQUIPAMENTOS DE TELECOMMUNICACAO LTDA.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES ESTONIA OU

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES GERMANY GMBH

By:
		Name:
		Title:

RMPI LLC

By:
		Name:
		Title:


REMEC MANUFACTURING PHILIPPINES, INC.

By:
		Name:
		Title:

POWERWAVE HOLDINGS PHILIPPINES, INC.

By:
		Name:
		Title:

MICROWAVE VENTURES, INC.

By:
		Name:
		Title:

POWERWAVE OVERSEAS HOLDINGS LTD.

By:
		Name:
		Title:

FILTRONIC (SUZHOU) TELECOMMUNICATION PRODUCTS CO., LTD.

By:
		Name:
		Title:

POWERWAVE FINLAND OY

By:
		Name:
		Title:


POWERWAVE HUNGARY KFT

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES CANADA, LTD.

By:
		Name:
		Title:

POWERWAVE UK, LTD.

By:
		Name:
		Title:

P-WAVE, LTD.

By:
		Name:
		Title:


POWERWAVE TECHNOLOGIES FRANCE SAS

By:
		Name:
		Title:

POWERWAVE ASIA, INC.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES HONG KONG LTD.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES SINGAPORE PTE LTD.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES INDIA PRIVATE LIMITED

By:
		Name:
		Title:


POWERWAVE TECHNOLOGIES RESEARCH AND DEVELOPMENT INDIA PVT. LTD.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES (SUZHOU) CO. LTD.

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES (THAILAND) LIMITED

By:
		Name:
		Title:

POWERWAVE TECHNOLOGIES LLC (RUSSIA)

By:
		Name:
		Title:

ALLONGE

FOR VALUE RECEIVED, POWERWAVE TECHNOLOGIES, INC., a Delaware corporation, hereby sells, assigns and transfers unto , that certain Intercompany Note dated as of September 11, 2012 (the “Note”), made by certain Payors (as defined in the Note) to certain Payees (as defined in the Notes), and does hereby irrevocably constitute and appoint , its attorney-in-fact to transfer said Note with full power of substitution in the premises.

Dated: , 20


POWERWAVE TECHNOLOGIES, INC.

By:

Name:

Title:

EXHIBIT C TO

CREDIT AGREEMENT

Form of

SOLVENCY CERTIFICATE

September 11, 2012

Reference is hereby made to that certain Credit Agreement dated as of even date herewith (as it may be amended, modified, extended or restated from time to time, the “Credit Agreement”), among POWERWAVE TECHNOLOGIES, INC., a Delaware corporation, as borrower (the “Borrower”), the Lenders party thereto, and P-WAVE HOLDINGS, LLC, as Agent. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Credit Agreement.

Pursuant to Section 4.01(g) of that certain Credit Agreement, the undersigned, Xxxxx Xxxxxxxx, as Chief Financial Officer of Borrower, hereby certifies, solely in his capacity as an officer of Borrower and not in any individual capacity, that as of the Closing Date, (i) the sum of the Borrower’s current liabilities do not exceed the present fair saleable value of the Borrower’s assets, and (ii) the Borrower’s capital, including proceeds from the Closing Date Term Loan, is not unreasonably small in relation to its business as contemplated on the Closing Date and reflected in the projections delivered prior to the Closing Date or otherwise pursuant to the Credit Agreement or with respect to any transaction contemplated to be undertaken after the Closing Date.

For purposes of this determination, the amount of any contingent liability at any time shall be computed as the amount that, in light of all of the facts and circumstances existing at such time, represents the amount that can reasonably be expected to become an actual or matured liability (irrespective of whether such contingent liabilities meet the criteria for accrual under Statement of Financial Accounting Standards No. 5).

[SIGNATURE PAGE FOLLOWS]

C-1

IN WITNESS WHEREOF, the undersigned has executed this Solvency Certificate on behalf of the Borrower as of the date first written above.


POWERWAVE TECHNOLOGIES, INC.

By:
		Xxxxx Xxxxxxxx
		Chief Financial Officer

C-2

EXHIBIT D TO

CREDIT AGREEMENT

Form of

WARRANT

THE SECURITIES REPRESENTED BY THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR SECURITIES LAWS OF ANY STATE AND MAY NOT BE OFFERED, SOLD, ASSIGNED, PLEDGED, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN AVAILABLE EXEMPTION FROM REGISTRATION UNDER THE 1933 ACT OR SUCH LAWS AND, IF REQUESTED BY THE COMPANY, UPON DELIVERY OF AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT THE PROPOSED TRANSFER IS EXEMPT FROM THE 1933 ACT OR SUCH LAWS.

POWERWAVE TECHNOLOGIES, INC.

WARRANT TO PURCHASE COMMON STOCK

Warrant No.: [ ]

Date of Issuance: [ ], 20[ ] (“Date of Issuance”)

THIS CERTIFIES THAT, for value received, P-WAVE HOLDINGS, LLC (including any successors or assignees, “Holder”), is entitled to subscribe for and purchase at the Exercise Price (as defined below) from Powerwave Technologies Inc., a Delaware corporation (the “Company”), up to [ ] shares of the common stock, par value $0.0001 per share, of the Company (the “Common Stock”), subject to adjustment as provided herein.

This Warrant to Purchase Common Stock (this “Warrant”) is issued pursuant to the terms of the Credit Agreement, dated as of September 11, 2012, by and among the Company, as borrower, and the lenders signatory thereto and P-WAVE HOLDINGS, LLC, as Agent (the “Credit Agreement”). Unless otherwise indicated, capitalized terms used in this Warrant shall have the respective meanings ascribed to such terms in the Credit Agreement.

1. Definitions. As used herein, the following terms shall have the following respective meanings:

“Board” shall mean the Board of Directors of the Company.

“Convertible Securities” or “Convertible Security” means, collectively and individually, stock or securities directly or indirectly convertible into or exercisable or exchangeable for shares of Common Stock.

“Current Market Price Per Common Share” as of any date means the average of the Daily Prices per share of Common Stock for the seven (7) consecutive Trading Days immediately prior to such date.

“Exercise Period” shall mean the period commencing on the Date of Issuance and ending on September 11, 2022.

“Exercise Price” shall mean Fifty Cents ($0.50) per share, subject to adjustment pursuant to Section 5 below.

“Exercise Shares” shall mean the shares of the Company’s Common Stock issued or issuable upon exercise of this Warrant, subject to adjustment pursuant to Section 5 below.

“Fair Market Value” of Common Stock or any other security or property means the fair market value thereof as determined in good faith by the Board, which determination must be set forth in a written resolution of the Board, in accordance with the following rules: (i) for securities traded or quoted on a Trading Market, the Fair Market Value will be the average of the closing prices of such security on such Trading Market over a seven (7) consecutive Trading Day period, ending on the Trading Day immediately prior to the date of determination; (ii) for any securities that are not so traded or quoted, the Fair Market Value shall be determined by the Board; or (iii) for any other property, the Fair Market Value shall be determined by the Board in good faith assuming a willing buyer and a willing seller in an arms’-length transaction.

“Fundamental Change” means any of the following: (i) any merger, consolidation, stock or asset purchase, recapitalization or other business combination transaction (or series of related transactions) as a result of which the shares of capital stock of the Company entitled to vote generally in the election of directors immediately prior to such transaction (or series of related transactions) are converted into and/or thereafter represent, in the aggregate, less than 50% of the total voting power of all shares of capital stock that are entitled to vote generally in the election of directors of the entity surviving or resulting from such transaction (or ultimate parent thereof), (ii) any person or group, together with any Affiliates thereof, has, directly or indirectly, become the beneficial owner of more than 50% of the total voting power of all shares of capital stock of the Company that are entitled to vote generally in the election of directors (excluding the (a) upon the conversion or exchange of securities outstanding as of the Issuance Date and (b) shares of capital stock issued by the Company in connection with a bona fide equity financing transaction (or series of related transactions)), (iii) the sale, transfer or disposition, including but not limited to any spin-off or in-kind distribution of all or substantially all of the assets, business or securities of the Company (on a consolidated basis) to any person or group (other than the Company or one or more of its wholly-owned subsidiaries), (iv) the dissolution, liquidation or winding up of the Company or (v) the Company effects any reorganization, recapitalization or reclassification of the Common Stock or any compulsory share exchange pursuant to which the Common Stock is effectively converted into or exchanged for other securities, cash or property (excluding dividend issuances, stock splits, stock combination or similar transactions subject to Section 5.1(b).

“Trading Day” shall mean (i) a day on which the Common Stock is traded on a Trading Market, or (ii) if the Common Stock is not listed on a Trading Market, a day on which the Common Stock is quoted on another established automated over-the-counter trading market in the United States of America (including the OTC Market or the OTC Bulletin Board); provided, that in the event the Common Stock is not listed or quoted as set forth in (i) and (ii) hereof, then Trading Day shall mean a Business Day.

“Trading Market” means The NASDAQ Global Market, The NASDAQ Global Select Market, The NASDAQ Capital Market, The NYSE MKT, or The New York Stock Exchange, Inc.

“VWAP” means, for any security as of any date, the dollar volume-weighted average price for such security on the applicable Trading Market during the period beginning at 9:30:01 a.m., New York time (or such other time as such Trading Market publicly announces is the official open of trading), and ending at 4:00:00 p.m., New York time (or such other time as such Trading Market publicly announces is

the official close of trading), as reported by Bloomberg L.P. through its “Volume at Price” function or, if the foregoing does not apply, the dollar volume-weighted average price of such security in the over-the-counter market on the electronic bulletin board for such security during the period beginning at 9:30:01 a.m., New York time (or such other time as such Trading Market publicly announces is the official open of trading), and ending at 4:00:00 p.m., New York time (or such other time as such Trading Market publicly announces is the official close of trading), as reported by Bloomberg L.P., or, if no dollar volume-weighted average price is reported for such security by Bloomberg L.P. for such hours, the average of the highest closing bid price and the lowest closing ask price of any of the market makers for such security as reported in the OTC Link or “pink sheets” by OTC Markets Group Inc. (formerly Pink OTC Markets Inc.). If the VWAP cannot be calculated for a security on a particular date on any of the foregoing bases, the VWAP of such security on such date shall be the Fair Market Value as mutually determined by the Company and Holder.

2. Exercise of Warrant.

2.1 Method of Exercise. The rights represented by this Warrant may be exercised in whole or in part at any time during the Exercise Period, by delivery of the following to the Company at its address set forth in Section 11 hereof (or at such other address as it may designate by notice in writing to Holder):

(a) An executed Notice of Exercise in the form attached hereto; and

(b) Payment of the Exercise Price either (i) in cash or wire transfer of immediately available funds or by cashier’s check drawn down on a United States bank made payable to the order of the Company, or (ii) pursuant to a Cashless Exercise, as described in Section 2.2.

2.2 Cashless Exercise. Notwithstanding any provisions herein to the contrary, if, at any time during the Exercise Period, the Current Market Price (as defined below) of one share of Common Stock is greater than the Exercise Price (at the date of calculation as set forth below), in lieu of exercising this Warrant by payment of cash, Holder may exercise this Warrant in whole or in part by a cashless exercise by surrender of this Warrant at the principal office of the Company together with the properly endorsed Notice of Exercise and the Company shall issue to Holder a number of shares of Common Stock computed using the following formula:


	X =	Y (B-A)
		B

Where:	X =	the number of shares of Common Stock to be issued to Holder.

	Y =	the number of shares of Common Stock purchasable upon exercise of all of the Warrant or, if only a portion of the Warrant is being exercised, the portion of the Warrant being exercised.

	A =	the Exercise Price.

	B =	the average of the closing prices for the Common Stock for the seven (7) Trading Days immediately prior to (but not including) the date of exercise (the “Current Market Price”).

For purposes of Rule 144 promulgated under the 1933 Act, it is intended, understood and acknowledged that the Exercise Shares issued in a cashless exercise transaction shall be deemed to have been acquired

by Holder, and the holding period for the Exercise Shares shall be deemed to have commenced, on the original Date of Issuance.

2.3 Partial Exercise; Fractional Shares. If this Warrant is exercised in part only, the Company shall, upon surrender of this Warrant, execute and deliver in accordance with Section 9, a new Warrant evidencing the rights of Holder or such other person as shall be designated in the Notice of Exercise, to purchase the balance of the Exercise Shares purchasable hereunder. In no event shall this Warrant be exercised for a fractional Exercise Share, and the Company shall not distribute a Warrant exercisable for a fractional Exercise Share. Fractional shares shall be treated as provided in Section 6 hereof.

2.4 Payment of Expenses and Taxes. The Company shall pay all expenses in connection with, and all taxes and other governmental charges that may be imposed with respect to, the issue or delivery thereof, unless such tax or charge is imposed by law upon Holder.

2.5 Delivery of Shares. Exercise Shares acquired hereunder shall be delivered to Holder within three (3) Trading Days after any date on which this Warrant shall have been validly exercised in full or in part. The person in whose name any Exercise Shares are to be issued upon exercise of this Warrant shall be deemed to have become the holder of record of such shares on the date on which this Warrant was validly exercised, irrespective of the date of issuance of the shares of Common Stock, except that, if the date of such valid exercise is a date when the stock transfer books of the Company are closed, such person shall be deemed to have become the holder of such shares at the close of business on the next succeeding date on which the stock transfer books are open.

3. Representations, Warranties and Covenants of the Company.

3.1 Due Authority. The execution and delivery by the Company of this Warrant and the performance of all obligations of the Company hereunder, including the issuance of any Exercise Shares to Holder hereunder in accordance with the terms of this Warrant, have been duly authorized by all necessary corporate action on the part of the Company. This Warrant: (a) does not violate the Company’s certificate of incorporation or bylaws (each as amended and in effect); (b) does not contravene any law or governmental rule, regulation or order applicable to the Company; and (c) does not and will not contravene any provision of, or constitute a default under, any indenture, mortgage, contract or other instrument to which it is a party or by which it is bound. This Warrant constitutes a legal, valid and binding agreement of the Company, enforceable in accordance with its terms.

3.2 Consents and Approvals. No consent or approval of, giving of notice to, registration with, or taking of any other action in respect of any state, federal or other governmental authority or agency is required with respect to the execution, delivery and performance by the Company of its obligations under this Warrant, except for filings under applicable federal and state securities law, which filings will be effective by the time required thereby.

3.3 Covenants as to Exercise Shares. The Company covenants and agrees that it will at all times during the Exercise Period, have authorized and reserved, free from preemptive rights, a sufficient number of shares of its Common Stock to provide for the exercise of the rights represented by this Warrant. All Exercise Shares will, upon issuance, be validly issued and outstanding, fully paid and nonassessable, and free from all taxes, liens and charges with respect to the issuance thereof. If at any time during the Exercise Period the number of authorized but unissued shares of Common Stock shall not be sufficient to permit exercise of this Warrant, the Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

3.4 No Impairment. Except and to the extent as waived or consented to by Holder, the Company will not, by amendment of its certificate of incorporation or bylaws (as such may be amended from time to time), or through any means, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed hereunder by the Company, but will at all times in good faith assist in the carrying out of all the provisions of this Warrant and in the taking of all such action as may be necessary or appropriate in order to protect the exercise rights of Holder against impairment.

3.5 Automatic Exercise. Notwithstanding anything herein to the contrary, to the extent this Warrant remains exercisable as of such date, this Warrant shall be deemed to be fully exercised pursuant to Section 2.2, without the need for any action by Holder or the Company, immediately prior to the end of the Exercise Period.

4. Beneficial Ownership. Notwithstanding anything to the contrary contained in this Warrant, this Warrant shall not be exercisable by Holder to the extent (but only to the extent) that Holder or any of its affiliates would beneficially own in excess of 4.99% (the “Maximum Percentage”) of the Common Stock. To the extent the above limitation applies, the determination of whether this Warrant shall be exercisable (vis-à-vis other convertible, exercisable or exchangeable securities owned by Holder or any of its affiliates) and of which such securities shall be exercisable (as among all such securities owned by the Holder) shall, subject to such Maximum Percentage limitation, be determined on the basis of the first submission to the Company for conversion, exercise or exchange (as the case may be). No prior inability to exercise this Warrant pursuant to this Section 4 shall have any effect on the applicability of the provisions of this Section 4 with respect to any subsequent determination of exercisability. For the purposes of this Section 4, beneficial ownership and all determinations and calculations (including, without limitation, with respect to calculations of percentage ownership) shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (“1934 Act”) and the rules and regulations promulgated thereunder. This Section 4 shall only apply to the initial Holder and shall not apply to any successor Holder of this Warrant unless such successor Holder is an affiliate of the initial Holder. For any reason at any time, upon the written or oral request of the Holder, the Company shall within two (2) Business Days confirm orally and in writing to Holder the number of shares of Common Stock then outstanding, including by virtue of any prior conversion or exercise of convertible or exercisable securities into Common Stock, including, without limitation, pursuant to this Warrant. By written notice to the Company, Holder may increase or decrease the Maximum Percentage to any other percentage not in excess of 9.99% specified in such notice; provided that any such increase will not be effective until the 61st day after such notice is delivered to the Company.

5. Certain Adjustments.

5.1 Certain Adjustments.

(a) Adjustments for Issuances of Additional Shares of Common Stock.

(i) Definitions. For purposes of this Section 5.1(a), the following definitions apply:

(1) “Additional Shares of Common Stock” means any shares of Common Stock issued (whether from the Company’s treasury or authorized and unissued shares of capital stock) or, as provided in Section 5.1(a)(ii) below, deemed to be issued by the Company after the Closing Date; provided, that, notwithstanding anything to the contrary contained herein, Additional Shares of Common Stock shall not include issuances of Common Stock (including any deemed issuance pursuant to Section 5.1(a) (ii)) which are (A) pursuant to employee benefit plans and compensation related arrangements approved by the board of directors of the Company (including any duly

authorized committee or delegee thereof), (B) in connection with any acquisition of assets, merger, consolidation or other combination of the Company or a Subsidiary of the Company with another person, or (C) which are subject to Sections 5.1(b) and (c).

(2) “Measurement Date” means, with respect to a transaction, the public announcement of such transaction (or, if no such public announcement is made, the date of issuance).

(ii) Deemed Issuances of Additional Shares of Common Stock. The maximum number of shares of Common Stock (as set forth in the instrument relating thereto without regard to any provision contained therein for a subsequent adjustment of such number) issuable upon the exercise, conversion or exchange of Convertible Securities will be deemed to be Additional Shares of Common Stock issued as of the time of the issuance of such Convertible Securities; provided, however, that:

(1) No adjustment in the Exercise Price will be made upon the subsequent issuance of shares of Common Stock upon the exercise, conversion or exchange of such Convertible Securities;

(2) To the extent that Additional Shares of Common Stock are not issued pursuant to any such Convertible Security upon the expiration or termination of an unissued, unexercised, unconverted or unexchanged Convertible Security, the Exercise Price will be readjusted to the Exercise Price that would have been in effect had such Convertible Security (to the extent outstanding immediately prior to such expiration or termination) never been issued; and

(3) In the event of any change in the number of shares of Common Stock issuable upon the exercise, conversion or exchange of any Convertible Security, excluding a change resulting from any transaction giving rise to an adjustment pursuant to Section 5.1(b), but including periodic or scheduled accretions or adjustments to a Convertible Security, interest and dividends paid in kind, repricings of the exercise or conversion price of such Convertible Securities or otherwise, the Exercise Price then in effect will be readjusted to the Exercise Price that would have been in effect if, on the date of issuance, such Convertible Security were exercisable, convertible or exchangeable for such changed number of shares of Common Stock.

(iii) Determination of Consideration. The Fair Market Value of the consideration received by the Company for the issue of any Additional Shares of Common Stock will be computed as follows:

(1) Cash and Property. Aggregate consideration consisting of cash, cash equivalents and other property will: (x) insofar as it consists of cash or cash equivalents (including the satisfaction of the liquidated portion of liabilities), be computed at the aggregate amount of cash or cash equivalents received by the Company or paid (or deemed paid, including the satisfaction of liabilities) by or on behalf of the Company excluding amounts paid or payable for accrued interest or accrued dividends; (y) insofar as it consists of property other than cash, be computed at the Fair Market Value thereof on the Measurement Date; and (3) insofar as it consists of both cash and other property, be the proportion of such consideration so received.

(2) Convertible Securities. The aggregate consideration per share received by the Company for Convertible Securities will be determined by dividing:

(x) the total amount, if any, received or receivable by the Company as consideration for the issuance of such Convertible Securities, plus the minimum aggregate amount of additional consideration (as set forth in the instruments relating thereto, without regard to any provision contained therein for a subsequent adjustment of such consideration) payable to the Company upon the full and complete exercise, conversion or exchange of such Convertible Securities, by (y) the maximum number of shares of Common Stock (as set forth in the instruments relating thereto, without regard to any provision contained therein for a subsequent adjustment of such number) issuable upon the full and complete exercise, conversion or exchange of such Convertible Securities.

(iv) Below Exercise Price Issuance. In the event the Company shall, at any time and from time to time while any of the Warrants are outstanding, issue or sell Additional Shares of Common Stock for a consideration per share, as determined by such consideration’s Fair Market Value in accordance with Section 5.1(a)(iii), less than the Exercise Price in effect immediately prior to such issuance (a “Below Exercise Price Issuance”), then, effective immediately upon the date of such Below Exercise Price Issuance, the Exercise Price in effect immediately after such Below Exercise Price Issuance shall be reduced so that the same shall equal the price determined by multiplying the Exercise Price in effect immediately prior to such Below Exercise Price Issuance by a fraction: (1) the numerator of which shall be the sum of (a) the number of shares of Common Stock outstanding immediately prior to such Below Exercise Price Issuance (on a fully diluted basis, including the aggregate number of shares of Common Stock issuable upon exercise of the all Convertible Securities, based on the treasury method) (such number of shares of Common Stock, the “Number of Fully Diluted Shares of Common Stock”); plus (b) (x) the Fair Market Value of the aggregate consideration received by the Company in respect of such Below Exercise Price Issuance, divided by (y) the Exercise Price in effect immediately prior to such Below Exercise Price Issuance, and (2) the denominator of which shall be the sum of (a) the Number of Fully Diluted Shares of Common Stock, plus (b) the number of such Additional Shares of Common Stock issued in such Below Exercise Price Issuance.

(v) NASDAQ Savings Clause. If any adjustment pursuant to Section 5.1(a)(iv) results in an adjustment to the number of Exercise Shares pursuant to Section 5.1(d) that would require the Company to issue shares of Common Stock in excess of the amount permitted to be issued without approval by the Company’s stockholders by the applicable listing standards of The NASDAQ Global Select Market or other Trading Market on which the Common Stock is then listed, the Company shall, at its option, either (i) obtain the approval of its stockholders with respect to such issuance in accordance with the applicable rules of such Trading Market or (ii) in lieu of delivering shares of Common Stock in excess of such limitations, pay cash on a pro rata basis to the holders of the Warrants being exercised in an amount per share of Common Stock equal to the VWAP of the Common Stock for the Trading Day immediately preceding the date of such conversion in respect of which such shares would otherwise be required to be delivered to the holders of the exercised Warrants and which are not permitted to be issued and so delivered by such listing standards.

(b) Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding, (i) pays a stock dividend on its Common Stock or otherwise makes a distribution on any class of capital stock that is payable in shares of Common Stock, (ii) subdivides outstanding shares of Common Stock into a larger number of shares, or (iii) combines outstanding shares of Common Stock into a smaller number of shares, then in each such case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding

immediately after such event. Any adjustment pursuant to clause (i), (ii) or (iii) of this paragraph shall become effective immediately upon the effective date of such dividend or distribution, subdivision or combination.

(c) Fundamental Change. If, at any time while any portion of this Warrant is outstanding there is a Fundamental Change, then Holder shall thereafter receive, upon exercise of this Warrant following the Fundamental Change, the same amount of securities, cash or property as it would have been entitled to receive upon the occurrence of such Fundamental Change if it had been, immediately prior to such Fundamental Change, the holder of the number of Exercise Shares then issuable upon exercise in full of this Warrant (the “Alternate Consideration”) (in lieu of the Exercise Shares if the Exercise Shares would no longer be outstanding as a result of such Fundamental Change had they been outstanding immediately prior thereto). For purposes of any such exercise, the determination of the Exercise Price shall be appropriately adjusted to apply to such Alternate Consideration based on the amount of Alternate Consideration issuable in respect of one share of Common Stock in such Fundamental Change, and the Company shall apportion the Exercise Price among the Alternate Consideration in a reasonable manner reflecting the relative value of any different components of the Alternate Consideration. Any successor to the Company or surviving entity in such Fundamental Change shall issue to Holder a new warrant substantially in the form of this Warrant and consistent with the foregoing provisions and evidencing Holder’s right to purchase the Alternate Consideration for the aggregate Exercise Price upon exercise thereof and, upon such issuance, this warrant shall be automatically cancelled and shall cease to be of further force or effect. The terms of any agreement pursuant to which a Fundamental Change is effected shall include terms requiring any such successor or surviving entity to comply with the provisions of this paragraph (c).

(d) Number of Exercise Shares. Simultaneously with any adjustment to the Exercise Price pursuant to this Section 5, the number of Exercise Shares that may be purchased upon exercise of this Warrant shall be increased or decreased proportionately, so that after such adjustment the aggregate Exercise Price payable hereunder for the adjusted number of Exercise Shares shall be the same as the aggregate Exercise Price in effect immediately prior to such adjustment.

(e) Calculations. All calculations under this Section 5 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.

(f) Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 5, the Company at its expense will within five (5) Business Days compute such adjustment in accordance with the terms of this Warrant and prepare a notice setting forth such adjustment, including a statement of the adjusted Exercise Price and adjusted number or type of Exercise Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will deliver a copy of each such notice to Holder and to the Company’s transfer agent.

(g) Notice of Corporate Events. If the Company (i) declares a dividend or any other distribution of cash, securities or other property in respect of its Common Stock, including without limitation any granting of rights or warrants to subscribe for or purchase any capital stock of the Company or any Subsidiary, (ii) authorizes or approves, enters into any agreement contemplating or solicits stockholder approval for any Fundamental Change or (iii) authorizes the voluntary dissolution, liquidation or winding up of the affairs of the Company, then the Company shall deliver to Holder a notice describing the material terms and conditions of such transaction at least 10 calendar days prior to

the applicable record or effective date on which a person would need to hold Common Stock in order to participate in or vote with respect to such transaction, and the Company will take all steps reasonably necessary in order to insure that Holder is given a reasonable opportunity to exercise this Warrant prior to such time so as to participate in or vote with respect to such transaction; provided, however, that the failure to deliver such notice or any defect therein shall not affect the validity of the corporate action required to be described in such notice.

6. Fractional Shares. No fractional shares shall be issued upon the exercise of this Warrant as a consequence of any adjustment pursuant hereto. All Exercise Shares (including fractions) issuable upon exercise of this Warrant may be aggregated for purposes of determining whether the exercise would result in the issuance of any fractional share. If, after aggregation, the exercise would result in the issuance of a fractional share, the Company shall, in lieu of issuance of any fractional share, pay Holder otherwise entitled to such fraction a sum in cash equal to the product resulting from multiplying the then current Fair Market Value of an Exercise Share by such fraction.

7. No Stockholder Rights. This Warrant in and of itself shall not entitle Holder to any voting rights or other rights as a stockholder of the Company.

8. Successors and Assigns. This Warrant applies to, inures to the benefit of and binds the successors and assigns of the parties hereto.

9. Transfer; Reissuance of Warrant.

(a) Transfer of Warrant. Subject to compliance with applicable federal and state securities laws, this Warrant and all rights hereunder are transferable in whole or in part by the Holder. Holder may transfer (without the need for an opinion of counsel) this Warrant and any Warrant Shares to its Affiliates. If this Warrant is to be transferred in whole or in part, Holder shall surrender this Warrant to the Company, whereupon the Company will forthwith issue and deliver upon the order of Holder a new Warrant (in accordance with this Section 9), registered as Holder may request, representing the right to purchase the number of Exercise Shares being transferred by Holder and, if less than the total number of Exercise Shares then underlying this Warrant is being transferred, a new Warrant (in accordance with Section 9(d)) to Holder representing the right to purchase the number of Exercise Shares not being transferred. Any attempted transfer of this Warrant in whole or in part not complying with this Section 9 shall be null and void and, in such case, the transferor Holder shall remain the Holder for purposes of this Warrant.

(b) Lost, Stolen or Mutilated Warrant. Upon receipt by the Company of evidence reasonably satisfactory to the Company of the loss, theft, destruction or mutilation of this Warrant, the Company shall execute and deliver to Holder a new Warrant (in accordance with Section 9(d)) representing the right to purchase the Exercise Shares then underlying this Warrant.

(c) Exchangeable for Multiple Warrants. This Warrant is exchangeable, upon the surrender hereof by Holder at the principal office of the Company, for a new Warrant or Warrants (in accordance with Section 9(d)) representing in the aggregate the right to purchase the number of Exercise Shares then underlying this Warrant, and each such new Warrant will represent the right to purchase such portion of such Exercise Shares as is designated by Holder at the time of such surrender; provided, however, no warrants for fractional shares of Common Stock shall be given.

(d) Issuance of New Warrants. Whenever the Company is required to issue a new Warrant or Warrants pursuant to the terms of this Warrant, each new Warrant (i) shall be issued by the Company within three (3) Trading Days of receiving instructions from Holder in accordance with this Warrant, (ii) shall be of like tenor with this Warrant, (iii) shall represent, as indicated on the face of such

new Warrant, the right to purchase the Exercise Shares then underlying this Warrant (or in the case of a new Warrant being issued pursuant to Section 9(a) or Section 9(c), the Exercise Shares designated by Holder which, when added to the number of shares of Common Stock underlying the other new Warrants issued in connection with such issuance, does not exceed the number of Exercise Shares then underlying this Warrant), (iv) shall have an issuance date, as indicated on the face of such new Warrant which is the same as the Issuance Date, and (v) except as provided in the foregoing clause (iii), shall have the same rights and conditions as this Warrant.

10. Modifications and Waiver. This Warrant and any provision hereof may be waived, modified or amended only by an instrument in writing signed by the Company and Holder.

11. Notices. Any notices or other communications required or permitted to be given hereunder shall be in writing and shall be deemed to be given when delivered in person or by private courier with receipt, if faxed when verbal or email confirmation from the recipient is received, or three (3) days after being deposited in the United States mail, first-class, registered or certified, return receipt requested, with postage paid. All communications shall be sent to the Company and the initial Holder at the addresses set forth in the Credit Agreement and to any successor Holder at such address indicated in writing to the Company by such Holder. The Company and Holder may change the address to which notices and communications to it are to be addressed by notification as provided herein.

12. Acceptance. Receipt of this Warrant by Holder shall constitute acceptance of and agreement to all of the terms and conditions contained in this Warrant.

13. Governing Law.

(a) This Warrant shall be governed by, and construed in accordance with, the laws of the State of Delaware.

(b) The Company and Holder each hereby irrevocably and unconditionally: (i) submits for itself and its property in any legal action or proceeding relating solely to this Warrant or the transactions contemplated hereby, to the exclusive jurisdiction of the courts of the State of Delaware and the Federal courts of the United States of America located within the State of Delaware, and appellate courts thereof; (ii) consents that any such action or proceeding may be brought in such courts, and waives any objection that it may now or hereafter have to the venue of any such action or proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the same to the extent permitted by applicable law; (iii) agrees that service of process in any such action or proceeding may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the party, as the case may be, at its address set forth in Section 11 or at such other address of which the other party shall have been notified pursuant thereto; (iv) agrees that nothing herein shall affect the right to effect service of process in any other manner permitted by law or shall limit the right to xxx in any other jurisdiction for recognition and enforcement of any judgment or if jurisdiction in the courts referenced in the foregoing clause (i) are not available despite the intentions of the parties hereto; (v) agrees that final judgment in any such suit, action or proceeding brought in such a court may be enforced in the courts of any jurisdiction to which such party is subject by a suit upon such judgment, provided that service of process is effected upon such party in the manner specified herein or as otherwise permitted by law; (vi) agrees that to the extent that such party has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process with respect to itself or its property, such party hereby irrevocably waives such immunity in respect of its obligations under this Warrant, to the extent permitted by law; and (vii) irrevocably and unconditionally waives trial by jury in any legal action or proceeding in relation to this Warrant.

14. Descriptive Headings. The descriptive headings of the several paragraphs of this Warrant are inserted for convenience only and do not constitute a part of this Warrant. The language in this Warrant shall be construed as to its fair meaning without regard to which party drafted this Warrant.

15. Severability. If any part or provision of this Warrant is held unenforceable or in conflict with the applicable laws or regulations of any jurisdiction, the invalid or unenforceable part or provisions shall be replaced with a provision which accomplishes, to the extent possible, the original business purpose of such part or provision in a valid and enforceable manner, and the remainder of this Warrant shall remain binding upon the parties hereto.

16. Entire Agreement. This Warrant and the other Loan Documents constitute the entire agreement between the parties pertaining to the subject matter hereof and supersedes all prior agreements, negotiations, understandings, representations, and statements with respect to the subject matter hereof, whether written or oral.

17. Indemnification. The Company shall indemnify, save and hold harmless Holder from and against any and all liability, loss, cost, damage, reasonable attorneys’ and accountants’ fees and expenses, court costs and all other out of-pocket expenses incurred in connection with or arising from any default hereunder by the Company. This indemnification provision shall be in addition to the rights of such Holder to bring an action against the Company for breach of contract based on such default hereunder.

18. Limitation of Liability. No provision hereof, in the absence of affirmative action by Holder to purchase shares of Common Stock, and no enumeration herein of the rights or privileges of Holder hereof, shall give rise to any liability of such Holder to pay the Exercise Price for any Exercise Shares other than pursuant to an exercise of this Warrant or any liability as a stockholder of the Company, whether such liability is asserted by the Company or by creditors of the Company.

19. Remedies. In addition to being entitled to exercise its rights granted by law, including recovery of damages, Holder shall be entitled to specific performance of its rights provided under this Warrant. The Company agrees that monetary damages would not be adequate compensation for any loss incurred by reason of a breach by it of the provisions of this Warrant and hereby agrees, in an action for specific performance, to waive the defense that a remedy at law would be adequate.

20. Further Acts. Each of the parties hereto agrees to perform any further acts and execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Warrant.

[Signature Page Follows]

IN WITNESS WHEREOF, the Company has caused this Warrant to be executed by its duly authorized officer as of the date first written above.


POWERWAVE TECHNOLOGIES, INC.

By:
		Name:
		Title:

NOTICE OF EXERCISE

TO:

POWERWAVE TECHNOLOGIES, INC.

The undersigned (“Holder”) elects to acquire shares of Common Stock of Powerwave Technologies, Inc. (the “Company”), pursuant to the terms of the Warrant.

(1) The undersigned hereby elects to (check one box only):

¨ purchase shares of the Common Stock pursuant to the terms of the attached Warrant, and tenders herewith payment of the exercise price in full for such shares.

¨ purchase the number of shares of Common Stock of the Company by cashless exercise pursuant to the terms of the Warrant as shall be issuable upon cashless exercise of the portion of the Warrant relating to shares.

(2) Please issue a certificate or certificates representing said shares of Common Stock in the name of the undersigned (or in such other name as is specified below) and, if applicable, issue a new Warrant in like tenor representing the right to purchase shares of Common Stock under the attached Warrant not being purchased at this time under this Notice of Exercise, in each case as specified below by Holder:


		HOLDER:
				(Print name)



	By:
Date: , 20		Name:
		Title:

ASSIGNMENT FORM

(To assign the foregoing Warrant, subject to compliance with Section 9 thereof, execute this form and supply required information. Do not use this form to purchase shares.)

FOR VALUE RECEIVED, the foregoing Warrant and all rights evidenced thereby are hereby assigned to:

Name of transferee:

(Print name)

Address:


		HOLDER:
				(Print name)



	By:
Date: , 20		Name:
		Title:

EXHIBIT E TO

CREDIT AGREEMENT

Form of

COMPLIANCE CERTIFICATE

Reference is hereby made to that certain Credit Agreement dated as of September 11, 2012 (as it may be amended, modified, extended or restated from time to time, the “Credit Agreement”), among POWERWAVE TECHNOLOGIES, INC., a Delaware corporation, as borrower (the “Borrower”), the Lenders party thereto, and P-WAVE HOLDINGS, LLC, as Agent. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Credit Agreement.

I, , the [chief financial officer][chief executive officer] of Borrower, in such capacity and not in my individual capacity, hereby certify the following:

a. Attached hereto as Schedule 1 are detailed calculations demonstrating compliance by Borrower and its Subsidiaries with Article VII of the Credit Agreement. [Attached hereto as Schedule 2 are detailed calculations demonstrating the amount of Excess Cash Flow.]¹

b. The Borrower was in compliance with each of the covenants set forth in Article VII of the Credit Agreement at all times during and since [ ].

c. The financial statements delivered to the Agent herewith were prepared in accordance with generally accepted accounting principles [(except for the absence of footnotes required by generally accepted accounting principles)] and fairly represent the financial position of the Borrower and its Subsidiaries as of the date hereof. Furthermore, the representation and warranty set forth in Section 3.16 of the Credit Agreement (Complete Disclosure) is true and accurate in respect of any financial information provided herewith.

d. I have reviewed the terms of the Credit Agreement and have made, or caused to be made under my supervision, a review in reasonable detail of the transactions and financial condition of Borrower and its Subsidiaries during the accounting period covered by the financial statements delivered pursuant to Schedule 5.01 of the Credit Agreement.

e. No Default has occurred under 2 the Credit Agreement which has not been previously disclosed, in writing, to the Agent.²

¹	To be used only in the Compliance Certificate delivered pursuant to clause (c)(ii) of Schedule 5.01 of the Credit Agreement for the fiscal year ending on or about January 1, 2015.

If a Default shall have occurred, an explanation specifying the nature and extent of such Default shall be provided on a separate page together with an explanation of the corrective action taken or proposed to be taken with respect thereto (include, as applicable, information regarding actions, if any, taken since prior certificate).

E-1

IN WITNESS WHEREOF, this Compliance Certificate is executed by the undersigned this day of , 20 .


POWERWAVE TECHNOLOGIES, INC.

By:
		Name:
		Title: [Chief Executive Officer][Chief Financial Officer]

E-2

Schedule 1

to Compliance Certificate

See attached.

E-3

[Schedule 2

to Compliance Certificate

See attached.]

E-4

Annex A

Closing Date Term Loan Commitments


Lender	Amount

P-WAVE HOLDINGS, LLC	$	35,000,000


Total:	$	35,000,000

Annex B

Delayed Draw Term Loan Commitments


Lender	Amount

P-WAVE HOLDINGS, LLC	$	15,000,000


Total:	$	15,000,000

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Table of Contents

CREDIT AGREEMENT dated as of September 11, 2012 among POWERWAVE TECHNOLOGIES, INC., as Borrower, THE LENDERS THAT ARE SIGNATORIES HERETO, as Lenders, and P-WAVE HOLDINGS, LLC, as Agent

Document Metadata