Exhibit 10.19
SECOND AMENDMENT
TO
SECOND AMENDED AND RESTATED
LOAN AND SECURITY AGREEMENT
THIS SECOND AMENDMENT
to Second Amended and Restated Loan
and Security Agreement (this “Amendment”) is entered
into this 27th day of June, 2008, by and between Silicon Valley
Bank (“Bank”) and QUICKLOGIC CORPORATION, a
Delaware corporation (“Borrower”) whose address is 1277
Orleans Drive, Sunnyvale, California 94089-1138
RECITALS
A.
Borrower and Bank have previously entered into that certain Second
Amended and Restated Loan and Security Agreement dated as of
June 30, 2006 (as amended by that First Amendment to the
Second Amended and Restated Loan and Security Agreement dated
June 27, 2007, and as the same may from time to time be
further amended, modified, supplemented or restated, collectively,
the “Loan Agreement”).
B.
Bank has extended credit to Borrower for the purposes permitted in
the Loan Agreement.
C.
Borrower has requested that Bank amend the Loan Agreement to
(i) extend the Revolving Line Maturity Date, and
(ii) make certain other revisions to the Loan Agreement as
more fully set forth herein.
D.
Bank has agreed to so amend certain provisions of the Loan
Agreement, but only to the extent, in accordance with the terms,
subject to the conditions and in reliance upon the representations
and warranties set forth below.
AGREEMENT
NOW, THEREFORE,
in consideration of the foregoing
recitals and other good and valuable consideration, the receipt and
adequacy of which is hereby acknowledged, and intending to be
legally bound, the parties hereto agree as follows:
1.
Definitions. Capitalized
terms used but not defined in this Amendment shall have the
meanings given to them in the Loan Agreement.
2.
Amendments to Loan Agreement.
2.1
Section 6.8 (Financial Covenants). Section 6.8(i) is amended in its
entirety and replaced with the following:
(i)
Tangible Net Worth. A
Tangible Net Worth of at least $28,000,000; provided
however , commencing as of June 27, 2008, Bank shall
not measure and Borrower shall not be required to comply with this
Section 6.8(i)
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