Exhibit 10.20
THIRD AMENDMENT
TO
SECOND AMENDED AND RESTATED
LOAN AND SECURITY AGREEMENT
THIS THIRD AMENDMENT
to Second Amended and Restated Loan
and Security Agreement (this “Amendment”) is entered
into this 31st day of July, 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
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 Second Amended and Restated Loan and
Security Agreement dated June 27, 2007, and that Second
Amendment to Second Amended and Restated Loan and Security
Agreement dated June 27, 2008, and as the same may from time
to time be further amended, modified, supplemented or restated,
collectively, the “Loan Agreement”).
A.
Bank has extended credit to Borrower for the purposes permitted in
the Loan Agreement.
B.
Borrower has requested that Bank amend the Loan Agreement to extend
both the Second Equipment Availability End Date and the Revolving
Maturity Date as more fully set forth herein.
C.
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
1