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Item 1.01. Entry into a Material Definitive Agreement.
On October 3, 2022, Everspin Technologies, Inc. (the “Company”) and QuickLogic Corporation (“QuickLogic”) entered into a subcontract agreement (the “Agreement”). Under the Agreement, QuickLogic subcontracts to the Company a portion of the development services under the Prototype Project Agreement for Strategic Radiation Hardened (SRH) Field Programmable Gate Array (FPGA), dated July 27, 2022 (“Prime Contract”), by and between QuickLogic and the United States of America (the “End Client”). The Agreement will terminate upon the completion of certain contract deliverables, unless QuickLogic and the End Client exercise their options to extend the term to include additional deliverables outlined in the Agreement.
Pursuant to the Agreement, the Company may receive cash payments upon the achievement of certain technical tasks and deliverables listed in the Agreement. In addition, the Company grants a non-exclusive, limited, non-commercial license to use certain of the Company’s intellectual property, in the development of the deliverables subcontracted to the Company under the Agreement, in exchange for cash installment license fee payments due at specified periods in the development cycle. Subject to payment of such initial license fees, the Company is obligated to grant QuickLogic a royalty-bearing commercial license to use certain of the Company’s intellectual property to produce the product that is specified in the Prime Contract, but the Company has the right to manufacture the MRAM portion of such product.
The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending September 30, 2022 and is incorporated herein by reference.