(FOR MAXIMAL GUARANTEE <Contains Country Risk Clause>)
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| ||Date: June 29, 2018|
To: MUFG Bank, Ltd.
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Address: 1-1-1 Miyahara, Yodogawa-ku, Osaka City
Guarantor: Akira Takada, CEO
Address: 5451 Patrick Henry Drive
Santa Clara, CA 95054
Obligor: SiTime Corporation
The Guarantor hereby guarantees, and shall be jointly and severally liable (rentai hosho) with the Obligor with respect to any and all obligations which the Obligor owes or may hereafter owe to MUFG Bank, Ltd. (hereinafter, the Bank) under or pursuant to BANK TRANSACTION AGREEMENT executed by the Obligor on August 31, 2015. The Guarantor hereby agrees to follow the terms and conditions of the BANK TRANSACTION AGREEMENT and the terms and conditions set forth below.
The maximum liability of the Guarantor under this Guaranty is [ US$50,000,000- ].
In the event that any of the guaranteed obligations are denominated in any currency other than set forth above, the amount of any payment obligation in such other currency shall be converted, for the purpose of calculating the maximum limit, into the currency above, at the foreign exchange rate quoted or offered by the Bank as of any day as determined by the Bank in its sole discretion from among the days during the period from and including the due date of the Obligors performance (or the due date upon acceleration, as the case may be) to and including the date of the actual performance by the Guarantor.
With respect to the obligations which the Obligor may hereafter owe to the Bank, the Guarantor guarantees the obligation which will occur on or before June 30, 2019.
The Guarantor shall not set off any deposits or any other credits of the Obligor with the Bank.
The Guarantor shall not seek to be discharged from its obligations hereunder even if the Bank changes or releases any security or any other guarantee at the Banks discretion.
If and when the Guarantor performs any obligations under this Guaranty, the Guarantor shall exercise the rights obtained from the Bank by subrogation to the extent mutually agreed between the Bank and the Guarantor so long as transactions between the Obligor and the Bank continue.