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Full title: Stipulation to Approve Document Stipulation and Proposed Order Regarding Proposed Term Sheet for Global Settlement Filed by Debtor Wave Computing, Inc.. (Attachments: # 1 Exhibit A # 2 Exhibit B) (Newman, Samuel) (Entered: 02/02/2021)

Document posted on Feb 1, 2021 in the bankruptcy, 4 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

WHEREAS pursuant to the JAMS Mediation, the Parties were able to consensually reagreement on a Proposed Term Sheet for Global Settlement (the “Term Sheet”), which is attac12 hereto as Exhibit Aand incorporated herein for reference;213 WHEREAS each of the Parties agree to be bound by the provisions set forth in the TSheet; 14 15 WHEREAS the Committee is not a Party, but consents to the relief requested;16 WHEREAS the Parties seek to implement the provisions of the Term Sheet and make sprovisions binding on the signatories hereto in accordance with the terms set forth herein and in 17 proposed order attached hereto as Exhibit B (the “Order”).Debtors’ (or reorganized Debtors’, as applicable) assumption of the Lice23 Agreements under section 365(a) of title 11 of the United States Code (the “Bankruptcy Code”modified by the Term Sheet.Upon execution of the Term Sheet, each of the Parties shall be deemed to have agr25 that all of the requirements of section 365(b) of the Bankruptcy Code have been met, including t26 no cure payment shall be due in connection with the assumption under section 365(a).Except as expressly set forth in this Stipulation, nothing contained herein shall beadmission or a waiver of the substantive or procedural rights, remedies, claims, or defenses of an7 the Parties.

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1 SIDLEY AUSTIN LLP Samuel A.Newman (SBN 217042) 2 (sam.newman@sidley.com) Genevieve G. Weiner (SBN 254272) 3 (gweiner@sidley.com) Julia Philips Roth (SBN 324987) 4 (julia.roth@sidley.com) 555 West Fifth Street 5 Los Angeles, CA 90013 Telephone: 213.896.6000 6 Facsimile: 213.896.6600 7 SIDLEY AUSTIN LLP Charles M. Persons (admitted pro hac vice) 8 (cpersons@sidley.com) Juliana Hoffman (admitted pro hac vice) 9 (jhoffman@sidley.com) Jeri Leigh Miller (admitted pro hac vice) 10 (jeri.miller@sidley.com) 2021 McKinney Avenue 11 Suite 2000 Dallas, TX 75201 12 Telephone: 214.981.3300 Facsimile: 214.981.3400 13 Attorneys for Debtors andDebtors in 14 Possession 15 UNITED STATES BANKRUPTCY COURT 16 NORTHERN DISTRICT OF CALIFORNIA 17 SAN JOSE DIVISION 18 19 In re: ) Case No.20-50682 (MEH) ) 20 WAVE COMPUTING, INC., et al., ) Chapter11 (Jointly Administered) ) 21 Debtors.1 ) STIPULATION AND PROPOSED ORD ) 22 REGARDING PROPOSED TERM SHE ) FOR GLOBAL SETTLEMENT ) 23 ) [No Hearing Requested] 24 ) ) 25 ) 26 27 1 The Debtors in these chapter 11 cases are Wave Computing, Inc., MIPS Tech, Inc., Hellosoft, I

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1 This stipulation (the “Stipulation”) is made and entered into by and between Wave Computi 2 Inc. and its debtor affiliates, as debtors and debtors-in-possession (collectively, the“Debtor 3 Prestige Century Investments Limited (“Prestige”), CIP United Co., Ltd. (“CIP”), Tallw 4 Technology Partners, LLC (“Tallwood,” and together with the Debtors, Prestige, and 5 the“Parties”), by and through their respective undersigned counsel. 6 RECITALS 7 WHEREAS on February 1, 2021, the Parties engaged via videoconference in a mediasettlement conference with a third-party mediator through Judicial Arbitration and Mediation Servi 8 Inc. (the “JAMS Mediation”); 9 WHEREAS the Official Committee of Unsecured Creditors (the “Committee”) 10 participated in the JAMS Mediation; 11 WHEREAS pursuant to the JAMS Mediation, the Parties were able to consensually reagreement on a Proposed Term Sheet for Global Settlement (the “Term Sheet”), which is attac12 hereto as Exhibit Aand incorporated herein for reference;213 WHEREAS each of the Parties agree to be bound by the provisions set forth in the TSheet; 14 15 WHEREAS the Committee is not a Party, but consents to the relief requested;16 WHEREAS the Parties seek to implement the provisions of the Term Sheet and make sprovisions binding on the signatories hereto in accordance with the terms set forth herein and in 17 proposed order attached hereto as Exhibit B (the “Order”). 18 NOW THEREFORE, it is hereby stipulated and agreed by the Parties: 19 1. Each of the Parties agree to be bound by the provisions of the Term Sheet, includall obligations and rights set forth therein. 20 21 2. Each of the Parties is an intended beneficiary of the Term Sheet. 22 3. Upon execution of the Term Sheet, each of the Parties shall be deemed to hconsented to the Debtors’ (or reorganized Debtors’, as applicable) assumption of the Lice23 Agreements under section 365(a) of title 11 of the United States Code (the “Bankruptcy Code”modified by the Term Sheet. 24 4. Upon execution of the Term Sheet, each of the Parties shall be deemed to have agr25 that all of the requirements of section 365(b) of the Bankruptcy Code have been met, including t26 no cure payment shall be due in connection with the assumption under section 365(a). 27 2

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1 5. Upon execution of the Term Sheet, the Parties agree that the litigation resolving CIcure objection shall be moot, and all deadlines relating thereto are hereby suspended and cancelle2 6. Upon confirmation of the Chapter 11 Plan, the Parties agree that Proofs of Claim 3 56, 57, 58, and 59 are disallowed. 4 7. The Parties agree that, notwithstanding any resolution herein, Proofs of Claim Nos. 5 57, 58, and 59 are not entitled to vote on the Chapter 11 Plan. 6 8. Except as expressly set forth in this Stipulation, nothing contained herein shall beadmission or a waiver of the substantive or procedural rights, remedies, claims, or defenses of an7 the Parties. 8 9. The Bankruptcy Court shall retain jurisdiction with respect to all matters arising fror related to the implementation, interpretation, or enforcement of this Stipulation and the Order. 9 10 SO STIPULATED: 11 Dated: February 2, 2021 12 13 SEVERSON & WERSON, P.C. SEVERSON & WERSON, P.C. 14 /s/ (cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66) /s/ (cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)(cid:66)15 Bernar7d14 8JC.D 6KAAoE3r5n43b2 .e.. rg Bernard J. Kornberg Donald H. Cram Donald H. Cram 16 17 Attorney for CIP United Co., Ltd. Attorney for Prestige Century InvestmentsLimited 18 19 BINDER & MALTER, LLP SIDLEY AUSTIN LLP 20 By:/s/ /s/ Robert G. Harris Samuel A. Newman 21 Jeri LeighMiller 22 Attorney for Tallwood Technology Partners, LLC Attorneys for Debtors and Debtors in 23 Possession 24 25 26 27

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1 The Official Committee of Unsecured Creditors is not a Party, but consents to the relief requested2 3 HOGAN LOVELLS US LLP 4 By:/s/ 5 6 Richard L. Wynne Edward J. McNeilly 7 Attorneys forthe Official Committee 8 of Unsecured Creditors 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27