SECOND AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • January 21st, 1997 • Neomagic Corp • California
RECITALS --------Indemnification Agreement • February 25th, 1997 • Neomagic Corp • Semiconductors & related devices • Delaware
EXHIBIT 1.1 NEOMAGIC CORPORATION COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENT February __, 1997Underwriting Agreement • January 21st, 1997 • Neomagic Corp • New York
EXHIBIT 10.8 M A S T E R L E A S E A G R E E M E N T COMDISCO, INC. - LESSOR MASTER LEASE AGREEMENT dated November 24, 1993 by and between COMDISCO, INC. ("LESSOR") and NEOMAGIC CORPORATION ("LESSEE"). IN CONSIDERATION of the mutual agreements...Master Lease Agreement • February 25th, 1997 • Neomagic Corp • Semiconductors & related devices • Illinois
EXHIBIT 4.4 NEOMAGIC CORPORATION STOCK PURCHASE AGREEMENT March 20, 1997 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (the "Agreement") is made as of March 20, 1997, by and among NeoMagic Corporation, a Delaware corporation (the "Company"),...Stock Purchase Agreement • March 24th, 1997 • Neomagic Corp • Semiconductors & related devices • California
AGREEMENT This AGREEMENT is made and entered into as of the 20th of November, 1995 by and between NeoMagic Corporation, a company organized and existing under the laws of California, U.S.A., having an office and place of business at 2710 Walsh Avenue,...General Security Agreement • January 21st, 1997 • Neomagic Corp • California
NEOMAGIC CORPORATION and EQUISERVE TRUST COMPANY, N.A. PREFERRED STOCK RIGHTS AGREEMENT Dated as of December 19, 2002Preferred Stock Rights Agreement • December 23rd, 2002 • Neomagic Corp • Semiconductors & related devices • Delaware
This Preferred Stock Rights Agreement is dated as of December 19, 2002, between NeoMagic Corporation, a Delaware corporation, (the "Company"), and EquiServe Trust Company, N.A. (the "Rights Agent").
EXHIBIT 10.9 TO THE EXTENT THAT THIS LEASE AND ANY LEASE SCHEDULE CONSTITUTES CHATTEL PAPER (AS DEFINED IN THE UNIFORM COMMERCIAL CODE, AS IN EFFECT IN ANY APPLICABLE JURISDICTION), NO SECURITY INTEREST HEREIN OR THEREIN MAY BE CREATED EXCEPT THROUGH...Master Equipment Lease Agreement • February 25th, 1997 • Neomagic Corp • Semiconductors & related devices • California
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 16th, 2005 • Neomagic Corp • Semiconductors & related devices • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 13, 2005, by and among NeoMagic Corporation, a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, a “Purchaser” and collectively, the “Purchasers”).
Sublandlord: NeoMagic Corporation Master Premises:3260 Jay Street, Santa Clara, California Subtenant: Juniper Networks, Inc. Date: June 17, 1996 1. Parties: This Sublease is made and entered into as of June 11, 1996, by and between NeoMagic...Neomagic Corp • February 25th, 1997 • Semiconductors & related devices
SECTIONStock Purchase Agreement • March 24th, 1997 • Neomagic Corp • Semiconductors & related devices • California
SERIES A WARRANT TO PURCHASE COMMON STOCK OF NEOMAGIC CORPORATIONNeomagic Corp • August 23rd, 2004 • Semiconductors & related devices
THIS CERTIFIES that SATELLITE STRATEGIC FINANCE ASSOCIATES, LLC or any subsequent holder hereof (the “Holder”), has the right to purchase from NEOMAGIC CORPORATION, a Delaware corporation (the “Company”), up to 1,608,696 fully paid and nonassessable shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), subject to adjustment as provided herein, at a price per share equal to the Exercise Price (as defined below), at any time and from time to time beginning on the date on which this Warrant is originally issued (the “Issue Date”) and ending at 6:00 p.m., eastern time, on the date that is the fifth (5th) anniversary of the Issue Date (or, if such date is not a Business Day, on the Business Day immediately following such date) (the “Expiration Date”). This Warrant is issued pursuant to a Securities Purchase Agreement, dated as of August 19, 2004 (the “Securities Purchase Agreement”). Capitalized terms used herein and not otherwise defined shall have the resp
WAFER SUPPLY AGREEMENTWafer Supply Agreement • April 30th, 1999 • Neomagic Corp • Semiconductors & related devices
EMPLOYMENT AGREEMENTEmployment Agreement • September 15th, 2008 • Neomagic Corp • Semiconductors & related devices • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of June 11, 2008 (the “Effective Date”), by and between NEOMAGIC CORPORATION, a Delaware corporation (the “Company”), and Pierre-Yves Couteau (“Employee”).
NEOMAGIC CORPORATION 2,500,000 Shares Warrants to Purchase 1,250,000 Shares Common Stock ($0.001 Par Value) PLACEMENT AGENCY AGREEMENTNeomagic Corp • December 1st, 2006 • Semiconductors & related devices • New York
The undersigned, NeoMagic Corporation, a Delaware corporation (the “Company”), hereby addresses you (the “Placement Agent”) and confirms its agreement with you as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 23rd, 2004 • Neomagic Corp • Semiconductors & related devices • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 19, 2004, is by and between NeoMagic Corporation, a Delaware corporation (the “Company”), and each of the entities whose names appear on the signature pages hereof. Such entities are each referred to herein as an “Investor” and, collectively, as the “Investors”.
WITNESSETH:Neomagic Corp • April 22nd, 1998 • Semiconductors & related devices
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 25th, 2012 • Neomagic Corp • Semiconductors & related devices • California
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of October 24, 2012, and is entered into by and among each of the investors whose names are listed on Exhibit A hereto (each individually, an “Investor” and collectively, the "Investors") and NeoMagic Corporation, a Delaware corporation (the “Company”), with the Company and each of the Investors hereinafter being referred to collectively as the “Parties” and individually as a “Party.”).
EXHIBIT 10.6 [LOGO OF PERRY/ARRILLAGA APPEARS HERE] June 18, 1996 Ms. Lori Holland Chief Financial Officer Neomagic Corporation 3260 Jay Street Santa Clara, CA 95054 Re: ALTERATIONS TO LEASED PREMISES at 3260 Jay Street, Santa Clara, California,...Neomagic Corp • February 25th, 1997 • Semiconductors & related devices
ASSET PURCHASE AGREEMENT BY AND BETWEEN NEOMAGIC CORPORATION ACCELERATE ACQUISITION, INC. LINKUP SYSTEMS CORPORATION AND WITH RESPECT TO ARTICLE VIII ONLY J.P. MORGAN TRUST COMPANY, NATIONAL ASSOCIATION December 6, 2001Voting Agreement • January 8th, 2002 • Neomagic Corp • Semiconductors & related devices • California
This ASSET PURCHASE AGREEMENT (the "Agreement") is made and entered into as of December , 2001 by and among NeoMagic Corporation, a Delaware corporation, ("Buyer Parent"), Accelerate Acquisition, Inc., a Delaware corporation and subsidiary of Buyer Parent (the "Buyer"), LinkUp Systems Corporation, a Delaware corporation (the "Seller"), and, with respect to Article VIII only, J.P. Morgan Trust Company, National Association (the "Escrow Agent"). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article IX.
SERIES B WARRANT TO PURCHASE COMMON STOCK OF NEOMAGIC CORPORATIONNeomagic Corp • August 23rd, 2004 • Semiconductors & related devices
THIS CERTIFIES that SATELLITE STRATEGIC FINANCE ASSOCIATES, LLC or any subsequent holder hereof (the “Holder”), has the right to purchase from NEOMAGIC CORPORATION, a Delaware corporation (the “Company”), up to 1,000,000 fully paid and nonassessable shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), subject to adjustment as provided herein, at a price per share equal to the Exercise Price (as defined below), at any time and from time to time beginning on the date that this Warrant is originally issued (the “Issue Date”) and ending at 6:00 p.m., eastern time, on the date that is the ninetieth (90th) day following the Effective Date (as defined in the Registration Rights Agreement) or, if such date is not a Business Day, then on the Business Day immediately following such date (the “Expiration Date”). This Warrant is issued pursuant to a Securities Purchase Agreement, dated as of August 19, 2004 (the “Securities Purchase Agreement”). Capitalized terms
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 16th, 2005 • Neomagic Corp • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December , 2005, by and among NeoMagic Corporation, a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
PATENT PURCHASE AGREEMENTPatent Purchase Agreement • April 24th, 2008 • Neomagic Corp • Semiconductors & related devices • Delaware
This PATENT PURCHASE AGREEMENT (this “Agreement”) is entered into, as of the Effective Date (defined below), by and between NeoMagic Corporation, a Delaware corporation, with an office at 3250 Jay Street, Santa Clara, CA 95054 (“Seller 1”) and NeoMagic Israel Ltd., with an office at Belt Adar, 7 Glboral Israel St., POB 8506 New Industrial Zone, Netanya 42504, Israel (“Seller 2”) (Seller 1 and Seller 2, individually and collectively, “Seller”) and Faust Communications Holdings, LLC, a Delaware limited liability company, with an address at 1209 Orange Street, Wilmington, DE 19801 (“Purchaser”). The parties hereby agree as follows:
EXHIBIT 10.11 GENERAL SECURITY AGREEMENT -------------------------- This Agreement made this 15th day of November 1995, between Mitsubishi International Corporation (herein called "Secured Party") and NeoMagic Corporation (herein called "Debtor"). 1....General Security Agreement • January 21st, 1997 • Neomagic Corp
CONSULTING AGREEMENTConsulting Agreement • February 10th, 2010 • Neomagic Corp • Semiconductors & related devices • California
THIS CONSULTING AGREEMENT ("AGREEMENT") DATED AS OF February 4, 2010, BETWEEN NEOMAGIC CORPORATION, 2372-A QUME DRIVE, SAN JOSE, CALIFORNIA, USA 95131, A DELAWARE CORPORATION ("NeoMagic") AND DOUGLAS R. YOUNG, _______, San Jose, CA, (the "Consultant") is entered into with reference to the following facts:
CONFIDENTIAL CONSULTING AGREEMENTConfidential Consulting Agreement • December 11th, 2009 • Neomagic Corp • Semiconductors & related devices • California
This Consulting Agreement (the “Agreement”) is executed as of the date shown on the signature page (the “Effective Date”), by and between FLG Partners, LLC, a California limited liability company (“FLG”), and the entity identified on the signature page (“Client”).
QuickLinks -- Click here to rapidly navigate through this documentNeomagic Corp • September 11th, 2002 • Semiconductors & related devices
Full and Final Release between NeoMagic International Corporation, a Cayman Island company, with offices c/o Caledonian Bank & Trust Ltd., Ground Floor, Caledonian House, Mary Street, P.O. Box 1043, Georgetown, Grand Cayman B.W. I. (hereinafter referred to as "NeoMagic") and Infineon Technologies AG, St. Martin Str. 53, 81669 Munich, Germany (hereinafter referred to as "Infineon") (hereinafter each individually referred to as a "Party" and collectively referred to as the "Parties") dated as of September 9, 2002.
SEPARATION AGREEMENT AND RELEASE OF CLAIMSSeparation Agreement and Release of Claims • February 10th, 2010 • Neomagic Corp • Semiconductors & related devices • California
This Separation Agreement and Release of Claims (“Separation Agreement”) is made by and between NeoMagic Corporation (the “Company”), and Douglas R. Young, (“Employee”). The Company and Employee shall collectively be referred to in this Separation Agreement as the “Parties” and sometimes individually as a “Party.”
AMENDMENT NO. 3 TO LEASENeomagic Corp • December 11th, 2002 • Semiconductors & related devices
THIS AMENDMENT NO. 3 is made and entered into this 26TH day of February, 2002, by and between A&P FAMILY INVESTMENTS, a California general partnership, as LANDLORD, and NEOMAGIC CORPORATION, a Delaware corporation, as TENANT.
NEOMAGIC CORPORATION 1998 NONSTATUTORY STOCK OPTION PLAN STOCK OPTION AGREEMENTNeomagic Corp • February 14th, 2003 • Semiconductors & related devices • California
Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Option Agreement.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 15th, 2009 • Neomagic Corp • Semiconductors & related devices • California
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of October___, 2009, and is entered into by and among each of the investors whose names are set forth below (each individually, an “Investor” and collectively, the "Investors") and NeoMagic Corporation, a Delaware corporation (the “Company”), with the Company and each of the Investors hereinafter being referred to collectively as the “Parties” and individually as a “Party.”).
RECITALSProduct Joint Development Agreement • February 25th, 1997 • Neomagic Corp • Semiconductors & related devices
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 23rd, 2004 • Neomagic Corp • Semiconductors & related devices • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 19, 2004, is by and between NEOMAGIC CORPORATION, a Delaware corporation (the “Company”), and each of the entities whose names appear on the signature pages hereof. Such entities are each referred to herein as an “Investor” and, collectively, as the “Investors”.
PATENT PURCHASE AGREEMENTPatent Purchase Agreement • June 10th, 2005 • Neomagic Corp • Semiconductors & related devices • New York
This PATENT PURCHASE AGREEMENT (“Agreement”) is entered into on April 6, 2005 (“Effective Date”) by and between Faust Communications, LLC, with an office at [***] (“Purchaser”), and NeoMagic Corporation with an office at 3250 Jay Street, Santa Clara, CA 95054 (“Seller”). The parties hereby agree as follows.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 15th, 2009 • Neomagic Corp • Semiconductors & related devices • California
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of October___, 2009, and is entered into by and among ____; ____; ____; ____ and ____; (each individually, an “Investor” and collectively, the "Investors") and NeoMagic Corporation, a Delaware corporation (the “Company”), with the Company and each of the Investors hereinafter being referred to collectively as the “Parties” and individually as a “Party.”).
