Virage Logic Corp Sample Contracts

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AGREEMENT AND
Agreement and Plan of Reorganization • June 7th, 2002 • Virage Logic Corp • California
ARTICLE II. REPRESENTATIONS AND WARRANTIES OF THE COMPANY
Common Stock Purchase Agreement • July 6th, 2000 • Virage Logic Corp • Delaware
CHECK ONE): [ ] INCENTIVE STOCK OPTION [ ] NONQUALIFIED STOCK OPTION
Stock Option Agreement • May 2nd, 2000 • Virage Logic Corp • California
OFFICE LEASE
Office Lease • May 2nd, 2000 • Virage Logic Corp • Washington
BACKGROUND
Licensing Agreement • May 2nd, 2000 • Virage Logic Corp • California
MONTHS ANNUAL RENT MONTHLY INSTALLMENT 1-12 $ 115,220 $ 9,601.67 13-24 $ 119,335 $ 9,944.58 25-36 $ 123,450 $10,287.50
Lease Agreement • December 19th, 2001 • Virage Logic Corp • Washington
BACKGROUND
Indemnification Agreement • May 2nd, 2000 • Virage Logic Corp • Delaware
1 EXHIBIT 10.29 SECURED FULL RECOURSE PROMISSORY NOTE Fremont, California
Secured Full Recourse Promissory Note • December 26th, 2000 • Virage Logic Corp • California
ARTICLE 1 REFERENCES
Industrial Space Lease • May 2nd, 2000 • Virage Logic Corp • California
INDUSTRIAL SPACE LEASE (SINGLE TENANT NET)
Industrial Space Lease • December 14th, 2007 • Virage Logic Corp • Semiconductors & related devices • California

THIS LEASE, dated October 12, 2006, for reference purposes only, is made by and between: the Neidig Family Trust U/D/T July 25, 1986 (“Landlord”), and Virage Logic, a California Corporation (“Tenant”), to be effective and binding upon the parties as of the date the last of the designated signatories to this Lease shall have executed this Lease (the “Effective Date of this Lease”).

HQ
Office Service Agreement • May 2nd, 2000 • Virage Logic Corp
FORM OF VOTING AGREEMENT AND IRREVOCABLE PROXY
Voting Agreement and Irrevocable Proxy • June 10th, 2010 • Virage Logic Corp • Semiconductors & related devices • Delaware

This VOTING AGREEMENT AND IRREVOCABLE PROXY (this “Agreement”) is entered into as of June 9, 2010, by and between Synopsys, Inc., a Delaware corporation (“Parent”), and the undersigned stockholder (“Stockholder”) of Virage Logic Corporation, a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to them in the Merger Agreement (as defined below).

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RENT AGREEMENT
Rent Agreement • December 19th, 2001 • Virage Logic Corp
LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • December 7th, 2009 • Virage Logic Corp • Semiconductors & related devices • Delaware

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of December 1, 2009 between SILICON VALLEY BANK, a California banking corporation (“Bank”), and VIRAGE LOGIC CORPORATION, a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

AMENDED AND RESTATED CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • August 9th, 2010 • Virage Logic Corp • Semiconductors & related devices • California

This Amended and Restated Change in Control Severance Agreement (this “Agreement”) is entered into as of June 6, 2010 (the “Effective Date”), by and between Brian Sereda (“Executive”) and Virage Logic Corporation, a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG SYNOPSYS, INC., VORTEX ACQUISITION CORP. AND VIRAGE LOGIC CORPORATION June 9, 2010
Merger Agreement • June 10th, 2010 • Virage Logic Corp • Semiconductors & related devices • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of June 9, 2010 (the “Agreement Date”), by and among Synopsys, Inc., a Delaware corporation (“Parent”), Vortex Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Sub”), and Virage Logic Corporation, a Delaware corporation (the “Company”).

RECITALS
Stock Pledge Agreement • May 2nd, 2000 • Virage Logic Corp • California
MASTER LICENSE AGREEMENT
Master License Agreement • November 9th, 2009 • Virage Logic Corp • Semiconductors & related devices • California

This Master License Agreement (“Agreement”) is made and entered into (“Effective Date”) by and between Virage Logic Corporation (“Virage Logic”), a Delaware corporation, with offices at 47100 Bayside Parkway, Fremont, California 94538 USA, and NXP B.V. (“Licensee”), a Dutch besloten venootshap, with offices at High Tech Campus 60, 5656 AG Eindhoven, The Netherlands.

RECITALS
Investors' Rights Agreement • May 2nd, 2000 • Virage Logic Corp • California
AGREEMENT AND RELEASE
Agreement and Release • January 9th, 2007 • Virage Logic Corp • Semiconductors & related devices • California
FORM OF RESTRICTED STOCK UNIT AGREEMENT FOR U.K. EMPLOYEES
Restricted Stock Unit Agreement • May 29th, 2008 • Virage Logic Corp • Semiconductors & related devices • Delaware

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made as of this ___ day of ___, 2008, by and between Virage Logic Corporation, a Delaware corporation (the “Company”), and ___________________ (“Participant”). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings assigned to those terms in the 2002 Equity Incentive Plan of Virage Logic Corporation, as amended (the “Plan”).

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