EXHIBIT 10 LEASE AGREEMENT THIS LEASE, dated February 27, 2004 by and between: JACK DYMOND LATHING COMPANY, LLC a California Limited Liability Company ("LESSOR") and CATAPULT COMMUNICATIONS a Nevada Corporation, ("LESSEE"), is made with reference to...Lease Agreement • May 3rd, 2004 • Catapult Communications Corp • Services-prepackaged software • California
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 14th, 2002 • Catapult Communications Corp • Services-prepackaged software • California
CONFIDENTIAL EXECUTION COPY TABLE OF CONTENTS PAGE ---- ARTICLE 1 DEFINITIONS AND CONSTRUCTION.........................................2 ----------------------------- 1.1 Definitions..................................................2 1.2 Interpretation and Construction.............................16 ARTICLE 2 ASSETS AND LIABILITIES..............................................17 ----------------------- 2.1 Acquired Assets.............................................17 2.2 Excluded Assets.............................................18 2.3 Assumed Liabilities.........................................19 2.4 Excluded Liabilities........................................20 2.5 Treatment of Consent Required Contracts After Closing Date..20 ARTICLE 3 CLOSING AND PURCHASE PRICE..........................................21 --------------------------- 3.1 Closing.....................................................21 3.2 Purchase Price..............................................21 3.3 Closing Date
LICENSE AGREEMENTLicense Agreement • August 14th, 2002 • Catapult Communications Corp • Services-prepackaged software • California
EXHIBIT 1.1 FORM OF UNDERWRITING AGREEMENT J.P. MORGAN SECURITIES INC. CATAPULT COMMUNICATIONS CORPORATION 3,081,250 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • September 15th, 2004 • Catapult Communications Corp • Services-prepackaged software • New York
WITNESSETH:Lease Agreement • December 20th, 2002 • Catapult Communications Corp • Services-prepackaged software
SUBLEASESublease • December 20th, 2002 • Catapult Communications Corp • Services-prepackaged software
EXHIBIT 1.1 J.P. MORGAN SECURITIES INC. CATAPULT COMMUNICATIONS CORPORATION 1,581,250 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • September 21st, 2004 • Catapult Communications Corp • Services-prepackaged software • New York
FIRST AMENDMENT TO LEASE DATED OCTOBER 9, 1996 BETWEEN JACK DYMOND LATHING COMPANY (LESSOR) AND CATAPULT COMMUNICATIONS (LESSEE)Lease Agreement • December 17th, 2001 • Catapult Communications Corp • Services-prepackaged software • California
RECITALSConsulting Agreement • June 11th, 1998 • Catapult Communications Corp • California
WITH AND INTO CATAPULT COMMUNICATIONS CORPORATION, A NEVADA CORPORATIONMerger Agreement • June 11th, 1998 • Catapult Communications Corp
TRANSITIONAL SERVICES AGREEMENTTransitional Services Agreement • August 14th, 2002 • Catapult Communications Corp • Services-prepackaged software • California
This Transitional Services Agreement (the "Agreement") is entered into between Tekelec, a California corporation ("Tekelec"), and Catapult Communications Corporation, a Nevada corporation ("Catapult"). Tekelec and Catapult are sometimes referred to herein individually as a "party" or together as the "parties." This Agreement is entered into on July 15, 2002, in connection with the execution of and pursuant to the Asset Purchase Agreement (as defined below) and shall become effective upon the Closing Date (as defined below).
WITNESSETH:Stock Purchase Agreement • June 11th, 1998 • Catapult Communications Corp • California
PROJECT ISLAND REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 14th, 2002 • Catapult Communications Corp • Services-prepackaged software • California
THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is made as of July 15, 2002, between Catapult Communications Corporation, a Nevada corporation ("CATAPULT"), and Tekelec, a California corporation ("Tekelec"). This Agreement shall become effective on the date of, and is contingent upon, the closing of the Acquisition (as defined herein) (the "EFFECTIVE DATE").
AGREEMENT AND PLAN OF MERGER dated as of May 11, 2009 among IXIA, JOSIE ACQUISITION COMPANY and CATAPULT COMMUNICATIONS CORPORATIONMerger Agreement • May 13th, 2009 • Catapult Communications Corp • Services-prepackaged software • Nevada
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of May 11, 2009, among Catapult Communications Corporation, a Nevada corporation (the “Company”), Ixia, a California corporation (“Parent”), and Josie Acquisition Company, a Nevada corporation and a direct and wholly-owned subsidiary of Parent (“Merger Subsidiary”).
EXHIBIT 4.1 THIS INSTRUMENT AND THE COMMON STOCK ISSUABLE UPON ITS CONVERSION HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT...Convertible Note Agreement • December 20th, 2002 • Catapult Communications Corp • Services-prepackaged software
WHEREAS, the voting trust created under this Agreement is being established by Beneficiary and Trustee in connection with and as a part of a partial marital settlement, division of their community property and dissolution of their marriage. AGREEMENT...Voting Trust Agreement • June 11th, 1998 • Catapult Communications Corp • Nevada
EXHIBIT 4.2 THIS INSTRUMENT AND THE COMMON STOCK ISSUABLE UPON ITS CONVERSION HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT...Convertible Note Agreement • December 20th, 2002 • Catapult Communications Corp • Services-prepackaged software
INTERNATIONAL RIGHTS LICENSE AGREEMENT This International Rights License Agreement (this "AGREEMENT") is made and entered into as of July 15, 2002 by and between Tekelec, a California corporation ("SELLER") and Catapult Communications International...International Rights License Agreement • August 14th, 2002 • Catapult Communications Corp • Services-prepackaged software • California
Exhibit 10.1 CATAPULT COMMUNICATIONS CORPORATION INDEMNIFICATION AGREEMENT This Indemnification Agreement ("Agreement") is made effective as of _______________ by and between Catapult Communication Corporation, a Nevada corporation (the "Company"),...Indemnification Agreement • June 11th, 1998 • Catapult Communications Corp • Nevada
FIRST AMENDMENT TO LEASELease • February 11th, 2008 • Catapult Communications Corp • Services-prepackaged software • North Carolina
THIS FIRST AMENDMENT TO LEASE is effective as of the 31st day of October, 2007 (the “Amendment”) by and between RALEIGH FLEX OWNER I LLC, a Delaware limited liability company (“Landlord”) (successor-in-interest to Duke Realty Limited Partnership) and CATAPULT COMMUNICATIONS CORPORATION, a Nevada corporation (“Tenant”).
CATAPULT COMMUNICATIONS CORPORATION CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • August 6th, 2008 • Catapult Communications Corp • Services-prepackaged software • California
This Change of Control Severance Agreement (the “Agreement”) is made and entered into by and between Richard A. Karp (“Executive”) and Catapult Communications Corporation, a Nevada corporation (the “Company”), effective as of June 13, 2008.
MUTUAL NON-DISCLOSURE AGREEMENTMutual Non-Disclosure Agreement • May 26th, 2009 • Catapult Communications Corp • Services-prepackaged software • California
This MUTUAL NON-DISCLOSURE AGREEMENT (“Agreement”) is entered into effective March 25, 2009 (the “Effective Date”) by and between IXIA, a California corporation, with its executive offices located at 26601 W. Agoura Road, Calabasas, California 91302, and CATAPULT COMMUNICATIONS CORPORATION a Nevada corporation, with its principal place of business located at 160 South Whisman Road, Mountain View, California 94041.
Catapult Communications Corporation 160 South Whisman Road Mountain View, California 94041Merger Agreement • May 26th, 2009 • Catapult Communications Corp • Services-prepackaged software
We are pleased to inform you that on May 11, 2009, Catapult Communications Corporation, a Nevada corporation (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Ixia, a California corporation (“Ixia”) and Josie Acquisition Company, a Nevada corporation and wholly owned subsidiary of Ixia (“Purchaser”), pursuant to which Purchaser is today commencing a tender offer (the “Offer”) to purchase all of the issued and outstanding shares of the Company’s common stock for $9.25 per share in cash (the “Offer Price”) without interest and less any required withholding taxes. Unless subsequently extended, the tender offer is scheduled to expire at 12:00 midnight, New York City Time, June 22, 2009. The tender offer is conditioned upon, among other things, the tender without withdrawal of shares of the Company common stock, which, when added to any shares of the Company’s common stock already owned by Ixia, Purchaser or any of their subsidiaries, represents a ma
SOFTWARE LICENSE, SOFTWARE SUPPORT and HARDWARE WARRANTY AGREEMENT Revision 6: 5 January, 1998Software License Agreement • June 11th, 1998 • Catapult Communications Corp • California
SUBORDINATED GUARANTYSubordinated Guaranty • August 14th, 2002 • Catapult Communications Corp • Services-prepackaged software • California
Exhibit 10.10 SEVERANCE AGREEMENT AND MUTUAL RELEASE OF ALL CLAIMS This Severance Agreement and Mutual Release of All Claims ("Agreement") is made this 8th day of June, 1998 by and between Nancy Hood Karp ("NHK") and Catapult Communications...Severance Agreement • June 11th, 1998 • Catapult Communications Corp • California
CATAPULT COMMUNICATIONS CORPORATION INDEMNIFICATION AGREEMENT This Indemnification Agreement ("Agreement") is made effective as of _______________ by and between Catapult Communications Corporation, a Nevada corporation (the "Company"), and...Indemnification Agreement • December 17th, 2001 • Catapult Communications Corp • Services-prepackaged software • Nevada
