AGREEMENT AND PLAN OF MERGER OF OMNIVISION TECHNOLOGIES, INC. A DELAWARE CORPORATION AND OMNIVISION TECHNOLOGIES, INC. A CALIFORNIA CORPORATIONMerger Agreement • March 8th, 2000 • Omnivision Technologies Inc
DateUnderwriting Agreement • March 8th, 2000 • Omnivision Technologies Inc • New York
FIRST AMENDMENT TO LEASELease • March 8th, 2000 • Omnivision Technologies Inc
This agreement is made and entered into this day of Jun. 17, 1998 by and between ------------- Omnivision Technologies, Inc. a cooperation duly organized and existing under ----------------------------- the law of Republic of China, whose principal...Agreement • March 8th, 2000 • Omnivision Technologies Inc
OmniVision Software License AgreementSoftware License Agreement • March 8th, 2000 • Omnivision Technologies Inc
EXHIBIT 4.2 OMNIVISION TECHNOLOGIES, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 8th, 2000 • Omnivision Technologies Inc • California
SALES AGREEMENTSales Agreement • March 8th, 2000 • Omnivision Technologies Inc
EXHIBIT 10.1 OMNIVISION TECHNOLOGIES, INC. INDEMNIFICATION AGREEMENT This Indemnification Agreement ("Agreement") is effective as of ___________, 2000 by and between OmniVision Technologies, Inc., a Delaware corporation (the "Company"), and...Indemnification Agreement • March 8th, 2000 • Omnivision Technologies Inc • Delaware
BACKGROUNDRegistration Rights Agreement • April 25th, 2005 • Omnivision Technologies Inc • Semiconductors & related devices • California
RECITALSPreferred Stock Rights Agreement • September 9th, 2004 • Omnivision Technologies Inc • Semiconductors & related devices • Delaware
EXHIBIT 10.16 THIS WARRANT IS A RESTRICTED SECURITY WITHIN THE MEANING OF THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT (I) REGISTRATION UNDER THE ACT AND COMPLIANCE WITH THE...Warrant Agreement • September 12th, 2003 • Omnivision Technologies Inc • Semiconductors & related devices • California
CONFIDENTIAL TREATMENT Non-exclusive Distributor Agreement This Agreement made as of February 23, 2001 by and between OmniVision Technologies, Inc., a Delaware corporation having its principal office at 930 Thompson Place, Sunnyvale, CA, 94085 USA...Non-Exclusive Distributor Agreement • March 15th, 2002 • Omnivision Technologies Inc • Semiconductors & related devices • California
EXHIBIT 10.12 Confidential Foundry Agreement This Confidential Foundry Agreement is made effective December 13, 1999. OmniVision Technologies, Inc. (OmniVision) is a California Corporation that designs and markets CMOS image sensor related products,...Confidential Foundry Agreement • March 8th, 2000 • Omnivision Technologies Inc
DEED OF TRUST, ASSIGNMENT OF RENTS AND LEASES, SECURITY AGREEMENT AND FIXTURE FILINGDeed of Trust • June 29th, 2007 • Omnivision Technologies Inc • Semiconductors & related devices • California
THIS DEED OF TRUST, ASSIGNMENT OF RENTS AND LEASES, SECURITY AGREEMENT AND FIXTURE FILING (the “Deed of Trust”) is made as of March 20, 2007 by OMNIVISION TECHNOLOGIES, INC., a Delaware corporation (“Trustor”), as trustor, to FIRST AMERICAN TITLE INSURANCE COMPANY (“Trustee”), as trustee, for the benefit of CITIBANK, N.A., a national banking association (“Beneficiary”), as beneficiary.
EXHIBIT 10.15 OmniVision Technologies, Inc 930 Thompson Place Sunnyvale, CA 94086 Gentlepersons, This letter ("Letter") will confirm the terms of our agreement for the purchase by Creative Technology Ltd. and its affiliates and subsidiaries...Purchase Agreement • July 5th, 2000 • Omnivision Technologies Inc • Semiconductors & related devices
PUT AGREEMENTPut Agreement • April 25th, 2005 • Omnivision Technologies Inc • Semiconductors & related devices • California
OMNIVISION TECHNOLOGIES 3,125,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • June 27th, 2003 • Omnivision Technologies Inc • Semiconductors & related devices • New York
OmniVision Technologies, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 3,000,000 shares, and, at the option of the Underwriters but solely to cover over-allotments, up to an additional 468,750 shares, of Common Stock, par value $0.001 per share (the “Stock”), of the Company, and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the Underwriters an aggregate of 125,000 shares. The aggregate of 3,125,000 shares which may be sold by the Company and the Selling Stockholders is herein called the “Underwritten Shares” and the aggregate of 468,750 additional shares, which may be sold by the Company, is herein called the “Option Shares.” The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The Shares will have attached
OMNIVISION TECHNOLOGIES, INC.Stock Option Agreement • November 1st, 2001 • Omnivision Technologies Inc • Semiconductors & related devices • Delaware
Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Option Agreement.
EXHIBIT 10.7 Non-exclusive Distributor AgreementNon-Exclusive Distributor Agreement • March 8th, 2000 • Omnivision Technologies Inc
AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 26th, 2012 • Omnivision Technologies Inc • Semiconductors & related devices
This Amendment To Loan and Security Agreement (“Amendment”), dated April 11, 2012 by and between OmniVision Technologies, Inc. (“Borrower”) and Citibank, N.A., (“Lender”), is made with respect to the following facts:
Mortgage AgreementMortgage Agreement • September 9th, 2009 • Omnivision Technologies Inc • Semiconductors & related devices
Important : This Agreement is entered into by and between the parties in accordance with relevant laws and regulations and based on equal and free negotiations, and all the provisions under this Agreement represent true intention of both parties. In order to fully protect the legal rights of mortgagor, mortgagee specifically urges the mortgagor to carefully read the provisions in bolded fonts of this Agreement, and consider the contents thereof thoroughly.
LETTER OF COMFORT To: Taiwan Semiconductor Manufacturing Company Date: October 29, 2003 Re: Commitments to TSMC Dear Sirs, We, OmniVision Technologies, Inc., are aware that you have entered into ----------------------------- Shareholders' Agreement...Letter of Comfort • December 12th, 2003 • Omnivision Technologies Inc • Semiconductors & related devices
FOUNDRY MANUFACTURING AGREEMENTFoundry Manufacturing Agreement • June 29th, 2007 • Omnivision Technologies Inc • Semiconductors & related devices • California
THIS FOUNDRY MANUFACTURING AGREEMENT (the “Agreement”) is entered into on February 27, 2007 (the “Effective Date”) by and between OmniVision International Holding Ltd., a Cayman Islands company, having its registered office at Second Floor, Zephyr House, Mary Street, P. O. Box 709, George Town, Grand Cayman, Cayman Islands, British West Indies (“OmniVision”) and Powerchip Semiconductor Corp., a company duly incorporated under the laws of the Republic of China, having its principal office located at No. 12, Li-Hsin Rd. 1, Hsinchu Science Park, Hsinchu, Taiwan, R.O.C. (“PSC”). OmniVision and PSC are each a “Party” and collectively the “Parties”.
EQUITY INTERESTS TRANSFER AGREEMENT by and among CHINA WLCSP LIMITED and INFINITY-CSVC VENTURE CAPITAL ENTERPRISE and OMNIVISION TRADING (HONG KONG) COMPANY LIMITED APRIL, 6, 2007Equity Interests Transfer Agreement • June 29th, 2007 • Omnivision Technologies Inc • Semiconductors & related devices • New York
This Equity Interests Transfer Agreement (this “Agreement”) is made as of April 6, 2007 (the “Effective Date”), by and among the following entities:
SHARE PURCHASE AGREEMENTShare Purchase Agreement • November 24th, 2015 • Omnivision Technologies Inc • Semiconductors & related devices • California
This Share Purchase Agreement (the “Agreement”) is effective as of August 14, 2015 (“Effective Date”) by and among TSMC Partners, Ltd., a British Virgin Islands company (“TSMC” or “Purchaser”), OmniVision Technologies, Inc. a company incorporated under the laws of Delaware, USA (“OVT”), OmniVision International Holding, Ltd. an exempted company incorporated under the Companies Law of Cayman Islands (“OmniVision Cayman”), and OmniVision Investment Holding (BVI) Ltd. a British Virgin Islands company (“OmniVision BVI”). OVT, OmniVision Cayman, and OmniVision BVI may be collectively referred individually and collectively as “Seller” or “Sellers”. The parties to this agreement may be referred to as a “Party” or collectively as the “Parties”.
Fixed Assets Loan AgreementFixed Assets Loan Agreement • September 9th, 2009 • Omnivision Technologies Inc • Semiconductors & related devices
For purposes stated in Article 3.1 of this contract, Party A has applied to Party B for a loan. Party B has agreed to provide the loan to Party A. In order to set forth the respective rights and obligations, pursuant to the Contract Law, the General Provisions of Lending and other relevant laws and regulations, both parties, after equal and friendly negotiation, have entered into this contract.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • November 24th, 2015 • Omnivision Technologies Inc • Semiconductors & related devices
This Share Purchase Agreement (the “Agreement”) is effective as of August 14, 2015 (“Effective Date”) by and among Taiwan Semiconductor Manufacturing Co. Ltd., a Taiwan company (“TSMC” or “Purchaser”), OmniVision Technologies, Inc. a company incorporated under the laws of Delaware, USA (“OVT”), and OmniVision International Holding Ltd., a company incorporated under the laws of Cayman Islands (“OVT Cayman”). OVT and OmniVision Cayman may be collectively referred individually and collectively as “Seller” or “Sellers”. The parties to this agreement may be referred to as a “Party” or collectively as the “Parties”.
Exhibit 10.18 Contract on the Transfer of Shanghai State-owned Land Use Right Shanghai Songjiang Fang Di (2000) Transfer Contract Zi No.114 Shanghai Songjiang District Building and Land Administrative Bureau December 28, 2000 Contract on the Transfer...Contract on the Transfer of Shanghai State-Owned Land Use Right • March 19th, 2001 • Omnivision Technologies Inc • Semiconductors & related devices
OMNIVISION TECHNOLOGIES, INC. CONSULTING AGREEMENTConsulting Agreement • August 28th, 2008 • Omnivision Technologies Inc • Semiconductors & related devices • California
This Consulting Agreement (the “Agreement”) is made effective as of September 30, 2008 (the “Effective Date”) by and between OmniVision Technologies, Inc. and its affiliates (together, the “Company”) and Peter V. Leigh, (“Consultant”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT, PROMISSORY NOTE SECURED BY DEED OF TRUST (MORTGAGE LOAN), AND PROMISSORY NOTE SECURED BY DEED OF TRUST (TERM LOAN)Loan and Security Agreement • December 10th, 2008 • Omnivision Technologies Inc • Semiconductors & related devices • California
This First Amendment to Loan and Security Agreement, Promissory Note Secured By Deed of Trust (Mortgage Loan), and Promissory Note Secured By Deed of Trust (Term Loan)(“Amendment”), dated as of October 31, 2008, by and between CITIBANK, N.A. (“Lender”), and OMNIVISION TECHNOLOGIES, INC. (“Borrower”) is made with reference to the following facts:
LOAN AND SECURITY AGREEMENT by and between OMNIVISION TECHNOLOGIES, INC. a Delaware corporation and CITIBANK, N.A., a national banking association Dated as of March 16, 2007Loan and Security Agreement • June 29th, 2007 • Omnivision Technologies Inc • Semiconductors & related devices • California
THIS LOAN AND SECURITY AGREEMENT (“Agreement”) is entered into as of the above date between Citibank N.A., a national banking association (“Lender”), with offices at 201 West Lexington Drive, 6th Floor, Glendale, California 91203, and the borrower named above (“Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”).
First Amendment to the AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • March 12th, 2007 • Omnivision Technologies Inc • Semiconductors & related devices
This Amendment (the “Amendment”) to the Amended and Restated Shareholders’ Agreement dated August 12th, 2005 (the “Amended Agreement”), is hereby made effective this 1st day of January, 2007 (the “Amendment Effective Date”) by and amongst Taiwan Semiconductor Manufacturing Co., Ltd. a company incorporated under the laws of Taiwan, Republic of China (“TSMC”), OmniVision International Holding Ltd., an exempted company incorporated under the Companies Law of Cayman Islands (“OmniVision”), VisEra Technologies Company, Ltd., a company incorporated under the laws of Taiwan, Republic of China (“VisEra Taiwan”), and VisEra Holding Company, an exempted company incorporated under the Companies Law of the Cayman Islands (“VisEra Cayman”). OmniVision and TSMC are each sometimes referred to herein as a “Shareholder” and collectively as the “Shareholders”; OmniVision, TSMC, VisEra Taiwan and VisEra Cayman are each sometimes referred to herein as a “Party” or collectively as the “Parties”.
AGREEMENT AND PLAN OF MERGER by and among SEAGULL INTERNATIONAL LIMITED, SEAGULL ACQUISITION CORPORATION and OMNIVISION TECHNOLOGIES, INC. Dated as of April 30, 2015Merger Agreement • April 30th, 2015 • Omnivision Technologies Inc • Semiconductors & related devices • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of April 30, 2015 by and among Seagull International Limited, a Cayman Islands exempted limited company (“Investor”), Seagull Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Investor (“Acquisition Sub”), and OmniVision Technologies, Inc., a Delaware corporation (the “Company”).
BACKGROUND ----------Shareholders' Agreement • December 12th, 2003 • Omnivision Technologies Inc • Semiconductors & related devices • California
PATENT ASSIGNMENT AGREEMENT between EASTMAN KODAK COMPANY and OMNIVISION TECHNOLOGIES, INC. dated as of March 31, 2011Patent Assignment Agreement • June 26th, 2012 • Omnivision Technologies Inc • Semiconductors & related devices • New York
THIS PATENT ASSIGNMENT AGREEMENT (this “Assignment Agreement”) is made as of March 31, 2011 (the “Closing Date”), by and between EASTMAN KODAK COMPANY, a New Jersey corporation having its principal place of business at 343 State Street, Rochester, New York 14650 (“Kodak”), and OMNIVISION TECHNOLOGIES, INC., a Delaware corporation having its principal place of business at 4275 Burton Drive, Santa Clara, California 95054 (“Buyer”).
