Exhibit 10.3Participation Agreement • August 12th, 2003 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
Exhibit 10.2Lease Agreement • August 12th, 2003 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
ESCROW AGREEMENT AMONG CYPRESS SEMICONDUCTOR CORPORATION, IC WORKS, INC. AND U.S BANK TRUST, N.A. AS ESCROW AGENT DATED AS OF JANUARY 21, 1999 2 TABLE OF CONTENTSEscrow Agreement • February 12th, 1999 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
INDENTURE DATED AS OF JUNE 3, 2003 -------------------- U.S. BANK NATIONAL ASSOCIATION AS TRUSTEEIndenture • June 30th, 2003 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
AGREEMENT OF MERGER OF ALATION ACQUISITION CORPORATION, A CALIFORNIA CORPORATION AND ALATION SYSTEMS, INC., A CALIFORNIA CORPORATIONMerger Agreement • June 14th, 2000 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
Shares Common Stock ($ Par Value)Underwriting Agreement • March 29th, 1999 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
1 EXHIBIT 99.1 AGREEMENT AND PLAN OF REORGANIZATION BY AND BETWEEN CYPRESS SEMICONDUCTOR CORPORATION,Agreement and Plan of Reorganization • September 20th, 2000 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
BETWEENRegistration Rights Agreement • June 30th, 2003 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
TOIndenture • March 24th, 1999 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
TOIndenture • March 24th, 1999 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
Exhibit A NVE CORPORATION STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this "Agreement") is made as of April 12, 2002 among NVE Corporation, a Minnesota corporation (the "Company"), and Cypress Semiconductor Corporation, a Delaware...Stock Purchase Agreement • April 30th, 2002 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • Minnesota
CYPRESS SEMICONDUCTOR CORPORATION AND U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of June 23, 2016 4.50% Convertible Senior Notes due 2022Indenture • June 23rd, 2016 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
INDENTURE dated as of June 23, 2016 between CYPRESS SEMICONDUCTOR CORPORATION, a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
1 EXHIBIT 99.1 AGREEMENT AND PLAN OF REORGANIZATIONMerger Agreement • January 18th, 2000 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
BY AND BETWEENLoan Agreement • November 10th, 2003 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
1 EXHIBIT 4.3 CYPRESS SEMICONDUCTOR CORPORATION REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 19th, 1997 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
RECITALSCredit Agreement • March 31st, 1997 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
RECITALSMerger Agreement • July 27th, 2000 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • Oregon
1 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (the "Amendment"), dated as of October 10, 1996, effective as of September 30, 1996, is entered into by and among CYPRESS SEMICONDUCTOR CORPORATION, a Delaware corporation...Credit Agreement • March 31st, 1997 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
AGREEMENT OF MERGER OF SILICON ACQUISITION CORPORATION, A CALIFORNIA CORPORATION AND SILICON LIGHT MACHINES, A CALIFORNIA CORPORATIONMerger Agreement • September 20th, 2000 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
REGISTRATION RIGHTS AGREEMENT amongRegistration Rights Agreement • March 29th, 1999 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN CYPRESS SEMICONDUCTOR CORPORATION INDIGO ACQUISITION CORPORATION AND INTEGRATED SILICON SOLUTION, INC. Dated as of June [ ], 2015Merger Agreement • June 18th, 2015 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of June [_], 2015 by and between Cypress Semiconductor Corporation, a corporation organized under the laws of the State of Delaware (“Parent”), Indigo Acquisition Corporation, a corporation organized under the laws of the State of Delaware (“Acquisition Sub”), and Integrated Silicon Solution, Inc., a Delaware corporation (the “Company”).
EXHIBIT 4.1 EXECUTION LEASE AGREEMENTLease Agreement • March 31st, 1997 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
EXHIBIT 4.20 CREDIT AGREEMENT DATED AS OF JULY 24, 1996Credit Agreement • March 31st, 1997 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
Cypress Semiconductor CorporationRegistration Rights Agreement • August 10th, 2007 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
Cypress Semiconductor Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and Lehman Brothers Inc. (collectively, the “Initial Purchasers”), upon the terms set forth in the Purchase Agreement, dated as of March 7, 2007 (the “Purchase Agreement”), $500,000,000 aggregate principal amount (plus up to an additional $100,000,000 principal amount) of its 1.00% Convertible Senior Notes due September 15, 2009 (the “Initial Securities”). The Initial Securities will be convertible into shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”) at the conversion price set forth in the Offering Circular dated March 7, 2007. The Initial Securities will be issued pursuant to an Indenture of even date herewith (as may be amended, modified or supplemented from time to time, the “Indenture”), between the Company and U.S. Bank National Association, as trustee (the “Trustee”). As a
AGREEMENT AND PLAN OF MERGER by and among CYPRESS SEMICONDUCTOR CORPORATION, INFINEON TECHNOLOGIES AG and IFX MERGER SUB INC. Dated as of June 3, 2019Merger Agreement • June 3rd, 2019 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of June 3, 2019 (as amended, restated, modified or supplemented in accordance with the terms hereof, this “Agreement”), is entered into by and among Cypress Semiconductor Corporation, a Delaware corporation (the “Company”), Infineon Technologies AG, a stock corporation (Aktiengesellschaft) organized under the laws of the Federal Republic of Germany (“Parent”), and IFX Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub” and, together with the Company and Parent, the “Parties” and, each, a “Party”).
CYPRESS SEMICONDUCTOR CORPORATION (a Delaware corporation)Purchase Agreement • August 9th, 2016 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
Cypress Semiconductor Corporation, a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Initial Purchasers named in Schedule A hereto (collectively, the “Initial Purchasers,” which term shall also include any initial purchaser substituted as hereinafter provided in Section 11 hereof), for whom Merrill Lynch is acting as the representative (in such capacity, the “Representative”), with respect to (i) the sale by the Company and the purchase by the Initial Purchasers, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $250,000,000 aggregate principal amount of the Company’s 4.50% Convertible Senior Notes due 2022 (the “Initial Securities”) and (ii) the grant by the Company to the Initial Purchasers, acting severally and not jointly, of the option to purchase all or any part of an additional $37,500,000 aggregate principal amount of i
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN CYPRESS SEMICONDUCTOR CORPORATION [CY MERGER SUB] AND INTEGRATED SILICON SOLUTION, INC. Dated as of [ ], 2015Merger Agreement • June 1st, 2015 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of [ ], 2015 by and between Cypress Semiconductor Corporation, a corporation organized under the laws of the State of Delaware (“Parent”), [CY SUB], a corporation organized under the laws of the State of Delaware (“Acquisition Sub”), and Integrated Silicon Solution, Inc., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG CYPRESS SEMICONDUCTOR CORPORATION RAIN ACQUISITION CORP. AND RAMTRON INTERNATIONAL CORPORATION Dated as of September 18, 2012Merger Agreement • September 19th, 2012 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of September 18, 2012 by and among Cypress Semiconductor Corporation, a Delaware corporation (“Parent”), Rain Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Purchaser”), and Ramtron International Corporation, a Delaware corporation (the “Company”). All capitalized terms that are used in this Agreement shall have the respective meanings ascribed thereto in Article I.
and State Street Bank and Trust Company of California, N.A. TrusteeSupplemental Trust Indenture • July 11th, 2000 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
GUARANTYGuaranty • May 9th, 2008 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices
1 EXHIBIT 10.4 Bialek Consulting Agreement April 1, 1998 Mr. Fred Bialek 200 Winding Way Woodside CA 94062 Dear Fred: This will set forth the current terms and conditions of your consulting agreement with Cypress (the "Company"). 1. You shall provide...Consulting Agreement • March 24th, 1999 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices
1 EXHIBIT 10.4 April 1, 1996 Mr. Fred Bialek 200 Winding Way Woodside, CA 94062 Dear Fred: Since your prior consulting agreement terminated April 1, 1996, this will set forth the current terms and conditions of your consulting agreement with Cypress...Consulting Agreement • March 27th, 1998 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices
AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG CYPRESS SEMICONDUCTOR CORPORATION, CY ACQUISITION CORPORATION AND IC WORKS, INC. DATED AS OF JANUARY 21, 1999 AS AMENDED ON FEBRUARY 9, 1999 2 INDEX OF EXHIBITSAgreement and Plan of Reorganization • March 24th, 1999 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
CYPRESS SEMICONDUCTOR CORPORATION (a Delaware corporation)Purchase Agreement • November 6th, 2017 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • New York
Cypress Semiconductor Corporation, a Delaware corporation (the “Company”), confirms its agreement with Barclays Capital Inc. (the “Initial Purchaser”), with respect to (i) the sale by the Company and the purchase by the Initial Purchaser, of $130,000,000 aggregate principal amount of the Company’s 2.00% Convertible Senior Notes due 2023 (the “Initial Securities”) and (ii) the grant by the Company to the Initial Purchaser of the option to purchase all or any part of an additional $20,000,000 aggregate principal amount of its 2.00% Convertible Senior Notes due 2023 (the “Option Securities” and, together with the Initial Securities, the “Securities”) to cover overallotments. The Securities are to be issued pursuant to an indenture to be dated as of November 6, 2017 (the “Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”). The Securities will be convertible into cash, shares of the Company’s common stock, par value $0.01 per share (the “Common St
AGREEMENT AND PLAN OF MERGERMerger Agreement • August 4th, 2008 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • Delaware
Furthermore, Acquisition Sub shall not be required to accept for payment, and (subject to the rules and regulations of the SEC) shall not be obligated to pay for, any Company Shares tendered pursuant to the Offer (and not theretofore accepted for payment or paid for) if, upon the expiration of the Offer (as it may have been extended pursuant to Section 1.1(d) of the Agreement) and before acceptance of such Company Shares for payment, any of the following circumstances exists:
