Exhibit 1.2.3
DEUTSCHE XXXXXX XXXXXXXX [LOGO]
Deutsche Xxxxxx Xxxxxxxx Inc.
000 Xxxxxxxxx Xxxx
Xxxxxxxxx, XX 00000
Telephone: 000-000-0000
Fax: 000-000-0000
April 15, 1998
Synopsys, Inc.
000 Xxxx Xxxxxxxxxxx Xxxx
Xxxxxxxx Xxxx, XX 00000
Attn: Xxxxx X. Xxxxxxxxx
Dear Sir:
This term sheet sets forth the terms under which you agree to lend to Deutsche
Bank AG acting through its London Branch securities against a pledge of
collateral on the date specified below, subject to the parties entering into a
Master Securities Loan Agreement to be dated as of April 15, 1998 in form and
substance reasonably satisfactory to the parties (the "Agreement").
Borrower: Deutsche Bank AG, London Branch
Lender: Synopsys, Inc.
Agent: Deutsche Xxxxxx Xxxxxxxx Inc. ("DMG")
Loaned Securities: Common stock, par value $0.001 per
share, of Artisan Components, Inc.
(NASDAQ symbol "ARTI"),
CUSIP No. 000000000
Quantity of Loaned Securities: 891,448
Collateral: Cash
Margin Requirement: 102% of the daily market value of all
outstanding Loaned Securities
Cash Collateral Fee: Actual earnings on cash collateral
(to be invested in eligible short
term investments typical for
segregated customer funds)
Loan Fee: Zero
Commencement Date: The date on which the closing, if
any, occurs under the Underwriting
Agreement anticipated to be entered
into between, among others, Artisan
Components, Inc. and DMG
Dividends: As provided in the Agreement
Custody of Loaned Securities: To be deposited in custody with the
transfer agent for Artisan
Components, Inc. promptly after the
date hereof but
in no event later than the fifth
business day prior to the
Commencement Date pursuant to a
mutually agreed custody arrangement
among the transfer agent, Lender and
Borrower.
Netting: Lender and Borrower agree that
payments, deliveries and other
transfers in respect of this loan
shall be netted with obligations
under the agreement confirming the
terms and conditions of the share
forward transaction entered into
between Lender and Borrower relating
to Loaned Securities with a trade
date of April 15, 1998.
Regards,
DEUTSCHE XXXXXX XXXXXXXX INC.,
solely in its capacity as agent in connection with this transaction
/s/ Xxxx Xxxxx
By: ________________________________
Name:
/s/ Xxxx Xxxxxxxx
By: ________________________________
Name:
Agreed as of the date first above written:
SYNOPSYS, INC.
/s/ Xxx Xxxxxxx
By: ________________________________
Name: Xxx Xxxxxxx
Manager
Business Development
