0001012870-02-003192 Sample Contracts

TENDER AND VOTING AGREEMENT PHOENIX TECHNOLOGIES LTD.

Tender and Voting Agreement • July 31st, 2002 • Synopsys Inc • Services-prepackaged software • Delaware

• Contract Type
  Tender and Voting Agreement
• Filed
  July 31st, 2002
• Company
  Synopsys Inc
• Industry
  Services-prepackaged software
• Jurisdiction
  Delaware

THIS TENDER AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of July 23, 2002 by and between Synopsys, Inc., a Delaware corporation (“Parent”), and the undersigned stockholder (the “Stockholder”) of inSilicon Corporation, a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among SYNOPSYS, INC. FERRITE ACQUISITION CORP. and INSILICON CORPORATION Dated as of July 23, 2002

Agreement and Plan of Merger • July 31st, 2002 • Synopsys Inc • Services-prepackaged software • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  July 31st, 2002
• Company
  Synopsys Inc
• Industry
  Services-prepackaged software
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of July 23, 2002 by and among Synopsys, Inc., a Delaware corporation (“Parent”), Ferrite Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and inSilicon Corporation, a Delaware corporation (the “Company”). Unless otherwise defined herein, all capitalized terms used in this Agreement shall have the respective meanings ascribed thereto in Article IX hereof.