SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 30th, 2008 • Vyyo Inc • Communications equipment, nec • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), is dated as of June 13, 2008, by and among Vyyo Inc., a Delaware corporation (the “Company”), and the investors listed on the Schedule of Investors attached hereto as Exhibit A (individually, an “Investor” and collectively, the “Investors”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 30th, 2008 • Vyyo Inc • Communications equipment, nec • New York
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is dated as of June 13, 2008, by and among Vyyo Inc., a Delaware corporation (the “Company”), and the undersigned Investors (each, an “Investor,” and collectively, the “Investors”).
GUARANTY AND SECURITY AGREEMENT among VYYO INC., EACH OF THE SUBSIDIARIES PARTY HERETO, THE INVESTORS PARTY HERETO, and GOLDMAN SACHS INVESTMENT PARTNERS MASTER FUND, L.P., as Collateral AgentGuaranty and Security Agreement • June 30th, 2008 • Vyyo Inc • Communications equipment, nec • New York
GUARANTY AND SECURITY AGREEMENT, dated as of June 13, 2008 (this “Guaranty and Security Agreement”), among Vyyo Inc., a Delaware corporation (the “Company”), each of the subsidiaries of the Company listed on Schedule I (each such subsidiary, individually, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors and the Company are referred to collectively herein as the “Grantors”), the Investors from time to time party hereto (including their successors and assigns, the “Investors”) and GOLDMAN SACHS INVESTMENT PARTNERS MASTER FUND, L.P., as collateral agent for the benefit of the Secured Parties (including its successors and assigns and in such capacity, the “Collateral Agent”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 30th, 2008 • Vyyo Inc • Communications equipment, nec • Delaware
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), made and entered into as of February 1, 2008 (the “Restatement Date”), by and between VYYO INC., a Delaware corporation (hereinafter the “Corporation”), and DAVIDI GILO (hereinafter “Gilo”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 30th, 2008 • Vyyo Inc • Communications equipment, nec
This Indemnification Agreement (the “Agreement”), is entered into as of , 2000, by and among Vyyo Inc. (the “Company”), Arnon Kohavi, Michael Corwin and Eran Pilovsky (collectively, referred to herein as the (“Company Selling Stockholders”). Capitalized terms used herein but not otherwise defined shall have the meaning set forth in the Underwriting Agreement (as defined below).
SEPARATION AGREEMENT AND RELEASESeparation Agreement • June 30th, 2008 • Vyyo Inc • Communications equipment, nec • Georgia
This Separation Agreement and Release (the “Agreement”) is between VYYO INC. (“Vyyo”) and Avner Kol (“Mr. Kol”). The terms “Avner Kol” and “Mr. Kol” include Avner Kol and any of his heirs, executors, beneficiaries and assigns. The terms “Vyyo Inc.” and “Vyyo” include all affiliates, subsidiaries, predecessor and successor corporations of Vyyo Inc., and any of its present, former and future stockholders, agents, officers, directors and employees. This Agreement shall be effective on the date which is eight days after it is signed by both parties (the “Effective Date”).
SEPARATION AGREEMENT AND RELEASESeparation Agreement • June 30th, 2008 • Vyyo Inc • Communications equipment, nec
This Separation Agreement and Release (“Agreement”) is between VYYO LTD. (“Vyyo”) of Hanegev 4, Airport City, and Arik Levi (“Employee”). This Agreement shall be effective as of April 8, 2008 (“Effective Date”).
CONSULTING AGREEMENTConsulting Agreement • June 30th, 2008 • Vyyo Inc • Communications equipment, nec • Tel-Aviv
THIS AGREEMENT is made effective on the date which is eight days after it is signed by both parties (the “Effective Date”), by and between Vyyo Ltd., an Israeli company (the “Company”), having principal offices at 4 Ha’Negev St, Airport City, P.O. Box 197 Zip 70100 Ben Gurion Airport Israel, and Avner Kol (the “Consultant”).
