FORM OF MASTER SEPARATION AND DISTRIBUTION AGREEMENT between VISHAY INTERTECHNOLOGY, INC. and VISHAY PRECISION GROUP, INC.Master Separation and Distribution Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • New York
This Master Separation and Distribution Agreement (this “Agreement”) is entered into as of ___________ ___, 2010, by and between Vishay Intertechnology, Inc., a corporation organized under the laws of the State of Delaware (“Vishay”), and Vishay Precision Group, Inc., a corporation organized under the laws of the State of Delaware (“VPG”).
FORM OF WARRANT AGREEMENTWarrant Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • New York
WARRANT AGREEMENT (this “Agreement”) dated as of ___________, 2010 between Vishay Precision Group, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Co., a New York corporation, as warrant agent (the “Warrant Agent”).
FORM OF EMPLOYEE MATTERS AGREEMENT by and between VISHAY INTERTECHNOLOGY, INC. and VISHAY PRECISION GROUP, INC. Dated ______, 2010Employee Matters Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • New York
This EMPLOYEE MATTERS AGREEMENT (the “Agreement”) is entered into _____, 2010, by and between Vishay Intertechnology, Inc., a Delaware corporation (“Vishay”), and Vishay Precision Group, Inc., a Delaware corporation (“VPG”) (each a “Party” and together the “Parties”).
FORM OF TRANSITION SERVICES AGREEMENTTransition Services Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • New York
This Transition Services Agreement (this “Services Agreement”) is entered into and effective as of the ___ day of __________, 2010 (the “Effective Date”), by and between Vishay Intertechnology, Inc., a corporation organized under the laws of the State of Delaware (“Provider”), and Vishay Precision Group, Inc., a corporation organized under the laws of the State of Delaware (“Recipient”). Provider and Recipient each may be referred to herein as a “Party” and collectively, as the “Parties.”
FORM OF LEASE AGREEMENT Made and signed on the ____ of [ ], 2010Lease Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories
BETWEEN: Vishay Precision Israel Ltd., Company No. ______________ (hereinafter, the “Lessor”) of the one part A N D: Vishay Israel Ltd., Company No. ______________ of _______________________________________________________ (hereinafter, the “Lessee ”) of the other part WHEREAS: The Lessor is entitled to be registered as the owner of the land known as parcel 21 in block 6782 (hereinafter: the “Land”) located on Haofan, 2 in Holon, and the building standing on the Land (hereinafter, the “Building”), and; WHEREAS: Part of the Building is occupied and is being used by the Lessor; WHEREAS: The Lessee desires to lease from The Lessor part of the Building designated in red on the plan attached to this Agreement as Appendix A (hereinafter: the "Premises") for the terms and subject to the conditions provided in this Agreement; THEREFORE the parties hereby agree as follows:
SUPPLY AGREEMENT by and between Vishay Precision Foil GmbH as Supplier and Vishay S.A., a _____________________, as Buyer Dated as of ________, 2010Supply Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • New York
This SUPPLY AGREEMENT (this “Agreement”) is made as of _____________, 2010 by and between Vishay Precision Foil GmbH (“Supplier”), and Vishay S.A., a _____________, (“Buyer”). Supplier and Buyer each may be referred to herein as a “Party” and collectively, as the “Parties”.
MANUFACTURING AGREEMENT by and between Vishay S.A., a ______________, as Manufacturer and Vishay Precision Foil GmbH, a _____________________, as Buyer Dated as of _________, 2010Manufacturing Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • New York
This MANUFACTURING AGREEMENT (this “Agreement”) is made as of _____________, 2010 by and between Vishay S.A., a _____________ (“Manufacturer”), and Vishay Precision Foil GmbH, a _____________ (“Buyer”). Manufacturer and Buyer each may be referred to herein as a “Party” and collectively, as the “Parties”.
FORM OF LEASE AGREEMENTLease Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • Pennsylvania
This lease agreement (the “Lease”) is entered into on [ ], 2010, between Vishay Intertechnology, Inc. (“Lessor”), a Delaware corporation, having its principal place of business at 63 Lancaster Avenue, Malvern, Pennsylvania, and Vishay Precision Group, Inc. (“Lessee”), a Delaware corporation, having its principal place of business at _________________________, Pennsylvania.
FORM OF INTELLECTUAL PROPERTY LICENSE AGREEMENTIntellectual Property License Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • New York
This Intellectual Property License Agreement (“Agreement”) is entered into as of _____________, 2010 (the “Effective Date”), by and between Vishay S.A., a [______] (“Licensee”), and Vishay Precision Group, Inc. a Delaware corporation ("Licensor").
Form of Building Lease Agreement by and between Lessor: Alpha Electronics Corporation and Lessee: Vishay Japan Co., Ltd.Building Lease Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories
FORM OF OPTION AGREEMENT Vishay S.A., a ______________, as Optionor and Vishay Precision Group, Inc., a Delaware corporation, as Optionee Dated as of _______, 2010Option Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • New York
This Option Agreement (this “Agreement”) is made and entered into effective as of ___________, 2010, by and between Vishay S.A., as optionor, having its principal executive offices at ________________________(“Optionor) and Vishay Precision Group, Inc., a Delaware corporation, having its principal executive offices at 3 Great Valley Parkway, Malvern, PA 19355-1307 (“Optionee”). Optionor and Optionee each may be referred to herein as a “Party” and collectively, as the “Parties”.
FORM OF INTELLECTUAL PROPERTY LICENSE AGREEMENTIntellectual Property License Agreement • June 2nd, 2010 • Vishay Precision Group, Inc. • Electronic components & accessories • New York
This Intellectual Property License Agreement (“Agreement”) is entered into as of _____________, 2010 (the “Effective Date”), by and between Vishay S.A., a [______], as licensee (“Vishay S.A.”), and Vishay Advanced Technology, Ltd. an Israeli [ ], as licensor (“VAT”).
