Option and Agreement and Plan of Merger Sample Contracts

RECITALS

Option and Agreement and Plan of Merger • October 1st, 2002 • National Semiconductor Corp • Semiconductors & related devices • California

• Contract Type
  Option and Agreement and Plan of Merger
• Filed
  October 1st, 2002
• Company
  National Semiconductor Corp
• Industry
  Semiconductors & related devices
• Jurisdiction
  California

FIRST AMENDMENT TO OPTION AND AGREEMENT AND PLAN OF MERGER

Option and Agreement and Plan of Merger • October 22nd, 2002 • National Semiconductor Corp • Semiconductors & related devices

• Contract Type
  Option and Agreement and Plan of Merger
• Filed
  October 22nd, 2002
• Company
  National Semiconductor Corp
• Industry
  Semiconductors & related devices

This First Amendment to Option and Agreement and Plan of Merger (the "Amendment") is entered into as of August 29, 2002 by and among (i) National Semiconductor Corporation, a Delaware corporation ("National"), (ii) Nintai Acquisition Sub, Inc., a California corporation and a wholly-owned subsidiary of National ("Merger Sub"), (iii) DigitalQuake, Inc., a California corporation ("DigitalQuake"), and (iv) Paul A. Lessard and Michael G. Fung (the "Founders"). National, Merger Sub, DigitalQuake and the Founders are sometimes hereinafter referred to as the "Parties."