8x8 Inc /De/ Sample Contracts

ASSET PURCHASE AGREEMENT Dated May 19, 2000 By and Between
Asset Purchase Agreement • May 26th, 2000 • 8x8 Inc • Semiconductors & related devices • Oregon
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8X8, INC.
Indemnification Agreement • November 6th, 1996 • 8x8 Inc • Delaware
8X8, INC. a Delaware corporation 12,500,000 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • November 15th, 2013 • 8x8 Inc /De/ • Telephone communications (no radiotelephone) • New York
RECITALS
Registration Rights Agreement • November 6th, 1996 • 8x8 Inc • California
1 EXHIBIT 2.1 SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • May 23rd, 2000 • 8x8 Inc • Semiconductors & related devices • Delaware
0.50% Convertible Senior Notes due 2024
Indenture • February 19th, 2019 • 8x8 Inc /De/ • Services-computer processing & data preparation • New York

INDENTURE, dated as of February 19, 2019 between 8X8, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in ‎Section 1.01) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in ‎Section 1.01).

EXHIBIT 2.1 STOCK EXCHANGE AGREEMENT Dated as of May 13, 1999
Noncompetition Agreement • June 7th, 1999 • 8x8 Inc • Semiconductors & related devices • California
8X8, INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 11, 2022 4.00% Convertible Senior Notes due 2028
8x8 Inc /De/ • August 16th, 2022 • Services-computer processing & data preparation • New York

INDENTURE, dated as of August 11, 2022 between 8X8, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).

Void after December 19, 2008 Warrant No. ________
8x8 Inc /De/ • December 20th, 2005 • Telephone communications (no radiotelephone)

This Warrant and any securities acquired upon the exercise of this Warrant have not been registered under the Securities Act of 1933, as amended. This Warrant and such securities may not be sold, offered for sale, pledged, hypothecated or otherwise transferred in the absence of such registration or an exemption therefrom under said Act. This Warrant and such securities may not be transferred except upon the conditions specified in this Warrant, and no transfer of this Warrant or such securities shall be valid or effective unless and until such conditions shall have been complied with.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 20th, 2005 • 8x8 Inc /De/ • Telephone communications (no radiotelephone) • Delaware

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of December 14, 2005, by and among 8x8, Inc., a Delaware corporation, with headquarters located at 3151 Jay Street, Santa Clara, California 95054 (the "Company"), and the investors listed on Schedule I attached hereto (each, a "Buyer" and collectively, the "Buyers).

7,142,858 Shares Warrants for 1,785,714 Shares Common Stock ($0.001 Par Value) PLACEMENT AGENCY AGREEMENT
8x8 Inc /De/ • December 20th, 2005 • Telephone communications (no radiotelephone) • Delaware
Void after November 13, 2008 Warrant No. __
8x8 Inc /De/ • December 12th, 2003 • Semiconductors & related devices

This Warrant and any shares acquired upon the exercise of this Warrant have not been registered under the Securities Act of 1933. This Warrant and such shares may not be sold or transferred in the absence of such registration or an exemption therefrom under said Act. This Warrant and such shares may not be transferred except upon the conditions specified in this Warrant, and no transfer of this Warrant or such shares shall be valid or effective unless and until such conditions shall have been complied with.

RECITALS
Technology License Agreement • May 26th, 2000 • 8x8 Inc • Semiconductors & related devices • Oregon
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 20th, 2005 • 8x8 Inc /De/ • Telephone communications (no radiotelephone) • Delaware

This REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made as of December 14, 2005 by and among 8X8, Inc., a Delaware corporation (the "Company") and (ii) the holders listed on Exhibit A hereto (collectively the "Holders").

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INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • December 12th, 2003 • 8x8 Inc /De/ • Semiconductors & related devices • California

This INVESTOR RIGHTS AGREEMENT (this "Agreement") is made as of November 12, 2003 by and among 8x8, Inc., a Delaware corporation (the "Company") and the investors listed on Exhibit A hereto (collectively the "Investors")

STOCK OPTION AGREEMENT Under The 8x8, INC. 2017 NEW EMPLOYEE INDUCEMENT INCENTIVE PLAN
Stock Option Agreement • November 2nd, 2017 • 8x8 Inc /De/ • Telephone communications (no radiotelephone) • California

8X8, INC., a Delaware corporation (the "Company"), has granted you (the "Optionee") the option (the "Option") to purchase all or any part of the total number of shares (the "Shares") of common stock of the Company, par value $0.001 per share ("Common Stock"), set forth below, at the price per Share ("Option Price") set forth below, subject to the terms and conditions set forth in this Stock Option Agreement (the "Agreement"). The Option has been granted as an inducement material to the Optionee's entering into employment with the Company, and in all respects subject to such employment and all other terms and conditions of this Agreement. By accepting the Option, you are agreeing that you and your spouse or domestic partner are bound by all of the terms of the Agreement with respect to such Option grant.

6,897,618 Shares Common Stock ($0.001 Par Value) PLACEMENT AGENCY AGREEMENT
8x8 Inc /De/ • March 8th, 2005 • Telephone communications (no radiotelephone) • Delaware
SEVERANCE AGREEMENT AND GENERAL RELEASE
Severance Agreement and General Release • November 5th, 2013 • 8x8 Inc /De/ • Telephone communications (no radiotelephone)

The following is an agreement between Kim Niederman (referred to as "Mr. Niederman" or "you"), and 8x8, Inc. (referred to as "8x8"), regarding Mr. Niederman's termination of employment with 8x8.

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • January 29th, 2004 • 8x8 Inc /De/ • Semiconductors & related devices • California

This ASSET PURCHASE AGREEMENT ("Agreement") is made as of June 18, 2003 ("Effective Date"), by and between Netergy Microelectronics, Inc., a California corporation, with its principal place of business at 2445 Mission College Blvd., Santa Clara, CA 95054, telephone +14087271212 ("Netergy") and Leadtek Research, Inc., a Taiwanese corporation, with its principal place of business at 18F, No. 166, Chien-Yi Rd., Chung Ho, Taipei Hsien, Taiwan, R.O.C., telephone +886282265800 ("Leadtek").

DEVELOPMENT AGREEMENT
Development Agreement • February 5th, 2002 • 8x8 Inc /De/ • Semiconductors & related devices • California

THIS AGREEMENT is made as of January 24, 2000 (the "Effective Date") between 8x8, Inc., a corporation organized and existing under the laws of the State of Delaware (hereafter "8x8"), and ST Microelectronics, Inc., a corporation organized and existing under the laws of the State of Delaware (hereafter "ST").

REDEMPTION AND EXCHANGE AGREEMENT
Redemption and Exchange Agreement • January 30th, 2002 • 8x8 Inc /De/ • Semiconductors & related devices • New York

THIS REDEMPTION AND EXCHANGE AGREEMENT (this "Agreement"), dated as of December 13, 2001, is made by and among 8x8, Inc., a Delaware corporation, with headquarters located at 2445 Mission College Blvd., Santa Clara, California 95054 (the "Company"), and the investors listed on the Schedule of Investors attached hereto (individually, an "Investor" and collectively, the "Investors").

LEASE AGREEMENT 2125 O'Nel Drive, San Jose, California
Lease Agreement • May 24th, 2012 • 8x8 Inc /De/ • Telephone communications (no radiotelephone) • California

This Lease Agreement (this "Lease") is entered into as of April 27, 2012, between O'Nel Office Holdings, LLC, a Delaware limited liability company ("Landlord"), and 8x8, Inc., a Delaware corporation ("Tenant"), who agree as follows with respect to the Premises described below.

LICENSE AGREEMENT
License Agreement • February 5th, 2002 • 8x8 Inc /De/ • Semiconductors & related devices • California

THIS AGREEMENT is made as of January 24, 2000 (the "Effective Date") between 8x8, Inc., a corporation organized and existing under the laws of the State of Delaware (hereafter "8x8"), and ST Microelectronics, Inc., a corporation organized and existing under the laws of the State of Delaware (hereafter "ST").

SUBLEASE
Sublease • October 5th, 2004 • 8x8 Inc /De/ • Telephone communications (no radiotelephone)

THIS SUBLEASE is made and entered into this 29th day of September, 2004, by and between SAFENET, INC., a Delaware corporation ("Landlord") and 8X8, INC., a Delaware corporation ("Tenant").

8X8, INC. UNIT SUBSCRIPTION AGREEMENT COMMON STOCK AND WARRANTS
Subscription Agreement • December 12th, 2003 • 8x8 Inc /De/ • Semiconductors & related devices • California

UNIT SUBSCRIPTION AGREEMENT (the "Agreement") dated as of November 12, 2003 among 8X8, INC., a Delaware corporation ("Company"), and the persons who execute this agreement as investors (the "Investors").

CONTACTUAL, INC. FORM OF [INCENTIVE][NON-STATUTORY] STOCK OPTION AGREEMENT
Non-Statutory] Stock Option Agreement • September 19th, 2011 • 8x8 Inc /De/ • Telephone communications (no radiotelephone) • California

This Incentive Stock Option Agreement (the "Agreement"), effective as of _______ __, ____, made by and between Contactual, Inc., a Delaware corporation (the "Company"), and the individual named below ("Optionee"). This Agreement is made pursuant to the terms and conditions of the 2003 Stock Option Plan (as amended, the "Plan"), a copy of which is attached to this Agreement as Exhibit A, and the provisions of which are incorporated into this Agreement by reference. In the event of any conflict between this Agreement and the Plan, the terms of the Plan shall govern. The Option is intended to be [an incentive stock option within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the "Code")][a non-statutory stock option within the meaning of Internal Revenue Code of 1986, as amended (the "Code")].

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