Blue Coat Systems Inc Sample Contracts

CACHEFLOW INC.
Stock Purchase Agreement • September 28th, 1999 • Cacheflow Inc • California
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Exhibit 99.2 ------------ ENTERA, INC.
Stock Option Agreement • December 18th, 2000 • Cacheflow Inc • Services-computer integrated systems design • California
EXHIBIT 10.12 AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT CACHE FLOW, INC. TABLE OF CONTENTS
Loan and Security Agreement • November 15th, 1999 • Cacheflow Inc • Services-computer integrated systems design
EXHIBIT 4.3 AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT
Rights Agreement • February 16th, 2001 • Cacheflow Inc • Services-computer integrated systems design • California
AMONG
Agreement and Plan of Merger and Reorganization • January 4th, 2006 • Blue Coat Systems Inc • Computer storage devices • Delaware
BY AND AMONG
Agreement and Plan of Reorganization • June 19th, 2000 • Cacheflow Inc • Services-computer integrated systems design • California
AGREEMENT AND PLAN OF MERGER dated as of December 8, 2011 among BLUE COAT SYSTEMS, INC., PROJECT BARBOUR HOLDINGS CORPORATION and PROJECT BARBOUR MERGER CORP.
Agreement and Plan of Merger • December 9th, 2011 • Blue Coat Systems Inc • Computer storage devices • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of December 8, 2011 among Blue Coat Systems, Inc., a Delaware corporation (the “Company”), Project Barbour Holdings Corporation, a Delaware corporation (“Parent”), and Project Barbour Merger Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”).

AMENDMENT NO. 1 TO
Preferred Stock Purchase Agreement • November 3rd, 1999 • Cacheflow Inc • Services-computer integrated systems design • California
RECITALS
Subordinated Loan and Security Agreement • November 15th, 1999 • Cacheflow Inc • Services-computer integrated systems design • Illinois
AGREEMENT AND PLAN OF MERGER dated as of April 20, 2008 among PACKETEER, INC. BLUE COAT SYSTEMS, INC. and COOPER ACQUISITION, INC.
Agreement and Plan of Merger • April 23rd, 2008 • Blue Coat Systems Inc • Computer storage devices • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of April 20, 2008 among Packeteer, Inc., a Delaware corporation (the “Company”), Blue Coat Systems, Inc., a Delaware corporation (“Parent”), and Cooper Acquisition, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”).

TECHNOLOGY BUSINESS PARK BUILDING #2
Cacheflow Inc • September 28th, 1999 • Ontario
EXHIBIT 10.6 LEASE AGREEMENT
Lease Agreement • September 28th, 1999 • Cacheflow Inc • Delaware
BLUE COAT SYSTEMS, INC. AMENDED AND RESTATED INDEMNIFICATION AGREEMENT
Indemnification Agreement • June 30th, 2008 • Blue Coat Systems Inc • Computer storage devices • Delaware

This Amended and Restated Indemnification Agreement (“Agreement”) is made as of ____________________ (the “Effective Date”) by and between Blue Coat Systems, Inc., a Delaware corporation (the “Company”), and __________________ (“Indemnitee”).

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LEASE BY AND BETWEEN 525 Almanor LLC, a California limited liability company as Landlord and Blue Coat Systems, Inc., a Delaware corporation as Tenant March 9, 2004
Lease • July 14th, 2004 • Blue Coat Systems Inc • Computer storage devices • California

THIS LEASE, dated March 9, 2004 for reference purposes only, is made by and between 525 ALMANOR LLC, a California limited liability company (“Landlord”) and BLUE COAT SYSTEMS, INC., a Delaware corporation (“Tenant”), to be effective and binding upon the parties as of the date the last of the designated signatories to this Lease shall have executed this Lease (the “Effective Date of this Lease”).

CEO CHANGE IN CONTROL SEVERANCE AGREEMENT
Ceo Change in Control Severance Agreement • August 16th, 2011 • Blue Coat Systems Inc • Computer storage devices • California

This CEO CHANGE IN CONTROL SEVERANCE AGREEMENT (“Agreement”), is dated as of (the “Effective Date”) and made by and between Blue Coat Systems, Inc., a Delaware corporation (the “Company”), and Gregory S. Clark (“Employee”).

SUNNYVALE VIII TRUST, a Maryland business trust Landlord and CACHEFLOW, INC., a Delaware corporation Tenant
Cacheflow Inc • July 16th, 2001 • Computer storage devices • California
BLUE COAT SYSTEMS, INC. RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • August 31st, 2011 • Blue Coat Systems Inc • Computer storage devices • Delaware

This Restricted Stock Unit Agreement (“Agreement”) is made as of [DATE] by and between Blue Coat Systems, Inc., a Delaware corporation (the “Company”), and you, [NAME].

Contract
A Note Purchase Agreement • June 3rd, 2008 • Blue Coat Systems Inc • Computer storage devices • New York

THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO A NOTE PURCHASE AGREEMENT DATED AS OF APRIL 20, 2008, BY AND AMONG THE ISSUER AND THE OTHER PERSONS NAMED THEREIN, AS SUCH AGREEMENT MAY BE AMENDED, RESTATED OR MODIFIED FROM TIME TO TIME, AND MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT IN ACCORDANCE WITH THE PROVISIONS THEREOF, AND ANY TRANSFEREE OF THESE SECURITIES SHALL BE SUBJECT TO THE TERMS OF SUCH AGREEMENT. COPIES OF SUCH AGREEMENT ARE MAINTAINED WITH THE CORPORATE RECORDS OF THE ISSUER AND ARE AVAILABLE FOR INSPECTION AT THE PRINCIPAL OFFICES OF THE ISSUER.

AMENDED AND RESTATED CEO CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • December 1st, 2009 • Blue Coat Systems Inc • Computer storage devices • California

This AMENDED AND RESTATED CEO CHANGE IN CONTROL SEVERANCE AGREEMENT (“Agreement”), is dated as of August 20, 2009 (the “Effective Date”) and made by and between Blue Coat Systems, Inc., a Delaware corporation (the “Company”), and (“Employee”), and amends and restates the Executive Change in Control Severance Agreement earlier entered into between the Company and Employee, as of May 1, 2009 (the “Initial Agreement”), in its entirety.

BLUE COAT SYSTEMS, INC. PACKETEER, INC.
Restricted Stock Agreement • June 22nd, 2009 • Blue Coat Systems Inc • Computer storage devices • Delaware

By your electronic signature, you agree to all of the terms and conditions described above and in the Packeteer, Inc. 1999 Stock Incentive Plan.

AMENDED AND RESTATED EXECUTIVE CHANGE IN CONTROL SEVERANCE AGREEMENT
Executive Change in Control Severance Agreement • September 2nd, 2009 • Blue Coat Systems Inc • Computer storage devices • California

This AMENDED AND RESTATED EXECUTIVE CHANGE IN CONTROL SEVERANCE AGREEMENT (“Agreement”), is dated as of August 20, 2009 (the “Effective Date”) and made by and between Blue Coat Systems, Inc., a Delaware corporation (the “Company”), and (“Employee”), and amends and restates the Executive Change in Control Severance Agreement earlier entered into between the Company and Employee, as of May 1, 2009 (the “Initial Agreement”), in its entirety.

Contract
A Note Purchase Agreement • June 3rd, 2008 • Blue Coat Systems Inc • Computer storage devices • New York

THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO A NOTE PURCHASE AGREEMENT DATED AS OF APRIL 20, 2008, BY AND AMONG THE ISSUER AND THE OTHER PERSONS NAMED THEREIN, AS SUCH AGREEMENT MAY BE AMENDED, RESTATED OR MODIFIED FROM TIME TO TIME, AND MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT IN ACCORDANCE WITH THE PROVISIONS THEREOF, AND ANY TRANSFEREE OF THESE SECURITIES SHALL BE SUBJECT TO THE TERMS OF SUCH AGREEMENT. COPIES OF SUCH AGREEMENT ARE MAINTAINED WITH THE CORPORATE RECORDS OF THE ISSUER AND ARE AVAILABLE FOR INSPECTION AT THE PRINCIPAL OFFICES OF THE ISSUER.

DESIGN & MANUFACTURING SERVICES AGREEMENT
Services Agreement • June 30th, 2008 • Blue Coat Systems Inc • Computer storage devices

This Design & Manufacturing Services Agreement (“Agreement”) is entered into as of this 15 day of February, 2008 (“Effective Date”) between Inventec Enterprise System Corporation (“Vendor”), a Taiwan corporation having its principal place of business at No 3, Gongye 1st Road, Taoyuan County 324, Pingjhen City, , Taiwan, R.O.C., and Blue Coat Systems, Inc., a Delaware corporation having its principal place of business at 420 North Mary Avenue, Sunnyvale, CA 94085 (“Blue Coat”).

BLUE COAT SYSTEMS, INC. PACKETEER, INC.
Stock Option Agreement • June 22nd, 2009 • Blue Coat Systems Inc • Computer storage devices
SUBLEASE AGREEMENT
Sublease Agreement • December 9th, 2004 • Blue Coat Systems Inc • Computer storage devices

This Sublease Agreement (“Sublease”) is made effective as of the 7th day of October, 2004, (the “Effective Date”) by and between Blue Coat Systems, a Delaware corporation (“Sublessor”), and Infoblox Inc., a Delaware corporation (“Sublessee”). Sublessor agrees to sublease to Sublessee, and Sublessee agrees to sublease from Sublessor, those certain premises situated in the City of Sunnyvale, County of Santa Clara, State of California, consisting of approximately 45,823 square feet of space known as 475-477 Potrero Avenue, more particularly set forth on Exhibit “A” hereto (the “Subleased Premises”).

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