Microtune Inc Sample Contracts

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EXHIBIT 4.2 -----------
Rights Agreement • March 18th, 2002 • Microtune Inc • Semiconductors & related devices • Delaware
Exhibit 10.15 ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • May 5th, 2000 • Microtune Inc • Texas
BY AND AMONG BUYER AND
Securities Purchase Agreement • May 5th, 2000 • Microtune Inc • Texas
EXHIBIT 1.1 MICROTUNE, INC. Common Stock Underwriting Agreement ----------------------
Underwriting Agreement • July 17th, 2000 • Microtune Inc • Semiconductors & related devices • New York
SUBLEASE AGREEMENT
Sublease Agreement • May 5th, 2000 • Microtune Inc
Exhibit 1.1 MICROTUNE, INC. 7,000,000 Shares of Common Stock Underwriting Agreement
Microtune Inc • December 14th, 2001 • Semiconductors & related devices • New York
MICROTUNE, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 11th, 2005 • Microtune Inc • Semiconductors & related devices • Delaware

This Indemnification Agreement (“Agreement”) is effective as of February 10, 2005, and is between Microtune, Inc., a Delaware corporation (the “Company”), and Robert S. Kirk (“Indemnitee”).

RECITALS
Credit Agreement • November 15th, 2001 • Microtune Inc • Semiconductors & related devices • Texas
MICROTUNE, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 22nd, 2006 • Microtune Inc • Semiconductors & related devices • Delaware

This Indemnification Agreement (“Agreement”) is effective as of August 21, 2006, and is between Microtune, Inc., a Delaware corporation (the “Company”), and Michael T. Schueppert (“Indemnitee”).

FORM OF INDENTURE
Microtune Inc • August 17th, 2001 • Semiconductors & related devices • Delaware
CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • May 9th, 2005 • Microtune Inc • Semiconductors & related devices • Texas

THIS CHANGE OF CONTROL AGREEMENT (the “Agreement”) is made as of May 9, 2005 (the “Effective Date”) by and between Microtune, Inc., a Delaware corporation or any of its direct or indirect subsidiaries (the “Company”), and Jeffrey A. Kupp (“Employee”).

AMENDED AND RESTATED SEVERANCE AND CHANGE OF CONTROL AGREEMENT
Severance and Change of Control Agreement • March 10th, 2010 • Microtune Inc • Semiconductors & related devices • Texas

THIS AMENDED AND RESTATED SEVERANCE AND CHANGE OF CONTROL AGREEMENT (the “Agreement”) is made as of March 4, 2010 (the “Effective Date”) by and between Microtune, Inc., a Delaware corporation (the “Company”), and James A. Fontaine (“Employee”), and the foregoing parties hereby agree as follows:

EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION
Agreement and Plan of Merger and Reorganization • November 15th, 2001 • Microtune Inc • Semiconductors & related devices • Texas
MICROTUNE, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 29th, 2010 • Microtune Inc • Semiconductors & related devices • Delaware

This Indemnification Agreement (“Agreement”) is effective as of May 20, 2010, and is between Microtune, Inc., a Delaware corporation (the “Company”), and Drew Peck (“Indemnitee”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • November 14th, 2003 • Microtune Inc • Semiconductors & related devices • Texas

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made as of August 13, 2003 (the “Effective Date”) by and between Microtune, Inc., a Delaware corporation and Nancy A. Richardson (“Employee”). The “Company” as used herein shall refer to Microtune, Inc., a Delaware corporation, and/or Microtune (Texas), L.P., a Texas limited partnership, as appropriate.

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JUNE 14, 2000
Development and Supply Agreement • July 27th, 2000 • Microtune Inc • Semiconductors & related devices • California
CONTRACT OF LEASE
Contract of Lease • May 5th, 2000 • Microtune Inc
TRANSITION SERVICES AND SEVERANCE AGREEMENT
Transition Services and Severance Agreement • September 8th, 2010 • Microtune Inc • Semiconductors & related devices • Texas

This TRANSITION SERVICES AND SEVERANCE AGREEMENT (this “Agreement”), dated as of this 7th day of September, 2010, by and between Microtune, Inc., a Delaware corporation (the “Company”), and Justin M. Chapman (“Executive”), is made contingent upon, and effective immediately prior to, the closing (the “Closing”) of the proposed merger (the “Merger”) of a wholly-owned subsidiary of Zoran Corporation, a Delaware corporation (the “Parent”), with the Company (the date of such Closing, the “Effective Date”).

EXHIBIT 10.18 [LOGO OF GENERAL INSTRUMENT/(R)/ APPEARS HERE] C 0 N F I D E N T I A L ----------------------- DEVELOPMENT AND SUPPLY AGREEMENT by and between MICROTUNE, INC.
Development and Supply Agreement • August 3rd, 2000 • Microtune Inc • Semiconductors & related devices • California
CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • October 25th, 2007 • Microtune Inc • Semiconductors & related devices • Texas

THIS CHANGE OF CONTROL AGREEMENT (the “Agreement”) is made as of October 24, 2007 (the “Effective Date”) by and between Microtune, Inc., a Delaware corporation (the “Company”), and Barry F. Koch (“Employee”), and the foregoing parties hereby agree as follows:

First Amended and Restated Semiconductor Custom Manufacturing Attachment No. 2 Custom Sales Agreement No. 000569
Microtune Inc • February 19th, 2010 • Semiconductors & related devices

When signed by the parties where provided below, this Attachment shall be incorporated into Custom Sales Agreement No. 000569 as First Amended and Restated Semiconductor Custom Manufacturing Attachment No. 2 (“Attachment”) and shall be effective as of the date identified below by the second party to sign this Attachment (the “Effective Date”); however, if Customer fails to identify a date of signing, then the Effective Date shall be the date of signing identified by IBM. This First Amended and Restated Semiconductor Custom Manufacturing Attachment No. 2 shall replace Semiconductor Custom Manufacturing Attachment No. 1 in its entirety as of the Effective Date.

AMENDMENT AGREEMENT
Amendment Agreement • September 8th, 2010 • Microtune Inc • Semiconductors & related devices
Sixth Amended and Restated Semiconductor Custom Manufacturing Attachment No. 1 Custom Sales Agreement No. 000569
Custom Sales Agreement • January 8th, 2008 • Microtune Inc • Semiconductors & related devices

When signed by the parties where provided below, this Attachment shall be incorporated into Custom Sales Agreement No. 000569 as Sixth Amended and Restated Semiconductor Custom Manufacturing Attachment No. 1 and shall be effective as of the date identified below by the second party to sign this Attachment (the “Effective Date”); however, if Customer fails to identify a date of signing, then the Effective Date shall be the date of signing identified by IBM. This Sixth Amended and Restated Semiconductor Custom Manufacturing Attachment No. 1 shall replace Fifth Amended and Restated Semiconductor Custom Manufacturing Attachment No. 1 in its entirety as of the Effective Date.

April 28, 2005 Mr. Rob-Roy J. Graham Dallas, Texas 75225 Dear Rob:
Letter Agreement • April 29th, 2005 • Microtune Inc • Semiconductors & related devices • Texas

The purpose of this letter agreement (“Agreement”) is to set forth the terms and conditions of the agreement which we have reached in connection with the voluntary resignation of your executive officer position with Microtune, Inc. (“Microtune”) and your assistance in the transitioning of your duties. Therefore, in connection with the voluntary resignation of your executive officer position at Microtune as Vice President, Chief Development Officer and Secretary, and in order to facilitate a smooth and orderly transitioning of your duties, we have agreed to provide you the benefits outlined herein.

AMENDMENT 3 TO CUSTOM SALES AGREEMENT NO. 000569
Custom Sales Agreement • February 3rd, 2009 • Microtune Inc • Semiconductors & related devices

This Amendment to Custom Sales Agreement No. 000569 (“Amendment 3”) is made and entered into between Microtune, Inc. (“Customer”) and International Business Machines Corporation (“IBM”). This Amendment 3 will be effective on the date identified below by the second party to sign this Amendment; however, if Customer fails to identify a date of signing, this Amendment will be effective on the date of signing identified by IBM.

CUSTOM SALES AGREEMENT [LOGO OF IBM] BASE AGREEMENT
Custom Sales Agreement • March 11th, 2005 • Microtune Inc • Semiconductors & related devices • New York

This Custom Sales Agreement, which consists of this Base Agreement and Statement of Work Attachments, shall be referred to as the “Agreement”. The term of this Agreement commences on June 13, 2000 and expires on December 31, 2004.

SETTLEMENT AND RELEASE AGREEMENT
Settlement and Release Agreement • March 11th, 2005 • Microtune Inc • Semiconductors & related devices • Texas

This Settlement and Release Agreement (the “Agreement”) is made this 22nd day of November, 2004, by and among the St. Paul Mercury Insurance Company (“St. Paul”), Sheffield Insurance Company (“Sheffield”), Westchester Fire Insurance Company (“Westchester”), and Greenwich Insurance Company (“Greenwich”) (St. Paul, Sheffield, Westchester and Greenwich are collectively referred to as the “D&O Carriers”)1, each of whom has issued an officers’ and directors’ policy of liability or excess insurance to Microtune, Inc., and Microtune, Inc., on its own behalf and on behalf of its past and/or present directors and/or officers (except for the Individual Defendants and the Director Defendants as defined herein) (“Microtune”), and Douglas J. Bartek, William Housley, Everett Rogers and Nancy A. Richardson (the “Individual Defendants”), James A. Fontaine, James H. Clardy, William P. Tai, Harvey B. Cash, Walter S. Ciciora, Steven Craddock and Anthony J. LeVecchio (the “Director Defendants”). Microtune

EMPLOYMENT AGREEMENT
Employment Agreement • August 4th, 2004 • Microtune Inc • Semiconductors & related devices • Texas

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made effective as of April 7, 2004 (the “Effective Date”) by and between Microtune, Inc., a Delaware corporation (the “Company”), and Phillip Daniel Peterson (“Employee”).

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