Artest Corp Sample Contracts

Artest Corp – EQUIPMENT PURCHASE AND ENGINEERING TEST SERVICES AGREEMENT (October 17th, 2000)

EXHIBIT 10.2 EQUIPMENT PURCHASE AND ENGINEERING TEST SERVICES AGREEMENT This EQUIPMENT PURCHASE AND ENGINEERING TEST SERVICES AGREEMENT (the "Agreement") is entered into on this 29th day of September, 1999 by and among Fairchild Semiconductor Corporation ("Fairchild") and Artest Corporation ("Artest"). I. RECITALS Whereas, Fairchild is in the business of designing, manufacturing and marketing high performance semiconductors for multiple end market uses; and Whereas, Artest is, among other things, in the business of performing test services for semiconductors; and Whereas, Artest desires to purchase from Fairchild backend test equipment used by the Fairchild Mixed Signal Business Unit ("MBU") (such equipment collectively referred to as "TEST") and to provide engineering services and production testing of products for MBU; and Whereas, Fairch

Artest Corp – AGREEMENT FOR PURCHASE AND SALE OF ASSETS (October 17th, 2000)

EXHIBIT 10.1 AGREEMENT FOR PURCHASE AND SALE OF ASSETS BY AND BETWEEN MICRO LINEAR CORPORATION AND ARTEST CORPORATION This AGREEMENT FOR PURCHASE AND SALE OF ASSETS (the "Agreement") is made --------- and entered into as of April 28, 2000 by and between Micro Linear Corporation, a Delaware corporation (the "Seller"), and Artest Corporation, a California ------ corporation (the "Buyer"). ----- RECITALS -------- A. Seller is engaged in the business of designing, developing and marketing, analog and mixed signal integrated circuits. B. Buyer is engaged in the business of testing integrated circuits. C. Buyer desi

Artest Corp – 2000 STOCK INCENTIVE PLAN (October 17th, 2000)

EXHIBIT 10.9 ARTEST CORPORATION 2000 STOCK INCENTIVE PLAN ------------------------- ARTICLE ONE GENERAL PROVISIONS ------------------ I. PURPOSE OF THE PLAN This 2000 Stock Incentive Plan is intended to promote the interests of Artest Corporation, a Delaware corporation, by providing eligible persons in the Corporation's service with the opportunity to acquire a proprietary interest, or otherwise increase their proprietary interest, in the Corporation as an incentive for them to remain in such service. Capitalized terms shall have the meanings assigned to such terms in the attached Appendix. II. STRUCTURE OF THE PLAN A. The Plan shall be divided into five separate equity incentives

Artest Corp – 2000 EMPLOYEE STOCK PURCHASE PLAN (October 17th, 2000)

ARTEST CORPORATION 2000 EMPLOYEE STOCK PURCHASE PLAN --------------------------------- EXHIBIT 10.10 I. PURPOSE OF THE PLAN This Employee Stock Purchase Plan is intended to promote the interests of Artest Corporation, a Delaware corporation, by providing eligible employees with the opportunity to acquire a proprietary interest in the Corporation through participation in a payroll deduction-based employee stock purchase plan designed to qualify under Section 423 of the Code. Capitalized terms herein shall have the meanings assigned to such terms in the attached Appendix. II. ADMINISTRATION OF THE PLAN The Plan Administrator shall have full authority to interpret and construe any provision of the Plan and to adopt such rules and regulations for administering the Plan as it may deem necessary in

Artest Corp – COMMERCIAL LOAN AGREEMENT (September 28th, 2000)

EXHIBIT 10.14 COMMERCIAL LOAN AGREEMENT Loan No. 5986703 ------- This Commercial Loan Agreement dated as of July 10, 2000 ("Agreement") is between CALIFORNIA BANK & TRUST, a California banking corporation ("Bank"), and ARTEST CORPORATION, a California corporation ("Borrower"). 1. DEFINITIONS 1.1 The following terms shall have the following meanings when used in this Agreement: "Agreement" shall mean this Commercial Loan Agreement as this Commercial Loan Agreement may be amended or modified from time to time, together with all exhibits and schedules attached to this Commercial Loan Agreement from time to time. "Bank" shall mean California Bank & Trust, its successors and assigns. "Banking Day" shall mean, unless otherwise provided in this Agreement, a day other than Saturday, Sunday, or a le

Artest Corp – AGREEMENT FOR PURCHASE AND SALE OF ASSETS (September 28th, 2000)

EXHIBIT 10.1 AGREEMENT FOR PURCHASE AND SALE OF ASSETS BY AND BETWEEN MICRO LINEAR CORPORATION AND ARTEST CORPORATION This AGREEMENT FOR PURCHASE AND SALE OF ASSETS (the "Agreement") is made --------- and entered into as of April 28, 2000 by and between Micro Linear Corporation, a Delaware corporation (the "Seller"), and Artest Corporation, a California ------ corporation (the "Buyer"). ----- RECITALS -------- A. Seller is engaged in the business of designing, developing and marketing, analog and mixed signal integrated circuits. B. Buyer is engaged in the business of testing integrated circuits. C. Buyer desi

Artest Corp – EQUIPMENT PURCHASE AND ENGINEERING TEST SERVICES AGREEMENT (September 28th, 2000)

EXHIBIT 10.2 EQUIPMENT PURCHASE AND ENGINEERING TEST SERVICES AGREEMENT This EQUIPMENT PURCHASE AND ENGINEERING TEST SERVICES AGREEMENT (the "Agreement") is entered into on this 29th day of September, 1999 by and among Fairchild Semiconductor Corporation ("Fairchild") and Artest Corporation ("Artest"). I. RECITALS Whereas, Fairchild is in the business of designing, manufacturing and marketing high performance semiconductors for multiple end market uses; and Whereas, Artest is, among other things, in the business of performing test services for semiconductors; and Whereas, Artest desires to purchase from Fairchild backend test equipment used by the Fairchild Mixed Signal Business Unit ("MBU") (such equipment collectively referred to as "TEST") and to provide engineering services and production testing of products for MBU; and Whereas, Fairch

Artest Corp – BUSINESS LOAN AGREEMENT (September 28th, 2000)

EXHIBIT 10.13 BUSINESS LOAN AGREEMENT ================================================================================ Borrower: ARTEST CORPORATION Lender: California Bank & Trust 678 Almanor Ave. North First Office Sunnyvale, CA 94086 515 North First Street San Jose, CA 95112 ================================================================================ THIS BUSINESS LOAN AGREEMENT between ARTEST CORPORATION ("Borrower") and California Bank & Trust ("Lender") is made and executed on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans and other financial accommodations, including those which may be described on any exhibit or schedule a

Artest Corp – INDUSTRIAL LEASE (August 17th, 2000)

EXHIBIT 10.6 INDUSTRIAL LEASE For Centerpark Plaza I By and Between Landlord: Spieker Properties, L.P. and Tenant: Artest Corporation BASIC LEASE INFORMATION INDUSTRIAL NET LEASE DATE: June 5, 2000 TENANT: Artest Corporation, a California corporation TENANT'S NOTICE ADDRESS: 6696 Mesa Ridge Road, Suite A San Diego, CA 92121 TENANT'S BILLING ADDRESS:

Artest Corp – STOCK PURCHASE AGREEMENT (August 17th, 2000)

EXHIBIT 4.2 ARTEST CORPORATION SERIES A PREFERRED STOCK PURCHASE AGREEMENT THIS AGREEMENT is made and entered into on the 28th day of March, 1997, by and among ARTEST CORPORATION, a California corporation (the "Company"), with its principal office at 12279 Crayside Lane, Saratoga, California 95070, Mr. Jen Kao, the founder of the Company (the "Founder") and the purchasers listed on the Schedule of Purchasers attached hereto as Exhibit A (the --------- "Purchasers" or individually a "Purchaser"). SECTION 1. THE INVESTMENT 1.1 Authorization. Prior to the Closing Date, the Company will ------------- authorize the sale and issuance of not less than 14,000,000 shares of Series A Preferred Stock (the "Series A Preferred Stock"), having the ri

Artest Corp – INDEMNIFICATION AGREEMENT (August 17th, 2000)

EXHIBIT 10.11 ARTEST CORPORATION INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this "Agreement") is made and entered into this ____ day of August, 2000 between Artest Corporation, a Delaware corporation (the "Company"), and ((Name)) ("Indemnitee"). WHEREAS, Indemnitee, a member of the Board of Directors or an officer, employee or agent of the Company, performs a valuable service in such capacity for the Company; WHEREAS, the stockholders of the Company have adopted Bylaws (the "Bylaws") providing for the indemnification of the officers, directors, employees and agents of the Company to the maximum extent authorized by Section 145 of the Delaware General Corporation Law, as amended (the "Code"); WHEREAS, the Bylaws and the Code, by their non-exclusive nature, permit contracts between the Company and the membe

Artest Corp – CERTIFICATE OF INCORPORATION (August 17th, 2000)

EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ARTEST CORPORATION The undersigned, Jen Kao and ______, hereby certify that: ONE: They are the duly elected, qualified and acting President and --- Chief Executive Officer and Secretary, respectively, of Artest Corporation, a Delaware corporation. TWO: The Certificate of Incorporation of said corporation was --- originally filed in the Office of the Secretary of State of the State of Delaware on August , 2000. THREE: The Amended and Restated Certificate of Incorporation of said ----- corporation is amended and restated to read in its entirety as follows: ARTICLE I The name of this corporation is Artest Corp

Artest Corp – Credence DUO Rental Agreement (July 3rd, 2000)

EXHIBIT 10.3 Credence DUO Rental Agreement This Credence DUO Tester Rental Agreement ("Agreement") is entered into as of May 5, 1999 ("Effective Date") by and between Artest Corporation, with offices at 678 Almanor Avenue, Sunnyvale, CA 94086 ("Artest") and MMC Networks Inc., with offices at 1134 East Arques Avenue, Sunnyvale, CA 94086 ("MMC"). Whereas, Artest agrees to provide engineering rental time on one high-pincount Credence DUO to MMC; Now, therefore, the parties hereto agree as follows: 1. Terms and Conditions A. The duration of this Agreement is 12 months from the Effective Date. B. This Agreement is renewable with mutual consent of both parties. C. [*]. D. Artest will make all reasonable efforts to provide additional hours to MMC if needed. E. [*]. F. Artest to make all reasonable efforts to provide capacity and tester configuration based on MMC's forecasts.

Artest Corp – AGREEMENT FOR PURCHASE AND SALE OF ASSETS (July 3rd, 2000)

EXHIBIT 10.1 AGREEMENT FOR PURCHASE AND SALE OF ASSETS BY AND BETWEEN MICRO LINEAR CORPORATION AND ARTEST CORPORATION This AGREEMENT FOR PURCHASE AND SALE OF ASSETS (the "Agreement") is made --------- and entered into as of April 28, 2000 by and between Micro Linear Corporation, a Delaware corporation (the "Seller"), and Artest Corporation, a California ------ corporation (the "Buyer"). ----- RECITALS -------- A. Seller is engaged in the business of designing, developing and marketing, analog and mixed signal integrated circuits. B. Buyer is engaged in the business of testing integrated circuits. C. Buyer desi

Artest Corp – EQUIPMENT PURCHASE AND ENGINEERING TEST SERVICES AGREEMENT (July 3rd, 2000)

EXHIBIT 10.2 EQUIPMENT PURCHASE AND ENGINEERING TEST SERVICES AGREEMENT This EQUIPMENT PURCHASE AND ENGINEERING TEST SERVICES AGREEMENT (the "Agreement") is entered into on this 29th day of September, 1999 by and among Fairchild Semiconductor Corporation ("Fairchild") and Artest Corporation ("Artest"). I. RECITALS Whereas, Fairchild is in the business of designing, manufacturing and marketing high performance semiconductors for multiple end market uses; and Whereas, Artest is, among other things, in the business of performing test services for semiconductors; and Whereas, Artest desires to purchase from Fairchild backend test equipment used by the Fairchild Mixed Signal Business Unit ("MBU") (such equipment collectively referred to as "TEST") and to provide engineering services and production testing of products for MBU; and Whereas, Fairch

Artest Corp – SUBLEASE AGREEMENT (July 3rd, 2000)

EXHIBIT 10.4 SUBLEASE AGREEMENT ------------------ THIS SUBLEASE AGREEMENT (the "Sublease" or "Sublease Agreement") is entered into on this 21 day of February, 1990, by and between Micro-Comp Industries, a California corporation ("Sublessor"), and Artest Inc., a California corporation ("Sublessee"). WHEREAS, Sublessor entered into a Lease Agreement dated as February 10, 1997 (the "Master Lease"), a copy of which is attached hereto as Exhibit A, --------- under which it leases from The Irvine Company as Lessor, certain space in the building with a street address of 680 Almanor Avenue, Sunnyvale, California 94086 as provided in the Master Lease, together with certain appurtenant rights, the provisions of which Master Lease are incorporated herein by reference; NOW, THEREFORE,