Exhibit 4.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of January 30, 1998, by and among Sigma Designs, Inc., a California corporation, with headquarters located at 46501 Landing Parkway, Fremont,...Securities Purchase Agreement • March 12th, 1998 • Sigma Designs Inc • Computer peripheral equipment, nec • California
Exhibit 4.4 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY...Sigma Designs Inc • March 12th, 1998 • Computer peripheral equipment, nec • California
EXHIBIT 4.1 FORM OF SUBSCRIPTION AGREEMENT Sigma Designs, Inc. 46501 Landing Parkway Fremont, California 94538 Ladies and Gentlemen:Subscription Agreement • February 12th, 1996 • Sigma Designs Inc • Computer terminals • California
BUSINESS LOAN AGREEMENTBusiness Loan Agreement • May 1st, 1998 • Sigma Designs Inc • Computer peripheral equipment, nec • California
THIS BUSINESS LOAN AGREEMENT between SIGMA DESIGNS, INC. ("Borrower") and Silicon Valley Bank ("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 attached to this Agreement. All such loans and financial accommodations, together with all future loans and financial accommodations from Lender to Borrower, are referred to in this Agreement individually as the "Loan" and collectively as the "Loans". Borrower understands and agrees that: (a) in granting, renewing, or extending any Loan, Lender is relying upon Borrower's representations, warranties, and agreements, as set forth in this Agreement; (b) the granting, renewing, or extending of any Loan by Lender at all times shall be subject to Lender's sole judgment and discretion; and (c) all such Loans shall be an
ARTICLE I DEFINITIONSRegistration Rights Agreement • August 7th, 1997 • Sigma Designs Inc • Computer peripheral equipment, nec • California
Exhibit 4.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of January 30, 1998, by and among Sigma Designs, Inc., a California corporation, with its headquarters located at 46501 Landing Parking, Fremont,...Registration Rights Agreement • March 12th, 1998 • Sigma Designs Inc • Computer peripheral equipment, nec • California
SIGMA DESIGNS, INC. TO AS TRUSTEE INDENTURE DATED AS OF ___________, 200_ SENIOR DEBT SECURITIESSigma Designs Inc • February 18th, 2005 • Computer peripheral equipment, nec • New York
SIGMA DESIGNS, INC. and MELLON INVESTOR SERVICES LLC, As Rights Agent PREFERRED STOCK RIGHTS AGREEMENT Dated as of June 7, 2004Preferred Stock Rights Agreement • June 8th, 2004 • Sigma Designs Inc • Computer peripheral equipment, nec • New York
This Preferred Stock Rights Agreement is dated as of June 7, 2004, between Sigma Designs, Inc., a California corporation, (the "Company"), and Mellon Investor Services LLC, a New Jersey limited liability company, as Rights Agent (the "Rights Agent").
Exhibit 4.3 Assignment and Assumption Agreement by and between the Company, BEC and the Selling Shareholder ASSIGNMENT AND ASSUMPTION AGREEMENT ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Agreement"), dated as of March 11, 1998, among Banque Edouard...Escrow Agreement • March 16th, 1998 • Sigma Designs Inc • Computer peripheral equipment, nec • New York
Exhibit 4.1 FORM OF SUBSCRIPTION AGREEMENT THIS PRIVATE SECURITIES SUBSCRIPTION AGREEMENT (the "Agreement") has been executed by the undersigned in connection with the sale in a private placement pursuant to Section 4(2) of the Securities Act of 1933,...Form of Subscription Agreement • August 7th, 1997 • Sigma Designs Inc • Computer peripheral equipment, nec • California
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 3rd, 2012 • Sigma Designs Inc • Semiconductors & related devices • California
This Indemnification Agreement (“Agreement”) is made as of this __ day of ____________, 2012, by and between Sigma Designs, Inc., a California corporation (the “Company”), and _____________________ (“Indemnitee”).
4,000,000 Shares Sigma Designs, Inc. Common Stock (No Par Value) FORM OF EQUITY UNDERWRITING AGREEMENTSigma Designs Inc • September 14th, 2007 • Semiconductors & related devices • New York
Sigma Designs, Inc., a California corporation (the "Company") proposes to sell to the several underwriters (the "Underwriters") named in Schedule I hereto for whom you are acting as representatives (the "Representatives") an aggregate of 4,000,000 shares (the "Firm Shares") of the Company's common stock, no par value (the "Common Stock"). The Company also proposes to sell at the Underwriters' option an aggregate of up to 600,000 additional shares of the Company's Common Stock (the "Option Shares") as set forth below.
SETTLEMENT AGREEMENTSettlement Agreement • August 3rd, 2012 • Sigma Designs Inc • Semiconductors & related devices • California
This Settlement Agreement (this “Agreement”) is made and entered into as of August 2, 2012, by and among Sigma Designs, Inc. (the “Company”) and the entities and natural persons listed on Exhibit A hereto and their respective Affiliates (collectively, “Potomac”) (each of the Company and Potomac, a “Party” to this Agreement, and collectively, the “Parties”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG SILICON LABORATORIES INC. SEGUIN MERGER SUBSIDIARY, INC. AND SIGMA DESIGNS, INC. Dated as of December 7, 2017Agreement and Plan of Merger • December 8th, 2017 • Sigma Designs Inc • Semiconductors & related devices • California
AGREEMENT AND PLAN OF MERGER, dated as of December 7, 2017 (this “Agreement”), by and among Silicon Laboratories Inc., a corporation incorporated in the State of Delaware (“Parent”), Seguin Merger Subsidiary, Inc., a corporation incorporated in the State of California (“Merger Sub”), and Sigma Designs, Inc., a corporation incorporated in the State of California (the “Company”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in Annex A hereto.
VOTING AGREEMENTVoting Agreement • December 8th, 2017 • Sigma Designs Inc • Semiconductors & related devices • California
THIS VOTING AGREEMENT (this “Agreement”) is entered into as of December 7, 2017, by and between Silicon Laboratories Inc., a corporation incorporated in the State of Delaware (“Parent”), and the undersigned shareholder (“Shareholder”) of Sigma Designs, Inc., a corporation incorporated in the State of California (the “Company”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 16th, 2003 • Sigma Designs Inc • Computer peripheral equipment, nec • California
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of June 24, 2003 by and among Sigma Designs, Inc, a California corporation (the “Company”), (ii) the investors listed on Schedule I hereto (collectively the “Initial Investors”) and (iii) each person or entity that subsequently becomes a party to this Agreement pursuant to, and in accordance with, the provisions of Section 11 hereof (collectively, the “Investor Permitted Transferees” and each individually an “Investor Permitted Transferee”).
SIGMA DESIGNS, INC. 2015 STOCK INCENTIVE PLAN (Adopted by the Board of Directors on July 10, 2015) (Approved by the Shareholders on August 20, 2015) Sigma Designs, Inc. 2015 Stock Incentive Plan2015 Stock Incentive Plan • August 24th, 2015 • Sigma Designs Inc • Semiconductors & related devices
ARTICLE II REGISTRATION RIGHTSRegistration Rights Agreement • May 3rd, 1999 • Sigma Designs Inc • Computer peripheral equipment, nec • California
ASSET PURCHASE AGREEMENT Dated as of March 21, 2012 By and Between Sigma Designs, Inc. as Purchaser, and Trident Microsystems, Inc. and specified Trident Microsystems Subsidiaries as Sellers.Asset Purchase Agreement • March 28th, 2012 • Sigma Designs Inc • Semiconductors & related devices • Delaware
This Asset Purchase Agreement (this “Agreement”), dated as of [—], 2012 (the “Agreement Date”), by and among Sigma Designs, Inc., a California corporation (“Purchaser”), and Trident Microsystems, Inc., a Delaware corporation (the “Seller”), and each of its Subsidiaries that owns Purchased Assets (the “Seller Subsidiaries”, and, together with the Seller, the “Sellers”). Purchaser and the Sellers are collectively referred to herein as the “Parties” and individually as a “Party”. For the purposes of this Agreement, capitalized terms used in herein shall have the meanings set forth in Article XI.
Amendment to Loan DocumentsLoan and Security Agreement • May 2nd, 2002 • Sigma Designs Inc • Computer peripheral equipment, nec • California
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between SILICON VALLEY BANK ("Silicon") and the borrower named above (the "Borrower"), with reference to the various loan and security agreements and other documents, instruments and agreements between them, including but not limited to that certain Amended and Restated Loan and Security Agreement dated October 26,1998 (as amended, the "Existing Loan Agreement"; the Existing Loan Agreement and all related documents, instruments and agreements may be referred to collectively herein as the "Existing Loan Documents").
AGREEMENT AND PLAN OF MERGER By and Among SIGMA DESIGNS, INC. BLUE MERGER SUB, INC. BLUE7 COMMUNICATIONS and for purposes of Article IX and XI only HUNG C. NGUYEN December 13, 2005Agreement and Plan of Merger • December 16th, 2005 • Sigma Designs Inc • Computer peripheral equipment, nec • California
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), is dated as of the 13th day of December, 2005, by and among Sigma Designs, Inc., a California corporation (“Parent”), Blue Merger Sub, Inc., a California corporation and a wholly owned subsidiary of Parent (“Merger Subsidiary”), and Blue7 Communications, a California corporation (the “Company”), and with respect to Article IX and Article XI only, Hung C. Nguyen, as securityholder agent (the “Securityholder Agent”).
January 28, 2005 Mr. Thinh Tran President and CEO Sigma Designs, Inc. 1221 California Circle Milpitas, CA 95035 RE: Purchase of Series B Preferred Stock in Envivio from Sigma Designs, Inc. Dear Mr. Tran,Sigma Designs Inc • April 14th, 2005 • Computer peripheral equipment, nec
The undersigned, Innovacom Venture Capital ("Purchaser"), hereby agrees to purchase from Sigma Designs, Inc. ("Sigma") Fifteen Thousand Thirty-five (15,035) shares of Series B Preferred Stock (the "Shares") of Envivio, Inc., a Delaware corporation, for a purchase price of Seventy-two US Dollars (US$72.00) per share or an aggregate purchase price of One Million Eighty Two Thousand Five Hundred Twenty Dollars (US$1,082,520.00). The closing to take place on or before Saturday January 29, 2005. At the closing Sigma will deliver to Purchaser the original certificate(s) for the Shares either together with a stock power signed by Sigma in blank, or with the back assignment signed by Sigma, either in blank or with Purchaser as the transferee, and thereupon Purchaser shall pay to Sigma the purchase price by wire transfer, check or similar means satisfactory to Sigma, provided, however that such purchase price must be received by Sigma on or before Friday 18, 2005.
ASSET PURCHASE AGREEMENTSigma Designs Inc • March 22nd, 2018 • Semiconductors & related devices • California
ASSET PURCHASE AGREEMENT, dated as of March 21, 2018 (the “Agreement”), by and among Sigma Designs, Inc., a California corporation (“Parent”), Sigma Designs Technology Singapore Pte. Limited, a Singapore limited company (“Asia Seller”), Sigma Designs Technology Netherlands B.V., a Netherlands company (“Netherlands Seller”), Sigma International Limited, a Cayman company (“Cayman Seller” and together with Parent, Asia Seller and Netherlands Seller, collectively and each a “Seller”) and V-Silicon International, Inc., a Cayman Islands corporation (“V-Silicon Cayman”) and V-Silicon, Inc., a Delaware corporation (“V-Silicon US,” and together with V-Silicon Cayman, collectively and each a “Buyer”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 14th, 2009 • Sigma Designs Inc • Semiconductors & related devices • New York
THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 12, 2009, by and among Sigma Designs, Inc., a corporation incorporated under the laws of the State of California (“Purchaser”), and the undersigned shareholders (each, a “Shareholder” and, collectively, the “Shareholders”) of CopperGate Communications Ltd., an corporation incorporated under the laws of the State of Israel (the “Company”). Except as otherwise provided herein, capitalized terms that are used but not otherwise defined herein shall have the meaning assigned to such terms in the Acquisition Agreement (as defined below).
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • June 11th, 2012 • Sigma Designs Inc • Semiconductors & related devices • New York
THIS AMENDMENT NO. 2 TO RIGHTS AGREEMENT (this “Amendment”), dated as of June 11, 2012, by and between SIGMA DESIGNS, INC., a California corporation (the “Company”), and COMPUTERSHARE SHAREOWNER SERVICES LLC, a New Jersey limited liability company (formerly known as Mellon Investor Services LLC), in its capacity as Rights Agent (the “Rights Agent”), is made with reference to the following facts:
Separation AgreementSeparation Agreement • January 29th, 2018 • Sigma Designs Inc • Semiconductors & related devices • California
This Separation Agreement (“Agreement”) is made by and between Thinh Q. Tran, an individual (the “Executive”) and Sigma Designs, Inc. (the “Company”) (collectively the “Parties”), effective on the eighth calendar day after the date this Agreement is signed by the Executive. The Executive must sign and return this Agreement within twenty-one (21) days of January 26, 2018, the date this Agreement is delivered to Executive, to be eligible for the severance benefits described below.
Amendment to Loan DocumentsSigma Designs Inc • April 28th, 2003 • Computer peripheral equipment, nec
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley Bank ("Silicon") and the borrower named above ("Borrower").
AMENDMENT NUMBER 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 9th, 2012 • Sigma Designs Inc • Semiconductors & related devices
THIS AMENDMENT NUMBER 1 TO ASSET PURCHASE AGREEMENT (this “Amendment”) dated May 4, 2012 is by and between Sigma Designs, Inc., a California corporation (“Purchaser”), and Trident Microsystems, Inc., a Delaware corporation (the “Seller”), and each of its Subsidiaries that owns Purchased Assets (the “Seller Subsidiaries” and, together with the Seller, the “Sellers”). Purchaser, the Seller, and Seller Subsidiaries are collectively referred to herein as the “Parties” and individually as a “Party”. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Purchase Agreement (defined below).
ACQUISITION AGREEMENT BY AND AMONG COPPERGATE COMMUNICATIONS LTD. SIGMA DESIGNS, INC. SELLING SHAREHOLDERS AND CARMEL V.C. 2 LTD. AND TAMIR FISHMAN VENTURES MANAGEMENT II LTD., AS THE HOLDER REPRESENTATIVES OCTOBER 12, 2009Acquisition Agreement • October 14th, 2009 • Sigma Designs Inc • Semiconductors & related devices • New York
THIS ACQUISITION AGREEMENT (this “Agreement”), dated as of October 12, 2009, is entered into by and among CopperGate Communications Ltd., a limited liability company under the laws of Israel (the “Company”), Sigma Designs, Inc., a California corporation (“Purchaser”), Carmel V.C. 2 Ltd. and Tamir Fishman Ventures Management II Ltd., as the Holder Representatives, and each of the Persons identified on Exhibit A (the “Executing Shareholders”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG SIGMA DESIGNS, INC., TORREY ACQUISITION CORP., BRETELON, INC. And Fortis Advisors LLC, as Stockholder Representative Dated as of November 4, 2015Agreement and Plan of Merger • November 10th, 2015 • Sigma Designs Inc • Semiconductors & related devices • California
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of November 4, 2015, by and among SIGMA DESIGNS, INC., a California corporation (“Acquirer”), TORREY ACQUISITION CORP., a Delaware corporation and wholly owned subsidiary of Acquirer (“Merger Sub”), BRETELON, INC., a Delaware corporation (the “Company”) and FORTIS ADVISORS LLC, a Delaware limited liability company, as Stockholder Representative (the “Stockholder Representative”). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 11.
Amendment to Loan DocumentsSigma Designs Inc • April 15th, 2004 • Computer peripheral equipment, nec
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley Bank ("Silicon") and the borrower named above ("Borrower").
ContractLoan and Security Agreement • September 8th, 2005 • Sigma Designs Inc • Computer peripheral equipment, nec • California
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 12th, 2006 • Sigma Designs Inc • Computer peripheral equipment, nec • California
THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this "Amendment") is dated as of January 9, 2006, by and among Sigma Designs, Inc., a California corporation ("Parent"), Blue Merger Sub, Inc., a California corporation and a wholly owned subsidiary of Parent ("Merger Subsidiary"), and Blue7 Communications, a California corporation (the "Company").
SIGMA DESIGNS, INC.Stock Option Agreement • August 24th, 2009 • Sigma Designs Inc • Semiconductors & related devices • California
Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Option Agreement.
Terms of Continued EmploymentSigma Designs Inc • June 1st, 2018 • Semiconductors & related devices • California
This letter agreement will confirm certain terms and conditions of your continued at-will employment with Sigma Designs, Inc. (the “Company”) in connection with the voluntary dissolution and liquidation of the Company pursuant to a Plan of Liquidation (the “Plan of Liquidation”).
