2,300,000 Shares Common Stock ($0.001 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • June 25th, 2003 • Intervideo Inc • Services-prepackaged software • New York
InterVideo, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”) an aggregate of 2,300,000 shares (the “Firm Shares”) of Common Stock, $0.001 par value (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 345,000 shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus which is referred to below. As part of the offering contemplated by this Agreement, SG Cowen Securities Corporation (the “Designated Underwriter”) has agreed to reserve out of the Firm Shares purchased by it under this Agreement, up to __________ shares, for sale to the Company’s customers and business partners, including its
INTERVIDEO, INC. CHANGE OF CONTROL AGREEMENTChange of Control Agreement • June 25th, 2003 • Intervideo Inc • Services-prepackaged software • California
This Change of Control Agreement (the “Agreement”) is made and entered into effective as of , 2003 (the “Effective Date”), by and between (the “Employee”) and InterVideo, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 1 below.
