0001144204-06-017906 Sample Contracts

WINTEGRA, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 2nd, 2006 • Wintegra Inc • Semiconductors & related devices • Delaware

THIS AGREEMENT is entered into, effective as of _____________ by and between Wintegra, Inc., a Delaware corporation (the “Company”), and __________ (“Indemnitee”), effective as of the date that the Registration Statement on Form S-1 related to the initial public offering of the Company’s Common Stock is declared effective by the United States Securities and Exchange Commission.

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AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • May 2nd, 2006 • Wintegra Inc • Semiconductors & related devices

This Amendment to Employment Agreement (the “Amendment”) is made and entered into as of March __ 2006 (“Effective Date”) by and among Wintegra, Ltd. a company Incorporated under the laws of the State of Israel, with its principal offices at Ra'anana, Israel (the “Company”), and Ricardo Berger, residing at Ra'anana (the “Executive”).

AMENDMENT TO LOAN AGREEMENT
Loan Agreement • May 2nd, 2006 • Wintegra Inc • Semiconductors & related devices

This PLEDGE AND SECURITY AGREEMENT, dated as of June 4th, 2002 (this "Agreement"), by and among Wintegra Inc., a Delaware corporation (the "Grantor"), and Plenus Technologies Ltd., as Collateral Agreement ("Plenus" or "Collateral Agent").

WINTEGRA LTD. JACOB (KOBI) BEN ZVI EMPLOYMENT AGREEMENT
Employment Agreement • May 2nd, 2006 • Wintegra Inc • Semiconductors & related devices

THIS AGREEMENT (the “Agreement”) is made and entered into effective as of January 1, 2006 (“Effective Date”), by and between Wintegra Ltd. of 6 Hamasger St. Raa’nana, Israel (the “Company”), and Jacob (Kobi) Ben Zvi, Israeli I.D. No. 51713709, Israel, (“Executive”).

FOUNDER STOCK PURCHASE AGREEMENT
Assignment Agreement • May 2nd, 2006 • Wintegra Inc • Semiconductors & related devices • Delaware

THIS AGREEMENT is made as of the 26th day of January, 2000 (the "Effective Date") by and between Wintegra, Inc., a Delaware corporation (the "Company"), and Robert O'Dell (the "Purchaser").

Second Addendum to the Unprotected Rental Agreement Dated July 15, 2001
Unprotected Rental Agreement • May 2nd, 2006 • Wintegra Inc • Semiconductors & related devices

Whereas the Lessor and the Lessee are parties to an unprotected rental agreement dated July 15, 2001, including its various appendices, and an Addendum to the Agreement dated July 31, 2005, attached to this Addendum and constituting an integral part thereof (hereinafter, jointly - “the Rental Agreement”).

Wintegra logo] Date: August 12, 2004 Customer’s name: WINTEGRA LTD. Corporate no.: 512901075 Address: 6 Hamasger St. Ra'anana Account No.: ______________________, To: United Mizrahi Bank Ltd. ______________ Branch Dear Sir, Re: Framework Agreement for...
Wintegra Inc • May 2nd, 2006 • Semiconductors & related devices

It is hereby agreed and declared between Wintegra Ltd. (hereinafter: the “Borrower”) and United Mizrahi Bank Ltd. (hereinafter: the “Bank”) that the following terms and conditions shall apply to all loans that the Bank shall make available from time to time to the Borrower, in accordance with (i) this Framework Agreement for Foreign Currency Loans (hereinafter: the “Agreement”) and (ii) every specific loan agreement in the form attached hereto as Appendix “A” (hereinafter: the “Loan Agreement”), such Loan Agreement being deemed to form an integral part of the Agreement and will be submitted to the Bank from time to time in the future, in accordance with the terms of the Agreement and approved by the Bank.

AMENDMENT NO. 1 TO LEASE
Lease • May 2nd, 2006 • Wintegra Inc • Semiconductors & related devices • Texas

This AMENDMENT NO. 1 TO LEASE (“this Amendment”) is made as of the 21st day of April, 2006, between PROMINENT NORTHPOINT L.P., a Texas limited partnership (as successor-in interest to Connecticut General Life Insurance Company, A Connecticut Corporation, on Behalf of its Separate Account R) (“Landlord”) and Wintegra, Inc., ("Tenant").

WINTEGRA, INC. JACOB (KOBI) BEN ZVI EMPLOYMENT AGREEMENT
Employment Agreement • May 2nd, 2006 • Wintegra Inc • Semiconductors & related devices • Texas

This Employment Agreement (the “Agreement”) is entered into as of January 1, 2006, (the “Effective Date”) by and between Wintegra, Inc. (the ”Company”) and Jacob (Kobi) Ben Zvi (“Executive”) (together, the “Parties”).

SERVICES AGREEMENT
Services Agreement • May 2nd, 2006 • Wintegra Inc • Semiconductors & related devices

THIS AGREEMENT (the "Agreement") is made and entered into this 1st day of February, 2002 (the "Effective Date"), by and between Wintegra Ltd. (P.C. No. 51-290107-5), of business address at Taya Center 6, Hamasger St. P.O.B. 3048, 43653 Ra'anana, Israel ("Wintegra"), and Shardan B Management Services Ltd. (in formation) of 13A Shphinoza St. Herzlia 46683, Israel (the "Company").

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