0001193125-08-179138 Sample Contracts

AGIGA TECH LOGO]
Simtek Corp • August 15th, 2008 • Semiconductors & related devices
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August 15, 2008 Dear Simtek Stockholder:
Simtek Corp • August 15th, 2008 • Semiconductors & related devices

We are pleased to inform you that, on August 1, 2008, Simtek Corporation (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Cypress Semiconductor Corporation, a Delaware corporation (“Cypress”), and Copper Acquisition Corporation, a Delaware corporation and a direct wholly owned subsidiary of Cypress (“Purchaser”).

CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • August 15th, 2008 • Simtek Corp • Semiconductors & related devices • Colorado

THIS CHANGE OF CONTROL AGREEMENT (this “Agreement”), dated April 3, 2008 (the “Effective Date”), is by and between AgigA Tech, Inc., a Delaware corporation (the “Company”), and Ronald Sartore (the “Employee”).

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