0001092388-00-500284 Sample Contracts

EXCLUSIVE PRODUCT PURCHASE AGREEMENT
Exclusive Product Purchase Agreement • November 15th, 2000 • Sandisk Corp • Computer storage devices

THIS PRODUCT PURCHASE AGREEMENT (“Agreement”) is made and entered into effective as of August 7, 2000 by and between Photo-Me International Plc., a company governed by the laws of England and Wales (“PMI”), and DigitalPortal Inc. (“DPI”) a Delaware corporation.

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SHAREHOLDERS AGREEMENT
Shareholders Agreement • November 15th, 2000 • Sandisk Corp • Computer storage devices • California

This Shareholders Agreement (the “Agreement”) made as of July 4, 2000 by and between by SanDisk Corporation, a Delaware corporation (“S”), and The Israel Corporation, an Israeli corporation (“I”).

ADDITIONAL PURCHASE OBLIGATION AGREEMENT
Additional Purchase Obligation Agreement • November 15th, 2000 • Sandisk Corp • Computer storage devices • California

ADDITIONAL PURCHASE OBLIGATION AGREEMENT, dated as of July 4, 2000, between Tower Semiconductor Ltd., an Israeli corporation (“T”), and SanDisk Corporation, a Delaware corporation (“S”).

NON-SOLICITATION AGREEMENT
Non-Solicitation Agreement • November 15th, 2000 • Sandisk Corp • Computer storage devices

THIS NON-SOLICITATION AGREEMENT (this “Agreement”) is made and entered into effective as of August 7, 2000 (the “Effective Date”), by and between SanDisk Corporation, a Delaware corporation (“SanDisk”), DigitalPortal Inc., a Delaware corporation (“DPI”), and Photo-Me International, Plc. (“PMI”), a corporation organized under the laws of England and Wales.

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • November 15th, 2000 • Sandisk Corp • Computer storage devices • California

This Share Purchase Agreement (“Agreement”) is made as of July 4, 2000, by SanDisk Corporation, a Delaware corporation (“Buyer”), and Tower Semiconductor Ltd., an Israeli corporation (the “Company”).

ESCROW AGREEMENT
Escrow Agreement • November 15th, 2000 • Sandisk Corp • Computer storage devices • California

ESCROW AGREEMENT dated as of August 14, 2000, between SanDisk Corporation, a Delaware corporation, (the “Purchaser”), Tower Semiconductor Ltd., an Israeli corporation (the “Company”) and Union Bank of California, N.A., as escrow agent (the “Escrow Agent”).

STOCKHOLDERS’ AGREEMENT
Stockholders’ Agreement • November 15th, 2000 • Sandisk Corp • Computer storage devices

THIS STOCKHOLDERS’ AGREEMENT (the “Agreement”) dated as of August 7, 2000 by and among SanDisk Corporation, a Delaware corporation (“SanDisk”), Photo-Me International, Plc. (“PMI”), a corporation organized under the laws of England and Wales (each referred to herein as a “Stockholder” and together as the “Stockholders”), and DigitalPortal Inc., a Delaware corporation (the “Company”).

DEFINITIVE AGREEMENT TO FORM VENDING BUSINESS Between Photo-Me International, Plc. and SanDisk Corporation August 7, 2000
Definitive Agreement • November 15th, 2000 • Sandisk Corp • Computer storage devices • California

This Agreement (“Agreement”), dated and effective August 7, 2000 (the “Effective Date”), is between SanDisk Corporation, a Delaware corporation (“ SanDisk”), and Photo-Me International, Plc. (“PMI”) a corporation organized under the laws of England and Wales.

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