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FIRST AMDT TO FOUNDER STOCK PURCHASE AGMT

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EXHIBIT 10.22



COPPER MOUNTAIN NETWORKS, INC.



FIRST AMENDMENT TO

FOUNDER STOCK PURCHASE AGREEMENT



THIS FIRST AMENDMENT TO FOUNDER STOCK PURCHASE AGREEMENT, dated as of the 12th day of June 1998 (the "Agreement"), is an amendment to the previously executed Founder Stock Purchase Agreement dated as of the 11th day of March 1996, by and between Copper Mountain Networks, Inc., a California corporation (the "Corporation"), and Joseph D. Markee (the "Purchaser").





Whereas, as of March 11, 1996, the Corporation issued, and the Purchaser acquired, stock of the Corporation on the terms and conditions set forth in the Founder Stock Purchase Agreement attached hereto as Exhibit A; and



WHEREAS, the Corporation and the Purchaser desires to amend section 2(b) regarding the release of shares from the Corporation's Purchase Option (the "Purchase Option").



NOW, THEREFORE, in consideration of the foregoing and of the mutual promises and covenants set forth herein, the parties hereto agree as follows:



1. AMENDMENT OF SECTION 2(B) OF FOUNDER STOCK PURCHASE AGREEMENT. Section 2(b) of the Agreement is hereby amended and restated to read as follows:



(B) "One hundred percent (100%) of the Stock shall initially be

subject to the Purchase Option. The Stock shall vest and be released from

the Purchase Option on a monthly basis over four years measured from the

Employment Start Date (as set forth below), until all the Stock is released

from the Purchase Option. In the event Purchaser's service with the Company

is involuntarily terminated at any time without Cause (as defined below)

either at the time of or within twelve (12) months following the occurrence

of an event specified in subsection 14(b) of the Company's 1996 Equity

Incentive Plan (a "Change in Control"), then upon such termination vesting

of the Stock shall immediately be accelerated as to one-half of the

unvested portion of the Stock and such shares shall be released from the
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