Electronic Design Automation Software Company in California

Sale of Substantially all the assets of ATopTech, Inc. Founded in April 2003 by a team of industry experts, the Company competes in the physical design segment of the electronic design automation (“EDA”) industry, developing technology and manufacturing software solutions for engineers in the physical design of integrated circuits. The Sale Assets are described as below:

• the Contracts set forth on Schedule 2.1
• all Technology owned by Seller, including the Business Product Software, Incorporated Open Source Software, Incorporated Other Software to the extent licensed under a Designated Contract and other Technology listed on Schedule 2.1
• all Intellectual Property Rights owned or purported to be owned by Seller
• copies of all books, files, papers, data, databases, information systems, documentation and records (whether in paper or electronic form) related to the Transferred Assets
• all claims, causes of action, choses in action, rights of recovery and rights of set-off (of any kind, at any time or in any manner arising or existing, whether choate or inchoate, known or unknown, contingent or non-contingent) in favor of Seller, against any Person, relating to any Transferred Asset
• all benefits of Seller under Seller’s insurance policies, including rights to assert claims and to proceeds, to the extent the foregoing relate to the Transferred Assets;
• all equipment, fixtures, furniture, computers, servers, tools, parts, supplies and other tangible personal property; and
• all accounts receivable of Seller, other than accounts receivable arising from intercompany transactions. The Sale Assets are more described from "Page 75-76" on the attached PDF.