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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/18/19 NetApp, Inc. 10-K 4/26/19 138:21M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.55M
2: EX-10.14 Material Contract HTML 210K
3: EX-10.19 Material Contract HTML 92K
4: EX-10.23 Material Contract HTML 236K
5: EX-10.24 Material Contract HTML 226K
6: EX-10.54 Material Contract HTML 60K
7: EX-21.1 Subsidiaries List HTML 46K
8: EX-23.1 Consent of Experts or Counsel HTML 43K
9: EX-31.1 Certification -- §302 - SOA'02 HTML 44K
10: EX-31.2 Certification -- §302 - SOA'02 HTML 44K
11: EX-32.1 Certification -- §906 - SOA'02 HTML 40K
12: EX-32.2 Certification -- §906 - SOA'02 HTML 40K
19: R1 Document and Entity Information HTML 76K
20: R2 Consolidated Balance Sheets HTML 127K
21: R3 Consolidated Balance Sheets (Parenthetical) HTML 58K
22: R4 Consolidated Statements of Operations HTML 111K
23: R5 Consolidated Statements of Comprehensive Income HTML 85K
24: R6 Consolidated Statements of Cash Flows HTML 143K
25: R7 Consolidated Statements of Stockholders' Equity HTML 90K
26: R8 Consolidated Statements of Stockholders' Equity HTML 41K
(Parenthetical)
27: R9 Description of Business and Significant Accounting HTML 100K
Policies
28: R10 Recent Accounting Standards Not Yet Effective HTML 44K
29: R11 Concentration of Risk HTML 44K
30: R12 Business Combinations HTML 44K
31: R13 Goodwill and Purchased Intangible Assets, Net HTML 147K
32: R14 Supplemental Financial Information HTML 257K
33: R15 Revenue HTML 632K
34: R16 Other Income, Net HTML 67K
35: R17 Financial Instruments and Fair Value Measurements HTML 290K
36: R18 Financing Arrangements HTML 131K
37: R19 Stockholders' Equity HTML 453K
38: R20 Derivatives and Hedging Activities HTML 77K
39: R21 Restructuring Charges HTML 129K
40: R22 Income Taxes HTML 308K
41: R23 Net Income per Share HTML 92K
42: R24 Segment, Geographic, and Significant Customer HTML 123K
Information
43: R25 Employee Benefits and Deferred Compensation HTML 87K
44: R26 Commitments and Contingencies HTML 77K
45: R27 Subsequent Event HTML 41K
46: R28 Description of Business and Significant Accounting HTML 188K
Policies (Policies)
47: R29 Description of Business and Significant Accounting HTML 47K
Policies (Tables)
48: R30 Goodwill and Purchased Intangible Assets, Net HTML 154K
(Tables)
49: R31 Supplemental Financial Information (Tables) HTML 270K
50: R32 Revenue (Tables) HTML 634K
51: R33 Other Income, Net (Tables) HTML 66K
52: R34 Financial Instruments and Fair Value Measurements HTML 287K
(Tables)
53: R35 Financing Arrangements (Tables) HTML 125K
54: R36 Stockholders' Equity (Tables) HTML 462K
55: R37 Derivatives and Hedging Activities (Tables) HTML 78K
56: R38 Restructuring Charges (Tables) HTML 128K
57: R39 Income Taxes (Tables) HTML 307K
58: R40 Net Income per Share (Tables) HTML 92K
59: R41 Segment, Geographic, and Significant Customer HTML 131K
Information (Tables)
60: R42 Employee Benefits and Deferred Compensation HTML 89K
(Tables)
61: R43 Commitments and Contingencies (Tables) HTML 64K
62: R44 Description of Business and Significant Accounting HTML 63K
Policies - Additional Information (Detail)
63: R45 Description of Business and Significant Accounting HTML 58K
Policies - Property and Equipment Depreciation
Life (Detail)
64: R46 Recent Accounting Standards Not Yet Effective - HTML 49K
Additional Information (Detail)
65: R47 Business Combinations - Additional Information HTML 58K
(Detail)
66: R48 Goodwill and Purchased Intangible Assets, Net - HTML 47K
Schedule of Goodwill Activity (Detail)
67: R49 Goodwill and Purchased Intangible Assets, Net - HTML 55K
Purchased Intangible Assets, Net (Detail)
68: R50 Goodwill and Purchased Intangible Assets, Net - HTML 52K
Amortization Expense for Purchased Intangible
Assets (Detail)
69: R51 Goodwill and Purchased Intangible Assets, Net - HTML 49K
Future Amortization Expense Related to Purchased
Intangible Assets (Detail)
70: R52 Supplemental Financial Information - Cash and Cash HTML 62K
Equivalents (Detail)
71: R53 Supplemental Financial Information - Inventories HTML 47K
(Detail)
72: R54 Supplemental Financial Information - Property and HTML 64K
Equipment Net (Detail)
73: R55 Supplemental Financial Information - Additional HTML 73K
Information (Detail)
74: R56 Supplemental Financial Information - Depreciation HTML 42K
and Amortization Expense (Detail)
75: R57 Supplemental Financial Information - Other HTML 49K
Non-Current Assets (Detail)
76: R58 Supplemental Financial Information - Accrued HTML 49K
expenses (Detail)
77: R59 Supplemental Financial Information - Product HTML 53K
Warranty Liabilities (Detail)
78: R60 Supplemental Financial Information - Other HTML 50K
Long-term Liabilities (Detail)
79: R61 Supplemental Financial Information - Supplemental HTML 53K
Cash Flows, Non-Cash Investing and Financing
Activities (Detail)
80: R62 Revenue - Impacts of Adoption of ASC 606 to HTML 77K
Consolidated Balance Sheet (Detail)
81: R63 Revenue - Impacts of Adoption of ASC 606 to HTML 41K
Consolidated Balance Sheet (Parenthetical)
(Detail)
82: R64 Revenue - Impacts of Adoption of ASC 606 to HTML 144K
Statements of Operations (Detail)
83: R65 Revenue - Summary of Disaggregation of Revenue HTML 58K
(Detail)
84: R66 Revenue - Summary of Components of Deferred HTML 56K
Revenue and Financed Unearned Services Revenue
(Detail)
85: R67 Revenue - Summary of Activity Related to Deferred HTML 47K
Revenue and Financed Unearned Services Revenue
(Detail)
86: R68 Revenue - Additional Information (Detail) HTML 43K
87: R69 Revenue - Additional Information (Detail1) HTML 48K
88: R70 Revenue - Summary of Activity Related to Deferred HTML 46K
Commissions (Detail)
89: R71 Revenue - Summary of Activity Related to the HTML 46K
Balances in Consolidated Balance Sheets (Detail)
90: R72 Other Income, Net (Detail) HTML 50K
91: R73 Financial Instruments and Fair Value Measurements HTML 63K
- Summary of Investments (Detail)
92: R74 Financial Instruments and Fair Value Measurements HTML 46K
- Additional Information (Detail)
93: R75 Financial Instruments and Fair Value Measurements HTML 57K
- Contractual Maturities of Debt Investments
(Detail)
94: R76 Financial Instruments and Fair Value Measurements HTML 97K
- Summary of Financial Assets and Liabilities
Measured at Fair Value on Recurring Basis (Detail)
95: R77 Financing Arrangements - Carrying Value of HTML 68K
Long-Term Debt (Detail)
96: R78 Financing Arrangements - Additional Information HTML 98K
(Detail)
97: R79 Financing Arrangements - Future Principal Debt HTML 55K
Maturities (Detail)
98: R80 Stockholders' Equity - Additional Information HTML 165K
(Detail)
99: R81 Stockholders' Equity - Activity Related to Stock HTML 62K
Options (Detail)
100: R82 Stockholders' Equity - Additional Information HTML 47K
Related to Stock Options (Detail)
101: R83 Stockholders' Equity - Activity Related to HTML 64K
Restricted Stock Units Including Performance-Based
Restricted Stock Units (Detail)
102: R84 Stockholders' Equity - Number and Value of Shares HTML 45K
Netted for Employee Taxes (Detail)
103: R85 Stockholders' Equity - Schedule of Employee Stock HTML 48K
Purchase Plan (Espp) (Detail)
104: R86 Stockholders' Equity - Stock-Based Compensation HTML 57K
Expense (Detail)
105: R87 Stockholders' Equity - Summary of Valuation HTML 58K
Assumptions (Detail)
106: R88 Stockholders' Equity - Summary of Activities HTML 51K
Related to Stock Repurchase Program (Detail)
107: R89 Stockholders' Equity - Summary of Activities HTML 48K
Related to Dividends on Common Stock (Detail)
108: R90 Stockholders' Equity - Accumulated Other HTML 73K
Comprehensive Income (Loss) by Component Net of
Tax (Detail)
109: R91 Stockholders' Equity - Amounts Reclassified Out of HTML 56K
Accumulated Other Comprehensive Income (Loss)
(Detail)
110: R92 Derivatives and Hedging Activities - Schedule of HTML 50K
Notional Value of Outstanding Foreign Currency
Forward Contracts (Detail)
111: R93 Derivatives and Hedging Activities - Schedule of HTML 44K
Derivative Instruments Not Designated as Cash Flow
Hedges (Detail)
112: R94 Restructuring Charges - Additional Information HTML 48K
(Detail)
113: R95 Restructuring Charges - Activities Related to HTML 62K
Restructuring Reserves (Detail)
114: R96 Income Taxes - Income Before Income Taxes (Detail) HTML 48K
115: R97 Income Taxes - Provision for Income Taxes (Detail) HTML 68K
116: R98 Income Taxes - Statutory Federal Income Tax Rate HTML 78K
(Detail)
117: R99 Income Taxes - Additional Information (Detail) HTML 108K
118: R100 Income Taxes - Deferred Tax Assets and Liabilities HTML 78K
(Detail)
119: R101 Income Taxes - Unrecognized Tax Benefits (Detail) HTML 52K
120: R102 Income Taxes - Summary of Tax Years Remain Subject HTML 69K
to Examinations under Major Tax Jurisdictions
(Detail)
121: R103 Net Income per Share - Computation of Basic and HTML 63K
Diluted Net Income Per Share (Detail)
122: R104 Net Income per Share - Additional Information HTML 42K
(Detail)
123: R105 Segment Geographic and Significant Customer HTML 48K
Information - Additional Information (Detail)
124: R106 Segment Geographic and Significant Customer HTML 50K
Information - Schedule of Revenues by Geographic
Region (Detail)
125: R107 Segment Geographic and Significant Customer HTML 47K
Information - Schedule of Cash, Cash Equivalents
and Short-Term Investments (Detail)
126: R108 Segment Geographic and Significant Customer HTML 47K
Information - Schedule of Property and Equipment
Net by Geographic Areas (Detail)
127: R109 Segment Geographic and Significant Customer HTML 49K
Information - Significant Customers (Detail)
128: R110 Segment Geographic and Significant Customer HTML 49K
Information - Schedule of Net Accounts Receivable
from Significant Customers (Detail)
129: R111 Employee Benefits and Deferred Compensation - HTML 61K
Additional Information (Detail)
130: R112 Employee Benefits and Deferred Compensation - HTML 41K
Amount Contributed under 401(k) Plans (Detail)
131: R113 Employee Benefits and Deferred Compensation - HTML 46K
Deferred Compensation Plans (Detail)
132: R114 Employee Benefits and Deferred Compensation - HTML 48K
Schedule of Defined Benefit Plans (Detail)
133: R115 Commitments and Contingencies - Future Annual HTML 59K
Minimum Lease Payments Under All Noncancelable
Operating Leases (Detail)
134: R116 Commitments and Contingencies - Additional HTML 65K
Information (Detail)
135: R117 Subsequent Event - Additional Information (Detail) HTML 44K
137: XML IDEA XML File -- Filing Summary XML 258K
136: EXCEL IDEA Workbook of Financial Reports XLSX 148K
13: EX-101.INS XBRL Instance -- ntap-20190426 XML 6.61M
15: EX-101.CAL XBRL Calculations -- ntap-20190426_cal XML 303K
16: EX-101.DEF XBRL Definitions -- ntap-20190426_def XML 953K
17: EX-101.LAB XBRL Labels -- ntap-20190426_lab XML 1.90M
18: EX-101.PRE XBRL Presentations -- ntap-20190426_pre XML 1.61M
14: EX-101.SCH XBRL Schema -- ntap-20190426 XSD 256K
138: ZIP XBRL Zipped Folder -- 0001564590-19-022779-xbrl Zip 303K
Exhibit 10.54
SEVENTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALE
AND JOINT ESCROW INSTRUCTIONS
THIS SEVENTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS (this “Amendment”) is dated as of March 15, 2019 by and between NETAPP,
INC., a Delaware corporation (“Seller”), and GOOGLE LLC, a Delaware limited liability company
(“Buyer”).
RECITALS
A. Buyer (as successor-in-interest to Google Inc., a Delaware corporation) and Seller entered into that certain Agreement of Purchase and Sale and Joint Escrow Instructions dated as of September 11, 2017 (the “Original Agreement”), as amended by that certain First Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of October 2, 2017 (the “First Amendment”), and as further amended by that certain Second Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of October 25, 2017 (the “Second Amendment”), and as further amended by that certain Third Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of October 31, 2017 (the “Third Amendment”), and as further amended by that certain Fourth Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of November 2, 2017 (the “Fourth Amendment”), and as further amended by that certain Fifth Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of November 8, 2017 (the “Fifth Amendment”), and as further amended by that certain Sixth Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions dated as of November 10, 2017 (the “Sixth Amendment”), and together with the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Sixth Amendment and the Original Agreement, the “Agreement”) with respect to certain real property, improvements and undeveloped land located in Sunnyvale, California (as more particularly described in the Agreement, the “Property”). All capitalized and undefined terms used in this Amendment shall have the meanings given to them in the Agreement.
B. Buyer and Seller wish to amend the Agreement to reflect the agreement of the parties as to the Subdivision Conditions and to make certain other modifications, all as set forth in this Amendment.
AGREEMENT
NOW THEREFORE, in consideration of the foregoing, and of the conditions, terms, covenants, and agreements set forth herein and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree that the Agreement is amended as follows:
1. Recitals & References. The Recitals set forth above are incorporated herein as though set forth in full herein. All references to the "Agreement" in this Amendment or in the Agreement shall mean the Agreement as amended by this Amendment.
2. Subdivision Conditions. The parties acknowledge that the City has required the performance of certain Subdivision Conditions in connection with the City’s final approval of the Subdivision Map for the Common Lot pursuant to the Recommended Conditions of Approval and Standard Development Requirements attached hereto as Exhibit A (the “Conditions of Approval”). Pursuant to the terms of Section 3.2.3 of the Original Agreement, the patrties have agreed to allocate responsibility for the Subdivision Conditions described in the Conditions of Approval in accordance with this Section. Buyer hereby agrees to perform, at its sole cost and expense, the work referenced as General Conditions GC‑3, GC‑4, GC‑5, PS‑1 (with respect to any new construction and major alterations to existing buildings performed by•Buyer), BP‑1, BP‑2, BP‑3, BP‑4, BP‑5, BP‑6 (as part of the Building Permit Application), EP‑4 (with respect to any new construction and major alterations to existing buildings performed by Buyer), EP‑5 (with respect to any new construction and major alterations to existing buildings performed by Buyer), EP‑10, EP‑11 (with respect to any new construction and major alterations to existing buildings performed by Buyer), EP‑13, EP‑14, EP‑15, EP‑16, EP‑17, EP‑18, EP‑19, EP‑20, EP‑23 (with respect to any new construction and major alterations to existing buildings performed by Buyer), EP‑24 (with respect to any new construction and major alterations to existing
buildings performed by Buyer), EP‑25 (with respect to any new construction along the frontage of Geneva Avenue performed by Buyer), EP‑26 (with respect to any new construction along the frontage of Geneva Avenue performed by Buyer), EP‑27 (with respect to any new construction along the frontage of Geneva Avenue performed by Buyer), EP‑28 (with respect to any new construction along the frontage of Geneva Avenue performed by Buyer), EP‑29 (with respect to any new construction along the frontage of Geneva Avenue performed by Buyer), EP‑30 (with respect to any new construction along the frontage of Geneva Avenue performed by Buyer), EP‑31 (with respect to any new construction along the frontage of Geneva Avenue performed by Buyer), EP‑32, PM‑5 (with respect to the sidewalk construction along the Geneva Avenue frontage under a separate MPP Permit), PM‑6 (with respect to the sidewalk construction along the Geneva Avenue frontage under a separate MPP Permit), PF‑2 (only in the event the parking lot construction in the Buyer's area of control takes place during the subdivision process), and PF‑3 (through a MPP Permit) of the Conditions of Approval. Seller hereby agrees that it shall perform, at its sole cost and expense, all other Subdivision Conditions set forth in the Conditions of Approval that are required to be performed in order to secure the City's final approval of the Subdivision Map for the Common Lot and the recordation thereof in the Official Records. Seller and Buyer acknowledge that the City could impose additional conditions as part of the plan check process for the approval of the Final Map and agree that in the event of any such additional conditions that create additional expense or performance obligations (the “Additional Conditions”), Seller shall provide Buyer with prompt notice of such Additional Conditions and the parties shall promptly meet and work cooperatively together in good faith to resolve the property allocation of any actions necessary to meet such Additional Conditions. For the purposes of this Amendment, the Additional Conditions shall be deemed to be Subdivision Conditions (as defined in the Original Agreement) and all of the terms and conditions of Section 3.2.3(f) of the Original Agreement, including review and approval (or disapproval) of such Additional Conditions and the termination right of the parties set forth therein with respect to the Subdivision Conditions, shall be applicable to the Additional Conditions.
3. Outside Second Closing Date. The Outside Second Closing Date to be August 30, 2019 and pursuant to the terms of Paragraph 15 of Article I of the Original Agreement. Seller has the right to further extend the Outside Second Closing Date for two (2) additional periods of six (6) months each. In addition to Seller's right to extend the Outside Second Closing Date, Buyer shall have the right, by written notice delivered to Seller at least three (3) business days in advance of the then-existing Outside Second Closing Date, to extend the Second Closing Date for a period of up to six (6) months in order for Buyer to complete the work related to the Subdivision Conditions that Buyer has agreed to perform pursuant to Section 2 above.
4. Common Lot Real Property Taxes. Buyer and Seller acknowledge that the County of Santa Clara has erroneously charged both Buyer and Seller for real property taxes related to the Common Lot, and that both Buyer and Seller have each paid annual real property taxes for fiscal year 2018/2019 for the Common Lot to the County of Santa Clara. Buyer and Seller are protesting such double payment of real property taxes related to the Common Lot. Accordingly, Buyer and Seller shall reasonably cooperate with each other to resolve the assessment issues and such overpayment of real property taxes for the Common Lot prior to the Second Closing Date, or within a reasonable period after proper documentation from the County of Santa Clara is received by Buyer and Seller. If Buyer is charged after the Second Closing Date for any real property taxes and assessments attributed to the portion of the Common Lot that constitutes Seller Common Lot (including any improvements thereon), Buyer shall promptly provide Seller with such tax bill and Seller shall be obligated to pay such tax bill within thirty (30) days following receipt thereof. If Seller is charged after the Second Closing Date for any real property taxes and assessments attributed to the portion of the Common Lot that constitutes the Google Common Lot (including any improvements thereon), Seller shall promptly provide Buyer with such tax bill and Buyer shall be obligated to pay such tax bill following receipt thereof to the extent such amount has not been paid pursuant to the Revised CC&Rs. Seller shall promptly inform Buyer of any notices of reassessment for the base year value adjustments that are attributable to the Common Lot assessment and taxes as of the Second Closing Date. If re-parceling (as a result of the subdivision of the Common Lot) of the Common Lot has occurred, both parties shall be informed to ensure proper assessment of the Google Common Lot and the Seller Common Lot. Additionally, with respect to any tax proceedings that relate to the Common Lot for the tax year in which the Second Closing Date occurs, neither Seller nor Buyer may settle any such tax proceeding without the written consent of the other party, which shall not be unreasonably withheld, conditioned or delayed, and any tax refunds and credits received after the Second Closing Date which are attributable to the Common Lot and for the fiscal tax years prior to the Second Closing Date shall belong to both Buyer and Seller based upon the previously agreed prorations set forth in the Original Agreement, and those which are attributable to the fiscal year in which the Second Closing date occurs shall be prorated based upon each parties respective periods of ownership of the Common Lot. Buyer may settle any tax proceedings with respect to the Real Property and the Google Common Lot for the tax year
in which the Second Closing Date occurs, subject to the apportionment requirements set forth in the Agreement. The terms of this Section 4 shall survive the Second Closing and not be merged therein.
5. Full Force and Effect. Buyer and Seller hereby agree that the Agreement is in full force and effect, and that except as modified by this Amendment, the terms and provisions of the Agreement are hereby ratified and confirmed and are and shall remain in full force and effect. Should any inconsistency arise between this Amendment and the Agreement as to the specific matters which are the subject of this Amendment, the terms and conditions of this Amendment shall control. This Amendment shall be construed to be a part of the Agreement and shall be deemed incorporated in the Agreement by this reference.
6. Counterparts; Electronic Copy. This Amendment may be executed in two (2) or more counterparts, each of which shall be an original, and all of which shall constitute one original of this Amendment. Signatures to this Amendment transmitted by email shall be valid and effective to bind the party so signing. Each party agrees to promptly deliver an execution original to this Amendment with its actual signature to the other party, but a failure to do so shall not affect the enforceability of this Amendment, it being expressly agreed that each party to this Amendment shall be bound by its own emailed signature and shall accept the emailed signature of the other party to this Amendment.
7. Entire Agreement. The Agreement, as amended by this Amendment, constitutes the full and complete agreement and understanding between the parties hereto and shall supersede all prior communications, representations, understandings or agreements, if any, whether oral or written, concerning the subject matter contained in the Agreement, as so amended, and no provision of the Agreement, as so amended, may be modified, amended, waived or discharged, in whole or in party, except by a written instrument executed by all of the parties hereto.
8. Governing Law. This Amendment shall be governed by the laws of the State of California.
9. Authority. Each signatory of this Amendment represents hereby that he or she has the authority to execute and deliver the same on behalf of the party hereto for which such signatory is acting.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written.
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SELLER:
NETAPP, INC. a Delaware corporation
By: /s/Jeffrey Bergmann Name: Jeffrey Bergmann Title: Vice President, Tax & Treasury |
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BUYER: a Delaware limited liability company
By: /s/David Radcliffe Name: David Radcliffe Title: VP, Real Estate |
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 8/30/19 | ||||
| Filed on: | 6/18/19 | 4, S-8 | ||
| For Period end: | 4/26/19 | |||
| 3/15/19 | ||||
| 11/10/17 | ||||
| 11/8/17 | ||||
| 11/2/17 | ||||
| 10/31/17 | ||||
| 10/25/17 | ||||
| 10/2/17 | 4 | |||
| 9/11/17 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/14/23 NetApp, Inc. 10-K 4/28/23 141:27M Donnelley … Solutions/FA 6/16/22 NetApp, Inc. 10-K 4/29/22 140:23M Donnelley … Solutions/FA 6/21/21 NetApp, Inc. 10-K 4/30/21 135:20M ActiveDisclosure/FA |