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NetApp, Inc. – ‘10-K’ for 4/29/16 – ‘EX-10.42’

On:  Wednesday, 6/22/16, at 4:07pm ET   ·   For:  4/29/16   ·   Accession #:  1564590-16-20754   ·   File #:  0-27130

Previous ‘10-K’:  ‘10-K’ on 6/12/15 for 4/24/15   ·   Next:  ‘10-K’ on 6/20/17 for 4/28/17   ·   Latest:  ‘10-K’ on 6/14/23 for 4/28/23   ·   3 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 6/22/16  NetApp, Inc.                      10-K        4/29/16  136:20M                                    ActiveDisclosure/FA

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.46M 
 2: EX-10.34    Material Contract                                   HTML     63K 
 3: EX-10.35    Material Contract                                   HTML    120K 
 4: EX-10.41    Material Contract                                   HTML    320K 
 5: EX-10.42    Material Contract                                   HTML     51K 
 6: EX-10.43    Material Contract                                   HTML     49K 
 7: EX-21.1     Subsidiaries List                                   HTML     46K 
 8: EX-23.1     Consent of Experts or Counsel                       HTML     41K 
 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     69K 
20: R2          Consolidated Balance Sheets                         HTML    116K 
21: R3          Consolidated Balance Sheets (Parenthetical)         HTML     57K 
22: R4          Consolidated Statements of Operations               HTML    109K 
23: R5          Consolidated Statements of Comprehensive Income     HTML     85K 
24: R6          Consolidated Statements of Cash Flows               HTML    146K 
25: R7          Consolidated Statements of Stockholders' Equity     HTML    110K 
26: R8          Consolidated Statements of Stockholders' Equity     HTML     41K 
                (Parenthetical)                                                  
27: R9          Description of Business and Significant Accounting  HTML     89K 
                Policies                                                         
28: R10         Concentration of Risk                               HTML     46K 
29: R11         Recent Accounting Standards Not Yet Effective       HTML     44K 
30: R12         Statements of Cash Flows Additional Information     HTML     78K 
31: R13         Business Combinations                               HTML    102K 
32: R14         Goodwill and Purchased Intangible Assets, Net       HTML    176K 
33: R15         Balance Sheet Details                               HTML    235K 
34: R16         Other Income (Expense), Net                         HTML     68K 
35: R17         Financial Instruments and Fair Value Measurements   HTML    307K 
36: R18         Financing Arrangements                              HTML    138K 
37: R19         Stockholders' Equity                                HTML    566K 
38: R20         Derivatives and Hedging Activities                  HTML     85K 
39: R21         Restructuring and Other Charges                     HTML    130K 
40: R22         Income Taxes                                        HTML    311K 
41: R23         Net Income per Share                                HTML     99K 
42: R24         Segment, Geographic, and Significant Customer       HTML    131K 
                Information                                                      
43: R25         Employee Benefits and Deferred Compensation         HTML    101K 
44: R26         Commitments and Contingencies                       HTML     78K 
45: R27         Description of Business and Significant Accounting  HTML    171K 
                Policies (Policies)                                              
46: R28         Description of Business and Significant Accounting  HTML     48K 
                Policies (Tables)                                                
47: R29         Statements of Cash Flows Additional Information     HTML     76K 
                (Tables)                                                         
48: R30         Business Combinations (Tables)                      HTML    100K 
49: R31         Goodwill and Purchased Intangible Assets, Net       HTML    179K 
                (Tables)                                                         
50: R32         Balance Sheet Details (Tables)                      HTML    250K 
51: R33         Other Income (Expense), Net (Tables)                HTML     68K 
52: R34         Financial Instruments and Fair Value Measurements   HTML    305K 
                (Tables)                                                         
53: R35         Financing Arrangements (Tables)                     HTML    129K 
54: R36         Stockholders' Equity (Tables)                       HTML    576K 
55: R37         Derivatives and Hedging Activities (Tables)         HTML     79K 
56: R38         Restructuring and Other Charges (Tables)            HTML    128K 
57: R39         Income Taxes (Tables)                               HTML    313K 
58: R40         Net Income per Share (Tables)                       HTML     97K 
59: R41         Segment, Geographic, and Significant Customer       HTML    136K 
                Information (Tables)                                             
60: R42         Employee Benefits and Deferred Compensation         HTML    104K 
                (Tables)                                                         
61: R43         Commitments and Contingencies (Tables)              HTML     64K 
62: R44         Description of Business and Significant Accounting  HTML     58K 
                Policies - Property and Equipment Depreciation                   
                Life (Detail)                                                    
63: R45         Description of Business and Significant Accounting  HTML     58K 
                Policies - Additional Information (Detail)                       
64: R46         Statements of Cash Flows Additional Information -   HTML     52K 
                Supplemental Cash Flows and Non Cash Investing                   
                Activities (Detail)                                              
65: R47         Business Combinations - Additional Information      HTML     48K 
                (Detail)                                                         
66: R48         Business Combinations - Preliminary Fair Value of   HTML     59K 
                Assets Acquired and Liabilities Assumed (Detail)                 
67: R49         Business Combinations - Components of Intangible    HTML     59K 
                Assets Acquired (Detail)                                         
68: R50         Business Combinations - Pro Forma Combined          HTML     43K 
                Financial Information (Detail)                                   
69: R51         Business Combinations - Fair Values of Net Assets   HTML     52K 
                Acquired (Detail)                                                
70: R52         Goodwill and Purchased Intangible Assets, Net -     HTML     44K 
                Schedule of Goodwill Activity (Detail)                           
71: R53         Goodwill and Purchased Intangible Assets -          HTML     61K 
                Purchased Intangible Assets, Net (Detail)                        
72: R54         Goodwill and Purchased Intangible Assets, Net -     HTML     43K 
                Additional Information (Detail)                                  
73: R55         Goodwill and Purchased Intangible Assets, Net -     HTML     52K 
                Amortization Expense for Purchased Intangible                    
                Assets (Detail)                                                  
74: R56         Goodwill and Purchased Intangible Assets, Net -     HTML     54K 
                Future Amortization Expense Related to Purchased                 
                Intangible Assets (Detail)                                       
75: R57         Balance Sheet Details - Cash and Cash Equivalents   HTML     49K 
                (Detail)                                                         
76: R58         Balance Sheet Details - Inventories (Detail)        HTML     47K 
77: R59         Balance Sheet Details - Other Current Assets        HTML     47K 
                (Detail)                                                         
78: R60         Balance Sheet Details - Property and Equipment Net  HTML     63K 
                (Detail)                                                         
79: R61         Balance Sheet Details - Additional Information      HTML     55K 
                (Detail)                                                         
80: R62         Balance Sheet Details - Depreciation and            HTML     42K 
                Amortization Expense (Detail)                                    
81: R63         Balance Sheet Details - Other Non-Current Assets    HTML     47K 
                (Detail)                                                         
82: R64         Balance Sheet Details - Accrued expenses (Detail)   HTML     49K 
83: R65         Balance Sheet Details - Product Warranty            HTML     53K 
                Liabilities (Detail)                                             
84: R66         Balance Sheet Details - Deferred Revenue and        HTML     54K 
                Financed Unearned Services Revenue (Detail)                      
85: R67         Other Income (Expense), Net (Detail)                HTML     49K 
86: R68         Financial Instruments and Fair Value Measurements   HTML     68K 
                - Summary of Investments (Detail)                                
87: R69         Financial Instruments and Fair Value Measurements   HTML     54K 
                - Contractual Maturities of Debt Investments                     
                (Detail)                                                         
88: R70         Financial Instruments and Fair Value Measurements   HTML    103K 
                - Summary of Financial Assets and Liabilities                    
                Measured at Fair Value on Recurring Basis (Detail)               
89: R71         Financial Instruments and Fair Value Measurements   HTML     44K 
                - Additional Information (Detail)                                
90: R72         Financing Arrangements - Carrying Value of          HTML     60K 
                Long-Term Debt (Detail)                                          
91: R73         Financing Arrangements - Additional Information     HTML    173K 
                (Detail)                                                         
92: R74         Financing Arrangements - Future Principal Debt      HTML     48K 
                Maturities (Detail)                                              
93: R75         Financing Arrangements - Amount of Interest         HTML     50K 
                Expense Recognized Related to Convertible Notes                  
                (Detail)                                                         
94: R76         Stockholders' Equity - Additional Information       HTML    195K 
                (Detail)                                                         
95: R77         Stockholders' Equity - Activity Related to Stock    HTML     95K 
                Options (Detail)                                                 
96: R78         Stockholders' Equity - Additional Information       HTML     47K 
                Related to Stock Options (Detail)                                
97: R79         Stockholders' Equity - Activity Related to          HTML     64K 
                Restricted Stock Units Including Performance-Based               
                Restricted Stock Units (Detail)                                  
98: R80         Stockholders' Equity - Number and Value of Shares   HTML     45K 
                Netted for Employee Taxes (Detail)                               
99: R81         Stockholders' Equity - Schedule of Employee Stock   HTML     47K 
                Purchase Plan (Espp) (Detail)                                    
100: R82         Stockholders' Equity - Stock-Based Compensation     HTML     55K  
                Expense (Detail)                                                 
101: R83         Stockholders' Equity - Income Tax Effects           HTML     43K  
                Associated with Employee Stock Transactions                      
                (Detail)                                                         
102: R84         Stockholders' Equity - Summary of Valuation         HTML     64K  
                Assumptions (Detail)                                             
103: R85         Stockholders' Equity - Summary of Activities        HTML     49K  
                Related to Stock Repurchase Program (Detail)                     
104: R86         Stockholders' Equity - Summary of Activities        HTML     48K  
                Related to Dividends on Common Stock (Detail)                    
105: R87         Stockholders' Equity - Accumulated Other            HTML     69K  
                Comprehensive Income (Loss) by Component Net of                  
                Tax (Detail)                                                     
106: R88         Stockholders' Equity - Amounts Reclassified Out of  HTML     62K  
                Accumulated Other Comprehensive Income (Loss)                    
                (Detail)                                                         
107: R89         Derivatives and Hedging Activities - Schedule of    HTML     49K  
                Notional Value of Outstanding Foreign Currency                   
                Forward Contracts (Detail)                                       
108: R90         Derivatives and Hedging Activities - Schedule of    HTML     44K  
                Derivative Instruments Not Designated as Cash Flow               
                Hedges (Detail)                                                  
109: R91         Restructuring and Other Charges - Additional        HTML     49K  
                Information (Detail)                                             
110: R92         Restructuring and Other Charges - Activities        HTML     62K  
                Related to Restructuring Reserves (Detail)                       
111: R93         Income Taxes - Income Before Income Taxes (Detail)  HTML     47K  
112: R94         Income Taxes - Provision for Income Taxes (Detail)  HTML     70K  
113: R95         Income Taxes - Statutory Federal Income Tax Rate    HTML     70K  
                (Detail)                                                         
114: R96         Income Taxes - Additional Information (Detail)      HTML     91K  
115: R97         Income Taxes - Deferred Tax Assets and Liabilities  HTML     77K  
                (Detail)                                                         
116: R98         Income Taxes - Net Deferred Tax Assets (Detail)     HTML     45K  
117: R99         Income Taxes - Unrecognized Tax Benefits (Detail)   HTML     51K  
118: R100        Income Taxes - Summary of Tax Years Remain Subject  HTML     69K  
                to Examinations under Major Tax Jurisdictions                    
                (Detail)                                                         
119: R101        Net Income per Share - Computation of Basic and     HTML     63K  
                Diluted Net Income Per Share (Detail)                            
120: R102        Net Income per Share - Additional Information       HTML     43K  
                (Detail)                                                         
121: R103        Segment Geographic and Significant Customer         HTML     47K  
                Information - Additional Information (Detail)                    
122: R104        Segment Geographic and Significant Customer         HTML     49K  
                Information - Schedule of Revenues by Geographic                 
                Region (Detail)                                                  
123: R105        Segment Geographic and Significant Customer         HTML     48K  
                Information - Schedule of Cash, Cash Equivalents                 
                and Short-Term Investments (Detail)                              
124: R106        Segment Geographic and Significant Customer         HTML     47K  
                Information - Schedule of Property and Equipment                 
                Net by Geographic Areas (Detail)                                 
125: R107        Segment Geographic and Significant Customer         HTML     49K  
                Information - Significant Customers (Detail)                     
126: R108        Segment Geographic and Significant Customer         HTML     49K  
                Information - Schedule of Net Accounts Receivable                
                from Significant Customers (Detail)                              
127: R109        Employee Benefits and Deferred Compensation -       HTML     54K  
                Additional Information (Detail)                                  
128: R110        Employee Benefits and Deferred Compensation -       HTML     42K  
                Amount Contributed under 401(k) Plans (Detail)                   
129: R111        Employee Benefits and Deferred Compensation -       HTML     46K  
                Deferred Compensation Plans (Detail)                             
130: R112        Employee Benefits and Deferred Compensation -       HTML     48K  
                Schedule of Defined Benefit Plans (Detail)                       
131: R113        Employee Benefits and Deferred Compensation -       HTML     47K  
                Schedule of Amounts Recognized in Balance Sheet                  
                (Detail)                                                         
132: R114        Commitments and Contingencies - Future Annual       HTML     58K  
                Minimum Lease Payments Under All Noncancelable                   
                Operating Leases (Detail)                                        
133: R115        Commitments and Contingencies - Additional          HTML     64K  
                Information (Detail)                                             
135: XML         IDEA XML File -- Filing Summary                      XML    255K  
134: EXCEL       IDEA Workbook of Financial Reports                  XLSX    140K  
13: EX-101.INS  XBRL Instance -- ntap-20160429                       XML   5.74M 
15: EX-101.CAL  XBRL Calculations -- ntap-20160429_cal               XML    307K 
16: EX-101.DEF  XBRL Definitions -- ntap-20160429_def                XML    882K 
17: EX-101.LAB  XBRL Labels -- ntap-20160429_lab                     XML   1.81M 
18: EX-101.PRE  XBRL Presentations -- ntap-20160429_pre              XML   1.54M 
14: EX-101.SCH  XBRL Schema -- ntap-20160429                         XSD    248K 
136: ZIP         XBRL Zipped Folder -- 0001564590-16-020754-xbrl      Zip    278K  


‘EX-10.42’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 <!   C: 

Exhibit 10.42

FIRST AMENDMENT TO
AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS

THIS FIRST AMENDMENT TO AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS (this “Amendment”) is made effective as of March 11, 2016, by and between NETAPP, INC., a Delaware corporation (“Seller”), and GOOGLE INC., a Delaware corporation ("Buyer").

R E C I T A L S

A.Seller and Buyer previously entered into that certain Agreement of Purchase and Sale and Joint Escrow Instructions dated as of March 9, 2016 (the “Agreement”), pursuant to which Seller agreed to sell, and Buyer agreed to purchase, eight (8) buildings located on the Land situated in the City of Sunnyvale, County of Santa Clara, California ("Property"), and commonly known as follows:  (i) an approximately 46,170 square foot building located at 1299 Orleans Drive, (ii) an approximately 42,624 square foot building located at 1277 Orleans Drive, (iii) an approximately 95,464 square foot building located at 1260 Crossman Avenue, (iv) an approximately 125,648 square foot building located at 1240 Crossman Avenue, (v) an approximately 110,160 square foot building located at 549 Baltic Way, (vi) an approximately 88,320 square foot building located at 641 Baltic Way, (vii) an approximately 43,372 square foot building located at 611 Baltic Way, and (viii) an approximately 43,372 square foot building located at 633 Caribbean Drive, which Property is more particularly described in the Agreement.

B.Seller and Buyer now desire to amend the Agreement, upon the terms and conditions more particularly set forth herein.

A G R E E M E N T

NOW THEREFORE, in consideration of the terms and conditions contained herein, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Seller and Buyer hereby agree to amend the Agreement as follows:

1.Definitions.  All defined terms used herein without definition shall have the meaning ascribed thereto in the Agreement; provided that all references to "Baltic Avenue" or "Baltic Drive" in the Agreement shall be deemed to be "Baltic Way" for all purposes.

2.Contingency Deadline.  Notwithstanding anything to the contrary in the Agreement, the expiration of the Contingency Deadline is hereby extended to 12:00 p.m. (Pacific Time) on March 15, 2016, for all purposes of the Agreement.

3.NetApp Leases.  Notwithstanding anything to the contrary in the Agreement, Seller and Buyer agree that the expiration dates for the NetApp Leases will be as follows: (i) 1260 Crossman will expire May 31, 2016; (ii) 1240 Crossman will expire December 31, 2017; (iii) 1299 Orleans will expire March 31, 2017; (iv) 641 Baltic Way will expire May 31, 2016; (v) 603-611 Baltic Way will expire July 31, 2016; and (vi) 549 Baltic Way will expire on May 31, 2016.

4.Miscellaneous.

 

 

 

 

 


 

(a)Effect of Amendment.  Except to the extent the Agreement is modified by this Amendment, the remaining terms and conditions of the Agreement shall remain unmodified and in full force and effect.  In the event of conflict, between the terms and conditions of the Agreement and the terms and conditions of this Amendment, the terms and conditions of this Amendment shall prevail and control.  As used in the Agreement, all references to “this Agreement” shall mean and refer to the Agreement as amended by this Amendment. 

(b)Entire Agreement.  The Agreement, together with this Amendment, embodies the entire understanding between Buyer and Seller with respect to its subject matter and can be changed only by an instrument in writing signed by Buyer and Seller.

(c)Counterparts.  This Amendment may be executed in one or more counterparts, including facsimile counterparts or electronic counterparts, each of which shall be deemed an original but all of which, taken together, shall constitute one in the same Amendment.

(d)Applicable Law.  This Amendment shall be governed by and construed and enforced in accordance with the laws of the State of California without regard to conflicts of law principles.

 

[SIGNATURE PAGE FOLLOWS]

 

 

-2-

 

 

 


 

IN WITNESS WHEREOF, the parties have caused this Amendment to be executed as of the date first set forth above.

 

"SELLER"

NETAPP, INC.,

a Delaware corporation

 

By: _/s/ Jeffrey K. Bergmann_____________

Name: Jeffrey K. Bergmann          

Title:_Interim CFO_

 

"BUYER"

GOOGLE INC.,
a Delaware corporation

By: /s/ David Radcliffe
Name: David Radcliffe
Title: VP, Real Estate

 

 

S-1

 

 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
12/31/17SD
3/31/17
7/31/16
Filed on:6/22/168-K
5/31/164,  8-K
For Period end:4/29/16
3/15/168-K
3/11/16
3/9/168-K
 List all Filings 


3 Subsequent Filings that Reference this Filing

  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
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Filing Submission 0001564590-16-020754   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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