INVESTOR SECURITIES PURCHASE AGREEMENT

                                  by and among

                            PARADIGM TECHNOLOGY, INC.

                     and certain Investors in NEWLOGIC CORP.

                                   dated as of

                                  May __, 1996
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<TABLE>


                                                 TABLE OF CONTENTS
                                                 -----------------
<CAPTION>

                                                                                                             Page
                                                                                                             ----
<S>                      <C>                                                                                  <C>
ARTICLE I                PURCHASE AND SALE OF SECURITIES......................................................1
         1.1             Purchase and Sale of Securities......................................................1
         1.2             Purchase Price.......................................................................1

ARTICLE II               REPRESENTATIONS AND WARRANTIES OF INVESTOR...........................................2
         2.1             Authority............................................................................2
         2.2             Title to Securities..................................................................2
         2.3             Consents.............................................................................2

ARTICLE III              COVENANTS OF INVESTOR................................................................2
         3.1             Necessary Consents...................................................................2
         3.2             No Transfer..........................................................................2

ARTICLE IV               CONDITIONS PRECEDENT TO OBLIGATIONS OF
                         PARADIGM.............................................................................3
         4.1             Certificates for Securities..........................................................3
         4.2             Tax Forms............................................................................3
         4.3             Securities Purchase Agreement........................................................3

ARTICLE V                CONDITION PRECEDENT TO OBLIGATIONS OF THE
                         INVESTOR.............................................................................3
         5.1             Securities Purchase Agreement........................................................3

ARTICLE VI               CLOSING..............................................................................3
         6.1             Time and Place.......................................................................3
         6.2             Deliveries of Investor...............................................................3
         6.3             Deliveries of Paradigm...............................................................4

ARTICLE VII              COVENANTS OF SETTLEMENT AND GENERAL
                         RELEASES.............................................................................4
         7.1             Settlement and General Release by Investor
                         of Paradigm..........................................................................4
         7.2             Settlement and General Release by Paradigm
                         of Investor..........................................................................5

ARTICLE VIII             INDEMNIFICATION......................................................................6
         8.1             Indeminification.....................................................................6

ARTICLE IX               MISCELLANEOUS PROVISIONS.............................................................7
         9.1             Notice...............................................................................7
         9.2             Entire Agreement.....................................................................7
         9.3             Binding Effect; Assignment...........................................................7
         9.4             Expenses of Transaction..............................................................7
         9.5             Waiver; Consent......................................................................8
         9.6             Counterparts.........................................................................8
         9.7             Severability.........................................................................8
         9.8             Governing Law........................................................................8



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Schedules
---------

         Schedule A                 List of Investor together with equity
                                    ownership and addresses of Investor

         Schedule 1.2               Cash Payment Schedule to Investor

                                      -ii-

<PAGE>






                     INVESTOR SECURITIES PURCHASE AGREEMENT
                     

         THIS INVESTOR SECURITIES  PURCHASE AGREEMENT (this "Agreement"),  dated
as of  May  __,  1996,  by and  among  PARADIGM  TECHNOLOGY,  INC.,  a  Delaware
corporation  ("Paradigm")  and certain  investors of NEWLOGIC  CORP., a Delaware
corporation  ("NewLogic") listed on Schedule A to this Agreement  (collectively,
the "Investor"),

                              W I T N E S S E T H:

         WHEREAS,  Paradigm  desires  to  acquire  all of the  rights  of equity
ownership of NewLogic  through the purchase by Paradigm of all of the issued and
outstanding  shares of capital stock  together with payment for the surrender of
all  outstanding  options and other  rights to  purchase  such shares of capital
stock of NewLogic,  including all of the rights of equity  ownership of NewLogic
held by Investor; and

         WHEREAS,  Paradigm will enter into a securities purchase agreement (the
"Securities Purchase Agreement") with all other securityholders of NewLogic (the
"Securityholders")  whereby  pursuant  to  this  Agreement  and  the  Securities
Purchase  Agreement,  Paradigm will pay to the Investor and the  Securityholders
consideration  for their NewLogic  securities and/or the surrender of all rights
to purchase any NewLogic securities,  and will purchase all outstanding NewLogic
securities;

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

                                    ARTICLE I

                         PURCHASE AND SALE OF SECURITIES

         1.1 Purchase and Sale of  Securities.  On the terms and  conditions  of
this Agreement,  the Investor shall sell to Paradigm and Paradigm shall purchase
from the  Investor  all of the shares of capital  stock of NewLogic  held by the
Investor (collectively, the "Securities") at the Closing (as defined).

         1.2 Purchase Price. At the Closing,  Paradigm shall pay to the Investor
by check the aggregate of the amounts set forth next to each  Investor's name on
Schedule 1.2. (collectively, the "Cash Consideration").


                                       -1-




<PAGE>



                                   ARTICLE II

                   REPRESENTATIONS AND WARRANTIES OF INVESTOR

         Each   Investor   represents   and   warrants  to  Paradigm   that  the
representations and warranties set forth in this Article are true and correct as
of the date hereof and shall be true and correct on the date of the Closing. The
representations  and  warranties  of each Investor set forth in this Article are
made by and on behalf of that Investor  alone,  and are not made by or on behalf
of any other Investor.

         2.1 Authority.  Such Investor has all requisite  power and authority to
enter into this  Agreement,  to execute,  deliver  and  perform its  obligations
hereunder,  and  to  consummate  the  transactions   contemplated  hereby.  This
Agreement is a legal, valid and binding obligation of such Investor, enforceable
against such Investor in accordance with its terms, except as enforcement may be
limited  by  bankruptcy,   insolvency,  or  other  similar  laws  affecting  the
enforcement of creditors' rights generally,  and except that the availability of
equitable  remedies is subject to the  discretion  of the court before which any
proceeding therefor may be brought.

         2.2 Title to Securities.  Good and marketable and unencumbered title to
all of the  Securities  held by  such  Investor  shall  pass  to  Paradigm  upon
consummation of the transactions set forth in this Agreement. Such Investor does
not own any other shares of capital stock or rights to acquire shares of capital
stock of NewLogic, with the exception of any rights to acquire shares of capital
stock of NewLogic that will be waived at the time of Closing.

         2.3 Consents.  No consent or approval is needed from any third party or
governmental or regulatory  agency in order to effect the sale of the Securities
held by such Investor.

                                   ARTICLE III

                              COVENANTS OF INVESTOR

         3.1 Necessary Consents. Prior to the Closing, each Investor will obtain
such  written  consents  and take such  other  actions  as may be  necessary  or
appropriate to allow the consummation of the  transactions  contemplated by this
Agreement.

         3.2 No  Transfer.  Each  Investor  agrees not to sell,  offer for sale,
assign,  transfer or otherwise encumber any of the Securities to any third party
except as contemplated  by this Agreement.  Each Investor also waives any rights
of first  offer or refusal or similar  rights,  including  any rights to acquire
capital  stock of  NewLogic,  that it has with  respect to the  transfer  of any
NewLogic security. Such waiver will only be effective from and after the time of
Closing.

                                       -2-



<PAGE>



                                   ARTICLE IV

                 CONDITIONS PRECEDENT TO OBLIGATIONS OF PARADIGM

         The obligations of Paradigm to consummate the transactions contemplated
by this Agreement are subject to the satisfaction,  at or before the Closing, of
all the following conditions, unless waived in writing by Paradigm:

         4.1  Certificates  for  Securities.  Paradigm  shall have  received all
written certificates and other documents evidencing the Securities.

         4.2 Tax Forms. The Investor shall have provided to Paradigm an executed
Form W-8 or Form W-9  properly  reporting  the  transactions  set  forth in this
Agreement.

         4.3 Securities Purchase  Agreement.  Concurrently  herewith,  Paradigm,
NewLogic and the Securityholders shall have entered into the Securities Purchase
Agreement and all closing conditions  pursuant to such agreement shall have been
met or waived by the parties thereto.

                                    ARTICLE V

               CONDITION PRECEDENT TO OBLIGATIONS OF THE INVESTOR

         The  obligations  of  the  Investor  to  consummate  the   transactions
contemplated by this Agreement are subject to the satisfaction, at or before the
Closing, of the following condition, unless waived in writing by the Investor:

         5.1 Securities Purchase  Agreement.  Concurrently  herewith,  Paradigm,
NewLogic and the Securityholders shall have entered into the Securities Purchase
Agreement and all closing conditions  pursuant to such agreement shall have been
met or waived by the parties thereto.

                                   ARTICLE VI

                                     CLOSING

         6.1 Time and  Place.  The  purchase  and  sale of the  Securities  (the
"Closing")  shall  occur at 4:00 p.m.  PST on May 23,  1996 at the  Menlo  Park,
California  offices of  Pillsbury  Madison & Sutro LLP or at such other time and
date to which  the  parties  may agree in  writing  (the  "Closing  Date" or the
"Closing").

         6.2 Deliveries of Investor.  At the Closing,  the Investor will execute
and deliver or cause to be executed and  delivered to Paradigm (a)  certificates
representing  the  Securities  endorsed over to Paradigm or  accompanied by duly
executed stock powers or similar instruments of transfer, and (b) such other

                                       -3-




<PAGE>



documents  and  instruments  as Paradigm or its  counsel  reasonably  shall deem
necessary to consummate the transactions contemplated hereby.

         6.3 Deliveries of Paradigm.  At the Closing,  Paradigm will execute and
deliver or cause to be executed and  delivered to the  Investor,  simultaneously
with delivery of the items referred to in Section above, the  consideration  set
forth in Article . In addition, all documents delivered to the Investor shall be
in form and substance satisfactory to the Investor.

                                   ARTICLE VII

                  COVENANTS OF SETTLEMENT AND GENERAL RELEASES

         The  covenants  contained in this Article  shall be effective  from and
after the time of Closing.

         7.1  Settlement and General Release by Investor of Paradigm.

         (a) For the  consideration set forth herein and for other due and valid
consideration,  the receipt and sufficiency of which is hereby  acknowledged and
received,  each of the Investors,  for and on behalf of themselves and on behalf
of their respective affiliates,  successors, assigns, agents and representatives
waive and finally release and forever discharge  Paradigm and each of Paradigm's
officers, directors, stockholders,  affiliates, agents, subsidiaries,  including
NewLogic,  including  officers and directors of  subsidiaries,  representatives,
employees,   successors  and  assigns  (collectively,   the  "Paradigm  Released
Parties")  from any and all claims,  causes of action,  suits,  debts,  demands,
costs, expenses, attorneys' fees, contracts, agreements, payments, compensation,
liabilities or  obligations,  contingent or fixed,  liquidated or  unliquidated,
matured or  unmatured,  of every name and nature,  known or unknown,  arising or
which may have existed from the  beginning of the world against any such person,
excluding therefrom only the obligations  specifically set forth in subparagraph
hereof  (hereinafter  collectively  referred  to  as  the  "Investor's  Released
Claims").

         (b)  Without   limiting  the  generality  of  the   foregoing,   it  is
specifically  agreed  that the  Investor's  Released  Claims  include all claims
arising out of, or related to, the approval of this  Agreement by the  Investor,
all  of  the  transactions  contemplated  herein  or in any  other  document  or
agreement  referred  to  herein  and  acceptance  of the  consideration  for the
purchase of the Securities set forth herein. The Investor hereby acknowledge and
agree  that from and after the  Closing,  they shall  cease to have any  further
right,  title or interest in and to any of the Securities  purchased by Paradigm
and they shall accordingly cease to have any equity interest in NewLogic

                                       -4-



<PAGE>



(nor shall they  acquire  any equity  interest in  Paradigm)  as a result of the
transactions set forth in this Agreement.

         (c) Each of the Investors for and on behalf of themselves and on behalf
of their respective affiliates,  successors, assigns, agents and representatives
covenants not to sue or otherwise  institute or cause to be instituted or in any
way  participate  in any legal,  administrative  or other  proceeding  or action
against any of the Paradigm  Released  Parties with respect to any matter of any
kind arising out of the Investor's Released Claims.

         (d) The Investor  acknowledge  that this waiver and release  extends to
all claims of every nature and kind, known or unknown, suspected or unsuspected,
past,  present or future,  arising from the Investor's  Released Claims, and any
and all rights  granted to such Investor  under  section 1542 of the  California
Civil Code or any analogous  state law or federal law or  regulation  are hereby
expressly waived. Said section 1542 of the Civil Code of the State of California
reads as follows:

         "A GENERAL  RELEASE DOES NOT EXTEND TO CLAIMS  WHICH THE CREDITOR  DOES
         NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING  THE
         RELEASE,  WHICH  IF  KNOWN BY HIM MUST  HAVE  MATERIALLY  AFFECTED  HIS
         SETTLEMENT WITH THE DEBTOR."

         (e) This  Section  shall  constitute  a  complete  defense to any claim
released   herein  and  shall   survive   indefinitely,   without   restriction,
qualification or limitation,  notwithstanding  anything in this Agreement to the
contrary.

         (f) The Investor's  Released  Claims shall not include the right of any
Investor to indemnity  or  contribution  from  NewLogic  pursuant to  NewLogic's
Articles  of  Incorporation  or  Bylaws in  effect  at the time of  Closing,  or
pursuant to any indemnification statute or common law.

         7.2 Settlement and General Release by Paradigm of Investor.

         (a) Except as set forth below, for the  consideration  set forth herein
and for other due and valid consideration,  the receipt and sufficiency of which
is hereby  acknowledged  and  received,  Paradigm,  for and on behalf of itself,
NewLogic,  and on  behalf  of each of  their  successors,  assigns,  agents  and
representatives  waives and finally releases and forever  discharges each of the
Investors  and  each  of  the  Investor's  officers,  directors,   stockholders,
affiliates,   agents,   subsidiaries,   including   officers  and  directors  of
subsidiaries,  representatives, employees, successors and assigns (collectively,
the  "Investor  Released  Parties")  from any and all claims,  causes of action,
suits, debts, demands, costs, expenses, attorneys' fees, contracts,  agreements,
payments, compensation, liabilities or

                                       -5-




<PAGE>



obligations,  contingent  or  fixed,  liquidated  or  unliquidated,  matured  or
unmatured, of every name and nature, known or unknown, arising or which may have
existed  from the  beginning  of the world  against any such  person,  excluding
therefrom only the obligations  specifically  set forth in  subparagraph  72(b),
(hereinafter collectively referred to as "Paradigm's Released Claims").

         (b)  Paradigm's  Released  Claims  shall not  include (i) any claims or
damages resulting to Paradigm,  for breach of any  representations or warranties
made by the  Investor  in  Section  of this  Agreement,  or (ii) the  rights  to
indemnification under the terms of Article of this Agreement.

         (c)  Paradigm  for and on behalf of itself  and the  Paradigm  Released
Parties covenants not to sue or otherwise institute or cause to be instituted or
in any way  participate  in any legal,  administrative  or other  proceeding  or
action against any of the Investor's Released Parties with respect to any matter
of any kind arising out of Paradigm's Released Claims.

         (d) Paradigm  acknowledges  that this waiver and release extends to all
claims of every nature and kind,  known or unknown,  suspected  or  unsuspected,
past,  present or future,  arising from Paradigm's  Released Claims, and any and
all rights granted to Paradigm  under section 1542 of the California  Civil Code
or any  analogous  state law or federal law or regulation  are hereby  expressly
waived.  Said section 1542 of the Civil Code of the State of California reads as
follows:

         "A GENERAL  RELEASE DOES NOT EXTEND TO CLAIMS  WHICH THE CREDITOR  DOES
         NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING  THE
         RELEASE,  WHICH  IF  KNOWN BY HIM MUST  HAVE  MATERIALLY  AFFECTED  HIS
         SETTLEMENT WITH THE DEBTOR."

         (e) This  Section  shall  constitute  a  complete  defense to any claim
released   herein  and  shall   survive   indefinitely,   without   restriction,
qualification or limitation,  notwithstanding  anything in this Agreement to the
contrary.


                                  ARTICLE VIII

                                 INDEMNIFICATION
                                 

         8.1  Indemnification.

         Subject to the terms and  limitations  of this  Article , the  Investor
hereby  agrees to  indemnify,  defend  and hold  harmless  each of the  Paradigm
Released  Parties  (as  defined  in  Section  12.1  of the  Securities  Purchase
Agreement) from and against any and all losses,  liabilities,  damages, demands,
claims, suits, actions, judgments or causes of action,

                                       -6-






<PAGE>



assessments,  costs  and  expenses,  including,  without  limitation,  interest,
penalties,  attorneys'  fees,  any and all expenses  incurred in  investigating,
preparing or defending against any litigation,  commenced or threatened,  or any
claim  whatsoever  and any and all amounts  paid in  settlement  of any claim or
litigation or otherwise  (collectively,  "Damages") asserted against,  resulting
from, imposed upon or incurred or suffered by any Paradigm Released Party (other
than any Paradigm Released Party which is an Investor),  directly or indirectly,
as a result of or arising from any inaccuracy in or breach or  nonfulfillment of
or noncompliance with any of the representations and warranties made by Investor
herein (all of which shall be referred to as the "Indemnifiable Claims").


                                   ARTICLE IX

                            MISCELLANEOUS PROVISIONS

         9.1 Notice.  All notices and other  communications  required under this
Agreement  shall be in  writing  and shall be  delivered  to the  parties at the
address set forth below,  if an Investor,  to the address set forth on Exhibit A
hereto, and, if to Paradigm, to 71 Vista Montana, San Jose, CA 95134, Attention:
Michael  Gulett,  or at such other address that they  designate by notice to all
other parties in accordance with this Section . Any party  delivering  notice to
Paradigm, shall also deliver a copy to: Pillsbury Madison & Sutro LLP, 2700 Sand
Hill Road, Menlo Park, California 94025, Attn: Jorge A. del Calvo, Esq.

         9.2 Entire  Agreement.  This  Agreement and the  documents  referred to
herein embody the entire agreement and  understanding of the parties hereto with
respect  to  the  subject   matter   hereof,   and   supersede   all  prior  and
contemporaneous agreements and understandings, oral or written, relative to said
subject matter.

         9.3 Binding Effect;  Assignment.  This Agreement and the various rights
and obligations  arising  hereunder shall inure to the benefit of and be binding
upon the  Investor'  Released  Parties and upon the Paradigm  Released  Parties.
Neither this Agreement nor any of the rights, interests or obligations hereunder
shall be  transferred  or assigned (by  operation of law or otherwise) by any of
the  parties  hereto  without  the prior  written  consent  of the other  party;
provided,  however, that Paradigm may, without such written consent,  assign its
rights in connection  with a merger of Paradigm with or into another  entity,  a
sale of all or substantially  all of Paradigm's  assets or a  reorganization  or
merger involving Paradigm.

         9.4 Expenses of  Transaction.  The Investor  shall pay in full all fees
and expenses  incurred by the Investor in connection with this Agreement and the
transactions  contemplated  hereby.  Paradigm  shall  pay all fees and  expenses
incurred by

                                       -7-






<PAGE>



Paradigm in connection  with this  Agreement and the  transactions  contemplated
hereby.  The Investor shall pay all applicable  sales,  use,  excise,  transfer,
documentary  and any other similar taxes arising out of the purchase and sale of
the Securities.

         9.5  Waiver;  Consent.  This  Agreement  may not be  changed,  amended,
terminated,  augmented,  rescinded or discharged (other than by performance), in
whole or in part,  except by a writing  executed by the parties  hereto;  and no
waiver of any of the  provisions or  conditions of this  Agreement or any of the
rights of a party hereto shall be effective or binding  unless such waiver shall
be in  writing  and  signed  by the party  claimed  to have  given or  consented
thereto.  Except to the extent that a party hereto may have otherwise  agreed in
writing, no waiver by that party of any condition of this Agreement or breach by
the other party of any of its obligations or representations  hereunder shall be
deemed to be a waiver of any other  condition or  subsequent  or prior breach of
the same or any other obligation or representation by the other party, nor shall
any  forbearance  by the first party to seek a remedy for any  noncompliance  or
breach  by the other  party be  deemed to be a waiver by the first  party of its
rights and remedies with respect to such noncompliance or breach.

         9.6  Counterparts.  This  Agreement may be executed  simultaneously  in
multiple  counterparts,  each of which shall be deemed an  original,  but all of
which taken together shall constitute one and the same instrument.

         9.7 Severability.  If one or more provisions of this Agreement are held
to be unenforceable  under applicable law, such provision shall be excluded from
this Agreement and the balance of the Agreement  shall be interpreted as if such
provision  were so excluded  and shall be  enforceable  in  accordance  with its
terms.

         9.8 Governing Law. This Agreement shall in all respects be construed in
accordance with and governed by the laws of the State of California,  as applied
to contracts  entered into and to be performed solely within  California  solely
between residents of California.

                                       -8-





<PAGE>




         IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed as of the day and year first above written.

                                      PARADIGM TECHNOLOGY, INC.



                                      By________________________________________

                                      Title_____________________________________


                                      INVESTOR



                                      By________________________________________

                                      Title_____________________________________


                                       -9-




<PAGE>



                                   SCHEDULE A

                                LIST OF INVESTORS



Name and Address                                      Equity Ownership
----------------                                      ----------------
Nichimen Corporation                                  825,000 shares
Mita NM Building                                      Series B-1
1-23, Shiba 4-Chome                                   Preferred Stock
Minato-ku, Tokyo 108 Japan
Attn:  Mr. K. Yanai


 James Demaris                                        2,000 shares Common
                                                      Stock




 Rebecca Williams                                     2,000 shares Common
                                                      Stock




 Nicholas Wade                                        129,400 shares Common
                                                      Stock




 Peter MacCormack                                     24,000 shares Common
                                                      Stock




<PAGE>



                              SCHEDULE 1.2

                          CASH PAYMENT SCHEDULE



                 Name                              Payment
         --------------------------------------------------------
         Nichimen Corporation                    US$660,000.00

             James Demaris                        US$1,300.75

           Rebecca Williams                       US$1,300.75

             Nicholas Wade                       US$84,158.65

           Peter MacCormack                      US$15,609.02