exv10w27



 





Exhibit 10.27




Mr. Issachar Ohana




Subject: International Assignment




Dear Issachar,




     We are delighted to offer you the opportunity to transfer to our team at ParthusCeva (U.S)
Inc. This contract will amend your current contract with ParthusCeva Ltd dated November
1st 2002 as per the following.



     This letter will confirm our offer of transfer to you.



	 	 	 
	Position:

	 	VP Sales Worldwide
	 
	 	 
	Reporting To:

	 	Chet Silvestri, CEO
	 
	 	 
	Place of Work:

	 	San Jose, California. However, in the course of your
position you will be required to travel worldwide.
	 
	 	 
	Salary:

	 	Your base salary will be increased to $200,000 per annum
effective 1st September, 2003.
	 
	 	 
	Commission:

	 	Your commission payments will be as per your previous
agreement for 2003. However, for 2004 your new commission
agreement will reflect a target incentive of $100,000 per
year.
	 
	 	 
	Relocation:

	 	The Company will provide you will the following relocation assistance:
	 
	 	 
	 

	 	•   A monthly housing rental allowance of up to $4000.

	 
	 	 
	 

	 	•   Up to maximum of two trips per annum home leave for
you and your family (air travel, lodging and car).

	 
	 	 
	 

	 	•   The company will pay one-month rental of car before
departure from Israel and pay 2 car rentals for 2 month on
arrival in SJ. The company also agrees to pay one-month
rental of property before you depart for the US and 2
months on arrival to CA.

	 
	 	 
	 

	 	•   A once off relocation grant of $25,000 to cover
costs incurred in relocating.

	 
	 	 
	 

	 	•   Air travel for the employee and all immediate
family to and from the US when starting and finishing this
assignment.

	 
	 	 
	 

	 	•   The transfer and insurance of personal effects from
Israel to the US up to a maximum of 30 cubic feet container
each way.







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     If you leave the company within six months of transferring to the US you must reimburse the
company all of the above costs. Any reimbursement will be prorated. However, in the event of your
employment being terminated without cause, or you are unable to obtain a green card, then the
company will pay the full cost of relocating back to Israel.



	 	 	 
	Citizenship:

	 	The Company will agree to fund the legal costs of
obtaining a green card.
	 
	 	 
	Stock options:

	 	No changes will be made to your current stock option
grant and vesting will continue as normal.
	 
	 	 
	Benefits Program:

	 	The Company currently maintains medical/dental/vision,
life insurance and long term-disability policies for
employees and eligible dependants.
	 
	 	 
	Termination of

	 	As in section 4 in your current employment contract
	with
	 	 
	Employment Period:

	 	ParthusCeva Ltd. dated November 1st, 2002.
	 
	 	 
	Effect of

	 	As in current employment contract with
	ParthusCeva Ltd
	 	 
	Termination:

	 	dated November 1st, 2002.






     If the foregoing is acceptable to you, I would appreciate your signing a copy of this
indicated to signify your acceptable and return to me asap.



     Yours sincerely,


Annette Kennedy,

VP Human Resources




     The above terms and conditions agreed to:



	 	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	Signed:
	 	/s/ Issachar Ohana	 	 	 	Date:	 	July 22, 2003	 	 
	 

	 	 	 	 

Issachar Ohana
	 	 	 	 	 	 

	 	 







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