provided with an update regarding discussions with Mobileye and reviewed the material terms and conditions of the Purchase Agreement and other transaction documents. The Intel Board was reminded of its fiduciary duties under Delaware law. At the conclusion of that meeting, following discussions and deliberations, the Intel Board unanimously (other than Mr. Yoffie. who did not participate in the meeting to avoid any potential conflict of interest arising from serving as an advisor to Mobileye (as described in Section 8 —"Certain Information Concerning Intel and Purchaser")) determined that the proposed acquisition of Mobileye by Intel was advisable and in the best interests of Intel, its shareholders, and Purchaser. On March 12. 2017. Mobileye informed Intel that its proposal had been accepted by the Mobileye Board and the definitive Purchase Agreement and the other transaction documents had been approved and Professor Shashua executed the Non-Competition Agreement and the Employment Agreement Addendum related to the vesting terms of certain of his options and restricted share units. Later in the day on March 12. 2017. Skadden circulated execution copies of the Purchase Agreement and the Tender and Support Agreements. Shortly after the distribution of execution copies. Intel. Cyclops. and Mobileye executed the Purchase Agreement. and Intel, Cyclops. Professor Shashua. and Mr. Aviram executed the Tender and Support Agreements. On March 13. 2017, before the opening of U.S. trading markets. Intel and Mobileye issued a joint press release announcing the execution of the transaction documents. For more information on the Purchase Agreement and the other agreements between Mobileye and Intel, Purchaser, and their respective related parties. see Section 8 —"Certain Information Concerning Intel and Purchaser." Section 9 —"Source and Amount of Funds" and Section 11 - -The Purchase Agreement; Other Agreements." 11. The Purchase Agreement; Other Agreements.