INTERNATIONAL EMPLOYEE STOCK PURCHASE PLAN
(As Amended August 1, 1999)
The Synopsys, Inc. International Employee Stock Purchase Plan (the "Plan") is intended to provide Eligible
Employees of designated subsidiaries of the Company with the opportunity to acquire a proprietary interest in the
Company through the periodic application of their payroll deductions to the purchase of shares of the Company's
For purposes of plan administration, the following terms shall have the meanings indicated:
Base Salary means all compensation paid as wages, salaries, commissions, overtime, and bonuses, but excluding
all of the following items (even if included in taxable income): reimbursements, car allowances or other expense
allowances, severance pay, fringe benefits (cash and noncash), moving expenses, deferred compensation, income
attributable to stock options, restricted stock grants, SARs and other equity-related incentive programs, and
Code means the Internal Revenue Code of 1986, as amended from time to time.
Company means Synopsys, Inc., a Delaware corporation, and any corporate successor to all or substantially all
of the assets or voting stock of Synopsys, Inc. which shall by appropriate action adopt the Plan.
Common Stock means shares of the Company's common stock.
Corporate Affiliate means any company which is a parent or subsidiary corporation of the Company (as
determined in accordance with Code Section 424), including any parent or subsidiary
corporation which becomes such after the Effective Date.
Effective Date means the first day of the initial offering period scheduled to commence on May 3, 1993.
However, for any Subsidiary which becomes a Participating Subsidiary in the Plan after the first day of the initial
offering period, a subsequent Effective Date shall be designated with respect to participation by its Eligible
Eligible Employee means any person who is engaged, on