14. COMMITMENTS AND CONTINGENCIES

Leases

The Company leases certain facilities and equipment under operating leases. The facility leases generally provide for the lessee to pay taxes, maintenance, and certain other operating costs of the leased property. At February 29, 2012 future minimum lease payments for non-cancelable lease obligations are as follows (in thousands):

Period	Amount
Fiscal 2013	$	4,569
Fiscal 2014		3,275
Fiscal 2015		2,609
Fiscal 2016		2,193
Fiscal 2017 and thereafter		7,316
	$	19,962

For all operating leases, the total rent expense was as follows (in thousands):

For the Fiscal Years Ended February 29 and 28,		2012				2011				2010
Rent expense		$	5,781			$	4,947			$	3,700

Open Purchase Orders

As of February 29, 2012 the Company had approximately $14.2 million in obligations under open purchase orders. Open purchase orders represent agreements to purchase goods or services that are enforceable and legally binding and that specify all significant terms, including quantities to be purchased, pricing provisions and the approximate timing of the transactions. These obligations primarily relate to future purchases of wafers from foundries, assembly and testing services and manufacturing and design equipment.

Supplier Financing

During fiscal 2012 and 2011 the Company acquired $5.9 million and $5.8 million, respectively, of software and other tools used in product design, for which the suppliers provided payment terms.

As of February 29, 2012, future supplier financing obligations are as follows (in thousands):

Period	Amount
Fiscal 2013	$	8,008
Fiscal 2014		3,181
Fiscal 2015		842
Total supplier financing obligations	$	12,031

Contingent Consideration - BridgeCo Acquisition

The Company recorded a liability for contingent consideration as part of the purchase price of BridgeCo at acquisition on May 19, 2011 at the estimated fair value of $8.8 million. The contingent consideration arrangement provide for potential earnout payments of up to $5.0 million in 2012 and up to $22.5 million in 2013 to the former BridgeCo shareholders, depending on BridgeCo achievement of certain revenue goals in calendar years 2011 and 2012. The earnout payment for calendar year 2011 has been achieved at 100% and has been paid in the fourth quarter of fiscal 2012. The calendar year 2012 liability has been revalued to $2.8 million as of February 29, 2012 based on the likelihood of achieving the performance goals.

Contingent Consideration - Symwave Acquisition

The Company recorded a liability for contingent consideration as part of the purchase price of Symwave at acquisition on November 12, 2010 at the estimated fair value of $3.1 million. The contingent consideration arrangement requires the Company to pay the former owners of Symwave an earnout amount equal to one times revenue (less certain agreed upon adjustments), depending on the achievement of certain revenue and gross profit margin performance goals, for each of the four quarterly periods from January 1, 2011 until December 31, 2011. No earnout payments shall be payable for any period after December 31, 2011. This liability was revalued to zero as of February 29, 2012 based on the performance goals not being met.

Contingent Consideration - STS Acquisition

The Company recorded a liability for contingent consideration as part of the purchase price for the acquisition of STS. The contingent consideration arrangement requires the Company to pay the former owners of STS an earnout amount of $3.0 million for the period from January 1, 2011 until December 31, 2011 provided that revenue meets performance goals set forth in the purchase agreement. No earnout payments shall be payable for any period after December 31, 2011. This liability was revalued to zero as of February 29, 2012 based on the performance goals not being met.

Contingent Consideration - Kleer Acquisition

The Company recorded a liability for contingent consideration as part of the purchase price for the acquisition of Kleer. The maximum amount of contingent consideration that can be earned by the sellers was $2.0 million as set forth in the purchase agreement. This liability was revalued to zero as of February 28, 2011 based on the performance goals not being met.

Contingent Consideration - K2L Acquisition

The Company recorded a liability for contingent consideration as part of the purchase price for the acquisition of K2L. The maximum amount of contingent consideration that can be earned by the sellers is 2.1 million Euro. Fifty percent of the contingent consideration was earned in calendar year 2010 and fifty percent is available to be earned in 2011 based on the level of achievement of revenue as set forth in the purchase agreement. On March 31, 2011, 1.05 million Euro in stock and cash was paid to the former owners of K2L for calendar year 2010 performance targets. The calendar year 2011 liability has been revalued to 1.05 million Euro as of February 29, 2012 based on the likelihood of achieving the performance goals. On March 31, 2012, 1.05 million Euros in cash and stock was paid to the former owners of K2L for calendar year 2011 performance targets. There are no further contingent consideration amounts due with respect to K2L.

The fair value of the contingent consideration arrangement was estimated by applying the income approach. That measure is based on significant inputs that are unobservable in the market, which is a Level 3 input. Key assumptions include a discount rate of 16 percent and a probability-adjusted level of annual revenues. The Company performs a quarterly revaluation of contingent consideration and records the change as a component of operating income.

Litigation

From time to time as a normal incidence of doing business, various claims and litigation have been asserted or commenced against the Company. Due to uncertainties inherent in litigation and other claims, the Company can give no assurance that it will prevail in any such matters, which could subject the Company to significant liability for damages and/or invalidate its proprietary rights. Any lawsuits, regardless of their success, would likely be time-consuming and expensive to resolve and would divert management's time and attention, and an adverse outcome of any significant matter could have a material adverse effect on the Company's consolidated results of operations or cash flows in the quarter or annual period in which one or more of these matters are resolved.