CONFORMED COPY EXHIBIT 10.2 CREDIT AGREEMENTCredit Agreement • November 5th, 1999 • Semiconductor Components Industries LLC • New York
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ARTICLE I DefinitionsSecurity Agreement • November 5th, 1999 • Semiconductor Components Industries LLC • New York
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OFLimited Liability Company Agreement • November 5th, 1999 • Semiconductor Components Industries LLC • Delaware
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EMPLOYMENT AGREEMENTEmployment Agreement • January 11th, 2000 • Semiconductor Components Industries LLC • Semiconductors & related devices • Arizona
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EXHIBIT 10.3 GUARANTEE AGREEMENT dated as of August 4, 1999, among SCG HOLDING CORPORATION, a Delaware corporation ("Holdings"), each of the subsidiaries listed on Schedule I hereto (each such subsidiary individually, a "Subsidiary" and, collectively,...Guarantee Agreement • November 5th, 1999 • Semiconductor Components Industries LLC • New York
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INDENTURESemiconductor Components Industries LLC • November 5th, 1999 • New York
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LEASELease • November 5th, 1999 • Semiconductor Components Industries LLC
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SECTION 2. Security for Obligations. This Agreement secures, and the ------------------------ Pledged Collateral is collateral security for, all obligations of every nature of the Grantor now or hereafter existing under the Note (all such obligations...Pledge and Security Agreement • January 11th, 2000 • Semiconductor Components Industries LLC • Semiconductors & related devices • Arizona
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LIMITED LIABILITY COMPANY AGREEMENT OF SEMICONDUCTOR COMPONENTS INDUSTRIES, LLCLimited Liability Company Agreement • November 5th, 1999 • Semiconductor Components Industries LLC • Delaware
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ARTICLE I DefinitionsSecurity Agreement • January 11th, 2000 • Semiconductor Components Industries LLC • Semiconductors & related devices • New York
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EXHIBIT 10.1 SCG HOLDING CORPORATION SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC 12% Senior Subordinated Notes due 2009 PURCHASE AGREEMENTPurchase Agreement • November 5th, 1999 • Semiconductor Components Industries LLC • New York
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EXHIBIT 2.2 AGREEMENT AND PLAN OF RECAPITALIZATION AND MERGERAgreement and Plan • November 5th, 1999 • Semiconductor Components Industries LLC • New York
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Exhibit 10.22 EMPLOYMENT AGREEMENT AGREEMENT, dated as of October 27, 1999 (the "Agreement"), between Semiconductor Components Industries, LLC (the "Company"), with offices at 5005 East McDowell Road, Phoenix, Arizona 85008, and Dario Sacomani (the...Employment Agreement • November 5th, 1999 • Semiconductor Components Industries LLC • Arizona
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STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2)Semiconductor Components Industries LLC • December 6th, 2002 • Semiconductors & related devices
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by and among MOTOROLA, INC.,Reorganization Agreement • November 5th, 1999 • Semiconductor Components Industries LLC • New York
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EXHIBIT 4.5 SCG HOLDING CORPORATION SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC 12% Senior Subordinated Notes due 2009 EXCHANGE OFFER AND REGISTRATION RIGHTS AGREEMENTSemiconductor Components Industries LLC • November 5th, 1999 • New York
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WITNESSETH:Execution • November 5th, 1999 • Semiconductor Components Industries LLC
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RECITALSIntellectual Property Agreement • January 11th, 2000 • Semiconductor Components Industries LLC • Semiconductors & related devices
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ARTICLE IStockholders' Agreement • November 5th, 1999 • Semiconductor Components Industries LLC • New York
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RECITALSSemiconductor Components Industries LLC • November 5th, 1999 • New York
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Exhibit 10.29 STOCK OPTION GRANT AGREEMENT THIS AGREEMENT, made as of this 22nd day of November 1999 between SCG Holding Corporation (the "Company") and William George (the "Participant"). WHEREAS, the Company has adopted and maintains the SCG Holding...Stock Option Grant Agreement • January 27th, 2000 • Semiconductor Components Industries LLC • Semiconductors & related devices • Arizona
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Exhibit 10.31 STOCK OPTION GRANT AGREEMENT (Non-Qualified Stock Options) THIS AGREEMENT, made as of this 22nd day of November 1999 between SCG Holding Corporation (the "Company") and Richard Boyce (the "Participant"). WHEREAS, the Company has adopted...Stock Option Grant Agreement • January 27th, 2000 • Semiconductor Components Industries LLC • Semiconductors & related devices • Delaware
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WITNESSETH:SCG Assembly Agreement • November 5th, 1999 • Semiconductor Components Industries LLC
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WITNESSETH:Term Sheet Foundry and Assembly Agreement • November 5th, 1999 • Semiconductor Components Industries LLC
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WITNESSETH:Motorola Foundry Agreement • November 5th, 1999 • Semiconductor Components Industries LLC
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Exhibit 10.28 STOCK OPTION GRANT AGREEMENT (Non-Qualified Stock Options) THIS AGREEMENT, made as of this 8th day of November 1999 between SCG Holding Corporation (the "Company") and James Thorburn (the "Participant"). WHEREAS, the Company has adopted...Stock Option Grant Agreement • January 27th, 2000 • Semiconductor Components Industries LLC • Semiconductors & related devices • Delaware
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WITNESSETH:Equipment Passdown Agreement • November 5th, 1999 • Semiconductor Components Industries LLC
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WITNESSETH:Equipment Lease and Repurchase Agreement • November 5th, 1999 • Semiconductor Components Industries LLC
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