BROADCOM LIMITED SEVERANCE BENEFIT AGREEMENTSeverance Benefit Agreement • December 21st, 2017 • Broadcom Cayman L.P. • Semiconductors & related devices • California
This Severance Benefit Agreement (the “Agreement”) is made and entered into by and between Mark Brazeal, (“Executive”) and Broadcom Limited (company registration number 201505572G), a public company incorporated under the Singapore Companies Act (the “Company”), and is effective as of the latest date set forth by the signatures of the parties hereto below (the “Effective Date”).
BROADCOM CORPORATION BROADCOM CAYMAN FINANCE LIMITED AND THE GUARANTORS PARTY HERETO 2.200% SENIOR NOTES DUE 2021 2.650% SENIOR NOTES DUE 2023 3.125% SENIOR NOTES DUE 2025 3.500% SENIOR NOTES DUE 2028 INDENTURE Dated as of October 17, 2017 WILMINGTON...Indenture • October 17th, 2017 • Broadcom Cayman L.P. • Semiconductors & related devices • New York
INDENTURE dated as of October 17, 2017 among Broadcom Corporation, a California corporation, as issuer (as further defined below, the “Company”), Broadcom Cayman Finance Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands, as co-issuer (as further defined below, the “Co-Issuer” and, together with the Company, the “Issuers”), Broadcom Limited, a public limited company incorporated under the laws of the Republic of Singapore, as a guarantor (“Broadcom Parent”), and Broadcom Cayman L.P., an exempted limited partnership registered under the laws of the Cayman Islands, acting through Broadcom Limited its general partner, as a guarantor (“Broadcom Cayman LP” and, together with Broadcom Parent, the “Guarantors”; the Issuers and Guarantors collectively, the “Obligors”) and Wilmington Trust, National Association, as trustee (as further defined below, the “Trustee”).
BROADCOM CAYMAN L.P. AMENDED AND RESTATED EXEMPTED LIMITED PARTNERSHIP AGREEMENT Dated February 1, 2016Agreement • February 2nd, 2016 • Broadcom Cayman L.P. • Delaware
THIS AMENDED AND RESTATED EXEMPTED LIMITED PARTNERSHIP AGREEMENT is on the 1st day of February 2016, among Broadcom Limited, as General Partner, Antelope Cayman CLP Limited, as Initial Limited Partner, and each person who is admitted to the Partnership as a limited partner in accordance with the provisions of this Agreement. Certain capitalized terms used herein shall have the meanings set forth in Section 1.1.
REGISTRATION RIGHTS AGREEMENT by and among Broadcom Cayman Finance Limited, Broadcom Corporation, Broadcom Limited, Broadcom Cayman L.P. and Merrill Lynch, Pierce, Fenner & Smith Incorporated as Representatives of the Initial Purchasers Dated as of...Registration Rights Agreement • October 17th, 2017 • Broadcom Cayman L.P. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 17, 2017, by and among Broadcom Cayman Finance Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Cayman Finance”), Broadcom Corporation, a California corporation (“Broadcom” and together with Cayman Finance, the “Co-Issuers”), Broadcom Limited, a public company incorporated under the laws of the Republic of Singapore (“Parent”), Broadcom Cayman L.P., an exempted limited partnership formed under the laws of the Cayman Islands, acting through Broadcom Limited its general partner (“Broadcom Cayman” and, together with Parent, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and J.P. Morgan Securities LLC (“J.P. Morgan”) as the representatives (the “Representatives”) of the several Initial Purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”)
INDEMNITY AGREEMENTIndemnity Agreement • February 2nd, 2016 • Broadcom Cayman L.P.
THIS AGREEMENT is made and entered into as of this [ ]th day of [ ], 20 by and between Broadcom Limited, a public company limited by shares organized under the laws of the Republic of Singapore (the “Company”), and [ ] (“Director”).
LEASE AGREEMENTLease Agreement • December 21st, 2017 • Broadcom Cayman L.P. • Semiconductors & related devices • California
This Lease Agreement (the "Lease"), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the "Summary"), below, is made by and between FIVE POINT OFFICE VENTURE I, LLC, a Delaware limited liability company ("Landlord"), and BROADCOM CORPORATION, a California corporation ("Tenant").
SAFARI CAYMAN L.P. Initial Exempted Limited Partnership AgreementSafari Cayman L.P. • December 23rd, 2015
SECOND INCREMENTAL TERM A FACILITY AMENDMENTCredit Agreement • August 3rd, 2016 • Broadcom Cayman L.P. • Semiconductors & related devices • New York
SECOND INCREMENTAL TERM A FACILITY AMENDMENT, dated as of August 2, 2016 (this “Amendment”), to the Credit Agreement (as defined below) among Avago Technologies Cayman Holdings Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Holdings”), Avago Technologies Cayman Finance Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Cayman Borrower”), BC Luxembourg S.à r.l., a Luxembourg private limited liability company (société à responsabilité limitée), having its registered office at 3A, Sentier de l’Esperance, L-1474 Luxembourg, Grand-Duchy of Luxembourg, registered with the Luxembourg Register of Commerce and Companies under registration number B 201613 and with a share capital of US $20,000 (the “Luxco Borrower” and, together with the Cayman Borrower, the “Borrowers”), Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and the Second Additio
AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF BROADCOM CAYMAN L.P.Amendment • March 23rd, 2018 • Broadcom Cayman L.P. • Semiconductors & related devices
This Amendment (this “Amendment”) to the Amended and Restated Limited Partnership Agreement dated February 1, 2016 (the “Agreement”) of Broadcom Cayman L.P., an exempted limited partnership registered in the Cayman Islands (the “Partnership”), is made on March 23, 2018, by Broadcom Limited (the “General Partner” or “Holdings”) and the applicable Limited Partners. Capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.
PROPOSED AGREEMENT AND PLAN OF MERGER by and among BROADCOM LIMITED (SINGAPORE), BROADCOM LIMITED (DELAWARE), QUANTUM MERGER SUB INC. and QUALCOMM INCORPORATED dated as of February [•], 2018Agreement and Plan of Merger • February 9th, 2018 • Broadcom Cayman L.P. • Semiconductors & related devices • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February [•], 2018, is by and among Broadcom Limited, a public company limited by shares and incorporated under the laws of the Republic of Singapore (“Broadcom”), Broadcom Limited, a Delaware corporation and wholly owned subsidiary of Broadcom (“Holdco”), Quantum Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Holdco (“Merger Sub”) and Qualcomm Incorporated, a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 9.5 or as otherwise defined elsewhere in this Agreement. Broadcom, Holdco and Merger Sub are each sometimes referred to herein as a “Broadcom Party” and collectively as the “Broadcom Parties”. The Company and each Broadcom Party are sometimes referred to herein as a “Party” and collectively as the “Parties”.
NOTE PURCHASE AGREEMENT BY AND AMONG BROADCOM LIMITED, a Company incorporated in Singapore BROADCOM LIMITED, a Delaware corporation SILVER LAKE PARTNERS V, L.P., KKR AMERICAS FUND XII L.P., AND CHIP JERSEY HOLDCO LIMITED, as of February 11, 2018Note Purchase Agreement • February 15th, 2018 • Broadcom Cayman L.P. • Semiconductors & related devices • Delaware
INDENTURE, dated as of [•], 20[•] between Broadcom Limited, a Delaware corporation (the “Company,” as more fully set forth in Section 1.01), and [Trustee Name], a banking association organized under the laws of the United States, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
SECOND AMENDMENTSecond Amendment • August 3rd, 2016 • Broadcom Cayman L.P. • Semiconductors & related devices • New York
CREDIT AGREEMENT dated as of February 1, 2016 (this “Agreement”), among AVAGO TECHNOLOGIES CAYMAN HOLDINGS LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Holdings”), AVAGO TECHNOLOGIES CAYMAN FINANCE LIMITED, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Borrower”), BC LUXEMBOURG S.À R.L., a Luxembourg private limited liability company (société à responsabilité limitée), having its registered office at 17 Boulevard Royal, L-2449 Luxembourg, Grand Duchy of Luxembourg, registered with the Luxembourg Register of Commerce and Companies under registration number B 201613, and with a share capital of $20,000 (the “Luxco Borrower”), the LENDERS party hereto and BANK OF AMERICA, N.A., as Administrative Agent and as Collateral Agent.
