December 12, 2003
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December 12, 2003
CONFIDENTIAL
Xx. Xxxxxx
Xxxxxx
Senior Vice President & Chief Information Officer
Conexant Systems Inc.
0000 XxxXxxxxx Xxxx.
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000-0000
Dear Xx. Xxxxxx:
This letter ("Side Letter Agreement") dated as of December 12, 2003 (the "Effective Date"), is entered into by and between Conexant Systems Inc., a Delaware corporation "Conexant") and Jazz Semiconductor, Inc., a Delaware corporation formerly known as Specialtysemi, Inc. ("Jazz Semiconductor") in connection with that certain Information Technology Service Agreement between Jazz Semiconductor and Conexant dated March 12, 2002 and that certain First Amendment to the Information Technology Service Agreement dated September 30, 2002 (the "IT Service Agreement").
Conexant has informed Jazz Semiconductor of Conexant's desire to terminate the IT Service Agreement [...***...]. Jazz Semiconductor has requested and Conexant has agreed to continue IT services through December 31, 2004. Conexant agrees to provide services in a manner consistent with the current IT Service Agreement. Jazz Semiconductor will pay Conexant a Base Services fee of [...***...]. Additional Services currently approved by both parties as of the Effective Date of this Side Letter Agreement will not be affected. However, any future Additional Services to be provided by Conexant (if any) will be mutually agreed upon by both parties in accordance with the IT Service Agreement.
By the acceptance and agreement hereto, neither party waives any rights or conditions to its obligations under the IT Service Agreement. This Side Letter Agreement shall otherwise be governed by the terms and conditions of the IT Service Agreement including in particular Section 14 thereof. Except as otherwise expressly set forth herein, the IT Service Agreement shall remain in full force and effect.
| Sincerely, | ||||
JAZZ SEMICONDUCTOR, INC. |
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/s/ XXXXX XXXXXXX |
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| By: | Xxxxx Xxxxxxx | |||
| Title: | Vice President of Operations | |||
JAZZ SEMICONDUCTOR, INC. |
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/s/ XXXX XXXXXXX |
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| By: | Xxxx XxXxxxx | |||
| Title: | Vice President, Customer and Supply Chain Management | |||
Confidential treatment has been requested for portions of this document. This copy of the document filed as an Exhibit omits the confidential information subject to the confidentiality request. Omissions are designated by the symbol [...***...]. A complete version of this document has been filed separately with the Securities and Exchange Commission.
JAZZ SEMICONDUCTOR, INC. |
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/s/ XXXX XXXX |
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| By: | Xxxx Xxxx | |||
| Title: | Executive Director, Global Supply Chain and Information Technology | |||
| AGREED TO AND ACCEPTED: | |||
CONEXANT SYSTEMS, INC. |
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/s/ XXXXXX XXXXXX |
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| By: | Xxxxxx Xxxxxx | ||
| Title: | Senior Vice President and Chief Information Officer | ||
CONEXANT SYSTEMS, INC., |
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/s/ XXXX XXXX |
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| By: | Xxxx Xxxx | ||
| Title: | Vice President IT Operations | ||
CONEXANT SYSTEMS, INC., |
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/s/ XXXXXX XXXX |
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| By: | Xxxxxx Xxxx | ||
| Title: | Director, Information Technology | ||
