Joinder Agreement
EXHIBIT 10.3
This Joinder Agreement, dated as of May 5, 2006, is delivered pursuant to
Section 7.10 (Additional Grantors) of the Second Lien Pledge and Security Agreement, dated as of
October 27, 2004, by Amkor Technology, Inc. (the “Borrower”), Guardian Assets,
Inc., Unitive, Inc., Unitive Electronics, Inc. and the other Subsidiaries of the
Borrower from time to time party thereto as Grantors in favor of Citicorp North America,
Inc., as agent for the Secured Parties referred to therein (as amended, amended and restated,
supplemented or otherwise modified from time to time, the “Pledge and Security Agreement”).
Capitalized terms used herein but not defined herein are used with the meanings given them in the
Pledge and Security Agreement.
By executing and delivering this Joinder Agreement, the undersigned, as provided in Section
7.10 (Additional Grantors) of the Pledge and Security Agreement, hereby becomes a party to the
Pledge and Security Agreement as a Grantor thereunder with the same force and effect as if
originally named as a Grantor therein and, without limiting the generality of the foregoing, hereby
grants to the Collateral Agent, as collateral security for the full, prompt and complete payment
and performance when due (whether at stated maturity, by acceleration or otherwise) of the Secured
Obligations of the undersigned, hereby collaterally assigns, mortgages, pledges and hypothecates to
the Collateral Agent and grants to the Collateral Agent a Lien on and security interest in, all of
its right, title and interest in, to and under the Collateral of the undersigned and expressly
assumes all obligations and liabilities of a Grantor thereunder.
The information set forth in Annex A is hereby added to the information set forth in Schedules
1 through 6 to the Pledge and Security Agreement. By acknowledging and agreeing to this Joinder
Agreement, the undersigned hereby agree that this Joinder Agreement may be attached to the Pledge
and Security Agreement and that the Pledged Collateral listed on Annex 1-A to this Pledge Amendment
shall be and become part of the Collateral referred to in the Pledge and Security Agreement and
shall secure all Secured Obligations of the undersigned.
The undersigned hereby represents and warrants that each of the representations and warranties
contained in Article III (Representations and Warranties) of the Pledge and Security Agreement
applicable to it is true and correct on and as the date hereof as if made on and as of such date.
[Signature page follows]
In witness whereof, the undersigned has caused this Joinder Agreement to be duly
executed and delivered as of the date first above written.
| Amkor Worldwide Services LLC | ||||||
| By: | /s/ Xxxxxx Xxxxxxx
|
|||||
| Title: Treasurer and Secretary | ||||||
Acknowledged and Agreed
as of the date first above written:
as of the date first above written:
Amkor Technology, Inc.,
as Grantor
as Grantor
By:
|
/s/ Xxxxxxx X. Xxxxx
|
|||||
| Title: Executive Vice President
and Chief Financial Officer |
Citicorp North America, Inc.,
as Collateral Agent
as Collateral Agent
By:
|
/s/ Xxxxxxx Xxxxxx
|
|||||
| Title: Vice President |
