EXHIBIT 1
JOINT FILING AGREEMENT
JOINT FILING AGREEMENT (this "Agreement"), dated as of February 13,
2001 among TPG Partners, L.P., a Delaware limited partnership ("Partners"), TPG
Parallel I, L.P., a Delaware limited partnership ("Parallel"), Communication
GenPar, Inc., a Delaware corporation ("Communication"), TPG GenPar, L.P., a
Delaware limited partnership ("GenPar") and TPG Advisors, Inc., a Delaware
corporation, ("Advisors").
W I T N E S S E T H
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WHEREAS, as of the date hereof, each of Partners, Parallel,
Communication, GenPar and Advisors is filing a Schedule 13G under the Securities
Exchange Act of 1934 (the "Exchange Act") with respect to securities of
GlobeSpan, Inc. (the "Schedule 13G");
WHEREAS, each of Partners, Parallel, Communication, GenPar and
Advisors is individually eligible to file the Schedule 13G;
WHEREAS, each of Partners, Parallel, Communication, GenPar and
Advisors wishes to file the Schedule 13G and any amendments thereto jointly and
on behalf of each of Partners, Parallel, Communication, GenPar and Advisors,
pursuant to Rule 13d-1(k)(1) under the Exchange Act;
NOW, THEREFORE, in consideration of these premises and other good
and valuable consideration, the parties hereto agree as follows:
1. Partners, Parallel, Communication, GenPar and Advisors hereby
agree that the Schedule 13G is, and any amendments thereto will be, filed on
behalf of each of Partners, Parallel, Communication, GenPar and Advisors
pursuant to Rule 13d-1(k)(1)(iii) under the Exchange Act.
2. Each of Partners, Parallel, Communication, GenPar and Advisors
hereby acknowledges that, pursuant to Rule 13d-1(k)(1)(i) under the Exchange
Act, it is responsible for the timely filing of the Schedule 13G and any
amendments thereto, and for the completeness and accuracy of the information
concerning it contained therein, and is not responsible for the completeness and
accuracy of the information concerning any of the other parties contained
therein, unless it knows or has reason to know that such information is
inaccurate.
3. Each of Partners, Parallel, Communication, GenPar and Advisors
hereby agrees that this Agreement shall be filed as an exhibit to the Schedule
13G, pursuant to Rule 13d-1(k)(1)(iii) under the Exchange Act.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed individually or by their respective directors hereunto duly authorized
as of the day and year first above written.
TPG Partners, L.P.
By: TPG GenPar, L.P.
By: TPG Advisors, Inc.
By: /s/ Xxxxxxx X. Xxxxxxxxx
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Name: Xxxxxxx X. Xxxxxxxxx
Title: Vice President
TPG Parallel I, L.P.
By: TPG GenPar, L.P.
By: TPG Advisors, Inc.
By: /s/ Xxxxxxx X. Xxxxxxxxx
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Name: Xxxxxxx X. Xxxxxxxxx
Title: Vice President
Communication GenPar, Inc.
By: /s/ Xxxxxxx X. Xxxxxxxxx
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Name: Xxxxxxx X. Xxxxxxxxx
Title: Vice President
TPG GenPar, L.P.
By: TPG Advisors, Inc.
By: /s/ Xxxxxxx X. Xxxxxxxxx
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Name: Xxxxxxx X. Xxxxxxxxx
Title: Vice President
