STOCKHOLDER AGREEMENT by and between TRIDENT MICROSYSTEMS, INC. and NXP B.V. Dated as of February 8, 2010Stockholder Agreement • March 15th, 2010 • Trident Microsystems Inc • Semiconductors & related devices • Delaware
THIS STOCKHOLDER AGREEMENT (this “Agreement”) is entered into as of February 8, 2010, (the “Agreement Date”) by and between Trident Microsystems, Inc., a Delaware corporation (the “Company”) and NXP B.V., a Dutch besloten venootshap (the “Investor”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in Exhibit A.
Lease Agreement By and Between Kifer Tech Investors llc, a Delaware limited liability company as Landlord and Trident Microsystems, Inc., a Delaware corporation as Tenant Dated March 5, 2010Lease Agreement • March 15th, 2010 • Trident Microsystems Inc • Semiconductors & related devices • California
This Lease Agreement is made and entered into by and between Landlord and Tenant on the Lease Date. The defined terms used in this Lease which are defined in the Basic Lease Information attached to this Lease Agreement (“Basic Lease Information”) shall have the meaning and definition given them in the Basic Lease Information. The Basic Lease Information, the exhibits, and this Lease Agreement are and shall be construed as a single instrument and are referred to herein as the “Lease.”
TRIDENT MICROSYSTEMS, INC. FORM OF STOCK OPTION AGREEMENT (For US Participant)Stock Option Agreement • March 15th, 2010 • Trident Microsystems Inc • Semiconductors & related devices • California
Trident Microsystems, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Stock Option (the “Grant Notice”) to which this Stock Option Agreement (the “Option Agreement”) is attached an option (the “Option”) to purchase certain shares of Stock upon the terms and conditions set forth in the Grant Notice and this Option Agreement. The Option has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Trident Microsystems, Inc. 2010 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of, and represents that the Participant has read and is familiar with, the Grant Notice, this Option Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of shares issuable pursuant to the Option (the “Plan
INTELLECTUAL PROPERTY TRANSFER AND LICENSE AGREEMENT BETWEEN NXP B.V. AND NXP HOLDING 1 B.V. DATED AS OF FEBRUARY 7, 2010Intellectual Property Transfer and License Agreement • March 15th, 2010 • Trident Microsystems Inc • Semiconductors & related devices • New York
This Intellectual Property Transfer and License Agreement (“Agreement”) is made and entered into, as of February 7, 2010 (the “Closing Date”), by and between NXP B.V., a Dutch besloten venootshap (“NXP”), and NXP Holding 1 B.V., a Dutch besloten venootshap (“Dutch Newco”).
CONFIDENTIAL RETIREMENT AGREEMENT AND GENERAL RELEASE OF CLAIMSRetirement Agreement • March 15th, 2010 • Trident Microsystems Inc • Semiconductors & related devices
MANUFACTURING SERVICES AGREEMENT between TRIDENT MICROSYSTEMS (FAR EAST) LTD. and NXP SEMICONDUCTORS NETHERLANDS B.V. DATED February 8, 2010Manufacturing Services Agreement • March 15th, 2010 • Trident Microsystems Inc • Semiconductors & related devices • New York
Annex A: Manufacturing Processes Annex B: NXP Calendar Annex C: Purchase and Supply Chain Services Annex D: Service Tariffs Annex E: Product Data and Yields Annex F: Product Prices Annex G: Product Flows
TRANSITION SERVICES AGREEMENTTransition Services Agreement • March 15th, 2010 • Trident Microsystems Inc • Semiconductors & related devices • New York
This Transition Services Agreement (this “Agreement”) is made and entered into as of the Effective Date by and between Trident Microsystems (Far East) Ltd., a Cayman Islands company (“Trident Cayman”), and NXP B.V., a Dutch besloten vennootschap (“NXP”). Trident Cayman and NXP are each referred to individually as “Party” and collectively as the “Parties.”
