FORBEARANCE AGREEMENTForbearance Agreement • October 14th, 2009 • Vitesse Semiconductor Corp • Semiconductors & related devices • New York
THIS FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of October 9, 2009, between Vitesse Semiconductor Corporation, a Delaware corporation (the “Issuer”) and the beneficial owners of the 1.50% Convertible Subordinated Debentures due 2024 (the “Notes”) signatories hereto (the “Forbearing Holders”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Indenture governing the Notes, dated as of September 22, 2004, between the Issuer and U.S. Bank National Association (the “Trustee”) (as amended and supplemented, or otherwise modified, the “Indenture”).
SECOND FORBEARANCE AGREEMENTSecond Forbearance Agreement • October 14th, 2009 • Vitesse Semiconductor Corp • Semiconductors & related devices • New York
THIS SECOND FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of October 9, 2009, among Vitesse Semiconductor Corporation, a Delaware corporation (the “Borrower”), the other Loan Parties (as defined below), and Whitebox VSC, Ltd., a limited partnership organized under the law of the British Virgin Islands (the “Agent”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Loan Agreement dated as of August 23, 2007, by and among the lenders from time to time signatory thereto (collectively the “Lenders” and individually each a “Lender”), the Borrower, and the Agent, as one of the Lenders and as agent for the Lenders.
