0001193125-04-108162 Sample Contracts

Board of Directors Intersil Corporation Milpitas, CA 95035

Merger Agreement • June 25th, 2004 • Intersil Corp/De • Semiconductors & related devices

• Contract Type
  Merger Agreement
• Filed
  June 25th, 2004
• Company
  Intersil Corp/De
• Industry
  Semiconductors & related devices

Re: Agreement and Plan of Merger, dated as of March 14, 2004 (the “Merger Agreement”), by and among Intersil Corporation, a Delaware corporation (“Parent”), New Castle Merger Sub Corp., a California corporation and wholly-owned subsidiary of New Castle Sub LLC (“Merger Sub”), New Castle Sub LLC, a single member Delaware limited liability company wholly owned by Parent (“LLC”), and Xicor, Inc., a California corporation (“Company”).

EXECUTIVE CHANGE IN CONTROL SEVERANCE BENEFITS AGREEMENT

Executive Change in Control Severance Benefits Agreement • June 25th, 2004 • Intersil Corp/De • Semiconductors & related devices • California

• Contract Type
  Executive Change in Control Severance Benefits Agreement
• Filed
  June 25th, 2004
• Company
  Intersil Corp/De
• Industry
  Semiconductors & related devices
• Jurisdiction
  California

THIS EXECUTIVE CHANGE IN CONTROL SEVERANCE BENEFITS AGREEMENT (the “AGREEMENT”) is entered into on March 15, 2004, between Louis DiNardo (“Executive”) and INTERSIL CORPORATION, a Delaware corporation (the “COMPANY”).