0001193125-05-193370 Sample Contracts

FREESCALE SEMICONDUCTOR, INC. Austin, Texas 78735 September 23, 2005
Rights Agreement • September 29th, 2005 • Freescale Semiconductor Inc • Semiconductors & related devices • Delaware

Pursuant to Section 27 of the Rights Agreement, dated as of July 7, 2004 (the “Rights Agreement”), between Freescale Semiconductor, Inc., a Delaware corporation (the “Company”), and Mellon Investor Services LLC, as rights agent (the “Rights Agent”), the Company, by resolution adopted by its Board of Directors, hereby amends the Rights Agreement as follows (this “Amendment”):

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