0001193125-07-264894 Sample Contracts

VOTING AGREEMENT

Voting Agreement • December 14th, 2007 • Amis Holdings Inc • Semiconductors & related devices • Delaware

• Contract Type
  Voting Agreement
• Filed
  December 14th, 2007
• Company
  Amis Holdings Inc
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

THIS STOCKHOLDER VOTING AGREEMENT (this “Agreement”) is made and entered into as of December 13, 2007, by and among ON SEMICONDUCTOR CORPORATION, a Delaware corporation (“Parent”), AMIS HOLDINGS, INC., a Delaware corporation (the “Company”) (only with respect to Section 2(b) hereof), and the undersigned stockholder (“Stockholder”) of the Company.

AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: ON SEMICONDUCTOR CORPORATION, INC., a Delaware corporation; ORANGE ACQUISITION CORPORATION, INC., a Delaware corporation; and AMIS HOLDINGS, INC., a Delaware corporation

Merger Agreement • December 14th, 2007 • Amis Holdings Inc • Semiconductors & related devices • Delaware

• Contract Type
  Merger Agreement
• Filed
  December 14th, 2007
• Company
  Amis Holdings Inc
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (“Agreement”) is made and entered into as of December 13, 2007, by and among: ON SEMICONDUCTOR CORPORATION, Delaware corporation (“Parent”); ORANGE ACQUISITION CORPORATION, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”); and AMIS HOLDINGS, INC. , a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in EXHIBIT A and other capitalized terms used in this Agreement are defined in the Sections of this Agreement where they first appear.