0001193125-08-054424 Sample Contracts

FREESCALE SEMICONDUCTOR HOLDINGS PERFORMANCE-BASED RESTRICTED CASH AWARD AGREEMENT
Performance-Based Restricted Cash Award Agreement • March 13th, 2008 • Freescale Semiconductor Holdings I, Ltd. • Semiconductors & related devices • Delaware

WHEREAS, Freescale Semiconductor Holdings I, Ltd. (the “Company”) has adopted the Freescale Semiconductor Holdings 2007 Employee Incentive Plan (the “Plan”); capitalized terms not otherwise defined herein shall have the same meanings as in the Plan; and

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FREESCALE HOLDINGS L.P. AMENDED AND RESTATED AGREEMENT OF EXEMPTED LIMITED PARTNERSHIP Dated as of February 11, 2008
Agreement of Exempted Limited Partnership • March 13th, 2008 • Freescale Semiconductor Holdings I, Ltd. • Semiconductors & related devices

This AMENDED AND RESTATED AGREEMENT OF EXEMPTED LIMITED PARTNERSHIP, dated as of February 11, 2008 (the “Agreement”), of Freescale Holdings L.P. (the “Partnership”) is hereby adopted, executed and agreed to by the undersigned.

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