NXP B.V. NXP FUNDING LLC as Issuers EACH OF THE GUARANTORS PARTY HERETO DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee MORGAN STANLEY SENIOR FUNDING, INC., as Global Collateral Agent and MIZUHO CORPORATE BANK, LTD., as Taiwan Collateral AgentSenior Secured Indenture • July 22nd, 2010 • NXP Semiconductors N.V. • Semiconductors & related devices • New York
INDENTURE dated as of July 20, 2010, among NXP B.V. (the “Company”), NXP Funding LLC (the “Co-Issuer” and, together with the Company, the “Issuers”), the Guarantors (as defined herein), Deutsche Bank Trust Company Americas, as trustee (the “Trustee”), Morgan Stanley Senior Funding, Inc., as global collateral agent (the “Global Collateral Agent”), and Mizuho Corporate Bank, Ltd., as Taiwan collateral agent (the “Taiwan Collateral Agent”).
REGISTRATION RIGHTS AGREEMENT by and among ALPINVEST PARTNERS CSI 2006 LION C.V., ALPINVEST PARTNERS LATER STAGE II-A LION C.V., MERIDIAN HOLDING S.A R.L., BAIN PUMBAA LUXCO S.A R.L., KKR NXP INVESTOR S.A R.L., NXP CO-INVESTMENT INVESTOR SARL. SL II...Registration Rights Agreement • July 22nd, 2010 • NXP Semiconductors N.V. • Semiconductors & related devices • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of [—], 2010 (this “Agreement”), is by and among AlpInvest Partners CSI 2006 Lion C.V., AlpInvest Partners Later Stage II-A Lion C.V., Meridian Holding S.a r.l., Bain Pumbaa LuxCo S.a r.l., NXP Co-Investment Investor S.a r.l., KKR NXP Investor S.a r.l., SL II NXP S.a r.l. , Koninklijke Philips Electronics N.V. (“Philips”) and Stichting Management Co-Investment NXP (collectively, the “Principal Investors”), the Hedge Fund Parties (as defined below in Section 1.1) and NXP Semiconductors N.V., a limited liability company organized under the laws of The Netherlands (together with its successors and permitted assigns, the “Company”).
