CREDIT AGREEMENT dated as of September 30, 2011 among M/A-COM TECHNOLOGY SOLUTIONS HOLDINGS, INC. The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent BARCLAYS CAPITAL as Syndication Agent and RBS CITIZENS, N.A. and RAYMOND JAMES...Credit Agreement • October 21st, 2011 • M/a-Com Technology Solutions Holdings, Inc. • Semiconductors & related devices • New York
CREDIT AGREEMENT (this “Agreement”) dated as of September 30, 2011 among M/A-COM TECHNOLOGY SOLUTIONS HOLDINGS, INC., the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, BARCLAYS CAPITAL, as Syndication Agent and RBS CITIZENS, N.A. and RAYMOND JAMES BANK, FSB, as Co-Documentation Agents.
M/A-COM TECHNOLOGY SOLUTIONS HOLDINGS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • October 21st, 2011 • M/a-Com Technology Solutions Holdings, Inc. • Semiconductors & related devices • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of , 2011, by and between M/A-COM Technology Solutions Holdings, Inc., a Delaware corporation (the “Company”, which term shall include, where appropriate, any Entity controlled directly or indirectly by the Company), and (“Indemnitee”). Capitalized terms used and not otherwise defined herein have the meanings set forth in Section 1.
AGREEMENT AND PLAN OF MERGERMerger Agreement • October 21st, 2011 • M/a-Com Technology Solutions Holdings, Inc. • Semiconductors & related devices • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 7, 2011, by and among M/A-COM Technology Solutions Inc., a Delaware corporation (“Parent”), Optomai, Inc., a Delaware corporation (the “Company”), Optomai Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), the Company Stockholders listed on Schedule 1-A (the “Principal Stockholders”), and Vivek Rajgarhia, as Stockholders’ Agent (“Stockholders’ Agent”). Parent, the Company, Merger Sub, and the Principal Stockholders are sometimes referred to in this Agreement individually as a “Party,” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings ascribed to them in Article I, unless such terms are defined elsewhere in this Agreement.
PURCHASE AGREEMENTPurchase Agreement • October 21st, 2011 • M/a-Com Technology Solutions Holdings, Inc. • Semiconductors & related devices • New York
THIS TRANSITION SERVICES AGREEMENT (together with the Services and Pricing Schedules attached hereto, this “Agreement”), dated March 30, 2009 (the “Effective Date”), is by and between Cobham Defense Electronic Systems Corporation, a Massachusetts corporation (“Seller”) and Kiwi Stone Acquisition Corp., a Delaware corporation (“Purchaser”).
