INDEMNIFICATION AGREEMENTIndemnification Agreement • February 10th, 2014 • Freescale Semiconductor, Ltd. • Semiconductors & related devices • Delaware
AGREEMENT, dated as of February , 2009, by and between Freescale Semiconductor, Inc., a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”).
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • February 10th, 2014 • Freescale Semiconductor, Ltd. • Semiconductors & related devices • New York
Second Supplemental Indenture (this “Supplemental Indenture”), dated as of June 20, 2008, among SigmaTel, Inc. (the “Guaranteeing Subsidiary”), a subsidiary of Freescale Semiconductor, Inc. (as successor by merger to Freescale Acquisition Corporation under the Indenture (as defined below)), a Delaware corporation (the “Issuer”), and The Bank of New York, as trustee (the “Trustee”).
FORM RESTRICTED SHARE UNIT AWARD AGREEMENT (Participant)Restricted Share Unit Award Agreement • February 10th, 2014 • Freescale Semiconductor, Ltd. • Semiconductors & related devices • Delaware
THIS AGREEMENT (the “Agreement”), is made effective as of the date indicated in the grant summary in the Freescale equity recordkeeping system (the “Date of Grant”), by and among Freescale Semiconductor, Ltd., a Bermuda exempted limited liability company (the “Company”), the recipient’s employing subsidiary and the recipient of the grant (the “Participant”):
FORM NONQUALIFIED STOCK OPTION AGREEMENT (Vice President)Nonqualified Stock Option Agreement • February 10th, 2014 • Freescale Semiconductor, Ltd. • Semiconductors & related devices • Delaware
THIS AGREEMENT (the “Agreement”), is made effective as of the date indicated in the grant summary in the Freescale equity recordkeeping system (the “Date of Grant”), by and among Freescale Semiconductor, Ltd., a Bermuda exempted limited liability company (the “Company”), the recipient’s employing subsidiary and the recipient of the grant (the “Participant”):
FORM PERFORMANCE RESTRICTED SHARE UNIT AWARD AGREEMENT (Vice President)Performance Restricted Share Unit Award Agreement • February 10th, 2014 • Freescale Semiconductor, Ltd. • Semiconductors & related devices • Delaware
THIS AGREEMENT (the “Agreement”), is made effective as of the date indicated in the grant summary in the Freescale equity recordkeeping system (the “Date of Grant”), by and among Freescale Semiconductor, Ltd., a Bermuda exempted limited liability company (the “Company”), the recipient’s employing subsidiary and the recipient of the grant (the “Participant”):
ContractGuaranty • February 10th, 2014 • Freescale Semiconductor, Ltd. • Semiconductors & related devices
SUPPLEMENT NO. 1 dated as of June 5, 2008, to the Guaranty dated as of December 1, 2006, among FREESCALE SEMICONDUCTOR HOLDINGS V, INC. (formerly known as FREESCALE ACQUISITION HOLDINGS CORP.) (“Holdings”), FREESCALE SEMICONDUCTOR HOLDINGS III, LTD. (formerly known as FREESCALE HOLDINGS (BERMUDA) III, LTD.) (“Parent”), FREESCALE SEMICONDUCTOR HOLDINGS IV, LTD. (formerly known as FREESCALE HOLDINGS (BERMUDA) IV, LTD.) (“Foreign Holdings”), FREESCALE SEMICONDUCTOR HOLDINGS I, LTD. (formerly known as FREESCALE HOLDINGS (BERMUDA) I, LTD.) (“FH I”), FREESCALE SEMICONDUCTOR HOLDINGS II, LTD. (formerly known as FREESCALE HOLDINGS (BERMUDA) II, LTD.) (“FH II”), the Subsidiaries of Parent from time to time party hereto and CITIBANK, N.A., as Administrative Agent.
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • February 10th, 2014 • Freescale Semiconductor, Ltd. • Semiconductors & related devices • New York
INTELLECTUAL PROPERTY SECURITY AGREEMENT, dated as of November 1, 2013, among FREESCALE SEMICONDUCTOR, INC., a Delaware corporation (the “Issuer”), FREESCALE SEMICONDUCTOR HOLDINGS V, INC., a Delaware corporation (“Holdings V”), SIGMATEL, LLC, a Delaware limited liability company (“SigmaTel”), the Subsidiaries of FREESCALE SEMICONDUCTOR HOLDINGS III, LTD. (“Holdings III”) from time to time party hereto and CITIBANK, N.A., as collateral agent for the Secured Parties (as defined below) (in such capacity, the “Notes Collateral Agent”).
