Side Letter Agreement to Information Technology Service Agreement between Conexant Systems Inc. and Jazz Semiconductor, Inc. (December 12, 2003)

Summary

Conexant Systems Inc. and Jazz Semiconductor, Inc. have agreed to extend their existing Information Technology Service Agreement until December 31, 2004. Conexant will continue providing IT services under the same terms as the current agreement, and Jazz Semiconductor will pay a specified base services fee. Any new additional services must be mutually agreed upon. All other terms of the original agreement remain in effect, and neither party waives any rights or obligations under the original contract.

EX-10.13 18 a2123879zex-10_13.htm EXHIBIT 10.13
QuickLinks -- Click here to rapidly navigate through this document


Exhibit 10.13

December 12, 2003

CONFIDENTIAL

Mr. Ashwin Rangan
Senior Vice President & Chief Information Officer
Conexant Systems Inc.
4000 MacArthur Blvd.
Newport Beach, California ###-###-####

Dear Mr. Rangan:

        This letter ("Side Letter Agreement") dated as of December 12, 2003 (the "Effective Date"), is entered into by and between Conexant Systems Inc., a Delaware corporation "Conexant") and Jazz Semiconductor, Inc., a Delaware corporation formerly known as Specialtysemi, Inc. ("Jazz Semiconductor") in connection with that certain Information Technology Service Agreement between Jazz Semiconductor and Conexant dated March 12, 2002 and that certain First Amendment to the Information Technology Service Agreement dated September 30, 2002 (the "IT Service Agreement").

        Conexant has informed Jazz Semiconductor of Conexant's desire to terminate the IT Service Agreement [...***...]. Jazz Semiconductor has requested and Conexant has agreed to continue IT services through December 31, 2004. Conexant agrees to provide services in a manner consistent with the current IT Service Agreement. Jazz Semiconductor will pay Conexant a Base Services fee of [...***...]. Additional Services currently approved by both parties as of the Effective Date of this Side Letter Agreement will not be affected. However, any future Additional Services to be provided by Conexant (if any) will be mutually agreed upon by both parties in accordance with the IT Service Agreement.

        By the acceptance and agreement hereto, neither party waives any rights or conditions to its obligations under the IT Service Agreement. This Side Letter Agreement shall otherwise be governed by the terms and conditions of the IT Service Agreement including in particular Section 14 thereof. Except as otherwise expressly set forth herein, the IT Service Agreement shall remain in full force and effect.

    Sincerely,  

 

 

JAZZ SEMICONDUCTOR, INC.

 

 

 

/s/  SCOTT SILCOCK      

 
    By: Scott Silcock  
    Title: Vice President of Operations  
         

 

 

JAZZ SEMICONDUCTOR, INC.

 

 

 

/s/  JEFF MCHENRY      

 
    By: Jeff McHenry  
    Title: Vice President, Customer and Supply Chain Management  
         

Confidential treatment has been requested for portions of this document. This copy of the document filed as an Exhibit omits the confidential information subject to the confidentiality request. Omissions are designated by the symbol [...***...]. A complete version of this document has been filed separately with the Securities and Exchange Commission.



 

 

JAZZ SEMICONDUCTOR, INC.

 

 

 

/s/  ANDY CHAN      

 
    By: Andy Chan  
    Title: Executive Director, Global Supply Chain and Information Technology  
         
AGREED TO AND ACCEPTED:    

CONEXANT SYSTEMS, INC.

 

 

/s/  ASHWIN RANGAN      

 

 
By: Ashwin Rangan    
Title: Senior Vice President and Chief Information Officer    
       

CONEXANT SYSTEMS, INC.,

 

 

/s/  JEFF REID      

 

 
By: Jeff Reid    
Title: Vice President IT Operations    
       

CONEXANT SYSTEMS, INC.,

 

 

/s/  ANDERS KING      

 

 
By: Anders King    
Title: Director, Information Technology    
       



QuickLinks

    Exhibit 10.13