Side Letter Agreement to Information Technology Service Agreement between Conexant Systems Inc. and Jazz Semiconductor, Inc. (December 12, 2003)
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.
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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 | ||
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- Exhibit 10.13