Execution Copy FIRST AMENDMENT TO AMENDED AND RESTATED VISHAY INTERTECHNOLOGY, INC. LONG TERM REVOLVING CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS THIS FIRST AMENDMENT ("First Amendment") is made as of this 31st day of August, 2000 by and among Vishay...Vishay Intertechnology Inc • December 22nd, 2000 • Electronic components & accessories
ANDCredit Agreement • March 15th, 2004 • Vishay Intertechnology Inc • Electronic components & accessories • Michigan
TRUSTEEIndenture • June 18th, 2001 • Vishay Intertechnology Inc • Electronic components & accessories • New York
Exhibit 1.2Purchase Agreement • May 24th, 2000 • Vishay Intertechnology Inc • Electronic components & accessories • New York
RECITALSVoting Agreement • September 6th, 2001 • Vishay Intertechnology Inc • Electronic components & accessories • Delaware
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT is made and entered into as of June 4, 2001, by and among Vishay Intertechnology, INC., a Delaware corporation (the "Company") and MERRILL LYNCH & CO., MERRILL LYNCH, PIERCE,...Registration Rights Agreement • August 21st, 2001 • Vishay Intertechnology Inc • Electronic components & accessories • New York
Exhibit 4.6 SECOND AMENDMENT TO AMENDED AND RESTATED VISHAY INTERTECHNOLOGY, INC. LONG TERM REVOLVING CREDIT AGREEMENT AND CONSENT THIS SECOND AMENDMENT AND CONSENT ("Second Amendment") is made as of this 13th day of December, 2002 by and among Vishay...Vishay Intertechnology Inc • December 23rd, 2002 • Electronic components & accessories
Exhibit 4.1 WARRANT AGREEMENT WARRANT AGREEMENT (this "Agreement") dated as of December 13, 2002 between Vishay Intertechnology, Inc., a Delaware corporation (the "Company"), and American Stock Transfer & Trust Co., a New York corporation, as warrant...Warrant Agreement • December 23rd, 2002 • Vishay Intertechnology Inc • Electronic components & accessories • New York
Exhibit 4.2 NOTE PURCHASE AGREEMENT is made on December 13, 2002. BETWEEN (1) VISHAY INTERTECHNOLOGY, Inc. (the Company); and (2) THE SUBSCRIBERS listed in the Schedule (the Subscribers). WHEREAS: (A) The Company has entered into a Loan Note...Note Purchase Agreement • December 23rd, 2002 • Vishay Intertechnology Inc • Electronic components & accessories • New York
Exhibit 10.10 Agreement Amending Supply Agreements This Agreement Amending Supply Agreements (this "Agreement") is entered into as of this 6th day of June, 2002 among Cabot Corporation through its Cabot Performance Materials Division ("CPM") and...Supply Agreement • March 31st, 2003 • Vishay Intertechnology Inc • Electronic components & accessories • Massachusetts
2.25% Convertible Senior Notes due 2025Indenture • June 13th, 2018 • Vishay Intertechnology Inc • Electronic components & accessories • New York
INDENTURE, dated as of June 12, 2018, between VISHAY INTERTECHNOLOGY, INC., a Delaware corporation, as issuer (the "Company", as more fully set forth in Section 1.01), and HSBC BANK USA, NATIONAL ASSOCIATION, as trustee (the "Trustee", as more fully set forth in Section 1.01).
PERMITTED BORROWER ADDENDUM (PAMELA Verwaltungsgesellschaft GmbH) THIS PERMITTED BORROWER ADDENDUM is dated as of March 2, 1998 by Pamela Verwaltungsgesellschaft GmbH, a company organized under the laws of the Federal Republic of Germany ("New...Vishay Intertechnology Inc • March 17th, 1998 • Electronic components & accessories
RECITALSJoinder Agreement • March 17th, 1998 • Vishay Intertechnology Inc • Electronic components & accessories • Michigan
RECITALSVishay Intertechnology Inc • March 17th, 1998 • Electronic components & accessories • Michigan
RECITALSCredit Agreement • May 25th, 2004 • Vishay Intertechnology Inc • Electronic components & accessories • Michigan
VISHAY INTERTECHNOLOGY, INC. AND HSBC BANK USA, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of September 12, 2023Vishay Intertechnology Inc • September 12th, 2023 • Electronic components & accessories • New York
INDENTURE, dated as of September 12, 2023, between VISHAY INTERTECHNOLOGY, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01), and HSBC BANK USA, NATIONAL ASSOCIATION, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
ContractCredit Agreement • August 8th, 2013 • Vishay Intertechnology Inc • Electronic components & accessories • New York
INDENTUREIndenture • November 5th, 2003 • Vishay Intertechnology Inc • Electronic components & accessories • New York
Exhibit 2.1 THIS SHARE SALE AND PURCHASE AGREEMENT is made on 10 November 2002 BETWEEN: (1) PHOENIX ACQUISITION COMPANY S.ar.l (registered at the Luxembourg Trade and Companies Registry under No. 66455) whose registered office is at 398 route d'Esch,...Share Sale and Purchase Agreement • December 23rd, 2002 • Vishay Intertechnology Inc • Electronic components & accessories • England
ARTICLE IConsulting and Non-Competition Agreement • March 15th, 2004 • Vishay Intertechnology Inc • Electronic components & accessories • New York
ARTICLE I DEFINITIONSPut and Call Agreement • December 23rd, 2002 • Vishay Intertechnology Inc • Electronic components & accessories • New York
AND ___________________________________ as Trustee IndentureVishay Intertechnology Inc • April 6th, 2000 • Electronic components & accessories • New York
THIRD AMENDMENT TO VISHAY LOAN AGREEMENT DATED AS OF JUNE 30, 1997 COMERICA BANK, AS AGENT NATIONSBANK OF NORTH CAROLINA, N.A., AS CO-AGENT BERLINER HANDELS-UND FRANKFURTER BANK, AS LEAD MANAGERExecution Copy • August 13th, 1997 • Vishay Intertechnology Inc • Electronic components & accessories
PERMITTED BORROWER ADDENDUM (Vishay Electronic GmbH) THIS PERMITTED BORROWER ADDENDUM is dated as of March 2, 1998 by Vishay Electronic GmbH, a company organized under the laws of the Federal Republic of Germany ("New Permitted Borrower"). WHEREAS,...Vishay Intertechnology Inc • March 17th, 1998 • Electronic components & accessories
RECITALSVishay Intertechnology Inc • March 17th, 1998 • Electronic components & accessories • Michigan
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [DEALER] (“Dealer”) and Vishay Intertechnology, Inc. (“Counterparty”) as of the Trade Date specified...Vishay Intertechnology Inc • September 12th, 2023 • Electronic components & accessories
The definitions and provisions contained in the 2002 ISDA Equity Derivatives Definitions (the “Equity Definitions”), as published by the International Swaps and Derivatives Association, Inc. (“ISDA”) are incorporated into this Confirmation. In the event of any inconsistency between the Equity Definitions and this Confirmation, this Confirmation shall govern. Certain defined terms used herein are based on terms that are defined in the Offering Memorandum dated September 7, 2023 (the “Offering Memorandum”) relating to the 2.25% Convertible Senior Notes due 2030 (as originally issued by Counterparty, the “Convertible Notes” and each USD 1,000 principal amount of Convertible Notes, a “Convertible Note”) issued by Counterparty in an aggregate initial principal amount of USD 650,000,000 (as increased by up to an aggregate principal amount of USD 100,000,000 if and to the extent that the Initial Purchasers (as defined below) exercise their option to purchase additional Convertible Notes pursu
ANDTerm Revolving Credit Agreement • March 17th, 1998 • Vishay Intertechnology Inc • Electronic components & accessories • Michigan
MASTER SEPARATION AND DISTRIBUTION AGREEMENT between VISHAY INTERTECHNOLOGY, INC. and VISHAY PRECISION GROUP, INC.Master Separation and Distribution Agreement • June 23rd, 2010 • Vishay Intertechnology Inc • Electronic components & accessories • New York
This Master Separation and Distribution Agreement (this “Agreement”) is entered into as of June 22, 2010, by and between Vishay Intertechnology, Inc., a corporation organized under the laws of the State of Delaware (“Vishay”), and Vishay Precision Group, Inc., a corporation organized under the laws of the State of Delaware (“VPG”).
Exhibit 4.2 VISHAY INTERTECHNOLOGY, INC. 3 5/8 Convertible Subordinated Notes due 2023 REGISTRATION RIGHTS AGREEMENTVishay Intertechnology Inc • November 5th, 2003 • Electronic components & accessories • New York
EMPLOYMENT AGREEMENTEmployment Agreement • February 29th, 2024 • Vishay Intertechnology Inc • Electronic components & accessories • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on February 27, 2024, by and between VISHAY INTERTECHNOLOGY, INC., a Delaware corporation (“Vishay”), and MICHAEL S. O’SULLIVAN (“Executive”).
Form of Executive Officer Restricted Stock Unit AgreementRestricted Stock Unit Agreement • May 21st, 2014 • Vishay Intertechnology Inc • Electronic components & accessories • Delaware
The Company has adopted and maintains the Vishay Intertechnology, Inc. 2007 Stock Incentive Program, as amended and restated, (the "Program") to enhance the long-term performance of the Company and to provide selected individuals with an incentive to improve the growth and profitability of the Company by acquiring a proprietary interest in the success of the Company.
Exhibit 2.2 THIS AMENDMENT AGREEMENT is made on 4 December 2002 BETWEEN: (1) PHOENIX ACQUISITION COMPANY S.ar.l (registered at the Luxembourg Trade and Companies Registry under No. 66455) whose registered office is at 398 route d'Esch, L-1471...Agreement • December 23rd, 2002 • Vishay Intertechnology Inc • Electronic components & accessories
CREDIT AGREEMENT dated as of December 1, 2010 among VISHAY INTERTECHNOLOGY, INC., The Subsidiary Borrowers Party Hereto, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent COMERICA BANK and BANK LEUMI USA, as Joint...Credit Agreement • December 1st, 2010 • Vishay Intertechnology Inc • Electronic components & accessories • New York
Page ARTICLE I Definitions SECTION 1.01. Defined Terms 1 SECTION 1.02. Types of Loans and Borrowings 36 SECTION 1.03. Terms Generally 36 SECTION 1.04. Accounting Terms; GAAP; Pro Forma Calculations 37 ARTICLE II The Credits SECTION 2.01. Commitments 38 SECTION 2.02. Loans and Borrowings 38 SECTION 2.03. Requests for Borrowings 39 SECTION 2.04. Swingline Loans 40 SECTION 2.05. Letters of Credit 41 SECTION 2.06. Funding of Borrowings 47 SECTION 2.07. Interest Elections 48 SECTION 2.08. Termination and Reduction of Commitments 49 SECTION 2.09. Repayment of Loans; Evidence of Debt 50 SECTION 2.10. Prepayment of Loans 50 SECTION 2.11. Fees 51 SECTION 2.12. Interest 52 SECTION 2.13. Alternate Rate of Interest 53 SECTION 2.14. Increased Costs 53 SECTION 2.15. Break Funding Payments 55 SECTION 2.16. Taxes 56 SECTION 2.17. Payments Generally; Pro Rata Treatment; Sharing of Setoffs 59 SECTION 2.18. Mitigation Obligations; Replacement of Lenders 61 SECTION 2.19. Defaulting Lenders 62 SECTION 2.20
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [DEALER] (“Dealer”) and Vishay Intertechnology, Inc. (“Counterparty”) as of the Trade Date specified...Vishay Intertechnology Inc • September 12th, 2023 • Electronic components & accessories
The definitions and provisions contained in the 2002 ISDA Equity Derivatives Definitions (the “Equity Definitions”), as published by the International Swaps and Derivatives Association, Inc. (“ISDA”) are incorporated into this Confirmation. In the event of any inconsistency between the Equity Definitions and this Confirmation, this Confirmation shall govern. Certain defined terms used herein are based on terms that are defined in the Offering Memorandum dated September 7, 2023 (the “Offering Memorandum”) relating to the 2.25% Convertible Senior Notes due 2030 (as originally issued by Counterparty, the “Convertible Notes” and each USD 1,000 principal amount of Convertible Notes, a “Convertible Note”) issued by Counterparty in an aggregate initial principal amount of USD 650,000,000 (as increased by an aggregate principal amount of USD 100,000,000 pursuant to the exercise by the Initial Purchasers (as defined below) of their option to purchase additional Convertible Notes pursuant to the
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 15th, 2009 • Vishay Intertechnology Inc • Electronic components & accessories • Delaware
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made this 13th day of May, 2009, by and between VISHAY INTERTECHNOLOGY, INC., a Delaware corporation (“Vishay”), and DR. FELIX ZANDMAN (the “Executive”).
