EXHIBIT 4.81 CONFIDENTIAL PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. LOAN AGREEMENT This Loan Agreement is made and entered into as of this 10th day of...Loan Agreement • June 25th, 2007 • Tower Semiconductor LTD • Semiconductors & related devices
12,000,000 Shares Tower Semiconductor Ltd. Ordinary Shares UNDERWRITING AGREEMENTUnderwriting Agreement • January 20th, 2004 • Tower Semiconductor LTD • Semiconductors & related devices • New York
EXHIBIT 99.11 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "AGREEMENT") is made and entered into effective as of September 28, 2006 by and between TOWER SEMICONDUCTOR LTD. (the "COMPANY" or "TOWER"), a company organized under...Registration Rights Agreement • November 7th, 2006 • Tower Semiconductor LTD • Semiconductors & related devices
RECITALSMaster Agreement • April 14th, 2003 • Tower Semiconductor LTD • Semiconductors & related devices • California
TERMINATION AGREEMENT BETWEEN TOWER SEMICONDUCTOR LTD. AND SYNOPSYS, INC. AND SYNOPSYS INTERNATIONAL LIMITEDTermination Agreement • July 13th, 2006 • Tower Semiconductor LTD • Semiconductors & related devices
EXHIBIT 4.8 Option Grant Letter Agreement RE: GRANT OF OPTIONS - CEO SHARE OPTION PLAN 2005 Dear: Mr. Russell Ellwanger Tower Semiconductor Ltd. (the "Company") is pleased to grant you, subject to the receipt of the requisite corporate approvals,...Letter Agreement • November 20th, 2006 • Tower Semiconductor LTD • Semiconductors & related devices
AGREEMENT 14-2A/2005 AMENDMENT TO THE LICENSE AND DESIGN AGREEMENT 92-2C/2002 BETWEEN TOWER SEMICONDUCTOR LTD. AND CHIPIDEA MICROELECTRONICA S.A.Development Agreement • July 13th, 2006 • Tower Semiconductor LTD • Semiconductors & related devices
EXHIBIT 99.3 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the "AGREEMENT") is made and entered into effective as of August 24, 2006 by and between TOWER SEMICONDUCTOR LTD. (the "COMPANY" or "TOWER"), a company organized under the...Securities Purchase Agreement • November 7th, 2006 • Tower Semiconductor LTD • Semiconductors & related devices
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • May 20th, 2008 • Tower Semiconductor LTD • Semiconductors & related devices • Delaware
EXHIBIT 4.47 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED ("THE SECURITIES ACT") AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED OR HYPOTHECATED UNLESS THERE IS...Tower Semiconductor LTD • July 13th, 2006 • Semiconductors & related devices
1.1.2. "AMENDMENT - means the 2nd (second) Business Day CLOSING DATE" following the date on which the Banks are satisfied that all the conditions precedent referred to in clause 3 below have been fulfilled in a form and substance reasonably...Amending Agreement • November 7th, 2006 • Tower Semiconductor LTD • Semiconductors & related devices • Tel-Aviv
ARTICLE I DEFINITIONSShare Purchase Agreement • October 24th, 2005 • Tower Semiconductor LTD • Semiconductors & related devices • New York
EXHIBIT 4.85 AMENDMENT NO. 1 TO RESTATED FACILITY AGREEMENT Made and entered into on this 10th day of September, 2007, by and between: (1) TOWER SEMICONDUCTOR LTD. ("THE BORROWER") and (2) BANK LEUMI LE-ISRAEL B.M. and BANK HAPOALIM B.M. ("THE BANKS")...Facility Agreement • June 18th, 2008 • Tower Semiconductor LTD • Semiconductors & related devices
EXHIBIT 4.52 THIRTEENTH AMENDMENT TO THE FACILITY AGREEMENT Made and entered into on this 1st day of May 2006, by and between: (1) TOWER SEMICONDUCTOR LTD. ("THE BORROWER") and (2) BANK LEUMI LE-ISRAEL B.M. and BANK HAPOALIM B.M. ("THE BANKS")...Tower Semiconductor LTD • July 13th, 2006 • Semiconductors & related devices
EXHIBIT 4.61 CONFIDENTIAL PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. EQUIPMENT PURCHASE AGREEMENT This Equipment Purchase Agreement (this "AGREEMENT"), dated...Equipment Purchase Agreement • July 13th, 2006 • Tower Semiconductor LTD • Semiconductors & related devices
AGREEMENT AND PLAN OF MERGER by and amongAgreement and Plan of Merger • February 16th, 2022 • Tower Semiconductor LTD • Semiconductors & related devices • Delaware
This AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated February 15, 2022, is by and among Intel Corporation, a Delaware corporation (“Ultimate Parent”), Intel FS Inc., a Delaware corporation (“Parent”), Steel Titanium 2022 Ltd., a company organized under the laws of the State of Israel and a wholly owned subsidiary of Parent (“Merger Sub”), and Tower Semiconductor Ltd., a company organized under the laws of the State of Israel (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 9.5 or as otherwise defined elsewhere in this Agreement unless the context clearly provides otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties.”
WITNESSETH :Agreement • June 29th, 2005 • Tower Semiconductor LTD • Semiconductors & related devices
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 30th, 2009 • Tower Semiconductor LTD • Semiconductors & related devices
This Registration Rights Agreement (this “Agreement”) originally made on September 28, 2006 by and between TOWER SEMICONDUCTOR LTD. (the “Company” or “Tower”), a company organized under the laws of the State of Israel, and BANK HAPOALIM B.M., a banking corporation organized under the laws of the State of Israel (the “Bank”), is hereby amended and restated by the parties on September 25, 2008.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 15th, 2007 • Tower Semiconductor LTD • Semiconductors & related devices • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 14, 2007, among Tower Semiconductor Ltd., an Israeli corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
EXHIBIT 99.9 CONVERSION AGREEMENT This Conversion Agreement (this "AGREEMENT") is made and entered into effective as of September 28th, 2006 by and between TOWER SEMICONDUCTOR LTD. (the "COMPANY" or "TOWER"), a company organized under the laws of the...Conversion Agreement • November 7th, 2006 • Tower Semiconductor LTD • Semiconductors & related devices • Tel-Aviv
SERIES I WARRANT To Purchase __________ Ordinary Shares of TOWER SEMICONDUCTOR LTD.Tower Semiconductor LTD • March 15th, 2007 • Semiconductors & related devices
THIS SERIES I WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the fifth (5th) anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Tower Semiconductor Ltd., an Israeli corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of ordinary shares, par value NIS 1.00 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
RIGHTS AGENT AGREEMENTRights Agent Agreement • December 29th, 2005 • Tower Semiconductor LTD • Semiconductors & related devices
This Rights Agent Agreement, made and entered into as of December 15, 2005, by and between Tower Semiconductor Ltd., a company organized under the laws of Israel (the “Company”), and American Stock Transfer & Trust Company, a New York trust company with offices at 59 Maiden Lane, New York, New York 10038 (“AST”).
EXHIBIT 4.83 EQUIPMENT FACILITY AGREEMENT THIS EQUIPMENT FACILITY AGREEMENT ("THIS AGREEMENT") is made on the 10th day of September, 2007, BETWEEN: (1) TOWER SEMICONDUCTOR LTD., a company incorporated under the laws of Israel (company no....Equipment Facility Agreement • June 18th, 2008 • Tower Semiconductor LTD • Semiconductors & related devices
TOWER SEMICONDUCTOR LTD., AS ISSUER THE BANK OF NEW YORK, AS TRUSTEE AND HERMETIC TRUST (1975) LTD., AS CO-TRUSTEETower Semiconductor LTD • December 14th, 2005 • Semiconductors & related devices • New York
INDENTURE dated as of December 15 , 2005 by and among Tower Semiconductor Ltd., a company with limited liability incorporated under the laws of Israel (the “Issuer”), The Bank of New York, a New York banking corporation, as trustee (the “Trustee”) and Hermetic Trust (1975) Ltd., an Israeli company, as co-trustee (the “Co-Trustee”, and, together with the Trustee, the “Trustees”).
STANDBY EQUITY PURCHASE AGREEMENTStandby Equity Purchase Agreement • February 5th, 2010 • Tower Semiconductor LTD • Semiconductors & related devices • New York
THIS AGREEMENT dated as of the 11th day of August 2009 (this “Agreement”) between YA GLOBAL MASTER SPV LTD., a Cayman Islands exempt limited partnership (the “Investor”), and TOWER SEMICONDUCTOR LTD., a corporation organized and existing under the laws of the State of Delaware (the “Company”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 15th, 2007 • Tower Semiconductor LTD • Semiconductors & related devices
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Purchasers (the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 30th, 2009 • Tower Semiconductor LTD • Semiconductors & related devices
This Securities Purchase Agreement (the “Agreement”) is made and entered into effective as of September 25, 2008 by and between TOWER SEMICONDUCTOR LTD. (the “Company” or “Tower”), a company organized under the laws of the State of Israel and ISRAEL CORPORATION LTD., a company organized under the laws of the State of Israel (the “Purchaser”).
ASSUMPTION AGREEMENTAssumption Agreement • October 2nd, 2008 • Tower Semiconductor LTD • Semiconductors & related devices • New York
This Assumption Agreement (this “Assumption Agreement”) is entered into as of September 19, 2008, by and among Jazz Technologies, Inc. (previously named Acquicor Technology Inc.), a Delaware corporation (the “Company”), Tower Semiconductor Ltd., an Israel company (“Parent”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).
CONVERSION AGREEMENTConversion Agreement • June 30th, 2009 • Tower Semiconductor LTD • Semiconductors & related devices • Tel-Aviv
This Conversion Agreement (this “Agreement”) is made and entered into effective as of September 25, 2008 by and between TOWER SEMICONDUCTOR LTD. (the “Company” or “Tower”), a company organized under the laws of the State of Israel and BANK LEUMI LE-ISRAEL B.M., a banking corporation organized under the laws of the State of Israel (the “Bank”).
WARRANT AGREEMENTWarrant Agreement • May 17th, 2011 • Tower Semiconductor LTD • Semiconductors & related devices • New York
This Warrant Agreement (as amended, modified or otherwise supplemented from time to time, this “Agreement”) dated as of July 15, 2010, is made by and between Tower Semiconductor Ltd., a company organized under the laws of Israel (together with its permitted successors and assigns, the “Company”), and American Stock Transfer & Trust Company, LLC, as warrant agent (together with its permitted successors and assigns, the “Warrant Agent”).
MANUFACTURING AGREEMENTManufacturing Agreement • November 17th, 2014 • Tower Semiconductor LTD • Semiconductors & related devices
This MANUFACTURING AGREEMENT (this “Agreement”) is entered into as of April 1, 2014 (the “Effective Date”) between PANASONIC CORPORATION, a Japanese corporation having its place of business at 1 Kotariyakemachi, Nagaokakyo City, Kyoto, 617-8520, Japan (“Panasonic”) and TOWERJAZZ PANASONIC SEMICONDUCTOR CO., LTD., having its principal place of business at 800 Higashiyama, Uozu City, Toyama 937-8585, Japan (the “Company”). Panasonic and the Company are referred to herein collectively as the “Parties” and individually as a “Party.”
AMENDMENT NO. 1 TO STANDBY EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • February 5th, 2010 • Tower Semiconductor LTD • Semiconductors & related devices
THIS AMENDMENT NO. 1 (the “Amendment”) to the Standby Equity Purchase Agreement (the “Agreement”), dated August 11, 2009, between YA GLOBAL MASTER SPV LTD., a Cayman Islands exempt limited company (the “Investor”) and TOWER SEMICONDUCTOR LTD., a corporation organized and existing under the laws of the State of Israel (the “Company”) is dated August 27, 2009. Capitalized terms used but not defined herein shall have the meaning given thereto in the Agreement.
ContractShareholders Agreement • November 17th, 2014 • Tower Semiconductor LTD • Semiconductors & related devices
PORTIONS OF THIS AGREEMENT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934; *** DENOTES OMISSIONS.
RECITALSDesign Agreement • July 13th, 2006 • Tower Semiconductor LTD • Semiconductors & related devices • England
No. __ CUSIP: __________Tower Semiconductor LTD • May 17th, 2011 • Semiconductors & related devices • New York
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THIS SECURITY NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, SUCH REGISTRATION. THE HOLDER OF THIS SECURITY, BY ITS ACCEPTANCE HEREOF, AGREES ON ITS OWN BEHALF AND ON BEHALF OF ANY INVESTOR ACCOUNT FOR WHICH IT HAS PURCHASED SECURITIES, TO OFFER, SELL OR OTHERWISE TRANSFER SUCH SECURITY, PRIOR TO THE DATE (THE “RESALE RESTRICTION TERMINATION DATE”) THAT IS ONE YEAR AFTER THE LATER OF THE ORIGINAL ISSUE DATE HEREOF AND THE LAST DATE ON WHICH THE COMPANY OR ANY AFFILIATE OF THE COMPANY WAS THE OWNER OF THIS SECURITY (OR ANY PREDECESSOR OF SUCH SECURITY), ONLY (A) TO THE COMPANY OR ANY SUBSIDIARY THEREOF, (B) PURSUANT TO A REGISTRATION S
