FORM OF XPERI HOLDING CORPORATION INDEMNIFICATION AGREEMENTIndemnification Agreement • June 1st, 2020 • Xperi Holding Corp • Semiconductors & related devices • Delaware
This Indemnification Agreement (the “Agreement”) is made as of __________, 20__ by and between Xperi Holding Corporation, a Delaware corporation (the “Company”), and [NAME] (the “Indemnitee”).
GUARANTYGuaranty • June 1st, 2020 • Xperi Holding Corp • Semiconductors & related devices • New York
THIS GUARANTY (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Guaranty”) is made as of June 1, 2020 by each of the undersigned (the “Initial Subsidiary Guarantors”) and those additional Subsidiaries of the Borrower (as defined below) which become parties to this Guaranty by executing a supplement hereto (a “Guaranty Supplement”) in the form attached as Annex I (such additional Subsidiaries, together with the Initial Subsidiary Guarantors, the “Subsidiary Guarantors”) in favor of the Administrative Agent (as defined below), for the benefit of the Secured Parties under the Credit Agreement described below. Unless otherwise defined herein, capitalized terms used herein and not defined shall have the meanings ascribed to such terms in the Credit Agreement.
SECURITY AGREEMENT by XPERI HOLDING CORPORATION, as Borrower and THE GUARANTORS PARTY HERETO in favor of BANK OF AMERICA, N.A., as Collateral Agent Dated as of June 1, 2020Security Agreement • June 1st, 2020 • Xperi Holding Corp • Semiconductors & related devices • New York
This SECURITY AGREEMENT dated as of June 1, 2020 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”) made by XPERI HOLDING CORPORATION, a Delaware corporation (the “Borrower”), each other entity identified on the signature pages hereto as a “Pledgor” or becomes party hereto as an additional Guarantor pursuant to Section 3.5 (the “Guarantors” and each a “Guarantor”, and together with the Borrower, the “Pledgors” and each a “Pledgor”), as pledgors and debtors, in favor of BANK OF AMERICA, N.A., in its capacity as collateral agent pursuant to the Credit Agreement (as hereinafter defined) (in such capacity and together with any successors in such capacity, the “Collateral Agent”), as pledgee and secured party.
