NEWPORT BEACH WAFER SUPPLY AND SERVICES AGREEMENT
THIS NEWPORT BEACH WAFER SUPPLY AND SERVICES AGREEMENT (the
"AGREEMENT") is entered into as of June 25th, 2002 (the "EFFECTIVE DATE") by and between
CONEXANT SYSTEMS, INC., a Delaware corporation ("CONEXANT") and ALPHA INDUSTRIES, INC.
a Delaware corporation ("ALPHA").
A. On March 30, 2002, Conexant entered into a Wafer Supply and Services Agreement with Specialtysemi, Inc.
("SPECIALTYSEMI") for the manufacture and supply of certain wafers and services from Specialtysemi's
Newport Beach, California semiconductor wafer manufacturing facility (herein, the "SPECIALTYSEMI
AGREEMENT") attached hereto as Exhibit A.
B. Alpha desires, on the terms and conditions of this Agreement, to obtain certain semiconductor wafers and
related foundry, manufacturing and probe services from Specialtysemi.
C. Conexant is willing to enable Alpha to purchase such wafers and related services from Specialtysemi, on the
terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Agreement, the
Parties agree as follows:
1. ALPHA PURCHASES. Pursuant to Section 2.l(f) of the Specialtysemi Agreement, Alpha shall have the right
to purchase Wafers and related Probe Services pursuant to the terms and conditions of the Specialtysemi
Agreement, as expressly modified in this Agreement, and specifically excluding Sections 2.l(f) (Purchases for
Certain Entities) and 6.2 (Wafer Credits). Alpha shall (i) submit forecasts and Purchase Orders for Alpha's
Wafers and Probe Services directly to Specialtysemi; (ii) receive delivery of such Wafers and Probe Services
directly from Specialtysemi; (iii) be invoiced for such Wafers and Probe Services directly by Specialtysemi; and
(iv) pay all amounts due under such invoices directly to Specialtysemi, all of the foregoing in accordance with the
terms and conditions of the Specialtysemi Agreement. Notwithstanding the foregoing, the