PROPOSAL

PROPOSAL NO. JC-050108

Date: May 1, 2008

Jan Wagner
Strategic Sourcing Manager
Skyworks Solutions, Inc
2427 W. Hillcrest Drive
Newbury Park, CA 91320
Tel: 805-480-4534
Fax: 805-480-4463
TIP ELECTRONICS
7373 N Scottsdale Rd Suite A220
Scottsdale AZ 85253
P:480.355.8409
F: 480.355.8411
jcallahan@tipelectronics.com

TIP Electronics proposes to sell to Skyworks Solutions, Inc.., the Equipment (the “Equipment”) described below under
the following terms and conditions:

No. Item Amount (USD)

1 TEGAL 981, sn tbd, 150mm sourced from STMicroelectronics, Eybens, 65,000.00

France. Configuration to include: gas delivery and pressure module subsystem,
load and unload assemblies, rf subsystem, vacuum subsystem, and power subsystem.

The Tegal processes non-critical silicon nitride and photoresist trim. The wide
gap RF diode reactor is ideally suited to low temperature plasma etch for delicate
organic materials and damage sensitive devices without the complication of wafer
clamps or electrostatics chucks.

2 Refurbishment by Plasmatek Labs. Refurbishment guaranteed to meet original 45,000.00

OEM specifications.

TERMS AND CONDITIONS:

1. Subject to inspection and approval of condition of donor equipment. All

equipment is offered subject to prior sale and availability. Condition and
configuration must be inspected and/or audited in advance.
2. Terms of Payment: The purchase price to be paid by Purchaser to Seller shall be
 determined upon selection of candidate tool(s) and payable in U.S. dollars as
invoiced and directed by Seller. The Purchase Price shall be payable by wire transfer
to the account of Seller.
3. Taxes and Fees: In addition to the Purchase Price, the Purchaser agrees to pay any sales, use, import and
export fees, duties, charges, excise or other transfer taxes or charges imposed upon the sale of the Equipment.
4. Risk of Loss and Freight Charges: Purchaser shall bear the risk of loss, theft, damage or destruction to the
Equipment. Purchaser shall be responsible for the deinstallation of the Equipment and for any crating, rigging
and freight charges incurred in connection with the deinstallation and delivery of the Equipment. Purchaser
shall have the Equipment deinstalled in accordance with any local or state laws, and if applicable, will have
the Equipment decontaminated.
5. Maintenance: The Equipment is sold on an AS IS, WHERE IS BASIS, UNLESS
REFURBISHMENT AND SERVICES ARE CONTRACTED.
6. Assignment of Manufacturer's Warranties: As of the Sale Date, Seller assigns to Purchaser, to the extent
assignable, its warranties, if any, on the Equipment and agrees to provide reasonable assistance to Purchaser, at
Purchaser's expense, in enforcing those warranties.
7. Title: Seller warrants that as of the Sale Date, Seller will have good title to the Equipment free and clear of
all liens, encumbrances and security interests other than Seller's security interest. Seller agrees to provide
Purchaser with a Bill of Sale for the Equipment upon the later of the Sale Date or payment in full of the
Purchase Price.
8. Security Interest: Purchaser grants to Seller a purchase money security interest in the Equipment until the
Purchase Price is paid in full. Seller may file either a copy of this Agreement as a financing statement or may
file financing statements which Purchaser shall execute upon request in order to perfect Seller's security
interest.
9. Special Term: Upon payment of the Purchase Price by Purchaser to Seller, the Equipment will be made
available to Purchaser or its agent at the future contracted address.
10. Limitation of Liability, Disclaimer or Warranties: SELLER MAKES NO OTHER EXPRESS OR
IMPLIED WARRANTIES OF ANY KIND RELATING TO THE EQUIPMENT INCLUDING
THOSE OF MERCHANTABILITY, CONDITION, QUALITY, DURABILITY, OR FITNESS
FOR ANY PARTICULAR PURPOSE OR USE OR SUITABILITY OR ANY EXPRESS OR
IMPLIED WARRANTIES THAT THE EQUIPMENT WILL SATISFY THE REQUIREMENTS
OF ANY LAW, RULE, REGULATION, SPECIFICAT ION, OR CONTRACT AND EXPRESSLY
DISCLAIMS THE SAME. Seller shall have no liability to Purchaser for any claim, loss, or damage
caused or alleged to be caused directly, indirectly, incidentally or consequentially by the Equipment, by any
inadequacy thereof or deficiency or defect therein, by any incident whatsoever in connection therewith,
arising in strict liability, negligence, or otherwise. Seller shall have no liability for any failure or delay in
supplying the Equipment due to a cause beyond Seller's control. Seller shall not be relieved of liability for
direct damages as a result of its own negligence or willful misconduct.
11. Default: An event of default ("Default") shall occur if Purchaser wrongfully rejects or revokes acceptance of
the Equipment, fails to make payment when due, repudiates with respect to all or part of the Equipment,
becomes insolvent, or fails to perform or observe any other term, covenant or condition of this Agreement.
12. Seller's Remedies: Upon the happening of a Default, Seller may: (i) cancel or terminate this Agreement on
five (5) days' notice to Purchaser, (ii) take immediate possession of the Equipment pursuant to its security
interest, (iii) require Purchaser to assemble the Equipment and make it available to Seller at a designated place
which is reasonably convenient to both parties, and (iv) generally exercise any remedy available under the
 Uniform Commercial Code or other applicable law. No remedy is intended to be exclusive but each shall be
cumulative.
13. Purchaser's Remedies; Limitation of Remedy: Upon failure of Seller to perform or observe any term,
covenant, or condition of this Agreement, Purchaser shall have the sole remedy of returning the Equipment to
Seller and then receiving repayment of the Purchase Price. Under no circumstances shall Purchaser be
entitled to incidental or consequential damages.
14. Applicable Law: This Agreement shall be governed by the laws of the State of Michigan.
15. Entire Agreement: This Agreement constitutes the entire agreement between Purchaser and Seller with
respect to the purchase and sale of the Equipment and any representations or statements not contained in this
Agreement shall not be binding upon Seller as a warranty or otherwise. The foregoing terms and conditions
shall prevail notwithstanding any variance with the terms and conditions of any order submitted by Purchaser
with respect to the Equipment.
16. Assignment:Purchaser may not assign its interest under this Agreement without the prior written consent of
Seller. Seller may assign its interest under this Agreement subject to this Agreement.
17. Facsimile Copies: Purchaser hereby agrees and acknowledges that (a) in any hearing, trial or
proceeding of any nature with respect to this Agreement, Seller may produce a facsimile copy of this
document rather than the original copy thereof and that such facsimile copy shall be deemed to be the
original, and (b) it has received and reviewed all of the pages of this Agreement and that none of its
provisions are missing or illegible.

THIS PROPOSAL AGREEMENT SHALL BE NULL AND VOID UNLESS SIGNED BY PURCHASER AND RECEIVED
BY SELLER WITHIN TEN (10) BUSINESS DAYS OF THE DATE OF THIS AGREEMENT.

SELLER: PURCHASER:

TIP ELECTRONICS, LLC SKYWORKS SOLUTIONS, INC.

BY: BY:
PRINT NAME: PRINT NAME:
TITLE: TITLE:
DATE: DATE:
Pictures of candidate Tegal 981 tool and subassemblies. Actual donor tool pictures subject to
inspection.