JV Foundry Agreements. (a) TMI hereby is added as a party to each of the Foundry Agreements and fully bound by, and subject to, all of the covenants, conditions and agreements thereunder that are required to be performed, observed or satisfied by TMC with respect to the K1 Facility, and may exercise all of TMC’s rights thereunder, in each case, as though an original party thereto in the same manner and to the same extent as if TMI were TMC itself.
(b) The reference to JV Y5 NAND Flash Memory Products in Article 5 of the FFL Foundry Agreement is hereby revised to include JV K1 BiCS Products manufactured for FFL.
(c) Subject to Section 1.3, purchases from Toshiba Memory by:
(i) FPL of JV K1 BiCS Products manufactured for FPL shall be made in accordance with the terms of the FPL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 BiCS Products manufactured for FPL shall be calculated and allocated in accordance with Article 8 hereof;
(ii) FAL of JV K1 BiCS Products manufactured for FAL shall be made in accordance with the terms of the FAL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 BiCS Products manufactured for FAL shall be calculated and allocated in accordance with Article 8 hereof; and
(iii) FFL of JV K1 BiCS Products manufactured for FFL shall be made in accordance with the terms of the FFL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 BiCS Products manufactured for FFL shall be calculated and allocated in accordance with Article 8 hereof.
(d) [***]
(e) The definition of “Kitakami Facility” set forth herein is hereby incorporated by reference into each Foundry Agreement. The references to “Yokkaichi Facility” in:
(i) Articles 2 and 3 of each of the Foundry Agreements are hereby replaced with “the Yokkaichi Facility or the Kitakami Facility, as applicable”;
(ii) Article 6 of the FFL Foundry Agreement are hereby replaced with “Yokkaichi Facility or Kitakami Facility (as set forth in the applicable PO)”;
(iii) Section 10(b)(i) of the FPL Foundry Agreement and Section 11(b)(i) of each of the FAL Foundry Agreement and FFL Foundry Agreement are hereby replaced with “the facility from which the products were shipped by Toshiba;” and
(iv) Section I of Exhibit A to each of the Foundry Agreements are hereby replaced with “Yokkai...
JV Foundry Agreements. The FPL Foundry Agreement and FAL Foundry Agreement are hereby amended as follows:
