Sandisk Corp Sample Contracts

3,000,000 Shares SANDISK CORPORATION Common Stock, $.001 par value UNDERWRITING AGREEMENT November __, 1997
Underwriting Agreement • October 27th, 1997 • Sandisk Corp • Computer storage devices • New York
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Standard Contracts

Exhibit 4.8 REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 28th, 2002 • Sandisk Corp • Computer storage devices • New York
EXHIBIT 10.2 OPERATING AGREEMENT OF FLASH PARTNERS LTD. Dated as of September 10, 2004
Operating Agreement • November 5th, 2004 • Sandisk Corp • Computer storage devices
EXHIBIT 10.1 FLASH PARTNERS MASTER AGREEMENT Dated as of September 10, 2004
Master Agreement • November 5th, 2004 • Sandisk Corp • Computer storage devices • California
RECITALS --------
Share Purchase Agreement • February 1st, 2001 • Sandisk Corp • Computer storage devices • California
SANDISK CORPORATION and COMPUTERSHARE TRUST COMPANY, INC. Rights Agent RIGHTS AGREEMENT DATED AS OF SEPTEMBER 15, 2003
Rights Agreement • September 25th, 2003 • Sandisk Corp • Computer storage devices • Delaware

The Purchase Price payable, and the number of Preferred Shares or other securities or property issuable, upon exercise of the Rights are subject to adjustment from time to time to prevent dilution (i) in the event of a stock dividend on, or a subdivision, combination or reclassification of, the Preferred Shares, (ii) upon the grant to holders of the Preferred Shares of certain rights or warrants to subscribe for or purchase Preferred Shares at a price, or securities convertible into Preferred Shares with a conversion price, less than the then current market price of the Preferred Shares or (iii) upon the distribution to holders of the Preferred Shares of evidences of indebtedness or assets (excluding regular periodic cash dividends paid out of earnings or retained earnings or dividends payable in Preferred Shares) or of subscription rights or warrants (other than those referred to above).

GUARANTEE
Guarantee • April 2nd, 2001 • Sandisk Corp • Computer storage devices
and
Rights Agreement • May 16th, 1997 • Sandisk Corp • Computer storage devices • Delaware
between
Operating Agreement • August 16th, 2000 • Sandisk Corp • Computer storage devices • California
EXHIBIT 4 CONSOLIDATED SHAREHOLDERS AGREEMENT BY AND AMONG THE ISRAEL CORPORATION, SANDISK CORPORATION, ALLIANCE SEMICONDUCTOR
Shareholder Agreements • February 1st, 2001 • Sandisk Corp • Computer storage devices • California
between FLASHVISION, L.L.C., as Lessee, and
Master Lease • April 2nd, 2001 • Sandisk Corp • Computer storage devices • California
INDUSTRIAL LEASE
Industrial Lease • August 12th, 1998 • Sandisk Corp • Computer storage devices • California
SANDISK CORPORATION as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of October 29, 2013 0.50% Convertible Senior Notes due 2020
Indenture • October 29th, 2013 • Sandisk Corp • Computer storage devices • New York

INDENTURE dated as of October 29, 2013 between SanDisk Corporation, a Delaware corporation, as issuer (hereinafter sometimes called the “Company,” as more fully set forth in Section 1.01), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (hereinafter sometimes called the “Trustee,” as more fully set forth in Section 1.01).

SUPPORT AGREEMENT
Support Agreement • June 24th, 2014 • Sandisk Corp • Computer storage devices • Delaware

THIS SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of June 16, 2014 by and between SanDisk Corporation, a Delaware corporation (“Parent”), and the undersigned stockholder(s) (“Stockholder”) of Fusion-io, Inc., a Delaware corporation (the “Company”).

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SANDISK CORPORATION as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of August 25, 2010 1.5% Convertible Senior Notes due 2017
Indenture • August 25th, 2010 • Sandisk Corp • Computer storage devices • New York

INDENTURE dated as of August 25, 2010 between SanDisk Corporation, a Delaware corporation, as issuer (hereinafter sometimes called the “Company,” as more fully set forth in Section 1.01), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (hereinafter sometimes called the “Trustee,” as more fully set forth in Section 1.01).

SANDISK CORPORATION STOCK OPTION AGREEMENT
Stock Option Agreement • June 3rd, 2005 • Sandisk Corp • Computer storage devices • California
PATENT CROSS LICENSE AGREEMENT BETWEEN SANDISK CORPORATION AND SHARP CORPORATION
Patent Cross License Agreement • March 13th, 1997 • Sandisk Corp • Computer storage devices • California
AGREEMENT AND PLAN OF MERGER BY AND AMONG SANDISK CORPORATION FLIGHT MERGER SUB, INC. AND FUSION-IO, INC. JUNE 16, 2014
Merger Agreement • June 16th, 2014 • Sandisk Corp • Computer storage devices • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of June 16, 2014 by and among SanDisk Corporation, a Delaware corporation (“Parent”), Flight Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Fusion-io, Inc., a Delaware corporation (the “Company”). All capitalized terms that are used in this Agreement but not defined herein shall have the respective meanings ascribed thereto in Annex A.

SUBLEASE (BUILDING 5)
Sublease • February 28th, 2007 • Sandisk Corp • Computer storage devices

THIS SUBLEASE (“Sublease”), dated as of November 1, 2006, is made by and between MAXTOR CORPORATION, a Delaware corporation (“Sublessor”), and SANDISK CORPORATION, a Delaware corporation (“Sublessee”).

FIRST SUPPLEMENTAL INDENTURE
First Supplemental Indenture • May 12th, 2016 • Sandisk Corp • Computer storage devices • New York

This First Supplemental Indenture (this “Supplemental Indenture”), dated as of May 12, 2016, is entered into by and among Western Digital Corporation, a Delaware corporation (“Western Digital”), SanDisk Corporation, a Delaware corporation (“SanDisk”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee hereunder (the “Trustee”). Capitalized terms used herein and not otherwise defined herein have the meanings set forth in the Indenture referred to below.

SANDISK CORPORATION CONSULTANT SERVICES AGREEMENT
Consultant Services Agreement • July 31st, 2014 • Sandisk Corp • Computer storage devices • California

This Consultant Services Agreement (“Agreement”) is entered into as of May 7, 2014 to be effective between the Parties (as defined below) as of April 14, 2014 (the “Effective Date”) by and between SanDisk Corporation, a Delaware corporation having its principal place of business at 951 SanDisk Drive, Milpitas, California 95035 USA and its subsidiaries, affiliates, and/or successors (collectively “SanDisk”), and Dr. Chenming Hu, an individual (“Consultant”) (each referred to herein as “Party” or collectively, the “Parties”).

CHANGE OF CONTROL EXECUTIVE BENEFITS AGREEMENT
Change of Control Executive Benefits Agreement • February 10th, 2015 • Sandisk Corp • Computer storage devices • California

This Change of Control Executive Benefits Agreement (“Agreement”) is made and entered into as of December 21, 2014, to be effective as of January 1, 2015 (the “Effective Date”), by and between SanDisk Corporation, a Delaware corporation (the “Company”), and Sanjay Mehrotra (the “Executive”).

SanDisk Corporation aggregate principal amount of 1.00% Convertible Senior Notes due 2013 UNDERWRITING AGREEMENT
Underwriting Agreement • May 15th, 2006 • Sandisk Corp • Computer storage devices • New York

SanDisk Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule II hereto (the “Underwriters”), $1,000,000,000 aggregate principal amount of its 1.00% Convertible Senior Notes due 2013 (the “Firm Securities”), to be issued pursuant to the provisions of an indenture to be dated as of May 15, 2006 (the “Indenture”) between the Company and The Bank of New York, as Trustee (the “Trustee”). The Company also proposes to issue and sell to the several Underwriters not more than an additional $150,000,000 aggregate principal amount of its 1.00% Convertible Senior Notes due 2013 (the “Additional Securities”) if and to the extent that Morgan Stanley & Co. Incorporated shall have determined to exercise, on behalf of the several Underwriters, the right to purchase such Additional Securities (or any portion thereof) granted in Section 2 hereof. The Firm Securities and the Additional Securities are hereinafter collectively referred

OPERATING AGREEMENT OF FLASH ALLIANCE, LTD. Dated as of July 7, 2006 between TOSHIBA CORPORATION and SANDISK (IRELAND) LIMITED
Operating Agreement • November 8th, 2006 • Sandisk Corp • Computer storage devices
SANDISK CORPORATION
Global Restricted Stock Unit Issuance Agreement • July 30th, 2013 • Sandisk Corp • Computer storage devices • California
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