3,000,000 Shares SANDISK CORPORATION Common Stock, $.001 par value UNDERWRITING AGREEMENT November __, 1997Underwriting Agreement • October 27th, 1997 • Sandisk Corp • Computer storage devices • New York
Exhibit 4.8 REGISTRATION RIGHTS AGREEMENTRegistration 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, 2004Operating Agreement • November 5th, 2004 • Sandisk Corp • Computer storage devices
EXHIBIT 1.1 3,000,000 Shares SANDISK CORPORATION Common Stock $.001 Par Value UNDERWRITING AGREEMENT Morgan Stanley & Co. Incorporated First Union Securities Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated BancBoston Robertson Stephens Inc....Underwriting Agreement • October 21st, 1999 • Sandisk Corp • Computer storage devices • New York
FIRST AMENDMENT TO THE RIGHTS AGREEMENT Pursuant to Section 27 of the Rights Agreement (the "Agreement"), dated as of April 18, 1997, between SanDisk Corporation, a Delaware corporation (the "Company"), and Harris Trust and Savings Bank, an Illinois...Rights Agreement • January 8th, 1999 • Sandisk Corp • Computer storage devices
Exhibit 10.38 SETTLEMENT AND GENERAL RELEASE AGREEMENT This Settlement and General Release Agreement (the "Agreement") is entered into as of November 14, 2003, Taipei time, by and among SanDisk Corporation, a company incorporated and existing under...Settlement Agreement • March 12th, 2004 • Sandisk Corp • Computer storage devices
EXHIBIT 3 This REGISTRATION RIGHTS AGREEMENT (this "Agreement"), is made as of January 18, 2001, by and between Tower Semiconductor Ltd., an Israeli corporation (the "Company" or "T"), SanDisk Corporation, a Delaware corporation ("S"), Alliance...Registration Rights Agreement • February 1st, 2001 • Sandisk Corp • Computer storage devices • California
EXHIBIT 99.3 FORM OF STOCK OPTION AGREEMENT SANDISK CORPORATION STOCK OPTION AGREEMENT ---------------------- RECITALS -------- A. The Board has adopted the Special Plan for the purpose of providing stock option grants to certain individuals in...Stock Option Agreement • June 15th, 2001 • Sandisk Corp • Computer storage devices • California
EXHIBIT 10.1 FLASH PARTNERS MASTER AGREEMENT Dated as of September 10, 2004Master 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, 2003Rights 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).
GUARANTEEGuarantee • April 2nd, 2001 • Sandisk Corp • Computer storage devices
andRights Agreement • May 16th, 1997 • Sandisk Corp • Computer storage devices • Delaware
betweenOperating Agreement • August 16th, 2000 • Sandisk Corp • Computer storage devices • California
EXHIBIT 4 CONSOLIDATED SHAREHOLDERS AGREEMENT BY AND AMONG THE ISRAEL CORPORATION, SANDISK CORPORATION, ALLIANCE SEMICONDUCTORShareholder Agreements • February 1st, 2001 • Sandisk Corp • Computer storage devices • California
between FLASHVISION, L.L.C., as Lessee, andMaster Lease • April 2nd, 2001 • Sandisk Corp • Computer storage devices • California
INDUSTRIAL LEASEIndustrial Lease • August 12th, 1998 • Sandisk Corp • Computer storage devices • California
EXHIBIT 10.35 COMMON R&D AND PARTICIPATION AGREEMENT This Agreement is made and entered into by and between Toshiba Corporation, a Japanese corporation with a principal place of business at 1-1, Shibaura 1-chome, Minato-ku, Tokyo 105-8001, Japan,...Research and Development • August 16th, 2000 • 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 2020Indenture • 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).
EXHIBIT 10.7 June 29, 2004 Michael Gray 11992 Brookridge Drive Saratoga, CA 95070 RE: Settlement and Release Agreement Dear Michael: This letter confirms the terms of our agreement regarding the termination of your employment with SanDisk Corporation....Settlement and Release Agreement • November 5th, 2004 • Sandisk Corp • Computer storage devices • California
SUPPORT AGREEMENTSupport 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”).
EXHIBIT 10.4 AMENDED AND RESTATED PRODUCT DEVELOPMENT AGREEMENT This AMENDED AND RESTATED PRODUCT DEVELOPMENT AGREEMENT, dated as of September 10, 2004, is made and entered into by and between Toshiba Corporation, a Japanese corporation with a...Product Development Agreement • November 5th, 2004 • Sandisk Corp • Computer storage devices
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 2017Indenture • 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 AGREEMENTStock Option Agreement • June 3rd, 2005 • Sandisk Corp • Computer storage devices • California
PATENT CROSS LICENSE AGREEMENT BETWEEN SANDISK CORPORATION AND SHARP CORPORATIONPatent 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, 2014Merger 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 INDENTUREFirst 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 AGREEMENTConsultant 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 AGREEMENTChange 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”).
1 EXHIBIT 10.24 UNITED MICROELECTRONICS CORPORATION No. 13 Innovation Road I Science Based Industrial Park Hsin Chu City, Taiwan, R.O.C. telephone (035) 782-258; facsimile (035) 774-767 September 13, 1995 WRITTEN ASSURANCES RE: FOUNDRY VENTURE...Foundry Venture Agreement • October 16th, 1997 • Sandisk Corp • Computer storage devices • California
SanDisk Corporation aggregate principal amount of 1.00% Convertible Senior Notes due 2013 UNDERWRITING AGREEMENTUnderwriting 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
EXHIBIT 10.26 AMENDMENT TO TRADE FINANCE AGREEMENT In reference to the Trade Finance Agreement ("Agreement") dated July 1, 1996 between Union Bank of California, N.A. ("Bank") and SanDisk Corporation ("Borrower"), the Bank and Borrower desire to amend...Trade Finance Agreement • November 14th, 1997 • Sandisk Corp • Computer storage devices
OPERATING AGREEMENT OF FLASH ALLIANCE, LTD. Dated as of July 7, 2006 between TOSHIBA CORPORATION and SANDISK (IRELAND) LIMITEDOperating Agreement • November 8th, 2006 • Sandisk Corp • Computer storage devices
SANDISK CORPORATIONGlobal Restricted Stock Unit Issuance Agreement • July 30th, 2013 • Sandisk Corp • Computer storage devices • California
