OPERATING AGREEMENT OF FLASH ALLIANCE, LTD.Operating Agreement • February 3rd, 2022 • Western Digital Corp • Computer storage devices
TABLE OF CONTENTS Page 1. DEFINITIONS, RULES OF CONSTRUCTION AND DOCUMENTARY CONVENTIONS 1 1.1 Certain Definitions 1 1.2 Additional Definitions 1 1.3 Rules of Construction and Documentary Conventions 2 2. GENERAL PROVISIONS 2 2.1 Ownership of Shares; Capital Increase 2 2.2 Name 3 2.3 Principal Office 3 2.4 Term; Extension 3 2.5 Scope of Activity 3 2.6 Powers 3 2.7 Articles of Incorporation 3 2.8 Company Actions 3 3. BUSINESS OPERATIONS 3 3.1 Business Dealings with the Company 3 3.2 Other Activities 4 3.3 Personnel 4 3.4 Business Plans and Related Matters 6 3.5 Standard of Care 7 3.6 Use of Names 7 4. ACTIONS BY THE SHAREHOLDERS 7 4.1 Matters Requiring the Approval of the Shareholders 8 4.2 General Meetings of Shareholders 10 4.3 Restrictions on Shareholders 10 5. MANAGEMENT AND OPERATIONS OF COMPANY 11 5.1 Meetings of the Directors 11 5.2 Officers; Employees 16 5.3 Y4 Representatives; Y4 Operating Committee 16 5.4 Insurance 17 5.5 Records 17 6. CAPITAL CONTRIBUTIONS; DISTRIBUTIONS 18 6
CERTAIN CONFIDENTIAL PORTIONS HAVE BEEN REDACTED FROM THIS EXHIBIT BECAUSE THEY ARE BOTH (i) NOT MATERIAL AND (ii) A TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT HAS BEEN OMITTED HAS BEEN IDENTIFIED IN THIS DOCUMENT...Flash Alliance Master Agreement • February 3rd, 2022 • Western Digital Corp • Computer storage devices • California
This FLASH ALLIANCE MASTER AGREEMENT, dated as of July 7, 2006, is entered into by and among, on one side, TOSHIBA CORPORATION, a Japanese corporation (“Toshiba”), and, on the other side, SANDISK CORPORATION, a Delaware corporation (“SanDisk Corporation”), and SANDISK (IRELAND) LIMITED, a company organized under the laws of the Republic of Ireland (“SanDisk Ireland,” and collectively with SanDisk Corporation, “SanDisk” and SanDisk together with Toshiba, the “Parties”).
