AMENDMENT NO. 3 AND CONSENTSpansion Inc. • November 1st, 2010 • Semiconductors & related devices
AMENDMENT NO. 3 AND CONSENT dated as of October 18, 2010 (“Amendment No. 3”) to the Credit Agreement dated as of February 9, 2010 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Spansion LLC, a Delaware limited liability company (the “Borrower”), Spansion Inc., a Delaware corporation (“Holdings”), Spansion Technology LLC, a Delaware limited liability company (“Spansion Technology” and together with Holdings, the “Guarantors”), each lender from time to time party thereto (collectively, the “Lenders” and individually, a “Lender”), Barclays Bank PLC, as Administrative Agent (“Administrative Agent”), Collateral Agent and Documentation Agent, Barclays Capital, as Joint Lead Arranger and Joint Book Runner, and Morgan Stanley Senior Funding, Inc., as Joint Lead Arranger, Joint Book Runner and Syndication Agent.
AMENDMENT NO. 2Spansion Inc. • November 1st, 2010 • Semiconductors & related devices
AMENDMENT NO. 2 dated as of May 7, 2010 (“Amendment No. 2”) to the Credit Agreement dated as of February 9, 2010 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Spansion LLC, a Delaware limited liability company (the “Borrower”), Spansion Inc., a Delaware corporation (“Holdings”), Spansion Technology LLC, a Delaware limited liability company (“Spansion Technology” and together with Holdings, the “Guarantors”), each lender from time to time party thereto (collectively, the “Lenders” and individually, a “Lender”), Barclays Bank PLC, as Administrative Agent (“Administrative Agent”), Collateral Agent and Documentation Agent, Barclays Capital, as Joint Lead Arranger and Joint Book Runner, and Morgan Stanley Senior Funding, Inc., as Joint Lead Arranger, Joint Book Runner and Syndication Agent.
AMENDMENT No. 1 to Foundry Agreement between Texas Instruments Incorporated and Spansion LLC and Nihon Spansion LimitedFoundry Agreement • November 1st, 2010 • Spansion Inc. • Semiconductors & related devices
This Amendment No. 1 (“Amendment No. 1”) to the Foundry Agreement is entered into this 15th day of September 2010, (the “Effective Date”) by and between Spansion LLC, having its principal place of business at 915 DeGuigne Drive, Sunnyvale, California 94088-3453, U.S.A. (“Spansion”), Nihon Spansion Limited, having its principal place of business at 1-14, Nishin-cho, Kawasaki-shi, Kawasaki-ku, Kanagawa 210-0024, Japan (“Spansion Nihon), and Texas Instruments Incorporated, having its principal place of business at 12500 TI Boulevard, Dallas, Texas 75266, U.S (“TI”). Spansion, Spansion Nihon, and TI are collectively referred to as “Parties” to this Amendment and, individually, as a “Party” to this Amendment.
AMENDMENT NUMBER ONE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 1st, 2010 • Spansion Inc. • Semiconductors & related devices • California
This Amendment Number One to Loan and Security Agreement (this “Amendment”), dated as of October 15, 2010, is entered into among SPANSION INC., a Delaware corporation (“Parent”), SPANSION LLC, a Delaware limited liability company (“Spansion”) and certain of Spansion’s subsidiaries party hereto (such subsidiaries together with Spansion, individually, a “Borrower” and, collectively, the “Borrowers”), each of the lenders set forth on the signature pages hereof (collectively, the “Lenders”), and BANK OF AMERICA, N.A., a national banking association, as Administrative Agent, as Sole Lead Arranger, as Sole Bookrunner, and as agent for the Lenders (in such capacity, “Agent”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Agreement (as defined below).
Claims Agent AgreementClaims Agent Agreement • November 1st, 2010 • Spansion Inc. • Semiconductors & related devices • New York
This Claims Agent Agreement, dated as of May 7, 2010 (this “Agreement”), is entered into by and between SPANSION INC. and PIRINATE CONSULTING GROUP, LLC (“Pirinate”), as claims agent (in such capacity, the “Claims Agent”) for the chapter 11 estates of Spansion Inc. and each its affiliated debtors and debtors in possession (collectively, the “Debtors”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Debtors’ Second Amended Joint Plan of Reorganization Dated April 7, 2010 (As Amended) (the “Plan”), or, as applicable, the Second Amended Disclosure Statement for Debtors’ Second Amended Joint Plan of Reorganization Dated December 16, 2009.
FIRST AMENDMENT TO SCHEDULE TO LEASE AGREEMENTLease Agreement • November 1st, 2010 • Spansion Inc. • Semiconductors & related devices
THIS FIRST AMENDMENT is made effective the 10th day of September, 2010 (the “Effective Date”) by and between SPANSION LLC, having its principal place of business at 915 DeGuigne Drive, Sunnyvale, California, 94088-3453 (hereinafter referred to as “Lessee”), and AIG COMMERCIAL EQUIPMENT FINANCE, INC., having its principal place of business at 5700 Granite Parkway, Suite 850, Plano, Texas, 75024 (hereinafter called “Lessor”).
