0001193125-12-075082 Sample Contracts

SEPARATION AGREEMENT AND RELEASE
Separation Agreement and Release • February 23rd, 2012 • Spansion Inc. • Semiconductors & related devices • California

This Separation Agreement and Release (“Agreement”) is made by and between Ahmed Nawaz (“Executive”) and Spansion Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).

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FOURTH AMENDMENT TO FOUNDRY AGREEMENT Spansion and SMIC
Foundry Agreement • February 23rd, 2012 • Spansion Inc. • Semiconductors & related devices
AMENDMENT No. 4 to Foundry Agreement between Texas Instruments Incorporated and Spansion LLC and Nihon Spansion Trading Limited
Foundry Agreement • February 23rd, 2012 • Spansion Inc. • Semiconductors & related devices

This Amendment No. 4 (“Amendment”) to the Foundry Agreement is entered into this 8th day of November, 2011 (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 Trading Limited, as successor in interest to Nihon Spansion Limited, having its principal place of business at 1-14, Nishin-cho, Kawasaki-shi, Kawasaki-ku, Kanagawa 210-0024, Japan (“Spansion Nihon”) (Spansion Nihon and Spansion, the “Spansion Entities”), and Texas Instruments Incorporated, having its principal place of business at 12500 TI Boulevard, Dallas, Texas 75266, U.S.A. (“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 FOUR TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • February 23rd, 2012 • Spansion Inc. • Semiconductors & related devices • California

The margins shall be subject to increase or decrease upon receipt by Agent pursuant to Section 10.1.2 of the financial statements and corresponding Compliance Certificate for the last Fiscal Quarter, which change shall be effective on the first day of the calendar month following receipt. If, by the first day of a month, any financial statements and Compliance Certificate due in the preceding month have not been received, then, at the option of Agent or Required Lenders, the margins shall be determined as if Level IV were applicable, from such day until the first day of the calendar month following actual receipt.

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