0001437749-12-013003 Sample Contracts

AMENDMENT AND RESTATEMENT AGREEMENT
Credit Agreement • December 19th, 2012 • Spansion Inc. • Semiconductors & related devices • New York

This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of December 13, 2012, 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”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BARCLAYS BANK PLC, as the Administrative Agent (in such capacity the “Administrative Agent”) and the Collateral Agent, MORGAN STANLEY SENIOR FUNDING, INC., as the Documentation Agent (the “Documentation Agent”) and BARCLAYS BANK PLC, and MORGAN STANLEY SENIOR FUNDING INC., as Joint Lead Arrangers and Joint Book Runners.

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REVOLVING CREDIT AGREEMENT Dated as of December 13, 2012 among SPANSION LLC, as the Borrower, SPANSION INC., and SPANSION TECHNOLOGY LLC, as the Guarantors, MORGAN STANLEY SENIOR FUNDING, INC., as the Administrative Agent and the Documentation Agent,...
Revolving Credit Agreement • December 19th, 2012 • Spansion Inc. • Semiconductors & related devices • New York

This REVOLVING CREDIT AGREEMENT (“Agreement”) is entered into as of December 13, 2012, 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”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), MORGAN STANLEY SENIOR FUNDING, INC., as the Administrative Agent (the “Administrative Agent”) and the Documentation Agent, MORGAN STANLEY BANK, N.A., as the Swing Line Lender (the “Swing Line Lender”) and the Issuing Bank, BARCLAYS BANK PLC, as the Collateral Agent, and MORGAN STANLEY SENIOR FUNDING, INC. and BARCLAYS BANK PLC, as Joint Lead Arrangers and Joint Book Runners.

AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT Dated as of December 13, 2012 among SPANSION INC., SPANSION TECHNOLOGY LLC, SPANSION LLC, and CERTAIN OF THEIR SUBSIDIARIES, party hereto from time to time, as Grantors, BARCLAYS BANK PLC, as Term...
Pledge and Security Agreement • December 19th, 2012 • Spansion Inc. • Semiconductors & related devices • New York

This AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT, dated as of December 13, 2012 (this “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”), each Subsidiary Grantor (as defined below, and, together with Holdings, Spansion Technology and the Borrower, hereinafter collectively referred to as the “Grantors”, and each individually as a “Grantor”), BARCLAYS BANK PLC, as Administrative Agent under the Term Loan Agreement (as defined below) (in such capacity, together with its successors and assigns in such capacity, the “Term Loan Authorized Representative”), MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent under the Revolving Credit Agreement (as defined below) (in such capacity, together with its successors and assigns in such capacity, the “Revolving Authorized Representative”) and BARCLAYS BANK PLC,

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