Spansion Inc. - FORM 10-Q - EX-10.1(C) - AMD. NO. 5 TO THE AMENDED AND RESTATED FUJITSU DISTRIBUTION AGREEMENT - December 31, 2009

Attached files

file filename
10-Q - FORM 10-Q - Spansion Inc.d10q.htm
EX-10.4 - AMD. NO. 3 TO THE AMENDED AND RESTATED FOUNDRY AGREEMENT - Spansion Inc.dex104.htm
EX-32.1 - CERTIFICATION OF THE CEO PURSUANT TO SECT. 906 OF THE SARBANES-OXLEY ACT OF 2002 - Spansion Inc.dex321.htm
EX-32.2 - CERTIFICATION OF THE CFO PURSUANT TO SECT. 906 OF THE SARBANES-OXLEY ACT OF 2002 - Spansion Inc.dex322.htm
EX-31.2 - CERTIFICATION OF THE CFO PURSUANT TO SECT. 302 OF THE SARBANES-OXLEY ACT OF 2002 - Spansion Inc.dex312.htm
EX-10.5 - EMPLOYMENT OFFER LETTER FOR RANDY W. FURR - Spansion Inc.dex105.htm
EX-31.1 - CERTIFICATION OF THE CEO PURSUANT TO SECT. 302 OF THE SARBANES-OXLEY ACT OF 2002 - Spansion Inc.dex311.htm
EX-10.3 - CONSULTING AGREEMENT - NATHAN SARKISIAN - Spansion Inc.dex103.htm
EX-10.9 - SPANSION INC. KEY EMPLOYEE INCENTIVE PLAN AND CENTURION PLAN - Spansion Inc.dex109.htm
EX-10.1(D) - AMD. NO. 6 TO THE AMENDED AND RESTATED FUJITSU DISTRIBUTION AGREEMENT - Spansion Inc.dex101d.htm
EX-10.1(B) - AMD. NO. 4 TO THE AMENDED AND RESTATED FUJITSU DISTRIBUTION AGREEMENT - Spansion Inc.dex101b.htm
EX-10.12 - ASSIGNMENT OF AMENDED AND RESTATED INFORMATION TECHNOLOGY SERVICES AGREEMENT - Spansion Inc.dex1012.htm
EX-10.1(A) - AMD. NO. 3 AND LTR. SUPP. TO THE AMENDED AND RESTATED FUJITSU DISTRIBUTION AGMT. - Spansion Inc.dex101a.htm
EX-10.11 - MEMORANDUM OF UNDERSTANDING REGARDING NON-COMPETITION AGREEMENT - Spansion Inc.dex1011.htm
EX-10.1(E) - AMD. NO. 7 TO THE AMENDED AND RESTATED FUJITSU DISTRIBUTION AGREEMENT - Spansion Inc.dex101e.htm
EX-10.10 - AGREEMENT BETWEEN SPANSION LLC AND SPANSION JAPAN LIMITED - Spansion Inc.dex1010.htm

Exhibit 10.1(c)

AMENDMENT NO. 5 TO THE AMENDED AND RESTATED

FUJITSU DISTRIBUTION AGREEMENT DATED

DECEMBER 21, 2005

This AMENDMENT NO. 5 (this “Amendment No. 5” ) to the Amended and Restated Fujitsu Distribution Agreement dated December 21, 2005, as amended effective as of October 1, 2007, September 30, 2008, January 15, 2009 and February 23 2009, originally entered into between Spansion Inc., a Delaware corporation (“Spansion”), and Fujitsu Limited, a Japanese corporation (“Fujitsu”), and succeeded to by Fujitsu Microelectronics Limited, a Japanese corporation (“FML”), effective as of March 21, 2008 (the “Agreement”), is entered into as of the dates set forth below and effective as of April 23 2009.

Whereas, Spansion and FML wish to further extend the Agreement and modify the Agreement, it is agreed that the Agreement shall be amended as follows:

 

1. The first sentence of Section 20.1 Term of the Agreement is amended to read in its entirety as follows:

This Agreement will be effective as of the Effective Date, and will continue in full force and effect until the earlier of (a) the effective date of a new, successor distribution agreement between Spansion or Spansion Japan Limited and Fujitsu Electronics Inc. (“New Agreement”) or (b) June 25, 2009, unless terminated as set forth in this Section 20 (“Term”).

All terms and conditions of the Agreement not specifically amended by this Amendment No. 5 shall remain unchanged and in full force and effect.

 

Spansion Inc.     Fujitsu Microelectronics Limited
/s/ Jeff Davis     /s/ Koichi Ishizaka
Name:   JEFF DAVIS     Name:   Koichi Ishizaka
Title:   Exec. V.P. W.W. Sales     Title:   Corporate Senior Vice President
Date:   4/27/09     Date:   5/20/09

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