EXHIBIT 10.35
CONFIDENTIAL TREATMENT REQUESTED:
Certain portions of this document
have been omitted pursuant to a request for confidential treatment
and, where applicable, have been marked with an asterisk to denote
where omissions have been made. The confidential material has been
filed separately with the Commission.
EXTENSION OF LEXAR / UMC FOUNDRY
CAPACITY AGREEMENT
This Extension of Lexar / UMC
Foundry Capacity Agreement (“Extension”) is entered
into as of December 28, 2004 (“the Effective Date”) by
and between Lexar Media, Inc. (“Lexar” or
“Buyer”) incorporated in Delaware, with offices at
47300 Bayside Parkway, Fremont, California 94538; and UMC Group
(USA) (“UMC” or “Seller”), with offices at
488 DeGuigne Drive, Sunnyvale, CA 94085.
WHEREAS the parties previously entered a Foundry
Capacity Agreement with an effective date of August 12, 2003 (the
“Agreement”) which was to remain in effect until
December 31, 2004;
WHEREAS the Agreement stated by its terms that
the parties could by mutual written agreement extend the term of
the Agreement for successive one year periods; and
WHEREAS the parties to the Agreement now desire
to extend the Agreement for the first such one year
period;
THEREFORE, the parties agree:
1. Pursuant to section
5.1 of the Agreement, the Agreement is extended for a one year
period to terminate, unless further extended, on December 31,
2005.
2. The materials attached
hereto as Exhibits A and B shall be appended to, and considered to
be a part of, Exhibits A and B, respectively, of the
Agreement.
3. This Extension shall
in all respects be interpreted, enforced and governed by and under
the laws of the State of California, without regard to its conflict
of laws rules. The language of this Extension shall be construed as
a whole according to its fair meaning, and not strictly for or
against either of the parties. Except for requests for injunctive
or other equitable relief, which may be heard in any court of
competent jurisdiction, any disputes hereunder shall be adjudicated
only by courts located in San Jose, California, or the Northern
District of California, as appropriate, to whose exclusive
jurisdiction the parties hereby consent.
ACCORDINGLY, each Party to this Agreement
represents and warrants that the representatives signing on their
respective behalf is
