AMENDMENT NO. 2 TO THE CUSTOM SALES AGREEMENT NO. 000569

Exhibit 10.1

Signature Version

CONFIDENTIAL MATERIALS HAVE BEEN OMITTED FROM THIS EXHIBIT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE OMISSIONS.

AMENDMENT 2 TO CUSTOM SALES AGREEMENT NO. 000569

This Amendment to Custom Sales Agreement No. 000569 (“Amendment 2”) is made and entered into between Microtune, Inc., (“Customer”), and International Business Machines Corporation (“IBM”). This Amendment 2 shall be effective on the date identified below by the second party to sign this Amendment; however, if Customer fails to identify a date of signing, this Amendment shall be effective on the date of signing identified by IBM.

WHEREAS, IBM and Customer are parties to Custom Sales Agreement No. 000569, as amended, having an effective date of June 13, 2000 (the “Agreement”);

WHEREAS IBM and Customer desire to further amend the Agreement as set forth herein;

NOW THEREFORE the parties hereby agree as follows:

1. Extension of the term of the Agreement. The expiration of the term of the Agreement, including Attachment No. 1, as amended and restated, is extended to December 31, 2008.

2. No Other Amendment or Modification . Except as expressly set forth in this Amendment 2, the Agreement, as amended pursuant to Amendment 1, remains in full force and effect without further modification. The terms and conditions of the Agreement and such Amendments shall not be further modified or amended except by a writing signed by authorized representatives of both parties, it being understood that this requirement of written form may only be waived in writing by both parties.

[***] CONFIDENTIAL TREATMENT REQUESTED BY MICROTUNE, INC.

Signature Version

CONFIDENTIAL MATERIALS HAVE BEEN OMITTED FROM THIS EXHIBIT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE OMISSIONS.

Fourth Amended and Restated

Semiconductor Custom Manufacturing Attachment No. 1

Custom Sales Agreement No. 000569

When signed by the parties where provided below, this Attachment shall be incorporated into Custom Sales Agreement No. 000569 as Fourth Amended and Restated Semiconductor Custom Manufacturing Attachment No. 1 and shall be effective as of the date identified below by the second party to sign this Attachment (the “Effective Date”); however, if Customer fails to identify a date of signing, then the Effective Date shall be the date of signing identified by IBM. This Fourth Amended and Restated Semiconductor Custom Manufacturing Attachment No. 1 shall replace Third Amended and Restated Semiconductor Custom Manufacturing Attachment No. 1 (effective January 21, 2005) in its entirety as of the Effective Date.

Notwithstanding the foregoing, the terms of this Attachment (other than the warranty terms set forth below in the Unique Terms and Conditions section of the Statement of Work) apply to all Products identified in this Attachment that Customer ordered from January 1, 2006 through the Effective Date, and the warranty provisions applicable to those ordered Products are those contained in the Third Amended and Restated Semiconductor Custom Manufacturing Attachment No. 1.

Attachments are governed by the terms and conditions of the Base Agreement.

Statement of Work

Unique Terms and Conditions

The following terms and conditions are applicable to this Attachment only. Referring to the Base Agreement:

(a) Modify the following terms and conditions:

Delete Section 4.1 in its entirety and replace it with the following:

4.1 [***] Products will be: (1) integrated or incorporated into systems sold by Customer unless otherwise specified by IBM in writing; or (2) distributed in incidental additional quantities for use as service or upgrade parts in systems Customer has sold.

Delete Section 5.3 in its entirety.

Delete Section 8.1 in its entirety and replace it with the following:

8.1 IBM warrants that each unit of Product will be free from defects in material and workmanship for [***] after delivery. For purposes of this provision only, delivery to Customer of each unit of Product is deemed to occur five (5) calendar days after shipment from IBM. This warranty does not include repair of damage resulting from failure to provide a suitable installation environment, any use for other than the intended purpose, accident, disaster, neglect, misuse, transportation, alterations, or non-IBM repairs or activities. Customer acknowledges that the functionality of Products is contingent on Customer’s designs and, therefore, such warranty does not apply to the functionality of Products fabricated under this Agreement. IBM warrants Services will be performed using reasonable care and skill.

[***] CONFIDENTIAL TREATMENT REQUESTED BY MICROTUNE, INC.

Signature Version

CONFIDENTIAL MATERIALS HAVE BEEN OMITTED FROM THIS EXHIBIT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE OMISSIONS.

Delete Section 8.4 in its entirety and replace with the following:

8.4 If IBM determines such Products do not meet the warranty, IBM will, at its option, repair or replace the Products or issue a credit in accordance with the purchase price. Every returned Product that IBM replaces, or for whic