Instructing Chargor(s) Clause Samples

Instructing Chargor(s). (a) For as long as Numonyx has not deposited any funds in the Numonyx Account pursuant to this Agreement, or if Numonyx deposits an amount of funds in the Numonyx Account pursuant to this Agreement that is less than 50% of the Maximum Payment Amount, ST shall be the “Instructing Chargor”. (b) If (x) Numonyx deposits an amount of funds in the Numonyx Account pursuant to this Agreement that is equal to 50% or more of the Maximum Payment Amount (but less than 100% of the Maximum Payment Amount) and (y) Numonyx no longer holds any Hynix JV Shares, then Numonyx shall be the “Instructing Chargor”. (c) If (x) Numonyx deposits an amount of funds in the Numonyx Account pursuant to this Agreement that is equal to 50% or more of the Maximum Payment Amount (but less than 100% of the Maximum Payment Amount) and (y) Numonyx continues to hold any Hynix JV Shares, then Numonyx and ST shall be the “Instructing Chargors” under the Master Agreement. [***] DENOTES CONFIDENTIAL MATERIALS OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT