0000891618-08-000404 Sample Contracts

Rights Agreement Dated as of August 12, 2008, By and Between SunPower Corporation and Computershare Trust Company, N.A., as Rights Agent
Rights Agreement • August 12th, 2008 • Sunpower Corp • Semiconductors & related devices • Delaware

This Rights Agreement, dated as of August 12, 2008 (this “Agreement”), is made and entered into by and between SunPower Corporation, a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as Rights Agent (the “Rights Agent”).

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AMENDMENT NO. 1 to TAX SHARING AGREEMENT
Tax Sharing Agreement • August 12th, 2008 • Sunpower Corp • Semiconductors & related devices

This Amendment No. 1 (this “Amendment”) to that certain Tax Sharing Agreement effective for federal taxable years beginning on or after the 9th day of November 2004 and/or all state taxable years beginning on or after the 30th day of December 2002 (the “Tax Sharing Agreement”) by and between Cypress Semiconductor Corporation, a Delaware corporation (“Parent”), and SunPower Corporation, a California corporation (“Subsidiary”) is entered into as of August 12, 2008. Capitalized terms used but not defined herein shall have the meanings given to them in the Tax Sharing Agreement.

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