Free Non-Compete Agreement Template 14Free Non-Compete Agreement Template 14Free Non-Compete Agreement Template 14
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NONCOMPETITION AND RETENTION AGREEMENT
THIS NONCOMPETITION AND RETENTION AGREEMENT (this "Agreement") is entered into
as of October 7, 2007, by and among Saifun Semiconductors Ltd., an Israeli company (the "Company")
Spansion, Inc. a Delaware corporation (the "Parent"), Atlantic Star Merger Sub Ltd., an Israeli company
and an indirect wholly owned subsidiary of the Parent ("Merger Sub") and Boaz Eitan, an individual
residing in
("Employee").
RECITALS
A. The Company, Parent and Merger Sub are parties to that certain Agreement and Plan of Merger,
dated as of the date hereof (the "Merger Agreement"), providing for the merger of Merger Sub with and
into the Company following which Merger Sub will cease to exist and the Company will become a
wholly owned subsidiary of Parent (the "Merger").
B. Employee's entry into this Agreement is an essential part of the transactions described in the
Merger Agreement. Employee is a key executive of the Company and has confidential and proprietary
informa