LOAN AND SECURITY AGREEMENT
RAMTRON INTERNATIONAL CORPORATION
This LOAN AND SECURITY AGREEMENT dated effective as of July 1, 2005, among SILICON VALLEY
BANK ("Bank"), whose address is 4410 Arapahoe Ave., Suite 200, Boulder, Colorado 80303 (facsimile no.
303-938-0486), and RAMTRON INTERNATIONAL CORPORATION and MUSHKIN INC. (individually
a "Borrower" and jointly and severally "Borrowers"), whose address is 1850 Ramtron Drive, Colorado Springs,
Colorado 80921 (facsimile no. 719-481-9294) provides the terms on which Bank will lend to Borrowers and
Borrowers will repay Bank. The parties agree as follows:
1. ACCOUNTING AND OTHER TERMS
All capitalized terms used herein shall have the meanings set forth in
Section 13 of this Agreement. Accounting terms not defined in this Agreement will be construed following
GAAP. Calculations and determinations must be made following GAAP. The term "financial statements" includes
the notes and schedules. The terms "including" and "includes" always mean "including (or includes) without
limitation," in this or any Loan Document.
2. LOAN AND TERMS OF PAYMENT
2.1 Promise to Pay.
Borrowers, jointly and severally, promise to pay Bank the unpaid principal amount of all Credit Extensions and
interest on the unpaid principal amount of the Credit Extensions as set forth in this Agreement.
2.1.1 Revolving Advances.
(a) Bank will make Advances not exceeding (i) the lesser of (A) the Committed Revolving Line or (B) the
Borrowing Base; provided, however, until such time as an initial audit is completed or waived in writing by Bank,
the aggregate amount of all outstanding Advances shall not exceed $500,000. Amounts borrowed under this
Section may be repaid and reborrowed during the term of this Agreement.
(b) To obtain an Advance, Borrowers must notify Bank by facsimile or telephone by 12:00 noon Pacific time on
the Business Day the Advance is to be made. Borrowers must promptly confirm the notification by delivering to
Bank the Payme