Addendum, dated as of March 1, 2017, to Master Distributor Agreement between the Company and Avnet, Inc

Subject to the terms and conditions of the Agreement, Xilinx hereby adds Premier Farnell UK Limited (“PF”) and its affiliates (collectively with PF, “PF Participating Companies”), all Subsidiaries of Distributor, to Exhibit A of the Agreement, “Schedule of Authorized Electronics Marketing Locations”. The PF Participating Companies that are added as authorized Electronics Marketing selling locations under this Agreement are set out in Appendix 1 of this Addendum. Additional PF Participating Companies may be added to this Agreement by PF.

Due to the unique business model of PF, the below guidelines serve to augment the business model between Xilinx and Distributor:

PF Participating Companies will purchase Products (as defined in the Agreement) solely and directly from Xilinx at Distributor Cost (as defined in the Agreement).

Shipping terms are CPT (PF Maybrook Warehouse UK) (INCOTERMS 2010).

PF Participating Companies will store and handle Xilinx product in accordance with the audit material provided by Xilinx, as may be updated from time to time.

PF Participating Companies will provide a weekly point of sale report (“POS”) to Xilinx. The POS will include the following for each sales transaction to cover all PF Participating Companies:

Customer Name

Ship to Location

Quantity of Devices / Parts (To include Development Systems)

Xilinx may audit the records of the PF Participating Companies concerning Products, inventory, and storage facilities upon 48 hours’ notice to PF, notice to be addressed to the following:

PF Participating Companies may rotate stock as provided in Section 13 of the Agreement; provided however, that with respect to PF Participating Company stock and any credit issued by Xilinx to PF Participating Company in connection with such PF Participating Company stock: (1) PF Participating Companies may only rotate stock twice per year as agreed between Xilinx and PF, but in the event that Xilinx and PF Participating Companies are unable to mutually agree on a stock rotation schedule, Xilinx will set the schedule in its absolute discretion, and (2) the total dollar value of the credit shall not exceed [***] percent [***] of the dollars invoiced by Xilinx to PF Participating Companies, net of any adjustment, during the subject six-month period.