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Exhibit 4(i)(W)
 Stamp: Certified Copy
  handwritten: illegible no.
 
 - 17/8/2006 -
  
  Dr. Tilmann Götte
   1)
    
    Dr. Cornelius Simons,
born on August 28, 1962,
having his business address at Am Campeon 1-12, 85779 Neubiberg
personally known to me, the notarial officer2)
    
    Ms. Jeanette Seidl,
born on December 28, 1973,
having her business address at Am Campeon 1-12, 85779 Neubiberg
having identified herself with a picture I.D.both have declared that they are not acting on their own behalf, but as legal
representatives (Prokurist)of




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3)
    
    Ms. Nicole Lau
born February 20, 1967
personally known to me, the officer of the notary
commercially based at Gustav Heinemann-Ring 212, 81739 Munich,4)
    
    Mr. Klaus Fleischmann
born August 23, 1963
commercially based at Gustav Heinemann-Ring 212, 81739 Munich,
having identified himself with a picture I.D.but as legal representatives (Prokurist) for
 
  2




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Clarification
 and
 Assignment Agreement
  
  
 
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1.
    
    The Contracting Parties concluded a Carve-out and Contribution Agreement on April 25,
2006 (Roll of deeds no. 821 G/2006 of the Notary Dr. Tilman Götte, Munich).By virtue of the agreement, all Infineons domestic assets assigned to the Memory
Products segment, including all rights and duties, were contributed to Qimonda as singular
successor as of May 1, 2006. Pursuant to Section 1.1 of the Carve-out and Contribution
Agreement this included [a]ll assets solely belonging to the Segment or which are
attributed to it ..., irrespective of whether they are explicitly mentioned in this
agreement and its appendices.2.
    
    Infineons contribution to Qimonda accordingly included all of its holdings allocable
to the Memory Products Segment in accordance with the details set forth in Section 7 of the
Carve-out and Contribution Agreement.The object of the contributions also included in particular the company shares of Infineon
Technologies Flash Geschäftsführungs GmbH (today and in the following Qimonda Technologies
Flash Geschäftsführungs GmbH) based in Dresden (Section 7.2)). Company shares in the
amount of 25,000 were expressly assigned to Qimonda Technologies Flash Geschäftsführungs
GmbH as of April 25, 2006. Qimonda in fact received not only the two company shares in the
amount of 12,750 and 12,250, the sum of which yields the specified nominal amount of
25,000, but also a third company share in the amount of 15,850, This final company share
had erroneously failed to be specified in Section 7.2 of the Carve-out and Contribution
Agreement, although its was also exclusively allocable to the Memory Products Segment and
thereby contributed to Qimonda pursuant to Section 1.1 of the Carve-out and Contribution
Agreement.3.
    
    In fulfilment of its obligation based on the Carve-out and Contribution Agreement,
Infineon hereby declares the assignment of its three company shares to Qimonda Technologies
Flash Geschäftsführungs GmbH in the
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nominal value of 12,750, 12,250 and 15,850 purely on
a precautionary
basis and only to the extent the assignment has not already taken effect on the terms of
the Carve-out and Contribution Agreement.Qimonda hereby accepts this assignment.4.
    
    Infineon shall bear the costs and taxes associated with the preparation of this deed.
    Signature
 Signature
 Signature
 Signature
 Signature
 Stamp of the notary
 5




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Signature
 
 Seal of the Notary
 6




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Stamp: Copy
   
 - 28/9/2006 -
  Dr. Tilman Götte,
    1)
    
    Dr. Cornelius Simons,
born on August 28, 1962,2)
    
    Mr. Rudolf Freiherr von Moreau,
born on March 31, 1969,both are commercially based at Am Campeon 1-12, 85779 Neubiberg, and personally known to me,
the Notary,both have declared that they are not acting on their own behalf, but as legal
representatives of
 
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3)
    
    Nicole Lau,
born on February 20, 19674)
    
    Mr. Florian Boegel,
born on October 21,1967both commercially based at Gustav-Heinemann-Ring 123, 81379 Munich, and personally known to
me, the notary,both persons appearing having declared that they are not acting on their own behalf, but as
legal representatives of
 
  8




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Addendum 3
to the
Carve-out and Contribution Agreement
of 25 April 2006
 Addendum 3
  Infineon
  Qimonda
 Contracting Parties  Contracting Party
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Preamble
 Contribution Agreement 1
 Addendum 1 Clarification and Assignment Agreement Addendum 2
 Addendum 3
 Section 1
Intangible Assets
 1.
    
    Supplementary to Section 4.1 of Contribution Agreement 1, Infineon also transfers the
priority rights of all Intellectual Property Rights transferred under Section 4.1 to Qimonda.
If the priority rights are the property of an affiliate of Infineon within the meaning of
Sections 16 through 18 of the German Stock Corporation Act (Aktiengesetz), Infineon shall
ensure that the respective associated company, to the extent authorized, transfers the
priority rights concerned to Qimonda or any affiliate of Qimonda within the meaning of
Sections 16 through 18 of the German Stock Corporation Act (Aktiengesetz).
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2.
    
    Supplementary to Section 4.1 (subparagraph 2) of Contribution Agreement 1, the
following is hereby clarified with respect to the payment of the inventor compensation:
 a.
    
    Qimonda shall in any case compensate only the sales generated at Qimonda or in
the former Memory Products division.b.
    
    Also compensated by Qimonda shall be such employees that stood in an employment
or retirement relationship with Infineon or an affiliate of Infineon.
 3.
    
    Supplementary to Section 4.1 of Contribution Agreement 1, it is hereby clarified that all
patents and patent registrations of the internal patent families with the family numbers
2005P53483 and 2005P53581 shall also be transferred to Qimonda.
 Section 2
Software
  1.
    
    Appendix D of Contribution Agreement 1 provides for the software to which Infineon and
Qimonda are jointly entitled. The Contracting Parties hereby complete this Appendix D; it
will now be included with this Addendum 3 in full as Appendix D (new).2.
    
    The co-ownership share of a Contracting Party in IT cluster software used by it is subject to
being dissolved in the event of a change of control. Unused IT cluster software means such IT
cluster software that has on the date of the change of control not been further developed by
one of the Contracting Parties or its affiliated companies under Sections 16 through 18 of the
German Stock Corporation Act (Aktiengesetz) nor employed in business
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operations. A change of control means a third party achieving a majority holding within the
meaning of Section 16 of the German Stock Corporation Act (Aktiengesetz) or any other
dominant position within the meaning of Sections 17 and 18 of the German Stock Corporation
Act (Aktiengesetz) of Infineon or Qimonda. A change of control does not mean corporate
restructuring in which the owners of the respective company essentially remain the same
following restructuring. The aforesaid condition subsequent shall only apply to a change of
control agreed on a legally binding basis on or before April 30, 2011.3.
    
    With respect to the transfer of the co-ownership share and/or the granting of user rights to
IT cluster software to third parties that are not companies affiliated with and controlled by
the respective contracting partner under Sections 16 through 18 of the German Stock
Corporation Act (Aktiengesetz), however, the following restrictions shall apply
notwithstanding Section 4.5 (final sentence) of Contribution Agreement 1.
 a.
    
    The transfer of the co-ownership share, in full or in part, in the IT cluster
software to such third parties, be it through legal assignment, legal succession or any
other legal consequence requires the consent of the other Contracting Party, which may
not be denied unfairly, in particular if no competitive disadvantage arises for the
consenting Contracting Party by transferring the co-ownership share. The party being
requested shall make an effort to furnish either its consent or a well-founded denial
to the requesting party within ten working days.b.
    
    Granting user rights to the IT cluster software to such third parties is only
permitted for purposes of manufacturing semiconductor products by the third party for
Infineon or Qimonda. Granting any other user rights beyond this to such third parties
requires the prior consent of the other Contracting Party, which may not be denied
unfairly, in particular if no competitive disadvantage arises for the consenting
Contracting Party by granting the user right. The party being requested shall make an
effort to furnish either its consent or a well-founded denial to the requesting party
within ten working days.
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c.
    
    Granting user rights is otherwise permitted and not contingent on the consent
of the other party to the extent it occurs in fulfilment of a contractual obligation
existing on the Effective Date. Each party is entitled to extend the contractual term
of such obligations to third parties.d.
    
    The aforesaid restrictions on transferring the co-ownership shares and grating
user rights to third parties shall apply only until April 30, 2011.
 4.
    
    Should a party determine that certain software existing prior to the Effective Date was not
listed in the application landscape database ALPA (Missed Software), then at the request
of a party this software shall also be treated like IT cluster software and if not already
available, a copy of this software furnished to the requesting party.This right to the subsequent designation of Missed Software shall end on the date on which
(i) Qimonda is no longer an affiliate of Infineon within the meaning of Section 16 through
18 of the German Stock Corporation Act (Aktiengesetz) or (ii) all IT systems of Qimonda and
Infineon are actually physically separated, whichever date is earlier. The parties shall
attempt to amicably resolve any cases of Missed Software established thereafter.5.
    
    Each party shall be entitled to a copy of the IT cluster software in the versions
respectively existing as of April 30, 2006. With respect to IT cluster software used for
so-called shared services under the Master IT Cost Sharing Agreement, or if the versions
thereof existing on April 30, 2006 can no longer be identified clearly, each party shall be
entitled to a copy on the version as of the date of the actual physical transfer of the
respective IT cluster software of Infineon and Qimonda.,6.
    
    For the avoidance of doubt, the Contracting Parties hereby clarify
 a.
    
    that the rights of each Contracting Party based on Section 4.5 of Contribution
Agreement 1 include the right to undertake translations, engineering, arrangements and
other adaptation (Derivates) of joint software from Appendix D (new). To the extent
granting user rights to
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such Derivatives to third parties also invariably involves granting the user rights
  in full or in part  of the underlying software from Appendix D (new), then the
restrictions in this Section 2 shall also apply to granting user rights of such
Derivatives to third parties;
 b.
    
    that entries within the application landscape database ALPA specifying which
software which party actually uses shall be irrelevant for the contents of
interpretation of the rights based on this Addendum 3; andc.
    
    that no arrangements with respect to the hardware serving the IT cluster
software (e.g. harddrives, PCs and server systems) are agreed in this Addendum 3 and
that only simple data carriers (e.g. CDs, DVDs, diskettes) are meant by movable objects
within the meaning of Section 5 of Contribution Agreement 1.
 Section 3
Provisions
   
 Section 4
Employment Relations; Pension Commitments
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Bürgerliches Gesetzbuch
 Infineon Trusts
  1.
    
    Qimonda intends to establish its own trusts for pensions and part-time older workers (jointly
the Qimonda Trusts) to cover the entitlements of its employees. As long as this does not
occur, Qimonda employees shall be included in the Infineon Trusts free-of-charge.2.
    
    Once the Qimonda Trusts are established and coverage of Qimonda employees is assumed by
these, the Infineon Trusts shall transfer to the Qimonda Trusts certain assets allocable to
Qimonda with beneficial effect as of May 1, 2006, 0:00 hrs: This shall proceed as follows:
 -
    
    First it shall be determined which share of the Accumulated Benefit Obligations
(ABO) of the Qimonda employees to be included in being covered by the Infineon Trust
pursuant to no. 1 sentence 2 the employees have in the ABO. The Effective Date for
including employees in the calculation and their ABOs is April 30, 2006, 24:00 hrs
(Valuation Date).
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
    
    Thereafter the assets available are to be divided up between the Infineon Trust and
the Qimonda Trust accordingly based on value.
    
    The selection of the concrete assets to be transferred to the Qimonda Trust shall be
the responsibility of the respective Infineon Trust. The transfer of the assets shall
take beneficial effect as of the Effective Date of May 1, 2006, 0:00 hrs; it may be
effected by a third party commissioned by the Infineon Trusts.
    
    To the extent legally and economically appropriate in light of the objectives
pursued by the parties, the assets may be transferred to a third party rather than the
Qimonda Trust.
  Section 5
Arbitration
  Section 6
Costs, taxes
  Section 7
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Final Provisions
 1.
    
    Unless provided otherwise, the terms used in this Addendum 3 shall have the same meaning as
in Contribution Agreement 1.2.
    
    If individual provisions in this Addendum 3 should be or become partially or entirely invalid
or inexecutable, the validity and executability of the remaining contents are not affected.
The Contracting Parties are in such a case required to replace the invalid or inexecutable
provision by a valid provision which most closely resembles the economic purpose of the
invalid or executable provision.The same applies to any omissions in this Addendum 3, the inclusion of which is essential to
realize the economic aims of the Contracting Parties.3.
    
    Each party to this agreement shall receive an executed original and three notarized copies.
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Signature
 Signature
 Signature
 Signature
 Signature
 Stamp of the notary
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Appendix D (new)
   (i)
    
    Any business application used by Infineon or a company belonging to the
Infineon group and included in Infineons application landscape database APLA as of
April 30, 2006 (APLA application):(ii)
    
    Any documentation regarding an APLA application (APLA application)(iii)
    
    Any script, command file, and/or other control data related to an APLA
application (APLA script).
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Infineon Technologies AG
 with its registered office in Munich
  Signature
 
 Seal of the Notary
 20