SG8 Collaboration Agreement
THIS SG8 COLLABORATION AGREEMENT (Agreement) is entered into as of July 5, 2014 between Sanken Electric Co., Ltd., located at 3-6-3 Kitano Niiza-Shi, Saitama-Ken, Japan ###-###-#### (Sanken), Polar Semiconductor, LLC, located at 2800 East Old Shakopee Road, Bloomington, MN 55425 (Polar), and Allegro MicroSystems, LLC, located at 115 Northeast Cutoff, Worcester, MA 01615 (Allegro). Sanken, Polar, and Allegro may hereinafter be referred to individually as Party or collectively as Parties
WHEREAS, the Parties wish to collaborate for the development of a new technology known to them as SG8, and wish to set forth the terms of their collaboration;
WHEREAS, Allegro has entered into 0.18 µm BCD Development Addendum to UMC Foundry Agreement (the Addendum) with UMC Group (USA), providing for services by that company and its affiliate United Microelectronics Corporation (collectively, UMC), to assist Allegro with the development of SG8 technology; and
WHEREAS, a copy of the Addendum is attached as Exhibit A to this Agreement.
NOW, THEREFORE, Sanken and Allegro agree as follows:
1. Allegro, Sanken, and Polar shall establish a joint technology development team for the purpose of the development of SG8.
2. Allegro and Sanken shall be equally responsible for the costs of developing SG8, including, but not limited to:
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the non-recurring engineering charge of $[XXX] and any other costs paid by Allegro to UMC, pursuant to the Addendum;
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the cost of reticles and mask sets contemplated in Appendix A to the Addendum;
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the costs associated with the development of high density, non-volatile memory (HD-NVM), including those costs associated with a third party engineering services agreement, if deemed necessary, and agreed upon in writing, by the Parties (third party HD-NVM Development Agreement) and the cost of reticles and mask sets associated with HD-NVM test chips; and
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such other costs as may be incurred by Allegro in connection with development of SG8.
3. Allegro will invoice Sanken for 50% of the incurred costs, and Sanken will make payment to Allegro with thirty (30) days of invoice in US Dollars.