EX-10.18 3 f89607exv10w18.txt EXHIBIT 10.18 EXHIBIT 10.18 CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN FILED SEPARATELY WITH THE COMMISSION. VOLUME SUPPLY REQUIREMENTS AGREEMENT BETWEEN SEAGATE TECHNOLOGY LLC AND MARVELL ASIA PTE LTD AGREEMENT NUMBER: *** *** Confidential material redacted and filed separately with the Commission. TABLE OF CONTENTS
*** Confidential material redacted and filed separately with the Commission. VOLUME SUPPLY REQUIREMENTS AGREEMENT This Volume Supply Requirements Agreement (this "Agreement") is made effective as of December 2, 2002 (the "Effective Date") by and between SEAGATE TECHNOLOGY LLC, a Delaware limited liability company ("Seagate"), with offices located at 920 Disc Drive, Scotts Valley, California 95066, and MARVELL ASIA PTE LTD, a Singapore corporation ("Supplier"), with offices located at 151 Lorong Chuan #02-05 New Tech Park, Singapore 556741. Seagate and Supplier are each individually a "party" and collectively are the "parties." 1. DEFINITIONS As used in this Agreement: 1.1 "Product" means the products or components identified in Exhibit A. 1.2 "Specification" means the written functions, capabilities, features and specifications of the Product produced by Supplier pursuant to sub-Section 6.1(a) of this Agreement. 1.3 "Affiliate" means an entity that, directly or indirectly, controls, is controlled by, or is under common control with a party. 2. TERM 2.1 Term. The term of this Agreement shall commence on the Effective Date and shall continue thereafter through the close of business on December 31, 2005 or until the end of the life of the program or programs into which the Product is being supplied, whichever is longer, unless sooner terminated in accordance with this Agreement. Notwithstanding the fact that the term of this Agreement may extend beyond the close of business on December 31, 2005, Seagate's supply requirements obligations provided for in Section 4.1(a) herein shall expire on the close of business on December 31, 2005. 2.2 Renewal. The Agreement may be renewed only by a written amendment to this Agreement executed by Seagate and Supplier's General Manager. Except for any cancellation liability or any payment for past deliveries of Product orders Seagate may owe to Supplier, each party acknowledges that it neither expects nor shall be entitled to recover any compensation from the other party after or on account of the expiration of this Agreement in accordance with its terms. Each party waives the benefit of any law or regulation providing for compensation to such party arising from the failure to renew this Agreement. 3. SUPPLIER'S PRODUCTION 3.1 Capability. Except as may be otherwise provided in this Agreement, Supplier is solely responsible for manufacturing the Product according to the Specification, including without limitation procuring and maintaining all necessary equipment, personnel, facilities and materials. Supplier will immediately notify Seagate if it is considering discontinuing the Product manufacturing in general. Nothing in this Section 3.1 is intended to prevent Supplier from contracting with Supplier's Affiliates or other third-party sub-contractors to complete the fabrication and transport of the Product. -1- 3.2 Supplier Changes. Supplier may not change the form, fit or function of the Product without Seagate's prior written approval. Supplier may not change or alter the materials, process or location of manufacturing of the Product without Seagate's prior written approval. 3.3 Seagate Changes. Seagate may request changes to the Product. Supplier will use commercially reasonable efforts to incorporate Seagate's requested changes into the Product. If the changes would increase Supplier's costs to produce the Product, Supplier will notify Seagate within 15 days after Seagate's request for the changes, or as otherwise mutually agreed to in writing, and will provide satisfactory evidence to Seagate to document the price increase. The parties will then negotiate in good faith for a price change. If the parties are unable to negotiate a mutually agreeable price change, Seagate's requested changes will not be incorporated. 3.4 Information. Subject to confidentiality obligations owed to third parties, Supplier will provide the following information to Seagate upon Seagate's advance, written request: (a) a bill of materials, including all materials used in the manufacturing and assembly process; (b) a list of all sub-suppliers; (c) a complete flow chart for the Product with lead-time identified for key process steps; and (d) a list of the equipment used in the fabrication of the Product. Such information will be treated as Supplier's "Confidential Information," as defined in Section 10 of this Agreement, and Seagate's treatment thereof shall be subject to the provisions of Section 10 of this Agreement. 3.5 Disclaimers. Supplier acknowledges that no past pattern or practice of forecasting, ordering, or purchasing by Seagate will constitute a representation, commitment, or warranty by Seagate as to future orders or purchases, all of which are governed only by the express terms of this Agreement. 4. SEAGATE'S ORDERING 4.1 Orders. (a) Seagate will purchase ***% of its total read channel supply requirements for Enterprise Hard Disk Drives from Supplier during the term of this Agreement. *** For the avoidance of doubt, Seagate's read channel supply requirements include read channel supply requirements for system-on-chip products. Without derogating from its supply requirements purchase obligations provided for in this Agreement, Seagate may continue to procure samples and evaluate read channel devices from alternate sources, and may ship limited volumes of Enterprise Hard Disk Drives that do not incorporate the Product for customer sample purposes for production shipments that will occur after the term of this Agreement. (b) In connection with its rights set forth in sub-section (a) of this Section 4.1, Supplier shall have the right, upon reasonable advance written notice delivered to Seagate, during Seagate's normal business hours, and not more than once every twelve (12) months during the term of this Agreement to *** Confidential material redacted and filed separately with the Commission. -2- appoint a nationally recognized certified public accountant reasonably acceptable to Seagate who agrees to be bound to confidentiality protections set forth in sub-Section 10.2 of this Agreement to examine Seagate's relevant books, records and accounts, to verify Seagate's compliance with the provisions of Section 4.1(a). The auditor shall be instructed to report only as to whether Seagate has failed to comply with its obligations under Section 4.1(a) of this Agreement and, if so, the amount of the discrepancy. The parties acknowledge that it is impracticable and extremely difficult to determine the actual damages or lost revenues that may proximately result from any failure by Seagate to comply with its obligations under Section 4.1(a) of this Agreement. As a result, in the event any audit examination discloses a discrepancy, then as of the date of the date of Seagate's acceptance of any underlying order for each Enterprise Hard Disk Drive that will not incorporate the Product during the term of this Agreement, Seagate will be required to pay Supplier a sum equal to $*** multiplied times the total unit volume of Enterprise Hard Disk Drives that did not conform to the requirements of sub-Section 4.1(a). In the event Seagate does not comply with the provisions of Section 4.1(a), Seagate will also reimburse Supplier for the reasonable costs and expenses of the audit. (c) Seagate will provide a weekly 9-month forecast of its anticipated Product supply requirements to Supplier. The first 3 months of each forecast will be broken down into weekly increments. The remaining 6 months of the forecast will be broken down into monthly increments. *** Seagate may cancel orders for the Product during Supplier's lead-time, subject to the cancellation liability provisions in Section 4.2 of this Agreement. *** After the Effective Date, the lead-time will be specified and mutually agreed to quarterly and will be subject to review and negotiation at quarterly business reviews. *** 4.2 Cancellations. Seagate may, on advance written notice, cancel Product orders within Supplier's lead-time, subject to the following cancellation liability:
STAGE OF COMPLETION AT TIME OF CANCELLATION NOTICE CANCELLATION CHARGE* - -------------------------------------------------- ------------------- *** *** *** *** *** *** *** *** *** ***
*** Confidential material redacted and filed separately with the Commission. -3- *** *** The parties agree that the *** if subject material actually exists, no other application or salvage value can be identified, and *** Seagate may inspect Supplier's processes, inventories, and records to verify any of the foregoing cancellation charges, in a commercially reasonable manner. Upon payment by Seagate of *** of the Product are the property of Seagate and will be delivered to Seagate at Seagate's request. *** 4.3 Electronic Transactions. Supplier will undertake commercially reasonable efforts to convert to and comply with Seagate's designated electronic system of communications and ordering as soon as feasible. Each party will bear its own conversion and usage costs. Neither party will contest the validity, enforceability or legal sufficiency of electronically transmitted documents under the statute of frauds or similar laws requiring that contracts be in a signed writing. Neither party will be liable for the results of a malfunction or defect in the network system or for any other cause beyond the parties' reasonable control. 4.4 Other Purchasers. Seagate's Affiliates and (for the purpose of performing for Seagate) Seagate's contract manufacturers may purchase the Product directly from Supplier at the price and on the other terms of this Agreement. 4.5 Precedence. If the terms of this Agreement and the terms of any forecast, purchase order or order acknowledgement conflict, the terms of this Agreement will govern. 5. DELIVERY 5.1 Deliveries. All unit deliveries of the Product will be *** to the following Seagate designated ship-to locations or other locations to be subsequently agreed to by the parties in writing: *** *** Confidential material redacted and filed separately with the Commission. -4- *** 5.2 *** Supplier will maintain Product at the *** at a level mutually agreed to by the parties, but in no event less than Seagate's average weekly requirements or more than two times Seagate's average weekly requirements, based on the most recent four week period. Seagate or the third party will be responsible for maintaining security over the *** and Seagate will not be responsible for loss or damage to Supplier's Product except to the extent due to the negligence or fault of Seagate. Upon termination of this Agreement, Supplier will promptly remove all unsold quantities of the Product from the *** 5.3 Packing. Supplier will package, mark and otherwise make Product units ready for shipment as reasonably designated in writing by Seagate in accordance with standard commercial practice, acceptable to common carriers for the lowest shipping rate available. Shipping containers must display the date of shipment, Seagate's order number, part number, revision level, lot number and quantity contained in the container. A packing list showing the order number must be included in each container. *** 6.1 *** After completing Supplier's qualification, *** *** Confidential material redacted and filed separately with the Commission. -5- a) the Product *** and any other *** provided by Supplier (collectively, the *** b) the Product will be of *** and, c) the Product must meet *** as follows: i) Seagate will *** of Supplier's Product; ii) Supplier *** of Supplier's Product; iii) If *** of Supplier's Product; iv) If a *** and Supplier has notified Seagate in writing of its ability and intent to incorporate the change in the *** and the Product *** for in *** and if Seagate has *** for the Product that *** then Seagate may *** did not meet the *** even if the Product actually *** v) If Supplier has notified Seagate in writing of its inability, either technically or otherwise, *** uses the Product for a use outside that contemplated by the agreed *** based on this section. 6.2 Corrective Action. If the Product fails to meet the *** then Supplier will implement a containment plan *** promptly as is reasonably possible under the circumstances. Seagate will have the right to approve the corrective action plan, and Seagate will not unreasonably withhold its approval. Supplier will implement reasonable quality assurance measures to achieve compliance with the Quality Standards and will report these measures to Seagate upon written request from Seagate. *** the parties are unable to achieve the *** for a Product (each, a *** Confidential material redacted and filed separately with the Commission. -6- *** for a specifically identified *** then Seagate will be allowed to purchase read channel devices to replace the *** for the Program from other parties, and will not be subject to Sections 4.1(a) and 4.1(b) with respect to such Program. In the event Seagate purchases read channels *** of this Section 6.2, Seagate acknowledges and agrees that the prices set forth on Exhibit A attached hereto for any *** that includes a *** shall only be valid if the *** is a Product within such *** that functions at the highest data rates set forth on Exhibit A for such Product Family. For purposes of this Section 6.2, a *** comprises Product types of *** and are limited to the *** In the event the *** does not so function at such highest data rate, then Seagate agrees that *** for such *** shall be subject *** by the parties. 6.3 Title. Supplier warrants that title to all unit quantity shipments of the Product are and will be, on delivery to Seagate by Supplier, free and clear of any liens, encumbrances, security interests or other claims. 6.4 *** Seagate may from time to time on reasonable advance, written notice to *** location, *** during normal business hours to *** Section 6. Supplier will *** Supplier will provide Seagate with reasonable *** upon advance written request from Seagate. 6.5 Acceptance and Rejection. All delivered Product units will be subject to inspection and acceptance by Seagate. In the event Seagate believes a Product to be defective, Seagate may request Supplier in writing to provide a return material authorization (RMA) and Seagate may send a sample, including detailed failure analysis, of the defective Product(s) with its request. Supplier will perform a failure *** will give notice to Seagate whether it has accepted or intends to reject Seagate's request for RMA. If Supplier accepts the RMA, Seagate may return all defective Product(s) covered by the request. In the event that Supplier cannot validate the defect(s), the parties will jointly determine if the defect(s) is valid. If the parties determine the defect is valid, *** 6.6 Exclusivity of Supplier's Warranties. EXCEPT AS SET FORTH IN THIS AGREEMENT, SUPPLIER MAKES NO OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCT. EXCEPT AS SET FORTH IN THIS AGREEMENT, SUPPLIER SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. *** Confidential material redacted and filed separately with the Commission. -7- 7. *** 7.1 Prices. Subject to the following subsection, Seagate will pay Supplier the prices set forth in Exhibit A for Products purchased under this Agreement. *** 7.2 Payment. Supplier may invoice Seagate with each delivery, but not more frequently than weekly. Payment will *** from the date of invoicing. Payment does not constitute final acceptance of the Products. 7.3 *** 8. TERMINATION AND REMEDIES 8.1 Termination for Breach. Either party may terminate this Agreement if the other party breaches a material provision. The breaching party must be given written notice of the breach and 30 days to cure the breach before the termination will be effective. 8.2 Termination for Insolvency. Either party may terminate this Agreement if the other party becomes insolvent or makes an assignment for the benefit of creditors, has a receiver appointed for it or its assets, or files or has filed against it a petition for bankruptcy. 9. *** *** *** Confidential material redacted and filed separately with the Commission. -8- *** *** 10. *** 10.1 Intellectual Property. (a) No Rights Acquired. Except as expressly provided in this Agreement, neither party acquires any right to the other party's trademarks, service marks, trade names, commercial symbols, patents, copyrights, good will or other form of intellectual or commercial property (collectively, the "Intellectual Property"), and neither party may copy, modify, reverse engineer, decompile, enhance, or make derivative works of the other party's Intellectual Property. Any unauthorized modifications, derivative works, and enhancements will belong to the party owning the underlying work, and all rights in them (including moral rights) are hereby assigned to the owner of the underlying work. (b) Future Joint Development. In the event of a future joint development based on a combination of both party's Intellectual Property, the parties will negotiate in good faith concerning the ownership and/or licensing of the resulting Intellectual Property. 10.2 Confidential Information. (a) Definition. "Confidential Information" means all information concerning the parties or any Affiliate to which the other party is provided access by virtue of this Agreement, including without limitation, technical data, product design and development, sales information, quantity and kind of products sold, prices and methods of pricing, marketing techniques and plans, product returns, unannounced products, product and process information, and any other information which, if disclosed to others, might be competitively detrimental to the disclosing party. *** Confidential material redacted and filed separately with the Commission. -9- (b) Markings. All Confidential Information which is subject to the terms and conditions of this Agreement shall be clearly marked in writing by the disclosing party as "CONFIDENTIAL," "SECRET" or with a comparable legend, which is the standard used by the disclosing party to protect its own confidential information. No party shall have any responsibility under this Agreement for any information that is not so marked in writing at the time of disclosure. Nor shall any party have any responsibility under this Agreement for any oral or visual disclosures, except (i) as to information designated as confidential at the time of oral or visual disclosure and (ii) confirmed in a writing delivered within twenty (20) days to the Recipient which provides clear notice of the claim of confidentiality and describes the specific information disclosed. (c) Standard of Care. The receiving party will (i) protect the Confidential Information against unauthorized disclosure using the same degree of care, but no less than a reasonable care as the receiving party uses to protect its own information of a like kind, (ii) will not divulge, directly or indirectly, to any other person, firm, corporation, association, or entity, for any purpose whatsoever, such Confidential Information and (iii) will not make use of such Confidential Information without the prior written consent of the disclosing party. The Confidential Information may be disclosed to employees, affiliates or consultants of the receiving party who reasonably require access to such information for the purpose of which it was disclosed and who have secrecy obligations to the receiving party. (d) Upon request of the disclosing party, any written information subject to this Agreement shall be returned to the disclosing party. The obligations of this Section 10 will survive the return or destruction of the confidential information during the confidentiality period of two years from the date of disclosure. Except as provided herein, no right or license whatsoever, either express or implied, is granted to either party pursuant to this Agreement under any patent, patent application, copyright, trademark, mask work, trade secret, or other proprietary right now or hereafter owned or controlled by the other party. 11. *** 11.1 *** Each party will *** the other party and its Affiliates, directors, officers, and employees *** arising from the ***. *** Supplier, *** Seagate and its Affiliates, directors, officers and *** *** Confidential material redacted and filed separately with the Commission. -10- *** *** 11.4 LIMIT. THE FOREGOING STATES THE ENTIRE LIABILITY AND OBLIGATION *** 12. *** *** NEITHER PARTY WILL BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES, INCLUDING LOST PROFITS, EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF THEM. 13. MISCELLANEOUS 13.1 Publicity. Neither party may publicize or disclose the existence or terms of this Agreement to any third party without the prior written consent of the other except as required by law or as necessary to comply with other obligations stated in this Agreement. No press releases will be made without the mutual written consent of each party. 13.2 No Joint Venture. Nothing in this Agreement will be construed as creating a joint venture, partnership or employment relationship between the parties, nor will either party have the right, power or authority to create any obligation or duty, express or implied, on behalf of the other. 13.3 Compliance with Laws. In performing under this Agreement, each party will comply with all applicable laws. 13.4 Notices. All notices required under this Agreement will be in writing and will be sent to the addresses set out below, or such other address as each party may designate by notice. *** Confidential material redacted and filed separately with the Commission. -11- Any such notice may be delivered by hand, by overnight courier, by first class pre-paid letter or by facsimile transmission, and will be deemed to have been received: (a) by hand delivery - at the time of delivery; (b) by overnight courier - 24 hours after the date of delivery to courier; (c) by first class mail - 48 hours after the date of mailing; and (d) by facsimile - immediately upon confirmation of transmission provided a confirmatory copy is sent by first class pre-paid mail, by overnight courier or by hand by the end of the next business day. For the purposes of this Section the address of each Party will be:
Seagate: Seagate Technology LLC Supplier: Marvell Asia Pte Ltd ATTN: Keith Kramer, M/S SHK203 ATTN: Dr. Hoo Kuong Phone: 952 ###-###-#### Phone: (65) 756-1600 Fax: 952 ###-###-#### Fax: (65) 756 7600 Address: Seagate Technology LLC Address: 151 Lorong Chuan #02-05 1280 Disc Drive New Tech Park Shakopee, MN 55379 Singapore 556741 With a copy to: ATTN: Corporate Contracts, M/S SV15A2 ATTN: Legal Department, MS-509 Phone: 831 ###-###-#### Phone: (408) 222-2500 Fax: 831 ###-###-#### Fax: (408) 752-9034 Address: Seagate Technology LLC Address: Marvell Semiconductor, Inc. 920 Disc Drive 700 First Avenue, MS-509 Scotts Valley, CA 95066 Sunnyvale, CA 94089
13.5 Waivers. Any waiver by a party of a breach under this Agreement must be in writing, will be effective only to the extent set forth in the writing and will not operate or be construed as a waiver of any later breach. Any delay or omission by a party in exercising any right, power or remedy after a breach by the other party will not impair any right or remedy which either party may have with respect to a future breach. 13.6 Force Majeure. Except for payment obligations due a party, neither party will be liable to the other for its failure to perform any of its obligations under this Agreement during any period in which its performance is delayed by force majeure conditions outside of that party's reasonable control. In the event that a force majeure condition prevents Supplier's performance for more than 60 days, Seagate may elect to terminate this Agreement or cancel (without any cancellation charges or other liability) all or any portion of any unfulfilled but accepted orders for Products. -12- *** 13.8 Governing Law. This Agreement will be governed and construed, and all arbitrations under this Agreement will be determined, in accordance with the laws of Singapore. 13.9 Dispute Resolution. (a) The parties acknowledge that performance under this Agreement will be enhanced by the timely resolution of any disputes between them. Accordingly, the parties will attempt, in good faith, to resolve any controversy or claim arising out of or relating to this Agreement first by informal efforts for 10 days before filing any legal claim. Thereafter any controversy or claim will be submitted to Judicial Arbitration and Mediation Services ("JAMS") for mediation before a mediator or mediator(s) appointed in accordance with the JAMS rules and procedures Mediation will be conducted at the JAMS' facilities in San Jose, California, to whose jurisdiction the parties consent. This clause will survive the termination of this Agreement. The parties will bear their own costs in the mediation. Any result of a mediation between the parties under this section will not be binding on either party unless it is in writing and signed by Seagate's authorized representative and Supplier's General Manager. (b) All offers, promises, conduct and statements, whether oral or written, made in the course of the mediation by any of the parties, their agents, employees, experts and attorneys, and by the mediator and any JAMS employees, are confidential, privileged and inadmissible for any purpose, including impeachment, in any litigation or other proceeding involving the parties, but evidence that is otherwise admissible or discoverable will not be rendered inadmissible or non-discoverable as a result of its use in the mediation. Either party may seek equitable relief pending the completion of the mediation process. Except for such an action to obtain equitable relief, neither party may commence a civil action with respect to the matters submitted to mediation until after the completion of the initial mediation session. The provisions of this Section 12.9 may be enforced by any Court of competent jurisdiction, and the party seeking enforcement will be entitled to an award of all costs, fees and expenses, including attorneys' fees, to be paid by the party against whom enforcement is ordered. Notwithstanding anything to the contrary herein, in the event the mediation is not completed within 3 months from the date of commencement thereof, then either party shall be free to commence a civil action with respect to the matters submitted to mediation. *** Confidential material redacted and filed separately with the Commission. -13- 13.10 Entire Agreement. This Agreement supersedes all prior discussions and agreements between the parties relating to the sale of the Products by Supplier to Seagate. This Agreement can only be modified by a written amendment duly signed by persons authorized to sign agreements on behalf of Seagate and Supplier's General Manager, and will not be supplemented or modified by any course of dealing or trade usage. 13.11 Survival. Any obligations and duties that by their terms or nature extend beyond the expiration or earlier termination of this Agreement will survive any such expiration or termination until performed. This Agreement will remain in full force and effect with regard to any order issued by Seagate during the term until all obligations under such orders are fulfilled. 13.12 Counterparts. This Agreement may be executed in one or more counterparts and by facsimile, each of which will be deemed an original, but all of which together will constitute one and the same instrument. 13.13 Severability. If any provision of this Agreement is held to be invalid or unenforceable, the validity and enforceability of the remainder of this Agreement will not be affected. 13.14 Product Stewardship. Seagate is committed to environmental protection and, therefor, has adopted a Supplier Product Stewardship Program (attached as Exhibit B and incorporated herein), which requires that any supplier to Seagate provide only components, which conform, to that Program. Any use of restricted materials or chemicals in excess of the Program's maximum levels constitutes a breach of this Agreement. Seagate and Supplier's General Manager have executed this Agreement to be effective as of the Effective Date.
-14- EXHIBIT A PRODUCTS AND PRICE LIST This Exhibit is effective during the term of the Agreement, unless modified by the written, mutual consent of Supplier's General Manager and Seagate's authorized agent. Additional product types may be added to this Exhibit A upon the mutual written consent of both parties, and such approval will not be unreasonably withheld.
SUPPLIER'S DESCRIPTION BID PRICE (US$) PART NUMBER *** ----------- ----------- --------------- *** *** ***
1) The prices as quoted above are *** for each Product type identified by the part numbers *** the purchase from and *** The parties agree that *** Form, which such form will *** terms hereof. *** Confidential material redacted and filed separately with the Commission. EXHIBIT A PRODUCTS AND PRICE LIST . . . 2) Referenced pricing *** will be *** at *** per unit for *** to support units shipped after ***. *** Confidential material redacted and filed separately with the Commission. EXHIBIT B PRODUCT STEWARDSHIP PROGRAM
REVISION RECORD --------------- REV ECO DESCRIPTION DRAWN DATE APPROVAL --- --- ----------- ----- ---- -------- A ec0003790 Initial release. S. Tyrell 7/23/01 D. McGavis
1.0 SCOPE Seagate-specified and outsourced materials, products or packaging that are used in the design and manufacturing of products must meet all the requirements of this specification. This specification applies to all relevant supplier's functional organizations involved in the design, manufacturing, or procurement of Seagate products and components. 2.0 REFERENCE DOCUMENTS This specification is based on Seagate's internal Environmental Health & Safety (EH&S) Product Stewardship Standard Operating Procedure, (SOP112), which was developed from global legal, regulatory and customer requirements. 3.0 PURPOSE The purpose of this specification is to ensure that the related customer and regulatory requirements are reflected in product, process, and packaging designs. Seagate products need to meet: - requirements of legislation in countries where Seagate hardware, media, or other products are sold or made, and - requirements of customers regarding products, packaging, user documentation, and manufacturing processes. 4.0 DEFINITIONS 4.1 PRODUCT: All parts, components, materials, and subsystems unless otherwise specified in Table 1 in brackets. For example, a restriction in Table 1 on brominated flame retardants in the application "Product (plastic parts >25g)" would only apply to plastic parts of weight greater than 25 grams found in the product. 4.2 PACKAGING: Any container, tray, box, etc. used to transport components, parts, etc. from one location to another. This includes incoming, site-to-site, and finished drive packaging. 4.3 LIMIT BY PRODUCT OR PACKAGING WEIGHT: % by weight of finished hard disc drive or other Seagate products as a unit, not including the weight of packaging materials. % by weight of finished packaging as a unit, not including the weight of the disc drive product. 4.4 ZERO: For the purposes of certifying compliance with this specification, zero shall be defined as 0.000001% or (1 x 10 (sixth power))% of the compound as a portion of the weight of the entire product, part, packaging, or material supplied to Seagate. 4.5 ABBREVIATIONS: CAS - Chemical Abstracts Service Registry Number 4.6 DESIGN: Functions or groups that are involved in the early stages of product or technology invention. 4.7 MANUFACTURING: Functions or groups that are involved in the fabrication of a product. 4.8 PROCUREMENT: Functions or groups that are involved in the purchase of products, parts, packaging, or materials. 4.9 DOCUMENT CONTROL: Function or group responsible for maintaining records of documents used in the creation of product. This includes document creation, review, approval, and archival using corporate standards. 5.0 RESTRICTED MATERIALS AND SUBSTANCE TABLE 1: RESTRICTED MATERIALS / SUBSTANCES
CHEMICAL COMPOUNDS / CAS REFERENCE NO. (IF PRODUCT, PACKAGING, OR PROCESS LIMIT BY PRODUCT OR PRESENCE OF ISSUE APPLICABLE) APPLICATION(S) PACKAGING WT % COMPOUNDQTY -------------------- --------------------- ------------------------------ ------------------- ----------- 1,3-Dichloro-2-propanol 96-23-1 Product Zero 2-Naphthylamine 91-59-8 Product 0.10% 4-Aminodiphenyl 92-67-1 Product Zero 4-Nitrobiphenyl 92-93-3 Product Zero Aliphatic CHCs See Table 2 Product and process; solvent, cleanser, 0.10% pesticide. Ammonium hydrogen 12124-99-1 Product Zero sulfide Ammonium poly sulfide 12259-92-6 Product Zero Ammonium sulfide 12135-76-1 Product Zero Anthracene oil 90640-80-5 Product Zero Asbestos 77536-66-4; Product; thermal/electric 12172-73-5; insulation. Zero 12001-29-5; 12001-28-4; 1332-21-4; 77536-68-6 Barium 7440-39-3 Product 0.10% Benzidine 92-87-51 Product; Azo dye, rubber medicine. 0.10% Beryllium 7440-41-7 Product Zero Brominated and See Table 3 Product; plastic housing parts >25g. Zero chlorinated flame retardants(1) Butyl bromoacetate 5292-43-3 Product Zero Cadmium 7440-43-9 Product; plating, coating, plastic stabilizer, photosensor, Zero colorants, inks,pigments for plastics, paints and enamels, protective surface coating. Product; batteries 0.0005% Packaging; inks, dyes, 0.01% in sum pigments, adhesives and for all heavy stabilizers. metals Carbon tetrachloride 56-23-5 Product, process, & packaging; plastics, ink. Zero Chlorinated paraffins Many Product, packaging Zero of chain length C10-13, chlorine content >50%. Chlorinated solvents Many Process Zero Chloroethene, vinyl 75-01-4 Product Zero chloride Chromium (VI) 18540-29-9 Packaging; inks, dyes, 0.01% in sum (hexavalent) pigments, adhesives and for all heavy stabilizers. metals
CHEMICAL COMPOUNDS / CAS REFERENCE NO. (IF PRODUCT, PACKAGING, OR PROCESS LIMIT BY PRODUCT OR PRESENCE OF ISSUE APPLICABLE) APPLICATION(S) PACKAGING WT % COMPOUNDQTY -------------------- --------------------- ------------------------------ ------------------- ----------- Dibutyltin hydrogen 75113-37-0 Product 0.01% borate (DBB) Dioxins/Furans See Table 4 Product; May be contained Zero as impurities of chlorinated or brominated flame retardants. Ethyl bromoacetate 105-36-2 Product Zero Halogenated aromatic Many Product Zero compounds Halogenated compounds/ Many Product, packaging; system Zero. polymers casing/housing. Exception allowed for fluoroorganic additives <0.5% lead and compounds 7439-92-1 packaging; inks, dyes, pigments, 0.01% in adhesives and stabilizers sum for all (e.g. pvc). heavy metals lead (including lead 7439-92-1 (598-63-0, product; plastics, paints. zero carbonates, hydrocarbonates 1319-46-6, 7446-14-2) and lead sulfates) mercury and compounds 7439-97-6 packaging; inks, dyes, pigments, 0.01% in adhesives and stabilizers. sum for all heavy metals product; batteries 0.0005% product; switches, relays, zero electrical contacts. methyl bromoacetate 96-32-2 product zero o-nitrobenzaldehyde 552-89-6 product zero (2-nitrobenzaldehyde) organostannic many product; pesticide, pvc zero compounds stabilizer, flame retardant. ozone depleting see table 5 product, packaging, and process; zero substances coolant, cleaner, expanding agent for thermal insulating plastics, halon for fire extinguishers. polychlorinated 27323-18-8, 106-43-4 product; pct: herbicide, pcb: biphenyls (pcb) insulator. zero polychlorinated terphenyls (pct) pentachlorophenol 87-86-5 and others product; pesticide, . 0.0005% (pcp) and its salts wood treatment total and compounds polybrominated 67774-32-7 and others product zero biphenyls, their ethers and oxides (pbb, pbbe, pbbo) polybrominated 17064-47-0 product zero diphenyl ethers and oxides (pbde, pbdo) polychlorinated many product zero phenols propyl bromoacetate 105-66-8 product zero polyvinyl chloride 9002-86-2 product, packaging; zero (pvc) plastic parts except wiring insulation. tar acids and tar 8007-45-2, 8001-58-9, product zero oils (including 65996-85-2 creosote) tellurium 13494-80-9 product 0.00% tetrachloroethylene 127-18-4 process zero (perchloroethylene) trichlorethylene 79-01-6 product zero ugilec and dbbt (pcb 99688-47-8 product zero substitutes) n/a 76253-60-6
(1) TBBPA (Tetra Bromobisphenol A) is a brominated flame retardant used in printed circuit board laminates. TBBPA will remain in use until a UL-certified alternative has been identified. No Deviation Authorizations are currently required for the use of TBBPA in products. 6.0 ALIPHATIC CHCS TABLE 2: ALIPHATIC CHCS
* This formula does not refer to 1, 1, 2-trichloroethane. SUPPLIER PRODUCT STEWARDSHIP CERTIFICATE INSTRUCTIONS 1. Complete the product identification section 2. Complete the final column of the tables in section C 3. Complete, sign and date the reviewer certification in section B 4. Submit this certificate to Seagate upon completion 5. Maintain a copy of this Certificate for your files. SECTION A: IDENTIFICATION AND CERTIFICATION PRODUCT/PART/MATERIAL NAME: PRODUCT/PART/MATERIAL NUMBER: SECTION B: RECORD OF DOCUMENTATION OF COMPLIANCE: The above product, part, or material design has been reviewed against the requirements of Seagate's supplier environmental specifications. The compliance status of this product is described in Section C of this certificate. TABLE 6: SUPPLIER PRODUCT STEWARDSHIP CERTIFICATE
SUPPLIER COMPANY NAME ADDRESS (CITY, STATE, STREET) COUNTRY - --------------------- ----------------------------- ------- SUPPLIER REPRESENTATIVE'S NAME DATE OF REVIEW (DD/MM/YYYY) POSITION/TITLE SIGNATURE DEPARTMENT
SECTION C: RESTRICTED MATERIAL DECLARATION For each product, part, or material developed, the known presence of the listed compounds at any amount EXCEEDING the threshold indicated must be reported. For compounds which are not present in the application at an amount exceeding the indicated threshold, this must also be documented in the table by indicating either "None" or, for example, "<0.01%" if the indicated threshold is 0.01%. note: any deviation from the restrictions indicated in this materials list or the product or packaging design requirements requires special approval from seagate.
