CY2002 CY 2003 CY2004 GMR 1,500K$ 1,650K$ 1,800K$

EX-10.8 3 dex108.htm AMENDMENT TO LICENSE AND MANUFACTURING AGR. Prepared by R.R. Donnelley Financial -- Amendment to License and Manufacturing Agr.
 
Exhibit 10.8
 
Exhibit D—Pricing (January 7, 2002)
 
This exhibit sets forth a pricing agreement and supercedes Section 5.4(b) of the ‘License and Manufacturing Agreement’ dated February 20, 1997, items 8 & 9 of Exhibit A, Exhibit B and Exhibit C of that agreement.
 
 
1.
 
Sonic Innovations shall provide a Guaranteed Minimum Revenue (GMR) to Atmel by purchasing product over the following timeframe.
 
   
CY2002
  
CY 2003
  
CY2004
GMR
  
1,500K$
  
1,650K$
  
1,800K$
 
 
2.
 
Product shall consist of any mix of the following parts agreed to by both parties, and listed as ‘Products’ below.
 
 Products:  
      
[*]
  
[*]
 
 
3.
 
Pricing for the Product over the subject timeframe shall be:
 
Product
     
CY2002
     
CY2003
[*]
     
[*]
     
[*]
 
Volume Pricing
     
Up to 50k/yr
     
50k to 150k/yr
     
150k to 200k/yr
     
200k to 250k/yr
IC3 DSP & EE (Chipset)
     
[*]
     
[*]
     
[*]
     
[*]
 
Atmel agrees to negotiate a possible price reduction on [*] during the fourth quarter of CY2002.
 
 
4.
 
Sonic Innovations shall meet the GMR amounts in Item 1 on a cumulative basis. At the end of each calendar year, Atmel will examine the shipments of all products and determine if the GMR outlined in Item 1 has been met. If the GMR has not been met, Sonic Innovations will have the option of accepting a one-time charge or ordering additional product under the terms of this agreement to cover the shortfall.
 
 
5.
 
During the first week of each month Sonic Innovations will provide to Atmel a 90-day firm minimum commitment, with 25% upside allowed, net against Sonic and Sonic’s sub-contractor inventory. In addition, each month at the same time, Sonic will provide a rolling 12-month forecast of the Products listed in Item 2.
 
/s/    GREGORY N. KOSKOWICH                                                                                                  /s/ CHRIS BAUMAN
Gregory N. Koskowich
  
Chris Bauman
V.P. – R & D
  
V.P. and General Manager
Sonic Innovations, Inc.
  
Bicmos and Custom Asic Products
   
Atmel Corporation
 
[*]
 
Confidential treatment has been requested with respect to these items.
1