AMENDMENT NO. 19 TO THE SYNC GENERATION 2 ON-BOARD NAVIGATION AGREEMENT BETWEEN FORD MOTOR COMPANY AND TELENAV, INC.

EX-10.26.19 3 tnavex102619930201610q.htm EXHIBIT 10.26.19 Exhibit
Exhibit 10.26.19+


AMENDMENT NO. 19
TO THE
SYNC GENERATION 2 ON-BOARD NAVIGATION AGREEMENT
BETWEEN
FORD MOTOR COMPANY AND TELENAV, INC.

THIS AMENDMENT NO. 19 (“Amendment”), effective as of December 1, 2015 (“Amendment Effective Date”) supplements and amends the terms of the SYNC Generation 2 On-Board Navigation Agreement, dated October 12, 2009 (“Agreement”), by and between Ford Motor Company (“Buyer” or “Ford”), a Delaware corporation with its principal office at One American Road, Dearborn, Michigan 48126, on behalf of itself and the Ford Related Companies, and Telenav, Inc. (formerly known as TeleNav, Inc.) (“Supplier” or “Telenav”), a Delaware corporation with its principal office at 950 De Guigne Drive, Sunnyvale, CA 94085, on behalf of itself and the Telenav Related Companies. Capitalized terms not otherwise defined shall have the meanings ascribed to them in the Agreement.

WHEREAS, the parties wish to amend the Agreement.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Amendment, the parties agree as follows:

1.
In Attachment V, Section 2c, delete “[*****]” in its entirety and replace it with the following pricing matrix:

Description
Value
[*****]
[*****]
$[*****]
[*****]
$[*****]
[*****]
$[*****]
[*****]
$[*****]
[*****]
[*****]
$[*****]
[*****]
$[*****]
[*****]
$[*****]
[*****]
$[*****]
[*****]
$[*****]
[*****]
$[*****]
[*****]
$[*****]
 
 Global NRE subtotal
$[*****]
[*****] as of 12/1/2015
$[*****]
 
Grand Total
$[*****]

As of December 1, 2015, the parties agree that the “[*****]” referenced above accurately and completely reflect all [*****] program over payments.





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Except as modified and amended by this Amendment, the terms of the Agreement are ratified and confirmed by the parties hereto. This Amendment is incorporated into and made a part of the Agreement by the parties.

IN WITNESS WHEREOF, the parties have executed this Amendment by their authorized representatives as of the Amendment Effective Date.


FORD MOTOR COMPANY
 
TELENAV, INC.
 
 
 
 
 
By:
/s/Melissa Sheahan
 
By:
/s/ Michael Strambi
 
(Signature)
 
 
(Signature)
Name:
Melissa Sheahan
 
Name:
Michael Strambi
 
(Printed Name)
 
 
(Printed Name)
Title:
Sync Software Buyer
 
Title:
Chief Financial Officer
Date:
12/17/2015
 
Date:
1/6/2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 




[*****] Certain portions denoted with an asterisk have been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.


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