OEM SUPPLY AGREEMENT AMENDMENT #3
Exhibit 10.8
OEM SUPPLY AGREEMENT AMENDMENT #3
This Amendment Agreement made and entered into as of the 17th day of March 2008 by and between FUJIFILM Dimatix, Inc. formerly Spectra Printing, a Division of Dimatix Inc. (“FUJIFILM”) and Kornit Digital Ltd. (“Kornit”).
WITNESSETH
WHEREAS, FUJIFILM and Kornit are parties to an OEM Supply Agreement dated as of January 6, 2006 (the “Agreement”), an OEM Supply Agreement Amendment #1 dated as of September 20, 2006 and OEM Supply Agreement Amendment #2 dated as of September 1, 2007 (collectively, the “Amendments”) under which FUJIFILM agreed to provide to Kornit and Kornit wishes to procure certain FUJIFILM products for integration with Kornit products; and
WHEREAS, FUJIFILM and Kornit desire to amend the Agreement as hereinafter set forth.
NOW, THEREFORE, the parties hereto agree as follows:
1. Schedule 2 of the Agreement is hereby amended by deleting the existing Schedule 2 and replacing with the attached Schedule 2.
2. This Amendment Agreement will be effective as of the date above written.
3. The Agreement is amended only as expressly provided herein and otherwise remains unchanged in all respects.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment Agreement to be executed by their duly authorized representatives on the date above written.
| FUJIFILM DIMATIX, INC. | KORNIT DIGITAL LTD. |
| By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ | By: /s/ ▇▇▇▇ ▇▇▇-Zur |
| Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ | Name: ▇▇▇▇ ▇▇▇-Zur |
| Title: CEO and President | Title: CEO |
*** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission.
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SCHEDULE 2
PRICES FOR FUJIFILM PRODUCTS
Prices for all FUJIFILM Products include standard packaging.
A. PRINTHEADS and JETTING ASSEMBLIES
| PART NUMBER | DESCRIPTION | ACCUMULATED ORDER QTY | UNIT PRICE | |||||
| 256-Channel Jetting Assemblies | ||||||||
| 05536 | Nova JA 256/80 AAA | [***] | $ | [***] | ||||
| 08991 | Galaxy JA 256/30 AAA | [***] | $ | [***] | ||||
| 09272 | Galaxy JA 256/50 AAA | [***] | $ | [***] | ||||
| 09493 | Galaxy JA 256/80 AAA | [***] | $ | [***] | ||||
| 128-Channel Jetting Assemblies | ||||||||
| 09158 | Spectra SL-128 | [***] to [***] | $ | [***] | ||||
| [***] to [***] | $ | [***] | ||||||
| [***] to [***] | $ | [***] | ||||||
| [***]+ | $ | [***] | ||||||
| 09084 | Spectra SM-128 | Same | ||||||
| 08935 | Spectra SE-128 | Same |
*** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission.
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B. OTHER HARDWARE
| PART NUMBER | DESCRIPTION | INDIVIDUAL ORDER QTY | UNIT PRICE | |||||
| 3800-038 | Pressure Regulator | [***]-[***] | $ | [***] | ||||
| [***]-[***] | $ | [***] | ||||||
| [***]+ | $ | [***] | ||||||
| 08162 | Meniscus Pressure Controller (MPC) | [***]-[***] | $ | [***] | ||||
| [***]-[***] | $ | [***] | ||||||
| [***]+ | $ | [***] | ||||||
| 06543 | Remote Lung/Reservoir | [***]-[***] | $ | [***] | ||||
| [***]-[***] | $ | [***] | ||||||
| [***]+ | $ | [***] | ||||||
| 08371 | Molded Lung Module (MLM) | [***]-[***] | $ | [***] | ||||
| [***]-[***] | $ | [***] | ||||||
| [***]+ | $ | [***] | ||||||
| 05841 | Remote Lung, S.S. | [***]-[***] | $ | [***] | ||||
| [***]-[***] | $ | [***] | ||||||
| [***]+ | $ | [***] | ||||||
| ▇▇▇▇▇ | ▇▇▇▇ ▇▇▇▇▇ Electronics Module | [***]-[***] | $ | [***] | ||||
| (HDEM-4) | [***]-[***] | $ | [***] | |||||
| [***]+ | $ | [***] | ||||||
| 3500-189 | HDEM Daughter Cards | [***] | $ | [***] | ||||
| ▇▇▇▇-▇▇▇ | ▇▇▇▇ ▇▇▇▇▇ Control Board (HDC2) | [***] | $ | [***] | ||||
*** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission.
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C. INK PRODUCTS
Note: All ink prices are per order, per color.
| PART NUMBER | DESCRIPTION | INDIVIDUAL ORDER QTY | UNIT PRICE (per case) | |||||
| ▇▇▇▇-▇▇▇-▇▇ | 7060 Model Fluid | [***] | $ | [***] | ||||
| 04322 | Model Fluid - Blue | [***] | $ | [***] | ||||
| 08178 | Model Fluid - Black | [***] | $ | [***] | ||||
| 08180 | Model Fluid - Yellow | [***] | $ | [***] | ||||
| 08399 | Model Fluid - Red | [***] | $ | [***] | ||||
| 12327 | Model Fluid, Room Temp - Blue | [***] | $ | [***] | ||||
| 12329 | Model Fluid, Room Temp - Black | [***] | $ | [***] | ||||
| 12328 | Model Fluid, Room Temp - Yellow | [***] | $ | [***] | ||||
| 12321 | Model Fluid, Room Temp - Red | [***] | $ | [***] | ||||
| 06291 | Clear Flush | [***] | $ | [***] | ||||
Prices for all FUJIFILM Products include standard packaging.
PRICE INCREASES
Beginning 12 (twelve) months after the date of this Agreement, FUJIFILM may, by written notice delivered 90 (ninety) days in advance to Customer, increase prices for Products listed on Schedule 2. Price increases will not apply to orders that are non-cancelable and non-deferrable (pursuant to Schedule 1) at the time of notice of the increase.
Any notice of price increase in accordance with the foregoing shall constitute an amendment to this Schedule 2.
ROYALTIES
| 1) | Kornit will pay to FUJIFILM a royalty of 5% (five percent) of the amounts received by Kornit (net of returns and allowances and sales and use taxes) upon the sale by Kornit of Ink for use in Kornit Products, except Spectra Ink. |
| 2) | If Kornit does not supply Ink to be used in Kornit Products Kornit will, in lieu of 1) above, pay to FUJIFILM a royalty of 2% (two percent) of the amounts received by Kornit (net of returns and allowances and sales and use taxes) upon the sale by Kornit of Kornit Products. |
| 3) | The first $500,000 of ink sales (on an annual basis) is not subject to the royalty provisions under Section 1 above. |
*** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission.
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