1
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN
FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
EXHIBIT 10.16
AMENDMENT NUMBER ONE
TO CHIP MANUFACTURING AGREEMENT
This Amendment to Chip Manufacturing Agreement ("Amendment") is entered into
effective as of March 9, 1999 (the "Effective date"), by and between Jaycor
Networks, inc., a Delaware corporation having a place of business at ▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ("Purchaser") and Adaptec, Inc. a Delaware
corporation having a place of business at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇▇▇▇, ▇▇
▇▇▇▇▇ ("Adaptec") and amends the Chip Manufacturing Agreement, made by and
between the parties, entered into effective as of November 12, 1998 (the
"Agreement").
WHEREAS, the parties desire to amend the Agreement to provide for the
manufacture of an additional Product.
NOW, THEREFORE, the parties agree as follows:
1. Exhibit A of the Agreement is amended as set forth on Exhibit A-1
hereto.
2. Section 3.6 of the Agreement is added to provide as follows:
3.6 Engineering Wafers. In the event Purchaser seeks to have
Products manufactured using engineering wafers, and Adaptec agrees to
manufacture such Products, Purchaser shall be responsible for payment of all
additional costs incurred by Adaptec in connection with the manufacture of such
Products, including: (a) mask building charges; (b) expedite fees (including
those related to fabrication and assembly); and (c) cost differentials between
engineering wafers and production wafers. (Purchaser acknowledges that the
Prices set forth in Exhibit A are based upon production wafer cost.) Such costs
shall be invoiced and paid as provided in Section 7.
3. Section 5.1 of the Agreement is amended as follows:
5.1 Forecasts. Purchaser will provide Adaptec, on the first day of
each calendar month, a rolling forecast of Purchaser's quantity requirements for
each Product for the following twelve (12) months. While months 4 through 12 of
such forecast will not be regarded as a commitment to purchase, they shall
represent and reflect Purchaser's good faith expectations of customer demand.
Purchaser acknowledges that forecasts will be used by Adaptec for material and
manufacturing planning purposes.
4. Except as modified by this Amendment, the Agreement will remain in
full force and effect.
5. This Amendment may be executed in counterparts, each of which
constitutes an original, and together which constitute the Amendment.
1
2
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their duly authorized representatives as of the Effective Date.
JAYCOR NETWORKS, INC ADAPTEC, INC.
("Purchaser") ("Adaptec")
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇ ▇. GLOSHI
----------------------------- -----------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. Gloshi
--------------------------- ---------------------------
Title: President & CEO Title: VP Manufacturing Ops.
-------------------------- --------------------------
2
3
EXHIBIT A-1
Products, Prices, Lead Times & Minimum Lot Sizes
Lead Time: * .
Minimum Lot Size: *
PRODUCT PART NUMBER PRICE
INTEGRATED CIRCUITS:
* * *
*
3
* "Confidential portion has been omitted and filed separately with the
Securities and Exchange Commission."