Process Phase-In. Company desires to have TSMC manufacture the Contract Wafers using certain process Technology employed in Company’s own wafer foundry facilities and that meets Company’s specifications at the Facilities. To this end, the Parties shall execute from time to time during the term individual Process Supplements for each Company Process (e.g., for a particular process node) to be implemented at the Facilities. In connection therewith, the Parties shall undertake the following technology transfer activities to phase in the implementation of such Company Process Technology.
Process Phase-In. Company desires to have TSMC manufacture the Contract Wafers using certain process Technology employed in Company’s own wafer foundry facilities and that meets Company’s specifications at the Facilities. To this end, the Parties shall execute from time to time during the term individual Process Supplements for each Company Process (e.g., for a particular process node) to be implemented at the Facilities. In connection therewith, the Parties shall undertake the following technology transfer activities to phase in the implementation of such Company Process Technology.
(a) Process Specifications – With respect to each Process Supplement, Company shall deliver the technical specifications listed and described in the Process Supplement in accordance with the time schedule provided in such Process Supplement. Without limiting the foregoing, both Company and Foundry will contribute necessary technical resources and manpower for successfully establishing the Company Process at TSMC within the schedule set forth in such Process Supplement. The Parties agree to use commercially reasonable efforts to achieve the milestones or execute statements of work that may be identified in Process Supplements or as otherwise mutually agreed. Should there be any delay or delinquency, the Parties agree to negotiate, in good faith, for a commercially reasonable solution.
