MEMORANDUM OF UNDERSTANDING
BETWEEN PHILIPS SPEECH PROCESSING USA
AND VOICENET, INC.
This Memorandum of Understanding, drafted by Philips Speech Processing USA,
is intended to summarize and document the agreements reached between Philips
Speech Processing and VoiceNet relative to VoiceNet's entry into the USA
market as a Philips Speech Processing VAR.
Philips Speech Processing USA acknowledges the significant capabilities and
experience that VoiceNet brings to the US market, and specifically their
SpeechWare concept and their RADtalk product. The significant market and
interest within the US radiology community represents an existing opportunity
for both PSP and VoiceNet. To acknowledge the capabilities and potential of
VoiceNet as well as working to take full advantage of them, PSP is prepared
to offer the following support, relationship definition, and commitments to
VoiceNet as part of their entry into the US market.
PSP would:
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- Formulate a "strategic alliance" between PSP and VoiceNet that
would differentiate VoiceNet from other PSP VARs, and clearly
identify the integration and development capabilities and services
which VoiceNet can offer to both end-users and other members of the
Philips channel. This relationship, while "non-exclusive", would be
the only one of its type at this time.
- Issue a joint press announcement regarding the VAR relationship
as well as this "Strategic Alliance" between the companies.
- Work with VoiceNet to identify strategic reference sites
within the US for the RadTalk/Radiology solution. And, work to
implement and install 2-5 such sites in the August-October
timeframe.
- Present the opportunity to VoiceNet to take ownership of current
radiology leads that have been identified by Philips via our
telemarketing/teleselling campaign (approximately 20 at this time),
as well as opportunities that have been identified by the PSP field
organization.
- Referral of leads, (both end-user and potential dealers and
VARs), to VoiceNet when the end-user or VAR is identified as
requiring an integrated Radiology solution and/or the need to
provided additional integration or customization services.
- The offer is extended to VoiceNet for them to "house" sales
and/or technical persons at the PSP Woodbury, New York site on a
temporary basis, until VoiceNet's facility can be established in
the New York/New Jersey area.
- Philips will coordinate our efforts in PSP Vienna, Woodbury, and
Australia to ensure that VoiceNet is provided with Version 2.02
SpeechMagic and arrangements are made for them to acquire the
software developers kit for OCX from CMHC, to accelerate their
Version 2.02 development.
- PSP will use and position VoiceNet as a strategic partner and
integration VAR capable of providing a full breathe and depth of
integration and technical services to both end-users and other PSP
VARs.
- PSP will offer special pricing for a "bundled" Radiology context
license and SpeechMagic 2.02 license. This "Q3 Pricing Program"
(USA only) will enable VoiceNet to enjoy significant discounts on
SpeechMagic 2.02 and the Radiology context. It should also support
their ability to aggressively bid current opportunities in the US.
Philips seeks to identify, through both this Memorandum of Understanding and
a Sales Action Plan that will be worked in conjunction with VoiceNet, the
ways in which VoiceNet's entry into the US market can be both rapid and
extremely successful. The Radiology market represents a large and current
opportunity, and we wish to do whatever is possible to both motivate and
support VoiceNet to aggressively and rapidly establish a presence in the US
to help us address this market. We also wish to support your efforts to
develop and offer RADtalk on a SpeechMagic Version 2 platform. In support of
that goal we are willing to provide support from PSP Woodbury and Vienna, at
the technical level, to aide and assist your development of a Version 2.02
based product. The specific nature of this support will be discussed and
defined in discussions between PSP USA and VoiceNet.
It is the overall goal of Philips (and hopefully VoiceNet) that every
possible effort will be made to achieve a US-based sales and support presence
on the part of VoiceNet as quickly as possible. Additionally, as PSP works to
establish this US presence, we will work with VoiceNet to establish a
business plan and strategy that further defines the relationship that could
exist (above and beyond that which is addressed in the VAR Agreement) as well
as addressing how we can best implement this strategy for mutual benefits.
Signature of the parties indicates their agreement with the goals, objectives,
and actions defined in this document and their agreement to move forward.
Philips Speech Processing VoiceNet, Inc.
By: /s/ Xxxx X. Xxxxxxx By: /s/ Xxxxx Xxxxxx
_________________________ _________________________
Xxxx X. Xxxxxxx Xxxxx Xxxxxx
Vice President, VAR Sales Vice President, Speech Products
