Amendment No. 6 to the Cooperation Agreement of [*] (the “Agreement”)
Amendment
No. 6
to
the Cooperation Agreement of [*] (the “Agreement”)
between
IXI
Mobile (R&D) Ltd.
17
Hatidhar st.
Ra’anana
00000
Xxxxxx
(hereafter
mentioned "IXI“)
and
[*]
(hereafter
mentioned “[*]”)
This
Sixth Amendment to that certain Cooperation Agreement dated as of [*] (this
“Amendment”), is made and entered retroactive into as of [*]. The parties hereby
agree as follows:
RECITALS
WHEREAS,
[*] and IXI have previously entered into that certain Cooperation Agreement
and
have previously amended the Cooperation Agreement in five different amendments
(the Cooperation Agreement together with all five previous amendments shall
be
referred to collectively as the "Cooperation Agreement"); and
WHEREAS,
the parties now wish to further amend the Cooperation Agreement as set forth
in
this Amendment.
NOW,
THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt and adequacy of which are hereby acknowledged, the
parties hereby agree as follows:Unless otherwise defined below, all capitalized
terms herein shall have the meanings assigned to such terms in the Cooperation
Agreement
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1.
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New
Sections 9.3, 9.4, 9.5, 9.6 and 9.7 shall be added as
follows:
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“9.3.
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In
pursuance to s. 9.1 above, the parties shall, initiate a product
warranty
mechanism as detailed below:
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9.3.1
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IXI
shall provide [*], at [*], with Products in an amount which is equal
to
[*] of the Products delivered under each P.O, (hereinafter the "Swap
Units"). At this time IXI has delivered to [*] swap units to cover
any
supplied purchase orders.
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9.3.2
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[*]
shall use the Swap Units to replace any faulty Product delivered
to it by
IXI and IW (In Warranty) defected Product returned to [*] from end
users.
The Swap Units are intended for SWAP only and cannot be used for
resale to
end users. The Swap Units provided may be [*], at IXI discretion.
All Swap
Units supplied to date are [*].
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9.3.3
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IXI
will provide training to [*] technician on [*] level testing and
call
centre personnel for support of the Products, at a level necessary
for
determining failure in a Product.
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9.3.4
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All
swap activity with end users will be done at [*] facilities and by
[*]
personnel.
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9.3.5
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[*]
shall test all Products returned by its end users and issue IXI with
detailed reports, including details of any faults reported or found
and
other technical information requested by IXI, as well as return
statistics, which shall include the IMEI numbers returned from the
field,
the IMEI numbers replaced from the SWAP stock, and reason for return.
See
section 9.5, Information System for more details.
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9.3.6
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Instead
of disposing of defective devices, [*] agrees that all defective
Products
received from [*] end users in exchange for Swap Units, shall be
returned
by [*] to IXI, upon IXI’s request and at [*] cost on a periodic
basis.
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9.3.7
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LIMITED
WARRANTY.
EXCEPT FOR THE EXPRESS WARRANTIES MADE HEREIN (THE PROVISION OF THE
AGREED
AMOUNT OF SWAP UNITS) AND IN THE COOPERATION AGREEMENT, IXI MAKES
NO
ADDITIONAL WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THE PRODUCT
AND/OR
SERVICES.
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Amendment
No. 6 to the Cooperation Agreement between
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Page
2 of
5
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IXI
Mobile (R&D) Ltd. and [*]
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9.3.8
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Within
the next shipments of Products to [*], IXI shall supply [*] with
[*]
additional Swap Units for [*].
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| 9.4 |
IXI
recommendations:
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9.4.1
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IXI
recommends that all DOA (Dead On Arrival) Products which are defined
as
Product fails to operate as expected less than or equal to [*] from
end
user sale, shall be swapped by [*] with Swap Units which are
[*].
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9.4.2
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IXI
recommends that all IW (In Warranty) returned defective Products
shall be
swapped by [*] with Swap Units which are [*].
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9.4.3
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IXI
recommends that all OOW (Out Of Warranty) returned Products shall
be
repaired and / or swapped by [*] with [*] Swap Units for [*] to the
end
user. IXI can arrange for repair service for [*] at IXI’s certified repair
centre.
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| 9.5 |
INFORMATION
SYSTEM
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[*]
and
IXI shall establish an information system to report periodically the SWAP
activities. This system shall report to IXI the IMEI numbers of returned devices
from the field and date of return, replacement SWAP IMEI numbers shipped to
the
field and date of swap, classification of returned devices (DOA, IW, NFF or
OOW)
and failure code associated with each. The Customer Product Test Guide
documentation is to be provided to [*] by IXI detailing reports and failure
code
details required.
Until
the
system is set up by [*], and as a first step on effective date of this
Amendment, [*] shall supply IXI, [*], an excel spreadsheet with the IMEI numbers
of returned devices (SWAP_IN) and IMEI numbers of swapped devices (SWAP_OUT)
with the associated in and out dates. Devices that are returned from the field
as sales returns (SR), and are not to be replaced by [*], will have only an
incoming IMEI number (SWAP_IN) and date. (No SWAP_OUT associated with
it)
After
the
system has been established, [*] shall report to IXI all information as
described in the first clause of item 9.5 and as per following
scheme:
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Amendment
No. 6 to the Cooperation Agreement between
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Page
3 of
5
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IXI
Mobile (R&D) Ltd. and [*]
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ITEM
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INFORMATION
TYPE
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DESCRIPTION
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FREQUENCY
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1
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Inspection
Information
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In-Warranty
DOA Failure
=
Provide total number of devices declared as Dead On Arrival (DOA)
Failures. DOA FAILURE NUMBER and FAILURE CODE(S).
In-Warranty
Field Failure
=
Provide total number of devices declared as IW Field Failures. FIELD
FAILURE NUMBER and FAILURE CODE(S)
Out-Of-Warranty
(OOW) Failure
=
Provide total number of devices declared as OOW. OOW FAILURE NUMBER
and
FAILURE CODE(S)
No
Fault Found (NFF)
=Provide total number of devices declared as NFF. NFF
NUMBER
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[*]
After
inspection by technician
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2
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Product
Replacement (SWAP)
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SWAP
Details
=
Provide 2 sets of data. (1) Provide the IMEI Number and Serial Number
of
the returned device that is to be replaced. (2) Provide the IMEI
Number
and Serial Number of the good working device from SWAP Stock which
is sent
for replacement.
1.
SWAP RETURNED DEVICE
IMEI
(SWAP_IN)
DATE
IN
2.
SWAP REPLACEMENT DEVICE IMEI (SWAP_OUT)
DATE
OUT
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[*]
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| 9.6 |
PROGRAM
INITIATION:
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9.6.1
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[*]
shall scan all returned Products from the field up to date and
report to
IXI the IMEI number. If possible, IXI requests also date of return,
indication of Product status (IW failure, OOW failure or NFF) and
the
failure code.
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9.6.2
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[*]
shall return to IXI, under RMA #1111, [*] Product units from first
shipment (with OGO logo and no headset connector) for replacement
by [*]
devices with headset connector and “[*]“
logo.
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9.6.3
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The
[*] devices which were found defective during the rework process
done in
[*] shall be re-screened by IXI. All devices which are determined
to be
DOA shall be retained by IXI as part of the [*] swap Units provided
to
[*]. The remainder shall be returned to
[*].
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Amendment
No. 6 to the Cooperation Agreement between
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Page 4 of
5
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IXI
Mobile (R&D) Ltd. and [*]
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| 9.7 |
CONTACT
INFORMATION
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[*]
main
contact information:
[*]
with
copy
to:
[*]
and
[*]
IXI
main
contact information:
Xxxxxxx
Xxxx
Director,
Service & Support
000
Xxxxxxxxx Xxxxx Xxxxx #000
Xxxxxxx
Xxxx, XX 00000
Email:
xxxxxxxx@xxx.xxx
Tel:
+1.650.551.0600 ext 241
Fax:
x0.000.000.0000
mobile:
x0.000.000.0000”
| 2. |
Except
as expressly stated otherwise herein, the Cooperation Agreement dated
[*],
as amended, shall remain in full force and
effect.
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As
agreed
by the parties on [*]:
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[*]
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IXI
Mobile (R&D) Ltd.
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By:
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[*]
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By:
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/s/
Xxxxxx Xxxxx
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Name:
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[*]
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Name:
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Xxxxxx
Xxxxx
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Title:
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[*]
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Title:
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Chairman
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Amendment
No. 6 to the Cooperation Agreement between
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Page
5 of
5
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IXI
Mobile (R&D) Ltd. and [*]
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