EXHIBIT 10.24c
Trimble
Xxxxxxx Navigation Limited
000 Xxxxx Xxxx Xxxxxx
Xxxx Xxxxxx Xxx 0000
Xxxxxxxxx, XX 00000-0000
000-000-0000
000-000-0000 Fax
ADDENDUM #2
January 28, 1997
Mr. Xxxx Xxxxxxx
Chief Executive Officer
American Mobile Satellite Corporation
00000 Xxxxxxxxx Xxxx.
Xxxxxx, XX 00000
Dear Xxxx:
Our agreement for restarting the Galaxy production line is as follows:
1. Trimble will restart production with shipments to AMSC at the rate of 500
units per month, sustaining this production rate for the remaining balance of
7,748 units in the existing Volume Purchasing Agreement (VPA).
Trimble will have the flexibility to ship units anytime within each month.
2. Trimble will use reasonable, best efforts to ship the first 500 units in
March. Any shortfall will be fulfilled as soon as possible.
3. AMSC will provide Trimble with a delivery order for the remaining 7,748 units
on, or before, February 1, 1997. Each month's order will be for 500 units with
the exception of the last month which will be for 248 units. AMSC will provide
Trimble with a prepayment on, or before, February 15 for 1,000 units for
shipment in March and April.
4. Starting in March, and for each succeeding month for the duration of the
agreement, AMSC will provide Trimble with a prepayment by the 15th of each month
for an additional month's shipment.
5. AMSC will make final monthly shutdown payments to Trimble of $100,000 in
January and February to offset a portion of the costs associated with restarting
production.
6. The price for the first 1,748 units is $1,715.00 The price for the remaining
6,000 units is $1,675.00.
7. AMSC will provide Trimble with reports and other data as specified in the
VPA, and will use reasonable efforts to keep Trimble informed as to its business
as far as it pertains to this agreement.
8. Trimble agrees to dismiss the pending lawsuit filed by Trimble against
AMSC.
With your concurrence to the above, this letter would become a second addendum
to the existing VPA and Addendum #1. The remaining terms of the VPA and Addendum
#1 would remain in force.
Upon completion of this agreement, Trimble will issue a press release related to
this agreement and communicating that we are restarting production of the Galaxy
unit for AMSC.
Very truly yours,
/s/XXX XXXXX
Xxx Xxxxx
cc: Xxx Xxxxxx
I have reviewed the terms set forth, and agree to such terms.
Signature /s/X.X.XXXXXXX Date Jan. 29, 1997
Xxxx Xxxxxxx
Chief Executive Officer
American Mobile Satellite Corporation