[Confidential Treatment Requested]
VALUE ADDED RESELLER AGREEMENT
THIS AGREEMENT ("Agreement") is made this 25th day of November, 1996 by and
between HYBRID NETWORKS, INC., ("Hybrid") having its principal place of
business at 00000 Xxxx Xxxx, Xxxxxxxxx, XX 00000 and Network System Technologies
("VAR") having its principal place of business at 0000 Xx. Xxxxxxxx Xx., Xxx
Xxxx, XX 00000.
RECITALS
WHEREAS, Hybrid is engaged in the design and manufacture of certain computer
networking systems and software ("Products"), and desires to appoint VAR as its
value added reseller for such Products within the territory hereinafter
specified; and
WHEREAS, VAR is experienced in system design, sale, installation and maintenance
of products compatible with Hybrid's Products, and desires to serve as Hybrid's
value added reseller within the territory hereinafter specified;
NOW THEREFORE, in consideration of the premises and mutual promises,
undertakings, covenants and conditions herein set forth, the parties hereby
agree as follows:
1. APPOINTMENT AS VAR
Hybrid hereby appoints VAR, and VAR hereby accepts appointment as Hybrid's
non-exclusive, worldwide value added reseller to sell, install, maintain,
carry inventory and provide system design and site certification services for
the Products, such appointment to be fully subject to the terms and
conditions hereinafter provided. Notwithstanding anything contained herein
to the contrary, Hybrid maintains the right to sell Products directly or
through third parties to end-users in the territory described in Paragraph 5
of this Agreement without any compensation due VAR.
2. TERM OF AGREEMENT
This Agreement shall come into force on the date first written above
("Effective Date") and shall remain valid for orders placed during the period
of 12 months beginning on the Effective Date ("Ordering Period") for delivery
during the period of 14 months beginning on the Effective Date ("Delivery
Period").
3. GRANT OF DISCOUNTS
The prices for any Products ordered from Hybrid by VAR shall be discounted by
[**]% from Hybrid's list prices as shown on Appendix A.
4. ORDERING
[**Confidential Treatment has been requested with respect to certain portions
of this exhibit. Confidential portions have been omitted from the public
filing and filed separately with the Securities and Exchange Commission].
Orders placed by VAR for Products will be accepted by Hybrid provided that:
a) VAR complies with all of the provisions of this Agreement;
b) the order is received and accepted by Hybrid during the Ordering Period
for delivery during the Delivery Period;
c) the order contains an express reference to this Agreement;
d) the value of any single order is no less than $5,000.00; and
e) the order specifies the Products ordered, purchase price(s), exact
"ship-to" and "xxxx-to" address and requested delivery schedule.
5. WARRANTY
5.1 Hybrid warrants all Products will be free from defects of material and
workmanship for a period of ninety (90) days under normal operating
conditions, from the date of delivery to VAR's customer, or for a period of
one hundred eighty (180) days from date of shipment by Hybrid, whichever comes
first.
Should a product fail within this warranty period, Hybrid will repair or
replace, at its discretion, the defective Product when it is returned to
Hybrid, shipping prepaid. Replacement Products may be refurbished or
contain refurbished materials. Proof of date of delivery of the returned
Product is required.
This warranty will apply to all repaired or replaced Products for ninety
(90) days following delivery of the Product to VAR's customer or its
representative. This warranty does not apply if, in Hybrid's judgment, the
Product failure was caused by abuse or misuse by the VAR or customer,
accidental or otherwise.
Repair or modification by anyone other than Hybrid or an approved agent is
expressly prohibited and will result in voiding this warranty. The maximum
liability of Hybrid is limited to the purchase price of the Product covered
by the warranty.
EXCEPT FOR THE EXPRESS WARRANTY STATED HEREIN, HYBRID DISCLAIMS ALL
WARRANTIES OF PRODUCTS FURNISHED HEREUNDER, INCLUDING, WITHOUT LIMITATION,
ALL IMPLIED WARRANTIES OR MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE.
2
5.2 VAR shall have no right or authority, express or implied, directly or
indirectly, to alter, enlarge or limit the representations or guarantees
beyond those expressly contained in Paragraph 5.1. In the event that VAR
makes unauthorized representations or guarantees beyond those contained in
Paragraph 5.1 in connection with the sale, distribution, or handling of the
Products, VAR shall hold harmless and indemnify Hybrid for any expenses,
claims, damages or liability of any nature whatsoever arising from or
related to such unauthorized representations or guarantees, including
without limitation, attorney's fees.
6. REPRESENTATIONS AND WARRANTIES OF VAR
6.1 VAR warrants and represents that:
a) it is a Value Added Reseller;
b) it is an experienced user of computer networking equipment and
software and will not require any significant assistance from
Hybrid in the incorporation of Products supplied by Hybrid; and,
c) it will rely largely on its own skill and expertise in selection
of Products suitable for its purposes.
6.2 In a manner satisfactory to Hybrid and at VAR's sole expense, VAR
agrees to:
a) employ a competent and aggressive sales and technical support
organization;
b) maintain adequate manpower and facilities to assure prompt handling
of inquiries, orders and shipments of Products;
c) carry an adequate inventory in order to assure timely
"off-the-shelf" delivery;
d) assist customers with system design and site certification;
e) sell, install and secure acceptance of Hybrid's Products;
f) keep Hybrid informed as to problems encountered and resolutions
and to communicate promptly to Hybrid any and all modifications,
design changes or improvements of the Products suggested by any
customer, or any employees or agent of VAR, and VAR further agrees
that Hybrid shall be and remain the exclusive owner of such
information; and
g) submit a monthly sales forecast of Products covering the next three
months by the third week of each month.
6.3 VAR agrees to act and perform with reasonable efforts in the best
interest of Hybrid and at no time do, cause or permit to be done,
published or said, any information, act or thing which is or may be
detrimental to the best interests or business reputation of Hybrid.
3
7. TERMS AND CONDITIONS OF SALE
Terms of payment will be Net 30 days from date of shipment. All amounts are
payable to Hybrid Networks, Inc. at the address set forth on the invoice.
Delivery will be F.O.B. point of shipment. Shipments will be made to the place
or places specified on VAR's orders. VAR has a period of thirty (30) days
following date of shipment or ten (10) days after receipt of Product, whichever
is earlier, within which to notify Hybrid in writing of any discrepancies in the
shipment.
If VAR fails to satisfy Hybrid on payment arrangements, Hybrid may refuse to
accept an order or may allow VAR to make other arrangements satisfactory to
Hybrid prior to shipment.
8. PROPRIETARY INFORMATION; NONDISCLOSURE
VAR acknowledges that, in the course of selling the Products and performing its
duties under this Agreement, it may obtain information relating to the Products
and to Hybrid which is of a confidential and proprietary nature ("Proprietary
Information"). Such Proprietary Information may include, but is not limited to,
trade secrets, know-how, invention techniques, processes, programs, schematics,
software source documents, data, VAR lists, financial information, and sales and
marketing plans. VAR shall at all times, both during the term of this Agreement
and for a period of at least three (3) years after its termination, keep in
trust and confidence all such Proprietary Information, and shall not use such
Proprietary Information other than in the course of its duties under this
Agreement, nor shall VAR disclose any of such Proprietary Information without
Hybrid's written consent. VAR further agrees to immediately return to Hybrid
all Proprietary Information (including copies thereof) in VAR's possession,
custody, or control upon termination of this Agreement at any time and for any
reason.
9. TERMINATION
9.1 This Agreement will automatically terminate 1 year from the date first
written above. It may be sooner canceled as herein set forth and it may be
renewed or extended in writing by mutual agreement. Hybrid neither
represents nor implies its intention to grant such renewals or extensions.
9.2 Either party may terminate this Agreement immediately if the other
party becomes insolvent or if there is instituted by or against the other
party any proceedings in bankruptcy or if the other party shall make an
assignment for the benefit of creditors.
9.3 Either party may terminate this Agreement upon the breach of any
material warranty or representation or the default or non-performance by
the other party of its material obligations under this Agreement or any
other agreements or instruments executed and delivered in connection with
this Agreement, if such breach, default or non-performance continues
uncured for a period of thirty (30) days after the other party's receipt of
written notice thereof from the other party giving such notice.
4
9.4 Upon termination of this Agreement pursuant to Paragraph 9.2 and
Paragraph 9.3, all invoices submitted to VAR in respect of orders shall
immediately become due for payment and all outstanding orders for Products
shall automatically terminate insofar as they relate to Products not
delivered as of the date of termination.
10. MISCELLANEOUS
10.1 ROLE OF PARTIES; INDEPENDENT CONTRACTORS: Hybrid and VAR are and at
all times shall be and remain independent contractors as to each other. and
at no time shall either be deemed to be the agent of the other and no joint
ventures, partnership, agency or other relationship shall be created or
implied hereby or herefrom. Except as is expressly set forth herein, each
party shall bear full and sole responsibility for its own expenses,
liabilities, costs of operation, and the like.
10.2 ASSIGNMENT: This Agreement may not be assigned or transferred by VAR
without Hybrid's prior written consent, executed by an authorized official
of Hybrid.
10.3 BINDING EFFECT: Subject to subparagraph 10.2 above, this Agreement
shall be binding upon and shall insure to the benefits of the parties,
their successors and assigns.
10.4 FORCE MAJEURE: Notwithstanding anything contained in this Agreement to
the contrary, neither party shall be liable to the other for failure to
perform any obligation under this Agreement (nor shall any charge or
payments be made in respect thereof) if prevented from doing so by reason
of acts of God, strikes, labor unrest, embargoes, civil commotion,
rationing or other governmental orders or requirements, acts of civil or
military authorities, or other contingencies if and to the extent such
cause is beyond the reasonable control of such party and all requirements
as to notice, another performance required hereunder within a specified
period, shall be automatically extended to accommodate the period of any
such cause which shall interfere with such performance.
10.5 DISCLAIMER AND LIMITATION OF LIABILITY: In no event will Hybrid be
liable for special, indirect or consequential damages or any damages
whatsoever resulting from loss of use, data or profits arising out of or in
connection with the contract between VAR and VAR's customer. Hybrid's
liability for damage to property shall be limited to physical damage directly
caused by the sole negligence of Hybrid and in no event shall exceed the
value of the order between Hybrid and VAR.
10.6 NOTICES: Any notice required to be given by either party to the other
party shall be in writing and shall be deemed given if personally
delivered, if sent by facsimile (with receipt acknowledged) to the
facsimile number the other party set forth below or if mailed postage
prepaid, to:
5
If to HYBRID: If to Network System Technologies:
00000 Xxxx Xxxx 0000 Xx. Xxxxxxxx Xx.
Xxxxxxxxx, XX 00000 Xxx Xxxx, XX 00000
ATTN.: Xxxxx Xxxxx ATTN.: Xx Xxxxx
Fax no. 408/000-0000 Fax no.: (000) 000-0000
or such other address as the party to which the notice is sent shall have
provided to the other party by written notice in accordance with this
Section 10.6.
10.7 ANNOUNCEMENTS: No announcement to the press or to any third party of
the transactions contemplated herein or to the provisions of this Agreement
shall be made by either party unless the same shall be approved in advance
in writing by both VAR and Hybrid.
10.8 SEVERABILITY OF PROVISIONS: If any provision of this Agreement is held
invalid, the remainder of this Agreement shall not be affected thereby.
10.9 ENTIRE AGREEMENT: This Agreement states the entire agreement as of
this date between VAR and Hybrid with respect to the subject matter hereof
and supersedes all pre-existing oral, letter or other agreements or
commitments with respect hereto. This Agreement may be modified only by
agreement in writing executed by both parties hereto.
10.10 COUNTERPARTS: This Agreement shall be executed in one or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument and shall be
effective when each of the parties hereto shall have duly executed this
Agreement.
10.11 GOVERNING LAW: This Agreement shall be governed by, and construed and
enforced in accordance with, applicable federal law and the laws of the
State of California.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day
and year first above written:
XX XXXXX HYBRID NETWORKS, INC.
By: /s/ Xx Xxxxx /s/ Xxxx Xxxxxxxxx 12/3/96
-------------------------------- ----------------------------------
Xxxx Xxxxxxxxx
Its: President and CEO President
------------------------------
Date: November 25, 1996
------------------------------
6
APPENDIX A
HYBRID'S PRICE LIST
SEE ATTACHED PRICE SHEETS
Form A
Series 2000 Entry Level - Wireless Dow, Telephone Return
Product Configuration Price
Code Component Min Max (US$) Discount
HYBRID POP EQUIPMENT
ELS-2101 CyberManager 2000 Entry Level System Package 1 1 35,710 [**]
(includes: Xxxxx 0 xxxxxxxxxxx & xxxxxxx, XXX-000,
XXX 0000. HybridWare + SW for 300 Subscribers
and System Integration
ELS-2100 Additional RF Channel (4VSB) Package (includes:
XXX-000, XXX 0000, XXX-000 & System Integration 0 As Required 5,995 [**]
SPARE AND SPECIAL ITEMS
HSB-210 Secure Encryption Card (SBUS) 1 1 895 [**]
HEM-2004 Encoder/Modulator (4-VSB) NOTE 1 1 per 6 MHz 3,200 [**]
XXX-0000-X Xxxxxxx-Xxxxxxxx (4-VSB) NOTE 1 1 per 6 MHz 2,600 [**]
HEM-2004-I Modulator-IF (4-VSB) NOTE 1 1 per 6 MHz 3,400 [**]
COMMERCIAL POP EQUIPMENT ALSO AVAILABLE FROM HYBRID (TYPICAL PRICES, NO DISCOUNTS, PRICES MAY CHANGE WITHOUT NOTICE)
XXX-000 Xxxxxxxx Xxx (Xxxxxx xxxxxxx 0000 XX 24-port) 1 1 360 [**]
OCM-160 C6M Modulator/Upconverter (USA Spec) 1 NOTE 2 2,140 [**]
OCM-260 C6U Modulator/Upconverter (USA and International) 1 NOTE 2 2,950 [**]
OLP-110 Terminal Server (Portmaster) 10 Port 2,340 [**]
OLP-120 Terminal Server (Portmaster) 20 Port 2,856 [**]
OLP-130 Terminal Server (Portmaster) 30 Port 3,465 [**]
ORK-719 7-foot, 19-inch rack 1 940 [**]
HYBRID CLIENT CABLE MODEMS
RLA-111 CCM (4-VSB) (flat Package) NOTE 3 995 [**]
CCM-201 Client Cable Modem As required 995 [**]
CCM-201-S Client Cable Modem, encryption support (DES) As required 1,095 [**]
COMMERCIAL CABLE MODEM ACCESSORIES (TYPICAL PRICES, NO DISCOUNTS, PRICES MAY CHANGE WITHOUT NOTICE)
OTM-001 V.34 14.4 or 28.8 Phone Modem (typ. US Robotics) As required 125 [**]
OEH-005 Ethernet Hub (5-port support for five computers) As required 80 [**]
(price varies depending on port requirements
XXX-000 Xxxxxxx/Xxxxxxxxxxxxx (PMI) As required 120 [**]
HYBRID TECHNICAL SUPPORT AND TRAINING
TRN-201 4 Day Installation & Operations Training Pgrm 6,000 [**]
System Integration
PRICES ONLY VALID FOR ORDERS PLACED BEFORE DECEMBER 1, 1997
Notes:
1. For local transmitter use HEM 2004. For remote transmitter, a HEM 2004-B
and HEM-2004-1 pair with an STL microwave link is used.
2. One C6M is required per downstream carrier frequency; one C6U is required
per 2 downstream carrier frequencies.
3. For existing systems: additions and maintenance (A&M) only.
Per agreed upon discount schedule: LESS THAN 1000 [**]% discount
1000-3000 [**]% discount
3000-10000 [**]% discount
[**Confidential Treatment has been requested with respect to certain portions
of this exhibit. Confidential portions have been omitted from the public
filing and filed separately with the Securities and Exchange Commission].
Form B
Series 2000 - Cable Down, Telephone and Router Return
Product Configuration Price
Code Component Min Max (US$) Discount
HYBRID POP EQUIPMENT
CMG-2000 CyberManager 2000 with HybridWare + SW for 500 1 1 25,000 [**]
Subscribers
SWP-0500 Subscriber Software Package for 500 add. Subs. NOTE 1 As Required 5,000 [**]
SWP-2500 Software Package for 2,500 Subscribers As Required 25,000 [**]
XXX-0000 XX Xxxxxxxxxx Router with HybridWare + SW 1 As Required 18,170 [**]
SEC-010 Secure Encryption Card (DES) TBD 895 [**]
SQC-200-3 SIF (QAM) Card, 3-channel (each 10 Mbps) 1 2 per CMD 4,150 [**]
QMC-200-3 84 QAM Modulator Card, 3-channel (each 10 Mbps) 1 2 per CMD 4,820 [**]
CMU-2000-8T CM Upstream Router with HybridWare + SW 1 As Required 18,285 [**]
TDC-001-8 Phone Demodulator Card, 8 lines per card (USA spec) 1 8 per CMU 3,095 [**]
COMMERCIAL POP EQUIPMENT ALSO AVAILABLE FROM HYBRID (TYPICAL PRICES, NO DISCOUNTS, PRICES MAY CHANGE WITHOUT NOTICE)
OFS-200 Fast Ethernet Switch (Cisco Catalyst 2800) 1 8,700 [**]
XXX-000 X0X Xxxxxxxxx/Xxxxxxxxxxx (XXX Spec) 1 NOTE 2 2,140 [**]
OCM-260 C6U Modulator/Upconverter (USA and International) 1 NOTE 2 2,950 [**]
ORK-719 7-foot, 19-inch rack 1 940 [**]
SPARE PARTS
XXX-000 00/000 XxxxX LAN Interface Card 690 [**]
HYBRID CLIENT CABLE MODEMS
CCM-201 Client Cable Modem As required 795 [**]
CCM-201-S Client Cable Modem, encryption support (DES) As required 895 [**]
COMMERCIAL CABLE MODEM ACCESSORIES (TYPICAL PRICES, NO DISCOUNTS, PRICES MAY CHANGE WITHOUT NOTICE)
OTM-001 V.34 14.4 or 28.8 Phone Modem (typ. US Robotics) As required 125 [**]
OEH-005 Ethernet Hub (5-port support for five computers) As required 80 [**]
(price varies depending on port requirements
HYBRID TECHNICAL SUPPORT AND TRAINING
TRN-201 4 Day Installation & Operations Training Pgrm 6,000 [**]
System Integration
PRICES ONLY VALID FOR ORDERS PLACED BEFORE DECEMBER 1, 1997
Notes:
1. Price as listed when purchased with the CMG-2000.
2. One C6M is required per downstream carrier frequency; one C6U is required
per 2 downstream carrier frequencies.
Per agreed upon discount schedule: LESS THAN 1000 [**]% discount
1000-3000 [**]% discount
3000-10000 [**]% discount
[**Confidential Treatment has been requested with respect to certain portions
of this exhibit. Confidential portions have been omitted from the public
filing and filed separately with the Securities and Exchange Commission].
Form C
Series 2000 - Cable Down, Cable Return
Product Configuration Price
Code Component Min Max (US$) Discount
HYBRID POP EQUIPMENT
CMG-2000 CyberManager 2000 with HybridWare + SW for 500 1 1 25,000 [**]
Subscribers
SWP-0500 Subscriber Software Package for 500 add. Subs. NOTE 1 As Required 5,000 [**]
SWP-2500 Software Package for 2,500 Subscribers As Required 25,000 [**]
XXX-0000 XX Xxxxxxxxxx Router with HybridWare + SW 1 As Required 18,170 [**]
SEC-010 Secure Encryption Card (DES) TBD 895 [**]
SQC-200-3 SIF (QAM) Card, 3-channel (each 10 Mbps) 1 2 per CMD 4,150 [**]
QMC-200-3 84 QAM Modulator Card, 3-channel (each 10 Mbps) 1 2 per CMD 4,820 [**]
CMU-2000-14C CM Upstream Router with HybridWare + SW 1 As Required 18,860 [**]
VDC-010-2 4-VSB Demodulator Card, 2 channels per card 1 14 per CMU 2,595 [**]
VBU-010-x Hybrid Block Upconverter 1 NOTE 2 3,200 [**]
COMMERCIAL POP EQUIPMENT ALSO AVAILABLE FROM HYBRID (TYPICAL PRICES, NO DISCOUNTS, PRICES MAY CHANGE WITHOUT NOTICE)
OFS-200 Fast Ethernet Switch (Cisco Catalyst 2800) 1 8,700 [**]
XXX-000 X0X Xxxxxxxxx/Xxxxxxxxxxx (XXX Spec) 1 NOTE 3 2,140 [**]
OCM-260 C6U Modulator/Upconverter (USA and International) 1 NOTE 3 2,950 [**]
OCS-016 16-way Splitter 1 1 per CMU Pending [**]
ODF-280 Diplex Filter 1 Pending [**]
ORK-719 7-foot, 19-inch rack 1 940 [**]
SPARE PARTS
XXX-000 00/000 XxxxX LAN Interface Card 690 [**]
HYBRID CLIENT CABLE MODEMS
CCM-211 Client Cable Modem As required 795 [**]
CCM-211-S Client Cable Modem, encryption support (DES) As required 895 [**]
COMMERCIAL CABLE MODEM ACCESSORIES (TYPICAL PRICES, NO DISCOUNTS, PRICES MAY CHANGE WITHOUT NOTICE)
OTM-001 V.34 14.4 or 28.8 Phone Modem (typ. US Robotics) As required 125 [**]
OEH-005 Ethernet Hub (5-port support for five computers) As required 80 [**]
(price varies depending on port requirements
HYBRID TECHNICAL SUPPORT AND TRAINING
TRN-211 5 Day Installation & Operations Training Pgrm 7,500 [**]
System Integration
PRICES ONLY VALID FOR ORDERS PLACED BEFORE DECEMBER 1, 1997
1. Price as listed when purchased with the CMG-2000.
2. One Hybrid Block Upconverter is required per block group of upstream
frequencies.
3. One C6M is required per downstream carrier frequency; one C6U is
required per 2 downstream carrier frequencies.
Per agreed upon discount schedule: LESS THAN 1000 [**]% discount
1000-3000 [**]% discount
3000-10000 [**]% discount
[**Confidential Treatment has been requested with respect to certain portions
of this exhibit. Confidential portions have been omitted from the public
filing and filed separately with the Securities and Exchange Commission].
>
Form D
Series 2000 - Wireless Down, Telephone or Router Return
Product Configuration Price
Code Component Min Max (US$) Discount
HYBRID POP EQUIPMENT
CMG-2000 CyberManager 2000 with HybridWare + SW for 500 1 1 25,000 [**]
Subscribers
SWP-0500 Subscriber Software Package for 500 add. Subs. NOTE 1 As Required 5,000 [**]
SWP-2500 Software Package for 2,500 Subscribers As Required 25,000 [**]
XXX-0000 XX Xxxxxxxxxx Router with HybridWare + SW 1 As Required 18,170 [**]
SVC-010 Secure Encryption Card (DES) 1 2 per CMD 4,150 [**]
HEM-2004 Encoder/Modulator (4-VSB) NOTE 2 1 per 5 MHz 3,200 [**]
XXX-0000-X Xxxxxxx-Xxxxxxxx (4-VSB) NOTE 2 1 per 6 MHz 2,600 [**]
HEM-2004-1 Modulator-IF (4-VSB) NOTE 2 1 per 8 MHz 3,400 [**]
XXX-0000-0X XX Xxxxxxxx Xxxxxx with HybridWare + SW 1 As Required 18,285 [**]
TDC-001-8 Phone Demodulator Card, 8 lines per card (USA spec) 1 8 per CMU 3,095 [**]
COMMERCIAL POP EQUIPMENT ALSO AVAILABLE FROM HYBRID (TYPICAL PRICES, NO DISCOUNTS, PRICES MAY CHANGE WITHOUT NOTICE)
OFS-200 Fast Ethernet Switch (Cisco Catalyst 2800) 1 8,700 [**]
XXX-000 X0X Xxxxxxxxx/Xxxxxxxxxxx (XXX Spec) 1 NOTE 3 2,140 [**]
OCM-280 C6U Modulator/Upconverter (USA and International) 1 NOTE 3 2,950 [**]
ORK-719 7-foot, 19-inch rack 1 940 [**]
SPARE PARTS
LAC-010 10/100 BaseT LAN Interface Card NOTE 1 1 per 6 MHz 690 [**]
HYBRID CLIENT CABLE MODEMS
CCM-101 Client Cable Modem As required 995 [**]
CCM-101-S Client Cable Mode, encryption support (DES) As required 1,095 [**]
CCM-161 CCM (4-VSB), Series 1000 compatible As required 995 [**]
CCM-161-S CCM (4-VSB), Series 1000 compatible and encryption As required 1,095 [**]
support (DES)
COMMERCIAL CABLE MODEM ACCESSORIES (TYPICAL PRICES, NO DISCOUNTS, PRICES MAY CHANGE WITHOUT NOTICE)
OTM-001 V.34 14.4 or 28.8 Phone Modem (typ. US Robotics) As required 125 [**]
OEH-005 Ethernet Hub (5-port support for five computers) As required 80 [**]
(price varies depending on port requirements
XXX-000 Xxxxxxx/Xxxxxxxxxxxxx (PMI) As required -- [**]
HYBRID TECHNICAL SUPPORT AND TRAINING
TRN-201 4 Day Installation & Operations Training Pgrm 6,000 [**]
System Integration
PRICES ONLY VALID FOR ORDERS PLACED BEFORE DECEMBER 1, 1997
Notes:
1. Price as listed when purchased with the CMG-2000.
2. For local transmitter use HEM-2004. For remote transmitter, a HEM-2004-B
& HEM-2004-1 pair with an STL microwave link is used.
3. One C8M is required per 6MHz channel: one C8U is required per two 6 MHz
channels.
Per agreed upon discount schedule: LESS THAN 1000 [**]% discount
1000-3000 [**]% discount
3000-10000 [**]% discount
[**Confidential Treatment has been requested with respect to certain portions
of this exhibit. Confidential portions have been omitted from the public
filing and filed separately with the Securities and Exchange Commission].