1
Exhibit 10.8
Aspect Medical Systems, Inc.
has requested that the market portions of this agreement be granted confidential
treatment pursuant to Rule 406 under the Securities Act of 1933, as amended.
HEWLETT-PACKARD GMBH
Medical Products Group
Xxxxxxxxxxxx Xxxxxxx 000 - 000
X-00000 Xxxxxxxxxx
Xxxxxxx
August 27, 1999
Xx X. Xxxxxxxxxxxx Eagle
Chairman
Aspect Medical Systems, Inc.
0 Xxxxxx Xxxxx
Xxxxxx, XX 00000-0000
XXX
Dear Xxxxx,
As we discussed on Friday, the following is confirmation of our willingness to
allow Aspect to set the expectation that customers purchasing the stand-alone
A2000 monitor in North America will be able to purchase an exchange to the HP
BIS module solution, once it becomes available, at an incremental price of [**].
This interim program is designed to bridge-the-gap until such time that Aspect
and HP are able to announce and implement the joint co-marketing program, as
defined under our overall agreement. The following conditions need to apply:
1. Orders for this exchange will only be taken once the module is released in
North America;
2. Customers need to be made aware that there may be some additional costs for
upgrading their existing Viridia CMS and Viridia 24/26 monitors in order to
be compatible with the BIS module;
3. Customers ordering this exchange will do so directly from Aspect and Aspect
will be responsible for delivering and installing the modules at the
customer's site (some basic "knobology" training will need to be provided
to the Aspect salesforce by HP's North American operation);
4. Aspect will supply HP with a complete list of all customers (name, address
and date of installation) who take advantage of this exchange;
5. These exchange modules can only be offered to customers who purchased an
A2000 monitor between the effective date of our agreement and the
introduction of the joint co-marketing agreement in North America (a copy
of the customer's original purchase order will be required at the time of
ordering the modules);
6. HP will supply Aspect with up to a maximum of [**] BIS module systems for
this purpose, at a price of [**] each (assumes that all customer ordering,
delivery and installation is performed by Aspect, as outlined above).
Warranty and after-sales servicing responsibility will remain with HP;
7. Aspect will offer HP the special transfer price of [**] for the HP BIS
module kits required to cover module systems sold as part of this program.
I think you'll agree that this compromise solution will help to allay any risk
of a customer postponing his decision to purchase BIS technology.
With best regards
/s/ Xxxxx Xxxx
--------------------------
Xxxxx Xxxx
Market Development Manager