SUPPLEMENT TO PURCHASE CONTRACT (YZN/ACL-a14s1)
EXHIBIT
10.17
Note:
Portions of this exhibit indicated by [*] are subject to a confidential
treatment request, and have been omitted from this exhibit. Complete, unredacted
copies of this exhibit have been filed with the Securities and Exchange
Commission as part of the Company’s confidential treatment
request.
SUPPLEMENT
TO PURCHASE CONTRACT (YZN/ACL-a14s1)
This
SUPPLEMENT TO PURCHASE CONTRACT (hereinafter called, “This SUPPLEMENT”) made and
entered as of this 15th
day of
August, 2005, by and between YOZAN INC. (hereinafter called, “YOZAN”) of the
city of Tokyo, Japan, and AIRSPAN COMMUNICATIONS, LTD. (hereinafter called,
“ACL”) of the city of Uxbridge, U.K., witnesses the mutual agreements of the
both parties herein contained in supplement and/or change PURCHASE CONTRACT
(YZN/ACL-A14) made by the both parties as of 14th
April,
2005, (hereinafter called, “Original P/C”), which the parties hereto hereby
agree as follows:
| 1. | Regarding Article 3.-Item 3. of Original P/C, the unit price of Enclosure/Aux. for a Single |
|
B/S
Product Set is US$[*].
|
| 2. |
Regarding
Article 4.-Item 3. of Original P/C, the purchase quantity of Enclosure
Aux. for Single B/S Products Set is [*]
units,
the Contract Price of which is US$[*].
In
this [*]
units,
the assortment of two types Enclosure/Aux. for Single B/S Products
Set,
the one is with GPS and the other is without GPS, is [*]
units and [*]
units respectively.
|
| 3. |
Regarding
Article 4.-Item 6. of Original P/C, the purchase quantity of EasyST
is
[*]
units
instead of [*]
units,
the Contract Price of which is US$[*]
instead
of US$[*]
(US$[*]
decrease).
|
| 4. |
Regarding
Article 4.-Item 7, of Original P/C, the purchase quantity of WiFi-AP
For
EasyST is [*]
units, the Contract Price of which is US$[*].
|
| 5. |
Regarding
Article 4.-Item 8. of Original P/C, the purchase quantity of Easy
ST Base
Unit is [*]
instead of [*]
units,
the Contract Price of which is [*]
instead of US$[*].
(US$[*]
decrease).
|
| 6. |
Regarding
Article 4.-Item 9. of Original P/C, the purchase quantity of ProST
is
[*]
units,
the Contract Price of which is US$[*].
This quantity is an aggregate of standard “ProST”s and “ProST-WiFi”s
(ProST to be integrated with WiFi-AP For ProST), while the latter
will be
[*]
units
as of the date herein above.
|
| 7. |
Regarding
Article 4.-Item 10. of Original P/C, the purchase quantity of WiFi-AP
For
ProST is [*]
units
the Contract Price of which is US$[*].
YOZAN has its optional right to additionally purchase up to [*]
units of this WiFi-AP For ProST if and when YOZAN notify ACL, by
the end
of September, 2005, in written form to execute this optional right
of
additional purchase.
|
| 8. |
YOZAN
shall additionally purchase from ACL [*]
units of each 3meters External Cabling finished for connection
MicroMAX-SDR to Radio-Transceivers. The unit price of this External
Cabling is US$[*],
the Contract Price of which is US$[*].
|
| 9. |
YOZAN
shall additionally purchase from ACL [*]
sets of GPS which shall be integrated into MicroMAX-SDR as a factory
built
option. The unit price of this GPS option is US$[*],
the Contract Price of which is US$[*].
|
| 10. |
YOZAN
shall additionally purchase from ACL [*]
units of 3m cable connecting GPS and its antenna. The unit price
of this
cable is US$[*],
the Contract Price of which is US$[*].
|
| 11. |
YOZAN
shall additionally purchase from ACL [*]
units
of finished 3m cable connection two MicroMAX-SDRs for GPS operation.
The
unit price of this finished cable is US$[*],
the Contract Price of which is US$[*].
|
| 12. |
Regarding
Article 3.-Item 11. of Original P/C, Carrier Sence S/W, the Contract
Price
is [*].
|
| 13. |
YOZAN
shall additionally purchase from ACL [*]
sets
of the Outdoor PSU to be attached to ProST. The unit Price of
this Outdoor
PSU is US$[*],
the Contract Price of which is US$[*].
If YOZAN execute the aforesaid optional right of additionally
purchasing
WiFi-AP For ProST, the additional Outdoor PSU shall be purchased
by YOZAN
accordingly.
|
| 14. |
ACL
shall discount US$[*]
from
the lump sum amount of the change in Grand Total of Contract
Price, which
is resulted from This SUPPLEMENT. After the above supplement,
change and
this discount, Grand Total of Contract Price mentioned in Article
4. of
Original P/C shall be US$16,667,940 instead of
US$9,816,000.
|
| 15. |
Regarding
Article 6-Item 2. of Original P/C, Payment Terms for Down Payment
is
changed to “30% of the total Contract Price” instead of $15% of the total
Contract Price,” according to MINUTES OF MEETING made by the both parties
as of 15th
July, 2005. As a result, YOZAN shall pay US$2,055,582, to ACL
within two
weeks of This SUPPLEMENT. This is calculated as
follows:
|
|
The
total Contract Price of Original P/C
|
US$9,816,000
|
||
|
The
Contract Price added by This SUPPLEMENT
|
US$6,851,940
|
||
|
The
total Contract Price of the date
|
US$16,667,940
|
||
|
The
Down Payment Amount (30% of the above)
|
US$5,000,382
|
||
|
The
Down Payment is already paid
|
US$2,944,800
|
||
|
The
Down Payment to be paid by This SUPPLEMENT
|
US$2,055,582
|
||
| 16. |
Regarding
Article 6.-Item 4. of Original P/C, the payment to be made by YOZAN
to ACL
within two months after the corresponding Delivery is $35% of the
respective Contract Price” instead of “50% of the same,” according to
MINUTES OF MEETING made by the both parties as of 15th
July, 2005.
|
| 17. |
The
other part of Original P/C than mentioned herein above shall remain
unchanged.
|
In
witness whereof, each of the parties hereto has caused This SUPPLEMENT to
be
executed, in duplicate, each duplicate of which shall be considered as original,
by its duly authorized officers or representatives.
|
YOZAN
INC.
(SIGNED)
By
Xxxxx Xxxxxxxx, President and CEO
|
AIRSPAN
COMMUNICATIONS LTD.
(SIGNED)
By
Xxxx Xxxxxxxxxx,
CEO
|
