Exhibit 4.23
Execution Copy
This Agreement is dated the 26th day of December 0000
XXXXXXX
XX ASSEMBLY TEST SERVICES LTD
AND
SIMMTECH CO. LTD
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BASE CAPACITY AND CONTINUING SUPPORT AGREEMENT
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C:\Simmtech\Base Capacity Agreement
ST Assembly Test Services Ltd
0 Xxxxxx Xxxxxx 00
Xxxxxxxxx 000000
Execution Copy
Agreement No:___________________________
This Base Capacity and Continuing Support Agreement (this "AGREEMENT") is made
this 26th day of December 2003
BETWEEN:
ST ASSEMBLY TEST SERVICES LTD, a company incorporated under the laws of
Singapore and having its principal place of business at 0 Xxxxxx Xxxxxx 00,
Xxxxxxxxx 000000 ("BUYER")
AND
SIMMTECH CO. LTD, a corporation organized and existing under the laws of Korea
and having its principal place of business at 00-0 Xxxxxxxx-xxxx, Xxxxxxxx-xx,
Xxxxxxxx, Xxxxxxxxxxxxx-xx, Xxxxx 361-290 ("SUPPLIER")
WHEREAS:
The parties have on the date hereof executed a Strategic Alliance Agreement for
the purpose of establishing an alliance in the spirit of a partnership and in
furtherance of such purpose, the parties are entering into this Agreement under
which Supplier will provide Buyer the Products and Services and continuing
support to meet Buyer's needs, in accordance with the terms and conditions
hereof.
IT IS HEREBY AGREED AS FOLLOWS:
1. DEFINITIONS:
1.1 In this Agreement, unless the context otherwise requires, the following
words shall have the following meanings:-
"AFFILIATES" means entities that control, are controlled by, or are under
common control with, a party to this Agreement.
"AGREEMENT" means this Base Capacity and Continuing Support Agreement and
other attachments or appendices specifically referenced herein.
"EFFECTIVE DATE" means 1st January 2004
"FORECAST" means the 6-monthly rolling forecast issued by Buyer in the
middle of each month immediately preceding the first month of the Forecast
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"PERSONNEL" means agents, employees or subcontractors engaged or appointed
by Buyer or Supplier.
"PRICES" means the agreed upon payment for Products and Services, including
all applicable fees, payments and taxes, as specified in the relevant POs.
"PRODUCTS" means equipment, substrates, laminates, materials and other
items that Supplier performs for or supplies to Buyer during the term of
this Agreement.
"SERVICES" means work that Supplier performs for Buyer pursuant to a PO.
"PURCHASE ORDER" or "PO" means any document that identifies itself as a
purchase order, is signed by Buyer and to which Supplier makes delivery or
performs accordingly, incorporates by reference this Agreement and
describes the Products and Services, including any requirements,
specifications or schedules (including but not limited to any quantity,
price and delivery date for the Products agreed between the parties from
time to time, being in the absence of agreement, as specified and in
accordance with this Agreement)
2 SCOPE OF AGREEMENT; ORDER AND SUPPLY PROCESS
2.1 Supplier shall provide the Products and the Services to support the
provision of such Products in accordance with this Agreement and as ordered
by Buyer pursuant to a PO. Unless otherwise expressly specified in writing
by Buyer, all POs issued by Buyer to Supplier during the term of this
Agreement shall be deemed to be issued pursuant to this Agreement and its
terms. The Supplier commits and undertakes to supply, unless otherwise
expressly agreed in writing otherwise, as a minimum service guarantee, at
least the quantity of Products specified in the Guaranteed Capacity
attached hereto as Schedule A and the Services to support such Guaranteed
Capacity for the duration of this Agreement.
2.2 Buyer will issue the Forecast to the Supplier. The Forecast shall not be
construed as a commitment by Buyer to order any Product nor shall the
Forecast be construed as a commitment by Supplier to supply any Product. If
Buyer does not provide an updated Forecast in any particular week, Supplier
shall be entitled to treat the current Forecast as the most recent
Forecast. Buyer shall give Supplier the opportunity to review and give its
feedback on a Forecast. Supplier shall deliver the Products ordered under a
PO issued by Buyer up to the quantity of the Guaranteed Capacity. . The
parties agree that the Forecast will be a planning tool for Supplier to
meet Buyer's requirements provided under a relevant PO and an actual order
made under a PO shall prevail over the Forecast. Buyer will issue the
Forecast to the Supplier and Buyer shall use best endeavors to issue POs
covering orders up to 2 consecutive months based on the Forecast. Supplier
will provide the Products and Services as specified in the relevant PO, and
will begin work only after receiving such PO.
2.3 Unless otherwise notified to Buyer, Supplier's confirmation of a PO
containing an order of the Products in excess of the Guaranteed Capacity
shall constitute
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acceptance of such part of the PO. Supplier shall give its confirmation of
the order made by Buyer in excess of the Guaranteed Capacity within 3
working days of the date of the PO, failing which Supplier shall be deemed
not to have accepted such part of the PO.
2.4 Buyer may reschedule, request to place on hold (which shall not exceed 3
weeks from the original delivery date stated in the relevant PO), cancel or
terminate the orders of any Products for convenience. In the event of
cancellation of the orders for any Products under a PO, Buyer shall upon
receipt of Buyer's written or electronic mail notice of cancellation,
immediately stop all work in progress and cause all of its suppliers or
subcontractors to cease all related work. Any claim for termination charges
must be submitted to Buyer in writing within thirty (30) days after receipt
of Buyer's cancellation notice along with a summary of all mitigation
efforts.
2.5 Supplier acknowledges and agrees that Buyer shall be liable only for
cancellation charges if Buyer gives notice of cancellation on a date after
30 days prior to shipment date of such cancellation products ("Cancellation
Liability Date"). If Buyer cancels all or part of any order for the
Products after the Cancellation Liability Date, which Buyer has confirmed
and commenced performance under, Buyer shall be obligated to pay Supplier
for the work-in-process for the on-order Products completed up to the date
Supplier receives Buyer's notice of cancellation; provided, that Supplier
shall take all reasonable steps to mitigate the cost impact to Buyer for
any cancelled Products. Buyer's liability for such cancelled or excess
orders shall be limited to the charges specified in the Cancellation
Charges Table in Schedule B. Supplier agrees to continuously keep Buyer
informed, on a real-time basis through its Internet website, of the precise
stage of the work-in-process relating to the Product ordered by Buyer.
Buyer shall not be howsoever liable for any Products or cancellation
charges in respect of which notice of cancellation is sent on a date
earlier than the Cancellation Liability Date.
2.6 Supplier shall provide delivery flexibility in addition to the Guaranteed
Capacity in accordance with the Delivery Flexibility Table attached hereto
as Schedule B and the terms of this Agreement.
3 DELIVERY, QUALITY AND CONTINUING SUPPORT
3.1 Supplier shall deliver the correct quantity of Products in accordance with
the delivery dates and quantities stipulated in the PO. In the PO, Buyer
shall specify the date of shipment of the Products to be a date no earlier
than 21 days after the date of the PO; provided, that the Supplier may,
from time to time upon the request of Buyer, agree with Buyer to permit
Buyer to set the date of shipment in the PO to be a date which is 3 or less
days earlier than 21 days after the date of the PO; provided, further, that
the delivery date for the Products ordered pursuant to and in accordance
with the Delivery Flexibility Table shall be within the relevant lead times
specified in the Delivery Flexibility Table. Supplier shall ship and
deliver the Products by the exact ship date specified on the PO or an
earlier date, if so specifically requested by
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Buyer; provided, that Supplier shall have no liability whatsoever for its
failure to deliver the Products by a date requested by Buyer if such date
is earlier than the delivery date stipulated in the PO. If Supplier fails
to comply with a delivery commitment, Supplier will promptly notify Buyer
of a revised delivery date and Buyer may:
3.1.1 cancel without charge Products or Services not yet delivered;
3.1.2 require Supplier to deliver Products using priority freight delivery
at Supplier's expense for the incremental freight charges; and/or
3.1.3 exercise all other remedies provided at law, in equity and this
Agreement.
3.2 The Supplier shall achieve 100% of the incoming acceptance test criteria of
Buyer, as previously notified to Supplier by Buyer in writing from time to
time or upon request by Supplier, for all Products delivered to Buyer and
shall meet Quality Levels previously notified to Supplier by Buyer from
time to time or upon request by Supplier. Any changes to such Quality
Levels and or other inspection procedures to be made by the Buyer shall be
consulted in advance with the Supplier, and such change shall become
effective only if Supplier confirms and expressly accepts such change in
advance.
3.3 No change shall be allowed for packing, crating, freight, express charges,
cartage, or containers unless previously agreed to in writing or specified
in this order. Supplier shall ensure that all shipment include purchase
order number, packing slip stating the exact quantity and description of
the goods. All deliveries of the Products by Supplier to Buyer pursuant to
the P.O. shall be made F.O.B. Supplier shall be held responsible for
ensuring that the goods are packed so as to ensure that they reach their
destination intact and undamaged. Damage to any article including that of
surface scratches, resulting from improper packaging will be charged to
Supplier; provided, that Buyer shall procure insurance for the
transportation of the Products and such insurance shall be of a kind and on
terms current at the port of shipment.
3.4 All goods supplied shall be of quantity desired by the Buyer and/or to such
specifications, plans, drawings, patterns or sample as shall form part of
the contract.
3.5 Any request by Buyer for work suspensions or changes in quantities,
drawings, designs, specifications place, time or mode of delivery, methods
of shipment and packaging, and services to be furnished by Supplier shall
be made in writing and shall become effective only if confirmed and agreed
to in advance by Supplier. Subject to Clauses 2.4 and 2.5, if any such
change causes an increase or decrease in the price of this order or in the
time required for its performance, Supplier shall promptly notify Buyer
thereof and assert its claim for adjustment within ten (10) days after the
change is requested by Buyer and is accepted by Supplier. Upon acceptance
of the change requested by Buyer, Supplier shall proceed immediately with
the order as changed.
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3.6 Whether made pursuant to this clause or by mutual agreement, Supplier
agrees to implement all changes referred to in Clause 3.5, if accepted by
Supplier, within fifteen (15) working days lead time unless otherwise
specified.
3.7 Supplier shall render continuing support to Buyer and participate in the
Co-Development Work Plan attached hereto as Schedule C, which may be
revised by Buyer from time to time with the agreement of Supplier
("Co-Development Work Plan"). Supplier shall work towards and meet the
targets specified in the Co-Development Work Plan in relation to panel
utilization efficiency, yield, cost competitiveness improvement, core
process technology development and the specified timelines to achieve such
targets. The parties shall dedicate resources as specified in such Work
Plan to achieve the specified targets.
3.8 The term of this Agreement shall be for a period of 5 years commencing from
the Effective Date.
4 PRICING
4.1 Supplier will provide Product and Services to Buyer for the Prices. Subject
to Section 2.4 and 2.5, the Prices for Products and Services specified in a
PO and accepted by Buyer shall be the only amount due to Supplier from
Buyer.
4.2 The price charged Buyer for any Product by Supplier, and the price at which
Buyer make an order for the Products under a PO, shall be the price which
is agreed between the parties prior to any PO and shall be Supplier's
lowest price charged any customer for that equivalent Product. In respect
of each Product supplied to Buyer, Supplier agrees to maintain pricing
levels for such Product that are competitive with market prices for an
equivalent product. Supplier shall, from time to time or upon request by
Buyer, disclose to Buyer or a person designated by Buyer the price for the
Products charged to its other customers besides Buyer. If Supplier sells
any Product to any customer at a net price less than as set forth herein,
Supplier shall adjust its price to the lower price for any uninvoiced
Product and for all future invoices for such Product.
4.3 Supplier shall separately state on all invoices any taxes imposed. No tax
shall be included from which an exemption is available. In the event any
tax include was not required, Supplier will notify Buyer and promptly take
all necessary and proper steps to procure a refund and, when received, will
pay it to Buyer.
4.4 Payment shall be made by Buyer to Supplier 45 days after the invoice date.
Supplier represents that prices quoted include all charges.
4.5 Buyer shall be entitled at all times to set-off any amount owing at any
time from Supplier and any of its subsidiaries to Buyer; provided, that any
set-off by Buyer shall be first notified to Supplier in writing before
Buyer implements the set-off.
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5. PAYMENTS AND ACCEPTANCE
Payment of invoices will not be deemed acceptance of Products or Services,
but rather such Products or Services will be subject to inspection, test,
acceptance or rejection by Buyer until successful integration into Buyer's
products, or for a period as specified in the relevant PO, whichever occurs
first. Buyer may, at its option, either reject Products or Services that do
not comply with the specifications and requirements for a refund plus any
inspection, test and transportation charges paid by Buyer, or require
prompt correction or replacement or of such Products upon Buyer's written
instruction. Buyer may reject entire lot of Products, which do not meet
stipulated quality levels. Upon discovery of any shortage, defect, damage
or other non-compliance with specification and requirements, Buyer shall
immediately notify Supplier in writing the details of the non-compliance
prior to either rejecting Products or Services, or requiring correction or
replacements of Products. Supplier shall not be required to agree to any
rejection of Products or Services, or be responsible for correcting or
replacing any Product, for which Buyer fails to give prior written notice
of the non-compliance in accordance with this Clause 5.
6 WARRANTIES
6.1 In addition to all warranties provided or implied by law and without
limitation, Supplier makes the following ongoing representations and
warranties:
6.1.1 It has the right to enter into this Agreement and its performance of
this Agreement will comply, at its own expense, with the terms of any
contract, obligation, law, regulation or ordinance to which it is or
becomes subject (including but not limited to all applicable privacy
laws);
6.1.2 No claim, lien, or action exists or is threatened against Supplier
that would interfere with Buyer's use or sale of the Products;
6.1.3 Products and Services do not infringe any intellectual property right
of a third party;
6.1.4 All authors have agreed not to assert their moral rights (personal
rights associated with authorship of a work under applicable law) in
the Products, to the extent permitted by law;
6.1.5 Products are free from defects in design (except for written designs
provided by buyer unless such designs are based entirely on
Supplier's specifications), material and workmanship and will conform
to the warranties, specifications and requirements, including but not
limited to quality requirements, in this Agreement for a period of 1
year from the date of shipment;
6.1.6 Products are safe for use consistent with and will comply with
warranties, specifications and requirements in this Agreements;
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6.1.7 None of the Products contain nor are any of the Products manufactured
using ozone depleting substances know as halons, chlorofluorocarbons,
hydrochlorofluorocarbons, methyl chloroform and carbon
tetrachlorideas defined by the Montreal Protocol;
6.1.8 Products are new and do not contain used or reconditioned parts; and
6.1.9 It is knowledgeable with, and is and will remain in full compliance
and all applicable export and import laws, regulations, orders, and
policies (including, but not limited to, securing all necessary
clearance requirements, export and import licenses and exemptions
from, and making all proper filings with appropriate governmental
bodies and/or disclosures relating to the release or transfer to
technology and software to non U.S. nationals).
6.2 Subject to Section 5 and Section 8, if Products or Services do not comply
with the warranties in this Agreement, Supplier will repair or replace
Products (at the latest revision level) or re-perform Services, or credit
or refund the Price of Products or Services such remedy at Buyer's
discretion. For such Products, Supplier will issue to Buyer a Return
Material Authorization ("RMA") within five (5) days of Buyer's notice.
Subject to Section 5, if Supplier fails to repair or replace Products or
re-perform Services in a timely manner, Buyer may do so and Supplier will
reimburse Buyer for actual and reasonable expenses. Subject to Section 5,
Buyer may return Products which do not conform to the warranties in this
Agreement from any Buyer location to the nearest authorized Supplier
location at cost of Supplier and Supplier will, at cost of Supplier, return
any repaired or replaced Product in a timely manner.
6.3 Subject to Section 5, Supplier will repair or replace, or credit or refund
Products that are Defective ("Defective Products") as notified by Buyer in
writing, or where a safety defect is found. Supplier will commence such
performance within five (5) calendar days of Buyer's notice to Supplier of
Defective Products pursuant to and in accordance with Section 5. Supplier
will reimburse Buyer for all actual and reasonable expenses incurred by
Buyer for such repair and replacement of Defective Products, including
expenses associated with problem diagnosis, field and finished goods
inventory repair, and replacement.
7 INTELLECTUAL PROPERTY
7.1 Buyer and Supplier shall jointly own all designs inventions, materials and
information (the "Developed Information") jointly developed in the course
of or as a result of discussions on the Co-Development Work Plan. Supplier
shall with Buyer's full assistance and cooperation on the basis of equal
sharing of legal fees, take all necessary steps to patent, register and
protect their rights in the Developed Information. Any patent applied in
respect of Developed Information shall name Buyer and Supplier as joint
inventors and owners of the Developed Information. Buyer and Supplier shall
be entitled to use, license or howsoever exploit the Developed Information
as each party deems fit.
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7.2 Subject to Clause 7.1, all rights to patents, trademarks, copyrights, and
trade secrets on the Products owned by Supplier (hereinafter, "Supplier
Intellectual Property") as well as any modifications, updates or
enhancements to said Supplier Intellectual Property during the term of this
Agreement remain the exclusive property of Supplier, and Supplier does not
grant Buyer any right or license to such Supplier Intellectual Property;
provided, that notwithstanding the foregoing, Supplier grants Buyer all
Intellectual Property rights licensable by Supplier which are necessary for
Buyer to use and sell the Products. This Agreement does not grant either
party the right to use the other party's or their Affiliates' trademarks,
trade names or service marks.
8 INDEMNIFICATION
8.1 A party hereto (the "Indemnifying Party") agrees, at its expense, to
defend, indemnify and hold the other party, its Affiliates, officers,
directors, employees and agents (collectively, the "Indemnified Parties"),
harmless from any and all claims, demands, damages, costs, expenses, suits,
actions, liabilities and losses (including, without limitation, reasonable
attorneys' fees and expenses) arising by virtue of, in connection with, or
related to, the Indemnified Party's performance hereunder or execution
hereof, except as such claims losses or damages may result from the
Indemnified Party's gross negligence, bad faith or willful misconduct.
Notwithstanding anything to the contrary herein, the indemnification
obligations under this paragraph shall survive the termination of this
Agreement.
8.2 Supplier will defend, or at Buyer's option cooperate in the defense of,
hold harmless and indemnify, including legal fees, Buyer from third party
claims that Supplier's Products or Services infringe the intellectual
property rights of a third party. If such a claim is or is likely to be
made, Supplier will, at its own expense, exercise the first of the
following remedies that is practicable:
8.2.1 obtain for Buyer the right to continue to use and sell the Products
and Services consistent with this Agreement;
8.2.2 modify the Products and Services so they are non-infringing and in
compliance with this Agreement;
8.2.3 replace the products and Services, or other affected deliverables or
Services, with non-infringing ones that comply with this agreement;
or
8.2.4 at Buyer's request, accept the cancellation of infringing Services
and the return of the infringing Products and refund any amount paid.
Buyer will give Supplier a prompt notice of third party claims
against Buyer, and cooperate in the investigation, settlement and
defense of such claims.
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8.3 Supplier will have no obligation to indemnify Buyer for claims that
Supplier's Products or Services infringe the Intellectual property rights
of a third party to the extend such claims arise as a result of :
8.3.1 Buyer's combination of Products or Services with other products or
services not reasonably foreseeable by Supplier and such infringement
or claim would have been avoided in the absence of such combination;
8.3.2 Supplier's implementation of a Buyer originated design or a design
originated from Developed Information and such infringement or claim
would have been avoided in the absence of such implementation; or
8.3.3 Buyer's modification of the Products except for intended
modifications required for use of the Products and such infringement
or claim would have been avoided in the absence of such modification.
9 SUPPLIER AND SUPPLIER PERSONNEL
Each party hereto is an independent contractor and this Agreement does not
create an agency relationship between Buyer and Supplier. A party assumes
no liability or responsibility for the other party's Affiliates, officers,
directors, employees or agents (together, "Party Personnel"). A party will
ensure that it and Party Personnel are in compliance with all laws,
regulations, ordinances, and licensing requirements.
10 TERM AND TERMINATION
10.1 Either party may terminate this Agreement, without any cancellation charge,
for a material breach of this Agreement by the other party or if the other
party becomes insolvent or files or has filed against it a petition in
bankruptcy ("Cause"), to the extent permitted by law. Such termination will
be effective at the end of a thirty (30) day written notice period if the
Cause remains uncured.
10.2 Upon termination, in accordance with Buyer's written direction, Supplier
will immediately:
10.2.1 cease work;
10.2.2 prepare and submit to Buyer an itemization of all completed and
partially completed Products and Services;
10.2.3 deliver to Buyer Products satisfactorily completed up to the date of
termination at the agreed upon Prices set forth in the Cancellation
Charges Table in Schedule B; and
10.2.4 deliver upon request any work in process.
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11 GENERAL
11.1 This Agreement may only be amended by a writing specifically referencing
this Agreement which has been signed by authorized representatives of the
parties.
11.2 Each party shall not assign its rights or delegate or subcontract its
duties under this Agreement to any third party or Affiliate without the
prior written consent of the other party, such consent not to be withheld
unreasonably. Any unauthorized assignment of this Agreement is void.
11.3 This Agreement and the performance of the transactions under this Agreement
will be governed by the laws of Singapore and the parties submit to the
exclusive jurisdiction of the laws of Singapore.
11.4 All communications between the parties regarding this Agreement will be
conducted through the parties designated representatives. Supplier will use
reasonable efforts to participate in replenishment logistics programs
presented by Buyer.
11.5 This Agreement may be signed in one or more counterparts, each of which
will be deemed to be an original and all of which when taken together will
constitute the same agreement. Any copy of this Agreement made by reliable
means (for example, photocopy or facsimile) is considered an original.
11.6 This provision is without prejudice to any non-disclosure or
confidentiality agreement signed between the parties. Each party will not
publicize the terms of this Agreement, or the relationship, in any
advertising, marketing or promotional materials without prior written
consent of the other party except as may required by law. Each party will
use information regarding this Agreement only in the performance of this
Agreement. For any business personal information relating to Party
Personnel that a party provides to the other party, each party has obtained
the agreement of the Party Personnel to release the information to the
other party and to allow the other party to use such information in
connection with this Agreement.
11.7 Neither party will be in default or liable for any delay or failure to
comply with this Agreement due to any act beyond the control of the
affected party, excluding labor disputes, provide such party immediately
notifies the other.
11.8 This Agreement replaces any prior oral or written agreements or other
communications between the parties with respect to the subject matter of
this Agreement, excluding any confidential disclosure agreements. In the
event of any conflict in these documents, the order of precedence will be:
11.8.1 this Agreement including the attachments and schedules hereto:
followed by
11.8.2 the relevant PO.
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The terms of this Agreement constitute the entire agreement of the
parties. No modifications shall be valid unless accepted in writing by
Buyer.
11.9 Each party will maintain (and provide to the other party upon request)
relevant business and accounting records to support invoices under this
Agreement and proof of required permits and professional licenses, for a
period of time as required by local law, but not for less than three (3)
years following completion or termination of the relevant PO. All
accounting records will be maintained in accordance with generally
accepted accounting principles applicable to the respective party.
11.10 If any term in this Agreement is found by competent judicial authority to
be unenforceable in any respect, the validity of the remainder of this
Agreement will be unaffected, provided that such unenforceability does not
materially affect the parties' rights under this Agreement.
11.11 The provisions set forth in the following Sections and Subsections of this
Agreement will survive after termination or expiration of this Agreement
and will remain in effect until fulfilled: Clauses 6.1, 6.2, 6.3, 7, 8.1,
8.2, 8.3, 11.3, 11.6, 11.8 and 11.9.
11.12 An effective waiver under this Agreement must be in writing signed by the
party waiving its rights. A waiver by either party of any instance of the
other party's noncompliance with any obligation or responsibility under
this Agreement will not be deemed a waiver of subsequent instances.
11.13 This contract shall be enforceable by and shall be for the benefit of only
the parties herein and no other parties.
IN WITNESS WHEREOF, this Agreement has been executed by the authorized
representatives of the parties hereto as of the date first above written.
Buyer Supplier
ST Assembly Test Services Ltd. Simmtech Co. Ltd.
By: /s/ Xxx Xxx Suk By: /s/ Se-Xx Xxxx
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Name: Xxx Xxx Suk Name: Se-Xx Xxxx
Title: Chief Operating Title: Representative Director
Officer
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SCHEDULE A
GUARANTEED CAPACITY
1. The Guaranteed Capacity for each Quarter of 2004 shall be as follows:-
PRODUCT TYPE FOR 1Q04 FOR 2Q04 FOR 3Q04 FOR 0X00
XXXX (35 BD) 425,000 425,000 500,000 500,000
per week
stPBGA (10 2,000,000 2,250,000 2,750,000 3,000,000
BD) per week
Total PBGA: PBGA: PBGA: PBGA:
Guaranteed 1,000,000 (Jan., Feb.) 1,700,000 2,000,000 2,000,000
Capacity Per 1,700,000 (March)
Month stPBGA: stPBGA: stPBGA: stPBGA:
8,000,000 9,000,000 11,000,000 12,000,000
2. The Guaranteed Capacity for 2005 shall be 21 million units per month and
the breakdown of the weekly Capacity requirements shall be notified by
STATS to Simmtech in writing.
3. The Guaranteed Capacity for 2006 shall be 30 million units per month and
the breakdown of the weekly Capacity requirements shall be notified by
STATS to Simmtech in writing.
4. The Guaranteed Capacity for 2007 shall be 36 million units per month and
the breakdown of the weekly Capacity requirements shall be notified by
STATS to Simmtech in writing.
5. The Guaranteed Capacity for 2008 shall be 43.2 million units per month and
the breakdown of the weekly Capacity requirements shall be notified by
STATS to Simmtech in writing.
6. The breakdown as to PBGA and stPBGA units as a % of the abovestated
Guaranteed Capacity for the years 2005 to 2008 will be 80% 2tPBGA and 20%
PBGA.
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SCHEDULE B
DELIVERY FLEXIBILITY TABLE
1. In the event Buyer requires "delivery flexibility" under the Guaranteed
Capacity, Supplier shall supply such "delivery flexibility," provided that
Supplier's services shall extend only to the Maximum Capacity per calendar
week as stipulated in Table 1 below subject to Buyer: -
1.1 stipulating a date for shipment of the Products that is on or after
the end of the Lead Time stipulated in Table 1 in accordance with the
type of Product ordered calculated from the date of the PO; and
1.2 limiting the requested number of parts designs per week to the Maximum
No. of Designs for PBGA and or stPBGA parts stipulated in Table 1
below.
Table 1
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PRODUCT TYPE PRODUCT TYPE BY LEAD TIME IN LEAD TIME IN LEAD TIME IN LEAD TIME IN
LAYER CALENDAR DAYS - CALENDAR DAYS - CALENDAR DAYS - CALENDAR DAYS -
1Q04 2Q04 3Q04 4Q04
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PBGA parts 2 10 10 8 8
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4 12 12 10 10
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stPBGA parts 2 9 9 7 7
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4 11 11 9 9
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Maximum No. of Designs for PBGA and or 2 2 3 4
stPBGA parts
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Maximum Capacity (% PBGA parts 25% 25% 25% 25%
of total ordered -------------------------------------------------------------------------------------------
quantity/week) stPBGA parts 25% 25% 25% 25%
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CANCELLATION CHARGES TABLE
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I/L MLB Drill Cu O/L S/M AU R/T B/B FVI
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30% 40% 65% 67% 75% 85% 92% 95% 97% 100%
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* % means a rate of chargeable amount to PO prices
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SCHEDULE C
CO-DEVELOPMENT WORK PLAN
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STATS & SIMMTECH CO-DEVELOPMENT WORK PLAN
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MFG COST COMPETITIVENESS Target 1Q'04 2Q'04 3Q'04 4Q'04
-------------------------------------------------------------------------------------- Target
IMPROVEMENT Util/Yield Cost Saving Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Date
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* Panel Utilization Efficiency 85% 6% XXXXXXXXXXXXXXXXXXXXXXXXXXXXXX Jun
++++++++++ Aug
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* Yield 93% 6% XXXXXXXXXXXXXXXXXXXXXXXXXXXXXX Jun
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CORE PROCESS TECHNOLOGY Target 1Q'04 2Q'04 3Q'04 4Q'04
----------------------------------------------------------- Target
IMPROVEMENT Product Requirement Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Date
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Tail-less BGA Substrate PBGA & stPBGA XXXXXXXXXXXXXXXXXXXX Apr
+++++++++++++++ May
-------------------------------------------------------------------------------------------------------------------------------
Thin Core Laminate 2L, 0.15mm Thick XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX Sep
4L, 0.26mm Thick +++++++++++++++ Oct
-------------------------------------------------------------------------------------------------------------------------------
Build-up Substrate (WB) Laser Drill/VIP/Blind Via XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX Jul
+++++++++++++++ Aug
-------------------------------------------------------------------------------------------------------------------------------
Low Pin Count Flip Chip 5x6mm 71 FC-LGA XXXXXXXXXXXXXXXXXXXXXXXXXXXXXX Jun
+++++++++++++++ Jul
-------------------------------------------------------------------------------------------------------------------------------
High Pin Count Flip Chip 35x35mm 1152 FCBGA XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX Dec
+++++++++++++++ Dec
-------------------------------------------------------------------------------------------------------------------------------
XXX Target of completion/Qualification @@@ In Progress
+++ Target of Implementation/Readiness *** Completed
MFG COST COMPETITIVENESS IMPROVEMENT
* Panel Utilization Efficiency Target : 85 % in Avg. by Q2/'04
4Q'03 2Q'04
STRIP SIZE (MM) # of strips per panel # of strips per panel
190x43 (ST1) 18 20
190x42.5 (New ST1) 18 22
190x46.25 (ST2&3) 18 20
187.5x25 (19x19) 32 36
187.5x29 (23x23) 28 32
187.5x33 (27x27) 26 28
187.5x37 (31x31) 22 24
187.5x41 (35x35) 20 22
187.5x46 (37.5 & 40) 18 20
* Yield Target : 93 % in Avg. by Q2/'04
% OF STRIPS WITH
PACKAGE TYPE # OF X-OUTS PER STRIP X-OUTS PER SHIPMENT
PBGA 1 Max. 20%
stPBGA Max. 10 % of total units N/A
Per strip
CORE PROCESS TECHNOLOGY DEVELOPMENT
o RESOURCE DEPLOYMENT PLAN
- SIMMTECH
RESOURCE NOV/03 DEC/03 JAN/04 FEB/04
Sr. Manager 1 1 2 (1) 2
Engineer 3 3 5 (2) 8 (3)
Total 4 4 7 10
Note] ( ) : # of New Hire
- STATS
RESOURCE NOV/03 DEC/03 JAN/04 FEB/04
Eng'r 1 2 3 3
(shared)
Eng'r 0 1 1 2 (1)
(dedicated)
Total 1 3 4 5
Note] ( ) : STATS Resident Eng'r @ SIMMTECH (TBH)
o 3 W'S
-------------------------------------------------------------------------------------
What Who When
-------------------------------------------------------------------------------------
1. Project Management Plan
- To assign Primary & Secondary contact person in charge All WW49
- To set up Bi-weekly/Monthly update meeting
-------------------------------------------------------------------------------------
2. Panel Utilization Improvement
- Detailed action plan ; Process/Equipment SIMMTECH WW50
- Timeline (Gannt Chart)
-------------------------------------------------------------------------------------
3. Yield Improvement
- Detailed action plan ; Process/Equipment SIMMTECH WW51
- Timeline (Gannt Chart)
-------------------------------------------------------------------------------------
4. Core Process Technology Development
- To send respective drawing per project STATS WW49
- Detailed action plan & timeline SIMMTECH WW51
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