AMENDMENT NO. 8 TO SUPPLIER PARTNERING AGREEMENT
THIS AMENDMENT TO SUPPLIER PARTNERING AGREEMENT
(this “Amendment”), dated as of November 10, 2021, (the “Amendment
Effective Date”) is made and entered into by and between Pacesetter, Inc.,
with offices at 00000 Xxxxxx Xxxx Xxxxx, Xxxxxx, Xxxxxxxxxx, 00000 (“Buyer”),
and NVE Corporation, with a principal place of business at 00000 Xxxxxx Xxxx
Xx, Xxxx Xxxxxxx, Xxxxxxxxx, 553443617 (“Seller”).
RECITALS
| A. | Buyer and Seller
are parties to that certain SUPPLIER PARTNERING AGREEMENT with an effective date
of January 1, 2006; Amendment No. 1 with an effective date of September 6, 2007;
Amendment No. 2 with an effective date of December 15, 2009; Amendment No. 3 with
an effective date of September 13, 2010; Amendment No. 4 with an effective date
of February 1, 2011; Amendment No. 5 with an effective date of April 20, 2016;
Amendment No. 6 with an effective date of December 16, 2020; and Amendment No. 7
with an effective date of April 12, 2021 (collectively the “Agreement”). |
| B. | Buyer
and Seller now wish to amend the terms of Agreement as set forth in this Amendment. NOW, THEREFORE, Buyer and Seller agree to amend the Agreement as follows: |
| 1. | Xxxxxxx
0, Xxxx of Agreement, is hereby deleted and replaced with the following |
|||
| 1. | Term
of Agreement. This Agreement begins on January 1, 2006 and will remain
in force through December 31, 2022, unless terminated earlier. |
|||
| 2. | Section
10.8, Compliance with Supplier Guidelines, is hereby added with the following: 10.8 Compliance with Supplier Guidelines. Buyer is committed to supporting and applying the fundamental principles of human rights, labor, environmental protection, and anti-corruption to ensure Buyer’s and our suppliers’ long-term business success, as well as improving lives around the world. Supplier has read and agrees to comply with the values represented in Buyer’s Supplier Guidelines found at xxxx://xxx.xxxxxx.xxx/xxxxxxxx/xxxxxxxxx.xxxx, as in effect from time to time (“Guidelines”). At Buyer’s request, Supplier shall (i) provide information and access to Buyer (or applicable Buyer Affiliate, or their delegated third-party advisors) for the purposes of confirming Supplier’s compliance with the Guidelines; and (ii) use commercial reasonable efforts to remediate identified issues and to report its corrective actions. In the event of a conflict between this Agreement and the Guidelines, the terms of this Agreement will prevail. |
|||
| 3. | Attachment
1 is hereby amended to reflect a 2022 price of the following: Part Number 1071000-001 increase from current price of $** to $**; Part Number 100101124 increase from current price of $** to $**. These increases are effective with all shipments made after December 1, 2021. |
|||
| 4. | If
any provisions of this Amendment and the Agreement conflict, the provisions of
this Amendment shall prevail. Except as specifically amended herein, all terms
and conditions of the Agreement shall remain in full force and effect. |
|||
| 9025.3 - NVE Corporation - Supply (Direct) Amended | Page 1 of 2 |
| 5. | Each party represents that it has authority to enter into this Amendment. This Amendment may be executed in counterparts, each of which for all purposes shall be deemed an original, and all of which constitute, collectively, one agreement. Facsimile or electronically transmitted signatures shall be deemed effective as originals. | |||
The parties have caused this Amendment to be signed by their duly authorized representatives, effective as of the Amendment Effective Date.
| Pacesetter, Inc. By: /s/ XXXXXXXX XXXXXXXXXX Name: Xxxxxxxx Xxxxxxxxxx Title: DVP OPS+SUPPLY CHAIN Date: 2/1/22 |
NVE Corporation By: /s/ XXXXXX X. XXXXX Name: Xxxxxx X. Xxxxx Title: President & CEO Date: 2/1/22 |
| 9025.3 - NVE Corporation - Supply (Direct) Amended | Page 2 of 2 |
