EXHIBIT 10.02
CONFIDENTIAL TREATMENT REQUESTED
AMENDMENT NO U TO
INTEL CORPORATE EQUIPMENT AND SERVICE PURCHASE AGREEMENT NO. C-05673
BETWEEN
INTEL CORPORATION AND FORMFACTOR INC.
For valuable consideration, the receipt and sufficiency of which the parties
hereby acknowledge, Intel Corporation ("Buyer") and Formfactor Inc. ("Seller")
hereby amend the above referenced Intel Corporation Purchase Agreement
No.C-05673 (the "Agreement") as set forth hereafter.
1. EFFECTIVE DATE.
The Effective Date of this amendment (the "Amendment") shall be 9-1-04.
2. DEFINITIONS.
Unless provided otherwise in this Amendment, each capitalized term
appearing in this Amendment shall have the same meaning as given in the
Agreement.
3. AMENDMENTS.
By executing this Amendment, Buyer and Seller are amending the
Agreement to add the terms and conditions of the SLA as set forth in
Exhibit A attached hereto and incorporated herein by this reference.
4. LEGAL EFFECT ON AGREEMENT.
As amended by this Amendment, all provisions of the Agreement shall
remain in full force and effect. In the event of a conflict between
this Amendment and the Agreement, this Amendment shall take precedence.
This Amendment shall survive the termination or expiration of the
Agreement.
INTEL CORPORATION SELLER
BY: /s/ Xxxx Xxxxxx BY: /s/ Xxxxx Xxxxxx
------------------------------- ----------------------------------
NAME: Xxxx Xxxxxx NAME: Xxxxx Xxxxxx
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TITLE: Commodity Manager TITLE: Technical Sales Director
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DATE: 8/18/04 DATE: 8/17/04
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* * * Confidential treatment has been requested for portions of this exhibit.
The copy filed herewith omits the information subject to the confidentiality
request. Omissions are designated as * * *. A complete version of this exhibit
has been filed separately with the Securities and Exchange Commission.
FFI CONFIDENTIAL INTEL CONFIDENTIAL 10/29/2004
EXHIBIT A -INTEL FLASH SERVICE LEVEL AGREEMENT (SLA) TERM SHEET (8/9/04)
OBJECTIVES OF SLA: 1) Increase uptime and production flexibility at Intel
through fast and predictable repair times. 2) Reduced Intel and FFI
administrative and engineering overhead by eliminating per repair purchase
orders and expediting. 3) Allow Intel to budget for Minor Repair Cost.
Accomplish these three objectives with out degrading FFI quality and engineering
responsiveness.
EFFECTIVE DATE: September 1, 2004
TERM OF SLA: 3 years from effective date
A. DEFINITIONS:
1. MAJOR REPAIR - Repair that includes * * * (removing all * * * and
* * *) or * * *.
2. MINOR REPAIR - Repair that includes * * * or * * * of * * *, * * *, or
* * *. Minor Repairs do not address cards that have * * * damage,
* * * (removing all * * * and * * *) or * * *.
3. L0 - The primary objective of Level 0 (L0) is to enable fastest
possible service/repair and still capture product quality and failure
information. L0 is a service assessment that can be used to quickly
identify repair actions. L0 assessment capability is available * * *.
4. L1 - Level 1 Failure Analysis provides failure verification and
reports symptom only. Includes limited investigation, could involve
SEM analysis. L1 must be completed * * *
5. L2 - Level 2 Failure Analysis provides failure mode verification,
probable cause and corrective/preventative action, could involve SEM
or chemical analysis. L2 must be completed * * *
6. NASC- North American Service Center located in Livermore CA.
7. ESC - European Service Center located in Dresden Germany
8. LEAD TIME (LT) - Time from receipt at FFI to shipment
9. SIU- sort interface unit
B. PRODUCTS COVERED BY THIS SLA: FFI * * * and * * * with * * * probe heads and
parallelism from * * * to * * * that require a Minor Repair and were DAMAGED
AFTER THE EFFECTIVE DATE.
C. FFI LEAD TIME AGREEMENT
1. For all Minor Repairs the LT will be:
a. * * * (Used for * * *)
i. L0 - * * * days
ii. L1 and L2 should not be returned to * * *, however if they
were the LT would be shipment time plus * * * LT shown
below.
b. * * * (uses * * * for all levels of Failure analysis)
i. L0 - * * * days
ii. L1 - * * * days
iii. L2 - * * * days
2. The quarterly on time delivery (OTD) commitment is a maximum of * * *
per * * * (* * *%).
a. Only cards with a filled out TIQFF are considered in the OTD
calculation.
b. The card is considered late if the lead-times shown above (1.a,b)
are not met.
* * * Confidential treatment has been requested for portions of this exhibit.
The copy filed herewith omits the information subject to the confidentiality
request. Omissions are designated as * * *. A complete version of this exhibit
has been filed separately with the Securities and Exchange Commission.
c. If this OTD is not met for * * * the quarterly * * * for the
following quarter will * * * by * * *. The * * * will remain
until quarterly OTD is met. By way of example, see the table
below:
QUARTER * * * OTD SERVICE
CHARGE
Q1'04 * * * * * * $* * *
Q2 * * * * * * $* * *
Q3 * * * * * * $* * *
Q4 * * * * * * $* * *
Q1'05 * * * * * * $* * *
D. QUARTERLY SERVICE CHARGE
1. Service Charge(SC) of $* * * per * * * will be billed to Intel and
re-assessed every * * *. Intel places a PO at the beginning of each
quarter, and FFI bills monthly.
2. During reassessment if the Non warranty Minor Repairs in the previous
* * * average to; (i) * * * the SC will * * * to $* * * for the
following * * *, (ii) * * * the SC will * * * by * * *% for every
* * * non warranty Minor repairs * * * for the following * * *. By way
of example, if Minor Repairs were * * * in * * * and * * * in * * *
(* * *) then the SC would * * * to $* * * for * * *.
3. No additional charges for L0-L2 failure analysis reports on Minor
repairs.
E. MINOR REPAIR FLOW
1. SIU damage occurs
2. Intel fills out TIQFF and selects one of the three boxes circled
below. "Repair Only No FA" box should be selected for all damage cards
needing L0 failure analysis. "Report Failure Symptom Only" should be
selected for all damage cards needing L1 failure analysis. "Root Cause
Required " should be selected for all damage cards needing L2 failure
analysis. IF A BOX IS NOT SELECTED OR IF THE CARD IS RETURNED TO FFI
WITH OUT A TIQFF IT WILL BE CLASSIFIED AS A L1. IF THE FAILURE
ANALYSIS DETERMINES THAT THE CARD NEEDS A MAJOR REPAIR THEN STANDARD
FAILURE ANALYSIS FEES WILL APPLY.
[GRAPHIC]
FFI CONFIDENTIAL INTEL CONFIDENTIAL 10/29/2004
* * * Confidential treatment has been requested for portions of this exhibit.
The copy filed herewith omits the information subject to the confidentiality
request. Omissions are designated as * * *. A complete version of this exhibit
has been filed separately with the Securities and Exchange Commission.
3. If the SIU is damaged at Intel * * * or * * * and is a Minor Repair it
should be sent to * * *. TO AVOID UNNECESSARY LEAD-TIME DELAYS ALL
OTHER DAMAGED CARDS SHOULD BE SENT TO * * *.
4. If a return is not a Minor Repair and is non-warranty a failure report
will be sent to Intel and a PO will be requested. If Intel decides not
to repair or if the card is at FFI for * * * with out a response from
Intel, the card will be returned as is to Intel and the standard FA
fee will apply.
FFI CONFIDENTIAL INTEL CONFIDENTIAL 10/29/2004
* * * Confidential treatment has been requested for portions of this exhibit.
The copy filed herewith omits the information subject to the confidentiality
request. Omissions are designated as * * *. A complete version of this exhibit
has been filed separately with the Securities and Exchange Commission.
