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EXHIBIT 10.5
STARTRONIX INC.
MANUFACTURING AGREEMENT
This agreement is by and between StarTronix Inc., 0000 Xxxxxxxxx Xxxxx, Xxxxx
000, Xxxxxx, Xxxxxxxxxx, XXX, and Golden Source Electronics Ltd., 2/F, Unit A,
Union Xxxx Xxx Fty. Bldg., 20 Xxxx Xxx Street, Xxxx Xxxx, Howloon, Hong Kong.
The purpose of this Manufacturing Agreement is to outline the terms and
specifications of the OEM project given to Golden Source by StarTronix Inc.
PRODUCT SPECIFICATIONS:
Telephone/Answering Machine: Telephone
2 Lines
2 Connectors (1 XX-00, 0 XX-00)
Xxxxx-xx Telephone Answering Device
Built-in Speakerphone Capability
INTERNET TERMINAL:
Hardware: Processor: 486 DX4/100
Processor Cache: 256K
RAM: 8 MB Base, Upgradeable to 32 MB
ROM: Award Bios
Keyboard: Full Size
Display: 10.4" Diagonal Dual-Scan Passive LCD
External Display: VGA Connector on Rear Panel
Hard Drive: 200 MB IDE, Notebook Form Factor
Modem: 28.8 Kbps Fax/Data, V.42, V.42bis
Magnetic Strip Reader: 3 Track
Serial Ports: 2
Parallel Ports: 1
Pointing Device: External Serial Mouse (uses one of the
two serial ports)
Sound Card: Built-in
Software: Operating System: ROMDOS
GUI: Windows 3.1
Browser: Netscape 2.01
Fax TX/RX: Software Provided
Office Suite: TBD (will include at least a word
processor and a spreadsheet)
0000 Xxxxxxxxx Xxxxx, Xxxxx 000
Tel: 000-000-0000 Fax: 000-000-0000
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STARTRONIX INC.
FINANCIAL TERMS:
Cost Per Unit: $840 USD per unit FOB Hong Kong
$40 per unit Surcharge for the upgrade to a soundcard
and 8 MB of memory. This surcharge will be in effect
for the first 6,000 units; thereafter, the surcharge
will be $30 per unit.
TOOLING:
Golden Source is responsible for the complete tooling of the StarScreen and
they acknowledge that all rights, and ownership belong to StarTronix Inc.
Tooling Start: April 1996
First Shot at Tooling: August 15, 1996
Last Shot at Tooling: August 30, 1996
TOOLING PAYMENT SCHEDULE:
Total Cost Tooling: $230,000 USD
$ 75,000 USD to be paid in May 1996 (already paid)
$ 75,000 USD to be paid upon confirmation of receipt
of the first off tool plastic from
Golden Source to StarTronix Inc.
$ 80,000 USD Final paid upon acceptance of final
plastic from tooling for production
on or about August 30, 1996.
DELIVERY SCHEDULE:
Initial Purchase Order: 12,000 units and company will be issuing P/O for
ongoing quantities.
Golden Source confirms that they will deliver on or before the 25th of
September the first 100 units of the StarScreen; and between that 100 units on
the 25th of September and October 30 will deliver not less than 5,000 units.
The balance to be delivered during the month of November and completed no later
than the first week of December 1996.
UNIT COST:
It is agreed that StarTronix will give to Golden Source the sum of $120,000 USD
as an engineering deposit. This will be offset against the cost of the first
3,000 units (already paid).
StarTronix will give Golden Source $1.5 million during the month of August
representing approximately 60% of final amount owed which will be paid at time
of delivery of the units by Golden Source to StarTronix.
0000 Xxxxxxxxx Xxxxx, Xxxxx 000
Tel: 000-000-0000 Fax: 000-000-0000
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STARTRONIX INC.
A second L/C for $2,640,000 will be open on or about September 1, 1996, to
cover the second 3,000 units.
Golden Source acknowledges they will manufacture to International AQL
Level 0.65%.
It is understood that it is the responsibility of StarTronix to obtain the FCC
and IC approval for the StarScreen. Golden Source will provide samples,
technical data, and whatever else is required to do this in a timely manner.
StarTronix is fully responsible for paying licenses required for the software
being imbedded into the StarScreen hardware.
Golden Source confirms as long as StarTronix purchases not less than the 12,000
units already contracted for, they will not OEM a similar product for any other
company without the written approval by StarTronix.
For and on behalf of StarTronix Inc. For and on behalf of Golden Source
Electronics Ltd.
/s/ XXXXXX X. XXXXX /s/ XXXXXX XXXX
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Xxxxxx X. Xxxxx Xxxxxx Xxxx
President/COO Managing Director
8/21/96 8/22/96
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Date Date
0000 Xxxxxxxxx Xxxxx, Xxxxx 000
Tel: 000-000-0000 Fax: 000-000-0000