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CONFIDENTIAL MATERIALS OMITTED
AND FILED SEPARATELY WITH THE SECURITIES
AND EXCHANGE COMMISSION. BRACKETED ASTERISKS ([* *]) DENOTE
OMISSIONS.
SHIPPING AMENDMENT TO GLOBAL
SUPPLY AGREEMENT
BETWEEN APPLIED MATERIALS AND
ADVANCED ENERGY INDUSTRIES
THIS AMENDMENT is
made as of the 29th day of August, 2005 (the “
Effective Date ”), between "
Applied ” and “ Supplier
” as those terms are defined in that certain Global Supply
Agreement dated as of August 29, 2005, between Applied
Materials, Inc. and Advanced Energy Industries, Inc. as amended
(the “ GSA ”).
WHEREAS, Applied
wishes to apply different shipping terms than those set forth in
the GSA with respect to certain parts; and
WHEREAS, Applied
and Supplier wish to execute this Amendment so that such shipping
terms will apply,
NOW THEREFORE, in
consideration of the mutual covenants set forth herein, the receipt
and sufficiency of which are hereby mutually acknowledged, and
notwithstanding Section 6(b) of the GSA or any other provision
thereof, and notwithstanding any conflicting terms in an Authorized
Demand Signal (unless such conflicting terms refer specifically to
this Amendment and state that they override this Amendment),
Applied and Supplier agree, as follows:
1. For
direct shipments from Supplier’s Shenzen facility to an
Applied facility. Supplier shall at [* *] charge clear all Items
for export from China and shall be responsible for delivery of
Items from Supplier’s Shenzen facility to [* *]
‘s Hong Kong dock. Supplier shall ensure that the quantity of
an Item that is delivered to [* *] ‘s Hong Kong dock
is the exact quantity ordered by Applied’s Authorized Demand
Signal. Applied Material’s designated carrier, [* *] ,
will pick up Items at [* *] ‘s Hong Kong dock. [*
*] shall be responsible for all costs (other than [* *]
) incurred to transport the Items from [* *] ‘s Hong
Kong dock to the specified Applied facility destination point,
including [* *] . Bills of lading or shipping receipts to be
paid directly by [* *] shall specify “ [* *]
”. An Item shall not be considered delivered to Applied for
any purpose under the GSA unless and until delivered by
Applied’s designated carriers to Applied or its designee at
the specified destination point. [* *] shall bear all risk
of loss [* *] the Items are [* *] .
2. For [* *]
shipments from Supplier’s Shenzen facility to Applied’s
[* *]. Supplier ships
goods from its Shenzen facility to certain of Applied’s [*
*] pursuant to the terms of Section 3(e) of the GSA and
Supplier also ships Items to Supplier’s [* *] location
(“ [* *] Shipments”). [* *] Shipments to
[* *] governed by this Section 2 shall be limited to
shipments to those destinations in the United States which are
listed on Schedule 1 to this Amendment (“Authorized
Destinations”). Supplier shall clear all [* *]
Shipments for export from China and shall b
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