Apple 2003 Annual Report Download - page 103

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that were delivered or ready for shipment pursuant to that Purchase Order on the date the Authorized Purchaser’s or
Designee’s notice was received by IBM or its Plant, and the cancellation charges set forth in the applicable Attachment for
any Products on that Purchase Order that were not already delivered or ready for shipment when IBM or its Plant received
such notice.
5.4 Product Remix without Charge. Apple and its Authorized Purchasers and Designees may request that IBM or its Plant ship a
different mix of Products than those originally ordered. IBM or its Plant will agree to do so without charge provided: (i) Apple, the
Authorized Purchaser or the Designee gives written notice to IBM or its Plant, as the case may be, at least [**] before the Scheduled Shipment
Date; (ii) all substituted Products are within the same Product-family as those originally ordered. Products that utilize the same design
revision, materials and manufacturing process from wafer start to module final test are within the same Product-
family; (iii) the total number of
units ordered remains the same; (iv) the change will not have any significant negative manufacturing or financial impact to IBM or its Plant in
IBM or its Plant’s sole and reasonable judgment; and (v) subject to availability of Products that permit the requested remixing. Changes that
do not meet the requirements of this Section may be accepted for similar treatment in IBM’s or its Plant’s sole discretion. If IBM or its Plant
agrees to change an order as described in this Section, as a condition of obtaining such agreement, the Authorized Purchaser or Designee will
promptly cancel the original Purchase Order without incurring any cancellation or other charge and place a new one for the modified Product
mix.
6.0 PRICES AND PAYMENT
6.1 Exhibit 4 Products. Prices for the Exhibit 4 Products will be as set forth in the attached Exhibit 5.
6.2 Other Products and Services. Prices for Products and Services not set forth in Exhibit 4 shall be as set forth in either (i) the Sales
Acknowledgment and accepted Purchase Order, provided the price in both is the same, or (ii) the applicable Attachment (as the same may be
amended from time to time), or (iii) the most recent uncontested notice, as set forth below. If there is a conflict between the prices set forth in
(i), (ii) and (iii), the prices in the most recent document(s) will govern. IBM and Apple will review prices for Products on a quarterly basis at
least thirty (30) days prior to the start of each calendar quarter. If the parties agree to revise prices during a quarterly review, IBM will
document that agreement in a written communication to Apple, and, unless Apple contests the documentation in writing within three (3)
Business Days after receiving IBM’s written communication, the revised prices in such written communication will be deemed effective as of
the first Business Day of the applicable calendar quarter and will apply to any Products originally scheduled for shipment during that quarter.
For purposes of this section, e-mail transmissions shall be considered valid written notification. If the parties are unable to agree on revised
prices, the most recent prices, as set forth in the applicable
[**] = information redacted pursuant to a confidential treatment request. Such omitted information has been filed separately with the Securities
and Exchange Commission.