Apple 2005 Annual Report Download - page 146

Attachment 4
Purchase Orders
In addition to the other terms in this Purchase Agreement, the following terms apply to all Purchase Orders (including the WIP and Additional
WIP Purchase Orders):
Maximum Order Amounts
Except for the WIP Purchase Orders, Freescale will have no obligation to accept any Blanket Purchase Order that orders more [**] MPU units
(any combination of MPUs) for delivery in a given week.
Delivery Date
The Delivery Date for Additional WIP Purchase Orders will be the date set forth on the Purchase Order, [**] , whichever is earlier. The
Delivery Date for all other WIP Purchase Orders will be the date set forth on the Purchase Order or [**] , whichever is earlier.
The Delivery Date for all other Purchase Orders will [**] from the date of Freescale’s acknowledgment of the Purchase Order for the first
[**] . Each additional [**] units will extend the delivery date by 1 additional week.
After [**] , the Delivery Date for each Purchase Order placed under that Blanket Purchase Order will be [**] if and only if Apple [**] as
described in the section entitled [**] .
Freescale will use [**] all [**] MPU units required for [**] and [**] and deliver such units by [**] .
LOAs for [**]
After [**] , Apple will provide a letter of authorization (“LOA”) authorizing Freescale to [**] in accordance with [**] and [**] . If Apple
terminates the LOA or does not place Purchase Orders (or have its Authorized Purchasers place Purchase Orders) for [**] authorized by the
LOA within [**] after the date of the LOA, Apple will [**] for [**] the LOA [**] , unless: (i) Freescale did not [**] ; (ii) Freescale [**] ;
(iii) the [**] do not meet all applicable specifications; or (v) Freescale can [**] , [**] to [**] for [**] , [**] or, if not [**] , [**] or [**] .
EOL
If Apple’s Blanket Purchase Orders request delivery of less [**] units of an MPU after Apple has requested delivery of less than [**] units of
an MPU for three weeks, then Freescale may issue an “end of life” notice (“EOL”) for that MPU. If Freescale intends to discontinue an MPU,
Freescale will give Apple written notice at least 6 months prior to the discontinuation date. At any time prior to the discontinuation date, Apple
and its Authorized Purchasers may place Purchase Orders for the MPU but the Purchase Orders may not request delivery of the MPU on a date
later than 6 months after the discontinuation date.
Rescheduling
Reschedules are [**] without [**] . If rescheduled, only the Delivery Date will change, and all other terms and conditions applicable to the
Purchase Order will remain in effect.
Remix
Remixes will [**] . If remixed, [**] , and all other terms and conditions applicable to the Purchase Order will remain in effect.
[**] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential
treatment has been requested with respect to the omitted portions.
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