Hard Disk Drive Supply Agreement [Amendment No. 1] - Quantum Corp. and TiVo Inc.
FIRST AMENDMENT TO
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HARD DISK DRIVE SUPPLY AGREEMENT
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This First Amendment to Hard Disk Drive Supply Agreement ("First
Amendment") is made and entered into as of the 25th day of June, 1999, by and
between Quantum Corporation, a Delaware corporation ("Quantum"), and TiVo, Inc.,
a Delaware corporation ("TiVo"). Quantum and TiVo may hereinafter be referred
to as a "Party," or together as the "Parties."
Recitals
Whereas, the Parties entered into that certain Hard Disk Drive Supply
Agreement dated as of November 6, 1998 (the "Agreement"), whereby Quantum
supplies hard disk drives to TiVo which TiVo then incorporates into its own
products for sale;
Whereas, in selling The TiVo Center and TiVo Service, TiVo provides a
written commitment to its customers, as amended from time to time, to protect
the privacy of each customer's personal information ("Privacy Promise");
Whereas, the Parties have determined that the terms and conditions of
TiVo's Privacy Promise are in conflict with the terms and conditions of Section
7.5 of the Agreement, entitled "TiVo End-User Mailing List"; and
Whereas, the Parties desire to remedy this conflict and amend Section 7.5
of the Agreement by deleting the existing terms and conditions of such Section
7.5 and replacing them as provided for in this First Amendment.
Now, Therefore, in consideration of the mutual covenants and promises
contained herein, the Parties hereby agree as follows:
Agreement
1. Amendment of Section 7.5. Pursuant to Section 14.5 of the Agreement,
the Parties hereby mutually assent and agree to amend Section 7.5 of the
Agreement, entitled "TiVo End-User Mailing List," by deleting in whole the
existing terms and conditions contained in such Section 7.5, and replacing them
entirely with the following:
Section 7.5. TiVo End-User Information.
(i) TiVo shall have no obligation to provide TiVo Center or TiVo
Service personal viewing information (as described in the TiVo Privacy Promise
to its customers) to Quantum or to any third party representing Quantum.
(ii) TiVo shall have no obligation to provide TiVo Center or TiVo
Service account information (as described in the TiVo Privacy Promise to its
customers) to Quantum or
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First Amendment
Quantum Corporation and TiVo, Inc.
June 25, 1999
Page 2
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to any third party representing Quantum without first obtaining prior consent
from each customer included within such information.
(iii) Any TiVo Center and TiVo Service account information made
available to Quantum pursuant to Section (ii) above shall be provided only to a
third party designated by Quantum (and reasonably agreed to by TiVo), as often
as reasonably requested by Quantum, but not more frequently than one (1) time
per calendar quarter. Quantum may direct such third party to use such
information for any market research purpose and for the marketing or promotion
of any Quantum product. Notwithstanding the foregoing, Quantum shall not use
such information, or direct such third party to use such information, to market
or promote a service that directly competes with the TiVo Service.
(iv) To the extent available to TiVo, TiVo shall make TiVo Center
and TiVo Service anonymous viewing information (as described in the TiVo Privacy
Promise to its customers) available to Quantum. Notwithstanding the foregoing,
TiVo shall have no obligation to make such information available if it is
otherwise prohibited by the TiVo Privacy Promise.
(v) In the event TiVo amends its Privacy Promise to its customers,
Quantum shall be informed in a commercially reasonable period of time and
receive at least the same rights and access to TiVo subscriber account
information and anonymous viewing information as any other similar TiVo business
relationship.
2. Remainder of Agreement Unchanged. The Parties further acknowledge and
agree that all other terms and conditions of the Agreement shall remain the
same, and in full force and effect.
In Witness Whereof, the Parties have duly authorized and executed this
First Amendment as of the date first written above.
Quantum Corporation TiVo, Inc.
By: /s/ A. Francesca By: /s/ James Barton
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Name: A. Francesca Name: James Barton
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Title: VP & GM Title: CTO
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