0001474439-19-000012 Sample Contracts

SERVICES AGREEMENT
Services Agreement • February 8th, 2019 • Telenav, Inc. • Search, detection, navagation, guidance, aeronautical sys • Michigan

GM and Supplier are parties to a purchase order dated December 19, 2013 and amendments thereto (“Product 1 Terms”) for the purchase and sale of products and services described in the Exhibits thereto.

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CONFIDENTIAL CONSULTING AGREEMENT
Confidential Consulting Agreement • February 8th, 2019 • Telenav, Inc. • Search, detection, navagation, guidance, aeronautical sys • California

This Confidential Consulting Agreement (the “Agreement”) is executed as of the date shown on the signature page (the “Effective Date”), by and between FLG Partners, LLC, a California limited liability company (“FLG”), and the entity identified on the signature page (“Client”).

AMENDMENT NO. 27 TO THE SYNC GENERATION 2 ON-BOARD NAVIGATION AGREEMENT BETWEEN FORD MOTOR COMPANY AND TELENAV, INC.
Telenav, Inc. • February 8th, 2019 • Search, detection, navagation, guidance, aeronautical sys

THIS AMENDMENT NO. 27 (“Amendment”), effective as of July 1, 2018 (“Amendment Effective Date”) supplements and amends the terms of the SYNC Generation 2 On-Board Navigation Agreement, dated October 12, 2009 (“Agreement”), by and between Ford Motor Company (“Buyer” or “Ford”), a Delaware corporation with its principal office at One American Road, Dearborn, Michigan 48126, on behalf of itself and the Ford Related Companies, and Telenav, Inc. (“Supplier” or “Telenav”), a Delaware corporation with its principal office at 4655 Great America Parkway, Suite 300, Santa Clara, CA 95054, on behalf of itself and the Telenav Related Companies. Capitalized terms not otherwise defined shall have the meanings ascribed to them in the Agreement.

TRANSITION AGREEMENT AND RELEASE
Transition Agreement and Release • February 8th, 2019 • Telenav, Inc. • Search, detection, navagation, guidance, aeronautical sys • California

This Transition Agreement and Release (“Agreement”) is made by and between Michael W. Strambi (“Executive”) and Telenav, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).

AMENDMENT NO. 29 TO THE SYNC GENERATION 2 ON-BOARD NAVIGATION AGREEMENT BETWEEN FORD MOTOR COMPANY AND TELENAV, INC.
Telenav, Inc. • February 8th, 2019 • Search, detection, navagation, guidance, aeronautical sys

THIS AMENDMENT NO. 29 (“Amendment”), effective as of December 7, 2018 (“Amendment Effective Date”) supplements and amends the terms of the SYNC Generation 2 On-Board Navigation Agreement, dated October 12, 2009 (“Agreement”), by and between Ford Motor Company (“Buyer” or “Ford”), a Delaware corporation with its principal office at One American Road, Dearborn, Michigan 48126, on behalf of itself and the Ford Related Companies, and Telenav, Inc. (“Supplier” or “Telenav”), a Delaware corporation with its principal office at 4655 Great America Parkway, Suite 300, Santa Clara, CA 95054, on behalf of itself and the Telenav Related Companies. Capitalized terms not otherwise defined shall have the meanings ascribed to them in the Agreement.

CONSULTING AGREEMENT
Consulting Agreement • February 8th, 2019 • Telenav, Inc. • Search, detection, navagation, guidance, aeronautical sys • California

This Consulting Agreement (the “Agreement”) is entered into as of September 11, 2018 (the “Effective Date”), by and between Telenav, Inc. (the “Company”) and Michael W. Strambi (hereinafter referred to as “Consultant”) (collectively referred to as the “Parties” and individually as “Party”). The Company intends to engage Consultant to perform work under the terms of this Agreement.

AMENDMENT NO. 28 TO THE SYNC GENERATION 2 ON-BOARD NAVIGATION AGREEMENT BETWEEN FORD MOTOR COMPANY AND TELENAV, INC.
Service Level Agreement • February 8th, 2019 • Telenav, Inc. • Search, detection, navagation, guidance, aeronautical sys

THIS AMENDMENT NO. 28 (“Amendment”), effective as of January 1, 2018 (“Amendment Effective Date”) supplements and amends the terms of the SYNC Generation 2 On-Board Navigation Agreement, dated October 12, 2009 (“Agreement”), by and between Ford Motor Company (“Buyer” or “Ford”), a Delaware corporation with its principal office at One American Road, Dearborn, Michigan 48126, on behalf of itself and the Ford Related Companies, and Telenav, Inc. (formerly known as TeleNav, Inc.) (“Supplier” or “Telenav”), a Delaware corporation with its principal office at 4655 Great America Parkway, Suite 300, Santa Clara, CA 95054, on behalf of itself and the Telenav Related Companies. Capitalized terms not otherwise defined shall have the meanings ascribed to them in the Agreement.

FIFTH AMENDMENT TO TERRITORY LICENSE NO. 10 ([*****] Navigation Applications)
Telenav, Inc. • February 8th, 2019 • Search, detection, navagation, guidance, aeronautical sys

This Fifth Amendment (the “Amendment”) to the Territory License No. 10, effective March 1, 2016 (“TL 10”), as amended, to the Data License Agreement (“Agreement”), dated December 1, 2002, by and between Telenav, Inc. (“Client”) and Navigation Technologies Corporation, which was subsequently assigned to HERE North America, LLC (f/k/a NAVTEQ North America, LLC) (collectively, “HERE”), is made and entered into as of the last signature date below (“Amendment Effective Date”). The Agreement and TL 10, and amendments thereto, are hereby referred to herein as the “Agreement.” Capitalized terms not otherwise defined in the body of this Amendment shall have the meanings set forth in the Agreement.

EIGHTH AMENDMENT TO TERRITORY LICENSE NO. 10 ([*****] Navigation Applications)
Telenav, Inc. • February 8th, 2019 • Search, detection, navagation, guidance, aeronautical sys

This Eighth Amendment (the “Amendment”) to the Territory License No. 10, effective March 1, 2016 (“TL 10”), as amended, to the Data License Agreement (“Agreement”), dated December 1, 2002, by and between Telenav, Inc. (“Client”) and Navigation Technologies Corporation, which was subsequently assigned to HERE North America, LLC (f/k/a NAVTEQ North America, LLC) (collectively, “HERE”), is made and entered into as of the last signature date below (“Amendment Effective Date”). The Agreement and TL 10, and amendments thereto, are hereby referred to herein as the “Agreement.” Capitalized terms not otherwise defined in the body of this Amendment shall have the meanings set forth in the Agreement.

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