NP5C definition
Examples of NP5C in a sentence
The NP5-C Licensed Product is to be sold by Marvell exclusively to the Identified Customers listed in Exhibit E.
EZchip will be responsible for application, training and customer support for the NP5-C and NP5-G for functional, architecture and performance related issues and for all SW related issues.
Notwithstanding anything to the contrary in this Master Agreement, in the event that Cisco discontinues or does not purchase NP5-C from Marvell, then Cisco may elect to purchase NP5-G directly from Marvell.
As between EZchip and Marvell, EZchip acknowledges that Marvell shall own the mask set for the NP5C network processor (excluding any Cisco intellectual property and any EZchip intellectual property) subject to the terms and conditions of the DLA.
Irrespective of any prices quoted by Seller or listed on Buyer’s purchase order, a purchase order for NP5-G Licensed Products is accepted only at the prices and on the terms agreed to by the parties pursuant to Exhibit H-NP5 of the SOW relating the NP5-C and NP5-G Licensed Products signed by the parties (the “NP5-SOW).
Cisco may terminate this Agreement upon prior written notice to Marvell and EZchip in the event that: (i)(a) the NP5C does not meet the enhanced feature criteria set forth in Exhibit A; or (b) EZChip fails to perform its support obligations under the Statement of Work applicable to the NP5C; and (ii) such breach is not cured within [*] days after written notice.
The parties agree that the following terms shall set forth all of the terms applicable to the escrow arrangement with respect to the NP5-C Licensed Product sold to Cisco Systems Inc.
Notwithstanding the foregoing, Marvell may not end-of-life the NP5-G [*], NP-5L, NP-5C Licensed Product and their variants at any time earlier than the expiration of [*] years from the first commercial customer shipment (“FCS”) (the “EOL Term”), even if the Master Agreement is terminated and, for the avoidance of doubt, even if EZchip is acquired by a Marvell competitor.
EZchip will create and deliver to Marvell the relevant parts of the NP5-C functional specification including the internal and external register tables.
EZchip agrees to work with Marvell in good faith to meet Cisco’s requirements for cost reduction for the NP5-C Licensed Products as described in the Business Term Agreement to be agreed to between EZchip, Marvell and Cisco Systems, Inc.