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Exhibit 10.26.13+
AMENDMENT NO. 13
TO THE
SYNC GENERATION 2 ON-BOARD NAVIGATION AGREEMENT
BETWEEN
FORD MOTOR COMPANY AND TELENAV, INC.
THIS AMENDMENT NO. 13 (“Amendment”), effective as of June 17, 2013 (“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 950 De Guigne Drive,
Sunnyvale, CA 94085, on behalf of itself and the TeleNav Related Companies. Capitalized terms not otherwise defined shall have the meanings
ascribed to them in the Agreement.
In consideration of the mutual promises and covenants contained in this Amendment, the parties agree as follows:
“
Ford will pay TeleNav [*****] per SD Card for Software Upgrade fees (as stated in Section 2c of Attachment V) and for [*****]. Such
[*****] per SD card will be attributed first to the payment of the [*****] Software Upgrade fees until fully paid, and thereafter to the payment
of the [*****] until fully paid” and replace with the following:
“
Ford will pay TeleNav [*****] per SD Card for Software Upgrade fees (as stated in Section 2c of Attachment V) and for [*****]. Such
[*****] per SD card will be attributed in the following order: (a) first to the payment of the [*****] Software Upgrade fees until fully paid; (b)
to the payment of the [*****] until fully paid; (c) to the payment of [*****] until fully paid; (d) to the payment of the [*****] until fully paid;
and (e) to the payment of [*****] until fully paid”.
“
Ford will pay TeleNav [*****] per SD Card for [*****] and for [*****]. Such [*****] per SD card will be attributed first to the payment of
[*****] until fully paid, and thereafter to the payment of the [*****] until fully paid” and replace with the following:
“
Ford will pay TeleNav [*****] per SD Card for [*****] and [*****]. Such [*****] per SD card will be attributed in the following order: (a)
first to the payment of [*****] until fully paid; (b) to the payment of the [*****] until fully paid; (c) to the payment of the [*****] until fully
paid; (d) to the payment of the [*****] until fully paid; and (e) to the payment of the [*****] until fully paid”.
“
Ford will pay TeleNav [*****] per SD Card for the Additional NRE for Change Order No. 1 (as stated in Section 5a of Attachment V and as
amended by Amendment No. 7), for the [*****] under Amendment No. 8, and for [*****]. Such [*****] per SD Card will be attributed first to
the payment of the [*****] until fully paid, second to the payment of the [*****] for Amendment No. 8 until fully paid, and finally to the
payment of [*****] until fully paid” and replace with the following:
“
Ford will pay TeleNav [*****] per SD Card for the Additional NRE for Change Order No. 1 (as stated in Section 5a of Attachment V and as
amended by Amendment No. 7), for the [*****] under Amendment No. 8, and for [*****]. Such [*****] per SD Card will be attributed in the
following order: (a) first to the payment of the [*****]
[*****] Certain portions denoted with an asterisk have been omitted and filed separately with the Securities and Exchange Commission. Confidential
treatment has been requested with respect to the omitted portions.
06/17/13 Pg. 1 of 1
1.
Effective [*****], in the Agreement, Attachment V: Pricing and Royalty, in Subsection 1.d.2, delete the following:
2.
Effective [*****], in the Agreement, Attachment V: Pricing and Royalty, in Subsection 1.d.2, delete the following bullet point:
3.
Effective [*****], in the Agreement, Attachment V: Pricing and Royalty, in Subsection 1.d.2, delete the following bullet point: