MANUFACTURING AND PURCHASE AGREEMENT
This Manufacturing and Purchase Agreement (the “Agreement”) is made as of this 4th day of June 2004 (the “Effective Date”),
by and between Flash Electronics, Inc., a California corporation (hereafter the “Seller”) located at 4050 Starboard Drive, Fremont,
CA 94538, and SonicWALL, Inc. (hereafter the “Buyer”) located at 1143 Borregas Avenue, Sunnyvale, Ca 94089.
In consideration of the mutual covenants and representations herein set forth, the Seller and the Buyer agree as follows:
1. Agreement to Manufacture During the term of this Agreement and subject to the terms and conditions herein, the Seller will
provide custom manufacturing services to the Buyer. These services include, but are not limited to, subassemblies and
components, material management, assembly of printed circuit boards (the “Products”), final electronic equipment testing,
trouble shooting, and rework for the Products.
2. Purchase of Products .
2.1. Buyer’s Responsibility : The Buyer agrees to pay for the costs of the material plus a material procurement and handling
charge (not to exceed the material procurement and handling charge on the original purchase order). Details of the amount of
inventory may be defined on the purchase order or other written agreement signed by both parties.
2.2. Seller’s Responsibility . The Seller agrees to purchase materials based on Buyer’s policy and instruction, using
approved vendors at the most favorable prices available. The Seller further agrees to purchase materials in a reasonable
quantity to protect lead-time requirements and volume discounts if available and necessary. Upon receipt of purchase materials,
Seller shall perform incoming inspection of such materials in accordance with the process to be agreed upon by the parties.
3. Term The term of this Agreement shall commence upon the Effective Date and continue for 12 full calendar months (the
“Initial Term”). After the expiration of the Initial Te