Quarterly Report — Form 10-Q — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-Q Shutterfly Inc 10-Q 9-30-2012 HTML 518K
2: EX-10.02 Material Contract HTML 36K
3: EX-31.01 Certification -- §302 - SOA'02 HTML 21K
4: EX-31.02 Certification -- §302 - SOA'02 HTML 21K
5: EX-32.01 Certification -- §906 - SOA'02 HTML 17K
6: EX-32.02 Certification -- §906 - SOA'02 HTML 17K
24: R1 Document and Entity Information HTML 40K
17: R2 Condensed Consolidated Balance Sheet (Unaudited) HTML 112K
22: R3 Condensed Consolidated Balance Sheet (Unaudited) HTML 26K
(Parenthetical)
26: R4 Condensed Consolidated Statement of Income HTML 61K
(Unaudited)
38: R5 Condensed Consolidated Statement of Income HTML 23K
(Unaudited) (Parenthetical)
18: R6 Condensed Consolidated Statement of Cash Flows HTML 130K
(Unaudited)
21: R7 The Company and Summary of Significant Accounting HTML 34K
Policies
16: R8 Stock-Based Compensation HTML 113K
14: R9 Net Loss Per Share HTML 49K
39: R10 Balance Sheet Components HTML 59K
28: R11 Commitments and Contingencies HTML 32K
27: R12 Acquisitions HTML 37K
32: R13 Subsequent Event HTML 17K
33: R14 The Company and Summary of Significant Accounting HTML 49K
Policies (Policies)
31: R15 Stock-Based Compensation (Tables) HTML 104K
34: R16 Net Loss Per Share (Tables) HTML 48K
23: R17 Balance Sheet Components (Tables) HTML 62K
25: R18 The Company and Summary of Significant Accounting HTML 34K
Policies (Details)
30: R19 Stock-Based Compensation (Details) HTML 172K
41: R20 Net Loss Per Share (Details) HTML 33K
36: R21 Balance Sheet Components (Prepaid Expenses and HTML 34K
Other Current Assets) (Details)
19: R22 Balance Sheet Components (Property and Equipment) HTML 36K
(Details)
29: R23 Balance Sheet Components (Accrued Liabilities) HTML 35K
(Details)
20: R24 Commitments and Contingencies (Details) HTML 22K
13: R25 Acquisitions (Details) HTML 67K
37: R26 Subsequent Event (Details) HTML 15K
40: XML IDEA XML File -- Filing Summary XML 55K
15: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 543K
7: EX-101.INS XBRL Instance -- sfly-20120930 XML 845K
9: EX-101.CAL XBRL Calculations -- sfly-20120930_cal XML 118K
10: EX-101.DEF XBRL Definitions -- sfly-20120930_def XML 215K
11: EX-101.LAB XBRL Labels -- sfly-20120930_lab XML 849K
12: EX-101.PRE XBRL Presentations -- sfly-20120930_pre XML 426K
8: EX-101.SCH XBRL Schema -- sfly-20120930 XSD 74K
35: ZIP XBRL Zipped Folder -- 0001125920-12-000015-xbrl Zip 105K
CONFIDENTIAL TREATMENT REQUESTED, CERTAIN PORTIONS OF THIS
DOCUMENT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATEMENT AND, WHERE APPLCIABLE, HAVE BEEN MARKED
WITH AN ASTERISK TO DENOTE WHERE OMISSIONS HAVE BEEN MADE. THE
CONFIDENTIAL MATERIAL HAS BEEN FILED SEPARATELY WITH
THE
SECURITIES AND EXCHANGE COMMISION
AMENDMENT NO. 2
TO
SUPPLY AGREEMENT
This Amendment No. 2 to the Supply Agreement (the “Amendment”) is made as of August 23, 2012 (“Amendment Effective Date”) by and between Shutterfly, Inc. (“Shutterfly”), a Delaware corporation with offices at 2800 Bridge Parkway, Redwood
City, CA94065 and FUJIFILM North America Corporation (“Fujifilm”), a New York corporation with offices at 200 Summit Lake Drive, Valhalla. New York 10595.
WHEREAS, the parties have entered into that certain Supply Agreement dated as of April 20, 2007 and Amendment No.1 to Supply Agreement dated as of March 29, 2010 (collectively, the “Agreement”) and desire to amend the Agreement as provided in this Amendment;
WHEREAS,
the parties desire to amend the terms of the Agreement;
NOW, THEREFORE, for good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
l. Amendment of Agreement. The following amendments to the Agreement are hereby made:
(a) Section 1.1 of the Supply Agreement entitled “Term” is amended by adding
the following language:
“Shutterfly and
Fujifilm agree that as of the expiration of the current term of the Agreement on March 29, 2013, the Agreement shall renew for a period from March 30, 2013 through August 31, 2015.”
(b) Section 2(a) of the Supply Agreement entitled “Paper and Chemistry” is amended by adding the following language at the end of such section:
“Reference is made to that certain Fulfillment Agreement between Shutterfly and
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and August _, 2012 (the “Fulfillment Agreement”). If from the Amendment Effective Date on, Shutterfly continuously sends at least [*] of its U.S.-based fulfillment of silver halide prints to Fujifilm pursuant to the terms of the Fulfillment Agreement, the prices for Paper and Chemistry will be limited to a [*] increase on March 30, 2013 and another [*] increase on March 30, 2014. If Shutterfly and its affiliates do not continuously send at least [*] of all of its U.S.-based fulfillment of silver halide prints to Fujifilm during the Term, Fujifilm may in its discretion increase the prices for Paper and Chemistry by more than [*] at any time on or after March 30, 2013. For purposes of this Agreement, the term “continuously” means that the monthly number of Shutterfly's U.S-based silver halide prints which
are sent to Fujifilm must be at least equal to [*] of all silver halide prints that are ordered through Shutterfly and its affiliates during the same calendar month. If Shutterfly falls below the required minimum of [*] of all silver halide
1
prints sent to Fuji film in any particular calendar month during the Term, Shutterfly may make up the difference in the following calendar month during the Term by increasing the volume of silver halide prints sent to Fujifilm during such calendar month in order to make up the volume difference from the previous calendar month.
If Fujifilm increases prices for Paper and Chemistry by more than
the permitted
[*] increments described in this Section 2(a), Shutterfly may purchase Paper and/or Chemistry from vendors other than Fujifilm. For purposes of clarity, the current prices for Paper and Chemistry as of the Amendment Effective Date are set forth in Exhibit B included in Amendment No. 1 to the Supply Agreement, and the increased prices for Paper and Chemistry beginning on March 30, 2013 (assuming a [*]% increase) are attached to this Amendment as Exhibit B.”
2. Survival of Terms. Except as otherwise amended in this Amendment, all provisions of the Agreement shall remain in full force and effect.
3. Counterparts.
This Amendment may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.
4. Severability. If one or more provisions of this Amendment are held to be unenforceable under applicable law, such provision shall be excluded from this Amendment and the balance of the Amendment shall be interpreted as if such provision were so excluded and shall be enforceable in accordance with its terms.
IN WITNESS WHEREOF, the parties have executed this Amendment No. 2 as of the Amendment Effective Date.