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As Of Filer Filing For·On·As Docs:Size 5/08/20 Telenav, Inc. 10-Q 3/31/20 87:11M |
Document/Exhibit Description Pages Size 1: 10-Q Quarterly Report HTML 1.73M 2: EX-10.1.1 Material Contract HTML 101K 3: EX-10.16.66 Material Contract HTML 46K 4: EX-10.16.67 Material Contract HTML 42K 5: EX-10.16.68 Material Contract HTML 81K 6: EX-10.26.33 Material Contract HTML 54K 7: EX-10.27.8 Material Contract HTML 45K 8: EX-10.50.1 Material Contract HTML 102K 9: EX-31.1 Certification -- §302 - SOA'02 HTML 33K 10: EX-31.2 Certification -- §302 - SOA'02 HTML 33K 11: EX-32.1 Certification -- §906 - SOA'02 HTML 27K 12: EX-32.2 Certification -- §906 - SOA'02 HTML 27K 19: R1 Cover Page HTML 77K 67: R2 Condensed Consolidated Balance Sheets HTML 144K 74: R3 Condensed Consolidated Balance Sheets HTML 47K (Parenthetical) 47: R4 Condensed Consolidated Statements of Operations HTML 151K 18: R5 Condensed Consolidated Statements of Comprehensive HTML 56K Income (Loss) 66: R6 Condensed Consolidated Statements of Stockholders' HTML 120K Equity 73: R7 Condensed Consolidated Statements of Cash Flows HTML 154K 44: R8 Summary of business and significant accounting HTML 124K policies 20: R9 Net income (loss) per share HTML 92K 76: R10 Cash, cash equivalents and short-term investments HTML 200K 64: R11 Fair value of financial instruments HTML 142K 22: R12 Leases HTML 38K 46: R13 Balance sheet information HTML 62K 75: R14 Deferred revenue and remaining performance HTML 37K obligations 63: R15 Commitments and contingencies HTML 31K 21: R16 Stock-based compensation HTML 133K 45: R17 Stock repurchase program HTML 30K 72: R18 Income taxes HTML 36K 65: R19 Sale of Ads Business HTML 87K 35: R20 Sale of intellectual property and workforce HTML 31K 43: R21 Summary of business and significant accounting HTML 60K policies (Policies) 86: R22 Summary of business and significant accounting HTML 102K policies (Tables) 60: R23 Net income (Loss) Per Share (Tables) HTML 91K 34: R24 Cash, cash equivalents and short-term investments HTML 198K (Tables) 42: R25 Fair value of financial instruments (Tables) HTML 120K 85: R26 Leases (Tables) HTML 35K 59: R27 Balance sheet information (Tables) HTML 62K 36: R28 Deferred revenue and remaining performance HTML 49K obligations (Tables) 41: R29 Stock-based compensation (Tables) HTML 130K 48: R30 Sale of Ads Business (Tables) HTML 89K 24: R31 Summary of business and significant accounting HTML 27K policies - Description of Business (Details) 61: R32 Summary of business and significant accounting HTML 45K policies - Disaggregation of Revenue (Details) 70: R33 Summary of business and significant accounting HTML 28K policies - Contract Assets (Details) 49: R34 Summary of business and significant accounting HTML 40K policies - Deferred Costs (Details) 25: R35 Summary of business and significant accounting HTML 44K policies - Concentration of Risk and Significant Customers (Details) 62: R36 Summary of business and significant accounting HTML 28K policies - Restricted Cash (Details) 71: R37 Summary of business and significant accounting HTML 51K policies - Accumulated Other Comprehensive Income (Loss), Net of Tax (Details) 50: R38 Summary of business and significant accounting HTML 32K policies - Leases (Details) 23: R39 Net income (Loss) Per Share (Details) HTML 101K 37: R40 Cash, cash equivalents and short-term investments HTML 105K - Summary of cash, cash equivalents and short-term investments (Details) 31: R41 Cash, cash equivalents and short-term investments HTML 74K - 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Exhibit |
[*****] LICENSE SUPPLEMENT | ||
1. Parties | Customer
Name: Telenav, Inc. Customer business contact: [*****] Customer technical contact: [*****] | |
HERE North America, LLC, 425 W. Randolph Street, Chicago, IL
60606-1530, U.S.A. Attention: Legal Department. Phone: +1-312-894-7000 (“HERE”) | ||
2. HERE Reference | Quote-[*****] | |
3. Introduction | This Supplement (the “Supplement”) is governed by and incorporates the General Terms and Conditions
executed contemporaneously herewith between the parties (collectively herein the “GLA”). The Parties enter into this License Supplement to agree on: 1) territory for which HERE licenses the Licensed Materials to Customer; 2) the identification of such Licensed Materials; 3) applications for use of which such Licensed Materials are authorized; and 4) fees payable by Customer to HERE. In case and to the extent of a conflict between the Supplement and the GLA, this Supplement prevails. | |
4. Effective Date | ||
5. Term | This
Supplement shall be perpetual in nature provided however, that it shall terminate in the event that Customer fails to cure a breach within [*****] days of written notice thereof. | |
6. Addition/Replacement | ||
7. Licensed Materials | The following shall additionally be considered Licensed Materials under the GLA: • [*****]; as
well as (a) all materials provided by HERE to Licensee in connection therewith; (b) [*****]. all provided as further described at https://developer.here.com/documentation or in additional documentation that HERE may provide from time to time. | |
8. Permitted Use Cases, Applications and Restrictions (“Business Purpose”) | Customer may use the Licensed Materials solely to [*****]. Customer may use the Licensed Materials for [*****]. Commercial use of any other HERE Map
Data is not included. Any commercial use of HERE Map Data with any software that Customer develops will be quoted and contracted separately. | |
9. Fees. | For access to and use of the Licensed Materials as set forth herein, Customer shall pay to HERE: • [*****]. • [*****] Fees shall be payable as set forth in the Payment section. |
10. Reporting | Without
limiting any reporting or records obligation under the GLA, Customer’s [*****]reporting shall [*****] the Licensed Materials [*****] as well as any information sufficient to demonstrate the scope of use and distribution of the Licensed Materials. | |
11. Additional Terms | In view of[*****], the following terms shall apply notwithstanding any language to the contrary: The [*****] shall be treated as [*****] confidential information and made available on an ‘as is’ basis without any representations or warranties of any kind and are not subject to any Service Level Agreements or support obligations of the GLA. Under this Supplement, HERE shall
offer only nominal ancillary support for the [*****] itself and shall not provide support of any kind for Customer’s permitted uses of the [*****]. In the event that as of [*****] completion of the [*****] is no longer technically feasible, Customer shall be entitled, at its sole option, to terminate this Supplement and obtain a full refund of the [*****]. License, access and use of [*****] shall: a) be restricted to Customer’s employees and subcontractors that “need to know” in connection with the Business Purpose; b) be limited to the named Customer and Affiliates only; and c) not be sublicensed, assigned or transferred except as set forth in the GLA.. Notwithstanding any language to the contrary, Customer shall be permitted to create derivative works from the [*****] solely in connection with the Business Purpose, which
derivative works shall, solely to the extent of such differences or modifications from the [*****]: (i) be considered Customer Confidential Information that Customer shall be under no obligation to disclose or return to HERE, and (ii) be solely owned by Customer, subject to HERE’s underlying ownership of the [*****]. Customer shall be entitled to (i) inform its partners and customers that its infotainment and navigation software product(s) have been created using the HERE [*****]; and (ii) license derivative works on terms of its own choosing (subject to the [*****] and reporting obligations hereunder). Upon termination of this Supplement, upon HERE's written request, Customer shall provide written certification that all copies of the [*****] have been returned or destroyed subject to retention of normal backup files and other reasonable record retention obligations. Any [*****]
so retained shall remain subject to the GLA confidentiality obligations. Customer acknowledges: a) the value of the [*****], b) that a breach or threatened breach of its obligations hereunder would result in irreparable harm to Here, and c) that in seeking enforcement of its rights, HERE is entitled to remedies at law as well as to injunctive or other equitable relief without the need to post a bond. The parties agree to work diligently towards the execution of a commercial agreement for HERE Map Data as referenced in Section 8. |
12. Payment | Following
the Effective Date, HERE will invoice Customer as follows: The initial payment of [*****] shall be invoiced on [*****] (“Initial Payment”); and a second payment of [*****] shall be invoiced 5 business days after HERE, based on an objective and reasonable belief, certifies completion of the work defined in the separate [*****], which is scheduled for [*****] (“Second Payment”). All payments are due [*****] days from the invoice date in USD. |
Customer |
Signature:
/s/ Adeel Manzoor |
Names: Adeel Manzoor |
Titles: CFO |
Date: March 13, 2020 |
HERE |
Signature: /s/ Adil Musabji /s/ Simon Anolick |
Name: Adil
Musabji Simon Anolick |
Title: Senior Patent Attorney Director Legal Counsel |
Date: March 16, 2020 | 8:21 AN PDT March 16, 2020 | 8:54 AM PDT |
This ‘10-Q’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 5/8/20 | None on these Dates | ||
For Period end: | 3/31/20 | |||
3/16/20 | ||||
3/13/20 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 10/26/20 Telenav, Inc. 10-K/A 6/30/20 12:1.4M Donnelley … Solutions/FA 8/21/20 Telenav, Inc. 10-K 6/30/20 113:16M |