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Amendment To The Exclusive Manufacturing/Marketing Agreement

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Amendment to the Exclusive Manufacturing/Marketing Agreement between Good Mind Industries and Pico Macom, Inc., dated April 26, 1989:

A. The Exclusive Manufacturing/Marketing Agreement is extended for the three year period ending May 1, 1998. Pico Macom Inc. agrees to purchase exclusive products with minimum quantities to be specified for each year of the Agreement. To enable Good Mind to plan its monthly manufacturing requirements, Pico Macom will periodically update a twelve month forecast for key items.

B. Either party shall have the right to terminate this Agreement with one year notice. In the event of a termination notice, neither party will violate the exclusivity agreement in this contract.

C. Both parties agree that Good Mind Industries has the primary responsibility for engineering, design and manufacturing for products on the exclusive list.

D. During the past few years, technology changes have begun
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