<PAGE> 1
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 18, 1999
REGISTRATION NO. 333-81325
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
AMENDMENT NO. 5 TO
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
------------------------
NETRO CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
<TABLE>
<S> <C> <C>
CALIFORNIA 3663 77-0395029
(STATE OR OTHER JURISDICTION OF (PRIMARY STANDARD INDUSTRIAL (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) CLASSIFICATION CODE NUMBER) IDENTIFICATION NUMBER)
</TABLE>
3860 N. FIRST STREET
SAN JOSE, CA 95134
(408) 216-1500
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF
REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
-------------------------
GIDEON BEN-EFRAIM
PRESIDENT AND CHIEF EXECUTIVE OFFICER
NETRO CORPORATION
3860 N. FIRST STREET
SAN JOSE, CA 95134
(408) 216-1500
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
OF AGENT FOR SERVICE)
-------------------------
COPIES TO:
<TABLE>
<S> <C>
TAE HEA NAHM LAIRD H. SIMONS III
LAURA A. GORDON KATHERINE TALLMAN SCHUDA
SANJAY K. KHARE WILLIAM L. HUGHES
J.D. FAY FENWICK & WEST LLP
GENE YOON TWO PALO ALTO SQUARE
VENTURE LAW GROUP PALO ALTO, CA 94306
A PROFESSIONAL CORPORATION (650) 494-0600
2800 SAND HILL ROAD
MENLO PARK, CA 94025
(650) 854-4488
</TABLE>
-------------------------
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: As soon as
practicable after the effective date of this Registration Statement.
If any of the securities being registered on this form are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, check the following box. [ ]
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [ ] __________
If this form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [ ] __________
If this form is a post-effective amendment filed pursuant to Rule 462(d)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [ ] __________
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
-------------------------
THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR
DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL
FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION
STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(a) OF
THE SECURITIES ACT OF 1933 OR UNTIL THIS REGISTRATION STATEMENT SHALL BECOME
EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID SECTION 8(a),
MAY DETERMINE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE> 2
The purpose of this Amendment No. 5 is solely to file certain exhibits to
the Registration Statement, as set forth below in Item 16(a) of Part II.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM 13. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION
The following table sets forth the costs and expenses, other than the
underwriting discount, payable by the Registrant in connection with the sale of
common stock being registered. All amounts are estimates except the SEC
registration fee, the NASD filing fee and the Nasdaq National Market listing
fee.
<TABLE>
<CAPTION>
AMOUNT
TO BE PAID
----------
<S> <C>
SEC registration fee........................................ $ 15,985
NASD filing fee............................................. 6,250
Nasdaq National Market listing fee.......................... 95,000
Printing and engraving expenses............................. 250,000
Legal fees and expenses..................................... 300,000
Accounting fees and expenses................................ 250,000
Transfer agent and registrar fees........................... 10,000
Miscellaneous fees and expenses............................. 72,765
----------
Total............................................. $1,000,000
==========
</TABLE>
ITEM 14. INDEMNIFICATION OF DIRECTORS AND OFFICERS
Section 317 of the California General Corporation Law authorizes a court to
award, or a corporation's Board of Directors to grant, indemnity to directors
and officers in terms sufficiently broad to permit such indemnification under
certain circumstances for liabilities (including reimbursement for expenses
incurred) arising under the Securities Act of 1933, as amended (the "Act").
Article VI of the Registrant's Amended and Restated Articles of Incorporation,
to be filed and effective upon completion of this offering (Exhibit 3.3 hereto),
provides for indemnification of its directors and officers to the maximum extent
permitted by the California General Corporation Law, and Section 6.1 of the
Registrant's Bylaws, to be effective upon completion of this offering (Exhibit
3.4 hereto), provides for indemnification of its directors, officers, employees
and other agents to the maximum extent permitted by the California General
Corporation Law. In addition, the Registrant has entered into Indemnification
Agreements (Exhibit 10.1 hereto) with its directors and officers containing
provisions that are in some respects broader than the specific indemnification
provisions contained in the California General Corporation Law. The
indemnification agreements may require the Registrant, among other things, to
indemnify its directors and officers against certain liabilities that may arise
by reason of their status or service as directors or officers (other than
liabilities arising from willful misconduct of a culpable nature), to advance
their expenses incurred as a result of any proceeding against them as to which
they could be indemnified, and to obtain directors' and officers' insurance if
available on reasonable terms. Reference is also made to Section 6(b) of the
Purchase Agreement contained in Exhibit 1.1 hereto, which indemnifies officers
and directors of the Registrant against certain liabilities.
ITEM 15. RECENT SALES OF UNREGISTERED SECURITIES
(a) Since inception through August 15, 1999, the Registrant has issued and
sold (without payment of any selling commission to any person) the following
unregistered securities:
- an aggregate of 13,466,660 shares of Series A preferred stock at $0.45
per share in June 1995 to 14 investors;
II-1
<PAGE> 3
- an aggregate of 5,250,000 shares of Series B preferred stock at $2.00
per share in November and December 1995 to 10 investors;
- an aggregate of 4,125,678 shares of Series C preferred stock at $7.00
per share in July, October and November 1996, and January, February
and April 1997 to 27 investors;
- warrants to purchase an aggregate of 28,750 shares of Series C
preferred stock in June and September 1997 to an equipment lessor;
- an aggregate of 2,869,433 shares of Series C preferred stock at $7.00
per share in July and November 1997 to 15 investors;
- an aggregate of 1,285,347 shares of Series D preferred stock at $7.78
per share in January 1998 to one investor;
- warrants to purchase an aggregate of 8,997 shares of Series D
preferred stock in February 1998 to an equipment lessor;
- an aggregate of 2,253,757 shares of Series D preferred stock at $7.78
per share in April, July and October 1998 and January and February
1999 to 20 investors;
- warrants to purchase an aggregate of 19,281 shares of Series D
preferred stock in March 1999 to an equipment lessor;
- an aggregate of 630,614 shares of Series D preferred stock at $7.78
per share in April and June 1999 to 4 investors;
- an aggregate of 31,191 shares of Series D preferred in exchange for
engineering services with an aggregate value of $242,666 upon the
achievement by Microelectronics Technology Inc. of certain milestones
in June and August 1999;
- an aggregate of 9,011,489 shares of common stock had been issued
between November 1994 and June 1999 upon exercise of options or
pursuant to restricted stock purchase agreements, net of repurchases,
to 115 consultants, employees and directors; and
- options and stock purchase rights to purchase an aggregate of
10,576,250 shares of common stock have been issued between April 1995
and August 1999 to 267 employees, directors and consultants with
exercise prices ranging from $0.045 to $8.00. Of the total, options
and stock purchase rights to purchase an aggregate of 1,948,713 shares
of common stock have been returned to Registrants's stock plans.
(b) There were no underwritten offerings employed in connection with any of
the transactions set forth in Item 15(a).
The issuances described in Item 15(a) were deemed to be exempt from
registration under the Securities Act in reliance upon Section 4(2) thereof as
transactions by an issuer not involving any public offering and in the case of
some issuances of our common stock, were deemed to be exempt from registration
under the Securities Act in reliance upon Rule 701 promulgated under the
Securities Act. The recipients of securities in each such transaction
represented their intentions to acquire the securities for investment only and
not with a view to or for sale in connection with any distribution thereof and
appropriate legends were affixed to the securities issued in such transactions.
All recipients had adequate access, through their relationships with the
Registrant, to information about the Registrant.
ITEM 16. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) EXHIBITS
<TABLE>
<C> <S>
1.1* Form of Purchase Agreement between Registrant and the
Underwriters.
3.1* Amended and Restated Articles of Incorporation of the
Registrant.
3.2* Bylaws of the Registrant, and amendments.
</TABLE>
II-2
<PAGE> 4
<TABLE>
<C> <S>
3.3* Form of Amended and Restated Articles of Incorporation of the Registrant, to be filed and effective
upon completion of this offering.
3.4* Form of Amended and Restated Bylaws of the Registrant, to be effective upon completion of this
offering.
4.1* Form of the Registrant's common stock certificate.
5.1* Opinion of Venture Law Group, A Professional Corporation.
10.1* Form of Indemnification Agreement.
10.2* 1996 Stock Option Plan, as amended, and form of stock option agreement and restricted stock purchase
agreement.
10.3* 1999 Executive Stock Plan and form of subscription agreement.
10.4* 1999 Employee Stock Purchase Plan and form of subscription agreement.
10.5* 1997 Directors' Stock Option Plan, as amended, and form of stock option agreement.
10.6* Lease between Sobrato Interests II et al. and Pyramid Technology Corporation dated August 29, 1979, and
first amendment.
10.6.1* Sublease between Registrant and Siemens Pyramid Information Systems, Inc. dated December 15, 1997 and
amendment.
10.6.2* Landlord's consent to sublease.
10.7(+)* Global OEM Purchase Agreement between Registrant and Lucent Technologies Inc.
10.8(+)* Frame Agreement between Registrant and Italtel s.p.a.
10.8.1(+)* Non-Exclusive OEM Supplemental Agreement between Registrant and Italtel s.p.a.
10.8.2(+)** Joint Development Agreement between Registrant and Italtel s.p.a.
10.8.3* Special Rights Agreement between Registrant and Italtel s.p.a.
10.9(+)* Manufacturing Agreement between Registrant and Solectron California Corporation, dated May 31, 1998.
10.10(+)** Manufacturing and Engineering Services Agreement between Registrant and Microelectronics Technology
Inc., dated January 11, 1999 and first amendment.
10.11(+)* OEM Agreement between Registrant and Cisco Systems, Inc., dated as of December 7, 1998.
10.11.1(+)* Technology Agreement between Registrant and Cisco Systems, Inc., dated as of December 7, 1998.
10.12* Employment Agreement between Registrant and Gideon Ben-Efraim, and amendment.
10.13* Form of Change-of-Control Agreement.
10.14* Amended and Restated Rights Agreement by and among Registrant and certain of its shareholders, dated
June 21, 1999.
10.15* 1995 Stock Option Plan, as amended, and form of stock option agreement and restricted stock purchase
agreement.
21.1* Subsidiaries of the Registrant.
23.1 Consent of Arthur Andersen LLP, Independent Public Accountants.
23.2* Consent of Counsel (included in Exhibit 5.1).
24.1* Power of Attorney.
27.1* Financial Data Schedule.
</TABLE>
- ---------------
* Previously filed.
** Supersedes exhibit previously filed.
+ Confidential treatment requested as to certain portions of this Exhibit.
(b) FINANCIAL STATEMENT SCHEDULES
Schedule II -- Valuation and Qualifying Accounts and Reserves (see page
S-2).
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<PAGE> 5
ITEM 17. UNDERTAKINGS
The undersigned Registrant hereby undertakes to provide to the
Underwriters, at the closing specified in the Underwriting Agreement,
certificates in such denominations and registered in such names as required by
the Underwriters to permit prompt delivery to each purchaser.
Insofar as indemnification for liabilities arising under the Securities Act
of 1933 (the "Act") may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.
The undersigned Registrant hereby undertakes that:
(1) For purposes of determining any liability under the Act, the
information omitted from the form of Prospectus filed as part of this
Registration Statement in reliance upon Rule 430A and contained in the form
of prospectus filed by the Registrant pursuant to Rule 424(b)(1) or (4) or
497(h) under the Act shall be deemed to be a part of this Registration
Statement as of the time it was declared effective.
(2) For the purpose of determining any liability under the Act, each
post-effective amendment that contains a form of Prospectus shall be deemed
to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed
to be the initial bona fide offering thereof.
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<PAGE> 6
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant has duly caused this Amendment No. 5 to Registration Statement on
Form S-1 to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of San Jose, State of California, on August 18, 1999.
NETRO CORPORATION
By: /s/ MICHAEL T. EVERETT
------------------------------------
Michael T. Everett, Executive Vice
President and Chief Financial
Officer
Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 5 to Registration Statement on Form S-1 has been signed by the following
persons in the capacities and on the dates indicated:
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
--------- ----- ----
<C> <S> <C>
* Chairman of the Board of August 18, 1999
- --------------------------------------------------- Directors
(Richard Moley)
* President, Chief Executive August 18, 1999
- --------------------------------------------------- Officer and Director (Principal
(Gideon Ben-Efraim) Executive Officer)
/s/ MICHAEL T. EVERETT Executive Vice President and August 18, 1999
- --------------------------------------------------- Chief Financial Officer
(Michael T. Everett) (Principal Financial and
Accounting Officer)
* Director August 18, 1999
- ---------------------------------------------------
(Thomas Baruch)
* Director August 18, 1999
- ---------------------------------------------------
(Neal Douglas)
* Director August 18, 1999
- ---------------------------------------------------
(Irwin Federman)
* Director August 18, 1999
- ---------------------------------------------------
(John Walecka)
* Power of Attorney
By: /s/ MICHAEL T. EVERETT
- ---------------------------------------------------
(Michael T. Everett)
</TABLE>
II-5
<PAGE> 7
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
- ------------ ------------------------------------------------------------
<C> <S>
1.1* Form of Purchase Agreement between Registrant and the
Underwriters.
3.1* Amended and Restated Articles of Incorporation of the
Registrant.
3.2* Bylaws of the Registrant, and amendments.
3.3* Form of Amended and Restated Articles of Incorporation of
the Registrant, to be filed and effective upon completion of
this offering.
3.4* Form of Amended and Restated Bylaws of the Registrant, to be
effective upon completion of this offering.
4.1* Form of the Registrant's common stock certificate.
5.1* Opinion of Venture Law Group, A Professional Corporation.
10.1* Form of Indemnification Agreement.
10.2* 1996 Stock Option Plan, as amended, and form of stock option
agreement and restricted stock purchase agreement.
10.3* 1999 Executive Stock Plan and form of subscription
agreement.
10.4* 1999 Employee Stock Purchase Plan and form of subscription
agreement.
10.5* 1997 Directors' Stock Option Plan, as amended, and form of
stock option agreement.
10.6* Lease between Sobrato Interests II et al. and Pyramid
Technology Corporation dated August 29, 1979, and first
amendment.
10.6.1* Sublease between Registrant and Siemens Pyramid Information
Systems, Inc. dated December 15, 1997 and amendment.
10.6.2* Landlord's consent to sublease.
10.7(+)* Global OEM Purchase Agreement between Registrant and Lucent
Technologies Inc.
10.8(+)* Frame Agreement between Registrant and Italtel s.p.a.
10.8.1(+)* Non-Exclusive OEM Supplemental Agreement between Registrant
and Italtel s.p.a.
10.8.2(+)** Joint Development Agreement between Registrant and Italtel
s.p.a.
10.8.3* Special Rights Agreement between Registrant and Italtel
s.p.a.
10.9(+)* Manufacturing Agreement between Registrant and Solectron
California Corporation, dated May 31, 1998.
10.10(+)** Manufacturing and Engineering Services Agreement between
Registrant and Microelectronics Technology Inc., dated
January 11, 1999 and first amendment.
10.11(+)* OEM Agreement between Registrant and Cisco Systems, Inc.,
dated as of December 7, 1998.
10.11.1(+)* Technology Agreement between Registrant and Cisco Systems,
Inc., dated as of December 7, 1998.
10.12* Employment Agreement between Registrant and Gideon
Ben-Efraim, and amendment.
10.13* Form of Change-of-Control Agreement.
10.14* Amended and Restated Rights Agreement by and among
Registrant and certain of its shareholders, dated June 21,
1999.
10.15* 1995 Stock Option Plan, as amended, and form of stock option
agreement and restricted stock purchase agreement.
21.1* Subsidiaries of the Registrant.
23.1 Consent of Arthur Andersen LLP, Independent Public
Accountants.
</TABLE>
<PAGE> 8
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
- ------------ ------------------------------------------------------------
<C> <S>
23.2* Consent of Counsel (included in Exhibit 5.1).
24.1* Power of Attorney.
27.1* Financial Data Schedule.
</TABLE>
- ---------------
* Previously filed.
** Supersedes exhibit previously filed.
+ Confidential treatment requested as to certain portions of this Exhibit.
<PAGE> 1
Exhibit 10.8.2
SUPPLEMENTAL AGREEMENT NR. 02
JOINT DEVELOPMENT AGREEMENT
PRODUCT: FEEDER PRODUCT
between
Netro Corporation
Santa Clara, CA, USA
and
Italtel s.p.a
Milano -- Italy
<PAGE> 2
This agreement is made
between
NETRO CORPORATION, a Californian corporation
(hereinafter referred to as "Netro")
and
Italtel s.p.a., an Italian corporation
(hereinafter referred to as "Italtel")
(Netro and Italtel are also hereinafter referred to jointly
as "the Parties" and separately as "Party")
WITNESSETH
WHEREAS as of today the Parties entered into a Frame Agreement which
sets forth the general terms and conditions ruling their cooperation with
respect to the Products as defined in Article 1.02. of the Frame Agreement; and
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<PAGE> 3
WHEREAS, pursuant to Article 3.02. of the Frame Agreement, the Parties
undertake to jointly develop the Feeder Product as hereinafter defined; and
WHEREAS, the Parties hereby intend to better define the specific rules
governing their cooperation with respect to the above mentioned Feeder Product.
NOW, THEREFORE, the Parties agree as follows:
DEFINITIONS
Frame Agreement: means the Agreement entered into between
the Parties as of today ruling their
cooperation with respect to the
Products, as defined in Article 1.02. of
such Frame Agreement
Netro PMP Product: means the Netro point - to - multipoint
product AIRSTAR, as defined in SA. nr.
0l
Feeder Product: has the same meaning of that referred to
in Article 1.04. of the Frame Agreement
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<PAGE> 4
Feeder Market: has the same meaning of that referred to
in Article 1.05. of the Frame Agreement
Existing Information: has the same meaning of that referred to
in Article 1.09 of the Frame Agreement
Joint Developed Information: means the information which is jointly
originated by the Parties during the
Joint Development Program
Reference Market Price: has the same meaning of that referred to
in Article 1.08. of the Frame Agreement.
1. SCOPE OF WORK.
1.01. The Parties shall jointly develop on a non exclusive basis the
Feeder Product for the Feeder Market, the characteristics and specifications of
which are described in Annex 1 hereto.
1.02. Since the Feeder Product shall be developed by adapting and using
as a basis the Netro PMP Product (AIRSTAR), in the event that third party's
software is used in the Netro PMP Product, Netro warrants to Italtel that such
third party's software is available on commercially
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<PAGE> 5
reasonable terms and will not prejudice in any way Italtel rights under this
Supplemental Agreement.
Netro will provide access to the third party's software at the same
price and conditions obtained by Netro.
Netro further warrants that it owns or has rights to all intellectual
property necessary for the development and manufacture of AirStar and the Feeder
Product, free and clear of any adverse claims of any third party.
1.03. In order to integrate the Feeder Product with the Network
Management Systems used by Italtel, Italtel will develop and manufacture for its
own exclusive use the necessary Interface Cards.
2. JOINT DEVELOPMENT PROGRAM.
2.01. The Parties shall carry out and complete the development
activities under this Supplemental Agreement in accordance with the Joint
Development Program, as better defined in 2.03. below.
The first release of the Feeder Product is targeted for July 1998.
2.02. The above mentioned development activities of the Feeder Product
shall be carried out under the guidance of the Committee - Product subdivision,
with participation of both Parties' R&D personnel.
2.03. The detailed Joint Development Program (including planned
development efforts and activities, development time schedule, list of Italtel
and Netro information that may be
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<PAGE> 6
useful or necessary for the carrying out of the activities, etc.) is hereto
attached under Annex 2.
From time to time the Joint Development Program will be updated to cover
product modifications, as required by the market, that will be authorised by the
Committee.
2.04. The Parties recognize that time to market is essential for the
success of the program; should the program suffer unexpected delays, the Parties
will promptly meet to identify remedies. Should the completion of the Joint
Development Program suffer - for reason not attributable to a Party - a delay
which is likely to prejudice the success of the Feeder Product in the market -
and should the Parties fail in good faith to identify appropriate remedies, then
either Party shall be entitled to withdraw from the Joint Development Programme
without incurring any liabilities towards the other Party.
3. CONTRIBUTION OF THE PARTIES.
The allocation of tasks, as defined by the Committee Product Subdivision
and approved by the Parties pursuant to Article 5.02.(a) of the Frame Agreement,
is that specified in Annex 2 hereto attached.
Each Party will bear the expenses associated with its own tasks.
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<PAGE> 7
4. OWNERSHIP AND EXPLOITATION.
4.01. Each Party shall retain the ownership of its Existing Information.
Each Party shall license to the other Party the necessary information to enable
it to manufacture, modify and sell (under trade marks and logos of its own
choice) the Feeder Product within the Feeder Market; this will include the right
to have a third party manufacture the Feeder Product, provided that
manufacturing by anyone other than an Affiliate of Italtel will require the
consent of Netro in the Committee, which consent will not be unreasonably
withheld.
The above mentioned licence shall be personal, irrevocable -- except if
terminated due to the licensed Party under Article 13.02 (a) or (b) of the Frame
Agreement-- non-transferrable, non-exclusive. Rights of each Party with respect
to Existing Information of the other Party after termination/expirat are
specified in Article 13.04 of the Frame Agreement.
4.02. Netro and Italtel shall jointly and severally own the Joint
Developed Information, if any.
The right to use the Joint Developed Information outside the Feeder
Product by either Party must be approved by the Committee on a case by case
basis.
4.03. Italtel agrees not to exploit its manufacturing rights of the
Feeder Product until reaching a cumulative amount of [***] of Products
purchased from Netro,
[***] CONFIDENTIAL TREATMENT REQUESTED
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<PAGE> 8
unless Netro fails to deliver to Italtel the Feeder Products according to the
mutually agreed plan.
5. SUPPLIES BY NETRO TO ITALTEL.
5.01. During the period established in Article 4.03. above, Netro
undertakes to supply the Feeder Product to Italtel according to the sales plan
mentioned in Article 6 hereto and upon the same terms and conditions established
in SA nr. 01 between the Parties.
5.02. After reaching [***] purchase level mentioned in Art.
4.03. Italtel is free to exploit its manufacturing rights hereunder, but will
continue to purchase from Netro the following percentages of its requirements of
the Feeder Product:
<TABLE>
<S> <C>
Next 12 months [***]
Second 12 months [***]
Third 12 months and thereafter [***]
</TABLE>
unless Netro fails to deliver the Feeder Products according to the sales plan
and upon the same terms and conditions established in SA nr. 01 between the
Parties.
In addition, Netro will continue to sell its proprietary components to
Italtel (such as ASICS) at reasonable and fair terms to be agreed by the
Parties.
5.03. On the Reference Market Price, as defined by the Committee,
applicable to the supplies of the Feeder Product
[***] CONFIDENTIAL TREATMENT REQUESTED
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<PAGE> 9
from Netro to Italtel, Netro will grant the following discounts:
<TABLE>
<CAPTION>
ANNUAL VOLUME/CALENDAR YEAR DISCOUNT
- ---------------------------------------------------------------
<S> <C>
$ [***] (LEVEL 1) [***]%
$ [***] (LEVEL 2) [***]%
$ [***](LEVEL 3) [***]%
</TABLE>
5.04. The above quantity discount matrix is based on, and applicable to,
the total volume of Feeder Products sold by Netro to Italtel and/or its
Affiliates in a certain calendar year.
The initial discount for each calendar year will be that of level 2.
The Parties shall review the sales volume and forecast quarterly, and if
they show a clear trend towards different levels, the Parties shall meet to
finalize a compensation procedure to achieve the correct discount level on the
total sales volume of that specific calendar year.
As an exception to the above for the initial deliveries (1998), the
starting level will be level 1.
6. SALES PLAN.
6.01. Italtel shall define a sales plan of the Feeder Product sales
through the year 2000 divided in 6 months periods.
The initial version is attached hereto under Annex 3.
[***] CONFIDENTIAL TREATMENT REQUESTED
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<PAGE> 10
7. PRODUCT NAME.
Each Party shall be free to use any tradenames or logos - at its own choice -
with respect to the Product.
8. TERMINATION This Agreement shall terminate in accordance with Article 13
of the Frame Agreement, and may be terminated by either Party in the event of a
material breach by the other Party that is not cured within 60 days.
9. MISCELLANEOUS.
A. Counterparts: This Supplemental Agreement shall be executed in two
counterparts, each of which will be deemed an original and both of which, taken
together, shall constitute the same document.
B. ISO-9000: Seller will promptly inform Buyer in the event Seller is no
longer certified under ISO-9000 standards.
<TABLE>
<CAPTION>
NETRO CORPORATION ITALTEL s.p.a.
- --------------------------------------------------------------------------
<S> <C>
/s/ Gideon Ben-Efraim /s/ Italtel, s.p.a.
Date 11/19/97 Date Nov. 28, 1997
Place Munich Place Milano
</TABLE>
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<PAGE> 11
SUPPLEMENTAL AGREEMENT NR. 02.
LIST OF ANNEXES
ANNEX 1 FEEDER PRODUCT CHARATERISTIC AND SPECIFICATION
ANNEX 2 JOINT DEVELOPMENT PROGRAM AND TASKS
ALLOCATION
ANNEX 3 INITIAL SALES PLAN
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<PAGE> 12
[LOGOS]
AIRSTAR
PMP FEEDER PRODUCT SPECIFICATIONS
Issue: 0.5 (Draft)
Date: Nov 21-1997
Document Number:
File: Feeder 0-5.doc
1-1
<PAGE> 13
Table of Contents
<TABLE>
<S> <C>
1.0 INTRODUCTION
1.1 Cover Sheet....................................................................1-1
1.2 Scope and Purpose..............................................................1-2
1.3 Publication History............................................................1-2
1.4 List of Illustrations..........................................................1-3
1.5 Tables.........................................................................1-4
1.6 Glossary.......................................................................1-5
2. BACKGROUND 2-7
2.1 The Building Blocks of a Wireless Mobile System................................2-7
2.2 AirStar vs. Feeder Network terminology.........................................2-8
3. SYSTEM SPECIFICATIONS ........................................................3-9
3.1 Traffic Transport Definition...................................................3-9
3.2 Total Capacity.................................................................3-9
3.3 Radio Performance.............................................................3-10
3.4 Terminal Station..............................................................3-13
3.5 Central Station...............................................................3-14
3.6 Central Station Release 1.....................................................3-15
3.7 Central Station Release 2.....................................................3-16
3.8 Building Blocks...............................................................3-17
3.8.1 CSC.................................................................3-17
3.8.2 SIC.................................................................3-18
3.9 Environmental.................................................................3-19
3.10 NMS..........................................................................3-19
3.11 Evolution....................................................................3-19
4. OPEN ISSUES .................................................................4-21
1.4 LIST OF ILLUSTRATIONS
FIGURE 2-1: FEEDER NETWORK BUILDING BLOCKS........................................2-8
FIGURE 3-1: CENTRAL STATION RELEASE 1 - REDUNDANT CONFIGURATION..................3-16
FIGURE 3-2: CENTRAL STATION RELEASE 2 - REDUNDANT CONFIGURATION..................3-17
FIGURE 3-3: CSC BLOCK DIAGRAM....................................................3-18
FIGURE 3-4: TERMINAL STATION DIGITAL CARD (SIC)..................................3-19
</TABLE>
1-3
<PAGE> 14
1.5 TABLES
<TABLE>
<S> <C>
TABLE 2-I: AIRSTAR AND FEEDER PRODUCT TERMINOLOGY.................................2-8
TABLE 3-1: TRAFFIC TRANSPORT FUNCTIONS............................................3-9
TABLE 3-2: TRAFFIC CAPACITY OPTIONS...............................................3-9
TABLE 3-3: RADIO SPECIFICATIONS (26 GHZ).........................................3-10
TABLE 3-4: RADIO SPECIFICATIONS (10 GHZ).........................................3-12
TABLE 3-5: TERMINAL STATION......................................................3-14
</TABLE>
1-4
<PAGE> 15
1.2 SCOPE AND PURPOSE
This document specifies a point to multipoint radio product for
micro-cellular feeder applications, such as GSM. This product is based on the
AirStar technology developed at Netro. The building blocks of AirStar are
modified to provide a compact and cost effective solution for the Cellular
Feeder application.
1.3 PUBLICATION HISTORY
<TABLE>
<CAPTION>
Issue Date Main changes
- ----- ---- ------------
<S> <C> <C>
0.1 9-14-97 First issue (draft)
0.2 9-15-97 Modified Draft
0.3 9-16-97 Modified Draft
0.4 10-08-97 Modified Draft
0.5 11-21-97 Added T1 to every El statement.
Changed CMU [***] to [***] ("pizza-box")
Changed CNU t o 2-channel, and added CTU for El
interfaces at the Central Station, thus [***] does
not include [***]
Added table for 10.5 GHz frequency band.
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
1-2
<PAGE> 16
1.6 GLOSSARY
Note: Netro-specific terms use BOLD ITALIC characters. Netro AirStar
terminology not used here is listed in (PARENTHESIS)
ASC Axis Shelf Controller (A Cisco Card)
ATM Asynchronous Transfer Mode
BMU Base Modem Unit, a CSS plug-in card
(BRU) Base Radio Unit (referred below as CRU)
(BSC) (Netro) Base Station Controller (referred below as
CSC)
BSC (Cellular) Base Station Controller
CELLMAC Netro MAC protocol for exchange of ATM cells
between
CMU Central Modem Unit (also called at Netro BMU).
CRU Central Radio Unit (also called at Netro BRU)
CSC Central Station Controller (also called at Netro
BSC)
CS Central Station
CSS Central Station Shelf
El European digital line interface at 2.048 Mbps.
E3 European digital line interface at 34.368 Mbps.
ID Identification
IP Internet Protocol
LAN Local Area Network
LIU Line Interface Unit
MAC Media Access Control
Mbps Mega bits per second
MSU Multi-SIC-Unit converting to E1 or Tl (a double
SIC card interface)
MTBF Mean Time Between Failures
MTTR Mean Time To Repair
NMS Network Management System
RU Radio Unit
SAS Subscriber Access System (AirStar)
SIC Subscriber interface Card (inside SAS for Access
product)
SRU Subscriber Radio unit (AirStar)
ST Subscriber Terminal (AirStar)
STI Subscriber Terminal Identifier
TBD To be defined (later).
1-5
<PAGE> 17
TS Terminal Station (Equivalent to an ST but an
integral unit for the Feeder Application)
1-6
<PAGE> 18
2 BACKGROUND
2.1 THE BUILDING BLOCKS OF A WIRELESS MOBILE SYSTEM
A Mobile Feeder Network is a point to multipoint (PNP) microwave network
that interconnects digital traffic of mobile base stations to a mobile
base station controller.
The network main building blocks are depicted in Figure 2-1. A group of
mobile base stations serves GSM mobile telephones. The traffic is fed
via E1/T1 line to a Terminal Station (TS) which is realized as an
integral ODU equivalent to AirStar SAS+RU. Other TSs are located next to
other mobile base stations in the same geographical area served by a
central station sector antenna attached to a CRU (similar or identical
to AirStar BRU). One or more CRUs are attached by a coax to a Central
Station Shelf (CSS), the equivalent of an AirStar BSS).
The mobile traffic is delivered from the CSS to a mobile Base Station
Controller (not to be confused with the AirStar BSC) that is connected
to the Mobile Switching Center and the PSTN.
The CSS is a rack-mounted system consisting of a Central Sector
Controller (identical to AirStar BSC), and a Central Modem Unit (CMU),
which is similar to AirStar BMU, but includes also E1/T1 ports.
2-7
<PAGE> 19
[GRAPHIC]
FIGURE 2-1: FEEDER NETWORK BUILDING BLOCKS
2.2 AIRSTAR VS. FEEDER NETWORK TERMINOLOGY
Unfortunately, the term "Base Station" has different meanings in a mobile
network context and the AirStar system. To retain the mobile terminology, the
feeder network components are renamed, even if they are identical, as shown in
Table 2-1.
<TABLE>
<S> <C> <C>
AirStar Feeder Network Equivalence
Base Station Shelf (BSS) Central Station Shelf (CSS) Similar
Base Station Controller (BSC) Central Station Controller (CSC)Same
Base Modem Unit (BMU) Central Modem Unit (CMU) Similar
Base Radio Unit (BRU) Central Radio Unit (CRU) Same
Subscriber Terminal (ST) Terminal Station (TS) Similar (TS is integral)
</TABLE>
TABLE 2-1: AIRSTAR AND FEEDER PRODUCT TERMINOLOGY
2-8
<PAGE> 20
3. SYSTEM SPECIFICATIONS
3.1 TRAFFIC TRANSPORT DEFINITION
Each Mobile Base Station may require n = 2 to 31 64 kbit/s (DS0) channels. In a
GSM application, each channel consists of 4 x l6 kbit/s sub-channels, one of
which may be a "D" channel. The Feeder transports the nxDS0 channels
transparently, regardless of signaling content. Base Stations i and j may have
ni and nj channels, respectively, and in general, ni needs not be equal to nj.
The n channels are provided at the mobile base station as fractional E1/T1. Only
n out of the full line capacity is forwarded to the mobile BSC. The air
interface will transmit only the n provisioned channels but these provisioned
channels are always transmitted, whether active or not. The n channels need not
be contiguous. The n-channels are full duplex. These channels are delivered as
E1/T1 interfaces at the CSS to BSC interface, such that each E1/T1 line is an
aggregate of multiple base stations traffic. The mapping of DS0 channels is such
that all channels from one BS terminate in the same E1/T1.
The bandwidth provisioning is semi permanent. A change requires human
intervention via NMS and is considered to be an non-frequent event. A change in
capacity will interrupt the service for that particular mobile base station.
These specifications are summarized below.
<TABLE>
<S> <C>
Mobile Base Station Interface Single T1 or El (fractional)
# of DS0 transported 2 - 31
Bandwidth Allocation Provisioned via NMS
Minimum Capacity (7 MHz carrier, ETSI 4XE1 carrying up to 124 DS0 channels
application and 10 MHz FCC application)) 6xTl with 144 DS0 channels.
E1/T1 protection (at TS only) Lightning Protection
</TABLE>
TABLE 3-1: TRAFFIC TRANSPORT FUNCTIONS
3.2 TOTAL CAPACITY
The capacity per sector has one of the following options (subject to several
release phases):
<TABLE>
<S> <C>
Total BSC Interfaces Modulation Scheme
4xE1/6xT1 4-QAM
8xE1/ l2xT1 4-QAM
8xE1/ l2xT1 16-QAM
l6xE1/24xT1 4-QAM
l6xE1/24xT1 16-QAM
</TABLE>
TABLE 3-2: TRAFFIC CAPACITY OPTIONS
3-9
<PAGE> 21
3.3 RADIO PERFORMANCE
TABLE 3-3: RADIO SPECIFICATIONS (26 GHZ)
RANG. AND 5 KILOMETER RADIUS
AVAILABILITY (TYP) 99.995% AVAILABILITY (CCIR climatic Zone E, Northern
Europe)
RADIO UNIT AND ANTENNAS Base Station: The Base Station Radio is comprised of a
number of sectorized Radio Unit Arrays. Each sector
contains one or more Base Station Radio Unite (BRUs),
allowing modular capacity build-up and redundant
configuration of both radio and antennae. A choice of
high performance lens corrected horn antennae are
available with a -3~ beamwidth, as shown:
<TABLE>
<CAPTION>
Horizontal Vertical # of Sectors
Beamwidth Beamwidth Gain Per Cell
--------- --------- ---- ------------
<S> <C> <C> <C> <C>
30~ 7~ 20 dBi 1 to 12
45~ 7~ 18 dBi 1 to 8
90~ 7~ 15 dBi 1 to 4
180~ 7~ 9 dBi 1 to 2
</TABLE>
TERMINAL STATION TERMINAL: The subscriber radio unit is
comprised of an integral 105 mm diameter antenna.
Optional standard parabolic antennae may be used to
increase system range.
~ Integral:: High performance lens corrected horn, 28 dB
gain
~ Non-integral: 0.3 m at 35 dBi or 0.6 m at 41dBi
FREQUENCY RANGE DIGITALLY SYNTHESIZED, SOFTWARE CONTROLLED
~ 24.5 to 26.5 GHz
~ T/R Spacing = 1008 MHz
CHANNEL BANDWIDTH 7 MHz, optional 14 MHz and 28 MHz
MODULATION FORMAT CENTRAL STATION TO TERMINAL STATION: 4 QAM or 16 QAM,
TDM
TERMINAL STATION TO CENTRAL STATION: 4 QAM or 16 QAM,
TDMA
<TABLE>
<CAPTION>
TRANSMIT POWER 4QAM 16QAM
<S> <C> <C> <C>
CENTRAL STATION (TYP) [***] dBm (+2/-1 dB) [***] dBm (+2/-1 dB)
TERMINAL STATION (TYP) [***] dBm (+2/-1 dB) [***] dBm (+2/-1dB)
ATPC (AUTOMATIC TRANSMIT POWER CONTROL RANGE): 50 dB
RECEIVER RECEIVER SENSITIVITY:(BER=[***]) 4 QAM 16 QAM
Central Station: [***] dBm at 8 Mb/s [***] dBm at 16 Mb/s
Terminal Station: [***] dBm at 8 Mb/s [***] dBm at 16 Mb/s
RECEIVER SENSITIVITY: (BER=[***]) 4 QAM 16 QAM
Central Station: [***] dBm at 8 Mb/s [***] dBm at 16 Mb/s
Terminal Station [***] dBm at 8 Mb/s [***] dBm at 16 Mb/s
</TABLE>
AIR INTERFACE Netro's CellMACTM protocol for wireless ATM, with
centralized traffic scheduling based on Netro's virtual
framer for ATM CBR traffic and virtual shaper for ATM
VBR traffic
SYSTEM CAPACITY CAPACITY PER SUBSCRIBER (7 MHz, full duplex, channel):
~ 4 QAM: 64 Kb/s to 8 Mb/s
~ 16 QAM: 64 Kb/s to 16 Mb/s
[***] CONFIDENTIAL TREATMENT REQUESTED
3-10
<PAGE> 22
<TABLE>
<S> <C> <C>
INTERFACE TERMINAL STATIONS: CENTRAL STATIONS:
SPECIFICATIONS ~ E1/T1 and Fractional E1/T1 ~ E1/T1 and Fractional E1/T1
~ ISDN PRI ~ ISDN PRI
</TABLE>
NETWORK MANAGEMENT Integral SNMP, for industry compatibility
Downloadable software, local and remote
Windows NT based
Performance measurement:: per G.821, G.826, and ITU-R
Rec 697-1
STANDARDS AND SYSTEM: ETSI prETS 300 431, BAPT 211 ZV, MPT 1420, prETS
REGULATORY TM4. ITU-R, RecF.749, x.731
COMPLIANCE EMC: CE Mark, CISPR 22, EN55022, EN50082-1 and 2, ETS
300 339 and 385 Traffic interface: ITU-T G.703, G.704,
G.775, G 823, I.431,CTR 12, TBR 13, IEEE 802.3
Mechanical and safety: IS09001, FQAA. CE Mark, EN 60950,
EN 41003, IEC 950 Environmental: ETS 300 019
ENVIRONMENTAL OPERATING TEMPERATURE, CENTRAL STATION
~ Indoor unit: 0~ C to +40~ C
~ Outdoor unit: -33~ C to +55~ C
OPERATING TEMPERATURE, TERMINAL STATION
~ Outdoor unit: -33~ C to +55~ C
RELATIVE HUMIDITY (INDOOR): 5-95%, NON-CONDENSING
ALTITUDE (SYSTEM): 0-4500 m
WIND LOADING: Operational: 145 km/hr; Survival: 200
km/hr
POWER INPUT VOLTAGE:
~ Terminal Station: -48 VDC/-24 VDC or 220 VAC, 50 Hz
~ Central station: -48 VDC/-24 VDC
Power consumption (typ):
~ Central station: 400 W
~ Terminal Station: 35 W
REDUNDANCY 1:1
<TABLE>
<CAPTION>
MECHANICAL DIMENSIONS: HxWxD Weight
TERMINAL STATIONS: TBD 10 kg
CENTRAL STATION UNIT:
<S> <C> <C>
~ Indoor unit (BSS, incl. cooling) 44.4 cm x 48.3 cm x 50.8 cm 21.5 kg
~ Outdoor unit (BRU): 10 cm x 15 cm x 39 cm 6.0 kg
~
</TABLE>
3-11
<PAGE> 23
TABLE 3-4: RADIO SPECIFICATIONS (10 GHZ)
RANGE AND 15 KILOMETER RADIUS
AVAILABILITY (TYP) 99.995% AVAILABILITY (CCIR CLIMATIC ZONE E, NORTHERN
EUROPE)
RADIO UNIT AND
ANTENNAS CENTRAL STATION: The Central Station Radio is comprised
of a number of sectorized Radio Unit Arrays. Each sector
contains one or more Central Station Radio Unite (CRUs),
allowing modular capacity build-up and redundant
configuration of both radio and antennae. A choice of
high performance lens corrected horn antennae are
available with a -3~ beamwidth, as shown:
<TABLE>
<CAPTION>
Azimuth Elevation # of Sectors
Beamwidth Beamwidth Gain Per Cell
--------- --------- ---- --------
<S> <C> <C> <C> <C>
30~ 7~ 20 dBi 1 to 12
45~ 7~ 18 dBi 1 to 8
90~ 7~ 15 dBi 1 to 4
180~ 7~ 9 dBi 1 to 2
</TABLE>
TERMINAL STATION: The subscriber radio unit is comprised
of an integral planar antenna with 26 dB gain.
FREQUENCY RANGE DIGITALLY SYNTHESIZED, SOFTWARE CONTROLLED
~ 10.15 to 10.65 GHz
~ T/R Spacing = 350 MHz
CHANNEL BANDWIDTH 7 MHz step size
MODULATION FORMAT CENTRAL STATION TO TERMINAL STATION: 4 QAM or 16 QAM,
TDM
TERMINAL STATION TO CENTRAL STATION: 4 QAM or 16 QAM,
TDMA
<TABLE>
<S> <C> <C>
TRANSMIT POWER (TYP) 4 QAM 16 QAM
CENTRAL STATION [***] dBm [***] dBm
TERMINAL STATION [***] dBm [***] dBm
ATPC (AUTOMATIC TRANSMIT POWER CONTROL RANGE): [***] dB
RECEIVER RECEIVER SENSITIVITY: (BER=[***]) 4 QAM 16 QAM
Central Station: [***] dBm at 8 Mb/s [***] dBm at 16 Mb/s
Terminal Station: [***] dBm at 8 Mb/s [***] dBm dBm at 16 Mb/s
</TABLE>
AIR INTERFACE Netro's CellMACTM protocol for wireless ATM, with
centralized traffic scheduling based on Netro's virtual
framer for ATM CBR traffic and virtual shaper for ATM
VBR traffic
SYSTEM CAPACITY CAPACITY PER SUBSCRIBER (7 MHz, full duplex, channel):
~ 4 QAM: 64 Kb/s to 8 Mb/s
~ 16 QAM: 64 Kb/s to 16 Mb/s
INTERFACE TERMINAL STATIONS: Central Stations:
SPECIFICATIONS ~ E1 and Fractional E1 ~ E1 and Fractional E1
~ ISDN PRI ~ ISDN PRI
NETWORK MANAGEMENT Integral SNMP, for industry compatibility
Downloadable software, local and remote
Windows NT based
Performance measurement:: per G.821, G.826, and ITU-R
Rec 697-1
STANDARDS AND SYSTEM: ETSI prETS 300 431. BAPT 211 ZV, MPT 1420, prETS
REGULATORY TM4. ITU-R. RecF.749, x. 731
EMC: CE Mark. CISPR 22, EN55022, EN50082-l and 2, ETS
300 339 and 385
[***] Confidential Treatment Requested
3-12
<PAGE> 24
COMPLIANCE TRAFFIC INTERFACE: ITU-T G.703, G.704, G.775, G 823,
l.431, CTR 12, TBR 13, IEEE 802.3 MECHANICAL AND SAFETY:
1S09001, FQAA, CE Mark, EN 60950, EN 41003. IEC 950
ENVIRONMENTAL: ETX 300 019
ENVIRONMENTAL OPERATING TEMPERATURE, CENTRAL STATION
~ Indoor unit: 0~ C to +40~ C
~ Outdoor unit: -33~ C to +55~ C
OPERATING TEMPERATURE, TERMINAL STATION
~ Outdoor unit: -33~ C to +55~ C
RELATIVE HUMIDITY (INDOOR): 5-95%, non-condensing
ALTITUDE (SYSTEM): 0-4500 m
WIND LOADING: Operational: 145 km/hr; Survival: 200
km/hr
POWER INPUT VOLTAGE:
~ Terminal Station: -48 VDC/-24 VDC or 220 VAC, 50 Hz
~ Central station: -48 VDC/-24 VDC
POWER CONSUMPTION (TYP):
~ Central station: 400 W
~ Terminal Station: 35 W
REDUNDANCY 1:1
<TABLE>
<CAPTION>
MECHANICAL DIMENSIONS: HxWxD Weight
- ---------- ----------- ----- ------
<S> <C> <C>
TERMINAL STATIONS: TBD 10 kg
CENTRAL STATION UNIT:
~ Indoor unit (BSS, incl. cooling) 44.4 cm x 48.3 cm x 50.8 cm 21.5 kg
~ Outdoor unit (BRU): 10 cm x 15 cm x 39 cm 6.0 kg
</TABLE>
SAS TO SRU CONNECTION: LMR240, 0-100 m; LMR400, 0-300 m
3.4 TERMINAL STATION
The TS is an outdoor unit including the radio section and El/T1 interface. It is
equivalent to a single box containing the AirStar SRU and SAS, however only one
El/T1 is required as an interface. The El/T1 is lightning protected.
The TS includes the functions of the SAS digital card (Subscriber Interface
Card), excluding unneeded stuff options, but the card is modified to the outdoor
temperature range. It is TBD whether the SIC card will be used as-is or it will
be redesigned for a new form-factor.
The TS includes also the SAS modem card, which is de-stuffed for unneeded
functions, such as the coax multiplexer and telemetry (radio control) modem.
The rest of the TS is the SRU function, which includes most of the AirStar
modules unchanged. Two modules that can be slightly depopulated are the Radio
Unit Controller (RUC) and If module.
The TS will have an integral Lens-horn antenna compliant with ETSI for the 26
band, and an optional 390 mm parabolic-reflector antenna, that may use a
different TS enclosure than the lens-horn. For 10.5 GHz bands an ETSI-compliant
flat antenna will be used.
3-13
<PAGE> 25
The polarization can be either vertical or horizontal. A field setting of
polarization is desired, but a factory setting is acceptable. The current
elongated shape of the SRU is desired to be maintained with the TS, although it
may be enlarged to accommodate the extra hardware.
No local craft interface is required, however the design will allow optional
RS-232 port. This port will be used for trouble shooting purpose, not for
configuration and not on a permanent basis.
The TS will have optional 1:1 protection switching option including switching of
the El/T1 port.
<TABLE>
<CAPTION>
Mobile Base Station Interface: Single El/T1 (T1)
- ------------------------------ -----------------
<S> <C>
Antenna: 125 mm lens-Horn. 390 mm parabolic option.
Flat antenna for 10.5 GHz band, dimension
of~200mmx200mm..
Frequency bands: 26 GHz, 10.5 GHz (two separate products)
Polarization: Vertical, Horizontal
Polarization Setting Factory or orientation (TBD)
TS mounting option for 10.5 GHZ band.
Local Port RS-232, for temporary connection only
Redundancy: 1:1, El/T1 lines switched externally (likely
in battery switch unit)
Battery Backup: External, 30 minutes minimum.
Feeder Cable Shielded 2 x Twisted Pair + Power pair (TBD)
</TABLE>
TABLE 3-5: TERMINAL STATION
A backup control unit will be developed to provide both battery backup and E1/T1
switching for the mobile base station.
3.5 CENTRAL STATION
The Central Station is located normally next to a mobile BSC. It provides access
at increments of 4xE1/T1. The main building blocks are;
Central Station Shelf (CSS) consisting of a card cage (identical to a Cisco Axis
Shelf), and including AC or DC redundant power supplies and fan-cooling shelves.
This card cage can host the CSC (identical to AirStar BSC) card.
The first generation CSC card has two channels, each supporting 4xE1/T1 payload.
The CSC uses one channel for communication with a modem unit (CMU) that is
attached to a CRU (identical to a BRU). The other channel in the CSC is
connected to a second port in the CMU. This port is converted to four local
El/T1 interfaces by a card identical to an existing SIC Card, via a digital
adapter ("Null Modem").
The CSC must redirect the wireless traffic to the local E1/T1 ports at the SIC
card. This is done by the ATM switching function of the CSC.
A local l0BaseT port is used for local craft and NMS access.
The CSC-CMU-CRU group is subject to 1:1 redundancy, and they can be switched
with the El/T1 lines. The El/T1 lines switching is TBD.
3-14
<PAGE> 26
The CMU is a rack mounted box. A future product release will allow to plug the
CMU directly to the CSS.
A co-located TMN adapter converts the l0BaseT SNMP traffic to CMIZE/Q3 traffic.
3.6 CENTRAL STATION RELEASE 1
The configuration of release 1 is depicted in Figure 3-1. It consists of the
following components:
A Cisco Axis Shelf (same as AirStar Access application, but used mostly as a
card cage),
Cisco ASC cards. The ASC card provides mass storage, synchronization and NMS
access. The ASC card will not be required in future releases that do not use the
Axis shelf.
A CSC card, Axis plug-in module, identical to the AirStar Access product, with 2
channels, each 8 Mbit/sec capacity. The CSC is further discussed below.
A CTU (Central terminal Unit), a rack mounted module for converting two BSC
channels to 8 El lines. The CTU is similar in function to two SAS units in the
Access product.
A CMU - a rack-mounted "pizza box" including [***]-channel RF modem. In release
1 [***] channel is in use per CCS card, however the other channel is available
foe a second BSC or for the future [***] CSC.
The CRU is the same 26 GHz product as the BRU in the Access project. It uses a
90~ antenna to cover a sector or a corner of a square cell.
Each CSC has a 10 Base T port for NMS access. Future releases will convert these
ports by extra hardware and software to a TMN interface.
A RS232 interface runs through the ch-2 port of the CSC to the CMU and from the
CSC to the CTU, thus the two CSC cards can communicate both via the 10 Base T
and they have control of the CMU and CRU for redundancy switching.
[***] CONFIDENTIAL TREATMENT REQUESTED
3-15
<PAGE> 27
[GRAPHIC]
FIGURE 3-1: CENTRAL STATION RELEASE 1 - REDUNDANT CONFIGURATION
The building blocks are further discussed below.
3.7 CENTRAL STATION RELEASE 2
3-16
<PAGE> 28
[GRAPHIC]
FIGURE 3-2: CENTRAL STATION RELEASE 2 - REDUNDANT CONFIGURATION
The main differences in release 2:
The CSC is replaced by an identical function that does not require an Axis shelf
and an ASC card. The new unit is rack mounted, has [***]) and is called BUNI
(for Base-User Network Interface). The BUNI also includes a port for fast
redundancy switch using the direct port.
Subsequent BUNI and CMU releases will also support 16 QAM.
3.8 BUILDING BLOCKS
3.8.1 CSC
[***] CONFIDENTIAL TREATMENT REQUESTED
3-17
<PAGE> 29
[GRAPHIC]
FIGURE 3-3: CSC BLOCK DIAGRAM
The CSC includes some functions that are not necessary for the feeder
application. Over time, these functions will be de-stuffed for cost reduction.
The main elements are:
CellMAC Controller for controlling the MAC air interface (including framing,
FEC, timing).
Request Grant Processor for coordinating the air interface activities.
ATM Cross connect for switching local traffic and user traffic.
A CPU, PCI interface and l0Base T interfaces.
3.8.2 SIC
3-18
<PAGE> 30
[GRAPHIC]
FIGURE 3-4 TERMINAL STATION DIGITAL CARD (SIC)
While there will be several versions of the SIC card, the above \block diagram
depicts the typical implementation.
CellMAC ASIC controls the MAC layer, scrambling, REC and ATM conversion (AAL1
and AAL5).
A CPU control the system, running the VX-Works operating system, local
configuration, MAC management and the SNPM agent.
Four E1/T1 or T1 (stuff options) provide the line interfaces.
Two serial ports provide a test port and a telemetry port controlling the radio.
The modem interface includes data/clock lines and a control bus.
3.9 ENVIRONMENTAL
See Table 3-3.
3.10 NMS
See Table 3-3. Italtel will provide a QAD board for NMS integration. Integration
[***] must be considered for cost reduction.
3.11 EVOLUTION
The product will evolve in capacity, national standards, and frequency bands.
[***] CONFIDENTIAL TREATMENT REQUESTED
3-19
<PAGE> 31
The evolutionary steps are:
The CSC release 1 is 2 channel 4-QAM for 7 MHz (ETSI) and 10 MHz (FCC) channel
spacing. Release 2 is 4 channel, 16 QAM 7 MHz (ETSI) and 10 MHz (FCC). The CSC
is changed to a rack mounted BUNI.
the CRU and TS release 1 are 26 GHz band. Future release is for 10.5 GHz channel
and US bands (TBD).
The CMU is a [***], [***], Pizza box, [***] QAM. It will evolve to a Dual [***]
QAM modem BMU card, and a SMU card (dual [***]) in release 2.
[***] CONFIDENTIAL TREATMENT REQUESTED
3-20
<PAGE> 32
SANR2 - ANNEX 2
NETRO/ITALTEL WORK SPLIT
1. Italtel is prime on NMS integration, with Netro providing technical
support, HW and SW specifications, in order to integrate the interface cards in
the system.
2. Netro is prime on SS/SRU and BMU/SAS specified modifications and
integration with Italtel providing technical support.
3. Italtel is prime on all external additional hardware related to power
and any functionality required to provide redundancy. Netro will provide
technical support.
NOTES:
1. Both companies will cooperate on product specifications
2. Netro will develop product documentation
3. Both companies will cooperate on system integration and
qualification/test activities
<PAGE> 33
4. OPEN ISSUES
1. Hot Standby Switch time of <50 ms may not be feasible. However release 2
will incorporate switch-over mechanism with average switch time <50 ms.
2. LCT at the TS, is it needed? Probably for prototype products only.
3. Are AIS and LOS and loss of frame sufficient indications of E1/T1 switch
over at the TS? Probably yes.
4. Redundancy arrangements of the CS.
5. Wide-mouth power supply 16-72 V.
6. Define polarization setting method.
7. E1/T1 will be 120 (OMEGA) balanced. Will 75 (OMEGA) interface be
required too?
8. Does the CSS require an ASC to operate? How will reference be derived
from E1/T1s?
9. How will large antenna option be provided
10. USA frequency band and bit rate definitions.
11. Battery and redundancy switching at the TS.
Some of these issues have been further discussed in Italtel Requirements
document of 5 November 1995.
4-21
<PAGE> 34
SANR 2 - ANNEX 2
FEEDER PRODUCT - MILESTONE SUMMARY
<TABLE>
<CAPTION>
END OF LIMITED
RELEASE CONTENT PROTOTYPE VALIDATION AVAILABILITY GA
- ---------------- ------------------ --------------- -------------- --------------- --------------
<S> <C> <C> <C> <C> <C>
RLS1 26 GHz May-98 June-98 Jul-98 Aug-98
4E1 4QAM
Link Explorer
RLS2 10GHz/26GHz Aug-98 Sep-98 Oct-98 Nov-98
4E1/8E1
4QAM, LE
Redundancy for
Subscriber
terminals
RLS2.1 Italtel NMS Nov-98 Dec-98
integration
RLS3 10GHz/26GHz Nov-98 Dec-98 Jan-99 Feb-99
4QAM/16QAM
4E1/8E1
RLS3.1 Italtel NMS Feb-99 Mar-99
integration
</TABLE>
Notes:
1. Prototype milestones based on unreleased hardware and can be used for
Demos
2. End of validation also includes availability of Field Trial Equipment
3. Limited availability: Product is released but quantities are limited
4. GA: Product is generally available
5. T1 version and milestones will be defined within first half of 1998
<PAGE> 35
ANNEX 3
TO SUPPLEMENTAL AGREEMENT NR.02
INITIAL SALES PLAN
PRELIMINARY SALES PLAN
POINT TO MULTIPOINT RADIO FOR FEEDER APPLICATIONS
<TABLE>
<CAPTION>
1998 1999 2000
---------------- ----------------- -----------------
<S> <C> <C> <C> <C> <C> <C>
1~ sem 2~ sem 1~ sem 2~ sem 1~ sem 2~ sem
Assumption:
Market Price (US$) [***] [***] [***] [***] [***]
QUANTITY Trial, Pilots TBD
Deliveries [***] [***] [***] [***]
SALES (KUS$)Trial, Pilots [***]
Deliveries [***] [***] [***] [***]
TOTAL SALES [***] [***] [***]
Transfer price (US$) [***] [***] [***] [***] [***]
Purchase from Netro [***] [***] [***] [***] [***]
(KUS$) [***] [***] [***]
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
<PAGE> 1
Exhibit 10.10
NETRO
THE WIRELESS ATM COMPANY EXECUTION COPY
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MANUFACTURING AND ENGINEERING SERVICES
AGREEMENT
BETWEEN
NETRO CORPORATION
and
MICROELECTRONICS TECHNOLOGY INC.
January 11,1999
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MANUFACTURING AND ENGINEERING SERVICES AGREEMENT
This Manufacturing and Engineering Services Agreement, (the "Agreement"),
effective as of January 11, 1999 (the "Effective Date"), is made by and between
Microelectronics Technology, Inc., a corporation organized under the laws of
Taiwan and having its principal office at 1, Innovation Road II, Hsinchu Science
Based Industrial Park, Hsinchu 300, Taiwan, R.O.C. ("Manufacturer") and Netro
Corporation, a California corporation having its principal office at 3860 N.
First Street, San Jose, California 95134 USA (the "Purchaser").
RECITALS
WHEREAS, the Purchaser is engaged in the design, manufacture and sale of
broadband, wireless telecommunications equipment;
WHEREAS, the Manufacturer is an established leader in the manufacture and
engineering of reliable, low cost, microwave radios and RF modules;
NOW, THEREFORE, in order to allow Purchaser to receive manufacturing and
engineering services from Manufacturer, and in consideration of the mutual
promises herein contained, it is agreed as follows:
1. PURPOSE
The purpose of this Agreement is to set forth the terms and conditions
applicable to (i) the manufacture and sale by Manufacturer to Purchaser, of
Purchaser's AirStar products listed herein on Appendix A, (ii) the purchase by
third-party contractors to Purchaser of components of the Purchaser's AirStar
products that are manufactured by Manufacturer, and (iii) the provision of
manufacturing engineering services by Manufacturer to Purchaser with respect to
Purchaser's products. Following the date of this Agreement, Purchaser may
identify additional products or frequencies for which it may seek the
engineering services and/or manufacturing capability (provided Manufacturer can
become qualified to manufacture such products) of Manufacturer. Upon the mutual
written agreement of the parties, any such new services will be added to
Appendix D as described in Section 5 of this Agreement, any such new products or
frequencies shall be added to Appendix A, and the relevant specifications for
any such products and frequencies will be added to Appendix B. The products of
Purchaser listed on Appendix A hereto, together with the components listed in
Appendix A which are designated for sale to Purchaser's third-party contractors,
are referred to herein as the "Products". Any additional terms or conditions
proposed by Purchaser or Manufacturer are not applicable unless expressly
approved and agreed to in writing and signed by authorized representative of the
other party, and in the event that the terms of any other document conflict with
the terms of this Agreement, even if agreed to by the parties, this Agreement
shall govern.
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2. RELATIONSHIP OF THE PARTIES
This Agreement does not constitute Manufacturer as an employee, agent, or legal
representative of or a joint venturer or partner with, Purchaser for any purpose
whatsoever, Manufacturer is not granted, nor shall it represent that it has been
granted, any right or authority to assume or create any obligation or
responsibility, expressed or implied, on behalf of, or in the name of,
Purchaser, to incur debts or make collections for Purchaser or to bind Purchaser
in any manner whatsoever. It is the intent of the parties hereto to create the
relationship on the part of the Manufacturer of an independent contractor, for
whose actions or failure to act, the Purchaser shall not be responsible.
3. MANUFACTURE OF PRODUCTS
a. Manufacture. Manufacturer will manufacture the Products using the components
and to the specifications provided on Appendix B as updated from time to time in
accordance with Section 15 hereof (the "Specifications"). Manufacturer will only
use components from vendors approved by Purchaser for the supply of such
components. Following the Effective Date, Manufacturer may, with Purchaser's
prior written approval, identify and qualify other vendors for the purpose of
reducing costs or improving quality.
b. Quality. All Products manufactured by Manufacturer for Purchaser shall
conform to Manufacturer's quality procedures and workmanship standards
consistent with IPC-610 class II. Manufacturer will perform on-going reliability
testing in order to ensure Product reliability over time. Testing specifications
and the acceptance test plan will be mutually agreed to. Manufacturer will
provide Purchaser with monthly mean-time between failures data. Manufacturer
will perform highly accelerated life testing and highly accelerated stress
screens for each new Product, key component and subassembly produced by
Manufacturer. Manufacturer agrees to comply in all respects with the Quality
Standards and Reports set forth on Appendix C.
c. Documentation. Manufacturer will, based upon the materials, information,
data, manufacturing processes and techniques provided by Purchaser, maintain a
comprehensive system of materials to document the manufacturing processes and
techniques used in connection with the manufacture of each of the Products (the
"Documentation"). The Documentation will be prepared in sufficient detail to
ensure that the manufacturing processes for the Products may be understood and
replicated by a third party and, other than incidental materials which are not
necessary for the replication of the manufacturing process by a third party
(e.g., shop floor instructions and individual work-station guides), the
Documentation will be prepared in English. Manufacturer agrees to translate
and/or interpret any Documentation that is not prepared in English into English
at the request of Purchaser at Manufacturer's expense and within thirty (30)
days of Purchaser's request. The Documentation will be updated by Manufacturer
upon each release of a new version of a Product and each material change to the
manufacturing process for a Product. Upon each update of the
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Documentation, Manufacturer will provide Purchaser with a complete copy of such
updated Documentation.
d. Ownership of Specifications and Documentation. The Specifications and the
Documentation (including Documentation created pursuant to Section 4(b)(ii)
below) shall be deemed to be the Confidential Information of Purchaser and shall
be solely owned by Purchaser. Manufacturer hereby grants, transfers and assigns
all right, title and interest in such work and all copyrights, including
renewals and extensions, in the Specifications and Documentation to the
Purchaser. Manufacturer hereby waives all rights of identification of authorship
and any and all rights of approval, restriction or limitation on use or
subsequent modifications to the Specifications or the Documentation. From time
to time upon Purchaser's prior written request, Manufacturer and its employees
and contractors, shall confirm the foregoing assignment by execution and
delivery of such assignments, confirmations or other written instruments as
Purchaser may request. Purchaser, its successors and assigns, shall have the
right to obtain and hold in its own name all copyright registrations and other
evidence of rights that may be available for such Specifications and
Documentation. Manufacturer acknowledges Purchaser's right to place the
Specifications and Documentation in escrow in Purchaser's cost, pursuant to the
terms of Purchaser's agreements with customers and other third parties.
Notwithstanding the foregoing, in the event that Manufacturer applies an
improvement or invention to the Products which was not (a) originally conceived
of or reduced to practice in connection with a Product of Purchaser, (b) created
with the assistance of Purchaser personnel, materials or information, OR (c)
created pursuant to Section 5 hereof, such improvement or invention shall be
solely owned by Manufacturer, including without limitation, patent, copyright,
trademark, trade-secret, know-how, and other intellectual property rights
thereto.
4. PURCHASE AND SALE OF PRODUCTS
a. Forecast. On or before the fifteenth (15th) day of each month, Purchaser
shall provide Manufacturer with a non-binding forecast setting forth, on a
Product by Product basis, Purchaser's requirements for the next six (6) calendar
months (the "Purchaser Forecast"). In addition, on each such date Purchaser will
provide Manufacturer with a good faith estimate of its expectations of Product
purchases by its third-party contractors. Manufacturer shall at all times
maintain sufficient inventory of components for the Products to ensure the
availability of Products to Purchaser and its third-party contractors consistent
with the forecasts provided as provided above. The Purchaser Forecast shall not
bind the Purchaser except as set forth in Section 4(b) below.
b. Orders. Purchaser agrees to place a binding purchase order for at least the
quantity of Products set forth on the latest two (2) months of the Purchaser
Forecast pursuant to standard purchase orders. Purchaser may also order
additional amounts from Manufacturer, pursuant to separate purchase orders
specifying the quantity of each Product to be purchased and the requested
delivery dates. Each purchase order
-3-
<PAGE> 5
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hereunder shall be subject to the following terms and conditions,
notwithstanding anything contained in the purchase order to the contrary.
(i) Acceptance and Rejection. Manufacturer will accept or reject purchase orders
from Purchaser in a written notice within five (5) working days of receipt
thereof, provided, however, that Manufacturer shall be required to accept any
purchase order that (A) does not increase the total amount to be purchased by
Purchaser beyond 25% of the total amount forecast during such period, and (B)
requests delivery no sooner than four (4) calendar weeks from the date of such
purchase order. Failure by Manufacturer to reject a purchase order within the
timeframe specified above shall be deemed to be acceptance of a purchase order
hereunder.
Purchaser or its designees may elect to source inspect Products
and/or test data and results before delivery from Manufacturer. Manufacturer
will provide reasonable space for the source inspection. Manufacturer will
provide Purchaser with five (5) working days advance notice of Product
availability for source inspection and Purchaser agrees to source inspect said
Products within five (5) working days after such notification. When Purchaser
elects to perform source inspection at Manufacturer's facility, final acceptance
shall occur at the time of source inspector's written acceptance of Product. The
source inspector's written acceptance shall be made within five (5) working days
after such source inspection. If the source inspector fails to be available for
source inspection within the time frame established above, Manufacturer may ship
the Products and Purchaser will inspect the Products upon receipt as described
in the first paragraph hereof.
(ii) Price. Following the qualification of Manufacturer for a given
Product, Manufacturer will quote a firm price for such Product, which will be
included in Appendix A to this Agreement and will be the price for a given
Product unless reduced as follows. Each such firm price quote will include a
bill of materials, cost of materials, cost of labor, profit margin and such
other detail as Purchaser shall reasonably request.
Manufacturer will use its best efforts, with the assistance of
Purchaser, to implement an ongoing cost reduction program that will aim at a
price reduction to Purchaser of [***] percent [***] per annum, beginning once
the Manufacturer has produced more than [***] units of a Product. Manufacturer
agrees to update the Specifications and Documentation to reflect all such cost
reduction efforts and any such revised materials shall be "Specifications"
and/or "Documentation" for all purposes under this Agreement. Notwithstanding
the foregoing, no change will be made to the Specifications of or manufacturing
process for a Product without the prior written approval of Purchaser.
(iii) Delivery. All purchase orders issued by Purchaser will be shipped
according to the schedule provided in the applicable purchase order. Deliveries
will be marked as instructed by the party placing such order, including without
limitation, with bar code labels as specified by Purchaser or its third party
contractors from time to
[***] CONFIDENTIAL TREATMENT REQUESTED
-4-
<PAGE> 6
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THE WIRELESS ATM COMPANY EXECUTION COPY
- --------------------------------------------------------------------------------
time, and will include all relevant test data for such shipment. All shipments
of Products are FOB Manufacturer's factory location with method of shipment and
insurance specified by and paid for by the party placing the order. If a Product
is not available for more than ten (10) working days from the originally
schedule delivery date, Manufacturer shall accrue a late fee of fifteen
one-hundredths of one percent (0.15%) of the selling price for such Product(s)
which is (are) delayed in such order for each day that such order is delayed
beyond such ten (10) working day period, up to a maximum of seven percent (7%).
Notwithstanding the foregoing, such penalties shall not apply where the delays
in shipment are as a result of design defects or Purchaser's negligence.
(iv) Rescheduling. A purchase order may be rescheduled, prior to fifteen
(15) working days before the scheduled delivery date for such order. If a
purchase order is rescheduled for more than thirty (30) calendar days from the
originally scheduled delivery date, Purchaser shall accrue a rescheduling charge
of one percent (1%) of the selling price for such rescheduled purchase order for
each thirty (30) day period that such rescheduling of a delivery date is delayed
beyond such thirty (30) day period up to a maximum of five percent (5%). If a
rescheduling of a delivery date is delayed beyond one hundred and eighty (180)
calendar days, Manufacturer shall have the right to deliver the Products for
such purchase order on the one hundred-and-eightieth day from the originally
scheduled delivery date.
(v) Cancellation. In the event that Purchaser cancels any purchase
order, Purchaser shall compensate Manufacturer for the reasonable, actual,
out-of-pocket expenses incurred by Manufacturer in acquiring components and
manufacturing the Products subject to such order. Manufacturer will use its best
efforts to mitigate such costs however, in the event that Purchaser is required
to compensate Manufacturer under this Section, Purchaser shall be entitled to
take title over all inventory, components and Products for which it delivers
compensation hereunder.
(vi) Payment. Payment is due and payable fifty (50) calendar days from
the date of issuance of the invoice or shipment of the Products, whichever is
later (the "Payment Date"). Within ten (10) business days after notice by
Manufacturer of its acceptance of a purchase order, Purchaser will establish an
irrevocable letter of credit with a U.S. Bank in favor of the Manufacturer in
the amount of such purchase order (each an "LC"). Each LC shall provide that the
Manufacturer may draw upon the LC on the Payment Date, upon presentation of a
letter, certified by Manufacturer, as to the shipment of the Products and the
invoice and/or shipment date, together with such other documentation and
evidence of shipment as is reasonably established in such LC.
(vii) Electronic Data Interchange. Manufacturer and Purchaser will
jointly implement an Electronic Data Interchange ("EDI") system that is
compliant with the EDI requirements of Purchaser's customers in a mutually
agreed to scope and timetable.
-5-
<PAGE> 7
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(viii) Semi-Annual Review of Prices. Beginning on the date six (6)
months from the date of this Agreement, and every six (6) months thereafter, the
parties will meet to discuss in good faith revisions to the pricing and payment
terms set forth in this Section 4(b), in order to reflect competitive pressures
and other then-current market conditions.
c. Acceptance and Rejection of Deliveries. The basic acceptance criteria for
Products shall be conformance to the Specifications by Purchaser. The Purchaser,
or its third-party contractors will accept or reject deliveries of the Products
within twenty (20) working days of receipt of such Products. Such party may
elect to reject Products individually or reject lots on the basis of sample
inspections as described on Appendix A. Any Product (or lot of Products based on
a sample) which fails to meet the Specifications due to the fault of
Manufacturer, will be replaced or repaired by Manufacturer. All such Products
shall be tracked by Manufacturer's RMA system. Manufacturer shall provide
monthly reports on the status of all RMAs. If the recipient of an order does not
provide Manufacturer such notice within the twenty (20) working day period, the
Product will be presumed to have been accepted, and any defective Products will
be dealt with thereafter as warranty claims.
d. Purchases from Purchaser. Manufacturer will purchase certain components and
inventory from Purchaser on terms and conditions mutually agreeable to the
parties and pursuant to purchase orders distinct from those under this
Agreement.
5. ENGINEERING SERVICES
a. Identification of Services. Manufacturer agrees to undertake and complete
certain manufacturing engineering tasks for Purchaser. Purchaser has described
such services to Manufacturer in detail and Manufacturer has provided purchaser
with a firm price quote for such services, both of which are attached hereto as
Appendix D. It is the parties intention that Purchaser will compensate
Manufacturer for these services proportionately to reflect the timely
achievement of milestones by Manufacturer and the value of interim milestones to
Purchaser. Therefore, within ten (10) working days after the Effective Date,
Purchaser and Manufacturer will mutually agree upon an update to Appendix D,
which will provide for the same services to be provided by Manufacturer to
Purchaser at the same price quoted by Manufacturer, but will also list key
interim milestones for such services, delivery dates for each such milestone and
payment amounts for each such milestone. As the parties identify additional
manufacturing engineering tasks with respect to existing or newly added Products
the parties will, by mutual agreement, update Appendix D in writing. The
products of the efforts of the tasks referred to on Appendix D are referred to
herein as the "Deliverables".
b. Acceptance and Rejection of Deliverables. Upon delivery of any Deliverables,
Purchaser will test, review and otherwise evaluate such Deliverables to
determine whether such Deliverables warrant modifications to the Specifications,
Documentation or manufacturing process for a Product. Within thirty (30)
calendar days of delivery of the Deliverables, Purchaser shall provide
Manufacturer with written notice of
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acceptance or rejection of such Deliverables. In the event Purchaser rejects
such Deliverables for cause (i.e., failure to comply with the specifications for
such Deliverable), Purchaser may, at its option extend the period for delivery
of such Deliverable on the basis of the originally agreed to compensation or
terminate the project for such Deliverable with no further liability to
Manufacturer. If Purchaser rejects such Deliverable other than for cause,
Manufacturer shall nonetheless be entitled to receive the compensation as set
forth in subsection (c) below. If Purchaser accepts such Deliverable,
Manufacturer and Purchaser will work together to implement such changes as are
necessitated to the Specifications, Documentation and other materials and
Manufacturer shall be entitled to receive compensation as set forth in
subsection (c) below.
c. Ownership of Deliverables. Manufacturer understands and agrees that the work
to performed by it for Purchaser pursuant to this Agreement shall be considered
"Work Made for Hire" as that term is defined in Title 17, United States Code,
Section 201; Purchaser shall own all right, title and interest in the
Deliverables developed by Manufacturer. If, for any reason, the Works Made for
Hire rule is found not be applicable to this Agreement, Manufacturer hereby
assigns all of its right, title and interest in the Deliverables, including,
without limitation, all patent rights, copyrights, trade secrets to Purchaser.
Manufacturer agrees to cooperate with Purchaser and to execute all documents
necessary to effectuate and perfect Purchaser's ownership of and rights to the
Deliverables.
d. Compensation for Deliverables. In consideration for any engineering services
provided hereunder Purchaser will issue securities to Manufacturer (or a
wholly-owned subsidiary of Manufacturer) as follows. Upon the achievement of
each milestone for which Manufacturer is entitled to compensation pursuant to
Appendix D, Purchaser will issue to Manufacturer (or a wholly-owned subsidiary
of Manufacturer) that number of shares of the Purchaser's then most recently
issued series of Preferred Stock as is determined by dividing the dollar amount
specified for the achievement of such milestone on Appendix D by the price per
share at which shares of such series of Preferred Stock were most recently
issued. Notwithstanding the foregoing, if Purchaser effects an initial public
offering of Common Stock, then following such offering Purchaser may, at its
election, decide to compensate Manufacturer in cash, or such other mutually
agreeable form of consideration, for any services provided on or after the
effective date of such offering.
d. Termination of Projects. Purchaser may cancel a project for cause under this
Section, without any further liability to Manufacturer, if Manufacturer has not
delivered a Deliverable or other significant intermediate work product within
thirty (30) working days of the mutually agreed scheduled delivery date, or for
other material failures of Manufacturer in connection with such project.
Purchaser may also cancel a project for convenience under this Section at any
time, provided however, that if Purchaser cancels a project for convenience, and
the securities delivered by Purchaser as of such cancellation reflect, a
different percentage of the total securities originally planned to be
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issued for such project than the percentage of work completed by Manufacturer as
of such date, then the party to whom such benefit has accrued will provide the
other party with cash compensation or will return or grant, as appropriate,
securities to the other party, to offset such differential compensation.
e. Additional Representations. With respect to any securities issued hereunder,
Manufacturer hereby represents and warrants, and agrees to represent and warrant
at the time such securities are issued, as follows: (i) that Manufacturer has
had access to and is familiar with information concerning the Purchaser's
business, affairs, financial condition, and current prospects; (ii) that any
such securities are being acquired for its own account, not as a nominee or
agent, and not with a view to or in connection with the sale or distribution of
any part thereof; (iii) that Manufacturer understands that such securities will
not be registered under the Securities Act of 1933, and (iv) that the issuance
of such securities does not conflict with the laws of the jurisdiction in which
Manufacturer is organized. The Manufacturer further agrees that, in connection
with the initial registration of the Purchaser's securities that, upon request
of the Purchaser or the underwriters managing any underwritten initial public
offering of the Purchaser's securities, not to sell, make any short sale of,
loan, grant any option for the purchase of, or otherwise dispose of any
securities of the Purchaser (other than those included in the registration)
without the prior written consent of the Purchaser or such underwriters, as the
case may be, for such period of time (not to exceed one hundred eighty (180)
days from the effective date of such registration) as may be requested by the
Purchaser or such managing underwriters.
6. WARRANTY
Manufacturer warrants all Products sold under this Agreement to comply with the
Specifications and be free from defects in material and workmanship under normal
and proper use for a period of [***] from the latest of the
issuance date of the invoice of the purchase order, the shipment date for such
Products and the acceptance date for such Products.
THE FOREGOING WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES EXPRESSED, IMPLIED, OR
STATUTORY, INCLUDING WARRANTY OF MERCHANTABILITY.
Within the stated warranty period, Manufacturer will repair or replace, at its
option, any Product which is returned to its plant, provided inspection and
examination discloses to Manufacturer's reasonable satisfaction that (a) the
reported defects are within the warranty coverage, (b) the Product has not been
tampered with, or (c) the Product has not been damaged due to misuse, improper
storage or maintenance, negligence or accident. Purchaser will bear the cost of
shipping such defective Products to Manufacturer, and if Manufacturer is
required to repair or replace such Products, Manufacturer will return the
warranty repaired Product shipping via the same type of service originally used
to ship the failed Product to the recipient at Manufacturer's cost.
[***] CONFIDENTIAL TREATMENT REQUESTED
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Any such returned or repaired item shall have a full [***] warranty beginning on
the date that such repaired or replaced Products are received by the Purchaser
or the Purchaser's customer. Manufacturer shall provide repaired or replaced
Products to the party ordering such products within fifteen (15) working days of
receiving such defective products.
THE FOREGOING CONSTITUTES THE PURCHASER'S SOLE AND EXCLUSIVE REMEDY AND IS IN
LIEU OF ANY AND ALL REMEDIES WHICH MAY BE AVAILABLE TO THE PURCHASER.
7. Term
a. Termination. The term of this Agreement shall be three (3) years from the
Effective Date. At any time at least one hundred and eighty days (180) prior the
expiration of the initial term, Purchaser may, at its sole option, renew this
Agreement for an additional three (3) year term, by written notice to
Manufacturer. This Agreement may otherwise be terminated as hereinafter
provided:
(i) Either party may immediately terminate this Agreement at any time if
the other party hereto breaches any material provision of this Agreement or
becomes insolvent or is adjudicated bankrupt which breach is not cured within
sixty (60) calendar days of receiving written notice of the breach.
(ii) Either party hereto may terminate this Agreement, without cause
upon giving to the other one hundred eighty days (180) calendar days prior
written notice. The Manufacturer, in accordance with the Agreement, will fulfill
any outstanding orders placed by Purchaser in place at the time of termination
or during the notice periods described in this Section 7(a).
b. Effect of Termination. In the event of termination as herein provided,
Manufacturer shall (i) upon the request of Purchaser, satisfy any outstanding
accepted purchase orders, (ii) upon the request of Purchaser, deliver any
outstanding Deliverables which are scheduled to be delivered within thirty (30)
days of such termination, and (iii) return to Purchaser all Product information,
software, firmware, drawings, test fixtures and test equipment Purchaser may
have supplied or paid for in connection with this Agreement as well as all
copies of the Documentation, Specifications and manufacturing process
documentation in Manufacturer's possession. In the event that Purchaser
terminates this Agreement pursuant to Section 7(a)(ii) hereof, Purchaser agrees
to compensate Manufacturer for its actual costs incurred prior to such
termination (i) in acquiring any long lead-time material, which was approved for
acquisition by Purchaser in writing, (ii) in accepting on-going purchase orders
from Manufacturer's subcontractors/third-party contractors, which expenses were
approved in writing by Purchaser, and (iii) for any work-in process or other
inventory relating to accepted purchase orders canceled by Purchaser in
accordance with the terms of Section 4(B)(v) hereof. Manufacturer will use its
best efforts to minimize any such expenses, however, in the event that Purchaser
is required to compensate
[***] CONFIDENTIAL TREATMENT REQUESTED
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Manufacturer under this Section, Purchaser shall be entitled to take title over
all inventory, components and Products for which it delivers compensation
hereunder.
Sections 3(c), 5(b), 5(c), 6, 7(b), 9, 12, 13, 14, 16, 18, 20, 21, 22 and 23 of
this Agreement shall survive the termination of this Agreement.
8. FORCE MAJEURE
Manufacturer will exercise every reasonable effort to meet any quoted or agreed
upon shipment date or dates. Manufacturer shall not, however, be liable for any
loss or damage, including consequential damages, due to delays or failure to
ship resulting from any cause beyond its reasonable control, such as, but not
limited to, securing necessary export licenses, compliance with government law
or regulation, acts of God, acts or omissions of the Purchaser, acts of civil or
military authority, judicial action, defaults of subcontractors or vendors,
labor disputes, failure or delays in transportation, embargoes, wars or riots,
or the inability of carriers to make scheduled deliveries. Notwithstanding the
foregoing, in the event that such condition extends for more than thirty (30)
calendar days, Purchaser or its third-party contractors may cancel any orders
pending with Manufacturer without penalty.
9. NO RIGHTS
Manufacturer agrees that it will not in any manner represent that it has
ownership of the trade name "Netro Corporation" or any other trade name or
trademark used by Purchaser to identify the Products or used in connection with
the Products. Manufacturer further agrees that it will not register or attempt
to register any such trade names or trademarks under the laws of any
jurisdiction, and will not at any time do, or cause to be done, any act or thing
contesting, or in any way impairing or tending to impair, any part of
Purchaser's right, title, and interest in such trade names or trademarks,
whether or not they are registered in the jurisdictions in which Manufacturer is
located or does business. Nothing in this Agreement shall be construed as
granting to Manufacturer or conferring on Manufacturer any rights by license or
otherwise to Purchaser's patent, trademark, copyright, know how or other
proprietary or confidential rights.
10. COMPUTER SOFTWARE
Any and all computer software delivered hereunder is and shall remain the sole
and exclusive property of Purchaser, or Purchaser's suppliers, and shall be held
in trust and confidence by the Manufacturer for Purchaser, or Purchaser's
suppliers. The Manufacturer shall have a non-exclusive license to use such
computer software solely in conjunction with the execution of Manufacturer's
obligations under this Agreement. The Manufacturer's license to use such
computer software shall terminate upon termination of this Agreement. All copies
of the software shall be returned to Purchaser upon termination of this
Agreement.
-10-
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- --------------------------------------------------------------------------------
11. NO WAIVER OF RIGHTS
A failure by one of the parties to this Agreement to assert its rights for or
upon any breach of this Agreement shall not be deemed a waiver of such rights,
nor shall any such waiver be implied from the acceptance of any payment. No
waiver in writing by one of the parties hereto, with respect to any right, shall
extend to or affect any subsequent breach, either of like or different kind, or
impair any right consequent thereon.
12. INDEMNIFICATION
a. Manufacturer shall defend, indemnify and hold harmless Purchaser and its
directors, officers, shareholders, employees and agents from any loss, cost
damage or expense including without limitation, attorney's fees incurred by
them, regardless of how caused if arising out of (i) any defect arising from the
manufacture, assembly or test of the Products procured by Purchaser from
Manufacturer hereunder, and (ii) the negligence of the employees, consultants or
authorized agents of Manufacturer. Manufacturer will not be required to provide
such defense and indemnification (i) if such loss was caused solely by the
negligence or willful misconduct of Purchaser, its employees, or its authorized
agents, (ii) if such loss was caused by no fault of Manufacturer, or (iii)
unless Purchaser notifies Manufacturer within a reasonable time of any such
claim, provides Manufacturer with sole control of the defense or settlement of
such claim and provides Manufacturer, with such reasonable assistance as
Manufacturer may request to assist it in defending or settling such claim.
b. Purchaser shall defend, indemnify and hold harmless Manufacturer and its
directors, officers, shareholders, employees and agents from any loss, cost
damage or expense including without limitation, attorney's fees incurred
regardless of how caused if arising out of (i) any improper information,
manufacturing process and any other material provided by Purchaser to
Manufacturer for the purpose of this Agreement, or (ii) a claim that the
Products, when manufactured in accordance with the Documentation and
Specifications provided by Purchaser to Manufacturer hereunder, infringe the
valid intellectual property rights of a third party unless such infringement
arises from (A) any modification of the Products by Manufacturer or any third
party in a way not approved in writing by Purchaser, or (B) the inclusion or use
of any technology, information or other material provided by Purchaser in the
Products. Purchaser will not be required to provide such defense and
indemnification (i) if such loss was caused solely by the negligence or willful
misconduct of Manufacturer, its employees, or its authorized agents, (ii) if
such loss was caused by no fault of Purchaser, or (iii) unless Manufacturer
notifies Purchaser within a reasonable time of any such claim, provides
Purchaser with sole control of the defense or settlement of such claim and
provides Purchaser, with such reasonable assistance as Purchaser may request to
assist it in defending or settling such claim.
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13. LIMITATION OF LIABILITY
Neither party nor its suppliers shall be liable for any indirect, incidental,
special, or consequential damages, including but not limited to, loss of profits
or revenue, or cost of substituted facilities, equipment or services which arise
out of performance or failure to perform any obligation contained within this
agreement, whether the claim is in contract, tort (including negligence), strict
liability or otherwise, even if such party has been advised of the possibility
of such damages.
Manufacturer or its suppliers shall not be liable for indirect, incidental,
special, or consequential damages and in no event shall the liability of the
Manufacturer arising in connection with any Products purchased under this
Agreement exceed the actual amount paid to Manufacturer for Products and
Deliverables hereunder.
14. NON COMPETE
a. During the term of this Agreement and for [***] following the termination
hereof, so long as (i) Manufacturer's total revenue from the Products ordered by
Purchaser and its third-party contractors under this Agreement (including the
deemed value of any engineering services provided hereunder) during calendar
year 1999 is greater than or equal to the greater of (A) [***] and (B) [***] of
Purchaser's Requirement of Products during such period, (ii) Manufacturer's
total revenue from the Products ordered by Purchaser and its third-party
contractors under this Agreement (including the deemed value of any engineering
services provided hereunder) during calendar year 2000 is greater than or equal
to the greater of (A) [***] and (B) [***] of Purchaser's Requirement of Products
during such period, and (iii) Manufacturer's total revenue from the Products
ordered by Purchaser and its third-party contractors under this Agreement
(including the deemed value of any engineering services provided hereunder)
during calendar year 2001 is greater than or equal to the greater of (A) [***]
and (B) [***] of Purchaser's Requirement of Products during such period;
Manufacturer and its affiliates agree that they will not directly or indirectly
provide products or services (excluding stand-alone, receive-only Low Noise
Block down converters for broadcast television services in the consumer
marketplace which are not designed to be integrated into the broad-band
point-to-multipoint microwave radios of any third party) to any third party,
including any affiliate of Manufacturer, with the effect of aiding the design or
manufacture of non-satellite, broad-band point-to-multipoint microwave radios in
the 10 to 42 GHz frequencies to a party other than the Purchaser.
Notwithstanding the foregoing, neither the dollar volume nor the percentage
purchase requirements for the maintenance will be necessary for the maintenance
of exclusivity if (1) Manufacturer has not qualified to release the Products
listed on Appendix E hereto within the timeframes listed thereon, or (2)
Manufacturer is failing to provide Products to Purchaser in accordance with the
delivery and quality requirements set forth in this Agreement and the
Documentation.
[***] CONFIDENTIAL TREATMENT REQUESTED
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b. For purposes of measuring the minimum dollar requirements of Section 14(a)
above, up to an aggregate of [***] worth of purchase orders and engineering
services requests placed prior to the end of a period, but which are not to be
delivered until subsequent periods may, at Purchaser's election, be included in
measuring such minimum quantities, provided that if such amounts are so included
in a period, such amounts will not be included in any subsequent periods. For
purposes of measuring the minimum percentage requirements described in Section
14(a) above, the numerator of such fraction will be the monetary value of all
cash, securities and other compensation (including for components and
engineering services) delivered to Manufacturer by Purchaser or its third party
contractors hereunder and the denominator of such fraction will be the
Purchaser's Requirement for Products. The term "Requirement for Products" shall
mean the dollar value (as measured by the price from Manufacturer to Purchaser)
of complete radios purchased by Purchaser from any source.
c. In the event that Manufacturer's quoted prices are not comparable to those
available to Purchaser from other parties on similar terms and conditions,
Manufacturer will work together with Purchaser in good faith to reach a mutually
acceptable prices.
15. PRODUCT CHANGES
Manufacturer understands and agrees that Purchaser from time to time may make
changes to the design and/or Specifications on any Product involved with this
Agreement. Changes will be documented and provided to Manufacturer via
Engineering Change Orders ("ECOs"). Each ECO will specify an effective date for
the change. Upon receipt of an ECO, Manufacturer shall review it and provide a
written response to Purchaser within five (5) working days stating any impact to
schedule or price. Manufacturer shall not implement any ECO which delays any
delivery schedule or increases price to the Purchaser without first obtaining
written authorization from Purchaser. Upon adoption of any ECO that has a
material impact on the price for a Product, Manufacturer will requote a firm
price for such Product in accordance with the provisions of Section 4(b)(ii)
hereof. Manufacturer may also propose engineering changes to Purchaser from time
to time, which Purchaser will evaluate in good faith, and convert to ECOs if
appropriate.
In the event that Purchaser develops new or replacement products which are
suitable for manufacture by Manufacturer, the parties will work together in good
faith to add such products to Appendix A hereto and have such products
manufactured and sold hereunder.
16. CONFIDENTIALITY
a. Confidential Information. Each party hereto agrees that (i) the
Specifications, (ii) the Documentation, (iii) the Deliverables, (iv) the
existence and terms of this Agreement, (v) any forecasts provided hereunder,
(vi) all information regarding number, quantity, and status of the Products, and
(vii) any other information disclosed by
[***] CONFIDENTIAL TREATMENT REQUESTED
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Purchaser to Manufacturer hereunder are the Confidential Information of
Purchaser and shall be governed by the terms of the Mutual Nondisclosure
Agreement between Purchaser and Manufacturer dated July 29, 1998 (the "NDA"),
which is incorporated by reference herein. The parties hereby agree that
notwithstanding the provisions of the NDA, such agreement shall prevail and
shall be in full force and effect during the term of this Agreement and for a
period of two (2) years following the expiration of this Agreement.
b. Publicity. Neither party shall make any public announcement or press release
regarding this Agreement or the relationship between the parties, or including
the name, tradename or trademarks of the other party without the prior written
consent of such party, which consent will not be unreasonably withheld.
17. ENTIRE AGREEMENT
This instrument including the referenced Appendices and the NDA constitutes the
entire Agreement relative to the establishment of the manufacturer relationship
between Purchaser and Manufacturer.
Purchaser may use its standard forms to issue purchase orders, specify
quantities, authorize prices, change schedules, modify specifications and
documentation or provide other notices as provided for in this Agreement. In the
event of any conflict, discrepancy or inconsistency between this Agreement and
any other document delivered exchanged between the parties with respect to the
subject matter hereof, the terms and conditions of this Agreement shall prevail
to the extent of such conflict, discrepancy or inconsistency.
18. NON-ASSIGNABLE
This Agreement may not be transferred or assigned in whole or in part by either
party without the prior written consent of the other party, provided however
that (i) the Purchaser may assign its right to purchase Products hereunder to
any third party who provides manufacturing or engineering services to Purchaser,
and (ii) the Purchaser may assign transfer and/or assign this agreement to any
third-party who acquires Purchaser by means of a merger or a purchase of all or
substantially all of the stock or assets of Purchaser, provided that the
assignee confirms its obligations under the terms and conditions of this
contract and such assignment is not prohibited by the laws of the United States
or Taiwan. Manufacturer will not sell any Products to any party other than
Purchaser or a party authorized in writing for such purchase by Purchaser.
19. NOTICES
All notices given pursuant to this Agreement shall be in the English language.
Notices shall be deemed effective on the day they are received by the other
party by certified or registered mail, return receipt requested, addressed to
the other party at the address
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stated on the first page of this Agreement or at any superseding address so
notified hereunder.
20. SEVERABILITY OF PROVISIONS
The invalidity under applicable law, regulations, or other governmental
restrictions or prohibitions of any provisions of this Agreement shall not
affect the validity of any other provisions of this Agreement, and in the event
that any provision hereof be determined to be invalid or otherwise illegal, this
Agreement shall remain effective and shall be construed in accordance with its
terms as if the invalid or illegal provision were not contained herein.
21. GOVERNING LAW
This Agreement is deemed entered into in San Jose, California, and shall in all
respects be governed by and construed under the laws of the state of California
as such laws are applied to agreements between California residents entered into
and performed entirely within California. Any litigation or other dispute
resolution between the parties relating to this Agreement will take place in
Santa Clara County, California. This Agreement was prepared in English and all
monetary references herein are to U.S. Dollars. No translation of this Agreement
into any other language shall be of any force or effect in the interpretation of
this Agreement or in determination of the interests of either party hereto.
22. AUTHORITY
Purchaser and Manufacturer each represent to the other that it has due and
proper authority to make and perform all duties and obligations stipulated
herein and contemplated by this Agreement.
23. COMPLIANCE WITH LAWS
Each party agrees to comply with all applicable U.S. regulations with respect to
the manufacture and sale of the Products hereunder, including without
limitation, the Foreign Corrupt Practices Act and the Export Administration Act.
24. RIGHT OF ENTRY
Purchaser shall have the right to inspect the facilities of Manufacturer during
Manufacturer's normal business hours in order to conduct customer tours, inspect
manufacturing and other processes, and verify compliance with laws and quality
specifications hereunder, upon reasonable advance notice to Manufacturer.
25. EXECUTION
This Agreement may be executed in counterparts, each of which shall be
enforceable against the party or parties actually executing such counterparts,
and all of which
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together shall constitute one instrument. The parties may exchange executed
copies of this Agreement by facsimile, and any such facsimile signatures shall
be binding upon the party transmitting its signature. Any party providing a
facsimile signatures hereunder will, promptly following the Effective Date,
provide the other party hereto with an originally executed Agreement.
IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals
the day and year showed below.
NETRO CORPORATION MICROELECTRONICS TECHNOLOGY INC.
/s/ GIDEON BAN-EFRAIM /s/ PATRICK H. WANG
- ---------------------------------- -------------------------------------
Signature Signature
Date: 1/11/99 Date: 1/11/99
----------------------------- --------------------------------
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Appendix A
PRODUCTS AND PRICES
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C> <C>
26GHZ MIL-BLOCK 1,000 10,000
14555-XXXX $ [***] $ [***]
26GHZ AMPLIFIER 5,000 25,000
13805-XXXX $ [***] $ [***]
IFM 1-500 501-5000 5001-10000
---
13735-0000 $ [***] $ [***] $ [***]
RUC 1-500 501-5000 5001-10000
---
13900-0000 $ [***] $ [***] $ [***]
26GHZ RU 1-500 501-5000 5001-10000
--------
14559-0002 SRU $ [***] $ [***] $ [***]
14560-0001 BRU $ [***] $ [***] $ [***]
10GHZ RU 1-500 501-5000 5001-10000
13883-0002 SRU TBD TBD TBD
13883-0001 BRU TBD TBD TBD
39GHZ RU 1-500 501-5000 5001-10000
N/A TBD TBD TBD
N/A TBD TBD TBD
</TABLE>
- --------------------------------------------------------------------------------
[***] CONFIDENTIAL TREATMENT REQUESTED
A-1
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APPENDIX B
SPECIFICATIONS
1. 26Ghz Airstar Mil-Block 14605-0000 Test Procedure
2. 26Ghz Airstar Amplifiers 14112-0000 Test Procedure
3. 26Ghz Airstar RUC/PS 14290-0000 Test Procedure
4. 26Ghz Airstar IF Module 14606-0000 Test Procedure
A-2
<PAGE> 20
[APPENDIX B CONTINUED]
PRODUCT SPECIFICATION FOR AIRSTAR 26GHz AND 10GHz RADIOS NETRO
- --------------------------------------------------------------------------------
PRODUCT SPECIFICATION
AIRSTAR 26GHZ AND 10GHZ BASE STATION AND
SUBSCRIBER RADIO UNITS
EXCERPTED FROM SYSTEM FUNCTIONAL SPECIFICATION - REVISION: 0.6
ORIGINAL DATE: 15 DECEMBER, 1998
AUTHOR: DAMIAN DALGLIESH & III, LINDA XIAO
ALLAN EVANS & CINDY HILLERY
NOTICE
================================================================================
THIS DOCUMENT IS THE PROPERTY OF NETRO CORPORATION AND IS CONFIDENTIAL.
PUBLICATION, DUPLICATION, DISCLOSURE, OR USE FOR ANY PURPOSE NOT EXPRESSLY
AUTHORIZED BY NETRO CORPORATION IS PROHIBITED
================================================================================
<PAGE> 21
PRODUCT SPECIFICATION FOR AIRSTAR 26GHz AND 10GHz RADIOS NETRO
- --------------------------------------------------------------------------------
CONTENTS
<TABLE>
<S> <C> <C>
1 OVERVIEW.............................................................................1
1.1 Abstract......................................................................1
1.2 Generic System Specifications.................................................1
1.3 Mechanical and Packaging......................................................1
2 AIR INTERFACE........................................................................2
2.1 Frequency Plan................................................................2
2.1.1 ETSI Spectrum Mask.....................................................4
2.1.2 Interference Tolerance for 4 QAM.......................................4
2.1.3 Frequency Reuse Assumptions............................................5
2.1.4 Two-Frequency Arrangement..............................................5
2.1.5 Two-Frequency Arrangement Coverage.....................................6
2.2 Physical Layer................................................................6
2.2.1 System Gain Calculation................................................7
2.2.2 Range and Availability for 26GHz ETSI..................................7
2.2.3 Range and Availability for 10GHz ETSI..................................8
3 SYSTEM COMPONENTS...................................................................11
3.1 Base Radio Unit (BRU).......................................................11
3.1.1 Antenna Performance Characteristics...................................11
3.1.2 Radio Unit Performance Specifications.................................17
3.1.3 RSL Port..............................................................19
3.1.4 IF Interface..........................................................19
3.1.5 BRU Telemetry.........................................................20
3.2 Subscriber Radio Unit (SRU)..................................................20
3.2.1 Antenna Performance Specifications....................................21
3.2.2 Radio Unit Performance Characteristics................................25
3.2.3 Transmit Power Control................................................25
3.2.4 Mount.................................................................25
3.2.5 IF Interface..........................................................26
3.2.6 SRU Telemetry.........................................................26
4 PRODUCT COMPLIANCE..................................................................27
4.1 Reliability and Service Availability.........................................27
4.2 Safety and Protection Requirements...........................................27
4.3 Electromagnetic Compatibility Requirements...................................27
4.3.1 Radiated Emission.....................................................27
4.3.2 Conducted Emissions...................................................27
4.3.3 Radiated RF Immunity..................................................27
4.3.4 Conducted Immunity....................................................28
4.3.5 Electrostatic Discharge...............................................28
4.3.6 Regulatory and Safety Requirements....................................28
4.4 Standards....................................................................28
1.1.1 ATM Forum Documents...................................................28
</TABLE>
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PRODUCT SPECIFICATION FOR AIRSTAR 26GHz AND 10GHz RADIOS NETRO
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
1.1.2 IETF Documents........................................................28
1.1.3 Frame Relay Forum Documents...........................................28
1.1.4 ITU-T Documents.......................................................28
1.1.5 ETSI Documents........................................................29
</TABLE>
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PRODUCT SPECIFICATION FOR AIRSTAR 26GHz AND 10GHz RADIOS NETRO
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
Figure 2-1 - ETSI Spectrum Mask 7MHz Channel.............................................4
Figure 2-2 - Bit Error Ratio (EB/NO, CIR 4-QAM)..........................................4
Figure 2-3 - Two-frequency square-cell reuse scheme......................................6
Figure 2-4 - Path Length & Fade Margin, CCIR Reg. E by Availability, 4 QAM...............7
Figure 2-5 - Path Length & Fade Margin, CCIR Reg. K by Availability, 4 QAM...............8
Figure 2-6 - Path Length & Fade Margin for 10 GHz, CCIR Region E, Vertical
Polarization by Availability and Channelization...........................................9
Figure 2-7 - Path Length & Fade Margin for 10 GHz, CCIR Region E, Horizontal
Polarization by Availability and Channelization...........................................9
Figure 2-8 - Path Length & Fade Margin for 10 GHz, CCIR Region H, Vertical
Polarization by Availability and Channelization..........................................10
Figure 2-9 - Path Length & Fade Margin for 10 GHz, CCIR Region H, Horizontal
Polarization by Availability and Channelization..........................................10
Figure 3-1 - BRU Simplified Block Diagram...............................................11
Figure 3-2 - Generic Sector Antenna Elevation Beam Pattern..............................12
Figure 3-3: ETSI 26 GHz 90 degrees Sector Antenna Azimuth Beam Pattern.................13
Figure 3-4: ETSI 28 GHz 45 degrees Sector Antenna Azimuth Beam Pattern.................14
Figure 3-5: Generic 10 GHz Sector Antenna Elevation Beam Pattern.......................15
Figure 3-6: 10 GHz 90 degrees Sector Antenna Azimuth Beam Pattern......................16
Figure 3-7 - Simplified Block Diagram of Subscriber Radio Unit..........................21
Figure 3-8 - 26 GHz SRU with Different Antennae.........................................22
Figure 3-9: 10 GHz SRU with Intgral Planar Antenna.....................................22
Figure 3-10 - ETSI 26 GHz Integral Antenna Beam Pattern..................................23
Figure 3-11 - ETSI 10 GHz Directional Antenna Beam Pattern...............................24
</TABLE>
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PRODUCT SPECIFICATION FOR AIRSTAR 26GHz AND 10GHz RADIOS NETRO
- --------------------------------------------------------------------------------
TABLES
<TABLE>
<S> <C> <C>
Table 1-1: Outdoor Equipment Operating Environmental Specifications........................1
Table 1-2: System Component Physical Specifications........................................1
Table 2-1: ETSI 26 GHz Band 14 MHz Channel Plan............................................2
Table 2-2: ETSI 10 GHz Channel Plan........................................................3
Table 2-3: Physical Layer Specifications...................................................6
Table 3-1: ETSI 26 GHz Generic Sector Antenna Specifications..............................12
Table 3-2: ETSI 26 GHz Sector Antenna Options.............................................12
Table 3-3: Generic Sector Antenna Elevation Specifications................................13
Table 3-4: ETSI 26GHz 90 degrees Sector Antenna Azimuth Beam Pattern......................13
Table 3-5: ETSI 26GHz 45 degrees Sector Antenna Azimuth Beam Pattern......................14
Table 3-6: ETSI 10 GHz Sector Antenna Generic Specifications..............................15
Table 3-7: 10 GHz Sector Antenna Options..................................................15
Table 3-8: Generic 10 GHz Sector Antenna Elevation Beam Pattern...........................16
Table 3-9: 10 GHz 90 degrees Sector Antenna Azimuth Beam Pattern..........................16
Table 3-10: Radio Unit Generic Performance Specifications.................................17
Table 3-11: ETSI 26GHz Radio Unit Performance Specifications..............................18
Table 3-12: ETSI 10GHz Radio Units Performance Specifications.............................19
Table 3-13: Radio Unit IF Interface Specifications........................................19
Table 3-14: Coaxial Cable Specification...................................................20
Table 3-15: Base Radio Unit Performance Statistics........................................20
Table 3-16: ETSI 26GHz Subscriber Antenna Options.........................................21
Table 3-17: ETSI 26 GHz Integral Antenna Specifications...................................22
Table 3-18: ETSI 26 GHz Integral Antenna Beam Pattern.....................................23
Table 3-19: Non-Integral Antenna Performance Specifications...............................24
Table 3-20: ETSI 10 GHz Antenna Performance Specifications................................24
</TABLE>
-5-
<PAGE> 25
<TABLE>
<S> <C> <C>
Table 3-21: ETSI 10GHz Subscriber Antenna Beam Pattern....................................25
Table 3-22: Base Radio Unit Performance Statistics........................................26
Table 4-1: System Reliability.............................................................27
Table 4-2: Mean Time to Repair............................................................27
</TABLE>
-6-
<PAGE> 26
SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
- --------------------------------------------------------------------------------
1 OVERVIEW
1.1 ABSTRACT
This document describes the functions, features and performance required for the
26GHz and 10GHz Radio Units (BRU and SRU) of the AirStar product family. This
information is to be used by MTI during the manufacture of the BRU and SRU as
per the contract between Netro Corporation and MTI to ensure the product
manufactured by MTI meets Netro's required product specifications. Validation
and test coverage procedures are still in development and will be mutually
agreed at a later date.
1.2 GENERIC SYSTEM SPECIFICATIONS
The specifications for outdoor equipment are listed in the Table 1-1: Outdoor
Equipment Operating Environmental Specifications.
TABLE 1-1: OUTDOOR EQUIPMENT OPERATING ENVIRONMENTAL SPECIFICATIONS
<TABLE>
<CAPTION>
TYPE ITEM SPECIFICATIONS
---- ---- --------------
<S> <C> <C>
Storage Temperature -40 degrees C to +80 degrees C
Environmental Operating temperature -33 degrees C to +55 degrees C
Characteristics Wind loading Operational 145 km/hr
Survival 200 km/hr
Altitude 0 m to 4500 m
</TABLE>
1.3 MECHANICAL AND PACKAGING
TABLE 1-2: SYSTEM COMPONENT PHYSICAL SPECIFICATIONS
<TABLE>
<CAPTION>
SYSTEM DIMENSIONS (H X W X D) WEIGHT
------ ---------------------- ------
<S> <C> <C>
Base Radio Unit (BRU) - 26GHz 41 cm x 11 cm x 39 cm 6.0 kg
Base Radio Unit (BRU) - 10GHz 22 cm x 22 cm x 10 cm 9.0 kg
Subscriber Radio Unit (SRU) - 26 GHz 30.4 cm x 16 cm x 20 cm 6.0 kg
Subscriber Radio Unit (SRU) - 10GHz 22 cm x 22 cm x 10 cm 9.0 kg
</TABLE>
-1-
<PAGE> 27
SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
- --------------------------------------------------------------------------------
2 AIR INTERFACE
2.1 FREQUENCY PLAN
The AirStar Release 2.0 will be operated in either the 10 GHz or 26 GHz ETSI
frequency plan. The AirStar system now supports the ETSI 26 GHz band 24.5GHz to
26.5GHz with T/R spacing of 1008MHz, 7MHz of step size, supporting 7 MHz or 14
MHz channels.
TABLE 2-1: ETSI 26GHZ BAND 14MHZ CHANNEL PLAN
<TABLE>
<CAPTION>
CHANNEL DOWNSTREAM UPSTREAM CHANNEL DOWNSTREAM UPSTREAM CHANNEL DOWNSTREAM UPSTREAM
MHZ MHZ MHZ MHZ MHZ MHZ
------- ---------- -------- ------- ---------- -------- ------- ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 24556 25564 12 27410 25718 23 24864 25872
2 24570 25578 13 24724 25732 24 24878 25886
3 24584 25594 14 24738 25746 25 24892 25900
4 24598 25606 15 24752 25760 26 2496 25914
5 24612 25620 16 24766 25774 27 24920 25928
6 24626 25634 17 24780 25788 28 24934 25942
7 24640 25648 18 24794 25802 29 24948 25956
8 24654 25662 19 24808 25816 30 24962 25970
9 24668 25676 20 24822 25830 31 24976 25984
10 24682 25690 21 24836 25844 32 24990 25998
11 24696 25704 22 24850 25858
</TABLE>
The associated channel plan for the lower half of the band is listed in Table
2-1: ETSI 26 GHz Band 14 MHz Channel Plan. The table assumes that base station
uses the lower duplex frequency for transmit, although this does not need to be
the case. In some regions, the upper half of the band may be also used, which is
not illustrated here.
The ETSI 26GHz band is divided into four bands each corresponding to a unique
radio unit model:
- - Band 1 (downstream 1): 24.5525 - 24.9935GHz
- - Band 3 (downstream 2): 25.0005 - 25.4415GHz
- - Band 2 (upstream 1): 25.5605 - 26.0015GHz
- - Band 4 (upstream 2): 26.0085 - 26.4495GHz
With Release 2, the AirStar system supports the ETSI 10 GHz frequency plan in
the range 10.15GHz to 10.65GHz, with a T/R spacing of 350MHz and 3.5MHz of step
size. The system will be capable of supporting 7 MHz or 14 MHz channels. The
associated channel plans for each of the channels are listed below. The AirStar
system is configured that the lower duplex frequency is used for Base Station
transmit, higher duplex frequency is used for Base Station receive. Vice verse
for Subscriber terminals. The center frequencies are in Table 2-2: ETSI 10 GHz
Channel Plan.
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SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
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TABLE 2-2: ETSI 10 GHZ CHANNEL PLAN
<TABLE>
<CAPTION>
CHANNEL 7 MHZ DOWNSTREAM 7 MHZ UPSTREAM 14 MHZ DOWNSTREAM 14 MHZ UPSTREAM
------- ---------------- -------------- ----------------- ---------------
<S> <C> <C> <C> <C>
1 10157.5 10507.5 10161 10511
2 10164.5 10514.5 10175 10525
3 10171.5 10521.5 10189 10539
4 10178.5 10528.5 10203 10553
5 10185.5 10535.5 10217 10567
6 10192.5 10542.5 10231 10581
7 10199.5 10549.5 10245 10595
8 10206.5 10556.5 10259 10609
9 10213.5 10563.5 10273 10623
10 10220.5 10570.5 10287 10637
11 10227.5 10577.5
12 10234.5 10584.5
13 10241.5 10591.5
14 10248.5 10598.5
15 10255.5 10605.5
16 10262.5 10612.5
17 10269.5 10619.5
18 10276.5 10626.5
19 10283.5 10633.5
20 10290.5 10640.5
</TABLE>
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SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
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2.1.1 ETSI SPECTRUM MASK
ETSI SPECTRUM MASKS
[Graph]
FIGURE 2-1 - ESI SPECTRUM MASK 7MHZ CHANNEL
For the 10GHz and 26GHz ETSI version, the product has been designed to comply
with the ETSI spectrum mask defined below.
2.1.2 INTERFERENCE TOLERANCE FOR 4QAM
[Graph Redacted - Confidential Treatment Requested]
FIGURE 2-2 - BIT ERROR RATIO (EB/NO, CIR, 4-QAM)
The values in Figure 2-2 - Bit Error Ratio (Eb/No, CIR, 4-QAM) are based on
extensive forward error correction. As stated earlier the AirStar system uses
[***], which is used in the upstream transmission. Without [***], the
[***] effect could be disastrous. The analysis below refers to the upstream
direction because it is has less
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FEC overhead than the downstream direction. In the downstream t=7 thus the
error performance is slightly better.
The degradation for [***] and [***]s tolerable because these values are well
within the link rain-fade margins. One view is that these are lost margins that
affect the link availability for subscriber terminals located in an interference
zone. But this view is too pessimistic. Rain attenuation in linear unit's
increases nearly exponentially with distance. Therefor, in a rainstorm the
interference source is attenuated much more than the local source and no
significant margin is lost.
At [***] the degradation is beyond acceptable performance. Therefore, a
suitable frequency reuse scheme will exclude coverage for areas with CIR
below [***].
2.1.3 Frequency Reuse Assumptions
1. The base stations use directional (sectorial) antennas with front-to-back
of at least 20 dB, antenna pattern per ETSI specs (worst case).
2. The subscriber terminals use directional antennas with front-to-back ratio
of at least 20 dB.
3. Each sector transmits in one frequency. If two or more channels are
aggregated in one sector, they are considered one frequency band for this
analysis. Specifically, if four 7 MHz channels are in use, a two-frequency
reuse scheme allows to group channels (1,2) as frequency f1 and channels
(3,4) as f2.
4. Cross polarization is not included. This degree of freedom is additional
to this analysis and can be added to double the capacity, however
horizontal polarization will have a shorter range then vertical
polarization caused by rain attenuation.
5. The transmission is full duplex, Frequency division duplex (FDD). All base
stations transmit in the same frequency band.
6. 4-QAM modulation with strong FEC, such as BCH, [***] block.
7. All terminals have line of sight to their base station.
8. The areas is a perfect plane where all base stations are visible (a worst
case for interference).
9. Any receiver can reject adjacent channels to a negligible interference. A
[***] dB rejection is sufficient for most situations discussed below.
10. Free space attenuation law (inverse Square of distance).
2.1.4 Two-Frequency Arrangement
A two-frequency arrangement can be assembled by a square cell shape or by
hexagonal shape. An example of a square arrangement is shown in Figure 2-3 -
Two-frequency square-cell reuse scheme.
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[Graphic]
FIGURE 2-3 - TWO-FREQUENCY SQUARE-CELL REUSE SCHEME
2.1.5 TWO-FREQUENCY ARRANGEMENT COVERAGE
Based on the assumptions above and the AirStar system elements analysis of
coverage of a two-frequency square pattern has shown that about [***]% of
subscribers can have good CIR with the 125 mm subscriber antenna. A large, 390mm
antenna increases CIR-limited coverage to virtually [***]%. This performance is
due to the following key enabling features.
- - Interference-tolerant 4-QAM modulation
- - Directional subscriber terminal antennas
- - Sector antennas width with fast roll-off
- - A special square-zone reuse geometry
- - Extensive Forward Error Correction
2.2 PHYSICAL LAYER
The specifications for the physical layer of the air interface are given in
Table 2-3
TABLE 2-3: PHYSICAL LAYER SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER VALUE
--------- -----
<S> <C>
Spectral Shape [***]
Symbol Rate [***] Mbaud (7 MHz Channel)
[***] Mbaud (14 MHz Channel)
Modulation 4 QAM
Raw Bit Rate: [***] Mbps (7 MHz)
[***] Mbps (14 MHz)
C/N for [***] BER [***] dB, Typical
</TABLE>
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2.2.1 SYSTEM GAIN CALCULATION
System gain is sum of transmit power output and receive sensitivity.
The system gain for ETSI 26 GHz will be [***] dB and [***] dB for 7 and 14 MHz
channelization, respectively.
The system gain for ETSI 10 GHz will be [***] dB and [***] dB for 7 and 14 MHz
channelization, respectively.
2.2.2 RANGE AND AVAILABILITY FOR 26GHZ ETSI
An indication of the potential range (cell size) at different availability
levels and in different climate zones is illustrated in the path length and fade
margin curves below. CCIR regions E and K are presented with 99.99%, 99.997% and
99.999% climatic availability. The graphs are created based on 90 degree ([***]
dBi) Base Station antenna with the integral subscriber antenna.
LINK CURVE, 26GHZ, 4QAM, [***]DB NF, [***]DBM,
CCIR `E', VERTICAL POLARIZATION, [***]DBM THRESHOLD
[Graph Redacted-Confidential Treatment Requested]
FIGURE 2-4 PATH LENGTH & FADE MARGIN, CCIR REG. E BY AVAILABILITY, 4-QAM
[***] CONFIDENTIAL TREATMENT REQUESTED
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LINK CURVE, 26GHZ, 4E1 QPSK, [***]DB NF, [***]DBM,
CCIR `K', VERTICAL POLARIZATION, [***]DBM THRESHOLD
[Graph Redacted-Confidential Treatment Requested]
FIGURE 2-5 - PATH LENGTH & FADE MARGIN, CCIR REG. K BY AVAILABILITY, 4-QAM
2.2.3 RANGE AND AVAILABILITY FOR 10GHZ ETSI
An indication of the potential range (cell size) at different availability
levels and in different climate zones is illustrated in the path length and fade
margin curves below. CCIR regions E, and H are presented with 99.97%, 99.99% and
99.997% climatic availability. The graphs have been created based on 90 degree
([***] dBi) Base Station antennas with integral planar antennae.
[***] CONFIDENTIAL TREATMENT REQUESTED
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SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
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[Graph Redacted-Confidential Treatment Requested]
FIGURE 2-6 - PATH LENGTH & FADE MARGIN FOR 10 GHZ, CCIR REGION E, VERTICAL
POLARIZATION BY AVAILABILITY AND CHANNELIZATION
[Graph Redacted-Confidential Treatment Requested]
FIGURE 2-7 - PATH LENGTH & FADE MARGIN FOR 10 GHZ, CCIR REGION POLARIZATION BY
AVAILABILITY AND CHANNELIZATION
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SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
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[Graph Redacted-Confidential Treatment Requested]
FIGURE 2-8 - PATH LENGTH & FADE MARGIN FOR 10 GHZ, CCIR REGION H,
VERTICAL POLARIZATION BY AVAILABILITY AND CHANNELIZATION
[Graph Redacted-Confidential Treatment Requested]
FIGURE 2-9 - PATH LENGTH & FADE MARGIN FOR 10 GHZ, CCIR REGION H,
POLARIZATION BY AVAILABILITY AND CHANNELIZATION
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SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
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3 SYSTEM COMPONENTS
3.1 Base Radio Unite (BRU)
The BRU is an outdoor unit, which includes radio frequency (RF) transmitter and
receiver, as well as a sectorized integral antenna. It utilizes a frequency
diplexing technique which allows transmit and receive to share the same
antenna. The main function of a BRU is to interface with the BMU/BMM and
perform RF up and down conversion from and to an intermediate frequency (IF).
The integral antenna is field replaceable under certain technical instructions.
Figure 3-1 illustrates a simplified system block diagram of the BRU. The
diagram aims to identify the key modules within the BRU.
[Diagram Redacted-Confidential Treatment Requested]
ANT = Integral Planar Antenna
HPA = High Power Amplifier
DIPL = [***]
IF up = [***]
IF do = [***]
TEL = Telemetry
MUX = IF Multiplexer
Figure 3-1 - BRU Simplified Block Diagram
3.1.1. Antenna Performance Characteristics
3.1.1.1 Base Station Antenna Sectorization Options
Horn antennas are used for sectorized base station antennas in ETS 26GHz band.
Planar antenna design is selected for 10GHz ETSI band.
3.1.1.2 Antenna Performance - 26 GHz
The BRU horn antenna interfaces to the front face of each BRU. The antenna is
available with various cell coverage patterns (detailed below). The antenna
includes a weather protection radome.
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TABLE 3-1: ETSI 26 GHZ GENERIC SECTOR ANTENNA SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER MINIMUM MAXIMUM UNITS
- --------- ------- ------- -----
<S> <C> <C> <C>
Frequency 24.50 26.50 GHz
Elevation pattern [***] Degrees @ [***]dB
Return loss [***] dB
Cross polar discrimination [***] dB
</TABLE>
TABLE 3-2: ETSI 26 GHZ SECTOR ANTENNA OPTIONS
<TABLE>
<CAPTION>
GAIN (DBI)
---------------------------
MODEL NUMBER POLARIZATION AZIMUTH PATTERN MINIMUM MAXIMUM
- ------------ ------------ --------------- ------- -------
<S> <C> <C> <C> <C>
BRU-E-2601-02 Vertical 90 degrees [***] [***]
BRU-E-2602-02 Vertical 45 degrees [***] [***]
</TABLE>
SECTOR ANTENNA RPE - ELEVATION
[Graph Redacted - Confidential Treatment Requested]
FIGURE 3-2- GENERIC SECTOR ANTENNA ELEVATION BEAM PATTERN
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TABLE 3-3: GENERIC SECTOR ANTENNA ELEVATION SPECIFICATIONS
<TABLE>
<CAPTION>
CO POLAR CROSS POLAR
------------------------------------- ------------------------------------
ANGLE (DEGREE) GAIN (DBI) ANGLE (DEGREE) GAIN (DBI)
-------------- ---------- -------------- ----------
<S> <C> <C> <C>
0 [***] 0 [***]
6 [***] 15 [***]
15 [***] 45 [***]
90 [***] 180 [***]
110 [***]
180 [***]
</TABLE>
Sector antenna 90 degrees RPE Azimuth
[Graph Redacted - Confidential Treatment Requested]
FIGURE 3-3: ETSI 26 GHZ 90 degrees SECTOR ANTENNA AZIMUTH BEAM PATTERN
TABLE 3-4: ETSI 26 GHZ 90 degrees SECTOR ANTENNA AZIMUTH BEAM PATTERN
<TABLE>
<CAPTION>
CO POLAR CROSS POLAR
------------------------------------- ------------------------------------
ANGLE (DEGREE) GAIN (DBI) ANGLE (DEGREE) GAIN (DBI)
-------------- ---------- -------------- ----------
<S> <C> <C> <C>
0 [***] 0 [***]
50 [***] 45 [***]
60 [***] 60 [***]
75 [***] 95 [***]
110 [***] 100 [***]
140 [***] 180 [***]
180 [***]
</TABLE>
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Sector antenna 45 degrees RPE - Azimuth
[Graph Redacted-Confidential Treatment Requested]
FIGURE 3-4: ETSI 26 GHZ 45 degrees SECTOR ANTENNA AZIMUTH BEAM PATTERN
TABLE 3-5: ETSI 26 GHZ 45 degrees SECTOR ANTENNA AZIMUTH BEAM PATTERN
<TABLE>
<CAPTION>
CO POLAR CROSS POLAR
------------------------------------- ------------------------------------
ANGLE (DEGREE) GAIN (DBI) ANGLE (DEGREE) GAIN (DBI)
-------------- ---------- -------------- ----------
<S> <C> <C> <C>
0 [***] 0 [***]
27.5 [***] 22.5 [***]
37.5 [***] 32 [***]
50 [***] 90 [***]
110 [***] 100 [***]
140 [***] 180 [***]
180 [***]
</TABLE>
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3.1.1.3 ANTENNA PERFORMANCE - 10 GHZ
TABLE 3-6: ETSI 26 GHZ SECTOR ANTENNA SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER MINIMUM MAXIMUM UNITS
--------- ------- ------- -----
<S> <C> <C> <C>
Frequency 10.15 10.65 GHz
Elevation pattern [***] Degrees @ [***]dB
Return loss [***] dB
Cross polar discrimination [***] dB
</TABLE>
TABLE 3-7: 10 GHZ SECTOR ANTENNA OPTIONS
<TABLE>
<CAPTION>
GAIN (DBI)
AZIMUTH PATTERN ------------------------
MODEL NUMBER POLARIZATION (DEGREES) MINIMUM MAXIMUM
------------ ------------ --------- ------- -------
<S> <C> <C> <C> <C>
BRU-E-1001-02 Vertical 90 degrees [***] [***]
BRU-E-1008-02 Horizontal 90 degrees [***] [***]
</TABLE>
[Graph Redacted-Confidential Treatment Requested]
FIGURE 3-5: GENERIC 10 GHZ SECTOR ANTENNA ELEVATION BEAM PATTERN
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TABLE 3-8: GENERIC 10 GHZ SECTOR ANTENNA ELEVATION BEAM PATTERN
<TABLE>
<CAPTION>
CO POLAR CROSS POLAR
------------------------------------- ------------------------------------
ANGLE (DEGREE) GAIN (DBI) ANGLE (DEGREE) GAIN (DBI)
-------------- ---------- -------------- ----------
<S> <C> <C> <C>
0 [***] 0 [***]
10 [***] 10 [***]
15 [***] 15 [***]
45 [***] 180 [***]
90 [***] [***]
180 [***]
</TABLE>
[Graph Redacted - Confidential Treatment Requested]
FIGURE 3-6: 10 GHZ 90 degrees SECTOR ANTENNA AZIMUTH BEAM PATTERN
TABLE 3-9: 10 GHZ 90 degrees SECTOR ANTENNA AZIMUTH BEAM PATTERN
<TABLE>
<CAPTION>
CO POLAR CROSS POLAR
------------------------------------- ------------------------------------
ANGLE (DEGREE) GAIN (DBI) ANGLE (DEGREE) GAIN (DBI)
-------------- ---------- -------------- ----------
<S> <C> <C> <C>
0 [***] 0 [***]
50 [***] 50 [***]
76.5 [***] 80 [***]
121.5 [***] 180 [***]
140 [***]
180 [***]
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
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3.1.2 RADIO UNIT PERFORMANCE SPECIFICATIONS
3.1.2.1 GENERIC RADIO UNIT PERFORMANCE SPECIFICATIONS
Radio Unit performance specifications common to all units are shown in Table
3-10: Radio Unit Generic Performance Specifications
TABLE 3-10: RADIO UNIT GENERIC PERFORMANCE SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER VALUE NOTE
--------- ----- ----
<S> <C> <C>
Input level range [***] to [***] dBm (Noise floor)
Damage input level [***] dBm min
[***]dB compression [***] dBm min
Input [***] [***] dBm min
Image rejection [***]dB
Spurious <21.2GHz -60 dBm max
Spurious >21.2GHz -30 dBm max
1st adjacent selectivity [***] dBc min
2nd adjacent selectivity [***] dBc min
Wind Loading 145 km/hr, Operational Gusts or sustained
200 km/hr, Survival
</TABLE>
3.1.2.2 ETSI 26 GHZ RADIO UNITS PERFORMANCE SPECIFICATIONS
The ETSI 26GHz radio units performance specifications are shown in Table 3-11:
ETSI 26GHz Radio Unit Performance Specifications
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TABLE 3-11: ETSI 26GHZ RADIO UNIT PERFORMANCE SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER VALUE NOTE
--------- ----- ----
<S> <C> <C>
Operating Frequency 24.5 to 26.5 GHz
Transmit/Receive Spacing 1008 MHz
Tuning Range 448 MHz
Tuning Step Size 7 MHz
Channel Bandwidth 7, 14 MHz Software
configurable
Transmit Power [***] dBm Typical, 4QAM Min.
[***] dBm
Transmit Power Control Dynamic Range 48dB
Noise Figure [***] dB Typical
[***] dB Max.
Receiver Sensitivity, 10-6 BER [***] dBm Typical
7 MHz 4QAM [***] dBm Max.
14 MHz 4QAM [***] dBm Typical
[***] dBm Max.
</TABLE>
3.1.2.3 ETSI 10 GHZ RADIO UNITS PERFORMANCE SPECIFICATIONS
The ETSI 10GHz radio units performance specifications are shown in Table 3-12.
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TABLE 3-12: ETSI 10GHZ RADIO UNITS PERFORMANCE SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER VALUE NOTE
--------- ----- ----
<S> <C> <C>
Operating Frequency 10.15 to 10.65 GHz
Transmit/Receive Spacing 350 MHz
Tuning Range 140 MHz
Tuning Step Size 3.5 MHz
Channel Bandwidth 7, 14 MHz Software
configurable
Transmit Power [***] dBm Typical, 4QAM Min.
[***] dBm
Transmit Power Control Dynamic Range 46 dB
Noise Figure [***] dB Typical
[***] dB Max.
Receiver Sensitivity, 10-6 BER [***] dBm Typical
7 MHz 4QAM [***] dBm Max.
14 MHz 4QAM [***] dBm Typical
[***] dBm Max.
</TABLE>
3.1.3 RSL PORT
The SRU includes a Receive Signal Level (RSL) port, which is a BNC connector
that provides DC-level indication of RSL for radio adjustment.
3.1.4 IF INTERFACE
A single coax cable carries the transmit IF, receiver IF, up link telemetry,
down link telemetry, RF reference and DC power. The specification for the
signals on the IF interface are summarized in Table 3-13.
TABLE 3.13: RADIO UNIT IF INTERFACE SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER MAXIMUM MINIMUM UNITS
--------- ------- ------- -----
<S> <C> <C> <C>
Power feed (output) [***] [***] VDC
Up link telemetry [***] [***] dBm, FSK, 5.5MHz
Down link telemetry [***] [***] dBm, FSK, 10.7MHz
Reference signal [***] [***] dBm, 14.0MHz
Receiver IF [***] [***] dBm, 140MHz
Transmitter IF [***] [***] dBm, 350MHz
Cable AGC Dynamic Range [***] dB
</TABLE>
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The BRU and BMM IF interfaces are [***] Ohm TNC connectors. The BRU has an AGC
circuit on the IF interface to normalize the IF signals and overcome cable loss
due to varying lengths. Based on the cable AGC dynamic range, the IF cable type
can be employed based on the length requirement, for example LMR240 for less
than [***] meter and LMR400 for less than [***] meters.
Use only coaxial cable that meets the specifications in the Table below.
TABLE 3-14: COAXIAL CABLE SPECIFICATION
<TABLE>
<CAPTION>
PARAMETER SPECIFICATION
--------- -------------
<S> <C>
Loss at 350 MHz [***] dB maximum
Loop resistance (inner plus outer) [***] Ohms maximum
Impedance [***] Ohms nominal
Return loss at 140 MHz [***] dB minimum
Return loss at 350 MHz [***] dB minimum
Screen coverage 100%
</TABLE>
An undamaged, unconnected coaxial cable should have a very high resistance
between center and ground. Cables reading less than 10MOhms should be carefully
inspected for water ingress or connector corrosion.
3.1.5 BRU TELEMETRY
TABLE 3-15: BASE RADIO UNIT PERFORMANCE STATISTICS
<TABLE>
<CAPTION>
STATISTIC DESCRIPTION
--------- -----------
<S> <C>
RU RSL [***]
RU Transmit Power [***]
RU Temperature [***]
RU Transmit Output Detector [***] to [***] dBm (10 GHz only)
</TABLE>
3.2 SUBSCRIBER RADIO UNIT (SRU)
The SRU is a compact outdoor unit, which includes radio frequency (RF)
transmitter and receiver, as well as an integral antenna. For certain
applications an optional non-integral antennae can be used to increase the link
performance. The SRU utilizes a frequency diplexer, which allows transmitter and
receiver to share the same antenna unit.
The main function of an SRU is to provide a link to the BRU and to interface
with SAS at an intermediate frequency (IF).
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[Diagram Redacted - CONFIDENTIAL TREATMENT REQUESTED]
ANT = Integral Planar Antenna
HPA = High Power Amplifier
DIPL = [***]
IF up = [***]
IF do = [***]
TEL = Telemetry
MUX = IF Multiplexer
FIGURE 3-7 - SIMPLIFIED BLOCK DIAGRAM OF SUBSCRIBER RADIO UNIT
The SRU in the standard configuration is a compact integrated transceiver as
illustrated by Figure 3-7 above
3.2.1 ANTENNA PERFORMANCE SPECIFICATIONS
3.2.1.1 26 GHZ SRU ANTENNA GAIN
The ETSI 26 GHz subscriber terminal supports an integral 125 mm antenna, or
external 390 mm or 650 mm parabolic antenna listed in Table 3-16: ETSI 26 GHz
Subscriber Antenna Options.
<TABLE>
<CAPTION>
ANTENNA TYPE CONFIGURATION SIZE
------------ ------------- ----
<S> <C> <C>
Integral Antenna Lens-corrected horn 125 mm
Non-integral Antenna Parabolic 390 mm
Non-integral Antenna Parabolic 650 mm
</TABLE>
TABLE 3-16: ETSI 26 GHZ SUBSCRIBER ANTENNA OPTIONS
- - For the integral SRU, a 125mm lens-corrected horn antenna is used, which
provides 28dBi (nominal) in 26GHz band. If a larger higher gain non-integral
antenna is required 1-foot (390mm) or 2-foot (650mm) antennae can be
provided.
Figure 3-8 - 26 GHz SRU with Different Antennae illustrates SRU with integral
antenna and 1-foot non-integral antenna.
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[Pictures]
SRU with integral Antenna SRU with 1-foot Non-integral Antenna
FIGURE 3-8 - 26 GHZ SRU WITH DIFFERENT ANTENNAE
3.2.1.2 10 GHZ SUBSCRIBER TERMINAL ANTENNA
The ETSI 10 GHz subscriber terminal supports an integral planar antenna capable
of 25 dBi of gain, nominal, 24 dBi minimum.
[Picture]
FIGURE 3-9: 10GHZ SRU WITH INTEGRAL PLANAR ANTENNA
3.2.1.3 SUBSCRIBER ANTENNA PROTECTION
The antenna is enclosed with the radio unit. An antenna radome is designed to be
hydrophobic to repel liquid water droplets and to minimize the accumulation of
snow and ice.
3.2.1.4 ETSI 26 GHZ INTEGRAL ANTENNA
The 26 GHz integral antenna in the standard SRU is a high performance lens
corrected horn antenna. The antenna diameter is 125mm. It is characterized in
Table 3-17.
TABLE 3-17: ETSI 26 GHZ INTEGRAL ANTENNA SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER VALUE NOTES
- --------- ----- -----
<S> <C> <C>
Configuration Len-corrected horn
Diameter 125 mm
Frequency 24.50 to 26.50 GHz
Gain (nominal) 28 dBi Min.
Beamwidth, 3 dB 8 Degrees, Max.
Return loss [***] dB Min.
Cross polar discrimination [***] dB Min.
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
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Directional Antenna RPE
[Graph Redacted - Confidential Treatment Requested]
FIGURE 3-10- ETSI 26 GHZ INTEGRAL ANTENNA BEAM PATTERN
TABLE 3-18: ETSI 26 GHZ INTEGRAL ANTENNA BEAM PATTERN
<TABLE>
<CAPTION>
ANGLE (DEGREE) CO-POLAR (DBI) CROSS-POLAR (DBI)
-------------- -------------- -----------------
<S> <C> <C>
-180 [***] [***]
-130 [***] [***]
-90 [***] [***]
-15 [***] [***]
-10 [***] [***]
-5 [***] [***]
0 [***] [***]
5 [***] [***]
10 [***] [***]
15 [***] [***]
90 [***] [***]
130 [***] [***]
180 [***] [***]
</TABLE>
3.2.1.5 ETSI 26 GHZ NON-INTEGRAL ANTENNA OPTIONS
The optional antennas are standard ETSI and FCC approved high gain antennas used
extensively in the point to point market place. They are nominally 1ft (390mm)
and 2ft (650mm) diameters and have the characteristics detailed below.
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TABLE 3-19: NON-INTEGRAL ANTENNA PERFORMANCE SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER 1-FT 2-FT UNITS
--------- ---- ---- -----
<S> <C> <C> <C>
Frequency 24.5 to 26.5 24.5 to 26.5 GHz
Gain (nominal) 35 41 dBi
Beamwidth 3 (nom) 2 (nom) Degrees @ [***]dB
Return loss [***] [***] dB
Cross polar discrimination [***] [***] dB
</TABLE>
3.2.1.6 ETSI 10 GHZ INTEGRAL ANTENNA
The integral antenna in the standard 10GHz SRU is a high performance planar
antenna. The frontal aspect dimensions are 220mm x 220mm. It is characterized by
the data presented below.
TABLE 3-20: ETSI 10 GHZ ANTENNA PERFORMANCE SPECIFICATIONS
<TABLE>
<CAPTION>
PARAMETER VALUE NOTES
--------- ----- -----
<S> <C> <C>
Frequency 10.15 - 10.65 GHz
Gain [***] dBi Nominal
Beamwidth, 3 dB 8 degrees Min.
Return loss [***] dB
Cross polar discrimination [***] dB
</TABLE>
[Graph Redacted-Confidential Treatment Requested]
FIGURE 3-11: ETSI 10GHZ DIRECTIONAL ANTENNA BEAM PATTERN
[***] CONFIDENTIAL TREATMENT REQUESTED
-24-
<PAGE> 50
SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
- --------------------------------------------------------------------------------
TABLE 3-21: ETSI 10 GHZ SUBSCRIBER ANTENNA BEAM PATTERN
<TABLE>
<CAPTION>
CO-POLAR CROSS-POLAR
----------------------------------- -----------------------------
ANGLE (DEGREE) GAIN (DBR) ANGLE (DEGREE) GAIN (DBR)
-------------- ---------- -------------- ----------
<S> <C> <C> <C>
-180 [***] -180 [***]
-150 [***] -100 [***]
-90 [***] -90 [***]
-15 [***] 0 [***]
-5 [***] 90 [***]
0 [***] 100 [***]
5 [***] 180 [***]
15 [***]
90 [***]
150 [***]
180 [***]
</TABLE>
3.2.2 RADIO UNIT PERFORMANCE CHARACTERISTICS
The same radio unit is used in the SRU as in the BRU with different packaging.
The subscriber radio units conform to the same generic radio unit specifications
summarized in Table 3-10. The ETSI 26 GHz SRU conforms to the same
specifications in Table 3-11. The ETSI 10 GHz SRU conforms to the same
specifications in Table 3-12.
3.2.3 TRANSMIT POWER CONTROL
The subscriber radio unit transmit power is controlled in a closed loop manner
via feedback from the BSC to the SAS in the CellMAC overhead, so that all
subscriber transmissions arrive at the base station at the same power level
regardless of range or rain fade conditions. The SRU transmit power shall be
dynamically controlled over the specified range in [***] dB increments with an
accuracy of [***] dB via CellMAC.
3.2.4 MOUNT
The mount is different for the antenna options as described below.
3.2.4.1 WIND LOADING
The SRU and mounts are designed to operate under wind gusts or sustained loads
of up to 145 km/hr, and survive up to 200 km/hr.
3.2.4.2 INTEGRAL ANTENNA MOUNT
The mechanical interface for the 26 GHz is a two-bolt attachment to the SRU
support cradle. The SRU cradle mounts to the outside wall or other mounting
surface at the subscriber premises.
[***] CONFIDENTIAL TREATMENT REQUESTED
-25-
<PAGE> 51
SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
- --------------------------------------------------------------------------------
For the 10GHz system the mechanical interface is a one bolt attachment to the
SRU support cradle. The SRU cradle mounts to the outside wall or other mounting
surface at the subscriber premises. The mounting is intended to be low cost and
simple to install in common with a high volume subscriber application. Panning
in both azimuth and elevation is catered for, with a simple locking mechanism.
3.2.4.3 NON-INTEGRAL 26 GHZ ANTENNA MOUNT
The antenna is connected to a pole mount and the SRU is connected to the
antenna. This allows the radio transceiver to be removed without the need to
realign the antenna. The mounting system uses a waveguide flange and quick
release mounts, as is standard in the point to point area.
3.2.5 IF INTERFACE
The SAS-SRU IF interface is identical to the BRU-BMM IF interface.
3.2.6 SRU TELEMETRY
TABLE 3-22: BASE RADIO UNIT PERFORMANCE STATISTICS
<TABLE>
<CAPTION>
STATISTIC DESCRIPTION
--------- -----------
<S> <C>
RU RSL [***]
RU Transmit Power [***]
RU Temperature [***]
RU Transmit Output Detector [***] to [***] dBm
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
-26-
<PAGE> 52
SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
- --------------------------------------------------------------------------------
4 PRODUCT COMPLIANCE
4.1 RELIABILITY AND SERVICE AVAILABILITY
The MTBF specifications of the AirStar system components are listed in the Table
4-1: System Reliability. The MTBF values were calculated according to Bellcore
V5, Basic Calculation Mode, Method 1, Case 3.
TABLE 4-1: SYSTEM RELIABILITY
<TABLE>
<CAPTION>
SYSTEM COMPONENT MEAN-TIME-BETWEEN-FAILURE
---------------- -------------------------
<S> <C>
Base Radio Unit [***] years
Subscriber Radio Unit [***] years
</TABLE>
The reliability and service availability are further enhanced by the AirStar
system redundancy scheme, which will be discussed in section 3.1.2.
TABLE 4-2: MEAN TIME TO REPAIR
<TABLE>
<CAPTION>
SYSTEM COMPONENT MEAN-TIME-TO-REPAIR
---------------- -------------------
<S> <C>
Base Radio Unit [***] hours
Subscriber Radio Unit [***] hours
</TABLE>
4.2 SAFETY AND PROTECTION REQUIREMENTS
The equipment shall meet the following standards:
- - IEC 950 / EN 41003 & 60950
- - LVD 73/23/EEC
4.3 ELECTROMAGNETIC COMPATIBILITY REQUIREMENTS
- - EMC 89/336/EC
4.3.1 RADIATED EMISSION
The equipment shall meet the following standards:
- - Cispr22/ EN 55022
4.3.2 CONDUCTED EMISSIONS
The equipment shall meet the following standards:
- - Cispr22/ EN 55022
- - EN 50082-1
4.3.3 RADIATED RF IMMUNITY
The equipment shall meet the following standards:
- - EN 50082-1
[***] CONFIDENTIAL TREATMENT REQUESTED
-27-
<PAGE> 53
SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
- --------------------------------------------------------------------------------
4.3.4 CONDUCTED IMMUNITY
The equipment shall meet the following standards:
- - EN 50082-1
4.3.5 ELECTROSTATIC DISCHARGE
The equipment shall meet the following standards:
- - EN 50082-1
4.3.6 REGULATORY AND SAFETY REQUIREMENTS METRO
- - BAP T211 ZV 11/26 Outdoor radio link requirements
- - MPTI414, MPT1420
4.4 STANDARDS
1.1.1 ATM FORUM DOCUMENTS
AF-UNI-001 0.002 ATM User Network Interface Specification Version 3.1
AF-SAA-0032 Circuit Emulation Interoperability Specification
AF-VTOA-0078 Circuit Emulation Interoperability Specification 2.0
AF-BICI-0013.003 BISDN Inter Carrier Interface (B-ICI) Specification
Version 2.0 (Integrated)
1.1.2 IETF DOCUMENTS
RFC1213 MIB II
RFC1406 Definitions of Managed Objects for the DS1 and El
Interface Types
RFC1483 Multiprotocol Encapsulation over ATM
1.1.3 FRAME RELAY FORUM DOCUMENTS
FRF.5 Frame Relay/ATM Network Interworking
1.1.4 ITU-T DOCUMENTS
G.703 Physical/Electrical Characteristics of Hierarchical
Digital Interfaces -General Aspects of digital
Transmission Systems; Terminal Equipments
G.704 Synchronous Frame Structures Used at Primary and
Secondary Hierarchical Levels (1991)
G.821 Error performance of an international digital connection
operating at a bit rate below the primary rate and
forming part of an integrated services digital network
G.823 The control of jitter and wander within digital networks
which are based on the 2048 kbit/s hierarchy
-28-
<PAGE> 54
SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
- --------------------------------------------------------------------------------
G.826 Recommendation G.826 (08/96) - Error performance
parameters and objectives for international, constant
bit rate digital paths at or above the primary rate
1.1.5 ETSI DOCUMENTS
DEN/TM-04050-1 Point-to-multipoint digital radio systems in the band
24.55 to 29.5 GHz with different access methods.
EN 55022 Limits and Methods of Measurement of Radio Disturbance
Characteristics of Information Technology Equipment
(1993), Including Amendments Al (1995) and A2 (1997)
EN 50082-1 Electromagnetic Compatibility - Generic Immunity Standard
Part I: Residential, Commercial and Light Industry
EN 50082-2 Electromagnetic Comparability - Generic Immunity Standard
Part 2: Industrial Environment
EN 60950 Safety of Information Technology Equipment, Including
Electrical Business Equipment, Including Amendments Al
(1993), A2 (1993), A3 (1995), A4 (1997) and All (1997),
IEC 950 (19910 Plus Amendment I (1992), Amendment 2
(1993), Amendment 3 (1995), and Amendment 4 (1996).
EN 41003 Particular Safety Requirements for Equipment to Be
Connected to Telecommunication Networks
ETS 300 019
prETS 300 431
-29-
<PAGE> 55
SYSTEM FUNCTIONAL SPECIFICATION FOR AIRSTAR NETRO
- --------------------------------------------------------------------------------
PRODUCT SPECIFICATION
AIRSTAR 39GHZ BASE STATION AND SUBSCRIBER
RADIO UNITS
EXCERPTED FROM 39GHZ RADIO SUBSYSTEM SPECIFICATION - REVISION: 6
ORIGINAL DATE: 6 JANUARY 1999
AUTHOR: ALLAN EVANS
NOTICE
================================================================================
THIS DOCUMENT IS THE PROPERTY OF NETRO CORPORATION AND IS CONFIDENTIAL.
PUBLICATION, DUPLICATION, DISCLOSURE, OR USE FOR ANY PURPOSE NOT EXPRESSLY
AUTHORIZED BY NETRO CORPORATION IS PROHIBITED
================================================================================
-34-
<PAGE> 56
39 GHz Point to Multipoint Radio Subsystem Specification
TABLE OF CONTENTS
<TABLE>
<S> <C> <C>
1 ABSTRACT..............................................................................4
2 APPLICABLE DOCUMENTS..................................................................4
2.1 TRANSMISSION STANDARDS.........................................................4
2.2 EMC (EMISSIONS & IMMUNITY) AND ESD STANDARDS...................................4
2.3 TRAFFIC INTERFACE STANDARDS....................................................4
2.4 SAFETY STANDARDS...............................................................5
2.5 BELLCORE EQUIPMENT RELIABILITY AND AVAILABILITY
STANDARDS......................................................................5
2.6 ENVIRONMENTAL STANDARDS........................................................5
3 FUNCTIONAL REQUIREMENTS...............................................................6
3.1 AIR INTERFACE..................................................................6
3.1.1 RF Layer................................................................6
3.1.2 Channel Plan............................................................6
3.1.3 Physical Layer..........................................................7
3.1.4 Medium Access Control...................................................8
3.1.5 Receiver Sensitivity....................................................8
3.1.6 Air Interface Management................................................8
3.2 SUBSCRIBER RADIO UNIT (SRU)....................................................9
3.2.1 Antenna Gain & Beamwidth................................................9
3.2.2 Antenna Beam Pattern...................................................10
3.2.3 Radio Unit Performance Specifications..................................10
3.2.4 Transmit Power.........................................................11
3.2.5 Transmit Power Control.................................................11
3.2.6 RSL Test Port..........................................................12
3.2.7 Reliability............................................................12
3.2.8 Physical Requirements..................................................12
3.2.9 Mounting...............................................................12
3.2.10 SAS-SRU Interface......................................................13
3.3 BASE RADIO UNIT (BRU).........................................................14
3.3.1 Radio Unit Performance.................................................14
3.3.2 Antenna Performance....................................................14
3.3.3 Reliability............................................................17
3.3.4 Physical Requirements..................................................18
3.3.5 Mounting...............................................................18
3.3.6 BRU-BMM Interface......................................................18
3.4 SYSTEM LEVEL REQUIREMENTS.....................................................19
3.4.1 Transport Latency......................................................19
3.4.2 Operation Duty Cycle...................................................19
3.4.3 Equipment Labeling.....................................................19
4 ENVIRONMENTAL REQUIREMENTS...........................................................20
4.1 TEMPERATURE RANGE.............................................................20
4.1.1 Base Station Temperature Range.........................................20
4.1.2 Subscriber Equipment Temperature Range.................................20
4.2 HUMIDITY......................................................................20
4.2.1 Outdoor Humidity.......................................................20
4.3 WINDLOADING...................................................................20
</TABLE>
-2-
<PAGE> 57
39 GHz Point to Multipoint Radio Subsystem Specification
<TABLE>
<S> <C> <C>
4.3.1 Outdoor Operational wind Loading.......................................20
4.3.2 Outdoor Survival wind Loading..........................................20
4.4 SHOCK & VIBRATION.............................................................20
4.5 EMI/STATIC DISCHARGE..........................................................20
4.6 ELECTROMAGNETIC COMPATIBILITY (EMC)...........................................21
4.7 FLAMMABILITY..................................................................21
4.8 RAIN AND DUST.................................................................21
4.9 OPERATIONAL ALTITUDE..........................................................21
4.10 SYSTEM AVAILABILITY...........................................................21
4.11 RELIABILITY...................................................................21
4.12 SERVICEABILITY.................................................................21
</TABLE>
-3-
<PAGE> 58
39 GHz Point to Multipoint Radio Subsystem Specification
1 ABSTRACT
This document describes the functions, features and performance required for the
39GHz Radio Units (BRU and SRU) of the AirStar product family. This information
is to be used by MTI during the manufacture of the BRU and SRU as per the
contract between Netro Corporation and MTI to ensure the product manufactured by
MTI meets Netro's required product specifications. Validation and test coverage
procedures are still in development and will be mutually agreed at a later date.
2 APPLICABLE DOCUMENTS
This section lists documents and standards that are referenced in or are
applicable, in whole or in part, to this point-to-multipoint radio
specification.
2.1 TRANSMISSION STANDARDS
R 2.1-1 FCC Part 101 Fixed Microwave Services
R 2.1-2 FCC Order 97-391 Rules Regarding the 37.0 - 38.6GHz and 38.6- 40.0GHz
Bands
2.2 EMC (EMISSIONS & IMMUNITY) AND ESD STANDARDS
R 2.2-1 FCC Part 15 Class B
R 2.2-2 Bellcore GR-1089-CORE Electromagnetic Compatibility and Electrical
Safety - Criteria for Network Telecommunications Equipment
R 2.2-3 ETSI ETS 300 385 Radio Equipment & Systems; Electromagnetic
Compatibility Standard for Digital Fixed Radio Links & Ancillary
Equipment with Data Rates at around 2 Mbit/sec and above.
2.3 TRAFFIC INTERFACE STANDARDS
R 2.3-1 ITU-T G.703 Physical Electrical Characteristics of Hierarchical Digital
Interfaces -General Aspects of Digital Transmission Systems; Terminal
Equipment
R 2.3-2 ITU-T G.824 Control of Jitter and Wander within Digital Networks
Which Are Based on the 1544 Kbit/s Hierarchy
R 2.3-3 ANSI T1.102 Digital Hierarchy - Electrical Interfaces ANSI TI.104
Exchange/Interexchange Carrier Interfaces - Individual Channel
Signaling Protocols (Oct 14 1997)
R 2.34 ANSI T1.403 Telecommunications - Network-to-Customer Installation
- DSI Metallic Interface; Revision of ANSI T1.403-1989
-4-
<PAGE> 59
39 GHz Point to Multipoint Radio Subsystem Specification
2.4 SAFETY STANDARDS
R 2.4-1 UL 1459 UL Standard for Safety of Telephone Equipment, 3rd
Edition (Nov 14 1997)
R 2.4-2 UL 1950 UL Standard for Safety of Information Technology
Equipment, Jul 1 1997
R 2.4-3 EN 60950 Safety of Information Technology Equipment, Including
Electrical Business Equipment
R 2.4-4 EN 41003 Particular Safety Requirements for Equipment to Be Connected
to Telecommunication Networks
2.5 BELLCORE EQUIPMENT RELIABILITY AND AVAILABILITY STANDARDS
R 2.5-1 TR NWV-000332 Issue 5, Reliability Prediction Procedure for
Electronic Equipment
2.6 ENVIRONMENTAL STANDARDS
R 2.6-1 ETS 300 019 Equipment Engineering (EE); Environmental Conditions
and Environmental Tests for Telecommunications Equipment.
-5-
<PAGE> 60
39 GHz Point to Multipoint Radio Subsystem Specification
3 FUNCTIONAL REQUIREMENTS
3.1 AIR INTERFACE
3.1.1 RF LAYER
3.1.1.1 Frequency Range
R 3.1-1 The output frequency range shall be from 38.6 GHz to 40.0 GHz.
3.1.1.2 T/R Spacing
R 3.1-2 The frequency interval between transmit and receive frequencies
shall be 700 MHz.
3.1.1.3 Out-of-Band RF Power
R 3.1-3 The out-of-band RF power shall conform to FCC Part 101.
3.1.2 CHANNEL PLAN
R 3.1-4 The system shall support the FCC 39 GHz frequency plan in the
range 38.6 GHz to 40 GHz, with a T/R spacing of 700 MHz and [***] MHz
of step size.
R 3.1-5 The system shall be capable of supporting [***] MHz channels.
R 3.1-6 It is desired that the system be able to support [***] MHz channels
using 4QAM modulation.
R 3.1-7 The center frequencies for the associated channelization are
listed in Table 3-1. The AirStar system is configured that the lower
duplex frequency is used for Base Station transmit, higher duplex
frequency is used for Base Station receive and vice versa for
Subscriber terminals.
[***] CONFIDENTIAL TREATMENT REQUESTED
-6-
<PAGE> 61
39 GHz Point to Multipoint Radio Subsystem Specification
Table 3-1: FCC 39 GHz Channel Plan, 12.5 MHz Channelization
<TABLE>
<CAPTION>
CHANNEL CHANNEL
NUMBER DOWNSTREAM UPSTREAM NUMBER DOWNSTREAM UPSTREAM
# MHz MHz # MHz MHz
------ ---------- -------- ------ ---------- --------
<S> <C> <C> <C> <C> <C>
1 38606.25 39306.25 29 38956.25 39656.25
2 38618.75 39318.75 30 38968.75 39668.75
3 38631.25 39331.25 31 38981.25 39681.25
4 38643.75 39343.75 32 38993.75 39693.75
5 38656.25 39356.25 33 39006.25 39706.25
6 38668.75 39368.75 34 39018.75 39718.75
7 38681.25 39381.25 35 39031.25 39731.25
8 38693.75 39393.75 36 39043.75 39743.75
9 38706.25 39406.25 37 39056.25 39756.25
10 38718.75 39418.75 38 39068.75 39768.75
11 38731.25 39431.25 39 39081.25 39793.75
12 38743.75 39443.75 40 39093.75 39793.75
13 38756.25 39456.25 41 39106.25 39806.25
14 38768.75 39468.75 42 39118.75 39818.75
15 38781.25 39481.25 43 39131.25 39831.25
16 38793.75 39493.75 44 39143.75 39843.75
17 38806.25 39506.25 45 39156.25 39856.25
18 38818.75 39518.75 46 39168.75 39868.75
19 38831.25 39531.25 47 39181.25 39881.25
20 38843.75 39543.75 48 39193.75 39893.75
21 38856.25 39556.25 49 39206.25 39906.25
22 38868.75 39568.75 50 39218.75 39918.75
23 38881.25 39581.25 51 39231.25 39931.25
24 38893.75 39593.75 52 39243.75 39943.75
25 38906.25 396066.25 53 39256.25 39956.25
26 38918.75 39618.75 54 39268.75 39968.75
27 38931.25 39631.25 55 39281.25 39981.25
28 38943.75 39643.75 56 39293.75 39993.75
</TABLE>
3.1.3 PHYSICAL LAYER
3.1.3.1 Modulation Type
R 3.1-8 Modulation for the air interface shall be 4 QAM or 16 QAM.
3.1.3.2 Bandwidth Options, Channel Bit and Symbol Rates
R 3.1-9 The air interface shall support the channel symbol rates and ATM
payload rates in Table 3-2.
Table 3-2: Channel Symbol Rates, ATM Payload Rates
<TABLE>
<CAPTION>
CHANNEL ATM PAYLOAD BIT RATE
BANDWIDTH SYMBOL RATE ------------------------------------
(MHZ) MBAUD 4 QAM RELEASE 16 QAM RELEASE
----- ----- ----- ------- ------ -------
<S> <C> <C> <C> <C> <C>
10.0 [***] [***] [***] [***] [***]
12.5 [***] [***] [***] [***] [***]
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
-7-
<PAGE> 62
39 GHz Point to Multipoint Radio Subsystem Specification
<TABLE>
<CAPTION>
CHANNEL ATM PAYLOAD BIT RATE
BANDWIDTH SYMBOL RATE ------------------------------------
(MHZ) MBAUD 4 QAM RELEASE 16 QAM RELEASE
----- ----- ----- ------- ------ -------
<S> <C> <C> <C> <C> <C>
20.0 [***] [***] [***] N/A N/A
25.0 [***] [***] [***] N/A N/A
</TABLE>
3.1.3.3 Spectral Shape
R 3.1-10 Spectral shape shall conform to an (alpha) = [***] square root
raised cosine.
3.1.4 MEDIUM ACCESS CONTROL
3.1.4.1 Forward Error Correction Encoding
R 3.1-11 Forward error correction on the upstream data shall have a
coding gain not less than that of a [***] code.
R 3.1-12 Forward error correction on the downstream data shall have a
coding gain not less than that of a [***] code.
3.1.4.2 Scrambling
R 3.1-13 Self-synchronous scrambling with a [***] order or higher
polynomial truncated to the length of the packet shall be used.
3.1.5 RECEIVER SENSITIVITY
R 3.1-14 The typical received input RF power (measured at the antenna
output port) to achieve a decoded [***] shall be as shown in the
table below.
The receiver sensitivity for a decoded BER of [***] is nominally [***] dB higher
than for [***].
Table 3-3: Receiver Sensitivity
<TABLE>
<CAPTION>
BANDWIDTH (MHZ) 4 QAM (DBM) 16 QAM (DBM)
--------------- ---------------------- ----------------------
Typical Maximum Typical Maximum
------- ------- ------- -------
<S> <C> <C> <C> <C>
10.0 [***] [***] [***] [***] [***]
12.5 [***] [***] [***] [***]
20.0 [***] [***] [***] [***] [***]
25.0 [***] [***] [***] [***] [***]
</TABLE>
3.1.6 AIR INTERFACE MANAGEMENT
3.1.6.1 Configuration
R 3.1-15 The air interface shall support the configuration parameters in
Table 34 via the out of band management interface via SNMP
[***] CONFIDENTIAL TREATMENT REQUESTED
-8-
<PAGE> 63
39 GHz Point to Multipoint Radio Subsystem Specification
Table 3-4: CellMAC Configurable Parameters for each Frequency Channel
<TABLE>
<CAPTION>
PARAMETER VALUE
- --------- -----
<S> <C>
Modulation Type 4QAM/16QAM for 16QAM capable modems
Upstream Contention BW [***]
Target Upstream RSL dBm
</TABLE>
3.2 SUBSCRIBER RADIO UNIT (SRU)
The Subscriber Radio Unit (SRU) shown on the following page is designed to fit
in a variety of customer premise environments. It is built with an integral
directional antenna and weighs less than 6 kg. The standard subscriber antenna
is a 125mm lens-corrected horn. This provides a gain of 28dBi minimum in 24GHz,
26GHz band, 32dBi minimum in 38 GHz band. The radiation pattern subscriber radio
unit exceeds the requirements for ETSI point to multi-point equipment. If higher
gain is required, the non-integral version of the antennas can be used. These
provide a gain up to 40dBi minimum.
In general, the 39 GHz band is divided into four bands:
- Band 1:38.60-38.95 GHz
- Band 3: 38.95-39.30 GHz
- Band 2: 39.30-39.65 GHz
- Band 4: 39.65 -40.00 GHz
The band 1 and band 2, band 3 and band 4 are paired up for transmit and receive
radio operation with T/R separation of 700 MHz.
3.2.1 ANTENNA GAIN & BEAMWIDTH
R 3.2-1 The SRU antennas shall have characteristics in Table 3-5
Table 3-5: Subscriber Antenna Options
<TABLE>
<CAPTION>
OPTION DIAMETER (MAX) GAIN DBI (MM) RELEASE
------ -------------- ------------- -------
<S> <C> <C> <C>
Integral 125 mm 32 [***]
Medium 12 inches 39 [***]
Medium-High 18 inches 42 [***]
High Gain 24 inches 45 [***]
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
-9-
<PAGE> 64
39 GHz Point to Multipoint Radio Subsystem Specification
3.2.2 ANTENNA BEAM PATTERN
R 3.2-2 The integral antenna shall meet the co-polar and cross-polar
discrimination listed in Table 3-6 and illustrated in Figure 3-1.
Directional Antenna RPE
[Graph Redacted-Confidential Treatment Requested]
Figure 3-1 -- SRU Integral Antenna Co-Polar and Cross-Polar Discrimination
Table 3-6: SRU Integral Antenna Co-Polar Discrimination
<TABLE>
<CAPTION>
ANGLE (DEGREE) CO-POLAR (DBI) CROSS-POLAR (DBI)
-------------- -------------- -----------------
<S> <C> <C>
-180 [***] [***]
-130 [***] [***]
-90 [***] [***]
-15 [***] [***]
-10 [***] [***]
-5 [***] [***]
0 [***] [***]
5 [***] [***]
10 [***] [***]
15 [***] [***]
90 [***] [***]
130 [***] [***]
180 [***] [***]
</TABLE>
3.2.3 RADIO UNIT PERFORMANCE SPECIFICATIONS
3.2.3.1 Generic Performance Specifications
R 3.2-3 All radio units shall meet the performance specifications shown
in Table 3-7.
[***] CONFIDENTIAL TREATMENT REQUESTED
-10-
<PAGE> 65
39 GHz Point to Multipoint Radio Subsystem Specification
Table 3-7: Radio Unit Generic Performance Specifications
<TABLE>
<CAPTION>
PARAMETER VALUE NOTE
- --------- ----- ----
<S> <C> <C>
Input level range [***] to [***] dBm (Noise floor)
Damage input level [***] dBm min
- -1dB compression [***] dBm min
Input IP3 [***] dBm min
Noise figure [***] dB Max.
Image rejection [***] dB Min.
Spurious <21.2GHz -60 dBm max
Spurious >21.2GHz -60 dBm max
1st adjacent selectivity [***] dBc min
2nd adjacent selectivity [***] dBc min
</TABLE>
3.2.3.2 FCC 39 GHz Radio Unit Performance Specifications
R 3.2-4 The FCC 39 GHz radio units shall meet the performance
specifications in Table 3-8.
Table 3-8: FCC 39 GHz Radio Unit Performance Specifications
<TABLE>
<CAPTION>
PARAMETER VALUE NOTE
- --------- ----- ----
<S> <C> <C>
Operating Frequency 38.6 to 40.0 GHz
Transmit/Receive Spacing 700 MHz
Tuning Range 350 MHz
Tuning Step Size 1.25 MHz
Channel Bandwidth 12.5 MHz
Transmit Power [***] dBm (4 QAM)
[***] dBm (16 QAM)
Transmit Power Control Dynamic Range 47 dB
</TABLE>
3.2.4 TRANSMIT POWER
R 3.2-5 The maximum transmit power measured at the input port to the
antenna shall be a minimum of [***] dBm [***] dB for 4 QAM and [***]
dBm [***] dB for 16 QAM.
3.2.5 TRANSMIT POWER CONTROL
R 3.2-6 The subscriber transmit power shall be controlled to an accuracy
of [***] dB inclusive of all feed forward mechanisms based on SRU RSL
and closed loop feedback mechanisms from the base station RSL.
R 3.2-7 The subscriber transmit power control dynamic range shall be [***]
dB for 4QAM and [***] dB for 16 QAM.
[***] CONFIDENTIAL TREATMENT REQUESTED
-11-
<PAGE> 66
39 GHz Point to Multipoint Radio Subsystem Specification
3.2.6 RSL TEST PORT
R 3.2-8 The SRU shall have a test point with a DC voltage level
corresponding to the aggregate received power
3.2.6.1 Relative Accuracy
R 3.2-9 The RF power shall vary monotonically with the DC test point
voltage over the entire dynamic range of the SRU.
The RSL test point does not provide a calibrated RSL to DC voltage
transfer function.
3.2.6.2 RSL Measurement Precision
R 3.2-10 The RSL to DC voltage transfer function shall have a minimum
precision of [***] dB per [***] mV.
3.2.6.3 Connector
R 3.2-11 A BNC female connector with protective cap shall be used as the
received power test point.
3.2.7 RELIABILITY
3.2.7.1 Mean Time to Failure
R 3.2-12 The MTTF of the SRU shall be 10 years, minimum.
3.2.7.2 Mean Time to Repair
R 3.2-13 The maximum mean time to repair (MTTR) of an SRU shall be 30
minutes excluding travel and access time.
The specified MTTR excludes repair of the cabling to/from the SRU.
R 3.2-14 Field replacement of the entire SRU shall be the method of
repair. 3.2.7.2
3.2.8 PHYSICAL REQUIREMENTS
3.2.8.1 SRU Dimensions
R 3.2-15 The SRU shall have nominal dimensions of 30 cm X 16 cm X 20 cm
using the integral antenna.
R 3.2-16 SRU Cooling
39 GHz Point to Multipoint Radio Subsystem Specification
R 3.2-16 The SRU shall not require the use of fans or any other rotating
equipment for the purposes of augmenting equipment cooling or
maintaining system environmental specifications.
3.2.9 MOUNTING
R 3.2-17 The SRU shall have wall mount and pole mount options. The pole
mount option includes both 3" and 4" poles.
R 3.2-18 The SRU shall have an optional mounting mechanism which enables
SRU replacement without the need for realignment.
[***] CONFIDENTIAL TREATMENT REQUESTED
<PAGE> 67
3.2.9.1 Initial Alignment Accuracy
R 3.2-19 The antenna mounting mechanism shall be capable of continuous
alignment to achieve an arbitrary pointing error.
3.2.9.2 Sustained Alignment Accuracy
R 3.2-20 The antenna mounting shall have the capability of maintaining a
pointing error of less than [***] over all operational environmental
conditions, over the mean lifetime of the radio unit.
3.2.9.3 Realignment After SRU Replacement
R 3.2-21 The mount shall enable replacement of the SRU without requiring
realignment when in a pole mount configuration.
3.2.10 SAS-SRU INTERFACE
3.2.10.1 IF connector
R 3.2-22 The IF connector shall be of type TNC, with [***] impedance
R 3.2-23 A single [***] coax cable shall be used to carry transmit and
receive IF signals, SRU control and telemetry, and DC power
3.2.10.2 SRU Configuration
R 3.2-24 The SRU shall support configuration of the transmit and receive
frequencies and transmit power level via the coax connection to the
SAS.
3.2.10.3 SRU Telemetry
R 3.2-25 The SRU shall report the performance statistics shown in Table
3-9 via telemetry to the SAS. These values are reportable via SNMP
39 GHz Point to Multipoint Radio Subsystem Specification
Table 3-9: Subscriber Radio Unit Performance Statistics Statistic
<TABLE>
<CAPTION>
STATISTIC VALUE
- --------- -----
<S> <C>
Ru RSL [***]
RU Transmit Power [***]
RU Temperature [***]
</TABLE>
3.2.10.4 SRU Prime Power
R 3.2-26 The SRU shall be powered via the coaxial cable connection to the SAS.
[***] CONFIDENTIAL TREATMENT REQUESTED
<PAGE> 68
3.2.10.5 Intrabuilding Cabling
R 3.2-27 Intrabuilding wiring between the SAS and the SRU shall be a
maximum of 300 meters using LMR4OO coaxial cable.
This provides for up to [***] dB of cable loss between the SAS and SRU.
3.3 BASE RADIO UNIT (BRU)
3.3.1 RADIO UNIT PERFORMANCE
3.3.1.1 Center Frequency Uncertainty
R 3.3-1 Tuning accuracy shall be within 5 ppm of the center frequency
over the operational environmental range.
3.3.1.2 Transmit Power
R 3.3-2 The maximum transmit power measured at the input port of the antenna
shall be a minimum of [***] dBm [***] dB for 4QAM, [***] dBm [***] dB
for 16 QAM.
R 3.3-3 The BRU transmit power shall be settable to within an accuracy of [***]
dB.
3.3.2 ANTENNA PERFORMANCE
3.3.2.1 Antenna Gain & Beamwidth
R 3.3-4 The base station antenna sectorization options shall be according
to Table 3-10:
Table 3-10: Base Station Antenna Sectorization Options
<TABLE>
<CAPTION>
AZIMUTH ELEVATION # SECTORS/
BEAMWIDTH BEAMWIDTH GAIN (DBI) CELL RELEASE
--------- --------- ---------- ---- -------
<S> <C> <C> <C> <C>
22.5 degrees 7 degrees [***] 1 to 12 [***]
45 degrees 7 degrees [***] 1 to 8 [***]
90 degrees 7 degrees [***] 1 to 4 [***]
</TABLE>
39 GHz Point to Multipoint Radio Subsystem Specification
3.3.2.2 Co-Polar and Cross-Polar Discrimination
R 3.3-5 The elevation pattern for all base sector antennas shall be as
shown in Figure 3-2 and listed in Table 3-11.
R 3.3-6 The azimuth pattern for the 90 degrees and 45 degrees base
sector antennas shall be as shown in Figure 3-3 and Figure 34 and listed
in Table 3-12 and Table 3-13, respectively.
[***] CONFIDENTIAL TREATMENT REQUESTED
<PAGE> 69
Sector Antenna RPE - Elevation
[Graph Redacted - Confidential Treatment Requested]
Figure 3-2 - Base Sector Antenna Elevation
Co-Polar and Cross-Polar Discrimination
Table 3-11: Base Sector Antenna Elevation
Co-Polar and Cross-Polar Discrimination
<TABLE>
<CAPTION>
OFFSET ANGLE CO-POLAR CROSS-POLAR
FROM BORESIGHT (DBI) (DBI)
(DEGREE)
------------ -------- -----------
<S> <C> <C>
0 [***] [***]
6 [***] [***]
15 [***] [***]
45 [***] [***]
90 [***] [***]
110 [***] [***]
180 [***] [***]
</TABLE>
Options for narrower beamwidths in elevation will be explored in the future to
improve system gain.
[***] CONFIDENTIAL TREATMENT REQUESTED
-15-
<PAGE> 70
39 GHz Point to Multipoint Radio Subsystem Specification
Sector antenna 90 degrees RPE - Azimuth
[Graph Redacted - Confidential Treatment Requested]
Figure 3-3: Base Sector Antenna 90 degrees Azimuth Co-Polar and Cross-Polar
Discrimination
Table 3-12: Base Sector Antenna 90 degrees Azimuth Co-Polar and Cross-Polar
Discrimination
<TABLE>
<CAPTION>
ANGLE OFFSET CO-POLAR (DBI) ANGLE OFFSET CROSS-POLAR
FROM BORESIGHT FROM BORESIGHT (DBI)
(DEG) (DEG)
------------ -------------- ------------ -----------
<S> <C> <C> <C>
0 [***] 0 [***]
50 [***] 45 [***]
60 [***] 60 [***]
75 [***] 95 [***]
110 [***] 100 [***]
140 [***] 180 [***]
180 [***]
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
-16-
<PAGE> 71
39 GHz Point to Multipoint Radio Subsystem Specification
Sector antenna 45 degrees RPE - Azimuth
[Graphic Redacted-Confidential Treatment Requested]
Figure 3-4: Base Sector Antenna 45 degrees Azimuth Co-Polar and Cross-Polar
Discrimination
Table 3-13: Base Sector Antenna 45 degrees Azimuth Co-Polar and Cross-Polar
Discrimination
<TABLE>
<CAPTION>
ANGLE OFFSET CO-POLAR (DBI) ANGLE OFFSET CROSS-POLAR
FROM BORESIGHT FROM BORESIGHT (DBI)
(DEG) (DEG)
------------ -------------- ------------ -----------
<S> <C> <C> <C>
0 [***] 0 [***]
27.5 [***] 22.5 [***]
37.5 [***] 32 [***]
50 [***] 90 [***]
110 [***] 100 [***]
140 [***] 180 [***]
180 [***]
</TABLE>
3.3.3 RELIABILITY
3.3.3.1 MTTF
R 3.3-7 The MTTF of the outdoor Base Radio Unit shall be 10 years, minimum.
3.3.3.2 MTTR
R 3.3-8 The mean time to repair (MTTR) of a Base Radio Unit shall be a
maximum of 30 minutes, excluding travel and access time.
This repair time excludes repairs to any cabling to/from the BRU.
[***] CONFIDENTIAL TREATMENT REQUESTED
-17-
<PAGE> 72
39 GHz Point to Multipoint Radio Subsystem Specification
R 3.3-9 Field replacement of the entire BRU shall be the method of repair.
R 3.3-10 Base Radio Unit redundancy shall be provided by duplicating the
BRU in its entirety -i.e. 1:1 equipment redundancy.
3.3.4 PHYSICAL REQUIREMENTS
3.3.4.1 Prime Power
R 3.3-11 The BRU shall be powered via the coaxial cable connection from
the indoor unit.
3.3.4.2 Dimensions
R 3.3-12 A Base Radio Unit, exclusive of the antenna, configured as a PMP
radio shall have nominal dimensions of 41 cm X 11 cm X 17 cm.
R 3.3-13 A Base Radio Unit configured as a PTP single building radio has
nominal dimensions of 30 cm X 16 cm X 20 cm using the integral antenna.
3.3.5 MOUNTING
R 3.3-14 The BRU shall have wall mount and pole mount options.
R 3.3-15 The pole mounting option shall accommodate both 3" and 4" poles.
R 3.3-16 The SRU shall have an optional mounting mechanism which enables
SRU replacement without the need for realignment
3.3.5.1 Mounting Independence
R 3.3-17 Different sector and single building BRUs shall be independently
mountable.
3.3.5.2 Initial Alignment Accuracy
R 3.3-18 The antenna mounting shall have a continuously variable
alignment mechanism capable of aligning any base station antenna an
arbitrary pointing error.
3.3.5.3 Sector Antenna Alignment Range
R 3.3-19 Sector antennas shall have an elevation angle alignment range
from [***] degrees.
3.3.5.4 Sustained Alignment
R 3.3-20 The antenna mounting shall have the capability of maintaining a
pointing error of less than [***] degree over all operational
environmental conditions for a period equal to the mean time to fail of
the radio unit.
3.3.6 BRU-BMM INTERFACE
R 3.3-21 A single [***] Ohm coax cable shall be used to carry transmit and
receive IF signals, BRU control and telemetry, and DC power between the
BMM and the BRU.
[***] CONFIDENTIAL TREATMENT REQUESTED
-18-
<PAGE> 73
39 GHz Point to Multipoint Radio Subsystem Specification
3.3.6.1 BRU Control
R 3.3-22 The BRU shall support control of the transmit and receive
frequencies, transmit power level, and target receive signal level via
the coax connection to the BMM.
3.3.6.2 BRU Telemetry
R 3.3-23 The BRU shall report the performance statistics shown in Table
3-14 via telemetry to the BSC. These values are reportable via SNMP.
Table 3-14: Subscriber Radio Unit Performance Statistics
<TABLE>
<CAPTION>
STATISTIC VALUE
- --------- -----
<S> <C>
RU RSL [***]
RU Transmit Power [***]
RU Temperature [***]
</TABLE>
3.3.6.3 Intrabuilding Cabling
R 3.3-24 The intrabuilding wiring between the BRU and the indoor unit
(Base Modem Unit) shall be up to a maximum of 1000 feet using LMR400
coaxial cable [***].
This provides for up to [***] dB of cable loss between the BMM and BRU.
3.4 SYSTEM LEVEL REQUIREMENTS
3.4.1 TRANSPORT LATENCY
R 3.4-1 The transport latency from signal ingress at the hub radio
equipment to egress from the end site radio equipment shall be less
than 8ms. Similarily, the latency of the return path is less than 8 ms.
3.4.2 OPERATION DUTY CYCLE
R 3.4-2 The scheduled hours of service for network equipment shall be 24
hours per day, 7 days per week, 365 days per year.
3.4.3 EQUIPMENT LABELING
R 3.4-3 All equipment shall have labels containing part number, serial
number, IEEE MAC address, and hardware revision attached to the
exterior of the equipment and clearly visible.
R 3.4-4 All product information on the label shall match what is reported
to the EMS.
R 3.4-5 Test points, fuses, visual indicators and adjustments shall be
located on the front panel of the equipment.
R 3.4-6 Test points, fuses, visual indicators and adjustments shall be
clearly identified and labeled in English.
[***] CONFIDENTIAL TREATMENT REQUESTED
-19-
<PAGE> 74
39 GHz Point to Multipoint Radio Subsystem Specification
4 ENVIRONMENTAL REQUIREMENTS
4.1 TEMPERATURE RANGE
4.1.1 BASE STATION TEMPERATURE RANGE
R 4.1-1 Outdoor equipment (BRU) operating range shall be -33 to +55
degrees Centigrade.
4.1.2 SUBSCRIBER EQUIPMENT TEMPERATURE RANGE
R 4.1-2 Outdoor equipment (SRU) operating range shall be from -33 degrees C to
+55 degrees C.
R 4.1-3 All packaged equipment shall be capable of sustaining transport
and storage temperatures from -40 degrees C to +80 degrees C without
damage.
4.2 HUMIDITY
4.2.1 OUTDOOR HUMIDITY
R 4.2-1 Outdoor equipment shall tolerate condensing humidity in the range
of 10-100% relative humidity.
4.3 WIND LOADING
4.3.1 OUTDOOR OPERATIONAL WIND LOADING
R 4.3-1 Outdoor mounted equipment shall be capable of maintaining
operational specifications and be unaffected by wind induced mechanical
stresses caused by sustained winds or wind gusts not to exceed 70 miles
per hour.
4.3.2 OUTDOOR SURVIVAL WIND LOADING
R 4.3-2 Outdoor mounted equipment shall be capable of surviving without
physical damage maximum sustained wind speeds of 120 miles per hour.
4.4 SHOCK & VIBRATION
R 4.4-1 All radio equipment shall maintain operational specifications and
shall be physically and electrically unaffected by a sustained
vibration according to the ETSI standard ETS 300 019.
4.5 EMI/STATIC DISCHARGE
R 4.5-1 All radio equipment shall be immune to the effects of static
discharge according to Bellcore Standard GR 1089.
-20-
<PAGE> 75
39 GHz Point to Multipoint Radio Subsystem Specification
4.6 ELECTROMAGNETIC COMPATIBILITY (EMC)
R 4.6-1 All radio equipment shall meet GR-1089-CORE.
4.7 FLAMMABILITY
R 4.7-1 All materials shall comply with the requirements necessary to
obtain a UL/CE mark.
4.8 RAIN AND DUST
R 4.8-1 All outdoor equipment radio equipment shall meet or exceed ETSI
Type 3.3 ratings for immunity to any degrading effects of wind driven
rain, ice and dust as specified in ETS 300019.
4.9 OPERATIONAL ALTITUDE
R 4.9-1 All radio equipment shall maintain operational specifications
over a range of altitudes or equivalent air pressures from 30 meters
below sea level to 4500 meters above mean sea level.
4.10 SYSTEM AVAILABILITY
R 4.10-1 The system shall support delivery of services with 99.995%
availability.
4.11 RELIABILITY
R 4.11-1 The MTBF design goals of the AirStar system components are
listed in Table 4-1. The MTBF shall be calculated in accordance with
Bellcore V5, Basic Calculation Mode, Method 1, Case 3.
Table 4-1: System Reliability
<TABLE>
<CAPTION>
SYSTEM COMPONENT MEAN-TIME-BETWEEN-FAILURE
---------------- -------------------------
<S> <C>
Base Radio Unit [***] years
Subscriber Radio Unit [***] years
</TABLE>
4.12 SERVICEABILITY
R 4.12-1 The system components shall meet the mean time to repair
requirements in Table 4-2. In all cases, the method of repair shall be
field replacement.
[***] CONFIDENTIAL TREATMENT REQUESTED
-21-
<PAGE> 76
39 GHz Point to Multipoint Radio Subsystem Specification
Table 4-2: System Serviceability
<TABLE>
<CAPTION>
SYSTEM COMPONENT MEAN-TIME-TO-FAILURE
---------------- --------------------
<S> <C>
Base Radio Unit [***] hours
Subscriber Radio Unit [***] hours
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
-22-
<PAGE> 77
39 GHz Point to Multipoint Radio Subsystem Specification
Appendix C
QUALITY STANDARDS AND REPORTS
(A) Manufacturer hereby represents and warrants that it is, and will continue
to be ISO 9000 registered and commits to ensure that all sub-contractors
or contract manufacturing manufacturers, which contribute to the design,
development, production, delivery and service of material will become ISO
9000 registered by an accredited Registrar within eighteen (18) months
after first purchase order is placed by Purchaser.
(B) Manufacturer commits to having a continuous improvement program in place
which will allow it to attain and maintain "acceptable" ratings (or
equivalent) on all quality system elements as periodically performed by
Purchaser. An "acceptable" element is defined as one where the quality
system meets the "general intent" of the quality system and is fully
deployed to maintain the quality system and product quality. No
significant deficiencies encountered that would jeopardize the quality
system, and product quality and/or reliability.
(C) Manufacturer commits to establish key quality control ("QC") verification
points throughout the manufacturing process. These verification points
should be located in-process as well as after material has completed all
manufacturing operations. The scope of these QC verification points shall
be validated through visual or mechanical inspections and/or tests, and
with the use of statistically valid sampling plans, that material conforms
to Manufacturer's manufacturing, product and process specifications,
standards of acceptable workmanship, as well as other specification's
which may be provided by Purchaser. Purchaser reserves the right to review
these QC points and make suggestions for improvement. Manufacturer commits
to address these suggestions through the implementation of appropriate
corrective actions.
(D) Manufacturer commits to establish an end of the line Quality Assurance
product audit on material by three (3) months after first purchase order.
The focus of this audit shall be to replicate user application of material
as specified by Purchaser's customer. Test and examination of material
under the quality audit shall be at a system level, and shall include but
is not limited to:
a) Exercising said material over the full spectrum of temperature ranges
over which material is designed to operate.
b) Full operation of material over a period of time not less than 72
hours.
c) A system for continuous monitoring of all primary product functions
and fault detection of the material while under this test.
A-3
<PAGE> 78
Manufacturer shall continuously review customer return data to ensure that
the scope of the product quality assurance audit function includes the
requirement(s)/condition(s) under which the return failed.
39 GHz Point to Multipoint Radio Subsystem Specification
Manufacturer shall perform a detailed failure mode analysis of all
material found defective through the quality assurance audit in line with
the requirements and process outlined in paragraph F.
Manufacturer agrees to provide to Purchaser on a monthly basis, results of
the quality assurance product audit in a format specified by Purchaser.
(E) Manufacturer commits to establishing a program of tracking monthly,
quarterly, and annual return rates for the product manufactured under this
contract. The Manufacturer agrees to update and report on returns on a
quarterly basis to Purchaser.
(F) Manufacturer commits to establishing a system for tracking and analysis
all material returned by Purchaser to it, as well as any material failures
which occur through Purchaser's end of the line quality assurance audit.
For all material in the above two categories, Manufacturer shall perform a
failure mode analysis, which at a minimum will be down to the component
level. Component level failure modes will be recorded, and failed
components found defective will be accumulated for the purpose of
determining repetitive occurrences.
Material shall be considered defective if it fails to meet the warranty
specifications under this Agreement (including performance and appearance
Specifications) or if during customer testing, installation, or use, the
material fails to operate as expected or specified.
If the analysis of a return is found to be within the specifications of
this agreement (i.e., a no trouble found condition), then Manufacturer
shall track these no trouble found conditions and notify Purchaser of said
findings at a minimum of a monthly interval, so that appropriate
investigative measures may be taken to determine the root cause.
(G) If the return rate is found to exceed a mutually agreed to acceptable rate
or repetitive occurrences are observed with regard to component level
failures then the Manufacturer shall provide a written Corrective Action
Report to Purchaser, explaining in detail the nature of the problem
detected, and the step(s) Manufacturer proposes to correct the problem. As
part of the plan to correct the problem, it is agreed that the
Manufacturer shall:
a) Incorporate the remedy in affected material.
A-4
<PAGE> 79
b) Ship all subsequent material incorporating the required modification
correcting the problem at no additional charge to Purchaser; and
c) Create a mutually agreed to plan to address the scope of correction
and the proper course of actions to be taken by Manufacturer and
Purchaser.
Manufacturer and Purchaser shall mutually agree in writing as to the
implementation schedule of the corrective action plan. Manufacturer agrees
to use its best efforts to implement the plan in accordance with the
agreed upon schedule. It is also agreed that
39 GHz Point to Multipoint Radio Subsystem Specification
Purchaser shall be entitled to postpone at no charge to Purchaser, further
deliveries of orders until such time as the remedy is implemented
consistent with this Article.
(H) As part of a program of continuous improvement, Manufacturer agrees to
establish annually, improvement goals for a series of key quality
objectives. These goals should include, but are not limited to a) customer
return rates b) Quality Assurance product quality audit defect rates, c)
final system test yields. Manufacturer agrees to track these goals on a
monthly basis, and to commit the resources necessary for the attainment of
these goals.
A-5
<PAGE> 80
MANUFACTURING AND ENGINEERING SERVICES AGREEMENT
BETWEEN
NETRO CORPORATION AND
MICROELECTRONICS TECHNOLOGY INC.
JANUARY 11, 1999
Please refer to section 5 of the Agreement. This appendix D dated January 20,
1999 replaces the preliminary Appendix D attached to the Agreement.
<TABLE>
MILESTONE DATE $$ AMOUNT
- ------------------------------------ ----------------- ---------
<S> <C> <C>
1. Completion of the definition of February 12, 1999 [***]
the 26GHZ project.
2. Completion of the definition of February 12, 1999 [***]
the 10GHZ project.
3. Completion of the definition of February 26, 1999 [***]
the 39GHZ project.
4. Acceptance of the first 26GHz of March 31, 1999 [***]
two 26GHZ links against the test
plan.
5. Acceptance of the first pilot link April 14, 1999 [***]
of 10GHz release 2.0 against the
test plan.
6. Acceptance of the first 39GHz April 30, 1999 [***]
pilot link against the test plan.
7. Acceptance of the first articles May 12, 1999 [***]
of the 26GHz which contain all
the die cast elements and the
new IF card against the test plan.
8. Acceptance of the first articles June 30, 1999 [***]
of 10GHz which include all the die
cast elements against the test plan.
9. Acceptance of the last 39GHz June 30, 1999 [***]
pilot units against the test plan.
TOTAL [***]
</TABLE>
[***] CONFIDENTIAL TREATMENT REQUESTED
<PAGE> 81
39 GHz Point to Multipoint Radio Subsystem Specification
Appendix E
RELEASE SCHEDULE FOR EXCLUSIVITY
<TABLE>
<CAPTION>
FREQUENCY LIMITED AVAILABILITY DATE GENERAL AVAILABILITY DATE
- --------- ------------------------- -------------------------
<S> <C> <C>
26 GHz n/a April 1999
10 GHz June 1999 August 1999
38 GHz July 1999 September 1999
</TABLE>
A-7
<PAGE> 82
First Amendment ("Amendment") dated March 19,1999 to Manufacturing and
Engineering Services Agreement dated January 11,1999 between Netro
Corporation and Microelectronics Technology, Inc. ("Agreement").
The parties desire to amend the Agreement as provided in this Amendment, and
accordingly agree as follows:
1. Section 4 b(vi) of the Agreement is deleted in its entirety and replaced by
the following:
"(vi) Payment. Payment is due and payable thirty (30) calendar days from the
date of issuance of the invoice or shipment of the Products, which ever is
later."
2. Section 4 d of the Agreement is deleted in its entirety and replaced with the
following:
"d Purchases from Purchaser. Manufacturer will from time to time as mutually
agreed by the parties purchase certain components, equipment and or inventory
from Purchaser on the terms specified in Section 4 b (vi) pursuant to purchase
orders issued by Manufacturer.
3. Capitalized terms used in this Amendment shall have the meanings defined in
the Agreement.
4. This Amendment shall apply to all past purchase orders issued by either party
under the Agreement regardless of the payment terms stated on the purchase
order.
5. Except as expressly amended by this Amendment, the Agreement shall remain in
full force and effect.
The parties have signed this Amendment as of the date indicated in the preamble.
Netro Corporation Microelectronics Technology, Inc.
By /s/ Gideon Ben-Efraim By /s/ W. Huang 3/31/99
-------------------------------- -----------------------------------
CEO President
<PAGE> 83
NOTES:
Completion of the project definition means a resource plan is completed and
agreed upon in writing by both parties.
The units are to be tested against a mutually agreed written test plan. This
test plan to be prepared and finalized ahead of the delivery of the units to
prevent the qualification from being gated by this activity.
The units described as "pilot" are the units which are candidates to become the
"beta" deliverables from Netro under its gate process. They are intended to be a
"production" quality but to be built from early product documentation. These
designs are intended to migrate to "limited availability" and then "general
availability" without significant redesign.
The last milestone for each frequency marks the point at which the
responsibility for the project is transferred from the Engineering to the
Manufacturing organization in each company.
Netro Corporation Microelectronics Technology Inc.
By: /s/ GIDEON BEN-EFRAIM By: /s/ CHI C. HSIEH
-------------------------------- -----------------------------------
Gideon Ben-Efraim Dr. Chi C. Hsieh
CEO President
-2-
<PAGE> 1
EXHIBIT 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the use of our
reports and to all references to our Firm included in or made a part of this
registration statement.
/s/ ARTHUR ANDERSEN LLP
San Jose, California
August 13, 1999
