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Exhibit 10.41
REDBACK NETWORKS
INC.
AMENDMENT TO EMPLOYMENT
AGREEMENT
This Amendment (the " Amendment ") is made
this day of September 2006, by and between
Ebrahim Abbasi (" Executive ") and Redback Networks Inc.
(the " Company "), to the offer letter dated October 2,
2001 (" Offer Letter "), as amended by the Amendment to
Offer Letter dated June 21, 2004, between the Company and
Executive (the " Employment Agreement ")
WHEREAS , on July 27, 2006, the
Board of Directors of the Company approved amendments to certain
agreements with the Company’s executive officers of the
Company to provide appropriate incentives for the Company’s
executive officers in connection with a Change in Control (as
defined in the Company’s 1999 Stock Incentive Plan) ("the
Change in Control Provisions "); and
WHEREAS , the parties hereto wish to
amend the Employment Agreement to reflect the revised Change in
Control Provisions.
NOW, THEREFORE , in
consideration of the foregoing and other good and valuable
consideration, the receipt and sufficiency of which is hereby
acknowledged and agreed, the Company and Executive agree that the
Employment Agreement shall be amended as follows:
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