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TOLLGRADE COMMUNICATIONS INC \PA\ | Dictaphone Corporation. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here. |
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Exhibit 10.2
Seventh Extension Agreement
This Seventh Extension
Agreement is dated as of September 29, 2005 between Tollgrade
Communications, Inc., having an address at 493 Nixon Road, Cheswick, PA 15024
(“Tollgrade”) and Dictaphone Corporation, acting through its
Electronic Manufacturing Services Division, with an address at 3900 W. Sarno
Rd., Melbourne, FL 32934 (“Dictaphone”).
WHEREAS, Tollgrade (as successor in interest to Acterna
Corporation) and Dictaphone are parties to a Supply Agreement dated July 25,
2002, which sets forth the terms pursuant to which Dictaphone manufactures and
supplies to Tollgrade, and Tollgrade purchases from Dictaphone, certain
products (the “Supply Agreement”);
WHEREAS, the Supply Agreement was initially scheduled to expire
on July 24, 2004, and has been successively extended through
September 30, 2005;
WHEREAS, Tollgrade and Dictaphone desire to replace the
Supply Agreement with a new supply agreement, but have not yet completed
negotiations with respect to such new supply agreement; and
WHEREAS, Tollgrade and Dictaphone desire to further extend
the term of the Supply Agreement through December 31, 2005 or until a new
supply agreement is executed, if sooner;
NOW THEREFORE, in consideration of the premises contained herein
and for other good and valuable consideration, the parties agree as follows:
1. Extension of
Supply Agreement. The parties
hereby agree that the Supply Agreement is hereby extended through
December 31, 2005 or until such time as the parties execute a new supply
agreement, if sooner.
2. Miscellaneous.
Except as extended hereby, the
provisions of the Supply Agreement shall remain in full force and effect. This
Seventh Extension Agreement will be governed in all respects by the laws of the
Commonwealth of Pennsylvania without reference to any choice of law provisions.
This Seventh Extension Agreement may be executed in any number of counterparts
and by the different parties hereto on separate counterparts, each of which,
when so executed, shall be deemed an original, but all such counterparts shall
constitute but one and the same instrument.
IN WITNESS WHEREOF, the
parties have hereunto set their hands the date first above written.






