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Twelfth (12
th
) Amendment
This Twelfth
Amendment (“Amendment”) effective as of the 28
th day of February 2008 amends the OEM
Purchase Agreement dated December 16, 2002 (“OEM
Agreement”) by and between Hewlett-Packard Company, a
Delaware Corporation having a place of business located at 11445
Compaq Center Dr W Houston, Texas 77070, (“HP”) and
Brocade Communications Systems, Inc., a Delaware corporation having
its principal place of business located at 1745 Technology Drive,
San Jose, California 95110 (“Brocade”).
WHEREAS , HP and Brocade have entered into the Agreement
pursuant to which HP agreed to purchase and Brocade agreed to sell
OEM Products in accordance with the terms and conditions set forth
therein; and
WHEREAS , HP and Brocade desire to develop, and
manufacture an additional product that will be added to the OEM
Agreement pursuant to this Amendment so that HP may offer such OEM
Products for sale to HP customers.
NOW
THEREFORE , in
consideration of the mutual covenants contained herein and for
other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, HP and Brocade agree as
follows:
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1.
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Definitions
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Terms used in this Amendment that
are not defined herein shall have the same meaning given thereto in
the Agreement.
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2.
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Confirmation and
Ratification
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Except as expressly amended herein,
all terms and conditions of the Agreement shall remain in full
force and effect without modification. All capitalized terms not
defined in this Amendment shall have the same meaning as set forth
in the Agreement. In the event of a conflict between the Agreement
and the Amendment, the terms of this Amendment shall
govern.
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3.
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Amendments
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HP
and Brocade hereby agree that the Agreement is hereby amended to
include Product Amendment 12 (“PA12”).
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The parties
have caused this Amendment to be executed by their duly authorized
representatives as indicated below.
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HP/Brocade
Confidential
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Amendment 12 to OEM Purchase
Agreement
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1 of 15
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Hewlett-Packard Company
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Brocade
Communications Systems, Inc.
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/s/ Mark
Potter
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By:
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/s/ Charles
Leeming
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Mark
Potter
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Name:
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Charles
Leeming
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SVP & GM,
ESS ISB
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Title:
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VP, OEM
Sales
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Phone:
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03-11-2009
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Date
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2-23-09
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Brocade
Communications Switzerland, SarL.
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/s/ Kevin L.
McKenna
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Kevin L.
McKenna
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Director
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03-March-2009
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