EXHIBIT 10.2
FIRST ADDENDUM TO THE SUPPLY
AGREEMENT
This First Addendum to the Supply agreement (the
“Addendum”) is made by and between Alcatel , a
French société anonyme having its registered
office at 54 rue La Boetie 75008 Paris, France (hereafter
“Alcatel”) and Avanex Corporation , a Delaware
corporation having its principle place of business at 40919
Encyclopedia Circle, Fremont, California 94538, U.S.A. (hereafter
the “Supplier”).
The Supplier and Alcatel are individually
referred to as a “Party” or collectively as the
“Parties”.
WHEREAS
The Parties signed on July 31
2003 (dated June 18, 2003) a Supply Agreement (hereafter the
“Agreement”).
The Parties signed on July 31
2003 a Frame Purchase Agreement (hereafter the
“FPA”)
The Parties signed on
October 12, 2005 a Memorandum of Understanding (hereafter the
“MoU”).
As part of the mutual considerations of the MoU,
the Parties want to extend the term of the Agreement until
October 5, 2007 and provide for the making of certain down
payments as further detailed hereunder.
NOW THEREFORE, in furtherance of the foregoing recitals and in
consideration of the mutual covenants and obligations set forth in
this Agreement, the Parties agree as follows.
Article 1 Term
Article 7 of the Agreement is hereby amended to
extend the term of the Agreement until October 5,
2007.
Article 2 Down
Payment
In accordance with clause 6 of the MoU,
Alcatel
