TECHNOLOGY LICENSE AGREEMENT AMENDMENT ONE

Technology License Assignment Agreement

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This Technology License Assignment Agreement involves

OCCAM NETWORKS INC/DE | Tellabs Petaluma, Inc. | Daniel E. Madden | Howard Bailey

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Title: TECHNOLOGY LICENSE AGREEMENT AMENDMENT ONE
Date: 5/17/2005
Industry: Communications Equipment Sector: Technology

Exhibit 10.74

TECHNOLOGY LICENSE AGREEMENT

AMENDMENT ONE

Reference is made to that certain Technology License Agreement originally dated March 16, 2005 (the “Agreement”) between Tellabs Petaluma, Inc., a Delaware corporation, having its principal place of business at 1465 N. McDowell Blvd., Petaluma, CA 94954 (“Tellabs”) and Occam Networks, Inc., a Delaware corporation, having its principal place of business at 77 Robin Hill Road, Santa Barbara, California 93117 (“Occam”).

WHEREAS, AFC and Occam desire to amend the Agreement to modify existing terms and incorporate new terms, as required by the parties, as set forth herein.

NOW THEREFORE, the parties hereby agree as

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