<PAGE>

                                                                   EXHIBIT 10.18

                                  Egenera, Inc.
       has requested that the marked portions of this document be granted
  confidential treatment pursuant to Rule 406 under the Securities Act of 1933

                            MASTER SERVICES AGREEMENT

                                Table of Contents
<TABLE>
<S>                                                                                <C>
1.    DEFINITIONS...............................................................    3

2.    TERM......................................................................    4

3.    APPOINTMENT/SCOPE OF AGREEMENT............................................    5

4.    POINTS OF CONTACT.........................................................    5

5.    ORDERS....................................................................    6

6.    SERVICES..................................................................    7

7.    COMPANY TRAINING, TRAINING EQUIPMENT, DOCUMENTATION AND SUPPORT...........    8

8.    RESPONSE TIMES AND PROCEDURE..............................................    9

9.    CONSIGNED PARTS LOGISTICS SERVICES........................................    9

10.   ENGINEERING CHANGES.......................................................   10

11.   SERVICE REPORTING.........................................................   10

12.   FEES, PAYMENTS AND PAYMENT TERMS..........................................   10

13.   CONFIDENTIAL INFORMATION..................................................   13

14.   PUBLIC DISCLOSURE.........................................................   15

15.   ADVERTISING AND USE OF TRADEMARK..........................................   15

16.   INSURANCE.................................................................   16

17.   WARRANTY..................................................................   16
</TABLE>

                                       1
<PAGE>

<TABLE>
<S>                                                                                <C>
18.   LIMITATIONS ON LIABILITY..................................................   16

19.   INDEMNIFICATION...........................................................   17

20.   TERMINATION AND CANCELLATION..............................................   18

21.   DISPUTE RESOLUTION........................................................   19

22.   Other Provisions..........................................................   20
</TABLE>

                                       2
<PAGE>

                            MASTER SERVICES AGREEMENT

THIS AGREEMENT (the "Agreement") is made as of the 27th day of June,
2003 ("Effective Date") by and between Unisys Corporation, a corporation
incorporated under the laws of the State of Delaware, having its principal
corporate offices at Unisys Way, Blue Bell, Pennsylvania 19424 ("Unisys") and
Egenera, Inc. a corporation incorporated under the laws of the State of
Delaware, having its principal offices at 165 Forest St., Marlboro, MA 01752
("Egenera").

                         DESCRIPTION OF THE TRANSACTION

A.    Unisys is in the business of providing support, maintenance and other
      services for a wide range of computer and networking products; and

B.    Egenera wants Unisys, as a subcontractor to Egenera, to provide, and
      Unisys wants to provide services as described herein to particular Egenera
      Customers, as defined below, for certain Egenera BladeFrame(TM) computer
      and/or networking products.

INTENDING TO BE LEGALLY BOUND, Unisys and Egenera agree as follows:

1.    DEFINITIONS

1.1   "Documentation" shall mean any operation and instructional manuals or
      other written documents or materials related to the Products, or portions
      of these manuals, documents or materials, that are reasonably necessary to
      provide the Services, including any updates or modifications to these
      manuals, documents or materials.

1.2   "Egenera Agreements" shall mean contracts entered into by Egenera, with
      end users for the Services

1.3   "Egenera Customers" or "End Users" shall mean those end users of Products
      who from time to time contract with Egenera for maintenance services
      and/or other services for the Products under Egenera Agreements and to
      whom Egenera, per the submission of an Order, requests Unisys to provide
      such services, as a subcontractor to Egenera, pursuant to the terms and
      conditions of this Agreement and any applicable, mutually agreed upon
      Local Agreement.

1.4   "Effective Date" shall mean June 27, 2003.

1.5   "Field Service Locations" shall mean the "Primary Service Cities"
      identified in EXHIBIT A, The Service Solution Design Document ("SSDD"),
      from which Unisys and its Local Providers are available to perform
      Services. The Field Service Locations from which Egenera initially will
      require Unisys to perform Services in accordance with this Agreement are
      listed in EXHIBIT A. Local Providers are listed for information only. All
      Services outside the United States shall be performed under a Local
      Agreement that has been signed by Egenera and the Local Provider.

                                       3
<PAGE>

1.6   "Products" shall mean those Egenera hardware and software products listed
      on EXHIBIT A to this Agreement on which Unisys has agreed to provide
      Services under this Agreement. Additional Egenera products may be added to
      this list upon the mutual written agreement of the parties.

1.7   "Local Provider" shall mean a business entity in the Unisys Corporation
      international service channel that, agrees to provide services on
      Egenera's behalf in the Local Provider's territory under a Local Agreement
      or a Statement of Work, or both, that incorporates the terms of this
      Agreement.

1.8   "Parts" shall mean the parts consigned by Egenera to Unisys, under a
      bailment for the mutual benefit of Egenera and Unisys, for Services under
      this Agreement. Parts shall only be used by Unisys to provide Services on
      the Egenera Customer's Products on which Unisys is subcontracted hereunder
      to provide Services.

1.9   "Principal Period of Maintenance" or "PPM" means, unless otherwise
      designated in Exhibit A or an Order, 8:00 AM to 5:00 PM local time at the
      End User location where Unisys has agreed to provide Services under this
      Agreement or a Local Agreement, Monday through Friday, excluding the
      following holidays: New Years Day, Memorial Day, Independence Day, Labor
      Day, Thanksgiving Day and Christmas Day in the US and locally recognized
      holidays in the Local Provider's territory.

1.10  "Response Times" shall mean the agreed-upon time period between the time
      Egenera or its designated Egenera Customer covered by this Agreement
      dispatches Unisys to provide Services for particular covered Product and
      the time when the Unisys service provider arrives at the site where the
      covered Product is located to start the Service. These times are based
      upon the location of the covered Product in relation to the designated
      Field Service Location. Actual Response Times are listed in EXHIBIT A
      hereto.

1.11  "Services" shall mean those services described in EXHIBIT A to this
      Agreement.

1.12  "Territory" for this Agreement with Unisys Corporation means the fifty
      states of the United States of America and the District of Columbia and,
      for a Local Agreement or a Statement of Work, or both, with a Local
      Provider, the country where the supply will be made.

1.13  "Unisys" means Unisys Corporation for the fifty United States and the
      District of Columbia or for all purposes for supply outside the fifty
      United States and the District of Columbia, the local entity in the Unisys
      international channel ("Local Provider") that signs a Local Agreement that
      incorporates the terms of this Agreement or accepts the order, or both,
      for supply in the Local Provider's territory.

2.    TERM

      This Agreement shall begin on the Effective Date and shall continue for
      three (3) years, unless terminated sooner according to its terms or
      extended in writing by mutual agreement of the parties.

                                       4
<PAGE>

3.    APPOINTMENT/SCOPE OF AGREEMENT

3.1   Appointment. Unisys agrees to serve, as a subcontractor of Egenera, as
      Egenera's non-exclusive provider of on-site maintenance and other services
      for Products of Egenera Customers , in the Territory, subject to the terms
      of this Agreement.

3.2   Use of Training Materials/Documentation. Unisys further agrees that
      Egenera warrants and represents that the training and related
      maintenance/support information, materials, Documentation and Parts
      provided by Egenera as a part thereof under this Agreement are the
      Confidential Information of Egenera and that it and its employees shall
      use such Confidential Information and any Parts, tools, and other products
      provided hereunder by Egenera solely for the purpose of providing
      Services, as an Egenera subcontractor, to Egenera Customers, pursuant to
      the terms and conditions of this Agreement and otherwise fulfilling its
      obligations under this Agreement.

4.    POINTS OF CONTACT

4.1   Program Managers. Egenera and Unisys shall each designate one of its
      employees who shall cooperate and coordinate with each other on all
      operational matters that relate to the Services (the "Program Managers").
      Unless written notice is given otherwise by the designating party, the
      Program Managers shall be:

      Egenera:  Director of Technical Operations
                CJ Rotella
                165 Forest St.
                Marlboro, MA  01752
                Phone: 508-858-3164
                After Hours: 866-301-3117

      Unisys:   Joey Kneeland
                28 Atlantic Place
                South Portland, Maine 04106
                Phone: 207-842-3515
                Fax: 207-842-3535

4.2   Contract Administrators. Egenera and Unisys shall each designate an
      employee who shall be a contact on all matters that relate to the terms
      and conditions of this Agreement (the "Contract Administrator"). Unless
      written notice of a change and new contact information is given by the
      designating party, the Contract Administrators shall be:

      Egenera:  Director of Technical Operations
                CJ Rotella
                165 Forest St.
                Marlboro, MA  01752
                Phone: 508-858-3127

                                       5
<PAGE>

      Unisys:

                GNS, Vice President of Finance
                Unisys Corporation
                Unisys Way
                Blue Bell, PA  19424
                Phone: (215) 986-3685
                Fax: (215) 986-5010

5.    ORDERS

5.1   Egenera or any of its related entities may issue orders for Services to
      Unisys ("Orders"). These Orders shall explicitly reference this Agreement
      by the Agreement number above, or in the case of a Local Agreement shall
      reference the Local Agreement Number, shall include a Service Start/Stop
      Request, and shall be subject solely to the terms of this Agreement, the
      Order and any mutually agreed upon provisions in a Local Agreement between
      Egenera (or any of its related entities), Unisys and its Local Provider.
      Unisys and, if applicable, its Local Provider responsible for the
      jurisdiction where the supply of Services will be made may accept or
      decline an Order. Unisys, including its Local Provider, will not
      unreasonably reject any Order that complies in all material respects with
      the provisions of this Agreement and, the Local Agreement as applicable.
      Acceptance of an Order by a Local Provider shall signify the Local
      Provider's agreement to provide the ordered Services according to the
      terms and conditions of this Agreement, and the Order or, if there is a
      Local Agreement between the Egenera entity that issued the Order and the
      Local Provider, the Local Agreement and the Order. In all events, the sole
      contracting parties for all purposes for an Order accepted by a Local
      Provider shall be the Egenera entity that issued the Order, (who shall be
      "Egenera" for the order), and the Local Provider that accepted the Order,
      (who shall be "Unisys" for the Order). International locations provided in
      EXHIBIT A hereto are for information only. Any Services for these
      international locations specified in EXHIBIT A are subject to a Local
      Agreement between Egenera, and the Local Provider, which shall incorporate
      the terms and conditions hereof.

5.2   Service Start/Stop Requests. Egenera shall give the Unisys Program Manager
      an Order including a completed Service Start/Stop Request to enroll an
      Egenera Customer in an annuity Service or to stop the Service. The Service
      Start/Stop Request ("SSR") shall include the following information about
      the Egenera Customer.

      a)    Egenera Customer Name

      b)    Egenera Customer Address

      c)    Telephone Number and Egenera Customer Contact

      d)    Address at which the Product is installed

      e)    Type of Product, Model Number, and Serial Number, if applicable.

      f)    Configuration of Hardware Product (when sold)

      g)    Services Start Date or Termination Date, or both

      h)    Response Time/Service Level Agreement (SLA)/PPM between Egenera and
            the Egenera Customer.

                                       6
<PAGE>

      To initiate per-incident Services in a specific geographic area, Egenera
      shall provide the Unisys Program Manager with an Order and a list of the
      existing Customer Base within that geographic area to which Egenera wishes
      Unisys to provide Services by address and product model numbers and a
      reasonably accurate estimated one (1) year forecast by Product model
      number for all Products to be installed if applicable and/or serviced in
      the area. Notwithstanding the above, no Services or portion thereof shall
      be provided by Unisys or its Local Provider on Products other than those
      that are covered by a specific effective Order from Egenera.

5.3   Additions to Covered Products. Whenever Egenera wants Unisys to provide
      Services for products which are not then covered Products, Egenera shall
      notify Unisys, of the Egenera Customer's required date for installation,
      the location, start of service coverage, and any other information
      necessary for the Services to be provided by Unisys. Unisys shall promptly
      acknowledge receipt of the Service Start Request and will notify Egenera
      within ten (10) business days if it accepts or declines the Order for the
      addition of the new product to the list of covered Products. Acceptance
      shall not be unreasonably withheld or delayed. Unisys will use
      commercially reasonable efforts to make the Services available on these
      new products within sixty (60) days after acceptance of the Order.

6.    SERVICES

6.1   Services to Egenera Customers. Shall be the Services described in the
      Services Solution Design Document ("SSDD") attached hereto as EXHIBIT A.

6.2   Additional Services. Egenera may submit Orders for services outside the
      scope of this Agreement. Unisys is under no obligation to provide such
      services and may accept or decline such Orders. If the Order is accepted
      by Unisys, Egenera shall pay Unisys for these services at the Unisys then
      current published Demand Service Rates for the applicable country or at
      other mutually agreed upon rates. Unisys' current Demand Service Rates
      shall remain fixed for the first twelve (12) months hereof. Thereafter,
      Unisys may increase its published Demand Service Rates in the Territory
      and impose such increases on Egenera by giving no less than [**] days
      prior notice of such increase, provided however such increases imposed
      upon Egenera may in no event increase by more than [**] percent ([**]%)
      over the prior twelve month period. Unisys' current published Demand
      Service Rates for the following countries are designated in EXHIBIT B-1
      hereto: Sydney and Melbourne, Australia; Hong Kong; Singapore; Europe; the
      United States.

6.3   Cooperation with Egenera Customer Requirements. In connection with the
      Services, Unisys will cooperate and comply with, and will require its
      employees, agents, and other service personnel to cooperate and comply
      with, all commercially reasonable requirements of Egenera Customers
      relating to on-site visits by service personnel, if these requirements
      were described in the relevant Order for the Egenera Customer. At the time
      Egenera places an Order with Unisys, Egenera will notify Unisys about any
      Egenera Customer which seeks to impose unusual requirements on service
      personnel, such as

                                       7
<PAGE>

      security clearance, background checks, fingerprinting, or drug testing,
      and Egenera acknowledges Unisys will only be obligated to comply with
      those unusual requirements expressly accepted by Unisys under the relevant
      Order. In addition, in the case of any Egenera Customer for which Unisys
      also provides other services directly, Unisys will comply with the same or
      substantially similar security and related special requirements of the
      customer in performing Service at the Egenera Customer as it complies with
      in providing other services to the customer directly.

7.    COMPANY TRAINING, TRAINING EQUIPMENT, DOCUMENTATION AND SUPPORT

7.1   Training. At no charge to Unisys and its Local Providers, and at Unisys
      option, Egenera will provide Unisys with the training described in EXHIBIT
      A-7 to this Agreement for all of the Products listed in EXHIBIT A and any
      updates to Products. If Egenera and Unisys decide to include additional
      Egenera products by amending EXHIBIT A, Egenera agrees to provide, at no
      charge to Unisys, the amount and type of training and Documentation as is
      reasonably necessary to allow Unisys to perform the Services for the new
      Products under this Agreement. The training will be consistent with the
      type of training described herein. The details of this training will be
      mutually determined by the parties and included in EXHIBIT A-7. Unisys
      shall ensure that its personnel are adequately trained and skilled to
      provide the Services. All training and related Documentation shall be in
      the English language. Egenera shall determine the location, manner and
      content of all training. Unisys shall be responsible for the travel,
      lodging and living expenses of its employees attending such training
      provided the training is conducted in the country where the Services will
      be performed.

7.2   Training Equipment. Egenera agrees to provide at no charge all Egenera
      equipment and products it reasonably deems necessary to provide Training.
      Except as otherwise provided in this Section 7.3, Egenera will provide the
      parts required for the maintenance of such equipment and products in
      accordance with Section 9 of this Agreement at Egenera's sole cost and
      expense.

7.3   Documentation. Egenera shall provide adequate copies of all Documentation
      to Unisys. Unisys shall have the right to use, distribute, and make copies
      of Documentation sufficient for the sole purpose of providing Services
      under this Agreement and in connection with the training described in
      Section 7 and EXHIBIT A-7. Unisys shall reproduce in all copies of such
      Documentation any copyright and trademark notices that appear in the
      original. Such Documentation is hereby deemed the Confidential Information
      of Egenera and shall be treated as such by Unisys, its employees and its
      Local Providers in accordance with the terms and conditions of the
      Confidentiality provisions set forth in Section 13.

7.4   Technical Support by Egenera. Egenera will use its commercially reasonable
      efforts to provide third level technical support in accordance with the
      third level terms and conditions specified in EXHIBIT A by telephone for
      all persons who are providing Services. This technical support will be
      available twenty-four (24) hours a day, seven (7)

                                       8
<PAGE>

      days a week, by calling the applicable phone numbers in EXHIBIT G or the
      Local Agreement. Egenera shall make every reasonable effort to respond to
      these calls within [**] of receipt of the call, but in any event, no
      longer than [**] after receipt of the call.

7.5   Special Tools. Egenera represents that it shall provide Unisys with any
      special tools or test equipment required to perform the Services under
      this Agreement. Unisys Service engineers will be able to perform the
      Services herein using standard tools. Unisys shall have no obligation to
      perform the Services at a location if the parties agree that special tools
      are required and such special tools are not provided by Egenera promptly
      in advance of the Service.

8.    RESPONSE TIMES AND PROCEDURE

8.1   Call Response Procedure. Unisys and Egenera will work together to provide
      Services to Egenera Maintenance Customers according to the response
      procedure set forth in EXHIBIT A to this Agreement (the "Call Response
      Procedure"). Unisys shall provide Services related Level 1 and Level 2
      support to the designated Egenera Customers and Egenera shall provide
      Unisys with Service related Level 3 support to Unisys in accordance with
      the Level 3 provisions set forth in EXHIBIT A.

8.2   Response Time Objective. Unisys shall make commercially reasonable efforts
      to provide the applicable Services to the designated Egenera Customer's
      specified Products within the applicable SLA and Response Times set forth
      in EXHIBIT A-1, A-2, A-3, and A-4 under the headings "Standard Warranty",
      "Installation", "Enterprise", and "Enterprise NBH", or as modified in the
      applicable Local Agreement. This Response Time Objective excludes any
      country that performs fewer than ten (10) service calls during the
      quarter.

8.3   Escalation Procedure. The Egenera Program Manager may notify the Unisys
      Program Manager in writing based on a claim that Unisys has failed to meet
      the Response Time Objective, and stating the basis for the claim. The
      Unisys Program Manager shall contact the Field Service Location which has
      allegedly failed to meet the Response Time Objective to investigate the
      claim, and within five (5) business days of Egenera's original contact
      with the Unisys Program Manager, Unisys shall explain the reported failure
      or propose and proceed to implement a solution to the problem that caused
      the failure.

9.    CONSIGNED PARTS LOGISTICS SERVICES.

9.1   Unisys Parts Distribution and Logistics Support. Unisys shall manage
      Egenera's parts and provide parts distribution and logistics support as
      further defined in EXHIBIT A. Unisys will use its then-current logistics
      network structure and established processes and procedures in geographic
      locations where Unisys or its Local Providers agree to provide logistics
      services. Unisys will receive, dispatch, and return Parts for support of
      Egenera maintenance Customers using Unisys standard system applications.

                                       9
<PAGE>

9.2   Distribution Network Support Structure and Services.

      9.2.1 Order Fulfillment: According to Unisys then-current logistics
            sourcing procedures, Unisys shall use its distribution network to
            deliver Parts to the required location. If no inventory is available
            in the Unisys network, Unisys will refer the order to Egenera for
            fulfillment.

      9.2.2 Title To Parts: Title to Parts shall remain solely with Egenera

9.3   Distribution Support Systems and Report(s).

      9.3.1 Report(s): Unisys will create a system-generated report in its
            then-current format which it will make available to Egenera on the
            Worldwide Web via a Unisys "Support Online" USER ID. Such reports
            shall be updated daily unless otherwise agreed in writing. and shall
            contain the information specified in EXHIBIT A.

10.   ENGINEERING CHANGES

10.1  Egenera may request Unisys to install engineering changes, feature
      changes, or safety changes recommended by the Egenera or manufacturer as
      applicable, by submitting a written request to the Unisys Program Manager.
      Egenera shall pay Unisys for this service at the Unisys then current
      Demand Service Rates or other rates as may be mutually agreed to by Unisys
      and the Egenera in writing. Egenera will supply to the End User location,
      at no cost to Unisys, all assemblies, parts, components or other
      materials, including instruction packages necessary for such changes.

11.   SERVICE REPORTING

11.1  In accordance with its standard retention policy, Unisys shall maintain
      current records of (i) Egenera Customers, (ii) Service calls in process,
      and (iii) records of Service activity under this Agreement, on an archive
      basis, using its standard web based systems. Unisys will provide Egenera
      with web access to this information.

12.   FEES, PAYMENTS AND PAYMENT TERMS

12.1  Unisys shall invoice Company in the then current currency customarily used
      by Unisys in the country of supply, which may include local currency or
      another country's currency, such as the U.S. dollar. If the currency for
      the invoice is different than the currency in which the service was
      initially priced under the Agreement, Unisys will use the applicable
      exchange rate in effect at the time that the service is invoiced. All fees
      shall be due and payable by Company net thirty (30) days from the date of
      the Unisys invoice. COMMENCING FORTY-FIVE (45) DAYS AFTER THE INVOICE
      DATE, Unisys may impose a late payment charge equal to the lesser of:
      1-1/2% per month, or the maximum rate allowed by law IF ALL OR PART OF THE
      INVOICE HAS NOT BEEN PAID.

                                       10
<PAGE>

12.2  Recurring Services.

      Unisys will bill Egenera quarterly, semi-annually or annually as specified
      in the accepted Order for the specific engagement. Travel time is included
      in the recurring quarterly, semi-annual and annual Service rates within
      the distances from the Primary Services Cities as indicated in EXHIBIT
      A-13. For the recurring Services for the Level 1 and 2 supports Unisys
      provides hereunder in accordance with the pricing attached hereto in
      EXHIBIT B.

12.3  Non-Recurring Services.

      Unisys will bill Egenera monthly in arrears for the non-recurring Services
      as set forth in EXHIBIT B.

12.4  Out of Scope Charges.

      Unisys will Invoice Egenera for any additional charges when incurred.
      Additional charges may apply to: (1) services requests by Egenera, whether
      recurring or non-recurring services, for services outside contracted hours
      or beyond normal coverage as specified above in Section 12.2 and 12.3.
      Unisys will notify Egenera if it accepts or declines the request for
      additional services and if additional charges apply and obtain Egenera's
      written acceptance of such charges before Unisys performs the requested
      service, provided, however, if Unisys is unable to make contact with
      Egenera's applicable Service Manager to obtain his acceptance after one
      attempt, Unisys shall perform, as needed, up to four (4) hours of
      additional service and upon completion, shall promptly notify Egenera of
      the additional charges and the reasons therefore. Charges for the
      additional services shall be at the agreed upon rate or if not agreed, at
      Unisys then current Demand Services Rates. Time charges will include any
      additional travel time to and from the Egenera Customer site necessitated
      by the out of scope Services rendered plus actual time spent at the
      Egenera Customer site and all related reasonable travel expenses, unless
      otherwise agreed to in the writing by the parties.

12.5  Adjustments To Charges.

      Charges depend upon the written information furnished prior to the
      commencement of this Agreement by Egenera to Unisys and any reasonable
      assumptions included in this Agreement and related Exhibits, including,
      without limitation the EXHIBITS A-F, that Unisys makes based on such
      information. Egenera represents to Unisys that, to the best of its
      ability, this information, particularly as it relates to configurations,
      and call volumes, is, in all material respects, is substantially accurate,
      complete, and contains no material omissions. If such information provided
      by Egenera is materially and substantially inaccurate, incomplete or
      omitted you agree that Unisys may, request a change to such charges. If
      the parties are unable to agree on an adjustment to such charges within
      thirty day after such request, then Unisys may terminate this Agreement
      upon thirty days notice without liability to Egenera and Egenera shall pay
      for all work performed up to the effective date of such termination.
      Egenera may request reductions

                                       11
<PAGE>

      in future recurring maintenance charges for the additional systems in
      cities where there are four (4) or more Egenera Bladeframe systems being
      supported by Unisys under this Agreement.

12.6  Consolidation of invoices.

      12.6.1 As an optional service, upon mutual agreement of Company's US
            entity and Unisys Corporation, and in accordance with Unisys then
            current charges for such service, Unisys Corporation will collect
            invoices prepared by Local Providers ("Local Invoices") according to
            the agreed upon invoicing schedule. Using the Exchange Rate, Unisys
            Corporation will: (i) convert the charges in the Local Invoices into
            US currency; (ii) summarize these converted charges into a
            consolidated invoice summary; and; (iii) submit the consolidated
            invoice summary to the Company's US entity, along with copies of the
            Local Invoices. The Company US entity will pay Unisys Corporation
            according to the consolidated invoice summary and, upon receipt of
            the payment(s), Unisys Corporation will disperse the payment(s) to
            the Local Provider(s) according to the consolidated invoice summary.
            The charges in the consolidated invoice summary, including fixed
            periodic charges, may change from billing period to billing period
            based upon changes in the applicable Exchange Rate.

      12.6.2 The "Base Currency Exchange Rate" for any currency used to price
            Products or Services, or both, under this Agreement is the
            applicable Exchange Rate initially as of the Effective Date of this
            Agreement. During the term of this Agreement, if a Base Currency
            Exchange Rate changes by more than 5% (plus or minus) either Company
            or Unisys may request and receive an adjustment in the affected
            prices. Prices will be adjusted by applying the Exchange Rate
            reasonably established by Unisys Treasury, effective on the date of
            the receipt of the request for an adjustment, to all charges
            beginning the next calendar month. The Exchange Rate used for this
            pricing adjustment shall then become the Base Currency Exchange Rate
            for future price adjustments until superseded by another rate
            according to this provision.

12.7  Taxes. The charges for Services do not include any national, federal,
      state, county, or local, sales, use, value added, stamp, or other similar
      taxes, or customs, duties or landing fees, whether characterized as a fee,
      duty, levy, tax or some other description, whether United States or
      foreign, however designated, whether levied on Egenera or Unisys based on
      price, charges, items, services, use, or this Agreement. Egenera will pay
      any of these items Unisys becomes obligated to pay by virtue of this
      Agreement, exclusive of franchise taxes and taxes based on the gross or
      net income of Unisys.

12.8  Minimum Annual Charges. During the first [**] months of the Agreement,
      Egenera agrees to a [**] ($[**]) US dollar minimum service revenue
      commitment to Unisys. If the actual charges paid by Egenera to Unisys
      (including its Local Providers) during that period are less than the
      minimum revenue commitment for that period, Unisys shall invoice Egenera
      for the difference between the minimum service revenue commitment

                                       12
<PAGE>

      and the service revenue actually paid by Egenera to Unisys under this
      Agreement during such initial [**] month period ("Revenue Commitment
      Balance"). Egenera agrees to pay the invoice amount for the Revenue
      Commitment Balance to Unisys within thirty (30) days of the invoice date.
      The paid Revenue Commitment Balance will be applied as credit for new
      services, for the remaining term of this Agreement.

12.9  Access to Facilities/Records/Audits. During the term of this Agreement and
      for one (1) year after this term, Unisys shall maintain complete,
      accurate, legible and readily accessible inventory and other records
      relating to the Services for Covered products and inventory of Parts
      according to Unisys customary procedures. For this period, Egenera shall
      have the right, at its own expense and under conditions of time and place
      (including reasonable advance notice to Unisys and approval from Unisys,
      which shall not be unreasonably withheld or delayed) and compliance with
      Unisys safety, security, and confidentiality procedures, to (i) retain an
      independent auditor acceptable to Unisys to audit copies of Unisys records
      and documentation at a Unisys facility as may be reasonably necessary to
      determine the accuracy of the charges to Egenera. If, as a result of any
      audit, Unisys has mischarged Egenera, Egenera shall notify Provider of the
      amount of the mischarge and, if an overcharge, Unisys shall promptly pay
      Egenera the amount of the overcharge and, if an undercharge, Egenera shall
      promptly pay to Unisys the amount of the undercharge; and, (ii) examine
      any Unisys location at which Parts are kept or from which Services are
      dispatched to Egenera Maintenance Customers, to verify Unisys compliance
      with the terms of this Agreement concerning the storage and dispatch of
      the Parts Egenera shall use such information only to verify and enforce
      Unisys compliance with the terms of this Agreement, to comply with any
      governmental reporting requirement or for such other purposes as required
      by law. If an overcharge is in excess of ten percent, Unisys shall
      reimburse Egenera its cost of conducting the audit.

13.   CONFIDENTIAL INFORMATION

13.1  Confidentiality.

      Each party agrees that all written information communicated to it by the
      other and marked as "confidential" or "proprietary" or in a manner that
      gives notice of its proprietary nature (collectively referred to as
      "Confidential Information") shall be used only for the purposes of this
      Agreement, and that no Confidential Information of the other party shall
      be disclosed to third parties by the recipient, its employees, and other
      agents without the prior written consent of the other party. Each party
      agrees to use the same measures it uses for its own information of a
      similar nature, but in no event less than reasonable precautions to
      prevent the disclosure to third parties of Confidential Information of the
      other party, including the precautions described in this Agreement. A
      party shall have no obligations for information that is (i) already known
      by or available to the party or a related entity at the time of
      disclosure; (ii) independently generated by the party or a related entity
      and not derived from the Confidential Information of the other party,
      (iii) generally known or available publicly, or which may later become
      generally known or available publicly, except where such knowledge or
      availability is the result of an unauthorized disclosure by the party,
      (iv) disclosed by a third party to the recipient or

                                       13
<PAGE>

      a related entity without notice that the disclosure is unlawful, (v) made
      available by the other party to a third party without similar
      restrictions; or (vi) required to be disclosed by the party or a related
      entity according to applicable law, regulation, court order, or other
      legal process provided the recipient first gives the other party written
      notice of the intended disclosure so the other party may seek protection
      of the information by any lawful means. Any obligation of confidentiality
      shall cease four (4) years after the return of such Confidential
      Information to the disclosing party by the receiving party or four (4)
      years after the termination of this Agreement, whichever is later, except
      for software and related Documentation of the other party, which shall
      remain subject to the obligations in this Section until one of the events
      specified above in of Sections (i) - (vi) occurs. If Confidential
      Information is disclosed in other than tangible form, the disclosing party
      will provide a written description of that Confidential Information to the
      recipient within twenty (20) days of its disclosure. Failure to identify
      and mark information will not prevent information from being Confidential
      Information if a reasonably prudent business person in the place of the
      receiving party knew or should have known that the information was
      confidential. Confidential Information of Egenera Customers shall be
      treated in accordance with the terms and conditions of this Section.

13.2  Unisys and Egenera Intellectual Property.

      Any ideas, concepts, know-how, data processing techniques, Software, Parts
      documentation, diagrams, schematics or blueprints developed solely by
      Unisys or Egenera personnel and derivative works thereof in connection
      with Services will be the exclusive property of the party that developed
      it. Any such intellectual property that is developed jointly shall be
      owned by each party without any obligation to account to the other party.
      The owner of all pre-existing intellectual property shall remain the
      exclusive owner of such property. All such property shall be treated as
      Confidential Information hereunder and, except as otherwise permitted
      herein, shall not be copied, and in the case of Software, shall not be
      disassembled, reverse engineered, decompiled or shall any attempts be made
      to obtain the source code thereof, by the other party.

13.3  Unisys Support Materials/Logistics Planning Systems.

      Egenera acknowledges that Unisys support materials, including diagnostic
      software and tools, logistics planning systems and pricing are
      Confidential Information of Unisys under Section 13.1 and only Unisys
      service personnel may use these materials. Unisys may remove support
      materials from Egenera's Premises at any time. This provision applies
      although Unisys price lists, catalogs, invoices, or contracts may list
      these materials.

13.4  Egenera Customer Confidential Information.

      Unisys acknowledges that its service personnel may have access to or
      receive information that is confidential to Egenera Customers while
      providing Services at sites where Covered Product is located. Unisys will
      use reasonable means, not less than those means

                                       14
<PAGE>

      used to protect its customers' information under Unisys standard service
      delivery, to protect information that is marked as, or known to be
      confidential to Egenera Customers.

13.5  Information to Employees Agents, Subcontractors, and Other Third Parties.

      Egenera and Unisys will inform their respective employees of the
      obligations under this Section, shall disclose the Confidential
      Information of the other only to those employees, agents, subcontractors,
      Local Providers and contractors who have a need to know such Confidential
      Information for the purposes of the Services and, provided such employees,
      agents, Local Providers, subcontractors and contractors are bound by a
      written Nondisclosure agreement containing provisions substantially
      equivalent to those in Section 13 hereof, and require them to meet these
      obligations, including taking appropriate legal action if necessary.

13.6  Survival.

      This Section will survive termination or cancellation of this Agreement.

14.   PUBLIC DISCLOSURE

      The terms and conditions of this Agreement shall be treated as
      confidential and shall not be revealed by either party outside their
      respective organizations without first obtaining the written consent of
      the other party except that either party may disclose (a) the existence of
      this Agreement and the nature of the Services and (b) any information
      related to this Agreement as may be required by law or to preserve or
      pursue any legal or contractual right. If a disclosure of the terms and
      conditions is required to comply with law, the disclosing party will
      timely notify the other party in writing before the disclosure so the
      other party may seek to obtain a protective order from the government or
      court for such information.

15.   ADVERTISING AND USE OF TRADEMARK

15.1  Provided that pricing, terms and conditions are not disclosed, Egenera and
      Unisys may each (i) communicate to third parties that Unisys is an
      authorized service provider subcontractor for Egenera and (ii) describe to
      third parties the Services. However, neither party shall communicate such
      information to the general public by means such as public broadcast,
      printed brochures, media advertisements, and other such communications
      without the prior written consent of the other party, which consent shall
      not be unreasonably withheld or delayed.

15.2  Neither party may use the other party's trademarks, trade names, service
      marks or logos without the express prior written consent of that party
      and, except as provided in this Agreement or as reasonably necessary for
      Unisys to provide the Services, nothing contained in this Agreement is
      intended to, or shall be construed to grant to either party any license or
      right regarding the other party's trademarks, trade names, service marks,
      or logos.

                                       15
<PAGE>

16.   INSURANCE

      Egenera and Unisys will maintain comprehensive general liability insurance
      in a reasonable amount for the conduct of their respective business under
      this Agreement.

17.   WARRANTY

17.1  Unisys Warranty. Unisys warrants that it will provide the designated
      Egenera Customers with the Services and Level 1 and Level 2 support in
      accordance with the terms hereof with reasonably skilled and appropriately
      trained personnel and in a workmanlike manner. Unisys is not responsible
      for any failures caused by (1) misuse, accident, unsuitable environment or
      unauthorized modification of a Product for which Unisys is not
      responsible, or (2) operation outside of manufacturer's specifications.
      Unisys does not warrant uninterrupted or error-free operation.

17.2  Egenera Warranty. Egenera warrants its Products shall comply with all
      applicable regulatory and safety standards. In all material respects.
      Egenera warrants its Documentation shall be accurate in all material
      respects, and that Egenera shall provide Level 3 support in accordance
      with the terms hereof with reasonably skilled and appropriately trained
      personnel and in a workmanlike manner. Egenera is not responsible for any
      failures soley caused by (1) Unisys misuse, accident, unsuitable
      environment or unauthorized modification of a Product, or (2) operation
      outside of manufacturer's specifications. Egenera does not warrant
      uninterrupted or error-free operation of its Products or services.

17.3  EXCEPT FOR THE WARRANTIES IN THIS AGREEMENT, UNISYS AND EGENERA DISCLAIM
      ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE
      IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
      PURPOSE.

18.   LIMITATIONS ON LIABILITY

18.1  Damages.

      UNLESS FURTHER LIMITED ELSEWHERE IN THIS AGREEMENT, NEITHER PARTY, ITS
      SUPPLIERS OR ITS SUBCONTRACTORS, SHALL BE LIABLE TO THE OTHER PARTY FOR
      DAMAGES IN ANY ACTION OR CLAIM, WHETHER THE DAMAGES ARE DIRECT,
      INCIDENTAL, SPECIAL OR CONSEQUENTIAL IN NATURE OR WHETHER SUCH CLAIM
      ARISES IN CONTRACT, TORT OR OTHERWISE, IN EXCESS OF $500,000 US FOR ALL
      CLAIMS IN THE AGGREGATE UNDER THIS AGREEMENT. THE LIMITATION IN THE
      PREVIOUS SENTENCE SHALL NOT APPLY TO CLAIMS FOR ANY BREACH BY EGENERA OF
      ITS PAYMENT OBLIGATIONS UNDER SECTION 12, OR ITS OBLIGATIONS UNDER SECTION
      19.1 PATENT AND COPYRIGHT INFRINGEMENT OR BREACH BY EITHER PARTY OF THEIR
      OBLIGATIONS UNDER SECTION 13, CONFIDENTIAL INFORMATION OR SECTION 19.2,
      PERSONAL INJURY AND

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<PAGE>

      PROPERTY DAMAGE INDEMNIFICATION. IN NO EVENT SHALL EITHER PARTY HAVE ANY
      LIABILITY FOR PUNITIVE DAMAGES OR LOSS OF OR DAMAGE TO DATA FROM ANY
      CAUSE.

18.2  Exclusions.

      EXCEPT FOR A BREACH OF IT OBLIGATIONS OF CONFIDENTIALITY, INDEMNIFICATION
      OBLIGATIONS, AND AMOUNTS PAYABLE BY EGENERA UNDER THIS AGREEMENT, IN NO
      EVENT SHALL EITHER PARTY, UNISYS, ITS SUPPLIERS, OR ITS SUBCONTRACTORS BE
      LIABLE TO THE OTHER FOR (a) ANY SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY,
      CONSEQUENTIAL, OR PUNITIVE DAMAGES INCLUDING, WITHOUT LIMITATION, ANY
      DAMAGES RESULTING FROM LOSS OF USE, LOSS OF PROFITS, LOSS OF SAVINGS, OR
      LOSS OF BUSINESS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR
      THE PERFORMANCE OR NONPERFORMANCE OF THE SERVICES, WHETHER OR NOT SUCH
      PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (b) ANY LOSS OR
      CLAIM RELATED TO COMPANY'S USE OF CONCLUSIONS OR RECOMMENDATIONS IN
      REPORTS GIVEN TO COMPANY OR; (c) LOSS OF, OR DAMAGE TO DATA FROM ANY
      CAUSE. (N.B. UNISYS DELETED 18.2 B AS IT IS ALREADY AGREED ABOVE THAT WE
      ARE EXCLUDING ALL LIABILITY FOR CONSEQUENTIAL DAMAGES)

19.   INDEMNIFICATION

19.1  PATENT AND COPYRIGHT INDEMNIFICATION.

      Egenera, at its own expense, will defend and indemnify Unisys against
      claims that Egenera's Products or any items furnished under this Agreement
      to Unisys by or for Egenera (Egenera Materials) or the servicing or
      installation of a Egenera Product according to Egenera's instructions
      infringe or misappropriate a patent, copyright, or violate any other
      intellectual property right protected under law in the Territory provided
      Unisys (a) gives Egenera prompt written notice of the claim(s) and
      suspected claims, (b) permits Egenera to defend or settle the claim(s),
      and (c) provides all reasonable assistance to Egenera in defending or
      settling the claim(s).

      As to any claims covered above, Egenera may (a) obtain the right of
      continued use of the Egenera Materials for Unisys or (b) replace or modify
      the Egenera Materials to avoid the claim(s). If neither alternative is
      available to Egenera on commercially reasonable terms, then, upon notice
      from Egenera, Unisys will stop using these Egenera Materials. If, in
      Unisys discretion, these Egenera Materials are reasonably required for the
      Service, Unisys will be excused from its related duties under this
      Agreement and Unisys may terminate the affected Services.

                                       17
<PAGE>

      Egenera will not defend or indemnify Unisys if any claim of infringement
      or misappropriation results solely from Unisys unauthorized design or
      alteration of Egenera Materials.

      THESE SHALL BE EGENERA'S SOLE OBLIGATIONS AND LIABILITY FOR INFRINGEMENT
      INDEMNIFICATION.

19.2  PERSONAL INJURY AND PROPERTY DAMAGE INDEMNIFICATION.

      Each party shall defend, indemnify and hold the other party harmless
      against claims for personal injury or tangible property damage to the
      extent proximately caused by the negligence or willful misconduct of the
      indemnifying party provided the indemnified party gives the indemnifying
      party prompt written notice of such claim and control over the defense
      and/or settlement of such claim.

20.   TERMINATION AND CANCELLATION

20.1  Cancellation of Services to a Egenera Customer for Default. A party may
      cancel the Services for a Egenera Customer under an Order if the other
      party has materially breached any provision of this Agreement related to
      this Service and has failed to cure the breach within thirty (30) days
      after receipt of written notice describing the breach.

20.2  Cancellation of Agreement for Default. At its option and upon notice to
      the other party, a party may cancel this Agreement in its entirety if the
      other party has substantially breached this Agreement and has failed to
      cure the breach within sixty (60) days after receipt of written notice
      describing the breach.

20.3  Notwithstanding Sections 20.1 and 20.2 herein and without prejudice to any
      other of its remedies, Unisys may suspend Service and cancel this
      Agreement or any Order placed under it, for default, if, after receiving
      written notice of default, Egenera fails to pay any overdue payment
      (legitimately disputed amounts excepted) within ten (10) days after
      receipt of said default notice.

20.4  Return of Training Equipment/Parts. Unisys shall return all Training
      Equipment and Parts in Unisys possession and control, no longer than
      thirty days (30) days after the expiration or termination of this
      Agreement. Egenera shall pay all costs including transportation and
      reasonable administrative costs in connection with the return of the
      Equipment and Parts.

20.5  Return of Documentation. Each party shall ship to the other party, or if
      requested, destroy all copies of the other's Confidential Information in
      its possession and notify the other party in writing that it has done so,
      within thirty (30) days after any expiration or termination of this
      Agreement. This Section shall apply to Confidential Information in all
      forms, partial or complete, in all types of media including computer media
      (to the extent it is possible to do so as a practical matter), and whether
      modified or merged into other materials.

                                       18
<PAGE>

20.6  Termination for Failure to Adjust Prices. Upon written notice to the other
      party, a party may terminate this Agreement if Company and Unisys do not
      mutually agree upon a revised fee schedule according to Section 12.5 of
      this Agreement.

20.7  Termination for Continued Excusable Delays. Upon written notice to the
      other party, a party may terminate this Agreement if an excusable delay
      condition hinders or prevents the performance of Services for a period of
      at least sixty (60) consecutive days.

21.   DISPUTE RESOLUTION

21.1  Disputes and Demands. Any claim or controversy related to or arising out
      of this Agreement whether in contract or in tort ("Dispute"), will be
      resolved on a confidential basis according to the following process, which
      either party may start by delivering to the other party a written notice
      describing the Dispute and the amount involved ("Demand").

21.2  Negotiation and Mediation. After receipt of a Demand, authorized
      representatives at a Vice President level of the parties will meet at a
      mutually agreed upon time and place to try to resolve the Dispute by
      negotiation. If the Dispute remains unresolved after this meeting, either
      party may start mandatory non-binding mediation under the Commercial
      Mediation Rules of the American Arbitration Association (AAA).

21.3  Arbitration. If the Dispute remains unresolved 45 days after the receipt
      of the Demand, the parties agree that the Dispute shall be resolved
      through binding arbitration under the Commercial Arbitration Rules of the
      AAA. The arbitration will be held within the United States in the State of
      the principal place of business of the Defendant before one arbitrator;
      however, before the selection of the arbitrator, a party (whose identity
      will not be revealed to the arbitrators) may require, at its sole
      additional expense, a three arbitrator panel. At least one arbitrator will
      be an attorney. No statements by, or communications between, the parties
      during negotiation or mediation, or both, under Section 21.2, above, will
      be admissible for any purpose in arbitration. The arbitrator(s) will have
      no authority to award punitive damages or any other monetary relief not
      measured by the prevailing party's actual damages (adjustments for time
      value of money permitted), and will not make any decision inconsistent
      with the terms and conditions of this Agreement. Each party shall bear its
      internal expenses and its attorney's fees and expenses.

21.4  Court. Nothing in this Section 21, will preclude a party's recourse to a
      court of competent jurisdiction to (a) enforce the terms of, or an
      arbitration award under, this Section; (b) seek temporary equitable relief
      necessary to protect its interests; or (c) recover specific property,
      including an action in replevin.

21.5  Time Limit. Neither arbitration under this Section nor any legal action,
      regardless of its form, related to or arising out of this Agreement may be
      brought more than 2 years after the cause of action first accrued, except
      if a Demand is made within 45 days before the end of this 2 year period,
      the parties shall have 60 additional days from the Demand to start
      arbitration under this Agreement.

                                       19
<PAGE>

22.   OTHER PROVISIONS

22.1  Survival. Any provisions of this Agreement which by their nature or
      explicit terms extend beyond the termination, expiration, or cancellation
      of this Agreement will remain in effect until fulfilled, and will apply to
      the successors and assigns of Egenera and Unisys.

22.2  Compliance with Laws. Both parties shall comply with all relevant local,
      state, federal and other applicable laws, including without limitation,
      the export control laws of the United States.

22.3  Modification/Waiver Remedies Cumulative. The terms and conditions of this
      Agreement may be modified only by a writing signed by an officer of
      Egenera and a Unisys Vice President, General Manager, or Contracts
      Manager. The failure or delay of either Egenera or Unisys at any time or
      times to require performance of any provision shall in no manner affect
      its right at a later time to enforce the provision. Except as expressly
      provided in this Agreement, no remedy referred to in this Agreement is
      intended to be exclusive, but each shall be cumulative and in addition to
      any other remedy referred to in this Agreement or otherwise available at
      law, in equity or otherwise.

22.4  Assignment. Neither party shall assign any of its rights or obligations
      under this Agreement (other than the right to receive payments), without
      the prior written consent of the other party, except each party may assign
      its rights or delegate its duties to a parent or subsidiary, or pursuant
      to an internal reorganization, or any person or entity which shall acquire
      or succeed to all or substantially all of the assets or stock of a party
      provided further that any permitted assignment will not relieve the
      original party from its obligations under this Agreement. Unisys may
      subcontract any Services described in this Agreement provided Unisys
      remains responsible for the performance of the Services. Egenera
      acknowledges that Unisys may freely assign, in whole or in part, any order
      for supply in countries or territories where Unisys conducts business
      principally through distributors.

22.5  Third Party Beneficiary. This Agreement is not intended to benefit any
      party except Egenera and Unisys. It is the parties' express intent that
      this Agreement is not a third party beneficiary contract.

22.6  Non-Exclusive Agreement. Subject to Section 13, Confidential Information
      and other applicable terms and conditions of this Agreement, neither party
      shall be prohibited from providing, to any other person or entity,
      hardware maintenance services that are like or similar to the Services or
      from entering into similar agreements with other Service Providers.

22.7  Relationship of the Parties. The relationship between Egenera and Unisys
      shall be that of independent contractors. Nothing contained in this
      Agreement shall be construed to create a partnership, joint venture or
      agency relationship, and, notwithstanding anything

                                       20
<PAGE>

      else in this Agreement, neither party shall have the right to incur any
      obligation or liability on behalf of the other party.

22.8  Severability. Each provision of this Agreement is severable. If any
      provision is declared invalid the rest of this Agreement will remain in
      full force and effect.

22.9  Employees. In no event will each party's employees or agents be considered
      employees or agents of the other. Each party assumes full responsibility
      for the actions of its personnel under this Agreement and shall be solely
      responsible for their supervision, daily direction and control, wage
      rates, withholding income taxes, disability benefits, or the manner and
      means through which the work under this Agreement will be accomplished.

22.10 Non-solicitation of Employees. During the term of this Agreement and for a
      period of one (1) year after the term, Unisys Global Infrastructure
      Services business unit or successor business unit and Egenera agree that
      they will not directly or indirectly solicit the employee(s) or former
      employees of the other party that were involved in the work under this
      Agreement, or otherwise induce any such employee to leave the other
      party's employment or cease providing services to the other party, as the
      case may be, without the prior written consent of the other party. The
      restrictions in this paragraph 23.10 shall not apply to any employee that
      responds to a generally advertised position.

22.11 Applicable Law. As between Unisys Corporation and Egenera, the formation,
      interpretation, and performance of this Agreement and any Service Start
      Request ("SSR") between Unisys Corporation and Egenera will be governed by
      the local law of the Commonwealth of Pennsylvania, USA. The formation,
      interpretation, and performance of a Local Agreement or any SSR, shall be
      determined as provided in the relevant Local Agreement or SSR. If the
      relevant Local Agreement or SSR makes no provision of the choice of law,
      unless otherwise agreed, the local law of the country where the supply of
      services will be made shall apply. No action may be brought under this
      Agreement more than two years after the cause of action first accrued.

22.12 Notices. Any notices or notifications required or permitted under this
      Agreement shall be in writing and shall be sufficiently given if (i)
      personally delivered, (ii) sent by courier or other express mail service,
      proper postage prepaid, or (iii) sent by registered or certified mail,
      return receipt requested, proper postage prepaid. Any such notice or
      notification shall be addressed to the party entitled or required to
      receive such notice or notification at the addresses specified above or at
      such other address as either party may specify from time to time by
      written notice in accordance herewith. Any notices or notifications given
      under this provision shall be deemed to have been received as of the date
      of actual receipt, or, if mailed or sent by courier, as of the earlier of
      actual receipt or three (3) days after depositing in the mail or with the
      courier service.

22.13 Excusable Delays. Neither party will be liable for failure to fulfill its
      obligations when due to causes beyond its reasonable control.

                                       21
<PAGE>

22.14 Captions. Captions used in this Agreement are solely for the convenience
      of the parties and are not a part of this Agreement.

22.15 Order of Precedence. In case of a conflict between the terms and
      conditions of the Master Service Agreement and Exhibit A, the Service
      Solution Design Document, the provisions of the Master Services Agreement
      shall take precedence, and in the case of the service description in
      Exhibits A-1 through A-5 of the Service Solution Design Document, such
      service descriptions shall take precedence over the Master Service
      Agreement.

22.16 Change in Service City. Unisys shall make every reasonable effort,
      pursuant to the notice provisions of Section 22.12, to give Egenera at
      least sixty (60) days advance written notice of any change to a Unisys
      Service City and/or operating hours of (including any discontinuance of)
      any Field Service Location. In no event shall such change be effective
      until thirty days after prior written notice is received by Egenera. If
      Unisys changes or discontinues the Field Service Location and/or the
      operating hours thereof during the term of the Agreement, Unisys shall
      continue Service (despite the change of the Field Service Location and/or
      operating hours thereof) according to the Agreement including the Response
      Time Objective in effect for any Egenera Customer enrolled under the
      Agreement as of the date of the change for so long as the Egenera Customer
      continues to have enrolled hardware at the same location during the
      then-current term of enrollment.

22.17 Entire Agreement. This Agreement, documents expressly incorporated by
      reference in this Agreement, including, without limitation, all Exhibits
      attached to it, and any Order, is the entire agreement and understanding
      between the parties with respect to the subject matter and supersedes all
      prior oral and written agreements and understandings relating to the
      subject matter.

22.18 All Exhibits, including without limitation, Exhibits A-F are incorporated
      herein and subject to the terms and conditions of the Master Service
      Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by their respective duly authorized representatives as of the date first above
written.

AGREED AND ACCEPTED

UNISYS CORPORATION                          EGENERA, INC.

By: /s/ Everett A. Dyer                     By: /s/ Al Lanzetta
   ________________________                    _______________________________

Name: Everett A. Dyer                       Name: Al Lanzetta
      _____________________                      _____________________________

Title: VP & GM GIS North America            Title: Vice President
                                                   Egenera Enterprise Services
      _____________________                      _____________________________

                                       22



<PAGE>

Date:  6/27/03              Date:  June 24, 2003
       __________________          _____________________

                                       23
<PAGE>

EXHIBITS

      Exhibit A:  Service Solution Design Document
      Exhibit B.  Pricing
      Exhibit C.  Basis of Price
      Exhibit D: Sample Local Agreement
      Exhibit E: Unisys Supplier Guide
      Exhibit F:  Sample Parts Reconciliation Letter of Agreement

                                       24
<PAGE>

                   EXHIBIT A: SERVICE SOLUTION DESIGN DOCUMENT

                   EXHIBIT A: SERVICE SOLUTION DESIGN DOCUMENT

The purpose of this Exhibit A is to establish the additional terms and
conditions under which Egenera agrees to provide Unisys with replacement spare
parts, training, Level 2 software support and Level 3 technical support
(collectively, "Egenera Maintenance Offerings") and Unisys agrees to use such
Maintenance Offerings to provide, as a subcontractor to Egenera, Level 1
hardware and software support and Level 2 hardware technical support and
installation services to designated Egenera maintenance Customers who are under
contract with Egenera to receive the Services defined in this Service Solution
Design Document. (Such Level 1 and Level 2 Hardware Support are sometimes
hereinafter referred to as Unisys' "Maintenance Services".) Egenera hereby
authorizes Unisys, in accordance with the terms of the Master Services Agreement
and this Exhibit, to use Egenera's Maintenance Offerings to maintain such
Customers' Products specified in writing by Egenera (hereinafter "Customers").
Any other use of the Egenera Maintenance Offerings is prohibited.

1.    DEFINITIONS

"EGENERA HARDWARE" means the standard Egenera-labeled hardware offered for sale
by Egenera.

"EGENERA SOFTWARE" means the standard Egenera labeled software, in object code
form, including firmware and software embedded in the Egenera Hardware, and
certain related documentation (including CD-ROM duplicates), that Egenera
licenses to operate in combination with the Egenera Hardware.

"EGENERA PRODUCTS" means Egenera Hardware and Egenera Software.

"ENTERPRISE SERVICE" means the service described in EXHIBIT A-1 hereto, which
Unisys agrees to provide on the specified Products of a designated Customer.

"ENTERPRISE PPM SERVICE" means the service described in EXHIBIT A-2 hereto,
which Unisys agrees to provide on the specified Products of a designated
Customer.

"FRU" means "Field Replaceable Unit". It is an Egenera Hardware component
designed for replacement by Unisys. It requires technical expertise to replace.
This may include training, detailed work instructions and diagnostic and
mechanical tools "INSTALLATION SERVICES" means "Basic Set-Up" (setting up and
powering up the Egenera Hardware, and booting up the operating system of the
Egenera Hardware) as more fully described in EXHIBIT A-5 hereto, which Unisys
agrees to provide on the specified Products of a designated Customer.

"OPEN SOURCE MATERIALS" is a Third Party Software that is supplied under
open-source software license agreements, such as the GNU Public License,
including any modifications to such software made by Egenera.

                                       25
<PAGE>

"PRODUCTS" means Egenera Hardware, Egenera Software and, unless differentiated,
Third Party Software set forth in EXHIBIT A-11, which may be amended upon the
written agreement of the parties from time to time.

"MOI" means Manufactured Own Inventory described in EXHIBIT A-5.

"SOFTWARE PRODUCT" means Egenera Software and, unless differentiated, Third
Party Software (Linux Open Source Software).

"STANDARD WARRANTY SERVICE" means the service described in EXHIBIT A-3 hereto,
which Unisys agrees to provide on Products on the specified Products of a
designated Customer that are still covered by Egenera's standard warranty.

"SEVERITY LEVEL 1" means a service event where there has been a total Egenera
system failure (e.g. system crashes or locks up.)

"SEVERITY LEVEL 2" means a service event where a major function of the Egenera
system is critical and not working.

"SEVERITY LEVEL 3" means a service event where there is a "bug" within the
functional component of the Egenera system, but there is a workaround solution.

"SEVERITY LEVEL 4" means a service event where there is a minor error in the
Egenera system or the system's improper operation is causing inconvenience to
the Customer, such as documentation errors.

"SEVERITY LEVEL 5" means an Egenera Hardware or Egenera Software enhancement
request by the Customer.

"MAINTENANCE UPDATES" consist of generally released bug fixes, patches,
maintenance releases, updates and related documentation that Egenera, as a
component of LEVEL 3 SUPPORT, provided on the Egenera CRM system or distributed
by normal overnight courier to those designated Customers to whom Egenera is
under contract to provide Standard Warranty Service, Software Subscription
Service, Enterprise PPM Service or Enterprise Service. Maintenance Updates may
not include patches, fixes, updates or upgrades to Third-Party Software. Each
new Maintenance Update is identified by the first numeral to the right of the
decimal point, with the newer Maintenance Update having the larger numeral (e.g.
Maintenance Update 2.5.2 is newer than 2.5.1). Such Maintenance Updates are
licensed by Egenera only in accordance with the terms and conditions of the
SOFTWARE LICENSE set forth in EXHIBIT A-10 hereto.

"SOFTWARE UPGRADES" consist of either (1) a generally available "Major Release",
which is intended to provide significant functionality enhancements as well as
incorporate cumulative bug fixes and patches since the most recent release of
the Egenera Software or (2) a generally available "Minor Release", which is
intended to provide incremental functionality enhancements as well as
incorporate cumulative bug fixes and patches since the most recent release of
the Egenera Software. Egenera will only distribute the Software Upgrades to
those Customers with which Egenera has a one-year service contract to provide
Software Subscription Service,

                                       26
<PAGE>
Enterprise PPM Service, or Enterprise Service. Such Software Upgrades are
licensed by Egenera only in accordance with the terms and conditions of the
SOFTWARE LICENSE set forth in EXHIBIT A-10.

"TAC" means a Technical Assistance Center.

"THIRD PARTY SOFTWARE" means software provided by Egenera that is labeled with
another company's name and is not owned by Egenera. Linux Open Source Software
is an example of Third Party Software.

"PPM" means Principal Period of Maintenance for nine contiguous hours between
the hours of 7:00 AM to 6:00 PM at the End User location where Unisys has agreed
to provide services under this Agreement or a Local agreement, Monday through
Friday, excluding the following holidays: New Years Day, Memorial Day,
Independence Day, Labor Day, Thanksgiving Day, and Christmas Day in the US and
locally recognized holidays in the Local Provider's territory.

2.    UNISYS RESPONSIBILITIES

      2.1   Unisys shall act as the direct contact point and interface with
            designated Customers for all Product-related Maintenance Services,
            including, but not limited to, responding to error correction
            requests. For each Customer service incident, Unisys will generate a
            Call Management System (CMS) ticket on its own CMS system and enter
            in all of the details of the Product related problem and attach logs
            that are necessary to debug the problem. Assistance provided by
            Egenera shall be in accordance with ARTICLE 3 hereof and may only be
            requested by Unisys' TAC except in Asia where the Unisys TAC will
            not be engaged.

      2.2   The on-site and remote LEVEL 1 and LEVEL 2 SUPPORT Unisys shall
            provide to each designated Customer as part of its Maintenance
            Services shall consist of the following:

            2.2.1 Unisys must diagnose a Product problem to the failing FRU and
                  in accordance with the Manufactured Own Inventory (MOI)
                  process described in EXHIBIT A-5, return the failed FRU to
                  Egenera. Egenera will provide Unisys with a corresponding
                  replacement FRU, as applicable, in accordance with SECTION 4
                  below and the MOI process described in EXHIBIT A-5.

            2.2.2 Unisys must provide all on-site services the designated
                  Customer requires as defined in this SOW on the specified
                  Products, including, but not limited to, the installation of
                  all Products, exchange or replacement of malfunctioning
                  Product parts or components, and the furnishing and
                  installation of all Egenera-supplied Field change orders
                  (FCO's will be separately priced). Egenera will pay Unisys on
                  a time and materials basis for non-remedial Field Change order
                  replacements requested by Egenera.

                                       27
<PAGE>

                  In such cases, Egenera shall provide Unisys the necessary
                  instructions and materials at Egenera's expense.

            2.2.3 THE LEVEL 1 and LEVEL 2 Support to be provided by Unisys at
                  the designated Customers sites on the specified Products and
                  from its Technical Assistance Center shall also consist of the
                  following:

LEVEL 1 SUPPORT: Unisys shall:

      -     Customer call home email will be monitored by Egenera Technical
            Services and forwarded to Unisys via Support On line or an 800
            number in the U.S. or a local telephone number outside the U.S.

      -     receive all Services related calls from the Customers via Support On
            Line or an 800 number in the US or a local telephone number outside
            the US,

      -     log all calls from the Customers into the Unisys Call Management
            System (CMS) and provide therein a full description of the Product
            related problem and the actions taken to resolve it,

      -     verify the entitlement and complete the necessary procedures for
            time and material invoicing when necessary, and

      -     answer configuration questions, most of which would fall into the
            following categories:

            -     Site Survey related questions - power, cabling and the like

            -     Bladeframe Architecture questions

            -     PanMgr Configuration Questions

            -     RedHat Linux related configuration questions-operational help
                  and known problem fixes as indicated in Egenera's knowledge
                  base accessed via the Web or Red Hat's web site

            -     TCP/IP Networking related questions

            -     If it is an installation/on-site request from the Customer,
                  dispatch qualified Unisys personnel

            -     If it is a hardware Product issue (dead cblade, pblade,
                  sblade), Unisys must troubleshoot the problem, and dispatch
                  appropriate part/personnel.

            -     Request the Customer to run "save_state.sh" and ftp the logs

            -     Identify feature Enhancement requests from its Customers and
                  funnel them to Egenera Corporate via CMS.

                                       28
<PAGE>

LEVEL 2 HARDWARE SUPPORT:

      -     The Unisys TAC (CSC) in both the US and Europe will support the on
            site technicians if they are unable to resolve hardware related
            problems. The CSC may on specific calls need remote connection to an
            Egenera Services server to support customer problem resolution.
            Egenera will make such access available when requested by the Unisys
            CSC. In the event Egenera is unable to provide such access at the
            requested time, the call shall be transferred to Egenera. Where
            access has been provided to the CSC and appropriate resolution to
            the call cannot be reached, the CSC will escalate the problem to
            Egenera in accordance with Section 3.1 herein.

            2.2.4 RESPONSE TIMES OF LEVEL 1 and LEVEL 2 HARDWARE SUPPORT: Unisys
                  shall respond to LEVEL 1 and LEVEL 2 related Product problems
                  within the response time requirements specified in EXHIBITS
                  A-1, A-2 AND A-3, as applicable.

2.3   Unisys must designate one primary and two secondary TAC technical support
      personnel to act as the direct contact and interface with Egenera on
      Unisys Maintenance Service issues.

2.4   At the beginning of each week, Unisys shall provide EGENERA'S VICE
      PRESIDENT OF GLOBAL SERVICES with legible copies of Unisys's service call
      activity reports from the previous week. The data will be extracted from
      the Unisys CMS system and include the following:

      -     Diagnosis and the fix

      -     Initial Contact Response time

      -     On-site Response time

      -     Parts used

      -     Percentage of calls phone fixed vs. On-site visit

2.5   Before requesting Maintenance Service related assistance from Egenera,
      Unisys must first:

      2.5.1 ensure that all applicable Hardware Product diagnostic routines have
            been executed and verify the existence of the error;

      2.5.2 ascertain and document the conditions under which a Software Product
            problem may be duplicated;

      2.5.3 identify and specify in writing the processes required to duplicate
            a reported Product problem;

                                       29
<PAGE>

      2.5.4 if using its own system, call Egenera when the calls are being
            escalated to Egenera Engineers. Unisys shall handle all Level 1, and
            all Level 2 Hardware service calls. In order to receive Level 3
            Support from Egenera, Unisys must escalate the applicable unresolved
            service call to Egenera and contacting Egenera's TAC by calling the
            appropriate telephone number specified in Egenera's then-current
            escalation procedures, a current copy of which is attached as
            Exhibit A-9. Unisys will also enter the call via the Web into the
            Egenera CMS.

3.    EGENERA RESPONSIBILITIES AND TECHNICAL SUPPORT SERVICES

      3.1   Egenera will use its reasonable efforts in the form of Level 2
            Software support and LEVEL 3 SUPPORT to assist Unisys in the
            resolution or verification of Egenera Product problems reported by
            Unisys at a designated Customer site. Such support shall be
            available to Unisys, via telephone, formatted E-mail or fax, during
            Unisys's selected, local time coverage hours. In order to receive
            Level 2 Software Support and LEVEL 3 SUPPORT, Unisys must first
            escalate an unresolved Product problem to Egenera and contact
            Egenera's TAC by calling the Egenera designated telephone number.
            The LEVEL 2 AND 3 SUPPORT assistance Egenera shall provide Unisys
            shall consist of the following:

      LEVEL 2 SOFTWARE SUPPORT:

            -     analyze save state outputs

            -     conduct Crash dump analysis

            -     debug Storage related interoperability issues

            -     debug Application related interoperability issues

      LEVEL 3 SUPPORT:

            -     Egenera shall create a Bug Track ticket and escalate the call
                  to Egenera Engineering.

            -     If requested, Egenera shall provide reasonable assistance to
                  Unisys in its efforts to resolve Product problems that
                  Unisys's TAC did not resolve.

            -     Egenera shall escalate save_state relate issues seeking
                  clarity and feedback to help diagnose problems.

            -     If deemed necessary by Egenera, at Unisys's request, Egenera
                  shall make an Egenera Technical Service Engineer ("TSE")
                  available to assist Unisys at the Customer's site at no charge
                  to Unisys.

            -     Egenera shall provide Unisys with Maintenance Updates. Egenera
                  is responsible to distribute these updates to Unisys and the
                  end user.

                                       30
<PAGE>

            -     Egenera's Maintenance Offerings and related services hereunder
                  apply only to and only cover Egenera's then-current Major
                  release of the Egenera Software and the immediately preceding
                  Major release. Egenera is responsible to distribute Software
                  Upgrades to Unisys and the end user.

      3.2   THIRD PARTY SOFTWARE PROBLEMS: Unless Unisys has a technical service
            relationship with Red Hat, Inc., Unisys should report unresolved Red
            Hat, Inc. Third Party Software related Product problems to Egenera
            rather than to Red Hat, Inc.

      3.3   For a minimum of thirty (30) days from the date Unisys Services are
            initiated in a specific geographic area and at no additional charge,
            Egenera will make a Technical Support Engineer available to assist
            with:

            -     Site Surveys

            -     Installations

            -     LEVEL 1 and LEVEL 2 Technical Support to SP and the Customer

            -     Customer on-site service calls if required and requested by
                  Unisys

      3.4   Egenera shall provide a training instructor to deliver the Egenera
            BladeFrame System Administration, Blade Frame Troubleshooting and
            Blade Frame Installation courses to Unisys at Unisys's site in the
            country where the Services are to be performed. The course will last
            approximately 5 days. Such training shall coincide with the
            Egenera's first shipment of applicable Product within a territory
            covered by the Master Agreement. Any course updates, which will
            require additional Unisys training, will be at Egenera's expense.
            This additional training will be either instructor led or via CBT
            per mutual agreement.

      3.5   At a mutually agreeable time, Egenera shall also provide training at
            Unisys's site on how to conduct business in the following areas:

            -     MOI procedures (Unisys will train Egenera on this process)

            -     Escalation procedures

            -     Parts ordering procedures

            -     CMS, Automated Call Distribution ("ACD") & other tools

            -     Placing a call to Egenera Technical support center

            -     Physical BladeFrame(TM) installation

            -     BladeFrame(TM) troubleshooting

            -     New Product introduction

      3.6   Egenera reserves the right to determine the date, time, method and
            content of all training provided hereunder. All training shall be
            conducted in the English

                                       31
<PAGE>

            language. All Unisys personnel receiving training shall be fluent in
            the English language. Unisys agrees to secure any labor permit or
            other authorization required for Egenera's personnel to provide any
            training or maintenance/support assistance it may provide Unisys in
            the Territory.

4.    EGENERA'S SPARE PART REPLACEMENT PROCESS

Egenera agrees to provide Unisys with spare parts (FRUs) for the Products in
accordance with the Master Services Agreement, EXHIBIT A-5 hereto, and the
following:

      4.1   BladeFrame hardware Product components are identified as FRUs. FRUs
            (Field Replaceable Units) require a Unisys Technical Service
            Engineer to replace. If the failing part is a FRU, the Unisys
            Technical Service Engineer will perform the replacement.

      4.2   All Egenera manufactured parts handled by Unisys will remain the
            property of Egenera.

      4.3   Unisys is responsible for returning all defective FRU parts to
            Egenera's in country freight forwarder. Unisys will return the part
            to the carrier within [**] after Customer's receipt of the
            replacement spare part. The replacement spare part packaging must be
            utilized to return the replaced part. Outside the US, Unisys will
            return all replacement parts to the in country Master Distribution
            Center (MDC) for categorization according to the standard Unisys
            processes. This will determine whether the replacement part is
            unused and should be put back to stock, or whether the replacement
            part is defective and should be returned to Egenera's in country
            freight forwarder. Egenera will be the importer of record for
            returning the Part to the US. Egenera is responsible for all local
            taxes and duties relating to imports into the U.S.

                                       32
<PAGE>

5.    CALL FLOW

                                       33
<PAGE>

                                  [FLOW CHART]

                                       34
<PAGE>

This call flow depicts the events relative to warranty and post warranty
services delivered by Unisys on behalf of Egenera to their End Users.

For Services under this Agreement, Egenera will contract directly with their End
Users, by enrolling Covered Equipment under a Egenera maintenance plan, in
accordance with this SOW.

Unisys shall take first call from Egenera End Users, entitle the caller based on
accepted orders under this Agreement and determine if the problem is in the
server. If the problem is not server related, Unisys will transfer the service
call to Egenera.

The Egenera end user will place the service call with Unisys utilizing one of
the following means:

      1)    The Unisys web based call entry tool (Support On Line). Each of
            Egenera's end users will be set up with their own Support On Line
            sub-account access by Egenera in order to place service calls and
            view their open calls and call history. Egenera will train their end
            users in the use of Support On Line.

      2)    An 800# telephone facility in the US or a local telephone number
            outside the US. When Support On Line is not available, the end user
            will call the Call Reception Center (CRC) to place their service
            requests. Voice calls will be directed to the appropriate Unisys
            CRC.

In the US, the CRC will capture information about the End User and the reported
problem and will open a service request to the Unisys CSC (Support on Line will
automatically route the call to the CSC). The CSC may contact the End User
directly to investigate the problem and to determine what resolution is required
to resolve the reported symptom. If the CSC is required and is able to resolve
the problem over the telephone (generally a software reconfiguration problem or
known fix), they will close the ticket in their call management system. If the
problem is hardware related and a part is required, the CSC will diagnose to the
FRU level and contact the CRC to re-route the call to the Action Center. The CRC
will update the call in SRMS with the recommended part and route to the Action
Center. If the CSC or the Action Center requires assistance in diagnosing a
problem on site they will request having the call routed to the field as "Labor
only". This will be stated in the call notes and a CSR dispatched on site
accordingly.

The UK CRC will route the call to the Action Center and not involve the CSC if
the end user qualifies the call as hardware. If the end user does not know the
cause of the problem, the call will default to the CSC.

When the call is rerouted to the Action Center, it will either recommend a
specific part be ordered or state "Labor only". If a part is requested, the
Action Center will order the needed part(s) to be shipped directly to the end
user location or the CSR. In all cases, the Action Center will dispatch the call
to the appropriate Unisys field service unit. The Action Center will then update
the call with call status and the Global Logistics System (GLS) will update the
call with parts shipping information. SRMS will dispatch a Unisys Customer
Service Representative ("CSR") to obtain the Part as ordered by the Unisys
Action Center. The CSR will restore the unit

                                       35
<PAGE>

utilizing the part, or, if dispatched by the CSC, will contact the CSC to assist
in troubleshooting at their direction. If a part was utilized, the CSR should
fill out a Unisys parts tag and affix to the part.

In the US, each repairable replacement part will come with a preprinted waybill
to be used for the return of the defective part directly to Egenera. Outside the
USA, the CSR should return both defective and unused parts to the MDC using
standard processes. The CSR is responsible to get this FRU part to the
designated carrier. Once the unit is restored, the CSR is to close the call in
SRMS with model number and serial number.

Each Theatre has some variation to the call flow process. In Europe (excluding
the UK- the UK exception is noted above), the CRC will capture information about
the End User and the reported problem and will open a service request to the
Unisys Action Center (Support on Line will automatically route the call to the
Action Center) during PPM hours or to the CSR OPPM hours. The Action Center may
contact the End User directly to investigate the problem and to determine what
resolution is required to resolve the reported symptom. If the problem is
hardware related and a part is required, the Action Center will diagnose to the
FRU level. If the problem is software, the call will be routed to the CSC.

In Asia, the CRC will capture information about the End User and the reported
problem and will open a service request to the local in country CSR (Support on
Line will automatically route the call to the CSR). If the problem is hardware
related, the CSR will diagnose to the required FRU and order the part via SRMS.
If the call is software related, the CSR will resolve the issue over the
telephone.

If the CSR is unable to resolve the hardware problem, the US CSR will contact
the CSC and the European CSR will contact the Action Center to obtain 2nd level
hardware support in problem resolution. If 3rd level support is necessary for
Egenera hardware or software problems, the CSC,(CSR in Asia) will request
support from Egenera by calling a toll-free number provided by Egenera and also
enter the service request in the Egenera CMS. The Egenera ticket number should
be cross-referenced to the Unisys ticket number in each system.

                                       36
<PAGE>

                                   EXHIBIT A-1
                          ENTERPRISE SERVICE (24X7X365)

<TABLE>
<CAPTION>
SERVICE ACTIVITY                                            SERVICE LEVEL RESPONSE BY UNISYS
----------------                                            --------------------------------
<S>                                                   <C>
24 X 7 X 365 ON SITE                                  Four (4) hours from Initial Customer contact

PART REPLACEMENT DELIVERED TO SITE                    Four (4) hours from Initial Customer contact

24 X 7 X 365 TELEPHONE SUPPORT FROM RECEIPT           One (1) hour by telephone call (English)
OF CUSTOMER CALL

SOFTWARE UPGRADE INSTALLATION                         Five (5) business days from Customer request

PROBLEM RESOLUTION PROCESS

   Severity 1 and 2                                   24 x 7 x 365 per mutually agreed escalation
                                                      process

   Severity 3 and 4                                   24 x 7 x 365 per mutually agreed escalation
                                                      process

   Severity 5                                         24 x 7 x 365 per mutually agreed escalation
                                                      process
</TABLE>

QUARTERLY REVIEW WITH CUSTOMER (See Within ten (10) business days of Quarter's
end  EXHIBITS A-8 and A-8-1.)

INSTALLATION (See EXHIBIT A-4 for description.) Five (5) business days from
Customer request

                                       37
<PAGE>

                                   EXHIBIT A-2
            ENTERPRISE PRINCIPAL PERIOD OF MAINTENANCE (PPM) SERVICE

<TABLE>
<CAPTION>
SERVICE ACTIVITY                                      SERVICE LEVEL RESPONSE BY UNISYS
----------------                                      --------------------------------
<S>                                                   <C>
ON SITE                                               Four (4) hours from Initial Customer contact during
                                                      PPM

PART REPLACEMENT DELIVERED TO SITE                    Four (4) hours from Initial Customer contact during
                                                      PPM

PPM TELEPHONE SUPPORT FROM RECEIPT                    One (1) hour by telephone call during PPM
OF CUSTOMER CALL                                      (English)

SOFTWARE UPGRADE INSTALLATION                         Five (5) business days from Customer request

PROBLEM RESOLUTION PROCESS

Severity 1 and 2                                      per mutually agreed escalation process

Severity 3 and 4                                      per mutually agreed escalation process

Severity 5                                            per mutually agreed escalation process

INSTALLATION (See EXHIBIT A-4 for                     Five (5) business days from Customer request
description.)
</TABLE>

                                       38
<PAGE>

                                   EXHIBIT A-3
                            STANDARD WARRANTY SERVICE

<TABLE>
<CAPTION>
SERVICE ACTIVITY                                      SERVICE LEVEL RESPONSE BY UNISYS
----------------                                      --------------------------------
<S>                                                   <C>
PART REPLACEMENT DELIVERED TO SITE                    Next Business Day

INITIAL RESPONSE FROM RECEIPT OF CUSTOMER
CONTACT VIA EMAIL/CALL HOME

    Received During Normal Business Hours             Two (2) hours by telephone call

PROBLEM RESOLUTION                                    Continuous effort during normal
                                                      business hours as required by Egenera

SOFTWARE MAINTENANCE UPDATE INSTALLATION              Installed by Customer
</TABLE>

                                       39
<PAGE>

                                   EXHIBIT A-4

                                  INSTALLATION

GOAL OF INSTALLATION

      Confirm that a BladeFrame is physically installed and that at least one
      pServer boots up from some operation system stored on an external storage.
      In order to achieve the goal, use the following resource names temporarily
      if relevant resource names are not finalized.

             LPAN                lpan1
             PServer             pserver1
             Vswitch             sw1

SERVICE ACTIVITIES

Unisys shall conduct the following installation activities in accordance with
the instruction of a BladeFrame selling agency or a contractor for the
installation.

C.    PRE-SITE SURVEY

      Unisys shall attend Pre-site survey and check the following items with
      Customer and selling agency

<TABLE>
<S>                                                  <C>
-        moving path and floor space

-        power source and connector

-        external storage and external network       (vendor, model, configuration)

-        IP resources                                (panmgr, cb1 and cb2, gw, netmask, etc.)

-        BladeFrame resource definition              (lpan, pServer, etc.)

-        mailing resource                            (Call Home)

-        facilities for online support               (dial-up line and relevant facilities)
</TABLE>

D.    INSTALLATION

        -     Physically unpack BladeFramea and Blades from shipping containers

        -     Physically position BladeFrame and Install BladeFrame software

        -     Run an internal verification program (IVP) for 2hours

        -     Gather IVP log, save_state output

        -     Delete IVP

                                       40
<PAGE>

      -     Gather Customer info.

      -     Register an installation record on SRMS and create an installation
            report

                                       41
<PAGE>

                                   EXHIBIT A-5
                       MOI AND PART REPLENISHMENT PROCESS

GENERAL:

      1.    Egenera will define the quantity and location of spare parts it
      requires Unisys to hold in order to support its customer installed base,
      and ship these initial spare parts to the Unisys defined delivery address.

      2.    The Consigned Egenera Spare parts are provided by Unisys to
      designated Customers per the terms and conditions of the Master Service
      Agreement and EXHIBITS A-1, A-2.

      3.    Unisys will return the defective part to the Egenera carrier within
      five (5) days after use of the replacement spare in the US and within nine
      (9) days outside the US. Egenera's freight forwarder will be responsible
      for creating the commercial invoice for the return part shipment. Parts
      not received by Egenera's freight forwarder will be governed by the terms
      of the Master Service Agreement. Egenera will provide Unisys with a
      periodic list of outstanding unreturned parts to be researched. Unisys and
      Egenera will perform an annual inventory reconciliation exercise based on
      the parameters in the MSA.

      4.    Egenera will be registered for VAT in every country in which they
      request Unisys to stock part parts and fulfill any additional local
      requirements necessary to allow Unisys to stock Egenera owned inventory on
      Egenera's behalf. If Unisys is required by local regulations to assist in
      the import of Egenera's inventory Unisys will be entitled to charge a
      management fee.

      5.    PROPOSED LOGISTICS FRU PARTS FLOW

      a.    Unisys determines the part requirement based on end user input.

      b.    The Unisys Action Center will order the replacement part (CSR in
      Asia) from inventory positioned by Egenera and stocked by Unisys.

      c.    The replacement part ships with a pre-addressed, pre-paid return
      airbill inside the box (only applicable in the US) to the end user site.

      d.    Parts required for a call not held in Unisys Country stock will be
      sourced to the Web site as an emergency order for Egenera action.

      e.    The CSR either picks up the part or meets the FRU part at the end
      user site, performs the repair and closes the call in SRMS reflecting
      parts usage.

      f.    The CSR returns the defective FRU. Outside the US, the defective
      will be returned to the MDC. Upon receipt at the MDC, the returned part
      will be categorized;

                                       42
<PAGE>

      defective parts will be returned to Egenera's in country freight forwarder
      (requires address and contact details by country), unused parts will be
      returned to stock.

      g.    The Unisys CSR will package the defective FRU part and return it to
      a single return address listed on the return waybill in the US and to the
      MDC via the standard in country procedures outside the US.

TO ENABLE THIS PROCESS, THE FOLLOWING MUST OCCUR:

      a)    Egenera will define the quantity and location of spares parts it
      requires Unisys to hold in order to support its customer installed base.
      Unisys will then create Web orders based upon that data and make them
      available for fulfillment on the Egenera GLS Web site. Egenera will then
      input waybill and ETA information into the GLS Web and ship these initial
      spare parts to the Unisys defined delivery address. Egenera will pay all
      costs associated with the shipment of parts to Unisys, including any taxes
      or import duties. If Unisys is required by local regulations to assist in
      the import of Egenera's inventory Unisys will be entitled to charge a
      management fee.

      b)    Unique part numbers must be generated to allow the receipt of parts
      into the Unisys Global Logistics System (GLS). These can be requested via
      the Unisys GLS website that will be established for Egenera.

      c)    Unisys will receive the inventory into its GLS system.

      d)    In the US, all Parts placed into Unisys inventory will include
      pre-paid, pre-addressed return waybills, to be furnished by Egenera in the
      box of the replacement part.

      e)    Unisys will create a website for use by Egenera for all field
      replenishment part order and emergency part orders. An order would be
      triggered to this web site at the time of Parts usage out of the Unisys
      stocking location. An order would be triggered to this web site at the
      time of Parts usage out of the Unisys stocking location.

      f)    The end user places a service request to the Unisys CRC .The Part
      order flows to Unisys GLS and the system will allocate the order to the
      appropriate stocking location.

      g)    The stocking location closes out the order and ships via the Unisys
      courier to the required Egenera end user location.

      h)    Based upon a Part "usage" transaction, Unisys will create a
      replenishment part order that flows to the GLS Egenera web site for
      Egenera action.

      i)    Egenera updates the Unisys GLS web-based system with carrier and
      waybill information and ships the replenishment part, at its expense, to
      the designated Unisys stocking location. In the US, this shipment must
      contain a pre-addressed, pre-paid waybill inside the box for the CSR to
      return the defective part directly to Egenera's designated return
      location.

                                       43
<PAGE>

                                   EXHIBIT A-6
                      SPARING LEVELS FOR SERVICE PROVIDERS

  EXHIBIT A-6 WILL BE UPDATED QUARTERLY TO REFLECT ADDITIONAL PRODUCT RELEASES
                         AND CHANGES IN SPARING RATIOS.

<TABLE>
<CAPTION>
  PART                            DESCRIPTION                               FRU        MINIMUM        INCREMENTAL
 NUMBER
<S>                  <C>                                                    <C>        <C>            <C>
852-000007           Power Management Kit                                   FRU          [**]             [**]

970-000002           BladeFrame                                             FRU          [**]             [**]

970-000003           Interframe Spine, 20 AMP N.A.                          FRU          [**]             [**]

970-000004           Control Blade, 1GIG-E,10/100ENET, 2-HBA                FRU          [**]             [**]

970-000005           Switch Blade, HSSC                                     FRU          [**]             [**]

970-000007           AP2 Blade, Low End w/2gb                               FRU          [**]             [**]

970-000008           AP4, Blade, 1.6 GHz, w/12GB                            FRU          [**]             [**]

970-000009           AP2, Blade, 1.26 End w/2gb                             FRU          [**]             [**]

970-000010           AP2 FRU, FILLER BLADE                                  FRU          [**]             [**]

970-000011           Interframe Spine, 30 AMP N.A.                          FRU          [**]             [**]

970-000012           Control Blade, 2GIG-E, 2-HBA                           FRU          [**]             [**]

970-000016           Interframe Spine, 30 AMP Int'l                         FRU          [**]             [**]

970-000017           Interframe Spine, HS, 20 AMP N.A.                      FRU          [**]             [**]

970-000019           AP4, Blade, 1.4 GHz, w/12GB                            FRU          [**]             [**]

970-000020           AP2, Blade, 2.2 GHz, w/6GB                             FRU          [**]             [**]

970-000021           BladeFrame, Rev 2 Mover                                FRU          [**]             [**]

970-000023           AP3, Blade, 2way, 2.8GHz, 6GB                          FRU          [**]             [**]

970-000027           FRU, Static Transfer Switch, 20AMP                     FRU          [**]             [**]

970-000028           FRU, Static Transfer Switch, 30AMP                     FRU          [**]             [**]

970-000029           Interframe Spine, HS, 16 AMP INT'l                     FRU          [**]             [**]
</TABLE>

                                       44
<PAGE>

                                   EXHIBIT A-7
                 EGENERA BLADEFRAME SYSTEM ADMINISTRATION COURSE

COURSE DESCRIPTIONS

The Egenera BladeFrame System Administration course is designed to provide
students with the core skills needed to perform basic BladeFrame system
administrative tasks. These tasks include:

1     Administration of Processing Area Networks (PANs)

2     The design and provisioning of Logical Processing Area Networks (LPANs)

3     Configuration of LPAN resources as pServers and vNets

4     Configuration of applications and services hosted by LPANs for high
      availability and load balancing.

The course is conducted over a two-day period with the time divided between
lecture and lab. Approximately 40% of the course is lecture based and 60% is
spent in hands on configuration labs.

The course consists of the following lessons:

1     Introduction to Egenera BladeFrame System

2     Designing and Creating Logical Processing Area Networks

3     Configuring Logical Processing Area Networks

4     Configuring Hardware for High Availability

5     Installing and Configuring Applications For High Availability

6     Configuring Load-balancing Clusters

Below is a table outlining what is covered in each section and on what day it is
covered:

<TABLE>
<CAPTION>
Day          Lesson     Lecture                                               Labs
---          ------     -------                                               ----
<S>          <C>        <C>                                                   <C>
1            1          Basic review of BladeFrame foundations and concept    1.  Naming the BladeFrame
                        leading to a better understanding of the Egenera
                        paradigm. Physical and Logical components are         2.  Configuring Ethernet Ports on
                        discussed as well as what job functions are           cBlades
                        performed at different administrative levels
                                                                              3.  Configuring redundant
                                                                              Ethernet connections (rEths)
</TABLE>

                                       45
<PAGE>

<TABLE>
<S>          <C>                                                              <C>
                                                                              4.  Creating virtual switches

1            2          PAN Administration functions are reviewed. LPAN       1.  Examine PAN Resources
                        design and creation are discussed as well as users
                        and assigning users to specific roles with in the     2.  Design and LPAN
                        PAN and or LPAN.
                                                                              3.  Create LPAN

                                                                              4.  Assigning LPAN
                                                                              Administrators

1            3          Students now are acting as LPAN Administrators. In    1.  Creating pServers
                        this role students create a virtual network
                        consisting of 3 servers using those resources         2.  Assigning Disk to pServers
                        assigned to their LPAN from the previous lesson.
                                                                              3.  Creating vEths

                                                                              4.  Define pServer Boot Options

                                                                              5.  Booting the LPAN

1            4          Students' tests hardware high availability by         1.  Configure Hardware Fail Over
                        setting up a local fail over pool and failing one
                        of their pServers over to it.                         2.  Testing Hardware Fail Over

                                                                              3.  Removing Hardware Fail Over.

2            5          Students review the first 4 lessons as the start of   1.  Configuring Application Resources
                        the day then begin the process of creating
                        application fail over. Applications are created as    2.  Configuring Application Fail Over
                        are their resources (file systems, IP addresses,          resources
                        and disks). Applications then have fail over
                        policies applied and tested.                          3.  Configuring the Monitoring Service

                                                                              4.  Testing Applications

                                                                              5.  Removing Application Fail Over

2            6          Students create load balance service with one of      1.  Creating Load Balancing Service
                        their pServer and set the other 2 pServers to
                        become load balance members.  Each load-balanced      2.  Creating Load Balanced
                        member is setup as a
</TABLE>

                                       46
<PAGE>

<TABLE>

<S>                     <C>                                                   <C>
                        web server and load balancing is tested.              Members Resources

                                                                              3.  Testing Load Balance Service

                                                                              4.  Removing Load Balanced Service
</TABLE>

PREREQUISITES

Students attending this course should have experience in the following areas:

1     Will have read BladeFrame Technical Overview

2     Have experience with the Linux Operating System, or other Unix based
      operating system

3     Have basic understanding of Linux Network Administration issues

1     Processing Area Network (PAN) administrators

2     Logical Processing Area Network (LPAN) administrators.

3     BladeFrame Application Developers

RECOMMENDED PRE-COURSE READING

"In Search of Clusters" by Gregory Pfister, Prentice Hall

"Red Hat System Administration Unleashed" by Thomas Schenk et al. SAMS

"Taking Control of the Internet Data Center" (White Paper) www.egenera.com

"Guidelines for Effective E-Business Infrastructure Management" (White Paper)
www.egenera.com

"The Pros and Cons of Server Clustering in the ASP Environment" (White Paper)
www.egenera.com

INTENDED AUDIENCE

This course is intended for Egenera BladeFrame system administrators and anyone
who needs to understand Egenera BladeFrame configuration and administrative
tasks. This includes:

1     Processing Area Network (PAN) administrators

2     Logical Processing Area Network (LPAN) administrators.

                                       47
<PAGE>

3        BladeFrame Application Developers

                                       48
<PAGE>

                                   EXHIBIT A-8
                                QUARTERLY REVIEW

Scheduled within ten (10) business days of Calendar Quarter end

Conducted by Technical Support Engineer

Reviews of past Quarter's Call history

Rating of past Quarter's service

Completed Quarterly Review Form (See EXHIBIT A-8-1.)

                                       49
<PAGE>

                                  EXHIBIT A-8-1

                              QUARTERLY REVIEW FORM
                CUSTOMER QUARTERLY REVIEW OF SERVICE PERFORMANCE

CUSTOMER (COMPANY) NAME: _________________________ Date held:  _________________

Customer Location: _____________________________________________________________

CUSTOMER PERSONNEL IN ATTENDANCE:  NAME, TITLE AND TELEPHONE NUMBER

                                   _____________________________________________

                                   _____________________________________________

                                   _____________________________________________

Number of Egenera Blade Frames(TM):
                                    ____________________

Number of Egenera PBlades(TM):
                              __________________________

                                                 Y/N
PREVIOUS QUARTER'S SERVICE HISTORY REVIEWED?     [ ]

SERVICE SATISFACTION:

<TABLE>
<CAPTION>
                                                                                                VERY
                                                      DISSATISFIED         SATISFIED          SATISFIED
                                                      ------------         ---------        --------------
<S>                                                   <C>                  <C>              <C>
1) Responding in a timely manner                      ____________         _________        ______________

2) Technical expertise of Technical Engineer          ____________         _________        ______________

3) Ability to solve the problem                       ____________         _________        ______________

4) Courteous and professional                         ____________         _________        ______________

5) Overall Service delivery                           ____________         _________        ______________
</TABLE>

Comments: ______________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
____________________________________(Attach additional page necessary.)

Name of Customer's Authorized      Customer's Representative's       Title:
Representative:                    Signature:
(Print Name):
                                       50
<PAGE>

____________________            ____________________       _____________________
Service Provider's Company Name (if not Egenera):_______________________________

Technical Support Engineer's Name (Print):______________________________________

Technical Support Engineer's Signature:_________________________________________

Other Egenera/Service Provider Personnel attending meeting:

<TABLE>
<CAPTION>
              NAME                           COMPANY AND TITLE
              ----                           -----------------
<S>                                   <C>
_______________________________       _________________________________
_______________________________       _________________________________
_______________________________       _________________________________
_______________________________       _________________________________
</TABLE>

                                       51
<PAGE>

                                   EXHIBIT A-9
                  CURRENT SERVICE PROVIDER SUPPORT INFORMATION

EGENERA TOLL FREE NUMBER
0800-9170376 (UK);     866-301-3117(USA);               0066-33-801337 (JAPAN)

Service Provider can reach "Egenera Technical Services" 7X24 by calling the
applicable toll free number

EGENERA SUPPORT WWW                       http://support.egenera.com

Service Provider can open tickets by connecting to this WWW site 7X24. Service
Provider can obtain login to the Egenera Customer Management System by calling
the Egenera Toll Free number.

EGENERA EMAIL                             support@egenera.com

INTERNAL ESCALATION - EGENERA

Service Provider is expected to escalate the call to Egenera, if after working
on a Customer issue, it is unable to resolve the problem.

Service Provider's escalation process begins by either calling Egenera at the
appropriate Toll free number specified above or by escalating the ticket via
Egenera's CRM system.

Service Provider can contact Egenera's Director of Technical Services or Vice
President of Egenera Enterprise Services, as appropriate, during the escalation
duration to get status updates on the existing open ticket.

FIRST LEVEL ESCALATION:
[**]                                        [**]

SECOND LEVEL ESCALATION:
[**]                                        [**]

EUROPE:
[**]                                [**]                              [**]
[**]                                [**]                              [**]

JAPAN:
[**]                                [**]                              [**]
[**]                                                                  [**]

[**]                                [**]                              [**]
[**]                                                                  [**]
                                            [**]

                                       52
<PAGE>

                                  EXHIBIT A-10
                                    ARTICLE I

1.    SOFTWARE LICENSE: Unisys's nonexclusive Software license to use the
      maintenance updates and software upgrades provided by Egenera as a
      component of its Level 3 Support is subject to the following license
      provisions:

      OWNERSHIP. Such software products are owned and copyrighted by Egenera or
      its third party suppliers and title to, ownership of and all applicable
      rights in patents, copyrights and trade secrets in the software products
      shall not transfer to Unisys. Subject to Unisys paying the appropriate
      Software Product license fee, Unisys is hereby granted a nonexclusive
      license to use such software products in object form only on the Egenera
      Hardware Product for which it was intended. Unisys's license is not a sale
      of any rights in such software products. All ownership rights remain in
      Egenera or its third party suppliers, as the case may be.

      COPIES. Unisys may make a single copy of the object code of such software
      products solely for backup or archival purposes or when copying is an
      essential step in the authorized use of the associated Egenera Hardware
      and Software Products. All copyright and other proprietary or restricted
      rights notices in the original Software Product must be retained on all
      copies. Unisys may not copy any of the enclosed books or printed materials
      that are part of the software product.

      ADDITIONAL RESTRICTIONS. Except to the extent permitted above, Unisys may
      not: modify, translate, reverse engineer, decompile, disassemble,
      otherwise attempt to obtain the source code of, or create derivative works
      based on, such software products; copy (including copying onto a bulletin
      board or similar system) the software products other than as specified
      above; rent, lease, time share, grant a security interest in, or otherwise
      transfer rights to the software products except as set forth in "Transfer"
      below; or remove any proprietary notices or labels on the software
      products; or disclose or otherwise make available the software products in
      any form to anyone other than Unisys's employees, subcontractors,
      consultants or independent contractors who have agreed to the terms of
      this Software license. If Unisys is using the software products in any
      country in the European Community, the prohibition against modifying,
      translating, reverse engineering, decompiling, disassembling, or creating
      derivative works based on the Software Products does not affect Unisys's
      rights under any legislation implementing the E.C. Council Directive on
      the Legal Protection of Computer Programs.

      TRANSFER. Unisys may only transfer such software products to designated
      Customers to whom Egenera is obligated to provide Maintenance Updates
      and/or Software Upgrades pursuant to Service Offerings such Customers have
      purchased from Egenera. Unisys may only install such software on Customer
      Products covered by such Service Offerings. Except as expressly provided
      herein, Unisys has no right to sublicense loan, rent, lease or allow any
      other entity to use the Software Products. Unisys may receive the Software
      Products in more than one medium, for example CD-ROM or by Internet.
      Unisys may not use or install the other medium on another hardware
      product. Unisys shall be fully

                                       53
<PAGE>

      responsible for the compliance of Unisys's employees, subcontractors,
      consultants or independent contractors who are given access to the
      Software Products.

      LICENSE TERMINATION. Egenera may terminate this license, without
      liability, if Unisys breaches these Software License terms and fails to
      permanently cure the breach within thirty (30) days after receipt of
      Egenera's written notice thereof. Upon termination, Unisys shall cease all
      use and return or certify destruction of the Software Products (including
      copies) to Egenera.

      THIRD PARTY SOFTWARE. In the event Unisys, in connection with the
      Products, orders Software hereunder that is specifically labeled as being
      provided by and/or owned other than by Egenera ("Third Party Software
      Products"), Unisys acknowledges that it shall be licensing such Third
      Party Software directly from the third party, including the right to use
      such Third Party Software in connection with the Egenera Hardware, and
      agrees to comply with the license terms that accompany such Third Party
      Software. CERTAIN THIRD PARTY SOFTWARE PRODUCTS SUPPLIED BY EGENERA ARE
      OPEN SOURCE MATERIALS, AND AS SUCH, ARE GOVERNED BY OPEN-SOURCE SOFTWARE
      LICENSE AGREEMENTS SUPPLIED WITH SUCH OPEN SOURCE MATERIALS, SUCH AS THE
      GNU PUBLIC LICENSE. EGENERA MAKES NO CLAIM OF OWNERSHIP OF OPEN SOURCE
      MATERIALS, AND SUCH OPEN SOURCE MATERIALS ARE SUPPLIED SOLELY IN
      ACCORDANCE WITH THE LICENSE AGREEMENTS ACCOMPANYING SUCH SOFTWARE.
      Accordingly, the above restrictions concerning modification,
      confidentiality and other provisions do not apply to such Open Source
      Materials.

Unisys agrees to promptly notify Egenera in writing of any violation of the
above licensing terms by designated Customers and shall cooperate fully, at its
own expense, with Egenera in the enforcement of such terms and any related
proceeding against its Customers.

                                       54
<PAGE>

                                  EXHIBIT A-11

                    LIST OF PRODUCTS TO BE SERVICED BY UNISYS

                               Reference Exhibit B

                                       55
<PAGE>

                                  EXHIBIT A-12
                       UNISYS U.S. PRIMARY SERVICE CITIES

The following table lists Unisys Primary Service Cities effective as of April,
2002. These service cities represent locations in which a Unisys logistics
facility is located. The coverage of a Primary Service City begins at the city
center and includes a 50-mile radius from the said city center. The Metro City
is a reference point only and serves to indicate the nearest major metropolitan
city that benefits from the coverage of a Service City.

Primary Service Cities are subject to change. Unisys shall make every reasonable
effort to give Egenera at least sixty (60) days advance written notice of any
change to a Unisys facility location, including (a) changes to the operating
hours or (b) the discontinuance of any facility location. If Unisys changes or
discontinues the facility location during the term of the Agreement, Unisys
shall continue service (despite the change of location) in accordance with the
Agreement. Provided, however, that the Egenera Customer continues to have
hardware under enrollment at the same location during the initial enrollment
term.

Egenera shall request the Unisys PMO provide service capability confirmation for
a city where Unisys is not currently providing support to Egenera under this
agreement. The PMO will use reasonable commercial efforts to respond within
three (3) business days of the request whether Unisys can develop, in the time
frame required, or currently has the capability to provide the services as
described within the Service Solution Design Document in the requested city. The
actual Service Order process will be as described in Section 5 of the Master
Service Agreement.

<TABLE>
<CAPTION>
METRO CITY                        STATE             SERVICE CITY                      STATE            S ZIP
----------                        -----             ------------                      -----            -----
<S>                               <C>               <C>                               <C>              <C>
BRIDGEPORT                         CT               SHELTON                            CT              06484
HARTFORD                           CT               CROMWELL                           CT              06416
HARTFORD                           CT               WINDSOR                            CT              06095
DOVER                              DE               DOVER                              DE              19901
BOSTON                             MA               BURLINGTON                         MA              01803
BOSTON                             MA               WALTHAM                            MA              02451
NEWARK                             NJ               LYNDHURST                          NJ              07071
NEWARK                             NJ               MORRIS PLAINS                      NJ              07950
NEWARK                             NJ               NEW PROVIDENCE                     NJ              07974
ALBANY                             NY               ALBANY                             NY              12205
BUFFALO                            NY               AMHERST                            NY              14228
LONG ISLAND                        NY               JERICHO                            NY              11753
NEW YORK                           NY               NEW YORK                           NY              10005
NEWBURGH                           NY               WALDEN                             NY              12586
ROCHESTER                          NY               FARMINGTON                         NY              14425
SYRACUSE                           NY               LIVERPOOL                          NY              13088
WHITE PLAINS                       NY               WHITE PLAINS                       NY              10604
ALLENTOWN                          PA               ALLENTOWN                          PA              18103
HARRISBURG                         PA               HARRISBURG                         PA              17111
PHILADELPHIA                       PA               MARLTON                            NJ              08053
</TABLE>

                                       56
<PAGE>

<TABLE>
<S>                                <C>              <C>                                <C>             <C>
PHILADELPHIA                       PA               BLUE BELL                          PA              19424
PHILADELPHIA                       PA               PHILADELPHIA                       PA              19103
PHILADELPHIA                       PA               SHARON HILL                        PA              19079
PITTSBURGH                         PA               PITTSBURGH                         PA              15275
CHARLESTON                         WV               CHARLESTON                         WV              25302
CHICAGO                            IL               CHICAGO                            IL              60601
CHICAGO                            IL               ELK GROVE                          IL              60007
CHICAGO                            IL               LOMBARD                            IL              60148
ROCKFORD                           IL               ROCKFORD-BLVDR                     IL              61103
EVANSVILLE                         IN               EVANSVILLE                         IN              47728
FORT WAYNE                         IN               FORT WAYNE                         IN              46804
INDIANAPOLIS                       IN               INDIANAPOLIS                       IN              46240
DETROIT                            MI               TROY                               MI              48083
GRAND RAPIDS                       MI               GRAND RAPIDS                       MI              49506
LANSING                            MI               OKEMOS                             MI              48864
CINCINNATI                         OH               CINCINNATI                         OH              45241
CLEVELAND                          OH               BRECKSVILLE                        OH              44141
COLUMBUS                           OH               WESTERVILLE                        OH              43081
DAYTON                             OH               DAYTON                             OH              45414
TOLEDO                             OH               HOLLAND                            OH              43528
YOUGSTOWN                          OH               YOUNGSTOWN                         OH              44515
MADISON                            WI               MADISON                            WI              53716
MILWAUKEE                          WI               BROOKFIELD                         WI              53005
ANCHORAGE                          AK               ANCHORAGE                          AK              99503
PHOENIX                            AZ               PHOENIX                            AZ              85016
LOS ANGELES                        CA               COSTA MESA                         CA              92626
LOS ANGELES                        CA               HOLLYWOOD                          CA              90038
LOS ANGELES                        CA               MISSION VIEJO                      CA              92691
LOS ANGELES                        CA               RANCHO CUCAMONGA                   CA              91730
LOS ANGELES                        CA               SANTA FE SPRINGS                   CA              90670
LOS ANGELES                        CA               VAN NUYS                           CA              91406
SACRAMENTO                         CA               SACRAMENTO                         CA              95833
SALINAS                            CA               SALINAS                            CA              93906
SAN DIEGO                          CA               SAN DIEGO                          CA              92111
SAN FRANCISCO                      CA               S. SAN FRANCISCO                   CA              94080
SAN FRANCISCO                      CA               SAN FRANCISCO                      CA              94105
SAN FRANCISCO                      CA               SAN LEANDRO                        CA              94577
SAN JOSE                           CA               SAN JOSE                           CA              95134
STOCKTON                           CA               STOCKTON                           CA              95203
DENVER                             CO               ENGLEWOOD                          CO              80111
HONOLULU                           HI               HONOLULU                           HI              96813
DAVENPORT                          IA               BETTENDORF                         IA              52722
DES MOINES                         IA               W DES MOINES                       IA              50398
KANSAS CITY                        KS               OVERLAND PARK                      KS              66211
</TABLE>

                                       57
<PAGE>

<TABLE>
<S>                                <C>              <C>                                <C>             <C>
WICHITA                            KS               WICHITA                            KS              67206
MINNEAPOLIS                        MN               EAGAN                              MN              55121
SAINT LOUIS                        MO               SAINT LOUIS                        MO              63146
FARGO                              ND               FARGO                              ND              58102
OMAHA                              NE               OMAHA                              NE              68154
ALBUQUERQUE                        NM               ALBUQUERQUE                        NM              87107
LAS VEGAS                          NV               LAS VEGAS                          NV              89120
RENO                               NV               RENO                               NV              89502
PORTLAND                           OR               TUALATIN                           OR              97062
SIOUX FALLS                        SD               SIOUX FALLS                        SD              57015
SALT LAKE CITY                     UT               SALT LAKE CITY                     UT              84116
SEATTLE                            WA               TUKWILA                            WA              98188
SPOKANE                            WA               SPOKANE                            WA              99206
BIRMINGHAM                         AL               BIRMINGHAM                         AL              35243
MOBILE                             AL               MOBILE                             AL              36606
MONTGOMERY                         AL               MONTGOMERY                         AL              36109
LITTLE ROCK                        AR               LITTLE ROCK                        AR              72205
WASHINGTON                         DC               FAIRFAX                            VA              22031
WASHINGTON                         DC               MCLEAN                             VA              22102
JACKSONVILLE                       FL               JACKSONVILLE                       FL              32256
MIAMI                              FL               MIAMI                              FL              33172
ORLANDO                            FL               LAKE MARY                          FL              32746
PENSACOLA                          FL               PENSACOLA                          FL              32503
TALLAHASSEE                        FL               TALLAHASSEE                        FL              32308
TAMPA                              FL               TAMPA                              FL              33634
ATLANTA                            GA               NORCROSS                           GA              30093
SAVANNAH                           GA               SAVANNAH                           GA              31405
LOUISVILLE                         KY               LOUISVILLE                         KY              40207
BATON ROUGE                        LA               BATON ROUGE                        LA              70809
NEW ORLEANS                        LA               METAIRIE                           LA              70002
BALTIMORE                          MD               TIMONIUM                           MD              21093
JACKSON                            MS               JACKSON                            MS              39208
CHARLOTTE                          NC               CHARLOTTE                          NC              28217
RALEIGH                            NC               RALEIGH                            NC              27609
WINSTON-SALEM                      NC               KERNERSVILLE                       NC              27284
OKLAHOMA CITY                      OK               OKLAHOMA CITY                      OK              73116
COLUMBIA                           SC               COLUMBIA                           SC              29210
GREENVILLE                         SC               GREENVILLE                         SC              29615
CHATTANOOGA                        TN               CHATTANOOGA                        TN              37421
KINGSPORT                          TN               BLOUNTVILLE                        TN              37617
KNOXVILLE                          TN               KNOXVILLE                          TN              37912
MEMPHIS                            TN               MEMPHIS                            TN              38134
NASHVILLE                          TN               NASHVILLE                          TN              37211
AUSTIN                             TX               AUSTIN                             TX              78759
</TABLE>

                                       58
<PAGE>

<TABLE>
<S>                                <C>              <C>                                <C>             <C>
DALLAS/FT WORTH                    TX               DALLAS                             TX              75244
HOUSTON                            TX               HOUSTON                            TX              77040
SAN ANTONIO                        TX               SAN ANTONIO                        TX              78216
NORFOLK                            VA               NORFOLK                            VA              23502
RICHMOND                           VA               RICHMOND                           VA              23228
ROANOKE                            VA               ROANOKE                            VA              24018
</TABLE>

UNISYS AUSTRALIA PRIMARY SERVICE CITIES- 30 KM COVERAGE FROM CITY CENTER

<TABLE>
<CAPTION>
COUNTRY              SERVICE CITY
-------              ------------
<S>                  <C>
Australia            Sydney
                     Melbourne
                     Brisbane
                     Adelaide
                     Perth
                     Canberra
                     Hobart
                     Darwin
</TABLE>

UNISYS HK AND SINGAPORE PRIMARY SERVICE CITIES

<TABLE>
<CAPTION>
COUNTRY              SERVICE CITY
-------              ------------
<S>                  <C>
HK                   HK
Singapore            Singapore
</TABLE>

UNISYS UK, GERMANY, SWITZERLAND AND FRANCE PRIMARY SERVICE CITIES- 65 KM
COVERAGE FROM CITY CENTER

<TABLE>
<CAPTION>
Country              SERVICE CITY
<S>                  <C>
UK                   Birmingham
                     Bristol
                     Edinburgh
                     Glasgow
                     Leeds
                     Leicester
                     Liverpool
                     London
                     Manchester
                     Milton Keynes
                     Newcastle
                     Portsmouth
                     Southampton
Germany              Berlin
                     Cologne
                     Hamburg
</TABLE>

                                       59
<PAGE>

<TABLE>
<S>                  <C>
                     Hannover
                     Munich
                     Nurnberg
                     Ratingen (Dusseldorf)
                     Stuttgart
                     Sulzbach (Frankfurt)
Switzerland          Basel
                     Bern
                     Geneva
                     Lausanne
                     Luzern
                     St. Gallen
                     Zurich
France               Bordeaux
                     Lille
                     Lyon
                     Marseille
                     Nancy
                     Nantes
                     Paris
                     Toulouse
</TABLE>

                                       60
<PAGE>

                                    EXHIBIT B

                                     PRICING

<TABLE>
<CAPTION>
                                                                                                  SLA-9X5X4
                                                                                                   EGENERA      ALL YEARS
                                                                                                PRODUCT LIST    ----------
EGENERA ID                                         DESCRIPTION                                      PRICE        [**]% OF
----------                                         -----------                                      -----         [**]%
<S>                <C>                                                                          <C>             <C>
BC100101           BladeFrame Base System.  20 AMP system   Price includes chassis, redundant    $      [**]         $[**]
                   switch blades, redundant control blades
BC100102           BladeFrame Base System.  30 AMP International system   Price includes         $      [**]         $[**]
                   chassis, redundant switch blades, redundant control blades
BP100003           Static Transfer Switch - 20 amp spine                                         $      [**]         $[**]
BP100004           Static Transfer Switch - 30 amp spine North America                           $      [**]         $[**]
BP100005           Static Transfer Switch - 30 amp spine International                           $      [**]         $[**]
CB200211           Pair of Control Blades option 1:  2 FibreChannel HBA, 1 Gigabit ethernet,     $      [**]
                   1 (2-port) 10/100 Ethernet
CB200220           Pair of Control Blades option 2:   2 FibreChannel HBA, 2 Gigabit Ethernet.    $      [**]         $[**]
                   Price delta over Option 1.
CB200311           Pair of Control Blades-EP (Harvard) option 1:  (2) 2-port 2Gb FibreChannel    $      [**]         $[**]
                   HBA, (1) 2-port Gigabit Ethernet, (1) 2-port 10/100/1000 Ethernet. Price
                   delta above Base System for CB-EP.
CB200320           Pair of Control Blades-EP (Harvard) option 2:   (2) 2-port 2Gb                $      [**]         $[**]
                   FibreChannel HBA, (2) 2-port Gigabit Ethernet. Price delta above Base
                   System for CB-EP.
PB100212           Processing Blade  - 2 Way                                                     $      [**]         $[**]
                    2x 1Ghz Pentium III; 2GB RAM-Note 1
PB100222           Processing Blade  - 2 Way                                                     $      [**]         $[**]
                   2x 1.26Ghz Pentium III; 2GB RAM
PB100322           Processing Blade  -2 Way                                                      $      [**]         $[**]
                   2.4GHz, 2GB RAM
PB100326           Processing Blade  -2 Way                                                      $      [**]         $[**]
                   2.4GHz, 6GB RAM
PB100332           Processing Blade  -2 Way                                                      $      [**]         $[**]
                   3.06GHz, 2GB RAM
PB100336           Processing Blade  -2 Way                                                      $      [**]         $[**]
                   3.06GHz, 6GB RAM
PB100234           Processing Blade  -2 Way                                                      $      [**]         $[**]
                   2.2GHz, 6GB RAM- Note 1
PB100228           Processing Blade  -2 Way                                                      $      [**]         $[**]
                   2.8GHz, 6GB RAM- Note 1
</TABLE>

                                       61
<PAGE>

<TABLE>
<S>                <C>                                                                           <C>                 <C>
PB100235           Processing Blade  -2 Way                                                      $      [**]         $[**]
                   2.8GHz, 12GB RAM
PB100411           Processing Blade  - 4 Way                                                     $      [**]         $[**]
                   4x 1.4GHz, 12GB RAM
PB100408           Processing Blade  - 4 Way                                                     $      [**]         $[**]
                   4x 1.4GHz, 6GB RAM
PB100416           Processing Blade  - 4 Way                                                     $      [**]         $[**]
                   4 x 1.6GHz, 12GB RAM- Note 1
PB100420           Processing Blade  - 4 Way                                                     $      [**]         $[**]
                   4 x 2.0GHz, 12GB RAM
PB100426           Processing Blade  - 4 Way                                                     $      [**]         $[**]
                   4 x 2.0GHz, 6GB RAM
SW100210           BladeFrame  Base SW and License - Latest Release                              $      [**]         $[**]
                   BladeFrame SW License for 2-way PIII blades                                   $      [**]         $[**]
                   BladeFrame SW License for 2-way Xeon                                          $      [**]         $[**]
                   BladeFrame SW License for 4-way Xeon MP blades                                $      [**]         $[**]
SW900101           Initial PowerCockpit Software Pack (includes Console + 10 node license)       $      [**]         $[**]
SW900102           Additional PowerCockpit Software Licenses                                     $      [**]         $[**]
SW900210           Red Hat Advanced Server 2.1                                                   $      [**]         $[**]
                   Includes 1 year of 24x7 service and product upgrades.
Note 1- These products are being phased out, and will be End-of-Life in Q203.
</TABLE>

                                       62
<PAGE>

<TABLE>
<CAPTION>
                                                                                                        7X24X4       AFTER
                                                                                                       FIRST YEAR   FIRST YR.
                                                                                          EGENERA       [**]% OF     [**]% OF
                                                                                       PRODUCT LIST         ----         ----
   EGENERA ID                                 DESCRIPTION                                  PRICE          [**]%        [**]%
   ----------                                 -----------                                  -----          -----        -----
<S>                <C>                                                                 <C>             <C>          <C>
BC100101           BladeFrame Base System.  20 AMP system   Price includes chassis,     $      [**]         $[**]        $[**]
                   redundant switch blades, redundant control blades
BC100102           BladeFrame Base System.  30 AMP International system   Price         $      [**]         $[**]        $[**]
                   includes chassis, redundant switch blades, redundant control
                   blades
BP100003           Static Transfer Switch - 20 amp spine                                $      [**]         $[**]        $[**]
BP100004           Static Transfer Switch - 30 amp spine North America                  $      [**]         $[**]        $[**]
BP100005           Static Transfer Switch - 30 amp spine International                  $      [**]         $[**]        $[**]
CB200211           Pair of Control Blades option 1:  2 FibreChannel HBA, 1 Gigabit      $      [**]
                   ethernet, 1 (2-port) 10/100 Ethernet
CB200220           Pair of Control Blades option 2:   2 FibreChannel HBA, 2 Gigabit     $      [**]         $[**]        $[**]
                   Ethernet. Price delta over Option 1.
CB200311           Pair of Control Blades-EP (Harvard) option 1:  (2) 2-port 2Gb        $      [**]         $[**]        $[**]
                   FibreChannel HBA, (1) 2-port Gigabit Ethernet, (1) 2-port
                   10/100/1000 Ethernet. Price delta above Base System for CB-EP.
CB200320           Pair of Control Blades-EP (Harvard) option 2:  (2) 2-port 2Gb        $      [**]         $[**]        $[**]
                   FibreChannel HBA, (2) 2-port Gigabit Ethernet. Price delta above
                   Base System for CB-EP.
PB100212           Processing Blade  - 2 Way                                            $      [**]         $[**]        $[**]
                   2x 1Ghz Pentium III; 2GB RAM-Note 1
PB100222           Processing Blade  - 2 Way                                            $      [**]         $[**]        $[**]
                   2x 1.26Ghz Pentium III; 2GB RAM
PB100322           Processing Blade  -2 Way                                             $      [**]         $[**]        $[**]
                   2.4GHz, 2GB RAM
PB100326           Processing Blade  -2 Way                                             $      [**]         $[**]        $[**]
                   2.4GHz, 6GB RAM
PB100332           Processing Blade  -2 Way                                             $      [**]         $[**]        $[**]
                   3.06GHz, 2GB RAM
PB100336           Processing Blade  -2 Way                                             $      [**]         $[**]        $[**]
                   3.06GHz, 6GB RAM
PB100234           Processing Blade  -2 Way                                             $      [**]         $[**]        $[**]
                   2.2GHz, 6GB RAM- Note 1
PB100228           Processing Blade  -2 Way                                             $      [**]         $[**]        $[**]
                   2.8GHz, 6GB RAM- Note 1
</TABLE>

                                       63
<PAGE>

<TABLE>
<S>                <C>                                                                  <C>                 <C>          <C>
PB100235           Processing Blade  -2 Way                                             $      [**]         $[**]        $[**]
                   2.8GHz, 12GB RAM
PB100411           Processing Blade  - 4 Way                                            $      [**]         $[**]        $[**]
                   4x 1.4GHz, 12GB RAM
PB100408           Processing Blade  - 4 Way                                            $      [**]         $[**]        $[**]
                   4x 1.4GHz, 6GB RAM
PB100416           Processing Blade  - 4 Way                                            $      [**]         $[**]
                   4 x 1.6GHz, 12GB RAM- Note 1
PB100420           Processing Blade  - 4 Way                                            $      [**]         $[**]        $[**]
                   4 x 2.0GHz, 12GB RAM
PB100426           Processing Blade  - 4 Way                                            $      [**]         $[**]        $[**]
                   4 x 2.0GHz, 6GB RAM
SW100210           BladeFrame  Base SW and License - Latest Release                     $      [**]         $[**]        $[**]
                   BladeFrame SW License for 2-way PIII blades                          $      [**]         $[**]        $[**]
                   BladeFrame SW License for 2-way Xeon                                 $      [**]         $[**]        $[**]
                   BladeFrame SW License for 4-way Xeon MP blades                       $      [**]         $[**]        $[**]
SW900101           Initial PowerCockpit Software Pack (includes Console + 10 node       $      [**]         $[**]        $[**]
                   license)
SW900102           Additional PowerCockpit Software Licenses                            $      [**]         $[**]        $[**]
SW900210           Red Hat Advanced Server 2.1                                          $      [**]         $[**]        $[**]
                   Includes 1 year of 24x7 service and product upgrades.
Note               1- These products are being phased out, and will be
                   End-of-Life in Q203.
</TABLE>

                                       64
<PAGE>

                                   EXHIBIT B-1
              DEMAND SERVICE RATES, INSTALLATION & SITE SURVEY FEES

ALL PRICES SHOWN IN THIS EXHIBIT ARE IN U.S. DOLLARS.

UNITED STATES

INSTALLATION FEES

PPM               $[**]OPPM       $[**]

SITE SURVEY FEES

PPM               $[**]
OPPM              $[**]

DEMAND SERVICE RATES

Per Hour  - [**] Hour Minimum

PPM               $[**]
OPPM              $[**]

AUSTRALIA

INSTALLATION FEES

PPM               $[**]

SITE SURVEY FEES

PPM               $[**]DEMAND SERVICE RATES

Per Hour - [**] Hour Minimum

PPM               $[**]
OPPM              $[**]

                                       65
<PAGE>

HONG KONG & SINGAPORE

INSTALLATION FEES

PPM               $[**] OPPM             $[**] (Mon-Sat)
OPPM              $[**] (Sunday/Public Holidays)

SITE SURVEY FEES

PPM               $[**] per hour, minimum [**] hrs.
OPPM              $[**] per hour, minimum [**] hrs. (Mon-Sat)
OPPM              $[**] per hour, minimum [**] hrs. (Sunday/Public Holidays)

DEMAND SERVICE RATES

PPM               $[**] per hour, minimum [**] hrs.
OPPM              $[**]per hour, minimum [**] hrs. (Mon-Sat)
OPPM              $[**] per hour, minimum [**] hrs. (Sunday/Public Holidays)

UNITED KINGDOM

INSTALLATION FEES

PPM               $[**]

SITE SURVEY FEES

PPM               $[**]

DEMAND SERVICE RATES

Per Hour - [**]Hour Minimum

PPM               $[**]
OPPM              $[**]

                                       66
<PAGE>

FRANCE

INSTALLATION FEES

PPM               $[**]

SITE SURVEY FEES

PPM               $[**]

DEMAND SERVICE RATES

Per Hour - [**] Hour Minimum

PPM  $[**]
OPPM $[**]

GERMANY

INSTALLATION FEES

PPM               $[**]

SITE SURVEY FEES

PPM               $[**]

DEMAND SERVICE RATES

Per Hour - [**] Hour Minimum

PPM               $[**]
OPPM              $[**]

                                       67
<PAGE>

SWITZERLAND

INSTALLATION FEES

PPM               $[**]SITE SURVEY FEES

PPM               $[**]

DEMAND SERVICE RATES

Per Hour - [**]Hour Minimum

PPM               $[**]
OPPM              $[**]

                                       68
<PAGE>

                                    EXHIBIT C

                                 BASIS OF PRICE

Average configuration is a bladeframe with 15 blade servers that has a list
annual maintenance price of $[**] (24x7). Unisys receives [**]% of this amount.

Global Forecast:

<TABLE>
<CAPTION>
                                                    2003      2004     2005
                                                    ----      ----     ----
<S>                                                 <C>       <C>      <C>
US

Installs                                            [**]      [**]     [**]
Maint. Base                                         [**]      [**]     [**]

Asia- Australia, Hk and Singapore

Installs                                            [**]      [**]     [**]
Maint. Base                                         [**]      [**]     [**]

Europe-UK, Switzerland, Germany and France

Installs                                            [**]      [**]     [**]
Maint. Base                                         [**]      [**]     [**]
</TABLE>

                                       69
<PAGE>

Dispatch Requiring Onsite Visits

Number of Instances                                     [**]

Site Survey (one time incident)                         [**]*

Installation of BladeFrame (one time incident)          [**]*

                            * Does not include travel time to customer site

Remote Telephone Support:

Number of Instances (level 1-level 2 calls)             [**] per Bframe/quarter

Unisys is not responsible for Software Subscription Service.

General Assumptions:

Egenera will provide approximately [**] days of product training. The course
will be Egenera instructor led and provided locally.

SLA's - 24x7 = [**]%, 9x5 = [**]%

All prices are shown in US Dollars

                                       70
<PAGE>

                                    EXHIBIT D

                             SAMPLE LOCAL AGREEMENT
  [THIS LOCAL AGREEMENT IS USED TO SHOW THE AGREEMENT OF THE LOCAL PROVIDER FOR
                                 THE TERRITORY.]

                                LOCAL AGREEMENT NUMBER ________________________
                        (assigned by Local Provider for administrative purposes)

                                 LOCAL AGREEMENT
                              DATED _________, 2003
                                     Between
                            COMPANY, INC. ("Egenera")
                                       And
                       [Local Provider] ("Local Provider")
                                       FOR

                            ------------------------
                                  ("Territory")

Egenera and Unisys Corporation have signed a SUPPORT AGREEMENT FOR ON-SITE
SERVICES effective as of ________, 2003 ("Agreement"). Egenera and Local
Provider want to incorporate the Agreement into this LOCAL AGREEMENT. Intending
to be legally bound, Egenera and Local Provider agree as follows:

1.    Egenera and Local Provider incorporate the terms and conditions of the
Master Agreement in this Local Agreement by this reference. Egenera and Local
Provider agree the Master Agreement shall cover the services provided by the
Local Provider to Egenera for the Territory described above EXCEPT:

[PUT ANY SPECIAL TERMS HERE THAT ARE DIFFERENT FROM THE MASTER AGREEMENT THIS IS
PRINCIPALLY THE LOCAL SERVICE DESCRIPTION FOR THE TERRITORY, IF DIFFERENT, OR
ANY OTHER BUSINESS OR LEGAL PROVISIONS NEEDED FOR THE TERRITORY.]

For all purposes under this Local Agreement, "Unisys," and any other similar
reference in the Master Agreement, shall mean the Local Provider under this
Local Agreement. If there are any additional or different terms from the Master
Agreement in the text of this Local Agreement, these additional or different
terms in the text of this Local Agreement shall control.

2.    The following schedules are attached to, and expressly incorporated in,
this LOCAL AGREEMENT.

[THIS IS WHERE YOU WOULD INCORPORATE ANY SPECIAL SCHEDULES REQUIRED FOR THE
UNIQUE TERRITORY SERVICE DESCRIPTION AND LOCAL PATENT INDEMNIFICATION IF NOT
INDEMNIFIED IN THE MAIN BODY OF THE AGREEMENT.]

                                       71
<PAGE>

AGREED AND ACCEPTED

____________________________________      ______________________________________
          (Local Provider)                              (Egenera)

By:_________________________________      By:___________________________________
              (Signature)                               (Signature)

Name:_______________________________      Name:_________________________________
            (Print or Type)                             (Print or Type)

Title:______________________________      Title:________________________________

Date:_______________________________      Date:_________________________________

                                       72
<PAGE>

                                    EXHIBIT E

                              UNISYS SUPPLIER GUIDE

                            -UNISYS ALLIANCE PARTNERS

                            SUPPLIER REFERENCE GUIDE

                    FOR SHIPMENTS TO UNISYS LOGISTICS CENTERS

                          PACKAGING AND IDENTIFICATION

INTRODUCTION. The Unisys Receiving System is ISO 9000 certified, process driven,
and highly automated. When information needed to handle receipt of the delivery
from your company cannot be found, the receipt is rejected. Manual efforts are
required to resolve these problems. This delays the timely processing of
material to support your customers, and may ultimately cause the return of the
shipment. These consequences may be avoided by following the guidelines outlined
below.

Unisys logistics centers receive thousands of parts shipments each month. Your
company's shipments are important to Unisys because we use them to service your
customers worldwide. Proper packaging and marking allows Unisys to receive,
stock, and utilize your parts quickly and efficiently.

These packaging and identification guidelines are provided to you as a guide to
help you understand and assist Unisys in serving your customers.

                                    STANDARDS

1.    It is expected that all applicable rules and regulations for packaging,
packing for shipment, and shipping, will be followed. These include: Uniform
Freight Classification (rail), National Motor Freight Classification (truck),
and Unisys Corporation Standard 4000 5233-000 (spare parts packaging), (Title 49
of CFR); and,

2.    Parts should be individually packaged and the packaging marked so that
each package can be distributed one at a time, to your customers. The service
parts need to be packed to protect them in the distribution environment by
utilizing interior and exterior packaging which will provide adequate protection
from damage during transportation, storage, and handling. In some cases,
individual items may not fit this particular model and there will need to be an
arrangement worked out between the two partners relative to Bin Parts and
Repackaging. These types of assets could be similar to small items that could be
"Kitted" or "Bulk Packed", or perhaps packaging material shipped along with the
assets to be packaged at subsequent shipments. Those items and processes will
need to be worked out individually with the agreement of both parties and
mutually accepted process/s.

                                       73
<PAGE>

                             CATEGORIES OF PACKAGING

SMALL LOOSE PARTS

Bulk packaging should not be used. Shipments received by Unisys that are bulk
packaged will be rejected.

INDIVIDUAL ELECTRONIC COMPONENTS

Components that are sensitive to electrostatic discharge (ESD) damage should be
packaged in a static safe container that complies with the "ESD Protective
Materials" section of this guide.

PLUG-IN BOARDS

Plug-in boards need to be protected from ESD damage by following the ESD
Protective Materials section of this guide and taking appropriate protective
measures which includes packing each plug-in board in a single foam-lined and
reusable container.

KITS

Kits or items with accessories should be consolidated into a single container.

MODULES

Parts in this category include disk drives, cathode ray tubes, printers,
monitors, keyboards, personal computers, power supplies, etc. These type parts
should be packed one per reusable container with a bursting strength of 275
pounds and to take adequate precautions to protect these parts from ESD, shock,
vibration and other distribution hazards.

MOTORS, TRANSFORMERS, LARGE CAPACITORS, ETC.

Large heavy parts (50 pounds or greater) should be packed one per container,
which must be made from a reusable, high-strength corrugated product such as a
double-wall, triple-wall, wood pack, or a combination of any/all of these.

PALLETIZED MATERIAL

Parts in this category include power modules, filters, fixed disk modules, etc.,
that are individually packaged. Unisys needs you to palletize packages of 100
pounds and greater for mechanical handling.

Unisys recommends that you use strapping, stretch wrap, shrink wrap, or
something similar each of adequate strength to secure the load to the pallet.
Corner protection from straps is also recommended for use when necessary.

                         PACKAGING QUALITY REQUIREMENTS

Unisys needs you to use these packaging quality requirements for all service
parts.

CLEANLINESS

It is expected that all parts will be clean and free from foreign materials such
as dirt, flux, toner, and dust. Unisys also recommends that all labels, tags and
stickers (other than mandatory regulatory items) are removed.

                                       74
<PAGE>

PACKAGE DESIGN

Unisys needs you to use package design that will enable Unisys to easily remove
parts for inspection purposes (and reinsert them in the package) without
damaging or destroying the package.

Parts should also be packed packaged in proper size containers to prevent damage
and shifting within the container.

HANDLING HAZARDS

Containers should be kept free from handling hazards, such as staples, loose
banding, protruding nails, etc.

INTERNAL PACKAGING MATERIAL

Loose fill materials, such as sawdust, excelsior, peanuts, shredded paper,
newsprint, and similar materials should be avoided. Movable parts within an
assembly should be secured to insure no damage during handling.

Adequate padding or cushioning of items with sharp points or protrusions should
be provided to prevent damage to wraps or containers.

                            ESD PROTECTIVE MATERIALS

Electronic assemblies should be stored and shipped in a sealed static shielding
bag according to the attached standard. Static shielding (Faraday Cage) is an
electronically continuous conductive enclosure that provides electrostatic
shielding, i.e. a region of no electrostatic field. Bags manufactured from
Pink-Polly and #4000-0036 (electrostatic discharge damage prevention) black
Velostat do not qualify as static shielding. It is recommended that the bag be
sealed with a non-removable static warning label.

The static shielding bag should not be used as a shipping or storage container
and the shielded parts should be over-packed.

Unisys recommends that you use the following procedure for closing the static
shielding bag.

      1.    Select a bag size that will provide a minimum of 1"overlap on the
            open end of the bag when the part is enclosed.

      2.    Fold the open end over and secure it with a label that designates
            "Static Sensitive Part" AND the Supplier Package Seal label.

                          HAZARDOUS/RESTRICTED MATERIAL

UNISYS DOES NOT RECEIVE OR SHIP HAZARDOUS MATERIAL.

                         PART IDENTIFICATION AND MARKING

                                       75
<PAGE>

Unisys needs you to use clear legible markings of adequate size, which can be
read by a person with normal, unaided vision. Unisys needs you to mark each part
with the Unisys part number and your company's part number. Unisys needs you to
put the Unisys part number on the outside packaging of all parts, packaging and
packing lists.

                                       76
<PAGE>

EXTERIOR PART IDENTIFICATION AND MARKING

Unisys needs you to mark exterior containers or loads (label, stencil, printed)
with the following information:

      a.    Your company's name

      b.    Piece _____ of _____

      c.    Ship To address

      d.    Ship From address

      e.    Special handling notations (e.g. Fragile, ESD Sensitive, etc.)

INDIVIDUAL PART IDENTIFICATION AND MARKING

Unisys needs you to mark all primary individual unit containers with the
following information:

      a.    UNISYS PART NUMBER

      b.    YOUR COMPANY'S PART NUMBER

      c.    QUANTITY

      d.    INTERNATIONAL SHIPPING SYMBOLS, SUCH AS "FRAGILE", "THIS END UP",
            ETC., WHEREVER APPLICABLE.

                               LABEL REQUIREMENTS

SUPPLIER PACKAGE SEAL LABEL

Unisys recommends you to seal all primary individual unit containers with a your
company's (or your parts provider's) Package Seal Label" to ensure part
integrity and as a means of identifying the source of the part which information
will be used by your company and Unisys to track and analyze failures, and to
control inventory. This seal may be a label or special sealing tape.

PACKAGE SEAL REQUIREMENTS

Unisys recommends you affix a Package Seal to the internal (example, anti-static
bag) and external (example, outer carton) packaging used with service parts
shipped to all facilities designated by Unisys. The purpose of the dual seals is
to demonstrate your company's commitment to the integrity of service part
quality for parts transported into Unisys logistics centers. The inner package
seal is particularly critical in providing part integrity, minimizing
re-certification costs and to help identify problems with your company's
sources. Unisys recommends you affix a Package Seal to the internal and the
external packaging at all points of entry to the packaging used with the
following categories of service parts:

      a.    Electronic Assemblies

      b.    Electronic Subassemblies

      c.    Electromechanical Assemblies

      d.    Electromechanical Subassemblies

      e.    Power Supplies with exposed electronic parts (i.e. not contained or
            covered)

      f.    Cable with exposed electronic assemblies or parts

                                       77
<PAGE>

                                  PACKING LISTS

The Unisys logistics centers will utilize the Packing List to authenticate and
verify the contents that your company shipped to Unisys. These logistics centers
handle thousands of supplier receipts a month and Unisys wants to minimize the
corresponding discrepancy rate. Incomplete packing lists or no paperwork are
major contributors to these discrepancies.

PACKING LIST

UNISYS NEEDS YOU TO INCLUDE THE FOLLOWING ON THE PACKING LIST:

      a.    YOUR COMPANY'S NAME AND ADDRESS

      b.    YOUR COMPANY'S ORDER/REFERENCE NUMBER

      c.    YOUR COMPANY'S PART NUMBER

      d.    UNISYS PART NUMBER

      e.    UNISYS PURCHASE ORDER/REFERENCE NUMBER

      f.    QUANTITY SHIPPED/BACKORDERED

If your company's packing list is computer-generated and cannot accommodate the
Unisys part number, then Unisys needs you to use the ship to attention line or
comment section to indicate the Unisys part number. Unisys needs you to ensure
that the Packing List accompanies each shipment and be placed inside the
container and on top of the parts or if necessary securely fastened to the
outside of the container. Unisys needs you to mark clearly the box containing
the packing list with the following: PACKING LIST INSIDE SHIPPING CONTAINER.

If you ship multiple containers, we STRONGLY REQUEST a Packing List on each
container based on all multiple packages may not arrive the same day.

                               SHIPPING CONTAINER

Unisys needs you to mark clearly each container with the following information.
This information is particularly important if there are multiple containers to
the shipment.

      a.    Unisys address

      b.    Your company's name and address

      c.    Unisys Purchase/Reference Order number(s)

      d.    Carton _____ of _____ or pallet _____ of ______.

      e.    The number of packages per pallet

Unisys needs this information on all four sides of shipments that are on
pallets.

All shipments to Unisys must be pre paid

                                       78
<PAGE>

                                    EXHIBIT F
                           SAMPLE PARTS RECONCILIATION
                               LETTER OF AGREEMENT

                                                      Date: __________ __, 20__

Egenera, Inc.
(ADDRESS)

      SUBJECT: LETTER OF ACCEPTANCE BETWEEN EGENERA, INC. ("EGENERA") AND UNISYS
      CORPORATION ("UNISYS") FOR THE RECONCILIATION OF THE SPARE PARTS INVENTORY
      OWNED BY EGENERA THAT IS MANAGED AND MAINTAINED BY UNISYS ON EGENERA'S
      BEHALF.

Egenera and Unisys entered into a Master Services Agreement, dated ________
____, 200_ under which Unisys provides certain on-site hardware support remedial
maintenance and logistics services to Egenera (the "Master Services Agreement").

Company and Unisys agree that the spare parts that were consigned to Unisys by
Company to perform the Services have been fully accounted within the parameters
of the shrinkage allowance in the Master Services Agreement.

Egenera and Unisys agree that Unisys has no further financial responsibility for
lost Parts during the previous ________ (__) month measurement period ending
_____________ __, 200_, (the "Measurement Period"). If Unisys finds any lost
Parts unaccounted for in the previous Measurement Period which Unisys paid
Egenera the applicable amount over and above the allowed shrinkage, Unisys will
be credited for these found Parts as described in the Master Services Agreement.

Please have an authorized representative of Egenera confirm the Egenera's
agreement with the provisions of this letter by signing two (2) original copies,
and returning both to Unisys Corp., Unisys Way, Blue Bell PA, 19424 to the
attention of Ronald Schwartz, GIS Alliance Contracts Manager, M/S #E6-129.

Agreed and Accepted:

UNISYS CORPORATION                     EGENERA, INC.

By:    /s/ Everett A. Dyer             By:    /s/ Al Lanzetta
   --------------------------------       ------------------------------
Name:  Everett A. Dyer                 Name:  Al Lanzetta

Title: VP & GM GIS North America       Title: Vice President, Egenera Enterprise
                                       Services

                                       79
<PAGE>

Date: 6/27/03                                Date: June 24, 2003

                                       80
<PAGE>

                               AMENDMENT NUMBER 1
                        TO THE MASTER SERVICE AGREEMENT
                             DATED JUNE 27TH, 2003
                     BETWEEN UNISYS CORPORATION ("UNISYS")
                         AND EGENERA, INC. ("EGENERA")

                                    RECITALS

This Amendment is effective as of the later date of signature when signed by the
authorized representatives of both parties (the "Effective Date") by and between
Egenera, Inc., a Delaware corporation with a principal place of business at 165
Forest St., Marlboro, MA 01752 ("Egenera"), and Unisys Corp., with a principal
place of business at Unisys Way, Blue Bell, PA 19424 ("Unisys").

Egenera and Unisys have entered into an Agreement under which Unisys provides
certain on-site hardware support remedial maintenance services to Egenera's End
Users (the "Agreement").

Intended to be legally bound, Egenera and Unisys agree to amend the Agreement as
referenced in Terms and Conditions herein.

                               TERMS & CONDITIONS

1.    REPLACE EGENERA REFERENCE IN SECTION 4.1 PROGRAM MANAGERS, IN THE
      AGREEMENT, AS FOLLOWS;

      Egenera:    Director of Technical Operations
                  CJ Rotella165 Forest St.
                  Marlboro, MA  01752
                  Phone: 508-858-3164
                  After Hours: 866-301-3117

2.    REPLACE EGENERA REFERENCE IN SECTION 4.2 CONTRACT ADMINISTRATORS, IN THE
      AGREEMENT, AS FOLLOWS;

      Egenera:    Director of Technical Operations
                  CJ Rotella
                  165 Forest St.
                  Marlboro, MA 01752
                  Phone: 508-858-3127

3.    DELETE SECTION 9.4 PARTS, FROM THE AGREEMENT IN ITS ENTIRETY, TO REFLECT
      CHANGE FROM UNISYS TO 3RD PARTY PARTS LOGISTICS SUPPORT.

4.    DELETE THE LAST SENTENCE IN SECTION 10.1 ENGINEERING CHANGES, IN THE
      AGREEMENT, TO REFLECT CHANGE FROM UNISYS PARTS LOGISTICS SUPPORT, TO 3RD
      PARTY SUPPORT.

                                       1
<PAGE>

5.    REPLACE THE EXHIBIT A SERVICE SOLUTION DESIGN DOCUMENT IN THE AGREEMENT,
      WITH THE REVISED EXHIBIT A SERVICE SOLUTION DESIGN DOCUMENT, AS ATTACHED.
      MAJOR CHANGES ARE REFERENCED AS FOLLOWS;

A)    REPLACE LEVEL 2 HARDWARE SUPPORT IN SECTION 2.2.3 OF EXHIBIT A IN THE
      AGREEMENT, WITH THE REVISED LEVEL 2 HARDWARE SUPPORT IN SECTION 2.2.3, AS
      FOLLOWS;

      LEVEL 2 HARDWARE SUPPORT:

      The Unisys TAC (CSC) worldwide will support the on site technicians if
      they are unable to resolve hardware related problems. The CSC may on
      specific calls need remote connection to an Egenera Services server to
      support customer problem resolution. Egenera will make such access
      available when requested by the Unisys CSC. In the event Egenera is unable
      to provide such access at the requested time, the call shall be
      transferred to Egenera. Where access has been provided to the CSC and
      appropriate resolution to the call cannot be reached, the CSC will
      escalate the problem to Egenera in accordance with Section 3.1 herein.

B)    REPLACE SECTION 2.4 OF EXHIBIT A IN THE AGREEMENT, WITH THE REVISED
      SECTION 2.4 OF EXHIBIT A, AS FOLLOWS;

      2.4   At the beginning of each week, Unisys shall provide Egenera's Vice
            President of Global Services with legible copies of Unisys's service
            call activity reports from the previous week. The data will be
            extracted from the Unisys CMS system and include the following:

      - Over view - Number of Calls phone fixed vs. On-site visits by month; by
      quarter

      - Detail Report

            - Call Number [ticket#]

            - Customer / site / Bladeframe number / element in frame

            - Diagnosis and the fix

            - Initial Contact Response time

            - On-site Response time

            - Parts used

C)    DELETE EXHIBIT A-6 SPARING LEVELS FOR SERVICE PROVIDERS, FROM THE
      AGREEMENT; THIS IS NOT IN USE.

D)    REPLACE THE "PREREQUISITES" SECTION IN EXHIBIT A-7 TRAINING, IN THE
      AGREEMENT, WITH THE REVISED "PREREQUISITES" SECTION IN EXHIBIT A-7
      TRAINING, AS FOLLOWS;

      PREREQUISITES

      Students attending this course should have experience in the following
      areas:

      1.    Will have read BladeFrame Technical Overview

                                       2
<PAGE>

      2.    Have experience with the Linux Operating System, or other Unix based
      operating system and will have completed the three (3) basic Linux Unisys
      University courses

            a)    Course # 4555 Linux Getting Started

      b)    Course # 4533 Linux Fundamentals

      c)    Course # 4615 Linux Basic Networking

      3.    Have basic understanding of Linux Network Administration issues

      4.    Processing Area Network (PAN) administrators

      5.    Logical Processing Area Network (LPAN) administrators.

      6.    BladeFrame Application Developers

e)    REPLACE THE FIRST LEVEL ESCALATION SECTION IN EXHIBIT A-9 CURRENT SERVICE
      PROVIDER SUPPORT INFORMATION, IN THE AGREEMENT, WITH THE REVISED FIRST
      LEVEL ESCALATION SECTION IN EXHIBIT A-9, AS FOLLOWS;

FIRST LEVEL ESCALATION:

[**]                                              [**]

EXCEPT AS PROVIDED IN ABOVE TERMS & CONDITIONS, THE AGREEMENT REMAINS
UNMODIFIED.

UNISYS CORPORATION                           EGENERA INC.

BY: /s/ STEPHEN MARTIN                       BY: /s/ THOMAS F. SHEEHAN
    --------------------------------             -------------------------------

TITLE: VP & GENERAL MANAGER                  TITLE: CHIEF FINANCIAL OFFICER

DATE: 3/23/04                                DATE: 3/26/04

                                       3
<PAGE>

                  EXHIBIT A: SERVICE SOLUTION DESIGN DOCUMENT

The purpose of this Exhibit A is to establish the additional terms and
conditions under which Egenera agrees to provide Unisys with replacement spare
parts, training, Level 2 software support and Level 3 technical support
(collectively, "Egenera Maintenance Offerings") and Unisys agrees to use such
Maintenance Offerings to provide, as a subcontractor to Egenera, Level 1
hardware and software support and Level 2 hardware technical support and
installation services to designated Egenera maintenance Customers who are under
contract with Egenera to receive the Services defined in this Service Solution
Design Document. (Such Level 1 and Level 2 Hardware Support are sometimes
hereinafter referred to as Unisys' "Maintenance Services".) Egenera hereby
authorizes Unisys, in accordance with the terms of the Master Services Agreement
and this Exhibit, to use Egenera's Maintenance Offerings to maintain such
Customers' Products specified in writing by Egenera (hereinafter "Customers").
Any other use of the Egenera Maintenance Offerings is prohibited.

1.    DEFINITIONS

      "EGENERA HARDWARE" means the standard Egenera-labeled hardware offered for
      sale by Egenera.

      "EGENERA SOFTWARE" means the standard Egenera labeled software, in object
      code form, including firmware and software embedded in the Egenera
      Hardware, and certain related documentation (including CD-ROM duplicates),
      that Egenera licenses to operate in combination with the Egenera Hardware.

      "EGENERA PRODUCTS" means Egenera Hardware and Egenera Software.

      "ENTERPRISE SERVICE" means the service described in EXHIBIT A-1 hereto,
      which Unisys agrees to provide on the specified Products of a designated
      Customer.

      "ENTERPRISE PPM SERVICE" means the service described in EXHIBIT A-2
      hereto, which Unisys agrees to provide on the specified Products of a
      designated Customer.

      "FRU" means "Field Replaceable Unit". It is an Egenera Hardware component
      designed for replacement by Unisys. It requires technical expertise to
      replace. This may include training, detailed work instructions and
      diagnostic and mechanical tools "INSTALLATION SERVICES" means "Basic
      Set-Up" (setting up and powering up the Egenera Hardware, and booting up
      the operating system of the Egenera Hardware) as more fully described in
      EXHIBIT A-5 hereto, which Unisys agrees to provide on the specified
      Products of a designated Customer.

      "OPEN SOURCE MATERIALS" is a Third Party Software that is supplied under
      open-source software license agreements, such as the GNU Public License,
      including any modifications to such software made by Egenera.

                                       4
<PAGE>

      "PRODUCTS" means Egenera Hardware, Egenera Software and, unless
      differentiated, Third Party Software set forth in EXHIBIT A-11, which may
      be amended upon the written agreement of the parties from time to time.

      "MOI" means Manufactured Own Inventory described in Exhibit A-5.

      "SOFTWARE PRODUCT" means Egenera Software and, unless differentiated,
      Third Party Software (Linux Open Source Software).

      "STANDARD WARRANTY SERVICE" means the service described in EXHIBIT A-3
      hereto, which Unisys agrees to provide on Products on the specified
      Products of a designated Customer that are still covered by Egenera's
      standard warranty.

      "SEVERITY LEVEL 1" means a service event where there has been a total
      Egenera system failure (e.g. system crashes or locks up.)

      "SEVERITY LEVEL 2" means a service event where a major function of the
      Egenera system is critical and not working.

      "SEVERITY LEVEL 3" means a service event where there is a "bug" within the
      functional component of the Egenera system, but there is a workaround
      solution.

      "SEVERITY LEVEL 4" means a service event where there is a minor error in
      the Egenera system or the system's improper operation is causing
      inconvenience to the Customer, such as documentation errors.

      "SEVERITY LEVEL 5" means an Egenera Hardware or Egenera Software
      enhancement request by the Customer.

      "MAINTENANCE UPDATES" consist of generally released bug fixes, patches,
      maintenance releases, updates and related documentation that Egenera, as a
      component of LEVEL 3 SUPPORT, provided on the Egenera CRM system or
      distributed by normal overnight courier to those designated Customers to
      whom Egenera is under contract to provide Standard Warranty Service,
      Software Subscription Service, Enterprise PPM Service or Enterprise
      Service. Maintenance Updates may not include patches, fixes, updates or
      upgrades to Third-Party Software. Each new Maintenance Update is
      identified by the first numeral to the right of the decimal point, with
      the newer Maintenance Update having the larger numeral (e.g. Maintenance
      Update 2.5.2 is newer than 2.5.1). Such Maintenance Updates are licensed
      by Egenera only in accordance with the terms and conditions of the
      SOFTWARE LICENSE set forth in EXHIBIT A-10 hereto.

      "SOFTWARE UPGRADES" consist of either (1) a generally available "Major
      Release", which is intended to provide significant functionality
      enhancements as well as incorporate cumulative bug fixes and patches since
      the most recent release of the Egenera Software or (2) a generally
      available "Minor Release", which is intended to provide incremental
      functionality enhancements as well as incorporate cumulative bug fixes and
      patches since the most recent release of the Egenera Software. Egenera
      will only distribute the

                                       5
<PAGE>

      Software Upgrades to those Customers with which Egenera has a one-year
      service contract to provide Software Subscription Service, Enterprise PPM
      Service, or Enterprise Service. Such Software Upgrades are licensed by
      Egenera only in accordance with the terms and conditions of the SOFTWARE
      LICENSE set forth in EXHIBIT A-10.

      "TAC" means a Technical Assistance Center.

      "THIRD PARTY SOFTWARE" means software provided by Egenera that is labeled
      with another company's name and is not owned by Egenera. Linux Open Source
      Software is an example of Third Party Software.

      "PPM" means Principal Period of Maintenance for nine contiguous hours
      between the hours of 7:00 AM to 6:00 PM at the End User location where
      Unisys has agreed to provide services under this Agreement or a Local
      agreement, Monday through Friday, excluding the following holidays: New
      Years Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day,
      and Christmas Day in the US and locally recognized holidays in the Local
      Provider's territory.

2.    UNISYS RESPONSIBILITIES

2.1   Unisys shall act as the direct contact point and interface with designated
      Customers for all Product-related Maintenance Services, including, but not
      limited to, responding to error correction requests. For each Customer
      service incident, Unisys will generate a Call Management System (CMS)
      ticket on its own CMS system and enter in all of the details of the
      Product related problem and attach logs that are necessary to debug the
      problem. Assistance provided by Egenera shall be in accordance with
      ARTICLE 3 hereof and may only be requested by Unisys' TAC except in the
      Asia Pacific Theater, where the Unisys TAC will not be engaged.

2.2   The on-site and remote LEVEL 1 and LEVEL 2 SUPPORT Unisys shall provide to
      each designated Customer as part of its Maintenance Services shall consist
      of the following:

      2.2.1 Unisys must diagnose a Product problem to the failing FRU and in
            accordance with the Manufacturers Owned Inventory (MOI) process
            described in EXHIBIT A-5 for the use and disposition of defective
            Parts in the respective Theaters.

      2.2.2 Unisys must provide all on-site services the designated Customer
            requires as defined in this SOW on the specified Products,
            including, but not limited to, the installation of all Products,
            exchange or replacement of malfunctioning Product parts or
            components, and the furnishing and installation of all
            Egenera-supplied Field Change Orders ("FCOs") will be separately
            priced). Egenera will pay Unisys on a time and materials basis for
            non-remedial Field Change order replacements requested by Egenera.
            In such cases, Egenera shall provide Unisys the necessary
            instructions and materials at Egenera's expense.

                                       6
<PAGE>

      2.2.3 The Level 1 and Level 2 Support to be provided by Unisys at the
            designated Customers sites on the specified Products and from its
            Technical Assistance Center shall also consist of the following:

      LEVEL 1 SUPPORT: Unisys shall:

-  Customer call home email will be monitored by Egenera Technical Services and
      forwarded to Unisys via Support On line or an 800 number in the U.S. or a
      local telephone number outside the U.S.

-  receive all Services related calls from the Customers via Support On Line or
      an 800 number in the US or a local telephone number outside the US,

-  log all calls from the Customers into the Unisys Call Management System (CMS)
      and provide therein a full description of the Product related problem and
      the actions taken to resolve it,

-  verify the entitlement and complete the necessary procedures for time and
      material invoicing when necessary, and

-  answer configuration questions, most of which would fall into the following
      categories:

      -     Site Survey related questions - power, cabling and the like

      -     Bladeframe Architecture questions

      -     PanMgr Configuration Questions

      -     RedHat Linux related configuration questions-operational help and
            known problem fixes as indicated in Egenera's knowledge base
            accessed via the Web or Red Hat's web site

      -     TCP/IP Networking related questions

      -     If it is an installation/on-site request from the Customer, dispatch
            qualified Unisys personnel

      -     If it is a hardware Product issue (dead cblade, pblade, sblade),
            Unisys must troubleshoot the problem, and dispatch appropriate
            part/personnel.

      -     Request the Customer to run "save_state.sh" and ftp the logs

      -     Identify feature Enhancement requests from its Customers and funnel
            them to Egenera Corporate via CMS.

                                       7
<PAGE>

      LEVEL 2 HARDWARE SUPPORT:

      The Unisys TAC (CSC) worldwide will support the on site technicians if
      they are unable to resolve hardware related problems. The CSC may on
      specific calls need remote connection to an Egenera Services server to
      support customer problem resolution. Egenera will make such access
      available when requested by the Unisys CSC. In the event Egenera is unable
      to provide such access at the requested time, the call shall be
      transferred to Egenera. Where access has been provided to the CSC and
      appropriate resolution to the call cannot be reached, the CSC will
      escalate the problem to Egenera in accordance with Section 3.1 herein.

      2.2.4 RESPONSE TIMES OF LEVEL 1 and LEVEL 2 HARDWARE SUPPORT: Unisys shall
            respond to LEVEL 1 and LEVEL 2 related Product problems within the
            response time requirements specified in EXHIBITS A-1, A-2 AND A-3,
            as applicable.

2.3   Unisys must designate one primary and two secondary TAC technical support
      personnel to act as the direct contact and interface with Egenera on
      Unisys Maintenance Service issues.

2.4   At the beginning of each week, Unisys shall provide EGENERA'S VICE
      PRESIDENT OF GLOBAL SERVICES with legible copies of Unisys's service call
      activity reports from the previous week. The data will be extracted from
      the Unisys CMS system and include the following:

      -     Over view - Number of Calls phone fixed vs On-site visits by month;
            by quarter

      -     Detail Report

      - Call Number [ticket#]

      - Customer / site / Bladeframe number / element in frame

      - Diagnosis and the fix

      - Initial Contact Response time

      - On-site Response time

      - Parts used

2.5   Before requesting Maintenance Service related assistance from Egenera,
      Unisys must first:

      2.5.1 ensure that all applicable Hardware Product diagnostic routines have
            been executed and verify the existence of the error;

      2.5.2 ascertain and document the conditions under which a Software Product
            problem may be duplicated;

      2.5.3 identify and specify in writing the processes required to duplicate
            a reported Product problem;

                                       8
<PAGE>

      2.5.4 if using its own system, call Egenera when the calls are being
            escalated to Egenera Engineers. Unisys shall handle all Level 1, and
            all Level 2 Hardware service calls. In order to receive Level 3
            Support from Egenera, Unisys must escalate the applicable unresolved
            service call to Egenera and contacting Egenera's TAC by calling the
            appropriate telephone number specified in Egenera's then-current
            escalation procedures, a current copy of which is attached as
            Exhibit A-9. Unisys will also enter the call via the Web into the
            Egenera CMS.

3.    EGENERA RESPONSIBILITIES AND TECHNICAL SUPPORT SERVICES

3.1   Egenera will use its reasonable efforts in the form of Level 2 Software
      support and LEVEL 3 SUPPORT to assist Unisys in the resolution or
      verification of Egenera Product problems reported by Unisys at a
      designated Customer site. Such support shall be available to Unisys, via
      telephone, formatted E-mail or fax, during Unisys's selected, local time
      coverage hours. In order to receive Level 2 Software Support and LEVEL 3
      SUPPORT, Unisys must first escalate an unresolved Product problem to
      Egenera and contact Egenera's TAC by calling the Egenera designated
      telephone number. THE LEVEL 2 AND 3 SUPPORT assistance Egenera shall
      provide Unisys shall consist of the following:

      LEVEL 2 SOFTWARE SUPPORT:

      -     analyze save state outputs

      -     conduct Crash dump analysis

      -     debug Storage related interoperability issues

      -     debug Application related interoperability issues

      LEVEL 3 SUPPORT:

      -     Egenera shall create a Bug Track ticket and escalate the call to
            Egenera Engineering.

      -     If requested, Egenera shall provide reasonable assistance to Unisys
            in its efforts to resolve Product problems that Unisys's TAC did not
            resolve.

      -     Egenera shall escalate save_state relate issues seeking clarity and
            feedback to help diagnose problems.

      -     If deemed necessary by Egenera, at Unisys's request, Egenera shall
            make an Egenera Technical Service Engineer ("TSE") available to
            assist Unisys at the Customer's site at no charge to Unisys.

      -     Egenera shall provide Unisys with Maintenance Updates. Egenera is
            responsible to distribute these updates to Unisys and the end user.

                                       9
<PAGE>

      -     Egenera's Maintenance Offerings and related services hereunder apply
            only to and only cover Egenera's then-current Major release of the
            Egenera Software and the immediately preceding Major release.
            Egenera is responsible to distribute Software Upgrades to Unisys and
            the end user.

3.2   THIRD PARTY SOFTWARE PROBLEMS: Unless Unisys has a technical service
      relationship with Red Hat, Inc., Unisys should report unresolved Red Hat,
      Inc. Third Party Software related Product problems to Egenera rather than
      to Red Hat, Inc.

3.3   For a minimum of thirty (30) days from the date Unisys Services are
      initiated in a specific geographic area and at no additional charge,
      Egenera will make a Technical Support Engineer available to assist with:

      -     Site Surveys

      -     Installations

      -     Level 1 and Level 2 Technical Support to SP and the Customer

      -     Customer on-site service calls if required and requested by Unisys

3.4   Egenera shall provide a training instructor to deliver the Egenera
      BladeFrame System Administration, Blade Frame Troubleshooting and Blade
      Frame Installation courses to Unisys at Unisys's site in the country where
      the Services are to be performed. The course will last approximately 5
      days. Such training shall coincide with the Egenera's first shipment of
      applicable Product within a territory covered by the Master Agreement. Any
      course updates, which will require additional Unisys training, will be at
      Egenera's expense. This additional training will be either instructor led
      or via CBT per mutual agreement.

3.5   At a mutually agreeable time, Egenera shall also provide training at
      Unisys's site on how to conduct business in the following areas:

      -     MOI procedures (Unisys will train Egenera on this process)

      -     Escalation procedures

      -     Parts ordering procedures

      -     CMS, Automated Call Distribution ("ACD") & other tools

      -     Placing a call to Egenera Technical support center

      -     Physical BladeFrame(TM) installation

      -     BladeFrame(TM) troubleshooting

                                       10
<PAGE>

      -     New Product introduction

3.6   Egenera reserves the right to determine the date, time, method and content
      of all training provided hereunder. All training shall be conducted in the
      English language. All Unisys personnel receiving training shall be fluent
      in the English language. Unisys agrees to secure any labor permit or other
      authorization required for Egenera's personnel to provide any training or
      maintenance/support assistance it may provide Unisys in the Territory.

4.    EGENERA'S SPARE PART REPLACEMENT PROCESS

      Egenera agrees to provide Unisys with the ability to order required spare
      parts (FRUs) for the Products, directly from the Egenera logistics
      partner, UPS, in accordance with the Master Services Agreement, Exhibit
      A-5 hereto, and the following:

4.1   BladeFrame hardware Product components are identified as FRUs. FRUs (Field
      Replaceable Units) require a Unisys Technical Service Engineer to replace.
      If the failing part is a FRU, the Unisys Technical Service Engineer will
      perform the replacement.

4.2   All Egenera manufactured parts handled by Unisys will remain the property
      of Egenera.

4.3   Unisys is responsible for returning all defective FRU parts to Egenera's
      in country freight forwarder, except in the Asia Pacific Theater, where
      non-defective Parts are held at the Client's site, and defectives are left
      at the Client's site after a repair service is completed. Unisys will
      return the part to the carrier within nine (9) days after Customer's
      receipt of the replacement spare part. The replacement spare part
      packaging must be utilized to return the replaced part. Egenera will be
      the importer of record for returning the Part to the US. Egenera is
      responsible for all local taxes and duties relating to imports into the
      U.S.

                                       11
<PAGE>

5.    CALL FLOW

                                  [FLOW CHART]

                                       12
<PAGE>

This call flow depicts the events relative to warranty and post warranty
services delivered by Unisys on behalf of Egenera to their End Users.

For Services under this Agreement, Egenera will contract directly with their End
Users, by enrolling Covered Equipment under a Egenera maintenance plan, in
accordance with this SOW.

Unisys shall take first call from Egenera End Users, entitle the caller based on
accepted orders under this Agreement and determine if the problem is in the
server. If the problem is not server related, Unisys will transfer the service
call to Egenera.

The Egenera end user will place the service call with Unisys utilizing one of
the following means:

1)    The Unisys web based call entry tool (Support On Line). Each of Egenera's
      end users will be set up with their own Support On Line sub-account access
      by Egenera in order to place service calls and view their open calls and
      call history. Egenera will train their end users in the use of Support On
      Line.

2)    An 800# telephone facility in the US or a local telephone number outside
      the US. When Support On Line is not available, the end user will call the
      Call Reception Center (CRC) to place their service requests. Voice calls
      will be directed to the appropriate Unisys CRC.

The CRC will capture information about the End User and the reported problem and
will open a service request to the Unisys CSC (Support on Line will
automatically route the call to the CSC). The CSC may contact the End User
directly to investigate the problem and to determine what resolution is required
to resolve the reported symptom. If the CSC is required and is able to resolve
the problem over the telephone (generally a software reconfiguration problem or
known fix), they will close the ticket in their call management system. If the
problem is hardware related and a part is required, the CSC will diagnose to the
FRU level and contact the CRC to re-route the call to the Action Center. The CRC
will update the call in SRMS with the recommended part and route to the Action
Center. If the CSC or the Action Center requires assistance in diagnosing a
problem on site they will request having the call routed to the field as "Labor
only". This will be stated in the call notes and a CSR dispatched on site
accordingly.

When the call is rerouted to the Action Center from CSC, it will either
recommend a specific part be ordered or state "Labor only". If a part is
requested the Action Center will place the order on GLS. In the US an email will
be sent to CPAC alerting them to the order. CPAC will then, using the directions
enclosed in the email, order the needed part(s) from UPS to be shipped directly
to the end user location or the CSR. In Europe the CRC rather than CPAC will
create the parts order, contact UPS for the parts shipping details and update
the Global logistics System with the shipping details. In all cases, the Action
Center will dispatch the call to the appropriate Unisys field service unit. The
Action Center will then update the call with call status. SRMS will dispatch a
Unisys Customer Service Representative ("CSR") to meet the part at the client
site. The CSR will restore the unit utilizing the part, or, if dispatched by the
CSC, will contact the

                                       13
<PAGE>

CSC to assist in troubleshooting at their direction. If a part was utilized, the
CSR should fill out the enclosed Egenera return tag and affix any labeling as
per enclosed instructions.

In the US, each repairable replacement part will come with a preprinted waybill
to be used for the return of the defective part directly to Egenera. Once the
unit is restored, the CSR is to close the call in SRMS with model number and
serial in and out information along with the return waybill number. The CSR is
responsible to get this FRU part to the designated carrier for return to
Egenera.

In Europe each repairable replacement part will come with a preprinted waybill
to be used for the return of the defective part directly to the UPS stocking
location in country that supplied the part. The CSR will then place a call to
UPS to request the pickup of the defective and will record the pickup request
reference number on call closure in SRMS.

In the Asia Pacific Theater, the CRC will capture information about the End User
and the reported problem and will open a service request to the local in country
CSR (Support on Line will automatically route the call to the CSR). If the
problem is hardware related, the CSR will diagnose to the required FRU and will
use spares located on site. Upon completion of the call the CSR will record the
serial in / out information in SRMS. The CSR will then contact the PMO if email
details are needed, and inform them of the part usage. The CSR should fill out
the enclosed Egenera return tag and place the defective back into the existing
packaging ready for shipment. The PMO will then contact Egenera to have them
arrange for the replacement of the defective If the call is software related,
the CSR will resolve the issue over the telephone.

If the CSR is unable to resolve the hardware problem, the CSR will contact the
CSC If 3rd level support is necessary for Egenera hardware or software problems,
the CSC (or the CSR in the Asia Pacific Theater) will request support from
Egenera by calling a toll-free number provided in advance by Egenera and also
enter the service request in the Egenera CMS as is shown in Exhibit A-9. The
Egenera ticket number should be cross-referenced to the Unisys ticket number in
each system.

                                       14
<PAGE>

                                  EXHIBIT A-1
                         ENTERPRISE SERVICE (24X7X365)

<TABLE>
<CAPTION>
SERVICE ACTIVITY                               SERVICE LEVEL RESPONSE BY UNISYS
----------------                               --------------------------------
<S>                                       <C>
24 X 7 X 365 ON SITE                      Four (4) hours from Initial Customer contact

PART REPLACEMENT DELIVERED TO SITE        Four (4) hours from Initial Customer contact

24 X 7 X 365 TELEPHONE SUPPORT FROM       One (1) hour by telephone call (English)
RECEIPT OF CUSTOMER CALL

SOFTWARE UPGRADE INSTALLATION             Five (5) business days from Customer request

PROBLEM RESOLUTION PROCESS
Severity 1 and 2                          24 x 7 x 365 per mutually agreed escalation process
Severity 3 and 4                          24 x 7 x 365 per mutually agreed escalation process
Severity 5                                24 x 7 x 365 per mutually agreed escalation process

QUARTERLY REVIEW WITH CUSTOMER (See       Within ten (10) business days of Quarter's end
EXHIBITS A-8  and A-8-1.)

INSTALLATION (See EXHIBIT A-4 for         Five (5) business days from Customer request
description.)
</TABLE>

                                       15
<PAGE>

                                  EXHIBIT A-2
            ENTERPRISE PRINCIPAL PERIOD OF MAINTENANCE (PPM) SERVICE

<TABLE>
<CAPTION>
SERVICE ACTIVITY                               SERVICE LEVEL RESPONSE BY UNISYS
----------------                               --------------------------------
<S>                                       <C>
ON SITE                                   Four (4) hours from Initial Customer contact during PPM

PART REPLACEMENT DELIVERED TO SITE        Four (4) hours from Initial Customer contact during PPM

PPM TELEPHONE SUPPORT FROM RECEIPT        One (1) hour by telephone call during PPM (English)
OF CUSTOMER CALL

SOFTWARE UPGRADE INSTALLATION             Five (5) business days from Customer request

PROBLEM RESOLUTION PROCESS
Severity 1 and 2                          24 x 7 x 365 per mutually agreed escalation process
Severity 3 and 4                          24 x 7 x 365 per mutually agreed escalation process
Severity 5                                24 x 7 x 365 per mutually agreed escalation process

INSTALLATION (See EXHIBIT A-4 for         Five (5) business days from Customer request
description.)
</TABLE>

                                       16
<PAGE>

                                  EXHIBIT A-3
                           STANDARD WARRANTY SERVICE

<TABLE>
<CAPTION>
SERVICE ACTIVITY                                     SERVICE LEVEL RESPONSE BY UNISYS
----------------                                     --------------------------------
<S>                                               <C>
PART REPLACEMENT DELIVERED TO SITE                Next Business Day

INITIAL RESPONSE FROM RECEIPT OF CUSTOMER
CONTACT VIA EMAIL/CALL HOME
   Received During Normal Business Hours          Two (2) hours by telephone call

PROBLEM RESOLUTION                                Continuous effort during normal business
                                                  hours as required by Egenera

SOFTWARE MAINTENANCE UPDATE INSTALLATION          Installed by Customer
</TABLE>

                                       17
<PAGE>

                                  EXHIBIT A-4
                                  INSTALLATION

GOAL OF INSTALLATION

Confirm that a BladeFrame is physically installed and that at least one pServer
boots up from some operation system stored on an external storage. In order to
achieve the goal, use the following resource names temporarily if relevant
resource names are not finalized.

      LPAN        lpan1
      PServer     pserver1
      Vswitch     sw1

SERVICE ACTIVITIES

Unisys shall conduct the following installation activities in accordance with
the instruction of a BladeFrame selling agency or a contractor for the
installation.

1.    PRE-SITE SURVEY

      Unisys shall attend Pre-site survey and check the following items with
      Customer and selling agency

- moving path and floor space

- power source and connector

- external storage and external network (vendor, model, configuration)

- IP resources                          (panmgr, cb1 and cb2, gw, netmask, etc.)

- BladeFrame resource definition        (lpan, pServer, etc.)

- mailing resource                      (Call Home)

- facilities for online support         (dial-up line and relevant facilities)

2.    INSTALLATION

- Physically unpack BladeFramea and Blades from shipping containers

- Physically position BladeFrame and Install BladeFrame software

- Run an internal verification program (IVP) for 2hours

- Gather IVP log, save_state output

                                       18
<PAGE>

- Delete IVP

- Gather Customer info.

- Register an installation record on SRMS and create an installation report

                                       19
<PAGE>

                                  EXHIBIT A-5
                       MOI AND PART REPLENISHMENT PROCESS

GENERAL:

      1.    Egenera will define the quantity and location of spare parts it
      requires UPS to hold in order to support its customer installed base, and
      ship these initial spare parts to the UPS defined delivery address.

      2.    Unisys will return the defective part to the Egenera carrier within
      [**] after use of the replacement spare in the US and within [**] outside
      the US. Egenera's freight forwarder will be responsible for creating the
      commercial invoice for the return part shipment. Parts not received by
      Egenera's freight forwarder will be governed by the terms of the Master
      Service Agreement. Egenera will provide Unisys with a periodic list of
      outstanding unreturned parts to be researched.

      3.    In the Asia Pacific Theater, Egenera will maintain Parts at Client
      locations.

PROPOSED LOGISTICS FRU PARTS FLOW FOR PARTS HELD AT UPS

      a.    Unisys determines the part requirement based on end user input.

      b.    The Unisys Action Center will order the replacement part through GLS
      (or through the CSR in the Asia Pacific Theater) from inventory positioned
      by Egenera and stocked by UPS. (Parts are held on-site in the Asia Pacific
      Theater)

      c.    The replacement part ships with a pre-addressed, pre-paid return
      airbill inside the box to the end user site.

      d.    The CSR will meet the FRU part at the end user site, performs the
      repair and closes the call in SRMS reflecting parts usage.

      e.    The CSR then repackages the defective FRU placing the enclosed
      waybill on the outside of the box. In the US the CSR would then drop the
      package at an authorized UPS drop point, i.e. Mailboxes Etc, UPS, Staples.
      In Europe the CSR at call completion would call UPS and request a package
      pickup and record the pickup reference number at the time of call closure
      in SRMS along with SI/SO and waybill number information.

TO ENABLE THIS PROCESS, THE FOLLOWING MUST OCCUR:

      a)    Egenera will define the quantity and location of spares parts it
      requires UPS to hold in order to support its customer installed base.

      b)    Unique part numbers must be generated to allow the receipt of parts
      into the Unisys Global Logistics System (GLS). These can be requested via
      the Unisys GLS website that will be established for Egenera.

                                       20
<PAGE>

      c)    All Parts placed into UPS inventory will include pre-paid,
      pre-addressed return waybills, to be furnished by Egenera in the box of
      the replacement part.

      d)    Unisys will create a website for use by Egenera for tracking of all
      field part orders and usage.

      e)    The end user places a service request to the Unisys CRC .The Part
      order flows to Unisys GLS and CPAC in the US, and CRC in the UK, will then
      contact UPS via an Toll free 800# and order the required parts. UPS will
      provide shipping information at the time of the part order and this
      information will be placed in GLS and recorded on the SRMS ticket.

                                       21
<PAGE>

                                  EXHIBIT A-6
                SPARING LEVELS FOR SERVICE PROVIDERS - NOT USED

                                       22
<PAGE>

                                  EXHIBIT A-7
                EGENERA BLADEFRAME SYSTEM ADMINISTRATION COURSE

COURSE DESCRIPTIONS

The Egenera BladeFrame System Administration course is designed to provide
students with the core skills needed to perform basic BladeFrame system
administrative tasks. These tasks include:

      1.    Administration of Processing Area Networks (PANs)

      2.    The design and provisioning of Logical Processing Area Networks
            (LPANs)

      3.    Configuration of LPAN resources as pServers and vNets

      4.    Configuration of applications and services hosted by LPANs for high
      availability and load balancing.

The course is conducted over a two-day period with the time divided between
lecture and lab. Approximately 40% of the course is lecture based and 60% is
spent in hands on configuration labs.

The course consists of the following lessons:

      1.    Introduction to Egenera BladeFrame System

      2.    Designing and Creating Logical Processing Area Networks

      3.    Configuring Logical Processing Area Networks

      4.    Configuring Hardware for High Availability

      5.    Installing and Configuring Applications For High Availability

      6.    Configuring Load-balancing Clusters

Below is a table outlining what is covered in each section and on what day it is
covered:

<TABLE>
<CAPTION>
DAY          LESSON                             LECTURE                                         LABS
---          ------                             -------                                         ----
<S>          <C>          <C>                                                    <C>
 1             1          Basic review of BladeFrame foundations and concept     1.  Naming the BladeFrame
                          leading to a better understanding of the Egenera       2.  Configuring Ethernet Ports on
                          paradigm. Physical and Logical components are              cBlades
                          discussed as well as what job functions are            3.  Configuring redundant Ethernet
                          performed at different administrative levels               connections (rEths)
                                                                                 4.  Creating virtual switches

 1             2          PAN Administration functions are reviewed. LPAN        1.  Examine PAN Resources
                          design and creation are discussed as well as users     2.  Design and LPAN
                          and assigning users to specific roles with in the      3.  Create LPAN
</TABLE>

                                       23
<PAGE>

<TABLE>
<S>           <C>         <C>                                                    <C>
                          PAN and or LPAN.                                       4.  Assigning LPAN Administrators

 1             3          Students now are acting as LPAN Administrators. In     1.  Creating pServers
                          this role students create a virtual network            2.  Assigning Disk to pServers
                          consisting of 3 servers using those resources          3.  Creating vEths
                          assigned to their LPAN from the previous lesson.       4.  Define pServer Boot Options
                                                                                 5.  Booting the LPAN

 1             4          Students' tests hardware high availability by          1.  Configure Hardware Fail Over
                          setting up a local fail over pool and failing one of   2.  Testing Hardware Fail Over
                          their pServers over to it.                             3.  Removing Hardware Fail Over.

 2             5          Students review the first 4 lessons as the start of    1.  Configuring Application
                          the day then begin the process of creating                 Resources
                          application fail over. Applications are created as     2.  Configuring Application Fail
                          are their resources (file systems, IP addresses, and       Over resources
                          disks). Applications then have fail over policies      3.  Configuring the Monitoring
                          applied and tested.                                        Service
                                                                                 4.  Testing Applications
                                                                                 5.  Removing Application Fail Over

 2             6          Students create load balance service with one of       1.  Creating Load Balancing Service
                          their pServer and set the other 2 pServers to become   2.  Creating Load Balanced Members
                          load balance members.  Each load-balanced member is        Resources
                          setup as a web server and load balancing is tested.    3.  Testing Load Balance Service
                                                                                 4.  Removing Load Balanced Service
</TABLE>

PREREQUISITES

Students attending this course should have experience in the following areas:

      1.    Will have read BladeFrame Technical Overview

      2.    Have experience with the Linux Operating System, or other Unix based
      operating system and have completed the Unisys Redhat three (3) basic
      Redhat Universty courses.

      3.    Have basic understanding of Linux Network Administration issues

      4.    Processing Area Network (PAN) administrators

      5.    Logical Processing Area Network (LPAN) administrators.

      6.    BladeFrame Application Developers

RECOMMENDED PRE-COURSE READING

"In Search of Clusters" by Gregory Pfister, Prentice Hall

                                       24
<PAGE>

"Red Hat System Administration Unleashed" by Thomas Schenk et al. SAMS

"Taking Control of the Internet Data Center" (White Paper) www.egenera.com

"Guidelines for Effective E-Business Infrastructure Management" (White Paper)
www.egenera.com

"The Pros and Cons of Server Clustering in the ASP Environment" (White Paper)
www.egenera.com

INTENDED AUDIENCE

This course is intended for Egenera BladeFrame system administrators and anyone
who needs to understand Egenera BladeFrame configuration and administrative
tasks. This includes:

      1.    Processing Area Network (PAN) administrators

      2.    Logical Processing Area Network (LPAN) administrators.

      3.    BladeFrame Application Developers

                                       25
<PAGE>

                                   EXHIBIT A-8
                                QUARTERLY REVIEW

Scheduled within ten (10) business days of Calendar Quarter end

Conducted by Technical Support Engineer

Reviews of past Quarter's Call history

Rating of past Quarter's service

Completed Quarterly Review Form (See EXHIBIT A-8-1.)
<PAGE>

                                  EXHIBIT A-8-1
                              QUARTERLY REVIEW FORM
                CUSTOMER QUARTERLY REVIEW OF SERVICE PERFORMANCE

CUSTOMER (COMPANY) NAME:_____________________________  Date held:_______________

Customer Location: __________________________________

CUSTOMER PERSONNEL IN ATTENDANCE:         NAME, TITLE AND TELEPHONE NUMBER
                                          ______________________________________
                                          ______________________________________
                                          ______________________________________

Number of Egenera Blade Frames(TM): _________________________

Number of Egenera PBlades(TM): ______________________________

PREVIOUS QUARTER'S SERVICE HISTORY REVIEWED?  Y/N

SERVICE SATISFACTION:

<TABLE>
<CAPTION>
                                                     DISSATISFIED      SATISFIED       VERY SATISFIED
                                                     ------------      ---------       --------------
<S>                                                  <C>               <C>             <C>
1) Responding in a timely manner                     ____________      _________       _______________
2) Technical expertise of Technical Engineer         ____________      _________       _______________
3) Ability to solve the problem                      ____________      _________       _______________
4) Courteous and professional                        ____________      _________       _______________
5) Overall Service delivery                          ____________      _________       _______________
</TABLE>

COMMENTS: ______________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
                                          (Attach additional page if necessary.)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
NAME OF CUSTOMER'S             CUSTOMER'S REPRESENTATIVE'S      TITLE:
AUTHORIZED REPRESENTATIVE:     SIGNATURE:
(PRINT NAME):
<S>                            <C>                              <C>
-------------------------      ---------------------------      ----------------
</TABLE>

Service Provider's Company Name (if not Egenera):_______________________________

Technical Support Engineer's Name (Print): _____________________________________

                                       27

<PAGE>

Technical Support Engineer's Signature: ________________________________________

Other Egenera/Service Provider Personnel attending meeting:

<TABLE>
<CAPTION>
NAME                                        COMPANY AND TITLE
----                                        -----------------
<S>                                         <C>
___________________________________         ____________________________________
___________________________________         ____________________________________
___________________________________         ____________________________________
___________________________________         ____________________________________
</TABLE>

                                       28

<PAGE>

                                   EXHIBIT A-9
                  CURRENT SERVICE PROVIDER SUPPORT INFORMATION

EGENERA TOLL FREE NUMBER

0800-9170376 (UK);            866-301-3117 (USA);         0066-33-801337 (JAPAN)

Service Provider can reach "Egenera Technical Services" 7X24 by calling the
applicable toll free number

EGENERA SUPPORT WWW                          http://support.egenera.com

Service Provider can open tickets by connecting to this WWW site 7X24. Service
Provider can obtain login to the Egenera Customer Management System by calling
the Egenera Toll Free number.

EGENERA EMAIL                                support@egenera.com

INTERNAL ESCALATION - EGENERA

Service Provider is expected to escalate the call to Egenera, if after working
on a Customer issue, it is unable to resolve the problem.

Service Provider's escalation process begins by either calling Egenera at the
appropriate Toll free number specified above or by escalating the ticket via
Egenera's CRM system.

Service Provider can contact Egenera's Director of Technical Services or Vice
President of Egenera Enterprise Services, as appropriate, during the escalation
duration to get status updates on the existing open ticket.

FIRST LEVEL ESCALATION:

[**]

SECOND LEVEL ESCALATION:

[**]EUROPE:

[**]JAPAN:

[**]

                                       29

<PAGE>

EXHIBIT A-10
ARTICLE I

SOFTWARE LICENSE. Unisys's nonexclusive Software license to use the maintenance
updates and software upgrades provided by Egenera as a component of its LEVEL 3
Support is subject to the following license provisions:

OWNERSHIP. Such software products are owned and copyrighted by Egenera or its
third party suppliers and title to, ownership of and all applicable rights in
patents, copyrights and trade secrets in the software products shall not
transfer to Unisys. Subject to Unisys paying the appropriate Software Product
license fee, Unisys is hereby granted a nonexclusive license to use such
software products in object form only on the Egenera Hardware Product for which
it was intended. Unisys's license is not a sale of any rights in such software
products. All ownership rights remain in Egenera or its third party suppliers,
as the case may be.

COPIES. Unisys may make a single copy of the object code of such software
products solely for backup or archival purposes or when copying is an essential
step in the authorized use of the associated Egenera Hardware and Software
Products. All copyright and other proprietary or restricted rights notices in
the original Software Product must be retained on all copies. Unisys may not
copy any of the enclosed books or printed materials that are part of the
software product.

ADDITIONAL RESTRICTIONS. Except to the extent permitted above, Unisys may not:
modify, translate, reverse engineer, decompile, disassemble, otherwise attempt
to obtain the source code of, or create derivative works based on, such software
products; copy (including copying onto a bulletin board or similar system) the
software products other than as specified above; rent, lease, time share, grant
a security interest in, or otherwise transfer rights to the software products
except as set forth in "Transfer" below; or remove any proprietary notices or
labels on the software products; or disclose or otherwise make available the
software products in any form to anyone other than Unisys's employees,
subcontractors, consultants or independent contractors who have agreed to the
terms of this Software license. If Unisys is using the software products in any
country in the European Community, the prohibition against modifying,
translating, reverse engineering, decompiling, disassembling, or creating
derivative works based on the Software Products does not affect Unisys's rights
under any legislation implementing the E.C. Council Directive on the Legal
Protection of Computer Programs.

TRANSFER. Unisys may only transfer such software products to designated
Customers to whom Egenera is obligated to provide Maintenance Updates and/or
Software Upgrades pursuant to Service Offerings such Customers have purchased
from Egenera. Unisys may only install such software on Customer Products covered
by such Service Offerings. Except as expressly provided herein, Unisys has no
right to sublicense loan, rent, lease or allow any other entity to use the
Software Products. Unisys may receive the Software Products in more than one
medium, for example CD-ROM or by Internet. Unisys may not use or install the
other medium on another hardware product. Unisys shall be fully responsible for
the compliance of Unisys's employees, subcontractors, consultants or independent
contractors who are given access to the Software Products.

                                       30

<PAGE>

LICENSE TERMINATION. Egenera may terminate this license, without liability, if
Unisys breaches these Software License terms and fails to permanently cure the
breach within thirty (30) days after receipt of Egenera's written notice
thereof. Upon termination, Unisys shall cease all use and return or certify
destruction of the Software Products (including copies) to Egenera.

THIRD PARTY SOFTWARE. In the event Unisys, in connection with the Products,
orders Software hereunder that is specifically labeled as being provided by
and/or owned other than by Egenera ("Third Party Software Products"), Unisys
acknowledges that it shall be licensing such Third Party Software directly from
the third party, including the right to use such Third Party Software in
connection with the Egenera Hardware, and agrees to comply with the license
terms that accompany such Third Party Software. CERTAIN THIRD PARTY SOFTWARE
PRODUCTS SUPPLIED BY EGENERA ARE OPEN SOURCE MATERIALS, AND AS SUCH, ARE
GOVERNED BY OPEN-SOURCE SOFTWARE LICENSE AGREEMENTS SUPPLIED WITH SUCH OPEN
SOURCE MATERIALS, SUCH AS THE GNU PUBLIC LICENSE. EGENERA MAKES NO CLAIM OF
OWNERSHIP OF OPEN SOURCE MATERIALS, AND SUCH OPEN SOURCE MATERIALS ARE SUPPLIED
SOLELY IN ACCORDANCE WITH THE LICENSE AGREEMENTS ACCOMPANYING SUCH SOFTWARE.
Accordingly, the above restrictions concerning modification, confidentiality and
other provisions do not apply to such Open Source Materials.

Unisys agrees to promptly notify Egenera in writing of any violation of the
above licensing terms by designated Customers and shall cooperate fully, at its
own expense, with Egenera in the enforcement of such terms and any related
proceeding against its Customers.

                                       31

<PAGE>

EXHIBIT A-11
LIST OF PRODUCTS TO BE SERVICED BY UNISYS

<TABLE>
<CAPTION>
EGENERA STYLE                                     UNISYS STYLE
-------------                                     ------------
<S>                                               <C>
BladeFrame                                        GCS1-E4Q
BladeFrame ES                                     GCS2-E4Q
</TABLE>

                                       32

<PAGE>

EXHIBIT A-12
UNISYS U.S. PRIMARY SERVICE CITIES

The following table lists Unisys Primary Service Cities effective as of April,
2002. These service cities represent locations in which a Unisys logistics
facility is located. The coverage of a Primary Service City begins at the city
center and includes a 50-mile radius from the said city center. The Metro City
is a reference point only and serves to indicate the nearest major metropolitan
city that benefits from the coverage of a Service City.

Primary Service Cities are subject to change. Unisys shall make every reasonable
effort to give Egenera at least sixty (60) days advance written notice of any
change to a Unisys facility location, including (a) changes to the operating
hours or (b) the discontinuance of any facility location. If Unisys changes or
discontinues the facility location during the term of the Agreement, Unisys
shall continue service (despite the change of location) in accordance with the
Agreement. Provided, however, that the Egenera Customer continues to have
hardware under enrollment at the same location during the initial enrollment
term.

Egenera shall request the Unisys PMO provide service capability confirmation for
a city where Unisys is not currently providing support to Egenera under this
agreement. The PMO will use reasonable commercial efforts to respond within
[**][**] of the request whether Unisys can develop, in the time frame required,
or currently has the capability to provide the services as described within the
Service Solution Design Document in the requested city. The actual Service Order
process will be as described in Section 5 of the Master Service Agreement.

<TABLE>
<CAPTION>
METRO CITY               STATE            SERVICE CITY                 STATE        S ZIP
----------               -----            ------------                 -----        -----
<S>                      <C>              <C>                          <C>          <C>
BRIDGEPORT               CT               SHELTON                      CT           06484
HARTFORD                 CT               CROMWELL                     CT           06416
HARTFORD                 CT               WINDSOR                      CT           06095
DOVER                    DE               DOVER                        DE           19901
BOSTON                   MA               BURLINGTON                   MA           01803
BOSTON                   MA               WALTHAM                      MA           02451
NEWARK                   NJ               LYNDHURST                    NJ           07071
NEWARK                   NJ               MORRIS PLAINS                NJ           07950
NEWARK                   NJ               NEW PROVIDENCE               NJ           07974
ALBANY                   NY               ALBANY                       NY           12205
BUFFALO                  NY               AMHERST                      NY           14228
LONG ISLAND              NY               JERICHO                      NY           11753
NEW YORK                 NY               NEW YORK                     NY           10005
NEWBURGH                 NY               WALDEN                       NY           12586
ROCHESTER                NY               FARMINGTON                   NY           14425
SYRACUSE                 NY               LIVERPOOL                    NY           13088
WHITE PLAINS             NY               WHITE PLAINS                 NY           10604
ALLENTOWN                PA               ALLENTOWN                    PA           18103
HARRISBURG               PA               HARRISBURG                   PA           17111
PHILADELPHIA             PA               MARLTON                      NJ           08053
PHILADELPHIA             PA               BLUE BELL                    PA           19424
PHILADELPHIA             PA               PHILADELPHIA                 PA           19103
PHILADELPHIA             PA               SHARON HILL                  PA           19079
PITTSBURGH               PA               PITTSBURGH                   PA           15275
CHARLESTON               WV               CHARLESTON                   WV           25302
CHICAGO                  IL               CHICAGO                      IL           60601
CHICAGO                  IL               ELK GROVE                    IL           60007
</TABLE>

                                       33

<PAGE>

<TABLE>
<CAPTION>
METRO CITY               STATE            SERVICE CITY                 STATE        S ZIP
----------               -----            ------------                 -----        -----
<S>                      <C>              <C>                          <C>          <C>
CHICAGO                  IL               LOMBARD                      IL           60148
ROCKFORD                 IL               ROCKFORD-BLVDR               IL           61103
EVANSVILLE               IN               EVANSVILLE                   IN           47728
FORT WAYNE               IN               FORT WAYNE                   IN           46804
INDIANAPOLIS             IN               INDIANAPOLIS                 IN           46240
DETROIT                  MI               TROY                         MI           48083
GRAND RAPIDS             MI               GRAND RAPIDS                 MI           49506
LANSING                  MI               OKEMOS                       MI           48864
CINCINNATI               OH               CINCINNATI                   OH           45241
CLEVELAND                OH               BRECKSVILLE                  OH           44141
COLUMBUS                 OH               WESTERVILLE                  OH           43081
DAYTON                   OH               DAYTON                       OH           45414
TOLEDO                   OH               HOLLAND                      OH           43528
YOUGSTOWN                OH               YOUNGSTOWN                   OH           44515
MADISON                  WI               MADISON                      WI           53716
MILWAUKEE                WI               BROOKFIELD                   WI           53005
ANCHORAGE                AK               ANCHORAGE                    AK           99503
PHOENIX                  AZ               PHOENIX                      AZ           85016
LOS ANGELES              CA               COSTA MESA                   CA           92626
LOS ANGELES              CA               HOLLYWOOD                    CA           90038
LOS ANGELES              CA               MISSION VIEJO                CA           92691
LOS ANGELES              CA               RANCHO CUCAMONGA             CA           91730
LOS ANGELES              CA               SANTA FE SPRINGS             CA           90670
LOS ANGELES              CA               VAN NUYS                     CA           91406
SACRAMENTO               CA               SACRAMENTO                   CA           95833
SALINAS                  CA               SALINAS                      CA           93906
SAN DIEGO                CA               SAN DIEGO                    CA           92111
SAN FRANCISCO            CA               S. SAN FRANCISCO             CA           94080
SAN FRANCISCO            CA               SAN FRANCISCO                CA           94105
SAN FRANCISCO            CA               SAN LEANDRO                  CA           94577
SAN JOSE                 CA               SAN JOSE                     CA           95134
STOCKTON                 CA               STOCKTON                     CA           95203
DENVER                   CO               ENGLEWOOD                    CO           80111
HONOLULU                 HI               HONOLULU                     HI           96813
DAVENPORT                IA               BETTENDORF                   IA           52722
DES MOINES               IA               W DES MOINES                 IA           50398
KANSAS CITY              KS               OVERLAND PARK                KS           66211
WICHITA                  KS               WICHITA                      KS           67206
MINNEAPOLIS              MN               EAGAN                        MN           55121
SAINT LOUIS              MO               SAINT LOUIS                  MO           63146
FARGO                    ND               FARGO                        ND           58102
OMAHA                    NE               OMAHA                        NE           68154
ALBUQUERQUE              NM               ALBUQUERQUE                  NM           87107
LAS VEGAS                NV               LAS VEGAS                    NV           89120
RENO                     NV               RENO                         NV           89502
PORTLAND                 OR               TUALATIN                     OR           97062
SIOUX FALLS              SD               SIOUX FALLS                  SD           57015
SALT LAKE CITY           UT               SALT LAKE CITY               UT           84116
SEATTLE                  WA               TUKWILA                      WA           98188
SPOKANE                  WA               SPOKANE                      WA           99206
BIRMINGHAM               AL               BIRMINGHAM                   AL           35243
MOBILE                   AL               MOBILE                       AL           36606
MONTGOMERY               AL               MONTGOMERY                   AL           36109
LITTLE ROCK              AR               LITTLE ROCK                  AR           72205
WASHINGTON               DC               FAIRFAX                      VA           22031
WASHINGTON               DC               MCLEAN                       VA           22102
JACKSONVILLE             FL               JACKSONVILLE                 FL           32256
</TABLE>

                                       34

<PAGE>

<TABLE>
<CAPTION>
METRO CITY               STATE            SERVICE CITY                 STATE        S ZIP
----------               -----            ------------                 -----        -----
<S>                      <C>              <C>                          <C>          <C>
MIAMI                    FL               MIAMI                        FL           33172
ORLANDO                  FL               LAKE MARY                    FL           32746
PENSACOLA                FL               PENSACOLA                    FL           32503
TALLAHASSEE              FL               TALLAHASSEE                  FL           32308
TAMPA                    FL               TAMPA                        FL           33634
ATLANTA                  GA               NORCROSS                     GA           30093
SAVANNAH                 GA               SAVANNAH                     GA           31405
LOUISVILLE               KY               LOUISVILLE                   KY           40207
BATON ROUGE              LA               BATON ROUGE                  LA           70809
NEW ORLEANS              LA               METAIRIE                     LA           70002
BALTIMORE                MD               TIMONIUM                     MD           21093
JACKSON                  MS               JACKSON                      MS           39208
CHARLOTTE                NC               CHARLOTTE                    NC           28217
RALEIGH                  NC               RALEIGH                      NC           27609
WINSTON-SALEM            NC               KERNERSVILLE                 NC           27284
OKLAHOMA CITY            OK               OKLAHOMA CITY                OK           73116
COLUMBIA                 SC               COLUMBIA                     SC           29210
GREENVILLE               SC               GREENVILLE                   SC           29615
CHATTANOOGA              TN               CHATTANOOGA                  TN           37421
KINGSPORT                TN               BLOUNTVILLE                  TN           37617
KNOXVILLE                TN               KNOXVILLE                    TN           37912
MEMPHIS                  TN               MEMPHIS                      TN           38134
NASHVILLE                TN               NASHVILLE                    TN           37211
AUSTIN                   TX               AUSTIN                       TX           78759
DALLAS/FT WORTH          TX               DALLAS                       TX           75244
HOUSTON                  TX               HOUSTON                      TX           77040
SAN ANTONIO              TX               SAN ANTONIO                  TX           78216
NORFOLK                  VA               NORFOLK                      VA           23502
RICHMOND                 VA               RICHMOND                     VA           23228
ROANOKE                  VA               ROANOKE                      VA           24018
</TABLE>

UNISYS AUSTRALIA PRIMARY SERVICE CITIES- 30 KM COVERAGE FROM CITY CENTER

<TABLE>
<CAPTION>
COUNTRY                 SERVICE CITY
-------                 ------------
<S>                     <C>
Australia               Sydney
                        Melbourne
                        Brisbane
                        Adelaide
                        Perth
                        Canberra
                        Hobart
                        Darwin
</TABLE>

UNISYS HK AND SINGAPORE PRIMARY SERVICE CITIES

<TABLE>
<CAPTION>
COUNTRY                 SERVICE CITY
-------                 ------------
<S>                     <C>
HK                      HK
Singapore               Singapore
</TABLE>

                                       35

<PAGE>

UNISYS UK, GERMANY, SWITZERLAND AND FRANCE PRIMARY SERVICE CITIES- 65 KM
COVERAGE FROM CITY CENTER

<TABLE>
<CAPTION>
COUNTRY                 SERVICE CITY
-------                 ------------
<S>                     <C>
UK                      Birmingham
                        Bristol
                        Edinburgh
                        Glasgow
                        Leeds
                        Leicester
                        Liverpool
                        London
                        Manchester
                        Milton Keynes
                        Newcastle
                        Portsmouth
                        Southampton
Germany                 Berlin
                        Cologne
                        Hamburg
                        Hannover
                        Munich
                        Nurnberg
                        Ratingen (Dusseldorf)
                        Stuttgart
                        Sulzbach (Frankfurt)
Switzerland             Basel
                        Bern
                        Geneva
                        Lausanne
                        Luzern
                        St. Gallen
                        Zurich
France                  Bordeaux
                        Lille
                        Lyon
                        Marseille
                        Nancy
                        Nantes
                        Paris
                        Toulouse
</TABLE>

                                       36