<PAGE>

                                                                   EXHIBIT 10.16

                              INDEMNITY AGREEMENT


          THIS AGREEMENT is made and entered into this ____ day of _____, 2001
and effective as of April 12, 2001, by and between Openwave Systems Inc., a
Delaware corporation and its subsidiaries (collectively, the "Corporation"), and
_________________ ("Agent").

                                    RECITALS

          WHEREAS, Agent performs a valuable service to the Corporation in
his/her capacity as a director, officer or other fiduciary of an affiliate of
the Corporation;

          WHEREAS, the current By-laws and Amended and Restated Certificate of
Incorporation (collectively, the "Charter Documents") require the Corporation to
indemnify and advance expenses to its directors and officers to the full extent
permitted by the Delaware General Corporation Law, as amended (as applicable,
the "Code") and the Agent intends to continue serving as a director or officer
of the Corporation in part in reliance on such Charter Documents and Code;

          WHEREAS, the Charter Documents and the Code, by their non-exclusive
nature, permit contracts between the Corporation and its agents, officers,
employees and other agents with respect to indemnification of such persons; and

          WHEREAS, in order to induce Agent to continue to serve the
Corporation, the Corporation has determined and agreed to enter into this
Agreement with Agent;

          NOW, THEREFORE, in consideration of Agent's continued service to the
Corporation, the parties hereto agree as follows:

                                   AGREEMENT

          1.  SERVICES TO THE CORPORATION.  Agent will serve, at the will of the
Corporation or under separate contract, if any such contract exists, as a
director, officer or other fiduciary of an affiliate of the Corporation
(including any employee benefit plan of the Corporation) faithfully and to the
best of his ability so long as he is duly elected and qualified in accordance
with the provisions of the Charter Documents or the charter documents of such
affiliate; provided, however, that Agent may at any time and for any reason
resign from such position (subject to any contractual obligation that Agent may
have assumed apart from this Agreement) and that the Corporation or any
affiliate shall have no obligation under this Agreement to continue Agent in any
such position.
<PAGE>

          2.  INDEMNITY OF AGENT.

          (a) The Corporation hereby agrees to hold harmless and indemnify Agent
          to the fullest extent authorized or permitted by the provisions of the
          Charter Documents and the Code, as the same may be amended from time
          to time (but, only to the extent that such amendment permits the
          Corporation to provide broader indemnification rights than the Charter
          Documents or the Code permitted prior to adoption of such amendment).

          (b) Notwithstanding the foregoing, (i) the obligations of the
          Corporation under Section 2(a) shall be subject to the condition that
          the Reviewing Party (as defined below) shall not have determined (in a
          written opinion, in any case in which the Independent Legal Counsel
          referred to in Section 11(a) hereof is involved) that Agent would not
          be permitted to be indemnified under applicable law, and (ii) the
          obligation of the Corporation to make an advance pursuant to Section 8
          shall be subject to the condition that, if, when and to the extent
          that the Reviewing Party determines that Agent would not be permitted
          to be so indemnified under applicable law, the Corporation shall be
          entitled to be reimbursed by Agent (who hereby agrees to reimburse the
          Corporation) for all such amounts theretofore paid; provided, however,
          that if Agent has commenced or thereafter commences legal proceedings
          in a court of competent jurisdiction to secure a determination that
          Agent should be indemnified under applicable law, any determination
          made by the Reviewing Party that Agent would not be permitted to be
          indemnified under applicable law shall not be binding and Agent shall
          not be required to reimburse the Corporation for any advance until a
          final judicial determination is made with respect thereto (as to which
          all rights of appeal therefrom have been exhausted or lapsed).  If
          there has not been a Change in Control (as defined below), the
          Reviewing Party shall be selected by the Board of Directors, and if
          there has been such a Change in Control (other than a Change in
          Control which has been approved by a majority of the Corporation's
          Board of Directors who were directors immediately prior to such Change
          in Control), the Reviewing Party shall be the Independent Legal
          Counsel referred to in Section 11(a) hereof.  If there has been no
          determination by the Reviewing Party or if the Reviewing Party
          determines that Agent substantively would not be permitted to be
          indemnified in whole or in part under applicable law, Agent shall have
          the right to commence litigation in any court in the State of Delaware
          having subject matter jurisdiction thereof and in which venue is
          proper seeking an initial determination by the court or challenging
          any such determination by the Reviewing Party or any aspect thereof,
          including the legal or factual bases therefor, and the Corporation
          hereby consents to service of process and to appear in any such
          proceeding.  Any determination by the Reviewing Party otherwise shall
          be conclusive and binding on the Corporation and Agent.

                                       2
<PAGE>

          "Reviewing Party" shall mean any appropriate person or body consisting
          of a member or members of the Corporation's Board of Directors or any
          other person or body appointed by the Board who is not a party to the
          particular claim for which Agent is seeking indemnification, or
          Independent Legal Counsel.

          3.  ADDITIONAL INDEMNITY.  In addition to and not in limitation of the
indemnification otherwise provided for herein, and subject only to the
exclusions set forth in Sections 4 and 7 hereof, the Corporation hereby further
agrees to hold harmless and indemnify Agent:

          (a) against any and all expenses (including attorneys' fees), witness
          fees, damages, judgments, fines and amounts paid in settlement and any
          other amounts that Agent becomes legally obligated to pay because of
          any claim or claims made against or by him in connection with any
          threatened, pending or completed action, suit or proceeding, whether
          civil, criminal, arbitrational, administrative or investigative
          (including an action by or in the right of the Corporation) to which
          Agent is, was or at any time becomes a party, or is threatened to be
          made a party, by reason of the fact that Agent is, was or at any time
          becomes a director, officer, employee or other agent of Corporation,
          or is or was serving or at any time serves at the request of the
          Corporation as a director, officer, employee or other agent of another
          corporation, partnership, joint venture, trust, employee benefit plan
          or other enterprise; and

          (b) otherwise to the fullest extent as may be provided to Agent by the
          Corporation under the non-exclusivity provisions of the Code and the
          Charter Documents.

          4.  LIMITATIONS ON ADDITIONAL INDEMNITY.  No indemnity pursuant to
Section 3 hereof shall be paid by the Corporation:

          (a) on account of any claim against Agent for an accounting of profits
          made from the purchase or sale by Agent of securities of the
          Corporation pursuant to the provisions of Section 16(b) of the
          Securities Exchange Act of 1934, as amended (the "Exchange Act"), and
          amendments thereto or similar provisions of any federal, state or
          local statutory law;

          (b) on account of Agent's conduct that was knowingly fraudulent or
          deliberately dishonest or that constituted willful misconduct;

          (c) on account of Agent's conduct that constituted a breach of Agent's
          duty of loyalty to the Corporation or resulted in any personal profit
          or advantage to which Agent was not legally entitled;

                                       3
<PAGE>

          (d) for which payment is actually made to Agent under a valid and
          collectible insurance policy or under a valid and enforceable
          indemnity clause, bylaw or agreement, except in respect of any excess
          beyond payment under such insurance, clause, bylaw or agreement;

          (e) if indemnification is not lawful (and, in this respect, both the
          Corporation and Agent have been advised that the Securities and
          Exchange Commission believes that indemnification for liabilities
          arising under the federal securities laws is against public policy and
          is, therefore, unenforceable and that claims for indemnification
          should be submitted to appropriate courts for adjudication); or

          (f) in connection with any proceeding (or part thereof) initiated by
          Agent, or any proceeding by Agent against the Corporation or its
          directors, officers, employees or other agents, unless (i) such
          indemnification is expressly required to be made by law, (ii) the
          proceeding was authorized by the Board of Directors of the
          Corporation, (iii) such indemnification is provided by the
          Corporation, in its sole discretion, pursuant to the powers vested in
          the Corporation under the Code, or (iv) the proceeding is initiated
          pursuant to Section 9 hereof.

          5.  CONTINUATION OF INDEMNITY.  All agreements and obligations of the
Corporation contained herein shall continue during the period Agent is a
director, officer, employee or other agent of the Corporation (or is or was
serving at the request of the Corporation as a director, officer, employee or
other agent of another corporation, partnership, joint venture, trust, employee
benefit plan or other enterprise) and shall continue thereafter so long as Agent
shall be subject to any possible claim or threatened, pending or completed
action, suit or proceeding, whether civil, criminal, arbitrational,
administrative or investigative, by reason of the fact that Agent was serving in
the capacity referred to herein.

          6.  PARTIAL INDEMNIFICATION.  Agent shall be entitled under this
Agreement to indemnification by the Corporation for a portion of the expenses
(including attorneys' fees), witness fees, damages, judgments, fines and amounts
paid in settlement and any other amounts that Agent becomes legally obligated to
pay in connection with any action, suit or proceeding referred to in Section 3
hereof even if not entitled hereunder to indemnification for the total amount
thereof, and the Corporation shall indemnify Agent for the portion thereof to
which Agent is entitled.

          7.  NOTIFICATION AND DEFENSE OF CLAIM.  Not later than thirty (30)
days after receipt by Agent of notice of the commencement of any action, suit or
proceeding, Agent will, if a claim in respect thereof is to be made against the
Corporation under this Agreement, notify the Corporation of the commencement
thereof; but the omission so to notify the Corporation will not relieve it from
any liability which it may

                                       4
<PAGE>

have to Agent otherwise than under this Agreement. With respect to any such
action, suit or proceeding as to which Agent notifies the Corporation of the
commencement thereof:

          (a) the Corporation will be entitled to participate therein at its own
          expense;

          (b) except as otherwise provided below, the Corporation may, at its
          option and jointly with any other indemnifying party similarly
          notified and electing to assume such defense, assume the defense
          thereof, with counsel reasonably satisfactory to Agent.  After notice
          from the Corporation to Agent of its election to assume the defense
          thereof, the Corporation will not be liable to Agent under this
          Agreement for any legal or other expenses subsequently incurred by
          Agent in connection with the defense thereof except for reasonable
          costs of investigation or otherwise as provided below. Agent shall
          have the right to employ separate counsel in such action, suit or
          proceeding but the fees and expenses of such counsel incurred after
          notice from the Corporation of its assumption of the defense thereof
          shall be at the expense of Agent unless (i) the employment of counsel
          by Agent has been authorized by the Corporation, (ii) Agent shall have
          reasonably concluded that there may be a conflict of interest between
          the Corporation and Agent in the conduct of the defense of such action
          or (iii) the Corporation shall not in fact have employed counsel to
          assume the defense of such action, in each of which cases the fees and
          expenses of Agent's separate counsel shall be at the expense of the
          Corporation. The Corporation shall not be entitled to assume the
          defense of any action, suit or proceeding brought by or on behalf of
          the Corporation or as to which Agent shall have made the conclusion
          provided for in clause (ii) above; and

          (c) the Corporation shall not be liable to indemnify Agent under this
          Agreement for any amounts paid in settlement of any action or claim
          effected without its written consent, which shall not be unreasonably
          withheld.  The Corporation shall be permitted to settle any action
          except that it shall not settle any action or claim in any manner
          which would impose any penalty or limitation on Agent without Agent's
          written consent, which may be given or withheld in Agent's sole
          discretion.

          8.  EXPENSES.  The Corporation shall advance, prior to the final
disposition of any proceeding, promptly following request therefor, all expenses
incurred by Agent in connection with such proceeding upon receipt of an
undertaking by or on behalf of Agent to repay said amounts if it shall be
determined ultimately that Agent is not entitled to be indemnified under the
provisions of this Agreement, the Charter Documents, the Code or otherwise.

          9.  ENFORCEMENT.  Any right to indemnification or advances granted by
this Agreement to Agent shall be enforceable by or on behalf of Agent in any
court of competent jurisdiction if (i) the claim for indemnification or advances
is denied, in

                                       5
<PAGE>

whole or in part, or (ii) no disposition of such claim is made within twenty
(20) days of request therefor. Agent, in such enforcement action, if successful
in whole or in part, shall be entitled to be paid also the expense of
prosecuting his claim. It shall be a defense to any action for which a claim for
indemnification is made under Section 3 hereof (other than an action brought to
enforce a claim for expenses pursuant to Section 8 hereof, provided that the
required undertaking has been tendered to the Corporation) that Agent is not
entitled to indemnification because of the limitations set forth in Section 4
hereof. Neither the failure of the Corporation (including its Board of Directors
or its shareholders) to have made a determination prior to the commencement of
such enforcement action that indemnification of Agent is proper in the
circumstances, nor an actual determination by the Corporation (including its
Board of Directors or its shareholders) that such indemnification is improper
shall be a defense to the action or create a presumption that Agent is not
entitled to indemnification under this Agreement or otherwise.

          10.  SUBROGATION.  In the event of payment under this Agreement, the
Corporation shall be surrogated to the extent of such payment to all of the
rights of recovery of Agent, who shall execute all documents required and shall
do all acts that may be necessary to secure such rights and to enable the
Corporation effectively to bring suit to enforce such rights.

          11.  CHANGE IN CONTROL AND ESTABLISHMENT OF TRUST.

          (a) The Corporation agrees that if there is a Change in Control (as
          defined below) of the Corporation (other than a Change in Control
          which has been approved by a majority of the Corporation's Board of
          Directors who were directors immediately prior to such Change in
          Control) then with respect to all matters thereafter arising
          concerning the rights of Agent to indemnity payments and advances
          under this Agreement or any other agreement or Corporation By-law now
          or hereafter in effect relating to claims, the Corporation shall seek
          legal advice only from Independent Legal Counsel (as defined below)
          selected by Agent and approved by the Corporation (which approval
          shall not be unreasonably withheld).  Such counsel, among other
          things, shall render its written opinion to the Corporation and Agent
          as to whether and to what extent the Agent would be permitted to be
          indemnified under applicable law.  The Corporation agrees to pay the
          reasonable fees of the Independent Legal Counsel referred to above and
          to indemnify fully such counsel against any and all expenses
          (including attorneys' fees), claims, liabilities and damages arising
          out of or relating to this Agreement or its engagement pursuant
          hereto.  Change in Control shall be deemed to have occurred if (i) any
          "person" (as such term is used in Sections 13(d) and 14(d) of the
          Exchange Act), other than a trustee or other fiduciary holding
          securities under an employee benefit plan of the Corporation or a
          corporation owned directly or indirectly by the stockholders of the
          Corporation in substantially the same proportions as their ownership
          of stock of the Corporation, is or becomes the "beneficial

                                       6
<PAGE>

          owner" (as defined in Rule 13d-3 under said Act), directly or
          indirectly, of securities of the Corporation representing 20% or more
          of the total voting power represented by the Corporation's then
          outstanding securities of the Corporation that generally vote in the
          election of directors, or (ii) during any period of two consecutive
          years, individuals who at the beginning of such period constitute the
          Board of Directors of the Corporation and any new director whose
          election by the Board of Directors or nomination for election by the
          Corporation's stockholders was approved by a vote of at least two-
          thirds (2/3) of the directors then still in office who either were
          directors at the beginning of the period or whose election or
          nomination for election was previously so approved (collectively, the
          "Incumbent Directors"), cease for any reason to constitute a majority
          thereof, or (iii) the stockholders of the Corporation approve a merger
          or consolidation of the Corporation with any other corporation, other
          than a merger or consolidation which would result in the securities of
          the Corporation that generally vote in the election of directors of
          the Corporation outstanding immediately prior thereto continuing to
          represent (either by remaining outstanding or by being converted into
          such types of securities of the surviving entity) at least 80% of the
          total voting power represented by the such types of securities of the
          Corporation or such surviving entity outstanding immediately after
          such merger or consolidation, or the stockholders of the Corporation
          approve a plan of complete liquidation of the Corporation or an
          agreement for the sale or disposition by the Corporation of (in one
          transaction or a series of transactions) all or substantially all the
          Corporation's assets. "Independent Legal Counsel" shall mean an
          attorney or firm of attorneys, selected in accordance with the
          provisions of this section, who shall not have otherwise performed
          services for the Corporation or Agent within the last five years
          (other than with respect to matters concerning the rights of Agent
          under this Agreement, or of other indemnitees under similar indemnity
          agreements).

          (b) In the event of a Potential Change in Control (as defined below),
          the Corporation shall, upon written request by Agent, create a trust
          for the benefit of Agent and from time to time upon written request of
          Agent shall fund such trust in an amount sufficient to satisfy any and
          all expenses reasonably anticipated at the time of each such request
          to be incurred in connection with investigating, preparing for and
          defending any claim, and any and all judgments, fines, penalties and
          settlement amounts of any and all claims from time to time actually
          paid or claimed, reasonably anticipated or proposed to be paid,
          provided that in no event shall more than $500,000 be required to be
          deposited in any trust created hereunder in excess of amounts
          deposited in respect of reasonably anticipated expenses, and provided
          further that in no event shall more than $25,000,000 in the aggregate
          be required to be deposited in any such trust and any such trusts
          created pursuant to similar indemnification agreements to which the

                                       7
<PAGE>

          Company is a party.  The amount or amounts to be deposited in the
          trust pursuant to the foregoing funding obligation shall be determined
          by the Reviewing Party, in any case in which the Independent Legal
          Counsel referred to above is involved.  The terms of the trust shall
          provide that upon a Change in Control (i) the trust shall not be
          revoked or the principal thereof invaded, without the written consent
          of the Agent, (ii) the trustee shall advance, within two business days
          of a request by the Agent, any and all expenses to the Agent (and the
          Agent hereby agrees to reimburse the trust under the circumstances
          under which the Agent would be required to reimburse the Corporation
          under Section 2(b) of this Agreement), (iii) the trust shall continue
          to be funded by the Corporation in accordance with the funding
          obligation set forth above, (iv) the trustee shall promptly pay to
          Agent all amounts for which Agent shall be entitled to indemnification
          pursuant to this Agreement or otherwise, and (v) all unexpended funds
          in such trust shall revert to the Corporation upon a final
          determination by the Reviewing Party or a court of competent
          jurisdiction, as the case may be, that Agent has been fully
          indemnified under the terms of this Agreement.  The trustee shall be
          chosen by Agent.  Nothing in this Section 11 shall relieve the
          Corporation of any of its obligations under this Agreement.  Potential
          Change in Control shall be deemed to have occurred if (i) the
          Corporation enters into an agreement, the consummation of which would
          result in the occurrence of a Change in Control; (ii) any person
          (including the Corporation) publicly announces an intention to take or
          to consider taking actions which if consummated would constitute a
          Change in Control; (iii) any person, other than a trustee or other
          fiduciary holding securities under an employee benefit plan of the
          Corporation or a corporation owned, directly or indirectly, by the
          stockholders of the Corporation in substantially the same proportions
          as their ownership of stock of the Corporation, who is or becomes the
          beneficial owner, directly or indirectly, of securities of the
          Corporation representing 9.5% or more of the combined voting power of
          the Corporation's then outstanding securities that generally vote in
          the election of directors, increases his beneficial ownership of such
          securities by five percentage points (5%) or more over the percentage
          so owned by such person; or (iv) the Board adopts a resolution to the
          effect that, for purposes of this Agreement, a Potential Change in
          Control has occurred.  Notwithstanding anything to the contrary set
          forth herein, in the event of a request by Agent to create a trust
          under this Section 11(b), the Corporation shall not be obligated to
          establish such trust if at least a majority of the Incumbent Directors
          in office at that time, and prior to the consummation of a Change in
          Control, determine that the creation of such trust would not be in the
          best interests of the Corporation.

          12.  NON-EXCLUSIVITY OF RIGHTS.  The rights of Agent hereunder shall
be in addition to any other rights Agent may have under the Corporation's By-
laws or the Code or otherwise.  To the extent that a change in the Code (whether
by statute or

                                       8
<PAGE>

judicial decision) permits greater indemnification by agreement than would be
afforded currently under the Corporation 's By-laws and this Agreement, it is
the intent of the parties hereto that Agent shall enjoy by this Agreement the
greater benefits so afforded by such change.

          13.  SURVIVAL OF RIGHTS.

          (a) The rights conferred on Agent by this Agreement shall continue
          after Agent has ceased to be a director, officer, employee or other
          agent of the Corporation or to serve at the request of the Corporation
          as a director, officer, employee or other agent of another
          corporation, partnership, joint venture, trust, employee benefit plan
          or other enterprise and shall inure to the benefit of Agent's heirs,
          executors and administrators.

          (b) The Corporation shall require any successor (whether direct or
          indirect, by purchase, merger, consolidation or otherwise) to all or
          substantially all of the business or assets of the Corporation,
          expressly to assume and agree to perform this Agreement in the same
          manner and to the same extent that the Corporation would be required
          to perform if no such succession had taken place.

          14.  SEPARABILITY.  Each of the provisions of this Agreement is a
separate and distinct agreement and independent of the others, so that if any
provision hereof shall be held to be invalid for any reason, such invalidity or
unenforceability shall not affect the validity or enforceability of the other
provisions hereof.  Furthermore, if this Agreement shall be invalidated in its
entirety on any ground, then the Corporation shall nevertheless indemnify Agent
to the fullest extent provided by the Charter Documents, the Code or any other
applicable law.

          15.  BURDEN OF PROOF.  In connection with any determination by the
Reviewing Party or otherwise as to whether Agent is entitled to be indemnified
hereunder the burden of proof shall be on the Corporation to establish that
Agent is not so entitled.

          16.  PERIOD OF LIMITATIONS.  No legal action shall be brought and no
cause of action shall be asserted by or in the right of the Company against
Agent, Agent's spouse, heirs, executors or personal or legal representatives
after the expiration of two years from the date of accrual of such cause of
action, and any claim or cause of action of the Corporation shall be
extinguished and deemed released unless asserted by the timely filing of a legal
action within such two-year period; provided, however, that if any shorter
period of limitations is otherwise applicable to any such cause of action such
shorter period shall govern.

          17.  ENTIRE AGREEMENT; EFFECTIVENESS.  This Agreement contains the
entire agreement of the parties hereto, and supersedes any and all prior

                                       9
<PAGE>

agreements and understandings, both oral and written, between the parties with
respect to the subject matter hereof.

          18.  GOVERNING LAW.  This Agreement shall be interpreted and enforced
in accordance with the laws of the State of Delaware.

          19.  AMENDMENT AND TERMINATION.  No amendment, modification,
termination or cancellation of this Agreement shall be effective unless in
writing signed by both parties hereto.

          20.  IDENTICAL COUNTERPARTS.  This Agreement may be executed in one or
more counterparts, each of which shall for all purposes be deemed to be an
original but all of which together shall constitute but one and the same
Agreement.

          21.  HEADINGS.  The headings of the sections of this Agreement are
inserted for convenience only and shall not be deemed to constitute part of this
Agreement or to affect the construction hereof.

          22.  NOTICES.  All notices, requests, demands and other communications
hereunder shall be in writing and shall be deemed to have been duly given (i)
upon delivery if delivered by hand to the party to whom such communication was
directed, (ii) upon the third business day after the date on which such
communication was mailed if mailed by certified or registered mail with postage
prepaid, (iii) upon the first business day after the date on which such
communication was sent by a nationally recognized overnight delivery service,
with delivery confirmed, or (iv) upon delivery by facsimile, with receipt
confirmed, addressed as follows:

          (a) If to Agent, at the address indicated on the signature page
          hereof.

          (b) If to the Corporation, to

              Openwave Systems Inc.
              1400 Seaport Boulevard
              Redwood City, California 94063
              Attention:  General Counsel
              Fax: (650) 480-4315

or to such other address as may have been furnished to Agent by the Corporation.

                                       10
<PAGE>

          IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
the day and year first above written.

                                       OPENWAVE SYSTEMS INC.



                                       By:
                                          -------------------------------------
                                       Name:  Alan J. Black
                                       Title: Senior Vice President, Corporate
                                       Affairs and Chief Financial Officer


                                       AGENT



                                       By:
                                          --------------------------------------
                                       Print Name:
                                                   -----------------------------

                                       Address:
                                                --------------------------------

                                                --------------------------------

                                                --------------------------------
                                       Fax:
                                                --------------------------------

                                       11