exv10w102



 





Exhibit 10.102




[**]




OEM PURCHASE AGREEMENT




FIFTH AMENDMENT




This FIFTH Amendment (“Amendment”) is effective as of April 20, 2007 (the “Effective Date”) and
amends the OEM Purchase Agreement dated December 16, 2002 (“Agreement”) by and between
Hewlett-Packard Company a Delaware Corporation having a place of Business located at 3000 Hanover
Street, Palo Alto, Ca 94304, and Brocade Communications Systems, Inc., a Delaware corporation
having its principal place of business located at 1745 Technology Drive, San Jose, California 95110
(“Brocade”).



RECITALS




WHEREAS, HP and Brocade have entered into the Agreement pursuant to which HP agreed to purchase and
Brocade agreed to sell OEM Products in accordance with the terms and conditions set forth therein;
and



WHEREAS, Section 5 NONCOMPLYING PRODUCTS of the OEM Agreement defines the current terms for lead
times for return of repaired or replacement FRU’s/products from Brocade to HP; and



WHEREAS, HP and Brocade wish to modify these lead-times;




NOW THEREFORE, in consideration of the mutual covenants contained herein and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, HP and
Brocade agree as follows.



Section 5 NONCOMPLYING PRODUCTS will be modified as follows:



5.2 Replacement and Repair Period: Supplier will return the replacement or repaired OEM Products as
soon as possible but in no event later than [**] after receipt of the Noncomplying Product from HP,
with the exception of those returns originating from EMEA, which term will be no later than [**]
days after receipt. This lead-time adjustment will apply solely to the list of non-RoHS compliant
whole switch FRU part numbers, in Attachment A of this FIFTH Amendment. Supplier’s opportunity to
cure any failure to meet such deadline, pursuant to Article (18) below, will apply to only two such
breaches per OEM Product or Part Number during the term,



Add 5.3 as follows:



5.3 Non-RoHS Whole FRU Tracking: Supplier will track the non-RoHS whole switch unit FRU’s received
from HP EMEA to ensure the same units are returned after repair to PO ship to address located
within HP EMEA, which will be identified by the assigned RMA number, serial number and associated
HP Purchase Order. Supplier will notify HP EMEA if supplier chooses to return a RoHS compliant
whole switch unit FRU as a replacement for the non-RoHS FRU as a result of being scrapped, or the
defective unit being non-repairable, or instruct HP EMEA to modify and/or close short the repair
Purchase Order when the same non-RoHS unit cannot be returned.





 




			
	[**]	 	Certain information on this page has been omitted and filed separately with the Securities
and Exchange Commission. Confidential treatment has been requested with respect to the omitted
portions.





HP / Brocade CONFIDENTIAL





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[**]




The parties have caused this Amendment to be executed by their duly authorized representatives as
indicated below.




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	AGREED:	 	 	 	 	 	 	 	 	 	 
	BROCADE COMMUNICATIONS	 	 	 	HEWLETT-PACKARD COMPANY (“HP”)	 	 
	SYSTEMS INC. (“SUPPLIER”)	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	By:

	 	/s/ Jill Cameron 	 	 
	 	By:	 	/s/ Julie A. Uranga 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	 

	 	Name:
	 	Jill Cameron 	 	 
	 	 	 	Name:	 	Julie A. Uranga 	 	 
	 

	 	Title:
	 	 
Dir.
WW Sales Operations
	 	  
	 	 	 	Title:
	 	 
Procurement
Manager
	 	 
	 

	 	 	 	 

	 	 
	 	 	 	 	 	 

	 	 
	Date:

	 	5/24/07 	 	 	 	 
	 	Date:	 	August 3, 2007 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	AGREED:	 	 	 	 	 	 	 	 	 	 
	BROCADE COMMUNICATIONS	 	 	 	HEWLETT-PACKARD COMPANY	 	 
	SWITZERLAND, SARL. (“SUPPLIER”)	 	 	 	(“HP”)	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	By:

	 	/s/ Ulrich Plechschmidt 	 	 
	 	By:	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	 

	 	Name:
	 	Ulrich Plechschmidt 	 	 
	 	 	 	Name:	 	 	 	 
	 

	 	Title:
	 	 
Vice
President EMEA
	 	  
	 	 	 	Title:
	 	 

	 	 
	 

	 	 	 	 

	 	 
	 	 	 	 	 	 

	 	 
	Date:

	 	25 May 2007 	 	 
	 	Date:	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 







 




			
	[**]	 	Certain information on this page has been omitted and filed separately with the Securities
and Exchange Commission. Confidential treatment has been requested with respect to the omitted
portions.





HP / Brocade CONFIDENTIAL




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[**]






ATTACHMENT A




Non-RoHS Compliant Whole Switch Unit FRU Part Number List




	 	 	 	 	 	 	 	 	 	 	 
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	[**]	 	Certain information on this page has been omitted and filed separately with the Securities
and Exchange Commission. Confidential treatment has been requested with respect to the omitted
portions.





HP / Brocade CONFIDENTIAL





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