exv10w103



 






Exhibit 10.103




[**]




OEM PURCHASE AGREEMENT




EIGHTH AMENDMENT



This EIGHTH Amendment (“Amendment”) effective as of the date of the last signature hereto (the
“Effective Date”) 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 20555
SH 249 Houston, Texas 77070, (“HP”) 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 Supplier have entered into the Agreement pursuant to which HP agreed to purchase,
and Supplier agreed to sell OEM Products in accordance with the terms and conditions set forth
therein; and,



WHEREAS, HP and Supplier desire to enter into this Eighth Amendment to amend certain provisions of
the Agreement.




AGREEMENTS



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
Supplier agree as follows:





	1.	 	Definitions. Terms used in this Eighth Amendment that are not defined herein shall have the
meaning given thereto in the Agreement.
	 
	2.	 	Confirmation and Ratification. Except as expressly amended herein all unmodified and
remaining terms and conditions of the Agreement shall remain in full force and effect. All
capitalized terms not defined in this EIGHTH Amendment shall have the meaning set forth in the
Agreement. In the event a conflict between the Agreement and this EIGHTH Amendment, the
terms of this EIGHTH Amendment shall govern.
	 
	3.	 	Amendments. HP and Supplier hereby agree that the Agreement is hereby amended as follows:
	 
	 	 	Add the following language to section 13 Marketing and Licensing:






13.16 Requirements of Third Party Licenses. Supplier shall deliver or make
available to HP all materials required to meet the requirements of any licenses
for third party open source software that is included in the deliverables. For
example, supplier shall deliver or make available to HP the source code for any
software licensed under an open source license that has a source availability
requirement (such as the GNU General Public License). If the source code is not
included with the material that supplier has previously delivered to HP, at HP’s
request, supplier shall deliver or make available to HP the source code for any
software licensed under an open source license that has a source availability
requirement. This will be sent or made available to HP within [**] after HP’s
request. Supplier shall grant HP the right [**] as necessary to meet customer
requirements.





 




			
	[**]	 	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	 	 
	SYSTEMS INC. (“SUPPLIER”)	 	 	 	(“HP”)	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	By:

	 	/s/ Ian Whiting 	 	 
	 	By:	 	/s/ Julie A. Uranga 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	 

	 	Name:
	 	Ian Whiting 	 	 
	 	 	 	Name:	 	Julie A. Uranga 	 	 
	 

	 	Title:
	 	 
VP, WW Sales	 	  
	 	 	 	Title:
	 	 
SWD
Procurement Manager
	 	 
	 

	 	 	 	 
	 	  	 	 	 	 	 	 
9/6/07	 	 
	 

	 	 	 	 	 	 
	 	 	 	 	 	 

	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	AGREED:	 	 	 	 	 	 	 	 	 	 
	BROCADE COMMUNICATIONS	 	 	 	 	 	 	 	 	 	 
	SWITZERLAND, SARL. (“SUPPLIER”)	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	By:

	 	/s/ Kevin McKenna 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	Name:
	 	Kevin McKenna 	 	 	 	 	 	 	 	 	 	 
	 

	 	Title:
	 	 
International
Controller
	 	  	 	 	 	 	 	 	 	 
	 

	 	 	 	 

	 	 	 	 	 	 	 	 	 	 








 




			
	[**]	 	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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