**Exhibit 10.102**[**]**OEM PURCHASE AGREEMENT****FIFTH AMENDMENT**This FIFTH Amendment (“Amendment”) is effective as of April 20, 2007 (the “Effective Date”) andamends the OEM Purchase Agreement dated December 16, 2002 (“Agreement”) by and betweenHewlett-Packard Company a Delaware Corporation having a place of Business located at 3000 HanoverStreet, Palo Alto, Ca 94304, and Brocade Communications Systems, Inc., a Delaware corporationhaving 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 andBrocade agreed to sell OEM Products in accordance with the terms and conditions set forth therein;andWHEREAS, Section 5 NONCOMPLYING PRODUCTS of the OEM Agreement defines the current terms for leadtimes for return of repaired or replacement FRU’s/products from Brocade to HP; andWHEREAS, HP and Brocade wish to modify these lead-times;**NOW THEREFORE,**in consideration of the mutual covenants contained herein and for other good andvaluable consideration, the receipt and sufficiency of which are hereby acknowledged, HP andBrocade 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 assoon 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 compliantwhole switch FRU part numbers, in Attachment A of this FIFTH Amendment. Supplier’s opportunity tocure any failure to meet such deadline, pursuant to Article (18) below, will apply to only two suchbreaches 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 receivedfrom HP EMEA to ensure the same units are returned after repair to PO ship to address locatedwithin HP EMEA, which will be identified by the assigned RMA number, serial number and associatedHP Purchase Order. Supplier will notify HP EMEA if supplier chooses to return a RoHS compliantwhole switch unit FRU as a replacement for the non-RoHS FRU as a result of being scrapped, or thedefective unit being non-repairable, or instruct HP EMEA to modify and/or close short the repairPurchase Order when the same non-RoHS unit cannot be returned. [**] Certain information on this page has been omitted and filed separately with the Securitiesand Exchange Commission. Confidential treatment has been requested with respect to the omittedportions.HP / Brocade CONFIDENTIAL
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[**]The parties have caused this Amendment to be executed by their duly authorized representatives asindicated 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:  ProcurementManager                 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:  VicePresident EMEA      Title:                   Date: 25 May 2007    Date:                  [**] Certain information on this page has been omitted and filed separately with the Securitiesand Exchange Commission. Confidential treatment has been requested with respect to the omittedportions.HP / Brocade CONFIDENTIAL
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[**]**ATTACHMENT A****Non-RoHS Compliant Whole Switch Unit FRU Part Number List**           [**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**]   [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**][**] [**] [**] [**] [**] [**] [**] Certain information on this page has been omitted and filed separately with the Securitiesand Exchange Commission. Confidential treatment has been requested with respect to the omittedportions.HP / Brocade CONFIDENTIAL
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