exv10w3









Exhibit 10.3




PPA #1526-031701




OEM PURCHASE AGREEMENT




FOURTEENTH AMENDMENT



This
FOURTEENTH Amendment (the “FOURTEENTH Amendment”) effective
as of October 24, 2008, (the
“Effective Date”) amends the OEM Purchase Agreement (the “Agreement”) dated December 16, 2002, by
and between HEWLETT-PACKARD COMPANY, a Delaware corporation having its principal place of business
at 3000 Hanover Street, Palo Alto, California 94304 (“HP”) and BROCADE COMMUNICATIONS SYSTEMS, INC.
a Delaware corporation having its principal place of business at 1745 Technology Drive, San Jose,
California 95110, and BROCADE COMMUNICATIONS SYSTEMS SWITZERLAND SARL., a corporation organized
under the laws of Geneva, and having its principal place of business at 29 Route de l’Aeroport Case
Postale 105, CH-1215 Geneva 15, Switzerland (collectively “Supplier”).




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 FOURTEENTH Amendment to addend new OEM Products
to 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:



This is a Product Addendum that is intended to name additional OEM Products to the Agreement in
accordance with Section 2.18 of the Agreement. This addition will cause the following Exhibits to
be amended:





Exhibit A OEM Products and Specifications. HP Products that have been launched since the
date of the OEM Agreement that have not been previously addended to the Agreement are
listed in Attachment A and are hereby incorporated. These include [**] Part numbers for
Brocade products that may have already been included in the OEM Agreement. This is
intended to capture all [**] part numbers not previously covered under this Agreement.
These will be subject to [**] the Agreement. Specifications for these products will be
stored in each party’s respective revision controlled document systems, [**].




Exhibit C Pricing and Fees. Each Product being added to this Agreement is listed in
Attachment A with the initial cost at the time of the launch of the





 




			
	[**]	 	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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PPA #1526-031701


product. The parties
negotiate costs from time to time as referenced in Section 4.1. It is not necessary to amend the Agreement as a
result of these changes.


Exhibit H HP Supplier Quality Assurance Requirements and Additional Warranties. Each
Product being added to this Agreement must meet the agreed-to [**]. Reports provided to
HP will include data for these products.

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/ Charles Leeming	 	 	 	By:	 	/s/ Richard Gentilini	 	 
	 	 	 

	 	 
	 	 	 	 

	 	 
	 	 	 	 	 	 	 	 	 	 	 
	Name:
	 	Charles Leeming	 	 	 	Name:	 	Richard Gentilini	 	 
	 	 	 

	 	 
	 	 	 	 

	 	 
	 	 	 	 	 	 	 	 	 	 	 
	Title:
	 	VP, OEM Sales	 	 	 	Title:	 	Director, SWD Global Procurement	 	 
	 	 	 

	 	 
	 	 	 	 

	 	 
	 	 	 	 	 	 	 	 	 	 	 
	Date:
	 	10/24/08	 	 	 	Date:	 	3-14-09	 	 
	 	 	 

	 	 
	 	 	 	 

	 	 
	 	 	 	 	 	 	 	 	 	 	 
	AGREED:	 	 	 	 	 	 	 	 
	BROCADE COMMUNICATIONS	 	 	 	 	 	 	 	 
	SWITZERLAND, SARL. (“SUPPLIER”)	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	By:
	 	/s/ Ulrich Plechschmidt	 	 	 	 	 	 	 	 
	 	 	 

	 	 	 	 	 	 	 	 
	Name:
	 	Ulrich Plechschmidt	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	Title:
	 	Vice President FMEA	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	Date:
	 	24-October-2008	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 




 


			
	[**]	 	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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PPA #1526-031701




Attachment A

OEM Products – Pricing and Fees



A list of OEM Products with their Pricing and Fees at the time of their initial launch are hereby
attached. The Products may change revision from time to time, as mutually agreed by the parties.
It is not necessary to amend the Agreement when the Products are revised.




[**]






 




			
	[**]	 	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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