Exhibit 10.1

Amendment to Master OEM Agreement
between Hewlett-Packard Company and Stratasys, INC 

This Amendment to Master OEM Agreement (this “Agreement”) is entered as of
October 1st, 2011
(the “Effective Date”), by and between HEWLETT-PACKARD COMPANY, a US corporation
organized under the laws of the State of Delaware, whose principal place of
business is 3000 Hanover St., Palo Alto, CA 94304 (“HP”), as negotiated and to
be managed by HP’s wide format printing subsidiary, HEWLETT PACKARD ESPAÑOLA,
S.L. a Spanish company, with its principal place of business located at Camí de
Can Graells, 1-21, 08174 SantCugat del Valles, Barcelona, Spain and STRATASYS,
INC., a US corporation organized under the laws of the State of Delaware, whose
principal place of business is located at 7665 Commerce Way, Eden Prairie, MN
55344, USA (“STRATASYS”). 

     HP and STRATASYS
have expressly agreed to modify, change and /or amend the terms and Sections
here below mentioned: 

    
RECITALS AND OVERVIEW: The following is added to Recitals and Overview:
The Parties acknowledge that the commercial opportunity within the 3D Printing
market described in this Agreement requires of a longer learning curve within
the Territory established which has implied the redefinition of expectations as
reflected in this Amendment. Notwithstanding, both Parties understand that
within the restudied scope it is still a valid business proposition. 

    
1.-Section 3
SCOPE: Clause 3.01 paragraphs 2, 3
and 4 are deleted. 

    
2.-Section 4
EXCLUSIVE RELATIONSHIP: Last
paragraph of Clause 4.01 is hereby deleted. 

    
3.-Section
19.01 Marketing Authority.
Communications will have the below wording: 

    
Marketing Authority Communications.
HP shall have the sole authority and responsibility to market and resell the
Products to the extent it deems appropriate, and in its sole discretion.


    
4.-Section 22
TRANSFER PRICE REVIEW will have the
following wording: 

    
22.01. Procedures: ***, the Parties agree to review transfer prices.


    
5.-Section 29.
New Products Negotiations: Section 29
will read as follows: 

    
29.01 Proposed Products for the ***
Market Segment. ***, the Parties, agree to
meet in good faith to negotiate further exclusivity permitting marketing,
manufacture and sale of proposed products for the *** Market Segment to HP. Such
exclusivity shall be pending on (i) ***; (ii) ***; (iii) ***; (iv) ***; and (v)
***. 

 

	/s/ S. Scott Crump	/s/ A.
Martinez


 

*** Confidential treatment requested
pursuant to a request for confidential treatment filed with the Securities and
Exchange Commission. Redacted portions have been filed separately with the
Securities and Exchange Commission. 








     6.-Section
30.11 is hereby deleted. 

    
7.-Attachment
6 is deleted. 

    
8.-Attachment
5 is worded as follows: 

“The Territory is Germany, Italy, Spain, France, United Kingdom. It is
HP’s intention to start selling in Austria, Switzerland and Ireland as of
November 1st, 2011”. 

    
8. -Attachment
10 is deleted. 

    
9. -Attachment
4 is modified with the following
content:

    
***

By and between, 

	STRATASYS, INC	HEWLETT PACKARD
      COMPANY
		In the name of Santiago
      Morera
		/s/ A.
  Martinez
		Asuncion
  Martinez
		“NEW BUSINESS DEVELOPMENT MANAGER”	 
	/s/
      S. Scott Crump	 	 	 
		 
	Name: Scott
Crump	Name: Santiago
      Morera
		 
	CEO	VP & General Manager
      Designjet LFP



*** Confidential treatment requested
pursuant to a request for confidential treatment filed with the Securities and
Exchange Commission. Redacted portions have been filed separately with the
Securities and Exchange Commission.