EXHIBIT 10.56
[IBM LOGO]
5600 Cottle Road
San Jose, CA 95193 0001
May 5, 2003
Brocade Communications Systems, Inc.
1745 Technology Drive
San Jose, CA 95110
Attention: Mr. Michael Harrison
Subject: Amendment 11 to SOW#1 of the IBM/Brocade Goods Agreement ROC-P-68
Dear Michael:
This letter (the "Amendment") serves as Amendment Number 11 to SOW#1, including
all amendments thereto ("SOW#1") of the Goods Agreement ROC-P-68, including all
amendments thereto (the "Goods Agreement") which the parties hereto do mutually
agree to amend as follows:
1. Delete pricing table in its entirety in Section 2.1, "Pricing" and replace
with the following:
IBM P/N / NUMA-Q
P/N BROCADE P/N DESCRIPTION UNIT PRICE
[*] [*] 8-Port Fibre Channel [*]
Switch Single Power
Supply (SW2400)
Includes SES, Web
tools, Zoning and
Fabric Watch - whole
unit switch Product
[*] [*] 16 Port Fibre Channel [*]
Switch Single Power
Supply (SW2800)
Includes SES, Web
tools, Zoning and
Fabric Watch - whole
unit switch Product
[*] [*] Silkworm 2000 Power [*]
Supply
[*] [*] Mainboard, SW 2400 [*]
(8-port)
[*] [*] Fan Tray, SW 2400 [*]
(8-port)
[*] [*] Chassis, SW 2400 [*]
(8-port)
[*] [*] Mainboard, SW 2800 [*]
(16-port)
[*] [*] Fan Tray, SW 2800 [*]
(16-port)
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* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
Amendment #11 to SOW #1 of IBM/Brocade Agreement ROC-P-68
MAY 5, 2003
CONFIDENTIAL INFORMATION
1
[*] [*] Chassis, SW 2800 [*]
(16-port) with operator
panel / LCD
[*] [*] Quick Loop License [*]
[*] [*] Fabric Watch License [*]
[*] [*] Extended Fabrics [*]
[*] [*] Extended Fabrics [*]
[*] [*] Remote Switch [*]
[*] [*] Remote Switch [*]
[*] [*] 8 Port Fibre Channel [*]
Switch Single Power
Supply (SW3200)
Includes Web Tools
[*] [*] 8 Port Fibre Channel [*]
Switch Single Power Note: Price for part number [*]
Supply (SW3200) will be [*].
Includes Web Tools,
Full Fabric Upgrade
Zoning and Fabric Watch
[*] [*] Full Fabric Upgrade [*]
Includes Zoning and
Fabric Watch
[*] [*] 16 Port Fibre Channel [*]
Switch Single Power
Supply (SW3800)
Includes Web tools,
Zoning and Fabric
Watch - whole unit switch
Product
[*] [*] Fan (SW3800) [*]
[*] [*] Power Supply (SW3800) [*]
[*] [*] Mainboard FRU (SW3800) [*]
[*] [*] 32 Port Fibre Channel [*]
Switch Double Power
Supply (SW3900)
Includes, Webtools,
Zoning, Fabric Watch,
Trunking, and
Performance Monitor -
whole unit switch
Product
[*] [*] Fan (SW3900) [*]
[*] [*] Power Supply (SW3900) [*]
[*] [*] Mainboard FRU (SW3900) [*]
[*] [*] LUN Zoning [*]
[*] [*] LUN Zoning [*]
[*] [*] LUN Zoning [*]
- ------------------
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
Amendment #11 to SOW #1 of IBM/Brocade Agreement ROC-P-68
MAY 5, 2003
CONFIDENTIAL INFORMATION
2
[*] [*] Secure Fabric OS [*]
(SW3200)
[*] [*] Secure Fabric OS [*]
(SW3800)
[*] [*] 1Gb Secure Fabric OS [*]
[*] [*] Secure Fabric OS [*]
(SW3900)
[*] [*] Secure Fabric OS [*]
(SW12000) Note 1: Supplier will provide to
Buyer [*] each purchase of
part number [*].
Note 2: In addition [*]
Supplier will provide [*] to
Buyer if Buyer [*] as provided
below [*].
[*]
[*] [*] Performance Bundle [*]
(Trunking and
Performance Monitoring)
[*] [*] Performance Bundle [*]
(Trunking and
Performance Monitoring)
[*] [*] 32 Port Fibre Channel [*]
Core Switch (SW12000)
Includes 2 Stiletto Note 1: If Buyer purchases a
Port Blades, 2 CP [*] Supplier will [*] of those
Blades, 4 Power units purchased [*].
Supplies, 3 Blowers, 6 Note 2: If Buyer purchases a [*]
Port Blade Filler Supplier will [*] purchased [*]
Panels, 1 Cable
Management Pillar,
Fabric OS, Advanced Web
Tools, Advanced Zoning,
Fabric Watch,
Performance Monitoring,
Trunking.
[*] [*] Rack Mounting Kit [*]
14U, FRU
[*] [*] Switch Blade 16 port, [*]
2GB
[*] [*] Switch Blade 16 port, [*]
2Gb, FRU
[*] [*] Chassis Door, Includes [*]
Plastic and Metal door
Components and IBM
Front Badge
[*] [*] Control Processor Blade [*]
- --------------------
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
Amendment #11 to SOW #1 of IBM/Brocade Agreement ROC-P-68
MAY 5, 2003
CONFIDENTIAL INFORMATION
3
[*] [*] Stiletto Port Blade [*]
Slot Filler Panel,
SW12000, FRU
[*] [*] Power Supply , [*]
180-264VAC, 1000W, FRU
[*] [*] Blower Assembly, FRU [*]
[*] [*] Cable Management [*]
Pillar, FRU
[*] [*] WWN Card [*]
[*] [*] Power Plug, Switch and [*]
Distribution Panel
[*] [*] Chassis FRU, includes [*]
backplane, blower and
power supply backplane,
AC and blower harness.
[*] [*] Rear WWN Bezel Assy [*]
[*] [*] Cable Management Tray [*]
[*] [*] AC Power Cord, FRU [*]
[*] [*] AC Power Cord, [*]
UK/Ireland, 250V, FRU
[*] [*] AC Power Cord, Cont. [*]
Europe CEE7/7, FRU
[*] [*] AC Power Cord, [*]
AUST/INZ, 250V
[*] [*] AC Power Cord, Intl IEC [*]
[*] [*] Remote Switch software [*]
[*] [*] Extended Fabric software [*]
[*] [*] Fabric Manager 3.x [*]
[*] [*] Fabric Manager [*]
4.0-Enterprise [*]
[*] [*] Fabric Manager 4.0 - [*]
3.0 to 4.0 Upgrade to
Enterprise [*]
All prices are in U.S. dollars.
2. Section 2.1, Pricing, after the pricing table add the following:
[*]
Please have your authorized representative indicate acceptance thereof by
signing both copies of the Amendment and returning one copy to the attention of
Karen Takahashi at 5600 Cottle Road, San Jose, California 95193.
- --------------------
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
Amendment #11 to SOW #1 of IBM/Brocade Agreement ROC-P-68
MAY 5, 2003
CONFIDENTIAL INFORMATION
4
The effective date of this Amendment shall be the date on the top of this
Amendment (the "Effective Date").
The parties acknowledge that they have read this Amendment, understand it, and
agree to be bound by its terms and conditions. All capitalized terms not defined
herein shall have the meaning set forth in the Goods Agreement or the SOW #1.
All other terms and conditions of the Goods Agreement and SOW#1 that are
unaffected by the revisions set forth in this Amendment shall remain in full
force and effect. Further, the parties agree that this Amendment and the Goods
Agreement and SOW#1 are the complete and exclusive statement of the agreement
between the parties, superseding all proposals or other prior agreement, oral or
written, and all other communications between the parties relating to this
subject.
ACCEPTED AND AGREED TO: ACCEPTED AND AGREED TO:
INTERNATIONAL BUSINESS MACHINES CORPORATION BROCADE COMMUNICATIONS SYSTEMS, INC.
By: /s/ Karen Takahashi 6/2/03 By: /s/ Jack Cuthbert 5/13/03
----------------------------- --------------------------------
Authorized Signature Date Authorized Signature Date
Karen Takahashi for Mark Scheftel Jack Cuthbert
- ---------------------------------- -------------------------------------
Type or Print Name Type or Print Name
OEM Procurement Managememt V.P. Worldwide Sales
- ---------------------------------- -------------------------------------
Title & Organization Title & Organization
Amendment #11 to SOW #1 of IBM/Brocade Agreement ROC-P-68
MAY 5, 2003
CONFIDENTIAL INFORMATION
5