EXHIBIT 10.59
[IBM LOGO]
3039 Cornwallis Road
RTP, NC 27709
January 9, 2004
Brocade Communications Systems, Inc.
1745 Technology Drive
San Jose, CA 95110
Attention: Mr. Michael Harrison
Subject: Amendment 14 to SOW#1 of the IBM/Brocade Goods Agreement ROC-P-68
Dear Michael:
This letter (the "Amendment") serves as Amendment Number 14 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 the table in Section 1.1, "Specifications," and replace with the
following table:
IBM SPECIFICATION/ATTACHMENTS
(IF APPLICABLE) ENGINEERING CHANGE LEVEL DESCRIPTION
--------------- ------------------------ -----------
NA Version 1.0 SilkWorm 2000 Family Product
Specification 90-0000001-01
Attachment B Dated 8/06/2001 Supplier Quality Attachment
GA-219261-11 Version 10 Packaging and Materials Handling
Specification
Attachment A Dated 10/27/03, part number IBM SAN CSP Specification
22R0129
NA Version 2.0 Brocade Fabric OS Publication
53-0001487-03
NA Version 2.1 Brocade WebTools Reference Manual
Publication 53-0001490-02
NA Version 2.0 Brocade Zoning Reference Manual
Publication 53-0001488-02
NA Version 1.0 SilkWorm 3800 Product
Specification - 90-0000077-01
NA Version 1.1 SilkWorm 3900 Product Specification
- 79-0000002-01
NA SilkWorm 3200 Product Specification
- Reference the Silkworm 3800
Product
NA Dated: March 8, 2002 SilkWorm 12000 Product
Specification - 79-0000001-01
NA Version 4.1.2 Brocade Fabric OS
Reference 53-0000519-06
NA Version 3.1.0 Brocade Fabric OS
Reference 53-0000500-02
Amendment #14 to SOW#1 of IBM/Brocade Agreement ROC-P-68
January 9, 2004
Confidential Information
1
2. Delete Attachment A, "IBM CSP Requirements" and replace in its entirety with
"IBM SAN CSP Specification".
3. Delete pricing table in its entirety in Section 2.1, "Pricing" and replace
with the following:
IBM P/N / NUMA-Q
P/N ROCADE 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)
[*] [*] 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 and
Advance Zoning
(to be included
prior to
10/28/03 for
availability
for Buyer
customer
shipments)
- ---------------------------------
* 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 #14 to SOW#1 of IBM/Brocade Agreement ROC-P-68
January 9, 2004
Confidential Information
2
[*] [*] 8 Port Fibre Channel [*]
Switch Single Power
Supply (SW3200)
Includes Web Tools,
Full Fabric Upgrade
Zoning and Fabric Watch
[*] [*] Full Fabric Upgrade [*]
Includes Advance
Zoning and Fabric Watch
[*] [*] 16 Port Fibre [*]
Channel Switch
Single Power
Supply (SW3800)
Includes Web tools,
Advance 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,
Advance Zoning, Fabric
Watch, Trunking, and
Performance Monitor -
whole unit switch
Product
[*] [*] Fan (SW3900) [*]
[*] [*] Power Supply (SW3900) [*]
[*] [*] Mainboard FRU (SW3900) [*]
[*] [*] Secure Fabric OS [*]
(SW3200)
[*] [*] Secure Fabric OS [*]
(SW3800)
[*] [*] 1Gb Secure Fabric OS [*]
[*] [*] Secure Fabric OS [*]
(SW3900)
[*] [*] Secure Fabric OS [*]
(SW12000)
[*] [*] Performance Bundle [*]
(Trunking and
Performance
Monitoring)
- -------------------
* 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 #14 to SOW#1 of IBM/Brocade Agreement ROC-P-68
January 9, 2004
Confidential Information
3
[*] [*] Performance Bundle [*]
(Trunking and
Performance
Monitoring)
[*] [*] 32 Port Fibre [*]
Channel Core Switch
(SW12000) Includes 2
Stiletto Port Blades, 2
CP Blades, 4 Power
Supplies, 3 Blowers, 6
Port Blade Filler
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
[*] [*] 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 [*]
- -------------------------
* 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 #14 to SOW#1 of IBM/Brocade Agreement ROC-P-68
January 9, 2004
Confidential Information
4
[*] [*] 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.x-Enterprise[*]
[*] [*] Fabric Manager 4.x -3.0 [*]
to 4.x Upgrade to
Enterprise[*]
[*] [*] Fabric Manager 4.x [*]
with 10 Domains
[*] [*] Fabric Manager 4.x [*]
Upgrade from 10
Domains to Maximum
Domains
[*] [*] ISL Trunking (SW3200) [*]
[*] [*] ISL Trunking (SW3800) [*]
All prices are in U.S. dollars.
Please have your authorized representative indicate acceptance thereof by
signing both copies of the Amendment and returning one copy to the attention of:
Rob Tice
Bldg 060/A119
3030 Cornwallis Road
RTP, NC 27709
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
- -----------------
* 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 #14 to SOW#1 of IBM/Brocade Agreement ROC-P-68
January 9, 2004
Confidential Information
5
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.
Amendment #14 to SOW#1 of IBM/Brocade Agreement ROC-P-68
January 9, 2004
Confidential Information
6
ACCEPTED AND AGREED TO: ACCEPTED AND AGREED TO:
INTERNATIONAL BUSINESS MACHINES CORPORATION BROCADE COMMUNICATIONS SYSTEMS, INC.
By: /s/ Robert J. Tice 1/21/04 By: /s/ Jack Cuthbert 1/16/04
----------------------------- --------------------------------
Authorized Signature Date Authorized Signature Date
Robert J. Tice for Mark Scheftel Jack Cuthbert
- ---------------------------------- -------------------------------------
Type or Print Name Type or Print Name
OEM Procurement Team Lead V.P. OEM Sales
- ---------------------------------- -------------------------------------
Title & Organization Title & Organization
Amendment #14 to SOW#1 of IBM/Brode Agreement ROC-P-68
January 9, 2004
Confidential Information
7