MICROSOFT SERVICES PROVIDER LICENSE AGREEMENT AMENDMENT
Exhibit
10.6
AMENDMENT
This
amends the Microsoft Services Provider License Agreement ("Agreement")
identified above between VitalStream, Inc. and Microsoft Licensing, GP
("Microsoft") as of the effective date identified below. Any terms that are
used
but not defined in this amendment will have the same meaning as in the
Agreement. Italicized text is used in this amendment for the sole purpose of
highlighting textual changes to existing terms of the Agreement.
The
parties agree that the Agreement is amended as follows:
WHEREAS,
as a
prerequisite to entering into the Agreement, Microsoft requires you to be a
Microsoft Certified Partner ("MCP") under the standard terms of its MCP program
(or equivalent status under any successor program); and
WHEREAS,
you
must maintain Microsoft Certified Partner member-level status (or equivalent
status under any successor program) during the Term of the Agreement;
and
WHEREAS,
if you
fail to maintain Microsoft Certified Partner Program member-level status (or
equivalent status under any successor program) during the Term of the Agreement,
Microsoft may terminate the Agreement as provided in Section 10(c)(3) of the
Agreement.
The
parties agree that the Agreement is amended as follows:
1. On
the
Cover Page of the Agreement, the box that reads "Microsoft Certified Partner
Agreement Number" shall remain blank.
2. In
the
first paragraph of the Agreement, the following sentences are
deleted:
"You
must be a Microsoft Certified Partner in order to enter into this Agreement.
Please provide your Microsoft Certified Partner number
below."
3. In
Section 10(c)(3) of the Agreement (Termination
by Microsoft)
the
last sentence of this subsection is replaced by the following new
sentence:
In
addition, if you fail to obtain "Microsoft Certified Partner" member-level
status (or equivalent status under any successor program) by the date that
is
six (6) months from the Effective Date of the Agreement, or if you thereafter
fail to maintain "Microsoft Certified Partner" member-level status (or
equivalent status under any successor program) at all times during the Term,
Microsoft may terminate this Agreement upon thirty (30) days prior written
notice, so long as such failure is not thereafter corrected within such thirty
(30) day period.
Except
as
specifically amended by this amendment, all provisions of the Agreement shall
remain unchanged and in full force and effect. You must execute and return
2
copies of this amendment to Microsoft at the address below in order for the
terms and conditions of this amendment to be considered by
Microsoft.
This
amendment is not legally binding until executed by Microsoft and shall become
effective on that date. When this amendment is fully executed, you will receive
a confirming copy.
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1
Microsoft
Licensing, GP
Attn:
Dpt. 551, Volume Licensing
0000
Xxxx Xxxx, Xxxxx 000
Xxxx,
XX 00000-0000
| Microsoft Licensing, GP | |
|
|
|
| By /s/ Xxxxx X. Xxxxxxxx | By /s/ Xxxxxxx Xxxxxx |
| Name, Title | Name, Title |
| Xxxxx X. Xxxxxxxx, VP Operations | Xxxxxxx Xxxxxx, Contract Admin. |
| Date: 1/9/04 | EFFECTIVE DATE OF AMENDMENT: 2/1/2004 |
Prepared
by: Xxxxx Xxxxx
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2
