Exhibit 99.6
SECOND ADDENDUM TO OEM/RESELLER AGREEMENT
The parties hereby enter into this Second Addendum to the OEM/Reseller
Agreement ("Agreement"), dated January 18th, 2000 and entered into by and
between Artisoft, Inc. ("Artisoft"), a Delaware corporation having a place of
business at 0 Xxxxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000, and the
Telecommunication Systems Division of Toshiba America Information Systems, Inc.
("TAIS"), a California corporation having a place of business at 0000 Xxxxxx
Xxxxxxxxx, Xxxxxx, Xxxxxxxxxx 00000.
1. AMENDMENT TO SECTION 5.4(d). The parties hereby agree to delete Section
5.4(d) in its entirety and to replace that subsection with the following:
(d) INITIAL PAYMENT SCHEDULE. Subject to subsection 5.4(e), until such time
as TAIS has paid to Artisoft the aggregate amount of $5 million under this
Agreement (as to which Artisoft acknowledges the receipt of $3 million), all
royalty payments shall be made in accordance with the following schedule:
(1) At the end of the second calendar quarter of 2002, TAIS shall pay
the greater of (i) the total of the Initial Royalty Fees, Additional Initial
Royalty Fees and Special Royalty Fees applicable under the provisions of Section
5.4 ("Applicable Royalties") for products licensed in that calendar quarter in
accordance with Section 5.4, or (ii) $250,000; provided, however, that if the
amount in subsection (ii) is greater than the amount in subsection (i), the
difference shall be considered a prepayment of future royalties and shall reduce
any royalties owed to Artisoft in any future period accordingly until exhausted.
(2) At the end of the third calendar quarter of 2002, TAIS shall pay
the greater of (i) the Applicable Royalties for products licensed in that
calendar quarter in accordance with Section 5.4, less any unused prepayments
made in any previous period; or (ii) $375,000; provided, however, that if the
amount in subsection (ii) is greater than the amount in subsection (i), the
difference shall be considered a prepayment of future royalties and shall reduce
any royalties owed to Artisoft in any future period accordingly until exhausted.
(3) At the end of the fourth calendar quarter of 2002, TAIS shall pay
the greater of (i) the Applicable Royalties for products licensed in that
calendar quarter in accordance with Section 5, less any unused prepayments made
in any previous period; or (ii) $375,000; provided, however, that if the amount
in subsection (ii) is greater than the amount in subsection (i), the difference
shall be considered a prepayment of future royalties and shall reduce any
royalties owed to Artisoft in any future period accordingly until exhausted.
(4) At the end of the first calendar quarter of 2003, TAIS shall pay
the greater of (i) the Applicable Royalties for products licensed in that
calendar quarter in accordance with Section 5.4, less any unused prepayments
made in any previous period; or (ii) $375,000; provided, however, that if the
amount in subsection (ii) is greater than the amount in subsection (i), the
difference shall be considered a prepayment of future royalties and shall reduce
any royalties owed to Artisoft in any future period accordingly until exhausted.
(5) At the end of the second calendar quarter of 2003, TAIS shall pay
the greater of (i) the Applicable Royalties for products licensed in that
calendar quarter in accordance with Section 5.4, less any unused prepayments
made in any previous period; or (ii) $375,000; provided, however, that if the
amount in subsection (ii) is greater than the amount in subsection (i), the
difference shall be considered a prepayment of future royalties and shall reduce
any royalties owed to Artisoft in any future period accordingly until exhausted.
(6) At the end of the third calendar quarter of 2003, TAIS shall pay
the greater of (i) the Applicable Royalties for products licensed in that
calendar quarter in accordance with Section 5.4, less any unused prepayments
made in any previous period; or (ii) $250,000; provided, however, that if the
amount in subsection (ii) is greater than the amount in subsection (i), the
difference shall be considered a prepayment of future royalties and shall reduce
any royalties owed to Artisoft in any future period accordingly until exhausted.
2. RENEWAL OF AGREEMENT. Pursuant to Section 14.2 of the Agreement, the
Parties agree to extend the term of the Agreement for the one-year additional
period.
IN WITNESS WHEREOF, the parties have caused this Second Addendum to be
executed by their duly authorized representatives on the date(s) shown below.
ARTISOFT, INC.
Date: May 31, 2002 By: /s/ Xxxxx X. Xxxxxx
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Xxxxx Xxxxxx
President and CEO
TOSHIBA AMERICA INFORMATION
SYSTEMS, INC.,
Date: May 14, 2002 By: /s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx
Vice President and General Manager
