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EXHIBIT 10.24
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR CERTAIN REDACTED PROVISIONS OF
THIS AGREEMENT. THE REDACTED PROVISIONS ARE IDENTIFIED BY THREE ASTERISKS
ENCLOSED BY BRACKETS AND UNDERLINED. THE CONFIDENTIAL PORTION HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
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LETTER AGREEMENT
BY AND BETWEEN
WIND RIVER SYSTEMS, INC.
AND
ACCELERATED NETWORKS, INC.
DATED
DECEMBER 30, 1999
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WIND RIVER
Systems
000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx Xxxxxxx, XX 00000 Phone: 000-000-0000
December 28, 1999
Xx. Xxxxxxxx X. Xxxxx
Accelerated Networks
000 Xxxxxxx Xxxxx
Xxxxxxxx, XX 00000
Dear Xxxx,
Wind River is pleased to respond with the following proposal for VxWorks target
licenses for your project.
In regard to runtime licenses for Accelerated Networks' Broadband Server Project
the parties agree to the following:
- Wind River agrees to sell VxWorks Target Licenses to Accelerated in
return for the payment to Wind River Systems of the following
VxWorks Target License Fees for each microprocessor shipped
containing VxWorks code:
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Target License Fee per
Number of Target Licenses (per year) Microprocessor
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[***] [***]
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[***] [***]
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[***] [***]
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[***] [***]
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[***] [***]
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[***] [***]
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- Accelerated has satisfied the SNMP buyout and there will be no
additional charge for SNMP for this project.
- Accelerated agrees to purchase Target Licenses for the year ending
December 31, 2000, in the volume category of [***] at [***] per unit
as listed above. Accelerated agrees to an initial purchase of [***]
Target Licenses [***] by December 30, 1999. This initial purchase of
[***] licenses will be applied to the [***] licenses.
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*** Confidential Treatment has been requested for certain redacted
provisions of this agreement. The redacted provisions are identified by three
asterisks, enclosed by brackets and underlined. The confidential portion has
been filed separately with the Securities and Exchange Commission.
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- Accelerated agrees that upon completion of the initial Target
License purchase they will purchase future Target Licenses in
minimum quantities of [***] during the year ending December 31,
2000. Although Accelerated expects to meet or exceed [***] Target
Licenses during the year ending December 31, 2000, there will be no
xxxx back by WRS for quantities under [***] Target Licenses.
- Accelerated and Wind River Systems agree to negotiate a Target
License Schedule for Calendar year 2001 by the end of Q3
(September), 2000.
- This agreement applies to the PowerPC processor.
Valid
This proposal once accepted by the parties will remain in force through December
31, 2000.
Sincerely, Acknowledged by:
/s/ Xxxxxxx X. Xxxxxx /s/ Xxxxxxxx X. Xxxxx
--------------------------- ---------------------
Xxxxxxx X. Xxxxxx Xxxxxxxx X. Xxxxx
Senior Sales Representative VP Finance & Administration
Wind River Systems Accelerated Networks, Inc.
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*** Confidential Treatment has been requested for certain redacted
provisions of this agreement. The redacted provisions are identified by three
asterisks, enclosed by brackets and underlined. The confidential portion has
been filed separately with the Securities and Exchange Commission.
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