GUARANTY
Exhibit 10.1
The undersigned, Brocade Communications Systems, Inc., a Delaware corporation (“Brocade”),
hereby unconditionally guaranties to the extent set forth in the Indenture, dated February 7, 2003
between McDATA Corporation, as issuer (the “Issuer”), and Xxxxx Fargo Bank, National Association,
as successor in interest to Xxxxx Fargo Bank Minnesota, National Association, as Trustee (the
“Trustee”), as supplemented by First Supplemental Indenture dated as of January 29, 2007 by and
among the Issuer, the Trustee, and Brocade (as amended, restated or supplemented from time to time,
the “Indenture”), and subject to the provisions of the Indenture, as supplemented, (a) the due and
punctual payment of the principal of, premium, if any, and interest on the Securities, when and as
the same shall become due and payable, whether at maturity, by acceleration or otherwise, the due
and punctual payment of interest on overdue principal of, premium, if any, and, to the extent
permitted by law, interest, all in accordance with the terms set forth in Article Three of the
First Supplemental Indenture, and (b) in case of any extension of time of payment or renewal of any
Securities or any of such other obligations, that the same will be promptly paid in full when due
or performed in accordance with the terms of the extension or renewal, whether at stated maturity,
by acceleration or otherwise.
The obligations of Brocade to the Holders pursuant to this Guaranty and the Indenture, as
supplemented, are expressly set forth in Article Three of the First Supplemental Indenture and
reference is hereby made to the Indenture, as supplemented, for the precise terms and limitations
of this Guaranty.
Capitalized terms used but not defined herein shall have the meanings ascribed to such terms
in the Indenture, as supplemented.
[Signature on Following Page]
1
IN WITNESS WHEREOF, Brocade has caused this Guaranty to be duly executed as of the date set
forth below.
Dated: January 29, 2007
| Brocade: BROCADE COMMUNICATION SYSTEMS, INC. |
||||
| By: | /s/ Xxxxxxx Xxxxxxxxx | |||
| Name: | Xxxxxxx Xxxxxxxxx | |||
| Title: | Chief Financial Officer | |||
2
