EXHIBIT 10.26
AMENDMENT
TO INTERNET APPLICATIONS DIVISION (IAD) RESELLER AGREEMENT
AND OUTSOURCING ADDENDUM
This Amendment ("Amendment") entered into as of June 12, 2002, supplements and
amends the terms of the Internet Applications Division (IAD) Reseller Agreement
("the Reseller Agreement") and the Outsourcing Addendum (for IAD Subscription
Services) to the IAD Reseller Agreement ("the Outsourcing Addendum") dated March
22, 1999, between Sybase, Inc. ("Sybase") and Rainmaker Systems, Inc.
("Rainmaker"). As used herein, the term "Agreement" shall collectively refer to
the Reseller Agreement, the Outsourcing Addendum and all Addenda, Amendment(s),
Schedule(s) and Attachment(s) thereto. Capitalized terms not otherwise defined
herein shall have the meanings set forth in the Agreement. In the event of a
conflict between this Amendment and the Agreement, the terms and conditions of
this Amendment shall prevail.
Rainmaker and Sybase agree as follows:
1. A new Section 18 is added to the Reseller Agreement to read as
follows:
"18. Lead Response Timeframes. Except as otherwise noted within
this section, Rainmaker shall respond to Program or Subscription
Service leads that Sybase provides to Rainmaker a) via email,
electronic, and verbal within [ ] business days; b) via business reply
cards, business reply envelopes, faxes, and trade show cards within [
] business days; or c) via product evaluation, downloads, Tech Wave,
or other large trade shows within [ ]."
2. Section 5(a) of the Outsourcing Addendum is amended to change the
Quarterly Revenue Targets therein as follows:
April 2002 - June 2002 $ [ ]
July 2002 - September 2002 $ [ ]
October 2002 - December 2002 $ [ ]
January 2003 - March 2003 $ [ ]
3. Section 2 of Amendment No. 1 is amended to add the following Program:
EAServer
Except as amended above, the Agreement shall remain in unchanged and full force
and effect.
SYBASE, INC. ("Sybase") RAINMAKER SYSTEMS, INC. ("Rainmaker")
By: /s/ Xxxx Xxxxxxxxxxx By: /s/ X. Xxxxxxxxx
Name: Xxxx Xxxxxxxxxxx Name: Xxxxxx Xxxxxxxxx
Title: VP/Associate General Counsel Title: COO
Date: 6/18/02 Date: June 12, 2002
Confidential treatment has been requested for portions of this exhibit. The copy
filed herewith omits the information subject to the confidentiality request.
Omissions are designated by brackets "[ ]." A complete version of this exhibit
has been filed separately with the Securities and Exchange Commission.
