Statement of Work
Exhibit 10.2
IBM and Brocade
Base Agreement # ROC-P-68
SOW # 7 (Contract Number 4907015087.0)
SOW #7
Amendment # 11
This Amendment # 11 is subject to the terms and conditions and forms a part of Statement of Work 7, as amended, and its related Agreement # ROC-P-68 (collectively, “Agreement”) between International Business Machines Corporation (“Buyer” or “IBM”) and Brocade Communications Systems, Inc. and Brocade Communications Switzerland, SarL (individually and collectively, “Supplier” or “Brocade”). For good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereto agree as follows:
PURPOSE:
The purpose of this Amendment # 11 is to add IBM Network Advisor 12.4.x as a Licensed Work under this SOW #7.
NOW, THEREFORE, THE FOLLOWING CHANGES ARE MADE TO SOW #7 BY THIS AMENDMENT #11:
1. | Delete Table 4, IBM Network Advisor Pricing, to Attachment A, and replace with the updated Table 4, IBM Network Advisor Pricing, to Attachment A, as set forth in substantially the form attached hereto as Exhibit 2 to this Amendment. |
2. | Delete Exhibit 1, Attachment F-3, and replace with updated Exhibit 1, Attachment F-3. |
(The remainder of this page intentionally left blank)
IBM/Brocade | Page 1 of 4 | |
Amendment #11 to SOW #7 (Contract Number 4907015087.0) | ||
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective duly authorized representatives.
ACCEPTED AND AGREED TO: | ACCEPTED AND AGREED TO: | |
International Business Machines Corporation | Brocade Communications Systems, Inc. | |
By: /s/ Xxxxx Xxxx | By: /s/ Xxxxxxx Xxxxxxx | |
(Authorized signature) | (Authorized signature) | |
Name Xxxxx Xxxx | Name Xxxxxxx Xxxxxxx | |
(Type or print) | (Type or print) | |
Title Procurement GCM | Title Global VP, OEM, Distribution & Channels | |
Date 6-10-15 | Date 6-10-15 | |
ACCEPTED AND AGREED TO: | |
Brocade Communications Switzerland, SarL | |
By: /s/ Xxxxxx XXXXXXXXXXXX | |
(Authorized signature) | |
Name Xxxxxx XXXXXXXXXXXX | |
(Type or print) | |
Title Director | |
Date June 9th, 2015 | |
IBM/Brocade | Page 2 of 4 | |
Amendment #11 to SOW #7 (Contract Number 4907015087.0) | ||
Exhibit 1
Attachment F-3
Branding, Description of Licensed Work, and Milestone Schedules
For Network Advisor
1.0 Buyer Branded Version of Supplier’s OEM Software Product
The Licensed Work will be comprised of a Buyer-branded version of Supplier’s Brocade Network Advisor software product. The Buyer branded version will be called “IBM Network Advisor.” Supplier consents to the use by Buyer the name “IBM Network Advisor”, “Network Advisor”. The Licensed Work will be provided by Supplier to Buyer in Object Code format.
2.0 Description of Licensed Works
2.1 Description of Licensed Work for IBM Network Advisor
Code Name | Version | Description | Documentation | Format | Delivery Requirements |
Network Advisor | 12.0.x 12.1.x 12.3.x [***] | IBM Network Advisor | Online | Object Code | CD, License key documentation [***] |
2.1.1 Operating System Requirements
Brocade Network Advisor operating system requirements can be found in Brocade documentation located on line via our partner web portal. To access, log in to MyBrocade -> documentation -> management software. Brocade Network Advisor Installation Guide (by version). Specific document part numbers listed below.
IBM Network Advisor v12.0.x
Brocade Network Advisor
Installation and Migration Guide
PN: 00-0000000-00
Date: December 17, 2012
IBM Network Advisor v12.1.x
Brocade Network Advisor
Installation and Migration Guide
PN: 00-0000000-00
Date: July 26, 2013
IBM Network Advisor v12.3.x
Brocade Network Advisor
SAN Installation and Migration Guide
PN: 00-0000000-00
Date: July 11, 2014
[***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
IBM/Brocade | Page 3 of 4 | |
Amendment #11 to SOW #7 (Contract Number 4907015087.0) | ||
[***]
2.2 Documentation : Supplier will provide Buyer with IBM branded customer documentation.
a) Internal (standard Supplier documentation)
b) External (on-line documentation)
c) No other related written materials
2.2.1 Other Materials:
a) Quality Plan: Supplier will provide Buyer with quality plan upon Buyer’s request
b) Test Results: Supplier will provide Buyer with available test results upon Buyer’s request
c) Test Cases: Supplier will provide Buyer with available test cases upon Buyer’s request.
d) Maintenance and Support Reports (including information required and format)
e) Promotional Materials: Buyer and Supplier will mutually determine what promotional materials are needed for the Licensed Works.
f) Education/Training material: Buyer and Supplier will mutually determine what Education and Training materials are needed for the Licensed Works.
2.2.2 Code deposited on CD media and shipped to Buyer as directed on Buyer’s purchase order. Beginning with v12.3, Code is available on IBM’s support download site only.
3. Identification of Tools
No tools are provided for the Licensed Works.
[***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
IBM/Brocade | Page 4 of 4 | |
Amendment #11 to SOW #7 (Contract Number 4907015087.0) | ||
TABLE 4 - IBM NETWORK ADVISOR PRICING
4907015087 (SOW-7) - AMENDMENT 11
Product Price List and Description
Date: JUNE 5, 2015 FINAL
BROCADE | IBM | IBM (End-Customer P/N) | IBM NETWORK ADVISOR | ||||||
Brocade p/n | IBM Hub Stock P/N | US Feature Code | LA/EMEA Feature Code | AP/ Canada Feature Code | Feature Description | Unit Price | Software Maintenance | TOTAL UNIT PRICE | |
IBM Machine Type / Model: 0000-XXX | XXX System Storage Data Center Fabric Manager v12.x | ||||||||
IB-NA-SAN-ENT3-M | [***] | [***] | [***] | NA Ent v12 Per Install with 1 Year SW Maintenance | [***] | [***] | [***] | (-M = 13 months SW Maintenance ) | |
IB-NA-SAN-PLU-UPG3-M | [***] | [***] | [***] | Add NA Ent to ProPlus v12 Per Install with 1 Year SW Maintenance | [***] | [***] | [***] | (-M = 13 months SW Maintenance ) | |
IB-NA-SAN-PLU3-M | [***] | [***] | [***] | NA ProPlus v12 Per Install with 1 Year SW Maintenance | [***] | [***] | [***] | (-M = 13 months SW Maintenance ) | |
NA v12 Media Kits | |||||||||
IB-NA-SAN-12ENT | LCD7-5634-00 | [***] | [***] | [***] | NA v12 Media Kit Enterprise Code DVD and LEF CD. MUST be ordered in quantity of 50 units (MOQ) | [***] | [***] | [***] | |
IB-NA-SAN-12PLU-UPG | LCD7-5636-00 | [***] | [***] | [***] | NA v12 Media Kit upgrade Code DVD and LEF CD MUST be ordered in quantity of 50 units (MOQ) | [***] | [***] | [***] | |
IB-NA-SAN-12PLU | LCD7-5635-00 | [***] | [***] | [***] | NA v12 Media Kit ProPlus Code DVD and LEF CD MUST be ordered in quantity of 50 units (MOQ) | [***] | [***] | [***] | |
NA v12.1 Media Kits | |||||||||
IB-NA-SAN-121ENT | LCD7-5634-01 | [***] | [***] | [***] | NA v12.1 Media Kit Enterprise Code DVD and LEF CD. MUST be ordered in quantity of 50 units (MOQ) | [***] | [***] | [***] | |
IB-NA-SAN-121PLU-UPG | LCD7-5636-01 | [***] | [***] | [***] | NA v12.1 Media Kit upgrade Code DVD and LEF CD MUST be ordered in quantity of 50 units (MOQ) | [***] | [***] | [***] | |
IB-NA-SAN-121PLU | LCD7-5635-01 | [***] | [***] | [***] | NA v12.1 Media Kit ProPlus Code DVD and LEF CD MUST be ordered in quantity of 50 units (MOQ) | [***] | [***] | [***] | |
NA v12.3 [***] Paperpack | |||||||||
IB-NA-SAN-123ENT | SC27-6629-00 | [***] | [***] | [***] | IBM Network Advisor paperpack includes Enterprise Transaction Key MUST be ordered in quantity of 50 units (MOQ) | [***] | [***] | [***] | |
Amendment 11 to SOW 7 | Page 1 | |
Table 4 | Brocade Confidential Information | |
[***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. | ||
TABLE 4 - IBM NETWORK ADVISOR PRICING
4907015087 (SOW-7) - AMENDMENT 11
Product Price List and Description
Date: JUNE 5, 2015 FINAL
BROCADE | IBM | IBM (End-Customer P/N) | IBM NETWORK ADVISOR | ||||||
Brocade p/n | IBM Hub Stock P/N | US Feature Code | LA/EMEA Feature Code | AP/ Canada Feature Code | Feature Description | Unit Price | Software Maintenance | TOTAL UNIT PRICE | |
IB-NA-SAN-123PLU-UPG | SC27-6631-00 | [***] | [***] | [***] | IBM Network Advisor paperpack includes Pro Plus to Enterprise UpgradeTransaction Key MUST be ordered in quantity of 50 units (MOQ) | [***] | [***] | [***] | |
IB-NA-SAN-123PLU | SC27-6632-00 | [***] | [***] | [***] | IBM Network Advisor paperpack includes Pro Plus Transaction Key MUST be ordered in quantity of 50 units (MOQ) | [***] | [***] | [***] | |
IBM Machine Type / Model: 0000-XX0 | XXX NETWORK ADVISOR 1 Yr Renewal | ||||||||
N/A | [***] | [***] | [***] | Per Install SW Maintenance NoCharge Registration | [***] | [***] | [***] | ||
IB-NA-SAN-ENT-SVC-MAINT | [***] | [***] | [***] | Per Install SW Maintenance 1 Year Renewal | [***] | [***] | [***] | ||
N/A | [***] | [***] | [***] | Per Install SW Maintenance NoCharge Registration | [***] | [***] | [***] | ||
IB-NA-SAN-PLU-SVC-MAINT | [***] | [***] | [***] | Per Install SW Maintenance 1 Year Renewal | [***] | [***] | [***] | ||
IBM Machine Type / Model: 0000-XX0 | XXX NETWORK ADVISOR 1 Yr After License | ||||||||
IB-NA-SAN-ENT-SVC-MAINT1A | [***] | [***] | [***] | Per Install SW Maintenance 1 Year After License | [***] | [***] | [***] | ||
IB-NA-SAN-PLU-SVC-MAINT1A | [***] | [***] | [***] | Per Install SW Maintenance 1 Year After License | [***] | [***] | [***] | ||
IBM Machine Type / Model: 0000-XX0 | XXX NETWORK ADVISOR 3 Yr Registration | ||||||||
IB-NA-SAN-ENT-SVC-MAINT3R | [***] | [***] | [***] | Per Install SW Maintenance 3 Year Registration | [***] | [***] | [***] | (2yr SVC additional to 1yr -M) | |
IB-NA-SAN-PLU-SVC-MAINT3R | [***] | [***] | [***] | Per Install SW Maintenance 3 Year Registration | [***] | [***] | [***] | (2yr SVC additional to 1yr -M) | |
IBM Machine Type / Model: 0000-XX0 | XXX NETWORK ADVISOR 3 Yr Renewal | ||||||||
IB-NA-SAN-ENT-SVC-MAINT3 | [***] | [***] | [***] | Per Install SW Maintenance 3 Year Renewal | [***] | [***] | [***] | (3yr duration renewal) | |
IB-NA-SAN-PLU-SVC-MAINT3 | [***] | [***] | [***] | Per Install SW Maintenance 3 Year Renewal | [***] | [***] | [***] | (3yr duration renewal) | |
IBM Machine Type / Model: 0000-XX0 | XXX NETWORK ADVISOR 3 Yr After License | ||||||||
IB-NA-SAN-ENT-SVC-MAINT3A | [***] | [***] | [***] | Per Install SW Maintenance 3 Year After License | [***] | [***] | [***] | (3yr duration renewal) | |
Amendment 11 to SOW 7 | Page 2 | |
Table 4 | Brocade Confidential Information | |
[***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. | ||
TABLE 4 - IBM NETWORK ADVISOR PRICING
4907015087 (SOW-7) - AMENDMENT 11
Product Price List and Description
Date: JUNE 5, 2015 FINAL
BROCADE | IBM | IBM (End-Customer P/N) | IBM NETWORK ADVISOR | ||||||
Brocade p/n | IBM Hub Stock P/N | US Feature Code | LA/EMEA Feature Code | AP/ Canada Feature Code | Feature Description | Unit Price | Software Maintenance | TOTAL UNIT PRICE | |
IB-NA-SAN-PLU-SVC-MAINT3A | [***] | [***] | [***] | Per Install SW Maintenance 3 Year After License | [***] | [***] | [***] | (3yr duration renewal) | |
Amendment 11 to SOW 7 | Page 3 | |
Table 4 | Brocade Confidential Information | |
[***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. | ||
TABLE 4 - IBM NETWORK ADVISOR PRICING
4907015087 (SOW-7) - AMENDMENT 11
Product Price List and Description
Date: JUNE 5, 2015 FINAL
BROCADE | IBM | IBM (End-Customer P/N) | IBM NETWORK ADVISOR | ||||||
Brocade p/n | IBM Hub Stock P/N | US Feature Code | LA/EMEA Feature Code | AP/ Canada Feature Code | Feature Description | [***] | [***] | [***] | |
IBM Machine Type / Model: 0000-XX0 | XXX System Storage Data Center Fabric Manager v11.x | NOTES | |||||||
IB-NA-SAN-ENT2-M | [***] | [***] | [***] | NA Ent V11 Per Install with 1 Year SW Maintenance | [***] | [***] | [***] | (-M = 13 months SW Maintenance ) | |
IB-NA-SAN-PLU-UPG2-M | [***] | [***] | [***] | Add NA Ent to ProPlus V11 Per Install with 1 Year SW Maintenance | [***] | [***] | [***] | (-M = 13 months SW Maintenance ) | |
IB-NA-SAN-PLU2-M | [***] | [***] | [***] | NA ProPlus V11 Per Install with 1 Year SW Maintenance | [***] | [***] | [***] | (-M = 13 months SW Maintenance ) | |
IB-NA-SAN-ENT | LK4T-4924-01 | [***] | NA V11 Media Kit Enterprise Code DVD and LEF CD MUST be ordered in quantity of 50 units | [***] | [***] | [***] | |||
IB-NA-SAN-PLU-UPG | LK4T-4926-01 | [***] | NA V11 Media Kit upgrade Code DVD and LEF CD MUST be ordered in quantity of 50 units | [***] | [***] | [***] | |||
IB-NA-SAN-PLU | LK4T-4925-01 | [***] | NA V11 Media Kit ProPlus Code DVD and LEF CD MUST be ordered in quantity of 50 units | [***] | [***] | [***] | |||
Amendment 11 to SOW 7 | Page 4 | |
Table 4 | Brocade Confidential Information | |
[***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. | ||
