Exhibit 10.16
AMENDMENT NUMBER ONE TO
THE MASTER SUPPLY AGREEMENT
BETWEEN
XX.XXX SUPPLY CORP.
AND
LUCENT TECHNOLOGIES INC.
This Amendment to the Master Supply, Service and System Agreement
LNM990304DLMPTI (the "Agreement") is made as of the 29th day of March, 2000
("Effective Date") by and between XX.Xxx Supply Corp., a Delaware corporation
with offices located at 0000 X Xxxxxx, Xxxxxxxxx Xxxxxxxxxx 00000 (hereinafter
"Customer") and Lucent Technologies Inc., a Delaware corporation with office
located at 000 Xxxxxxxx Xxxxxx, Xxxxxx Xxxx, Xxx Xxxxxx 00000 (hereinafter
"Seller").
WHEREAS, Customer and Seller desire to enter into this Amendment to amend
certain provisions of the Agreement.
NOW THEREFORE, In consideration of the promises hereinafter set forth and other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, and intending to be legally bound, the parties agree as follows:
1. Amendment to Section 3.6 PURCHASE MONEY SECURITY INTEREST
The first sentence of Section 3.6 of the Supply Agreement is hereby
amended so as to read, in its entirety, as follows:
Seller reserves and Customer agrees that Seller shall have, on an
invoice-by-invoice basis, a purchase money security interest in Products and
Licensed Materials heretofore supplied or hereafter supplied to Customer by
Seller under this Agreement that are invoiced for payment under any invoice
delivered pursuant to Section 3.5 of this Agreement as security for the payments
and charges under this Agreement (including, without limitation, shipping and
installation charges) due to Seller as set forth in such invoice, until the
invoiced price for such Products and Licensed Materials as set forth in such
invoice is paid in full, on the following terms:
(a) The amount secured by such purchase money security
interest in the Products and Licensed Materials covered by any particular
invoice shall consist solely of the unpaid purchase price due Seller as
set forth in such invoice.
(b) Such purchase money security interest shall automatically
be released and discharged as to the Products and Licensed Materials
covered by any particular invoice when the purchase price set forth in
such invoice is paid in full to Seller. Such release and discharge shall
be effective upon such payment in full, without any requirement or need
for any additional action or confirmation by Seller. If any financing
statement is filed in favor of Seller in respect of any Products or
Licensed Materials for which the invoiced purchase price has been paid in
full, Seller will promptly upon request of Customer execute a form UCC
partial release (in a form reasonably acceptable to Seller submitted by
Customer) in respect of such financing statement limited to such Products
and Licensed Materials. In addition, if and as reasonably requested by
Customer from time to time (but not more often than quarterly), Seller
will deliver a schedule setting forth in reasonable detail the invoices
delivered under Section 3.5 that then remain unpaid and the amount that
remains unpaid thereunder.
(c) Seller shall not foreclose upon such purchase money security
interest as to any Products or Licensed Materials unless Seller has given
Customer at least 15 days' prior written notice stating that such amount
is past due and that Seller intends to enforce such purchase money
security interest.
2. Except as specifically modified, amended or supplemented herein, all terms
and conditions of Agreement shall remain in full force and effect. The terms and
conditions contained in this Amendment supersede all prior and contemporaneous
oral and written understandings between the parties and shall constitute the
entire agreement between the parties with respect to the subject matter herein.
This Amendment shall not be modified or amended except by a writing by an
authorized representative of both parities.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by
their duly authorized representatives on the date(s) indicated.
XX.XXX SUPPLY CORP. LUCENT TECHNOLOGIES INC.
By: By: /s/ Xxxxxx Xxxxxxxx
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Typed Name: Typed Name: Xxxxxx Xxxxxxxx
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Title: Title: Area Vice President
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Date: Date: 3/29/2000
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IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by
their duly authorized representatives on the date(s) indicated.
XX.XXX SUPPLY CORP. LUCENT TECHNOLOGIES INC.
By: /s/ Xxxxxxx Xxxxx By:
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Typed Name: Xxxxxxx Xxxxx Typed Name:
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Title: Title:
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Date: March 29, 2000 Date:
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