Exhibit 10.15
[NETSCAPE LOGO]
AMENDMENT No. 1
to
ELECTRONIC DISTRIBUTION SERVICES AGREEMENT
No: 003987-1
This Amendment No. 1 ("Amendment") is made and entered into as of the date
last signed by Netscape below ("Amendment Effective Date"), by and between
Intraware, Inc., a Delaware corporation, with principal offices at 00 Xxxxxx
Xxx, Xxxxxx, Xxxxxxxxxx 00000 ("Intraware"), and Netscape Communications
Corporation, a Delaware corporation, with principal offices at 000 X.
Xxxxxxxxxxx Xxxx, Xxxxxxxx Xxxx, Xxxxxxxxxx 00000 ("Netscape").
WHEREAS, the parties have entered into an Electronic Distribution Agreement
dated October 20, 1998 (the "Agreement"); and
WHEREAS, the parties wish to modify and supplement the provisions of the
Agreement;
NOW THEREFORE, the parties, in consideration of the terms and conditions
herein, agree as follows:
1. Section G of Exhibit B to the Agreement shall be amended to add the
following to the end of the paragraph:
If and to the extent Netscape makes available to its resellers a
discretionary rebate program to which Intraware, as a Netscape reseller,
would be entitled, then Intraware will forgive $850,000 in unaccrued
rebates in the 90-day period commencing on October 1st, 1999, and
$850,000 in accrued rebates for each of 3 subsequent 90-day periods,
until aggregate amount of accrued rebates in the amount of $3.4 million
is reached. If the aggregate amount of $3.4 million is not reached
during the 12-month period following October 1, 1999, then this
provision shall continue through each subsequent ninety-day period until
the $3.4 million is achieved.
2. GENERAL
2.1. Capitalized terms defined in the Agreement shall have the same meaning
in this Amendment as in the Agreement.
2.2. Except as explicitly modified, all terms, conditions and provisions of
the Agreement shall continue in full force and effect.
2.3. In the event of any inconsistency or conflict between the Agreement and
this Amendment, the terms, conditions and provisions of this Amendment
shall govern and control.
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2.4. All previous discussions and agreements with respect to this subject
matter are superseded by the Agreement and this Amendment. Any contrary
terms of the associated Purchase Order are hereby expressly rejected.
2.5. Any notice required to be given by one party to the other shall be
either (a) personally delivered; (b) transmitted by postage prepaid or
certified air mail, return receipt requested, or (c) transmitted by
Federal Express at the addresses shown above, and shall be deemed to
have been given on the date of receipt if delivered personally or by
express courier, or 5 business days after deposit in mail. Either party
may change its address for purposes hereof by written notice to the
other in accordance with the provisions of this paragraph.
2.6. This Agreement may be executed in counterparts or by facsimile, each of
which shall be an original, and all of which together shall constitute
one and the same agreement.
2.7. Section 13.1 the first paragraph shall be replaced with the following:
For Convenience. This Agreement may be terminated by Intraware for
convenience upon 180 days prior written notice to Netscape.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their duly authorized representatives, effective as of the
Amendment Effective Date.
NETSCAPE COMMUNICATIONS CORPORATION INTRAWARE, INC.
By: /s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxx Xxxxxxxxxx
--------------------------------- ------------------------------
Signature Signature
Name: Xxxxxx X. Xxxxxx Name: Xxxxx Xxxxxxxxxx
-------------------------------- ----------------------------
Print or Type Print or Type
Senior Vice President, Finance
Title: & Corporate Controller Title: VP Business Development
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Date: 3-1-99 Date: 2/26/99
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-APPROVED REVENUE ACCTS-
REVIEWED BY
NETSCAPE LEGAL
Initial KS
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