OEM Software License Agreement [Amendment No. 2] - Jabber Inc. and France Telecom
SECOND AMENDMENT TO
JABBER OEM SOFTWARE LICENSE AGREEMENT
This Second Amendment to Jabber OEM Software License Agreement (this
"Second Amendment") by and between Jabber, Inc., a Delaware corporation
("Jabber"), and France Telecom, a French corporation ("Distributor"), is dated
as of March 12, 2003.
RECITAL
WHEREAS, Jabber and Distributor are parties to a certain Jabber OEM
Software License Agreement dated as of October 1, 2001, and amended as of
October 17, 2002 (the "Agreement"); and
WHEREAS, the parties desire to amend certain provisions of Exhibit D to the
Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants, agreements and
understandings herein contained, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto hereby agree as follows:
1. Amendment to Exhibit D. The fourth sentence of paragraph number (1) of
the "License Fees" section of Exhibit D is hereby amended and restated as
follows: "Pricing for Part II shall apply for the period January 1, 2003 through
December 31, 2003, upon the election of Distributor delivered by written notice
on or before March 31, 2003."
2. Effect of Second Amendment. Except as modified by this Second Amendment,
the Agreement, as amended, shall remain in full force and effect. In the event
of any conflict between this Second Amendment and the Agreement, this Second
Amendment shall prevail.
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3. Counterparts. This Second Amendment may be executed simultaneously in
one or more counterparts, any one of which need not contain the signatures of
more than one party, but all such counterparts taken together shall constitute
one in the same amendment. This Second Amendment may be delivered by facsimile,
and facsimile signatures will be treated as original signatures for all
applicable purposes.
IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment
to the Jabber OEM Software License Agreement as of the day and year first above
written.
JABBER, INC.
By /s/ Gwenael Hagan
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Gwenael Hagan
Its: COO/CFO
FRANCE TELECOM
By /s/ Pascal Viginier
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Pascal Viginier
Its: Director
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[France Telecom Research & Development letterhead]
Rob Balgley
Chief Executive Officer
Jabber, Inc.
Paris, 18 March 2003
Sir,
I hereby give Jabber, Inc. notice of France Telecom's election to exercise Part
II of the Jabber OEM Software License Agreement dated October 1, 2001, as
amended as of October 17, 2002 and March 12, 2003 (the "Agreement"), to purchase
licenses for the Software in accordance with the terms of the Agreement for an
additional 2,173,913 Users.
Best regards,
/s/ Pascal Viginier
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Director of France Telecom Research & Development