EXHIBIT 10.7.2
[CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE
BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION]
AMENDMENT TO THE AGREEMENT
THIS AGREEMENT is made and entered into as of the 1st day of October 1993 (the
"Amendment Date")
BY AND BETWEEN
NORTHERN TELECOM LIMITED, a corporation duly Incorporated under the laws of
Canada, having its executive offices at ▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇, ▇▇▇▇▇▇, (hereinafter called "Northern Telecom")
AND,
LV SOFTWARE, INC., a California corporation having its principal offices at
Suite B-205, ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇, (hereinafter,
called "Licensee")
WHEREAS the Parties entered into an Agreement with an Effective Date of the
fourteenth day of September 1992 concerning software known as the Design For
Testability tool suite (the "Agreement"); and
WHEREAS the Parties wish to amend the Agreement as provided herein:
NOW THEREFORE, in consideration of mutual promises contained herein and in the
Agreement the Parties agree as follows:
1. For the purpose of this Amendment, unless otherwise defined herein,
capitalized terms used herein shall have the meanings set forth in the
Agreement. The term "License Fee" shall mean ***, after giving effect to
quantity or other discounts, for the ***. The term "Net License Fee" shall mean
the License Fee less taxes, tariffs or duties, interest, finance charges,
insurance, shipping, and reasonable handling costs.
2. IN ARTICLE 5 ROYALTY replace the existing paragraphs with the following:
"In partial consideration of the rights granted hereunder Licensee shall make
the following royalty payments (hereinafter "Royalties") to Northern Telecom:
(i) ***; and
(ii) ***:
a) ***,
b) ***, and
c) ***.
Royalties shall become payable to Northern Telecom ***."
*** CONFIDENTIAL MATERIAL REDACTED AND SEPARATELY FILED WITH THE COMMISSION.
IN WITNESS WHEREOF, the Parties hereto have duly executed this amending
agreement.
LV SOFTWARE, INC. NORTHERN TELECOM LIMITED
Per: /s/ ▇. ▇. ▇▇▇▇▇▇▇ Per: /s/ ▇. ▇. ▇▇▇▇▇
Name: ▇. ▇. ▇▇▇▇▇▇▇ Name: ▇. ▇. ▇▇▇▇▇
Title: Chief Executive Officer Title: Senior Vice-President
Per: /s/ ▇. ▇. ▇▇▇▇▇▇▇▇▇
Name: ▇. ▇. ▇▇▇▇▇▇▇▇▇
Title: Secretary