Amendment No. 6 to Distribution and Marketing Agreement between Artera Group, Inc. and Avaya Inc.

Summary

This amendment, dated June 25, 2004, is between Artera Group, Inc. and Avaya Inc. It extends the term of their existing Distribution and Marketing Agreement, now set to expire on July 9, 2004, unless further extended or terminated in writing by both parties. All other terms of the original agreement remain unchanged. The amendment is effective upon signature by authorized representatives of both companies.

EX-10.ET 1 24 exh-10et1.txt AMEND NO. 6 DISTRIBUTION AND MARKETING AGREEMENT Exhibit 10(et)1 AMENDMENT NO. 6 TO DISTRIBUTION AND MARKETING AGREEMENT This Amendment No. 6 to Distribution and Marketing Agreement ("Amendment") is dated as of June 25, 2004 between Artera Group, Inc., a Delaware corporation ("Artera"), and Avaya Inc., a Delaware corporation ("Avaya"). WHEREAS, Artera and Avaya are parties to that certain Distribution and Marketing Agreement dated as of April 21, 2003, as amended by Amendment No. 1 thereto dated as of October 8, 2003, as amended by Amendment No. 2 thereto dated as of April 21, 2004, as amended by Amendment No. 3 thereto dated as of May 19, 2004, as amended by Amendment No. 4 thereto dated as of June 4, 2004, as amended by Amendment No. 5 thereto dated as of June 18, 2004 (as so amended, "Distribution Agreement"); WHEREAS, the parties wish to extend the term of the Distribution Agreement as described herein. NOW, THEREFORE, in consideration of the mutual covenants contained herein, as well as other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: TERM Article 7 of the Distribution Agreement is hereby amended to read in its entirety as follows: "The term of this Agreement shall begin on the Effective Date and, unless extended or earlier terminated by the written agreement of the parties or pursuant to Article 8 below, shall expire on July 9, 2004." General Except as expressly amended by this Amendment, the Distribution Agreement will remain in full force and effect. This Amendment may be executed in one or more counterparts. Each counterpart will be deemed an original, but all counterparts together will constitute one and the same instrument. IN WITNESS WHEREOF, the parties have caused this Amendment to be signed by their duly authorized representatives. AVAYA INC. ARTERA GROUP, INC. By: /s/ Karen Schnitzer By: /s/ Michael J. Parrella -------------------- ------------------------ Name: Karen Schnitzer Name: Micheal J. Parrella Title: Sr. Purch. Specialist Title: Chairman & CEO