TO CREDIT AGREEMENT
This SECOND AMENDMENT TO CREDIT AGREEMENT is entered into as of September 20, 2000 (this
"Amendment") by and between BROCADE COMMUNICATIONS SYSTEMS, INC., a Delaware
corporation, with its principal place of business at 1901 Guadalupe Parkway, San Jose, California 95131
("Borrower"), and COMERICA BANK-CALIFORNIA ("Bank"), a California banking corporation, with its
principal place of business at 333 West Santa Clara Street, San Jose, California 95113.
A. Borrower and Bank have previously entered into that certain Credit Agreement dated as of January 5, 2000,
as amended by the First Amendment to Credit Agreement dated March 21, 2000 (the "Credit Agreement").
B. Pursuant to the terms of the Credit Agreement, Borrower wishes to obtain an additional standby letter of
credit from Bank, and Bank desires to issue such standby letter of credit.
C. This Amendment sets forth the terms on which Bank will issue the additional standby letter of credit to
For good and valuable consideration, receipt of which is hereby acknowledged, the parties agree as set forth
1. Incorporation by Reference; Definitions. The foregoing Recitals and the Credit Agreement are incorporated
herein by this reference as though set forth in full herein. Any terms not defined herein shall have the meanings
given in the Credit Agreement. As used herein, and unless otherwise defined herein, the following terms shall have
the following respective meanings except as the context shall otherwise require:
"Letter of Credit" means the standby letter of credit issued by Bank for the account of Borrower, and for the
benefit of Speiker Properties, L.P. in the amount of Eight Hundred Thirteen Thousand four Hundred Eighty Six
and 00/100 Dollars ($813,486.00).
"Letter of Credit Agreement" means the Standby Letter of Credit Application and Agreement dated the date
hereof by and between Borrower and Bank.
"Letter of Credit Documents" means