CORNING INCORPORATED. By: --------------------- -------------------------------- Name: Title:
CORNING INCORPORATED. By: -------------------------- Name: Title: Agreed and accepted as of the date first written above: CCPC ACQUISITION CORP.
CORNING INCORPORATED. By: /s/ Xxxxx X. Flaws ------------------------------- Name: Xxxxx X. Flaws Title: Senior Vice President, Chief Financial Officer and Treasurer RIESLING ACQUISITION CORPORATION By: /s/ A. Xxxx Xxxx, Jr. ------------------------------- Name: A. Xxxx Xxxx, Jr. Title: Vice President OAK INDUSTRIES INC. By: /s/ Xxxxxxx X. Xxxxx ------------------------------- Name: Xxxxxxx X. Xxxxx Title: Senior Vice President and Chief Financial Officer EXHIBIT 6.07(a) FORM OF AFFILIATE LETTER FOR AFFILIATES OF THE COMPANY [ ] [ ], 1999 [PARENT] [ ] [ ] Ladies and Gentlemen: I have been advised that as of the date of this letter I may be deemed to be an "affiliate" of [the Company], a Delaware corporation (the "Company"), as the term "affiliate" is (i) defined for purposes of paragraphs (c) and (d) of Rule 145 of the rules and regulations (the "Rules and Regulations") of the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, as amended (the "Act"), and/or (ii) used in and for purposes of Accounting Series Releases 130 and 135, as amended, of the Commission. Pursuant to the terms of the Agreement and Plan of Merger and Reorganization dated as of November [ ], 1999 (the "Merger Agreement") among [Parent], a Delaware corporation ("Parent"), [Merger Sub], a Delaware corporation ("Merger Sub"), and the Company, Merger Sub will be merged with and into the Company (the "Merger"). Capitalized terms used in this letter agreement without definition shall have the meanings assigned to them in the Merger Agreement. As a result of the Merger, I may receive common shares, par value $[0.01] per share, of Parent (the "Parent Shares"). I would receive such Parent Shares in exchange for shares owned by me of common stock, par value $0.01 per share, of the Company (the "Company Shares").
CORNING INCORPORATED by /s/ A. Xxxx Xxxx, Jr. --------------------- Name: Title:
CORNING INCORPORATED. By ____________________________ Attest: ................................... THE CHASE MANHATTAN BANK By................................... Attest: ................................... -00- XXXXX XX XXX XXXX ) ) ss.: COUNTY OF NEW YORK )
CORNING INCORPORATED. TO The Chase Manhattan Bank TRUSTEE -------------- INDENTURE DATED AS OF JUNE __, 1999 -------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- INDENTURE, dated as of June __, 1999, between Corning Incorporated, a corporation duly organized and existing under the laws of the State of New York (herein called the "Company"), having its principal office at One Riverfront Plaza, Corning , New York 14831 and The Chase Manhattan Bank, a New York banking corporation, as Trustee (herein called the "Trustee").
CORNING INCORPORATED a corporation duly organized and existing under the laws of the State of New York (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to ..........................................., or registered assigns, the principal sum of ....................................
CORNING INCORPORATED. By: ---------------------------------- Name: Title: Attest: .........................................
CORNING INCORPORATED. By: ----------------------------------------- Name: Title: XXXXX XX XXX XXXX XXXXXX XX -------------------------- Xx the ____ day of November, 2000, before me personally came ______________, to me known, who, being by me duly sworn, did depose and say that he is ____________________ of CORNING INCORPORATED, one of the corporations described in and which executed the foregoing instrument; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by authority of the Board Directors of said corporation, and that he signed his name thereto by like authority. -------------------- Notary -00- XXX XXXXX XXXXXXXXX BANK By: ----------------------------------------- Name: Title: XXXXX XX XXX XXXX XXXXXX XX XXX XXXX Xx the ____ day of November, 2000, before me personally came ______________, to me known, who, being by me duly sworn, did depose and say that such person is an authorized officer of THE CHASE MANHATTAN BANK, one of the entities described in and which executed the foregoing instrument; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by authority of the Board Directors of said corporation, and that such person signed his or her name thereto by like authority. -------------------- Notary ANNEX A THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. GLOBAL SECURITY FORM OF ZERO COUPON CONVERTIBLE DEBENTURES DUE NOVEMBER 8, 2015 CORNING INCORPORATED Issue Date: November 8, 2000 Maturity: November 8, 2015 Principal Amount: $ CUSIP: 000000XX0 Original Issue Discount: $258.077 Issue Price: $741.923 (per $1,000 Principal Amount) (per $1,000 Principal Amount) Registered: No. R- Unless this certificate is presented by an authorized representative of The Depository Trust Company (55 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx) to the issuer or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or such other name as requested by an authorized representa...
CORNING INCORPORATED. 1 For bracketed language here and elsewhere in this form relating to the Assignor(s), if the assignment is from a single Assignor, choose the first bracketed language. If the assignment is from multiple Assignors, choose the second bracketed language.
