Exhibit 4.4 AMENDED AND RESTATED MILLENNIA SYSTEMS, INC. NONQUALIFIED STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT ("Agreement"), is entered into as of this _____ day of August, 2000, to be effective ________________ ("Date of Grant") by and...Nonqualified Stock Option Agreement • August 31st, 2000 • Carrier Access Corp • Telephone & telegraph apparatus • Virginia
EXHIBIT 1.1 6,000,000 SHARES CARRIER ACCESS CORPORATION COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • January 20th, 2004 • Carrier Access Corp • Telephone & telegraph apparatus • New York
EXHIBIT 4.2 ------------------------------------------------------------------- ------------- CARRIER ACCESS CORPORATION AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT SEPTEMBER 16, 1997 TABLE OF CONTENTSInvestor Rights Agreement • May 29th, 1998 • Carrier Access Corp • Colorado
LEASE BetweenLease • August 14th, 2000 • Carrier Access Corp • Telephone & telegraph apparatus • Colorado
Exhibit 10.11 [LOGO OF BANK ONE APPEARS HERE] LOAN AGREEMENT ----------------------------------------------------------------------------- Principal Loan Date Maturity Loan No. Call $5,000,000.00 07-02-1999 07-02-2000 078105...Loan Agreement • March 30th, 2000 • Carrier Access Corp • Telephone & telegraph apparatus • Colorado
EXHIBIT 10.4 LEASE AGREEMENT THIS LEASE AGREEMENT is entered into this 1st day of June, 1995 between Cottonwood Land and Farms Ltd., hereinafter called "Lessor," and Carrier Access Corporation hereinafter called "Lessee." 1. Introduction. The Lessor...Lease Agreement • May 29th, 1998 • Carrier Access Corp
BY AND AMONGMerger Agreement • December 5th, 2003 • Carrier Access Corp • Telephone & telegraph apparatus • Delaware
EXHIBIT 10.1 [LOGO OF CARRIER ACCESS CORPORATION APPEARS HERE] DIAMOND LEVEL DISTRIBUTOR AGREEMENT TABLE OF CONTENTSDistributor Agreement • July 7th, 1998 • Carrier Access Corp • Telephone & telegraph apparatus
EXHIBIT 10.9 INDEMNIFICATION AGREEMENT ------------------------- THIS INDEMNIFICATION AGREEMENT (this "Agreement") is made and entered into this ___ day of May, 1998, by and between CARRIER ACCESS CORPORATION, a Delaware corporation (the "Company"),...Indemnification Agreement • May 29th, 1998 • Carrier Access Corp • Delaware
OEM AGREEMENTOem Agreement • July 7th, 1998 • Carrier Access Corp • Telephone & telegraph apparatus
AMENDMENT TO LEASE AGREEMENT (Modification of terms and rents) The purpose of this Amendment, dated October 29, 1998 is to add approximately 26,846 square feet, as noted in Exhibit "A", and as modify the terms of the Lease as noted below, between...Lease Agreement • April 1st, 1999 • Carrier Access Corp • Telephone & telegraph apparatus
This Amendment modifies the term of the Lease Agreement, dated June 1, 1995 as referenced in Paragraph 2, Amendment to Lease Agreement dated September 20, 1995 and all other written Agreements, and provides for the rent schedule1 Paragraph 31, and terms to be modified.
3,000,000 SHARES CARRIER ACCESS CORPORATION COMMON STOCK, $.001 PAR VALUE UNDERWRITING AGREEMENT ---------------------- CREDIT SUISSE FIRST BOSTON CORPORATION HAMBRECHT & QUIST LLC WARBURG DILLON READ LLC As Representatives of the Several...Underwriting Agreement • July 27th, 1998 • Carrier Access Corp • Telephone & telegraph apparatus • Delaware
EXHIBIT 2-1 AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG CARRIER ACCESS CORPORATION MILLENIA ACQUISITION CORPORATIONAgreement and Plan of Reorganization • August 18th, 2000 • Carrier Access Corp • Telephone & telegraph apparatus • Delaware
AGREEMENT AND PLAN OF MERGER AMONG TURIN NETWORKS, INC., RF ACQUISITION CORP. AND CARRIER ACCESS CORPORATION DECEMBER 15, 2007Merger Agreement • December 17th, 2007 • Carrier Access Corp • Telephone & telegraph apparatus • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of December 15, 2007 (the “Agreement Date”) by and among Turin Networks, Inc., a Delaware corporation (“Acquiror”), RF Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Acquiror (“Merger Sub”), and Carrier Access Corporation, a Delaware corporation (the “Company”).
TC BOULDER WAREHOUSE, LP, a Delaware limited partnership ------------------------------------------------------------------------------ Landlord ANDCommercial Lease • April 1st, 1999 • Carrier Access Corp • Telephone & telegraph apparatus
CARRIER ACCESS CORPORATION CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • November 6th, 2007 • Carrier Access Corp • Telephone & telegraph apparatus • Colorado
This Change of Control Severance Agreement (the “Agreement”) is made and entered into by and between David Whalen (“Executive”) and Carrier Access Corporation (the “Company”), effective as of July 31, 2007 (the “Effective Date”).
EXHIBIT 10.5 AMENDMENT TO LEASE AGREEMENT (Modification of terms and rents) The purpose of this Amendment, dated September 20,1995 is to modify the terms of the Lease as noted, between Cottonwood Land and Farms, Ltd., "LESSOR, " and Carrier Access...Lease Agreement • May 29th, 1998 • Carrier Access Corp
This Amendment adds approximately 13,300 square feet and brings the total square feet leased to 37,280 (app.), as shown on Exhibit "A", modifies the term of the Lease Agreement, dated June 1, 1995 as referenced in Paragraph 2, and provides for paragraph 10 Additional Rent and the rent schedule Paragraph 31 and terms to be modified.
CARRIER ACCESS CORPORATION RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • May 8th, 2007 • Carrier Access Corp • Telephone & telegraph apparatus • Colorado
Carrier Access Corporation (the “Company”) hereby grants you, [Name] (the “Employee”), an award of restricted stock units (“Restricted Stock Units”) pursuant to the Stock Issuance Program under the Company’s 1998 Stock Incentive Plan (the “Plan”). The date of this Restricted Stock Unit Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached and of the Plan, the principal features of this award are as follows:
November 2, 2006 Mr. Allen Snyder 17660 Saddlewood Road Monument, CO 80132-8356 Re: Employment Terms Dear Allen:Employment Agreement • March 16th, 2007 • Carrier Access Corp • Telephone & telegraph apparatus • Colorado
This letter sets forth the terms of Your employment at Carrier Access Corporation, (the “Company”). This letter, along with the Employer Protection Agreement and the Company’s 1998 Stock Option Plan, sets forth the entire agreement between Allen E. Snyder (“You” and “Yours”) and the Company with respect to Your employment (“Agreement”).
VOTING AGREEMENTVoting Agreement • December 17th, 2007 • Carrier Access Corp • Telephone & telegraph apparatus • Delaware
This VOTING AGREEMENT (this “Agreement”) is entered into as of December 15, 2007, by and between Turin Networks, Inc., a Delaware corporation (“Acquiror”), and the undersigned stockholder (“Stockholder”) of Carrier Access Corporation, a Delaware corporation (the “Company”). Terms not otherwise defined herein shall have the respective meanings ascribed to them in the Merger Agreement (as defined below).
ContractMaster Supplier Agreement • November 3rd, 2006 • Carrier Access Corp • Telephone & telegraph apparatus
NOTE: Information in this document marked with an “[*]” has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.
ContractContract to Buy and Sell Real Estate • November 12th, 2004 • Carrier Access Corp • Telephone & telegraph apparatus
THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD CONSULT LEGAL AND TAX OR OTHER COUNSEL BEFORE SIGNING.
CARRIER ACCESS CORPORATION STOCK ISSUANCE PROGRAM RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 8th, 2007 • Carrier Access Corp • Telephone & telegraph apparatus • Colorado
Carrier Access Corporation (the “Company”) hereby grants you, [NAME] (the “Employee”), an award of unvested shares of the Company’s Common Stock (“Restricted Stock”) pursuant to the Stock Issuance Program under the Company’s 1998 Stock Incentive Plan (the “Plan”). The date of this Agreement is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached) and of the Plan, the principal features of this grant are as follows:
AMENDMENT NUMBER 1 AGREEMENT NO: PARA-SIA-120102Master Supplier Agreement • November 3rd, 2006 • Carrier Access Corp • Telephone & telegraph apparatus
This Amendment No. 1 to MASTER SUPPLIER AGREEMENT (MSA) PARA-SIA-120102 (the “Amendment”) effective as of March 12 ,2004 (“Effective Date”), is between Carrier Access Corporation, with its principal office at 5395 Pearl Parkway, Boulder, Colorado 80301 (hereinafter referred to as “Supplier”) and Cingular Wireless LLC on behalf of itself and its Affiliates having an office at Glenridge Connector Two, Suite 1520, 5565 Glenridge Connector, Atlanta, GA 30342 (hereinafter referred to as “Cingular”).
ASSET PURCHASE AGREEMENT BETWEEN CARRIER ACCESS CORPORATION, as Buyer and MANGROVE SYSTEMS, INC., as SellerAsset Purchase Agreement • May 8th, 2007 • Carrier Access Corp • Telephone & telegraph apparatus • Delaware
This Asset Purchase Agreement (this “Agreement”) is entered into as of March 2, 2007, by and between Carrier Access Corporation, a Delaware corporation (“Buyer”), and Mangrove Systems, Inc., a Delaware corporation (“Seller”). Buyer and Seller are sometimes referred to in this Agreement individually as a “Party,” and collectively as the “Parties.”
CARRIER ACCESS CORPORATION INDEMNIFICATION AGREEMENTIndemnification Agreement • March 22nd, 2005 • Carrier Access Corp • Telephone & telegraph apparatus • Delaware
This Indemnification Agreement (the “Agreement”) is effective as of January 21, 2005 by and between Carrier Access Corporation, a Delaware corporation (the “Company”) and David R. Laube (the “Indemnitee”).
