Exhibit 1 NEXTLEVEL SYSTEMS, INC. and CHASEMELLON SHAREHOLDER SERVICES, L.L.C. as Rights Agent ----------------------------- Rights Agreement ----------------------------- Dated as of June 12, 1997...Rights Agreement • June 30th, 1997 • Nextlevel Systems Inc • Radio & tv broadcasting & communications equipment • Delaware
EXHIBIT 3 AMENDMENT NO. 2 TO RIGHTS AGREEMENT THIS AMENDMENT NO. 2 TO RIGHTS AGREEMENT (this "Amendment") is entered into as of September 14, 1999 by and between GENERAL INSTRUMENT CORPORATION (formerly known as NextLevel Systems, Inc.), a Delaware...Rights Agreement • September 17th, 1999 • General Instrument Corp • Radio & tv broadcasting & communications equipment • Delaware
Exhibit 4.1 AMENDMENT, dated as of December 16, 1997 (this "Amendment"), to RIGHTS AGREEMENT, dated as of June 12, 1997 (the "Rights Agreement"), between NextLevel Systems, Inc., a Delaware corporation (the "Company"), and ChaseMellon Shareholder...Rights Agreement • December 30th, 1997 • Nextlevel Systems Inc • Radio & tv broadcasting & communications equipment
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") entered into as of April 2, 1999, by and between General Instrument Corporation, a Delaware corporation (the "Company"), with its principal office in Horsham, PA, and Edward...Employment Agreement • May 14th, 1999 • General Instrument Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
Common Stock (par value $.01 per share) ------------ Form of Underwriting Agreement ----------------------General Instrument Corp • August 26th, 1998 • Radio & tv broadcasting & communications equipment • New York
RECITALSAgreement of Merger • August 14th, 1997 • Nextlevel Systems Inc • Radio & tv broadcasting & communications equipment
ARTICLE I DEFINITIONSTransition Services Agreement • August 14th, 1997 • Nextlevel Systems Inc • Radio & tv broadcasting & communications equipment • New York
RECITALSTrademark License Agreement • August 14th, 1997 • Nextlevel Systems Inc • Radio & tv broadcasting & communications equipment • New York
Exhibit 10.12 STOCK PURCHASE AGREEMENT by and between SONY CORPORATION OF AMERICAStock Purchase Agreement • March 31st, 1999 • General Instrument Corp • Radio & tv broadcasting & communications equipment • New York
LICENSE AGREEMENTLicense Agreement • July 31st, 1998 • General Instrument Corp • Radio & tv broadcasting & communications equipment • Colorado
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 31st, 1998 • General Instrument Corp • Radio & tv broadcasting & communications equipment • Delaware
W I T N E S S E T H:Credit Agreement • May 15th, 1998 • General Instrument Corp • Radio & tv broadcasting & communications equipment • New York
Exhibit 10.1 STOCK DISPOSITION AGREEMENT Stock Disposition Agreement, dated as of April 2, 1999 (this "Agreement"), among General Instrument Corporation, a Delaware corporation (the "Company"), Instrument Partners, a New York limited partnership...Stock Disposition Agreement • April 5th, 1999 • General Instrument Corp • Radio & tv broadcasting & communications equipment • New York
CREDIT AGREEMENT amongCredit Agreement • August 14th, 1997 • Nextlevel Systems Inc • Radio & tv broadcasting & communications equipment • New York
FORM OF STOCK DISPOSITION AGREEMENTForm of Stock Disposition Agreement • August 26th, 1998 • General Instrument Corp • Radio & tv broadcasting & communications equipment • New York
ARTICLE I DEFINITIONSInsurance Agreement • August 14th, 1997 • Nextlevel Systems Inc • Radio & tv broadcasting & communications equipment • Delaware
BY AND AMONGAgreement and Plan of Merger • September 17th, 1999 • General Instrument Corp • Radio & tv broadcasting & communications equipment • Delaware
September 14, 1999General Instrument Corp • September 17th, 1999 • Radio & tv broadcasting & communications equipment
