ARTICLE III REPRESENTATIONS AND WARRANTIES OF SELLER, THE LOCAL SELLERS AND THE COMPANYPurchase Agreement • September 25th, 2002 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • New York
Exhibit 2(b) AGREEMENT AND PLAN OF MERGER Dated as of July 13, 1999Merger Agreement • September 23rd, 1999 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
Exhibit 4.4 C-COR.NET CORP. NON-QUALIFIED STOCK OPTION AGREEMENT ---------------------------------------------------- THIS STOCK OPTION AGREEMENT is made and entered into effective as of the Effective Time by and between the Corporation and...Non-Qualified Stock Option Agreement • March 16th, 2000 • C Cor Net Corp • Radio & tv broadcasting & communications equipment
INDENTUREIndenture • January 25th, 2002 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
Exhibit 2.2 Amendment No. 1Acquisition Agreement • August 20th, 2001 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Delaware
EXHIBIT 10(JJ) CHANGE OF CONTROL AGREEMENTChange of Control Agreement • September 23rd, 1999 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
Exhibit 10 CREDIT AGREEMENT dated as of February 26, 2002Credit Agreement • May 13th, 2002 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
ANDRights Agreement • August 30th, 1999 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
BACKGROUND ----------Employment Agreement • September 15th, 2000 • C Cor Net Corp • Radio & tv broadcasting & communications equipment
Exhibit (10)(y) FOURTH AMENDMENT TO CREDIT AGREEMENT ------------------------------------ THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Agreement") is made as of this 5th day of June, 2001 between C-COR.NET CORP., a Pennsylvania corporation...Credit Agreement • September 14th, 2001 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
AMONGMerger Agreement • March 3rd, 2000 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Delaware
SECTION VI Indemnification for Service as Director and Officer 6.01. Indemnity of Employee. Should Employee serve Corporation as a director or officer during the Term, Corporation shall hold harmless and indemnify Employee as a director or officer to...Employment Agreement • September 24th, 1998 • C Cor Electronics Inc • Radio & tv broadcasting & communications equipment • Pennsylvania
AND-Employment Agreement • September 25th, 1997 • C Cor Electronics Inc • Radio & tv broadcasting & communications equipment • Pennsylvania
AND-Employment Agreement • September 23rd, 1999 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
2,500,000 Shares C-COR.net Corp. Common Stock UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • November 4th, 1999 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • New York
Exhibit 10(OO) CREDIT AGREEMENT dated as of August 9, 1999 by and among C-COR.NET CORP. (formerly known as C-Cor Electronics, Inc.) and BROADBAND CAPITAL CORPORATION as Borrowers THE BANKS PARTIES HERETO FROM TIME TO TIMECredit Agreement • September 23rd, 1999 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
UNDERWRITING AGREEMENTUnderwriting Agreement • February 15th, 2002 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • New York
AMENDMENT NO. 1 TO THEPurchase Agreement • September 25th, 2002 • C Cor Net Corp • Radio & tv broadcasting & communications equipment
WITNESSETH:Indemnification Agreement • September 23rd, 1999 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
Exhibit 10 FIFTH AMENDMENT TO CREDIT AGREEMENT THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this "Agreement") is made as of this 29th day of November, 2001 between C-COR.NET CORP., a Pennsylvania corporation ("C-Cor"), BROADBAND CAPITAL CORPORATION, a...Credit Agreement • February 11th, 2002 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
EXHIBIT (10)(aa) AMENDMENT TO EMPLOYMENT AGREEMENT --------------------------------- THIS AMENDMENT TO EMPLOYMENT AGREEMENT, dated January 18, 2000, by and between C-COR.net CORP., a Pennsylvania corporation (the "Company"), and DAVID A. WOODLE (the...Employment Agreement • September 15th, 2000 • C Cor Net Corp • Radio & tv broadcasting & communications equipment
AND-Employment Agreement • September 14th, 2001 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Colorado
AND-Employment Agreement • September 26th, 2002 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this "Agreement") is made as of this 24th day of November, 2000 between C-COR.NET CORP., a Pennsylvania corporation ("C-Cor"), BROADBAND CAPITAL CORPORATION, a Delaware...Credit Agreement • February 12th, 2001 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
Exhibit 10(dd) FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Agreement") is made as of this 12th day of June, 2002 between C-COR.NET CORP., a Pennsylvania corporation ("C-Cor"), BROADBAND CAPITAL CORPORATION, a...Credit Agreement • September 26th, 2002 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
EXHIBIT (10)(dd) FIRST AMENDMENT TO CREDIT AGREEMENT ---------------------------------- THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Agreement") is made as of this 29th day of December, 1999 between C-COR.NET CORP., a Pennsylvania corporation...Credit Agreement • September 15th, 2000 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
Exhibit 4.2 STOCK PURCHASE WARRANT THIS STOCK PURCHASE WARRANT (hereinafter referred to as the "Warrant") is made and entered into as of __________________, 1998 (the "Issuance Date"), by and between CONVERGENCE SYSTEMS, INC., a Georgia corporation...Stock Purchase Warrant • September 24th, 1999 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Georgia
ACQUISITION AGREEMENTAcquisition Agreement • August 20th, 2001 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Delaware
4,400,000 Shares C-COR.net Corp. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 27th, 2004 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • New York
C-COR.net Corp., a Pennsylvania corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), an aggregate of 4,400,000 shares (the “Firm Shares”) of the Company’s Common Stock, $0.05 par value (the “Common Stock”). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional 660,000 shares (the “Option Shares”) of Common Stock from it for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Option Shares are together called the “Shares.”
EXHIBIT (10)(bb) AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT --------------------------- THIS AMENDED AND RESTATED AGREEMENT, dated January 18, 2000 by and between C-COR.net Corp., a Pennsylvania corporation (the "Company"), AND...Change of Control Agreement • September 15th, 2000 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • Pennsylvania
INDEMNIFICATION AGREEMENT THIS AGREEMENT is made as of the 22nd day of May, 1995 between C-COR ELECTRONICS, INC., a Pennsylvania corporation ("Corporation") and Chris A. Miller with an address at Boalsburg, PA ("Officer") WITNESSETH: WHEREAS, Officer...Indemnification Agreement • September 28th, 1995 • C Cor Electronics Inc • Radio & tv broadcasting & communications equipment • Pennsylvania
Revolving Line of Credit Agreement AMENDED AND RESTATED C-COR Electronics, Inc. ("Borrower") has requested Mellon Bank, N.A. ("Bank") to make loans (the "Loans") to Borrower from time to time during the period set forth below (the "Commitment Period")...Revolving Line of Credit Agreement • February 9th, 1998 • C Cor Electronics Inc • Radio & tv broadcasting & communications equipment
CHANGE OF CONTROL AGREEMENT THIS AGREEMENT, dated August 24, 1995, by and between: C-COR ELECTRONICS, INC., a Pennsylvania corporation (the "Company") and Donald F. Miller (the "Employee"). Recital A.Employee is an executive of the Company with...Change of Control Agreement • September 28th, 1995 • C Cor Electronics Inc • Radio & tv broadcasting & communications equipment • Pennsylvania
Note and Security Agreement $ 23,000,000.00 December 30, 1997 For value received, and intending to be legally bound, Undersigned, as defined below, promises to pay to Mellon Bank, N.A. ("Bank") or its order at Harrisburg, Pennsylvania, the sum of...Note and Security Agreement • February 9th, 1998 • C Cor Electronics Inc • Radio & tv broadcasting & communications equipment
ASSIGNMENT OF CLAIM AGREEMENTAssignment of Claim Agreement • February 6th, 2004 • C Cor Net Corp • Radio & tv broadcasting & communications equipment • New York
ASSIGNMENT OF CLAIM AGREEMENT, dated as of October 28, 2003 (this “Agreement”), among C-COR.net Corp. (“C-COR”), in its own capacity and as successor by merger with Philips Broadband Networks, Inc. (“PBN”), Broadband Network Services, Inc. (“BNS”), in its own capacity and doing business as Worldbridge Broadband Services, Inc. (“WBS” and together with C-COR, PBN and BNS, each an “Assignor” and collectively the “Assignors”), and Satellite Asset Management, L.P. (“Satellite”) as investment manager and agent for its discretionary accounts listed on Schedule A (“Purchasing Accounts”; Satellite, in its capacity as agent for the Purchasing Accounts hereunder, is referred to here in as “Assignee”).
