Adc Telecommunications Inc Sample Contracts

VOTING AGREEMENT
Voting Agreement • March 3rd, 2000 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Delaware
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WITNESSETH:
Stock Option Agreement • March 3rd, 2000 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Delaware
EXHIBIT 10-a FIRST AMENDMENT TO AGREEMENT
Agreement • September 14th, 1999 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota
W I T N E S S E T H:
Stock Option Agreement • June 29th, 1999 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota
THIRD AMENDED AND RESTATED RIGHTS AGREEMENT BETWEEN ADC TELECOMMUNICATIONS, INC. AND COMPUTERSHARE INVESTOR SERVICES, LLC AS RIGHTS AGENT Amended and Restated as of July 30, 2003
Rights Agreement • July 31st, 2003 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

Rights Agreement, amended and restated as of July 30, 2003, between ADC Telecommunications, Inc., a Minnesota corporation (the "Company"), and Computershare Investor Services, LLC, a Delaware limited liability company, as Rights Agent (the "Rights Agent").

LOAN AND SECURITY AGREEMENT by and among ADC TELECOMMUNICATIONS, INC. ADC TELECOMMUNICATIONS SALES, INC. LGC WIRELESS, INC., as Borrowers and ADC DSL SYSTEMS, INC. ADC INTERNATIONAL OUS, INC ADC OPTICAL SYSTEMS, INC. ADC INTERNATIONAL HOLDING INC. as...
Loan and Security Agreement • December 18th, 2009 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York

This Loan and Security Agreement (this “Agreement”) dated December 18, 2009 is entered into by and among ADC TELECOMMUNICATIONS, INC., a Minnesota corporation (“ADC”), ADC TELECOMMUNICATIONS SALES, INC., a Minnesota corporation (“ADC Sales”), and LGC WIRELESS, INC., a Delaware corporation (“Wireless” and together with ADC and ADC Sales, individually each, a “Borrower” and collectively, “Borrowers”, as hereinafter further defined), ADC DSL SYSTEMS, INC., a Delaware corporation (“DSL”), ADC OPTICAL SYSTEMS, INC., a Delaware corporation (“Optical”), ADC INTERNATIONAL HOLDING INC., a Delaware corporation (“International”), and ADC INTERNATIONAL OUS, INC., a Minnesota corporation (“OUS” and, together with DSL, Optical, and International, individually each, a “Guarantor”, and collectively, “Guarantors”, as hereinafter further defined), the parties hereto from time to time as lenders, whether by execution of this Agreement or an Assignment and Acceptance (each individually, a “Lender” and col

SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT FOR WILLIAM J. CADOGAN
Supplemental Executive Retirement Plan Agreement • January 10th, 1997 • Adc Telecommunications Inc • Telephone & telegraph apparatus
ADC Telecommunications, Inc.
Registration Rights Agreement • September 12th, 2003 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York

ADC Telecommunications, Inc., a Minnesota corporation (the “Company”), proposes to issue and sell to Banc of America Securities LLC, Credit Suisse First Boston LLC, Merrill Lynch Pierce Fenner & Smith Incorporated and the other initial purchasers listed on Schedule A of the Purchase Agreement referred to below (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated May 29, 2003 (the “Purchase Agreement”), $175,000,000 aggregate principal amount (plus up to an additional $25,000,000 principal amount) of its 1.00% Convertible Subordinated Notes due 2008 and $175,000,000 aggregate principal amount (plus up to an additional $25,000,000 principal amount) of its Floating Rate Subordinated Notes due 2013 (the “Initial Securities”). The Initial Securities will be convertible into shares of common stock, par value $0.20 per share, of the Company (including any security issued with respect thereto upon any stock dividend, split or similar dividend, the “C

AGREEMENT BY AND AMONG
Acquisition Agreement • June 29th, 1999 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota
ADC TELECOMMUNICATIONS, INC. INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • February 9th, 2010 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

This Incentive Stock Option Agreement (the “Agreement”) is entered into effective by and between ADC Telecommunications, Inc., a Minnesota corporation, (the “Company”), and the above-identified Optionee pursuant to the Company’s 2008 Global Stock Incentive Plan (the “Plan”).

ADC TELECOMMUNICATIONS, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Nonemployee Director – Director Compensation Plan)
Restricted Stock Unit Award Agreement • February 4th, 2005 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

You have been granted this restricted stock unit award (the “Award”) of ADC Telecommunications, Inc. (the “Company”) pursuant to the Company’s Global Stock Incentive Plan (the “Plan”) by reason of your election to exchange director fees for this Award under the Company’s Compensation Plan for Nonemployee Directors. The Award represents the right to receive shares of Common Stock of the Company subject to the fulfillment of the vesting conditions set forth in this agreement (this “Agreement”).

ADC TELECOMMUNICATIONS, INC. INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • May 6th, 2010 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

This Incentive Stock Option Agreement (the “Agreement”) is entered into effective by and between ADC Telecommunications, Inc., a Minnesota corporation, (the “Company”), and the above-identified Optionee pursuant to the Company’s 2010 Global Stock Incentive Plan (the “Plan”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG
Merger Agreement • March 3rd, 2000 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Delaware
ADC TELECOMMUNICATIONS, INC., AS ISSUER AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE % CONVERTIBLE SUBORDINATED NOTES DUE 2017 INDENTURE DATED AS OF , 2007
Indenture • December 18th, 2007 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York

THIS INDENTURE, dated as of December ___, 2007, is between ADC TELECOMMUNICATIONS, INC., a Minnesota corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (in such capacity and not in its individual capacity, the “Trustee”).

FOURTH AMENDED AND RESTATED RIGHTS AGREEMENT BETWEEN ADC TELECOMMUNICATIONS, INC. AND COMPUTERSHARE INVESTOR SERVICES, LLC AS RIGHTS AGENT Amended and Restated as of May 9, 2007
Rights Agreement • May 11th, 2007 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

Rights Agreement, amended and restated as of May 9, 2007, between ADC Telecommunications, Inc., a Minnesota corporation (the “Company”), and Computershare Investor Services, LLC, a Delaware limited liability company, as Rights Agent (the “Rights Agent”).

ADC TELECOMMUNICATIONS, INC., AS ISSUER AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE 3.50% CONVERTIBLE SUBORDINATED NOTES DUE 2017 INDENTURE DATED AS OF DECEMBER 26, 2007
Indenture • December 26th, 2007 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York

THIS INDENTURE, dated as of December 26, 2007, is between ADC TELECOMMUNICATIONS, INC., a Minnesota corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (in such capacity and not in its individual capacity, the “Trustee”).

ADC TELECOMMUNICATIONS, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • March 15th, 2002 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

This Nonqualified Stock Option Agreement (the "Agreement") is entered into effective «Effective_Date» (the "Grant Date") by and between ADC Telecommunications, Inc., a Minnesota corporation, (the "Company"), and the above-identified Optionee pursuant to the Company's Global Stock Incentive Plan (the "Plan").

RECEIVABLES SALE AGREEMENT DATED AS OF DECEMBER 12, 2001 AMONG ADC DSL SYSTEMS, INC., AS ORIGINATOR, ADC TELECOMMUNICATIONS, INC., AS ORIGINATOR AGENT, AND ADC RECEIVABLES CORP. I, AS BUYER
Receivables Sale Agreement • January 16th, 2002 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York

THIS RECEIVABLES SALE AGREEMENT, dated as of December 12, 2001, is by and among ADC DSL Systems, Inc., a Delaware corporation ( "Originator" ), ADC Telecommunications, Inc., a Minnesota corporation ( "ADC Telecom" ), in its capacity as agent for Originator (in such capacity, the "Originator Agent" ), and ADC Receivables Corp. I, a Minnesota corporation ( "Buyer" ). Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I hereto (or, if not defined in Exhibit I hereto, the meaning assigned to such term in Exhibit I to the Purchase Agreement).

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ADC TELECOMMUNICATIONS, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • September 14th, 2004 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

THIS AGREEMENT is made as of , by and between ADC Telecommunications, Inc., a Minnesota corporation (the “Company”), and (“Optionee”).

ADC TELECOMMUNICATIONS, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • March 13th, 2007 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

THIS AGREEMENT is made as of, by and between ADC Telecommunications, Inc., a Minnesota corporation (the “Company”), and (“Optionee”).

ADC TELECOMMUNICATIONS, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • March 13th, 2007 • Adc Telecommunications Inc • Telephone & telegraph apparatus

This Nonqualified Stock Option Agreement (the “Agreement”) is entered into effective by and between ADC Telecommunications, Inc., a Minnesota corporation, (the “Company”), and the above-identified Optionee pursuant to the Company’s Global Stock Incentive Plan (the “Plan”).

AGREEMENT AND PLAN OF MERGER dated as of
Merger Agreement • July 13th, 2010 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of July 12, 2010 among ADC Telecommunications, Inc., a Minnesota corporation (the “Company”), Tyco Electronics Ltd., a Swiss corporation (“Parent”), and Tyco Electronics Minnesota, Inc., a Minnesota corporation and a wholly owned subsidiary of Parent (“Merger Subsidiary”).

VESTING OF THIS RESTRICTED STOCK UNIT AWARD WILL BE A TAXABLE EVENT AND WILL RESULT IN THE RECOGNITION BY YOU OF ORDINARY INCOME IN AN AMOUNT EQUAL TO THE FAIR MARKET VALUE OF THE SHARES UNDERLYING THIS RESTRICTED STOCK UNIT AWARD THAT BECOME VESTED....
Restricted Stock Unit Award Agreement • March 13th, 2007 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

To encourage your continued employment with ADC Telecommunications, Inc. (the “Company”) or its Affiliates, you have been granted this restricted stock unit award (the “Award”) pursuant to the Company’s Global Stock Incentive Plan (the “Plan”). The Award represents the right to receive shares of Common Stock of the Company subject to the fulfillment of the vesting conditions set forth in this agreement (the “Agreement”).

ADC Telecommunications, Inc. ___% Convertible Subordinated Notes due 2015 ___% Convertible Subordinated Notes due 2017 UNDERWRITING AGREEMENT
Underwriting Agreement • December 18th, 2007 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York
ADC TELECOMMUNICATIONS, INC., AS ISSUER AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE 3.50% CONVERTIBLE SUBORDINATED NOTES DUE 2015 INDENTURE DATED AS OF DECEMBER 26, 2007
Indenture • December 26th, 2007 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York

THIS INDENTURE, dated as of December 26, 2007, is between ADC TELECOMMUNICATIONS, INC., a Minnesota corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (in such capacity and not in its individual capacity, the “Trustee”).

ADC TELECOMMUNICATIONS, INC. INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • March 13th, 2007 • Adc Telecommunications Inc • Telephone & telegraph apparatus

This Incentive Stock Option Agreement (the “Agreement”) is entered into effective by and between ADC Telecommunications, Inc., a Minnesota corporation, (the “Company”), and the above-identified Optionee pursuant to the Company’s Global Stock Incentive Plan (the “Plan”).

Laura Owen
Employment Agreement • September 14th, 2004 • Adc Telecommunications Inc • Telephone & telegraph apparatus

As you know, ADC Telecommunications, Inc. (“Company”) is anticipating a stock purchase agreement with Gentek, Inc. under which the Krone Communications business will be purchased from Gentek (the “Transaction”). The Company is very excited about this opportunity, and values the role that you can serve on our team. This employment letter agreement (“Letter Agreement”), sets forth our offer of continued employment following the closing of the Transaction.

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • September 12th, 2003 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

This EXECUTIVE EMPLOYMENT AGREEMENT, (“Agreement”) dated as of May 5, 2003, is made and entered into between ADC Telecommunications, Inc., a Minnesota corporation (“EMPLOYER” or “ADC”) and DILIP SINGH, an individual resident of the state of Connecticut. (“EXECUTIVE”).

Oral Agreement Regarding Health Insurance Coverage
Oral Agreement Regarding Health Insurance Coverage • January 16th, 2002 • Adc Telecommunications Inc • Telephone & telegraph apparatus

In connection with Hemp's retirement from ADC on November 16, 2001, ADC agreed to pay the employer portion of Hemp's COBRA medical and dental insurance coverage for one calendar month following his termination of employment, through December 31, 2001. ADC's total costs for such coverage total $490.75, as follows:

AGREEMENT AND PLAN OF MERGER
Merger Agreement • June 1st, 2006 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 30, 2006, by and among ADC Telecommunications, Inc., a Minnesota corporation (“ADC”), Hazeltine Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of ADC (“Merger Sub”), and Andrew Corporation, a Delaware corporation (“Andrew”).

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Forward Option Agreement • June 1st, 2000 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

THIS FORWARD OPTION AGREEMENT is made and entered into as of May 4, 2000, by and between, on the one side, all of the Persons designated as "Optionholders" on the signature pages hereto (collectively, the "Optionholders"); and, on the other side, ADC Telecommunications, Inc., a Minnesota corporation, hereinafter referred to as "ADC".

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