TABLE OF CONTENTS ----------------- (continued) Page ---- Section 22. Notices...................................... 28 Section 23. Amendments and Waivers....................... 28 Section 24. Severability................................. 28 Section...Lease Agreement • September 22nd, 1997 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
NON-QUALIFIED STOCK OPTION AGREEMENT Exhibit 4 --------- This Option Agreement (the "Agreement") is made and entered into as of the 15th day of January, 1997, by and between Scientific-Atlanta, Inc., a Georgia corporation (the "Company"), and Larry L....Non-Qualified Stock Option Agreement • March 11th, 1997 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
EXHIBIT 10.17 AFTER RECORDING RETURN TO: CROSS REFERENCE TO: Michelle A. Hickerson, Esq. Deed Book 14848, Page Jones, Day, Reavis & Pogue 0001, Gwinnett County, 3500 SunTrust Plaza Georgia Records 303 Peachtree Street, N.E. Atlanta, Georgia 30308-3242...Lease Agreement • May 17th, 1999 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
THE BANK OF NEW YORK Rights Agent Rights AgreementRights Agreement • April 7th, 1997 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
THE BANK OF NEW YORK AND ABN AMRO BANK N.V., ACTING THROUGH ITS ATLANTA AGENCY, AS CO-AGENTS, ANDCredit Agreement • September 24th, 1999 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
Exhibit 10(p) SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 4, 2000, by and among SCIENTIFIC-ATLANTA, INC. (the "Borrower"), each of the financial institutions...Credit Agreement • September 26th, 2000 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
EXHIBIT 10(a) DEFERRED COMPENSATION AGREEMENT THIS AGREEMENT made the 30th day of June, 1987, by and between SCIENTIFIC-ATLANTA, INC., a Georgia corporation (hereinafter referred to as the "Company"), and SIDNEY TOPOL, a citizen and resident of the...Deferred Compensation Agreement • September 22nd, 1997 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
EXHIBIT 10.16 AFTER RECORDING RETURN TO: CROSS REFERENCE TO: Michelle A. Hickerson, Esq. Deed Book 14848, Page Jones, Day, Reavis & Pogue ----- 3500 SunTrust Plaza 1, Gwinnett County, 303 Peachtree Street, N.E. -- Atlanta, Georgia 30308-3242 Georgia...Lease Agreement • May 17th, 1999 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
EXECUTION ORIGINAL NON-QUALIFIED STOCK OPTION AGREEMENT This Option Agreement (the "Agreement") is made and entered into as of the 13th day of November, 1996, by and between Scientific-Atlanta, Inc., a Georgia corporation (the "Company"), and James F....Non-Qualified Stock Option Agreement • December 27th, 1996 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
EXHIBIT 10.14 FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT dated as of November 6, 1998, by and among SCIENTIFIC-ATLANTA, INC. (the "Borrower"), each of the financial institutions party hereto (the "Lenders"), THE...Credit Agreement • May 17th, 1999 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
EXHIBIT 10.1.12 THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 22, 2001, by and among SCIENTIFIC-ATLANTA, INC. (the "Borrower"), each of the financial...Credit Agreement • August 16th, 2001 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
Weiss & Kala, L.I.C. Deed Book 14847, Page 224, 6111 Peachtree-Dunwoody Gwinnett County, Georgia Bldg. D Records Atlanta, Georgia 30328 FIRST AMENDMENT TO GROUND LEASEGround Lease • August 16th, 2001 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
THIRD AMENDMENT TO LEASE AGREEMENTLease Agreement • August 16th, 2001 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
b) Minimum Fixed Charge Coverage Ratio. The ratio of (i) (A) ----------------------------------- Consolidated EBITDA for the Four-Quarter Period ending on the date of determination plus (B) Consolidated Operating Lease Expense for such Four- ----...Credit Agreement • May 9th, 1997 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
AGREEMENT AND PLAN OF MERGER BY AND AMONG CISCO SYSTEMS, INC., COLUMBUS ACQUISITION CORP. AND SCIENTIFIC-ATLANTA, INC. November 18, 2005Merger Agreement • November 21st, 2005 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of November 18, 2005, by and among Cisco Systems, Inc., a California corporation (“Parent”), Columbus Acquisition Corp., a Georgia corporation and wholly owned subsidiary of Parent (“Sub”), and Scientific-Atlanta, Inc., a Georgia corporation (the “Company”).
EXHIBIT 10(q) AMENDMENT NO. 1 TO THE AMENDED AND RESTATED CREDIT AGREEMENT THIS AMENDMENT NO. 1 ("Amendment") TO THE AMENDED AND RESTATED CREDIT AGREEMENT (the "Amended Credit Agreement") is entered into as of June 22, 1999, by and among...Credit Agreement • September 24th, 1999 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
EXHIBIT 10.3 FORM OF FIRST AMENDMENT TO SEVERANCE PROTECTION AGREEMENT BY AND BETWEEN SCIENTIFIC-ATLANTA, INC. AND (NAME_OF_EXECUTIVE)Severance Protection Agreement • May 17th, 1999 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 23rd, 2003 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
THIS AGREEMENT (the “Agreement”) is made and entered into as of this day of , 2003, by and between SCIENTIFIC-ATLANTA, INC., a Georgia corporation (the “Company”), and (“Indemnitee”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Section 16.
EXHIBIT 10.12 AMENDMENT TO CREDIT AND INVESTMENT AGREEMENT THIS AMENDMENT TO CREDIT AND INVESTMENT AGREEMENT (this "Amendment") is dated as of the 30th day of November, 1997 among SCIENTIFIC-ATLANTA, INC. (the "Company"), WACHOVIA BANK, N.A. (the...Credit and Investment Agreement • May 17th, 1999 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
ARTICLE ICredit and Investment Agreement • September 22nd, 1997 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
ACQUISITION, AGENCY, INDEMNITY AND SUPPORT AGREEMENT dated as of JULY 30, 1997 (as it may be amended or supplemented from time to time, this "Agreement"), --------- by and between SCIENTIFIC-ATLANTA, INC., a Georgia corporation (the "Company"),...Acquisition, Agency, Indemnity and Support Agreement • September 22nd, 1997 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
EXECUTIVE BENEFIT SUBSTITUTION AGREEMENTExecutive Benefit Substitution Agreement • September 25th, 2002 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
This agreement is entered into as of the 27th day of April, 2001, by and between Scientific-Atlanta, Inc. (the “Company”) and James F. McDonald (the “Participant”).
STOCK OPTION GRANT AGREEMENT Granted To: Grant Date: Number of Shares: Option Price: [Fair Market Value of Scientific-Atlanta Common Stock on Grant Date]Stock Option Grant Agreement • January 25th, 2005 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
This agreement confirms the terms of the stock option (the “Option”) granted by Scientific-Atlanta, Inc. (“the Company”) to the undersigned under the 2003 Long-Term Incentive Plan (“the Plan”). The Option is a Non-Qualified Stock Option and is subject to all of the terms and provisions of the Plan, which is incorporated herein by reference.
April 24, 1998 Lenders Party to the $300,000,000 Scientific-Atlanta, Inc. Revolving Credit Facility Ladies and Gentlemen: Reference is made to the Credit Agreement dated as of May 11, 1995, as amended and restated (the "Credit Agreement") by and among...Credit Agreement • September 22nd, 1998 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
Reference is made to the Credit Agreement dated as of May 11, 1995, as amended and restated (the "Credit Agreement") by and among Scientific-Atlanta, Inc. (the "Borrower"), the financial institutions party thereto as Lenders (the "Lenders"), and NationsBank, N.A., as Agent (the "Agent"). Capitalized terms not defined in this letter have the respective meanings given them in the Credit Agreement.
FIRST AMENDMENT TO RIGHTS AGREEMENTRights Agreement • February 12th, 2004 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
AMENDMENT made and entered into as of the 12th day of February, 2004 by and between Scientific-Atlanta, Inc., a Georgia corporation (the “Company”), and The Bank of New York, a New York banking corporation as rights agent (the “Rights Agent”) under the Rights Agreement dated as of February 23, 1997, by and between the Company and the Rights Agent (the “Rights Agreement”).
LETTERHEAD OF NATIONSBANK APPEARS HERE] EXHIBIT 10(r) April 23, 1997 Lenders Party to the $300,000,000 Scientific-Atlanta, Inc. Revolving Credit Facility Ladies and Gentlemen: Reference is made to the Credit Agreement dated as of May 11, 1995, as...Credit Agreement • September 22nd, 1997 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
Reference is made to the Credit Agreement dated as of May 11, 1995, as amended (the "Credit Agreement") by and among Scientific-Atlanta, Inc. (the "Borrower"), the financial institutions party thereto as Lenders (the "Lenders"), and NationsBank, N.A. (South), formerly known as NationsBank of Georgia, National Association, as Agent (the "Agent"). Capitalized terms not defined in this letter have the respective meanings given them in the Credit Agreement.
FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 25th, 2002 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 28, 2002, by and among SCIENTIFIC-ATLANTA, INC. (the “Borrower”), each of the financial institutions party hereto as “Lenders”, THE BANK OF NEW YORK and ABN AMRO BANK N.V., acting through its Atlanta Agency, as Co-Agents (the “Co-Agents”), and BANK OF AMERICA, N.A., successor to NationsBank, N.A., successor to NationsBank, N.A. (South), formerly known as NationsBank of Georgia, National Association, as Agent (the “Agent”).
SECOND AMENDMENT TO RIGHTS AGREEMENTRights Agreement • November 21st, 2005 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment • Georgia
This SECOND AMENDMENT (“Second Amendment”) is made and entered into as of the 18th day of November, 2005, by and between Scientific-Atlanta, Inc., a Georgia corporation (the “Company”), and The Bank of New York, a New York banking corporation, as rights agent (the “Rights Agent”).
Stock Option Grant AgreementStock Option Grant Agreement • October 25th, 2004 • Scientific Atlanta Inc • Radio & tv broadcasting & communications equipment
This agreement confirms the terms of the stock option (the “Option”) granted by Scientific-Atlanta, Inc. (the “Company”) to the undersigned under the Non-Employee Directors Stock Option Plan (the “Plan”). The Option is subject to all of the terms and provisions of the Plan, which is incorporated herein by reference.
