EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • February 9th, 2000 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment • New York
ARTICLE I. DEFINITIONSNon-Qualified Stock Option Agreement • March 15th, 2000 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment • Delaware
AGREEMENT ---------Change in Control Agreement • March 26th, 1999 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment
EXHIBIT 4.2 RIGHTS AGREEMENT AMENDMENT -------------------------- This Amendment, dated as of February 7, 2000, to the Rights Agreement dated as of March 3, 1995 (the "Rights Agreement"), is between Ortel Corporation, a Delaware corporation (the...Rights Agreement • March 15th, 2000 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment • Delaware
Exhibit 10.19 SEVERANCE AGREEMENT -------------------- AND GENERAL RELEASE OF ALL CLAIMS --------------------------------- This Severance Agreement and General Release of All Claims ("Agreement") is hereby entered into by and between Douglas H. Morais...Severance Agreement • December 15th, 1999 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment • California
AGREEMENT ---------Business Loan Agreement • December 15th, 1998 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment
AGREEMENTRetirement Agreement • July 29th, 1999 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment • California
RECITALS A. Grantee, Solara Acquisition Inc., a wholly owned subsidiary of Grantee ("Acquisition"), and Issuer have entered into an Agreement and Plan of ----------- Merger dated as of the date hereof (the "Merger Agreement"; defined terms used...Stock Option Agreement • February 9th, 2000 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment • New York
I. PARTIESEmployment Agreement • July 29th, 1999 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment • California
AGREEMENT ---------Change in Control Agreement • December 15th, 1998 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment
EXHIBIT 10.20 CONFIDENTIAL SEPARATION AGREEMENT AND RELEASE THIS SEPARATION AGREEMENT AND RELEASE ("Agreement") is entered into as of this 30th day of July 1999 ("Agreement Date") by and between Ortel Corporation (the "Company") and Lyle B. Boarts...Separation Agreement • September 15th, 1999 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment • California
EXHIBIT 10.19 ------------- CONFIDENTIAL SEPARATION AGREEMENT AND RELEASE THIS SEPARATION AGREEMENT AND RELEASE ("Agreement") is entered into as of this 2nd day of March 1999, ("Agreement Date") by and between Ortel Corporation (the "Company") and...Separation Agreement • July 29th, 1999 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment • California
AGREEMENT ---------Change in Control Agreement • July 29th, 1999 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment
AGREEMENT ---------Change in Control Agreement • December 15th, 1998 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment
EXHIBIT 10.20 ADDENDUM TO AGREEMENT THIS ADDENDUM TO AGREEMENT ("Agreement") is made effective as December 30, 1999 and is entered into by and between Ortel Corporation (the "Company") and Wim H. J. Selders ("Executive"). WHEREAS, effective as of June...Addendum to Agreement • March 15th, 2000 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment
EXHIBIT 10.28 SEVERANCE AGREEMENT This Severance Agreement ("Agreement") is made as of December 1, 1997 by and between ORTEL CORPORATION, a California corporation ("Ortel"), and Douglas H. Morais, and individual ("Executive"). WHEREAS, Executive is...Severance Agreement • March 17th, 1998 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment
Exhibit 10.17 CHANGE OF CONTROL AGREEMENT This Severance Agreement ("Agreement") is made as of March 6, 1998 by and between ORTEL CORPORATION, a Delaware corporation ("Ortel"), and Lyle B. Boarts, and individual ("Executive"). WHEREAS, Executive is...Change of Control Agreement • July 29th, 1998 • Ortel Corp/De/ • Radio & tv broadcasting & communications equipment
