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EXHIBIT 10.35
July 19, 1999
Xx. Xxxxx Xxxxxx
C/O Verilink Corporation
000 Xxxxxxx Xxxxx
Xxx Xxxx, XX 00000
Dear Xxxxx:
This letter will set forth the agreement between you and Verilink Corporation
("Verilink") regarding your employment by Verilink during the period that
Verilink consolidates its operations at its Huntsville, Alabama facility. You
shall continue to be employed by Verilink as VP of Operations until at least
October 31, 1999, but no longer than December 31, 1999. You may terminate your
employment after October 31, 1999, if Verilink has successfully completed the
transition of operations to its Huntsville facility. Such completion of
consolidation shall be deemed to be a "Covered Termination" under the Change of
Control Severance Benefits Agreement between you and Verilink dated January 7,
1998, and shall entitle you to receive the benefits provided in that Agreement
for a "Covered Termination" with the exception of the eligibility period to
exercise all vested stock options, which will be changed to six months from your
termination of employment with Verilink. For purposes of this Agreement, the
transition shall be successfully completed if each area of functional
responsibility within Verilink, excluding Operations and necessary support
functions, have been transferred to Huntsville and become substantially
operational at that location.
Very truly yours,
VERILINK CORPORATION
By: /s/ Xxxxxx Xxxxxxx
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Title: Chairman of the Board
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