0000909567-05-000242 Sample Contracts

MASTER REPAIR SERVICES AGREEMENT between NORTEL NETWORKS LIMITED and FLEXTRONICS TELECOM SYSTEMS LTD.
Master Repair Services Agreement • February 1st, 2005 • Nortel Networks LTD • Telephone & telegraph apparatus • Ontario

This Agreement is entered into between Nortel Networks Limited, a Canadian corporation with a place of business at 8200 Dixie Road, Suite 100, Brampton, Ontario (“NNL”) and Flextronics Telecom Systems Ltd., a company organized under the laws of Mauritius, and having its registered office located at Suite 802 St James Court, St Denis Street, Port Louis, Mauritius, executed as of June 29, 2004 (“Execution Date”). As set out in the Phased Closing Side Letter, dated as of the Execution Date, the Effective Date of this Master Repair Services Agreement (the “Agreement”) shall be the date that the first Virtual System House Agreement is executed (“Effective Date”). The Parties agree that the terms and conditions of this Agreement shall come into effect for each VSHA executed as such VSHAs are executed (“VSHA Effective Date(s)).

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MASTER CONTRACT LOGISTICS SERVICES AGREEMENT between NORTEL NETWORKS LIMITED and FLEXTRONICS TELECOM SYSTEMS LIMITED
Logistics Services Agreement • February 1st, 2005 • Nortel Networks LTD • Telephone & telegraph apparatus • Ontario

This Agreement is entered into between Nortel Networks Limited (formerly Nortel Networks Corporation), a Canadian corporation with a place of business at 8200 Dixie Road, Suite 100, Brampton, Ontario (“NNL”) and Flextronics Telecom Systems Limited, a company duly established under the laws of Mauritius, and having its registered office located at Suite 802 St James Court, St Denis Street, Port Louis, Mauritius, executed on June 29, 2004(“Execution Date”). As set out in the Phased Closing Side Letter, dated as of the Execution Date, the Effective Date of this Master Contract Logistics Services Agreement (the “Agreement”) shall be the date that the first Virtual System House Agreement is executed (“Effective Date”). The Parties agree that the terms and conditions of this Agreement shall come into effect for each VSHA executed as such VSHAs are executed (“VSHA Effective Date(s)”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • February 1st, 2005 • Nortel Networks LTD • Telephone & telegraph apparatus

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is dated as of June 29, 2004, by and among Flextronics Telecom Systems, Ltd., a Mauritius corporation (“Purchaser”), Flextronics International Ltd., a Singapore corporation acting through its Hong Kong office (the “Guarantor”) and Nortel Networks Limited, a Canadian corporation (“Seller”).

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