0001015402-04-001506 Sample Contracts

DIGITAL LIGHTWAVE, INC. NINTH AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • April 15th, 2004 • Digital Lightwave Inc • Radio & tv broadcasting & communications equipment • California

This Ninth Amended and Restated Security Agreement (this " Agreement ") is made as of June 12, 2003, by and between Digital Lightwave, Inc., a Delaware corporation (the " Debtor "), in favor of Optel, LLC (the " Secured Party ").

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DIGITAL LIGHTWAVE, INC. TWELFTH AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • April 15th, 2004 • Digital Lightwave Inc • Radio & tv broadcasting & communications equipment • California

This Twelfth Amended and Restated Security Agreement (this " Agreement ") is made as of March 12, 2004, by and between Digital Lightwave, Inc., a Delaware corporation (the " Debtor "), in favor of both Optel Capital, LLC (" Optel Capital ") and Optel, LLC (" Optel LLC ") (each of Optel Capital and Optel LLC, a " Secured Party " and collectively the " Secured Parties ").

SETTLEMENT AGREEMENT
Settlement Agreement • April 15th, 2004 • Digital Lightwave Inc • Radio & tv broadcasting & communications equipment • Georgia

This SETTLEMENT AGREEMENT (the "Agreement") is made and entered into as of December 9, 2003 subject to satisfaction of the conditions set forth herein, by and between Digital Lightwave, Inc., a corporation having a place of business at 15550 Lightwave Drive, Clearwater, Florida 33760 ("Lightwave") and Micron Optics, Inc. a corporation having a place of business at 1852 Century Place NE, Atlanta, GA 30345 ("Micron"), on the following terms and conditions:

SETTLEMENT AGREEMENT
Settlement Agreement • April 15th, 2004 • Digital Lightwave Inc • Radio & tv broadcasting & communications equipment • Florida

This SETTLEMENT AGREEMENT (the "Agreement") is made and entered into as of January 24, 2004 subject to satisfaction of the conditions set forth herein, by and between Digital Lightwave, Inc. ("Lightwave") and Arrow Electronics, Inc. ("Arrow"), on the following terms and conditions:

Digital Lightwave, Inc. 15550 Lightwave Drive Clearwater, FL 33760
Mutual Release and Waiver • April 15th, 2004 • Digital Lightwave Inc • Radio & tv broadcasting & communications equipment • Florida

This memorandum is issued pursuant to that certain Escrow Agreement, dated as of November 5, 2002, by and among Digital Lightwave, Inc., as "Buyer" Tektronix, Inc., as "Seller" and you, as "Escrow Agent." Capitalized terms herein shall have the meaning ascribed to them in the Escrow Agreement.

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