0001047469-04-007021 Sample Contracts

UTSTARCOM, INC. CHANGE OF CONTROL SEVERANCE AGREEMENT
Change of Control Severance Agreement • March 9th, 2004 • Utstarcom Inc • Communications equipment, nec • California

This Change of Control Severance Agreement (the “Agreement”) is made and entered into effective as of January 31, 2003 (the “Effective Date”), by and between Shao-Ning (“Johnny”) Chou (the “Employee”) and UTStarcom, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 1 below.

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AMENDMENT #1 TO DISTRIBUTOR AGREEMENT (AGREEMENT #002)
Distributor Agreement • March 9th, 2004 • Utstarcom Inc • Communications equipment, nec

This Amendment No. 1 to Distributor Agreement (the ”Amendment”) is entered into effective as of December 17, 2003 by and between UTStarcom, Inc., a Delaware corporation (“UTStarcom”), and MultiData, a Honduras Republic corporation (“Distributor”).

AMENDMENT #1 TO REVENUE SHARING PURCHASE AGREEMENT (AGREEMENT #001)
Revenue Sharing Purchase Agreement • March 9th, 2004 • Utstarcom Inc • Communications equipment, nec

This Amendment No. 1 to Revenue Sharing Purchase Agreement (the ”Amendment”) is entered into effective as of December 17, 2003 by and between UTStarcom, Inc., a Delaware corporation (“UTStarcom”), and MultiData, a Honduras Republic corporation (“Purchaser”).

DISTRIBUTOR AGREEMENT
Distributor Agreement • March 9th, 2004 • Utstarcom Inc • Communications equipment, nec • California

This DISTRIBUTOR Agreement, including all exhibits (“Agreement”), is the entire agreement between the parties concerning Distributor’s resale in the Territory of the Products (as defined below). This Agreement supersedes, and its terms govern, any prior agreements (including without limitation any nondisclosure agreements), proposals or other communications, oral or written, between the parties with respect to the Products. This Agreement may be changed only by mutual written agreement of authorized representatives of the parties. This Agreement governs all documents (e.g., purchase orders) issued by DISTRIBUTOR with respect to the Products and any additional or conflicting terms and conditions contained in any such documents are of no force and effect. In consideration of the mutual promises herein, UTSTARCOM and DISTRIBUTOR agree to be bound by this Agreement, including the following exhibits:

REVENUE SHARING PURCHASE AGREEMENT (AMERICAS)
Revenue Sharing Purchase Agreement • March 9th, 2004 • Utstarcom Inc • Communications equipment, nec • Florida

This REVENUE SHARING PURCHASE AGREEMENT, including all exhibits (“Agreement’), is the entire agreement between the Parties concerning Purchaser’s purchase of the Products or Services (as defined below). This Agreement supersedes, and its terms govern, any prior agreements (including without limitation any nondisclosure agreements), proposals or other communications, oral or written, between the parties with respect to the Products or Services. This Agreement may be changed only by mutual written agreement of authorized representatives of the parties. This Agreement governs all documents (e.g., purchase orders) issued by PURCHASER with respect to the Products or Services and any additional or conflicting terms and conditions contained in any such documents are of no force and effect. In consideration of the mutual promises herein, UTSTARCOM and PURCHASER agree to be bound by this Agreement, including the following exhibits:

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