0001047469-06-015366 Sample Contracts

OMNEON VIDEO NETWORKS, INC. AMENDED AND RESTATED LAWRENCE R. KAPLAN RETENTION AGREEMENT
Kaplan Retention Agreement • December 29th, 2006 • Omneon Video Networks, Inc. • Delaware

The agreement entered into as of November 1, 2002 (the "Prior Agreement") by and between Omneon Video Networks, Inc. (the "Company") and Lawrence R. Kaplan ("Executive") is hereby amended and restated on this th day of April 2003 (the "Effective Date") as follows:

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OMNEON VIDEO NETWORKS, INC. FOURTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT March 26, 2004
Investor Rights Agreement • December 29th, 2006 • Omneon Video Networks, Inc. • California

THIS FOURTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this "Agreement") is entered into as of the 26th day of March 2004 ("Effective Date"), by and among (i) OMNEON VIDEO NETWORKS, INC., a Delaware corporation (the "Company"), (ii) Donald M. Craig, Michael M. Gilbert, Edward P. Hobson, II and Lawrence R. Kaplan (each a "Founder" and collectively the "Founders"), (iii) Comerica Bank (f/k/a Imperial Bank) ("Comerica"), as the holder of a warrant to purchase Common Stock, (iv) holders of outstanding shares of the Company's Series A-1 Preferred Stock (the "Series A-1 Holders") acquired pursuant to the Company's Series A-1, Series A-2.1 and Series A-2.2 Preferred Stock Purchase Agreement dated October 29, 2002 (the "Series A Stock Purchase Agreement"), (v) the Former Preferred Holders (as defined below), (vi) holders of outstanding shares of the Company's Series A-2.1 Preferred Stock (the "Series A-2.1 Holders") acquired pursuant to the Series A Stock Purchase Agreement and the Compan

OMNEON VIDEO NETWORKS SYSTEMS INTEGRATOR PURCHASING AGREEMENT
Omneon Video Networks, Inc. • December 29th, 2006 • California

THIS SYSTEMS INTEGRATOR (S.I.) PURCHASING AGREEMENT is made and entered into on April 25, 2002, by and between OMNEON VideoNetworks ("OMNEON"), with its principal offices at 965 Stewart Drive Sunnyvale, CA 94085-3913 and A.F. Associates, Inc. ("S.I."), with principal offices at 100 Stonehurst Ct, Northvale, NJ 07647.

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