0001101680-16-000103 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 12th, 2016 • Dasan Zhone Solutions Inc • Telephone & telegraph apparatus • Delaware

This REGISTRATION RIGHTS AGREEMENT, dated as of September 9, 2016 (this “Agreement”), is by and between DASAN Zhone Solutions, Inc., a Delaware corporation (the “Company”), and DASAN Networks, Inc., a company incorporated under the laws of Korea (the “Stockholder”).

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SIXTH AMENDMENT TO CREDIT AND SECURITY AGREEMENTS AND CONSENT
Credit and Security Agreements and Consent • September 12th, 2016 • Dasan Zhone Solutions Inc • Telephone & telegraph apparatus • California

THIS SIXTH AMENDMENT TO CREDIT AND SECURITY AGREEMENTS AND CONSENT (the “Amendment”), dated as of September 9, 2016, is entered into by and among ZHONE TECHNOLOGIES, INC., a Delaware corporation (“Zhone Technologies”), ZTI MERGER SUBSIDIARY III, INC., a Delaware corporation (“ZTI”; Zhone Technologies and ZTI are sometimes referred to herein individually as a “Borrower” and collectively as the “Borrowers”), PREMISYS COMMUNICATIONS, INC., a Delaware corporation (“Premisys”), ZHONE TECHNOLOGIES INTERNATIONAL, INC., a Delaware corporation, (“Zhone International”), PARADYNE NETWORKS, INC., a Delaware corporation (“Paradyne Networks”), PARADYNE CORPORATION, a Delaware corporation (“Paradyne Corporation”; Premisys, Zhone International, Paradyne Networks, and Paradyne Corporation are sometimes referred to herein individually as a “Guarantor” and collectively as the “Guarantors”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Lender”).

LOCK-UP AGREEMENT
Lock-Up Agreement • September 12th, 2016 • Dasan Zhone Solutions Inc • Telephone & telegraph apparatus • Delaware

This LOCK-UP AGREEMENT, dated as of September 9, 2016 (this “Agreement”), is by and among DASAN Zhone Solutions, Inc., a Delaware corporation (the “Company”), DASAN Networks, Inc., a company incorporated under the laws of Korea (the “Stockholder”), the NEA Entities and each of the current and former directors and executive officers of the Company listed on the signature pages hereto (together with the Stockholder and the NEA Entities, the “Company Stockholders”).

STOCKHOLDER AGREEMENT
Stockholder Agreement • September 12th, 2016 • Dasan Zhone Solutions Inc • Telephone & telegraph apparatus • Delaware

This STOCKHOLDER AGREEMENT (this “Agreement”), dated as of September 9, 2016 is entered into by and between DASAN Zhone Solutions, Inc., a Delaware corporation (the “Company”), and DASAN Networks, Inc., a company incorporated under the laws of Korea (the “Stockholder”).

LOAN AGREEMENT
Loan Agreement • September 12th, 2016 • Dasan Zhone Solutions Inc • Telephone & telegraph apparatus • New York

THIS LOAN AGREEMENT, dated as of September 9, 2016 (this “Agreement”), is by and between DASAN Networks, Inc., a company incorporated under the laws of Korea (“Lender”) and DASAN Zhone Solutions, Inc., a Delaware corporation (“Borrower”).

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