0001104659-03-020583 Sample Contracts

ADC Telecommunications, Inc.
Registration Rights Agreement • September 12th, 2003 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York

ADC Telecommunications, Inc., a Minnesota corporation (the “Company”), proposes to issue and sell to Banc of America Securities LLC, Credit Suisse First Boston LLC, Merrill Lynch Pierce Fenner & Smith Incorporated and the other initial purchasers listed on Schedule A of the Purchase Agreement referred to below (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated May 29, 2003 (the “Purchase Agreement”), $175,000,000 aggregate principal amount (plus up to an additional $25,000,000 principal amount) of its 1.00% Convertible Subordinated Notes due 2008 and $175,000,000 aggregate principal amount (plus up to an additional $25,000,000 principal amount) of its Floating Rate Subordinated Notes due 2013 (the “Initial Securities”). The Initial Securities will be convertible into shares of common stock, par value $0.20 per share, of the Company (including any security issued with respect thereto upon any stock dividend, split or similar dividend, the “C

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • September 12th, 2003 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

This EXECUTIVE EMPLOYMENT AGREEMENT, (“Agreement”) dated as of May 5, 2003, is made and entered into between ADC Telecommunications, Inc., a Minnesota corporation (“EMPLOYER” or “ADC”) and DILIP SINGH, an individual resident of the state of Connecticut. (“EXECUTIVE”).

May 30, 2003
Participation Agreement • September 12th, 2003 • Adc Telecommunications Inc • Telephone & telegraph apparatus

Lease Plan North America, Inc. c/o ABN AMRO Bank N.V. 135 South LaSalle Street, Suite 740 Chicago, Illinois 60603 Attn: Anastasia Lambos Assistant Vice President Leasing and Asset Finance

TERMINATION OF MEMORANDUM OF GROUND LEASE
Termination of Memorandum of Ground Lease • September 12th, 2003 • Adc Telecommunications Inc • Telephone & telegraph apparatus

THIS TERMINATION OF MEMORANDUM OF GROUND LEASE (this “Termination”) is made this 17th day of July, 2003, by and between ADC TELECOMMUNICATIONS, INC., a Minnesota corporation, as landlord (“Landlord”), and LEASE PLAN NORTH AMERICA, INC., an Illinois corporation, not in its individual capacity, except as otherwise expressly stated herein, but solely as Agent Lessor, as tenant (“Tenant”).

EMPLOYMENT AGREEMENT
Employment Agreement • September 12th, 2003 • Adc Telecommunications Inc • Telephone & telegraph apparatus • Minnesota

This Employment Agreement (“Agreement”) is made and entered as of August 13, 2003 (the “Commencement Date”), between ADC Telecommunications, Inc., a Minnesota corporation (the “Company”), and Robert E. Switz (the “Executive”), a resident of Minnesota.

TERMINATION, SATISFACTION AND RELEASE OF MEMORANDUM OF LEASE, MORTGAGE AND SECURITY AGREEMENT
Termination, Satisfaction and Release Agreement • September 12th, 2003 • Adc Telecommunications Inc • Telephone & telegraph apparatus

THIS TERMINATION, SATISFACTION AND RELEASE OF MEMORANDUM OF LEASE, MORTGAGE AND SECURITY AGREEMENT (this “Agreement”) is made this 17th day of July, 2003, by and between LEASE PLAN NORTH AMERICA, INC., an Illinois corporation, not in its individual capacity except as expressly stated herein but solely as Agent Lessor (“Lessor”), and ADC TELECOMMUNICATIONS, INC., a Minnesota corporation (“ADC”)(Lessor and ADC are hereinafter collectively referred to as “Mortgagor”); and LEASE PLAN NORTH AMERICA, INC., an Illinois corporation, not in its individual capacity except as expressly stated herein but solely as Agent Lessor (“Agent Lessor”), LEASE PLAN NORTH AMERICA, INC., an Illinois corporation, not in its individual capacity but solely as Agent Lessor (“Lease Plan”), ABN AMRO BANK N.V., a bank organized under the laws of the Netherlands (“ABN”), and AMSTERDAM FUNDING CORPORATION, a Delaware corporation (“Amsterdam”)(Agent Lessor, Lease Plan, ABN, and Amsterdam are hereinafter collectively re

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