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0001104659-10-048889 Sample Contracts

AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG CALIX, INC., OCEAN SUB I, INC., OCEAN SUB II, LLC AND OCCAM NETWORKS, INC. SEPTEMBER 16, 2010
Merger Agreement • September 16th, 2010 • Occam Networks Inc/De • Computer communications equipment • Delaware

THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”), dated as of September 16, 2010, is entered into by and among Occam Networks, Inc., a Delaware corporation (the “Company”), Calix, Inc., a Delaware corporation (“Parent”), Ocean Sub I, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), and Ocean Sub II, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Parent (“Second Merger Sub”).

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Standard Contracts

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OCCAM NETWORKS, INC. FORM OF AMENDMENT TO THE CHANGE OF CONTROL SEVERANCE AGREEMENT
Change of Control Severance Agreement • September 16th, 2010 • Occam Networks Inc/De • Computer communications equipment • California

This Amendment to the Change of Control Severance Agreement (the “Amendment”) is entered into as of September , 2010, by and between Occam Networks, Inc. (the “Company”) and [Name of Executive] (the “Executive”).

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