0001178913-06-001199 Sample Contracts

AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 16, 2006 AMONG AUDIOCODES LTD., AUDIOCODES, INC., GREEN ACQUISITION CORP., NUERA COMMUNICATIONS, INC. AND ROBERT WADSWORTH, AS SELLERS’ REPRESENTATIVE
Agreement and Plan of Merger • June 29th, 2006 • Audiocodes LTD • Telephone & telegraph apparatus • New York

AGREEMENT AND PLAN OF MERGER dated as of May 16, 2006 (this “Agreement”), among AUDIOCODES LTD., a company organized under the laws of the State of Israel “AudioCodes”) , AUDIOCODES, INC., a Delaware Corporation (“Parent”), GREEN ACQUISITION CORP., a Delaware corporation (“Merger Sub”), NUERA COMMUNICATIONS, INC., a Delaware corporation (the “Company”) and ROBERT WADSWORTH, as Sellers’ Representative.

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CONFIDENTIAL AMENDMENT #4 TO OEM PURCHASE AND SALE AGREEMENT NO. 011449 BETWEEN SELLER CORPORATION AND NORTEL NETWORKS LIMITED
Oem Purchase and Sale Agreement • June 29th, 2006 • Audiocodes LTD • Telephone & telegraph apparatus

This Amendment #4 to OEM Purchase and Sale Agreement No. 011449 by and between Nortel Networks Limited, a Canada corporation with offices located at 8200 Dixie Road, Suite 100, Brampton, Ontario, Canada L6T 5P6 (Nortel Networks) and AudioCodes Ltd., an Israeli corporation with offices located at 1 Hayarden Street, Airport City Lod, 70151 (Seller), will be effective as of April 28, 2005.

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