0001193125-07-268484 Sample Contracts

REGISTRATION RIGHTS AGREEMENT dated as of December 18, 2007 between NETWORK EQUIPMENT TECHNOLOGIES, INC. and BEAR, STEARNS & CO. INC., as Initial Purchaser
Registration Rights Agreement • December 20th, 2007 • Network Equipment Technologies Inc • Computer communications equipment • New York

This REGISTRATION RIGHTS AGREEMENT is dated as of December 18, 2007 between Network Equipment Technologies, Inc., a Delaware corporation (the “Company”), and Bear, Stearns & Co. Inc., as initial purchaser (the “Initial Purchaser”) pursuant to the Purchase Agreement dated as of December 12, 2007 (the “Purchase Agreement”) with the Company. In order to induce the Initial Purchaser to enter into the Purchase Agreement, the Company has agreed to provide the registration rights set forth in this Agreement. The execution of this Agreement is a condition to the closing under the Purchase Agreement.

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NETWORK EQUIPMENT TECHNOLOGIES, INC. as Issuer and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of December 18, 2007 3.75% Convertible Senior Notes due 2014
Indenture • December 20th, 2007 • Network Equipment Technologies Inc • Computer communications equipment • New York

INDENTURE dated as of December 18, 2007 between Network Equipment Technologies, Inc., a Delaware corporation, as issuer (hereinafter sometimes called the “Company”, as more fully set forth in Section 1.01), and U.S. Bank National Association, as trustee (hereinafter sometimes called the “Trustee”, as more fully set forth in Section 1.01).

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