AMENDING AGREEMENTAmending Agreement • March 2nd, 2009 • Nortel Networks Corp • Telephone & telegraph apparatus • Ontario
This Amending Agreement (“Agreement”) is entered into and made effective as of January 13, 2009 (the “Effective Date”) by and between on the one hand Nortel Networks Limited (“Nortel”), and on the other hand Flextronics Telecom Systems Ltd. (“FTS”) and Flextronics Corporation (f/k/a Solectron Corporation, “FC”) (FTS and FC, collectively, “Flextronics”), on the terms and conditions set forth below.
THIS AMENDED AND RESTATED SHORT-TERM SUPPORT AGREEMENT (the “Agreement”) dated as of February 10, 2009 is made BETWEEN NORTEL NETWORKS LIMITED (hereinafter called the “Principal”) AND EXPORT DEVELOPMENT CANADA (hereinafter called “EDC”)Short-Term Support Agreement • March 2nd, 2009 • Nortel Networks Corp • Telephone & telegraph apparatus • Ontario
WHEREAS, pursuant to a Second Amended and Restated Master Facility Agreement dated as of December 14, 2007 between the Principal and EDC (the “Facility Agreement”), EDC agreed to provide Support for the benefit of the Principal and its affiliates, subject to the terms and conditions of the Facility Agreement;
CONFIDENTIAL-SPECIAL HANDLING November 27, 2008 Mr. William Nelson Hopkinton, MA USA 01748 Dear Bill:Confidential-Special Handling • March 2nd, 2009 • Nortel Networks Corp • Telephone & telegraph apparatus
This letter (“Agreement”) records the arrangements between you and Nortel Networks Inc. concerning the cessation of your employment. The arrangements are as follows:
November 11, 2008 Mr. David Drinkwater Toronto, Ontario M9C 5K1 Dear David:Confidential-Special Handling • March 2nd, 2009 • Nortel Networks Corp • Telephone & telegraph apparatus
This letter (“Agreement”) records the arrangements between you and Nortel Networks Limited (“NNL”) concerning the cessation of your employment. The Agreement shall bind and inure to the benefit of each party and their respective heirs, successors and assigns. You acknowledge that this Agreement contains modifications to the arrangements provided to you in an earlier document on or about October 16, 2008 concerning the cessation of your employment.
THIS AGREEMENT dated as of January 14, 2009 is made BETWEEN NORTEL NETWORKS LIMITED, as Principal (hereinafter called the “Principal”) AND EXPORT DEVELOPMENT CANADA (hereinafter called “EDC”)Agreement • March 2nd, 2009 • Nortel Networks Corp • Telephone & telegraph apparatus • Ontario
WHEREAS, pursuant to a Second Amended and Restated Master Facility Agreement dated as of December 14, 2007 between the Principal and EDC (the “Facility Agreement”), EDC agreed to provide Support for the benefit of the Principal and its affiliates, subject to the terms and conditions of the Facility Agreement;
ContractNortel Networks Corp • March 2nd, 2009 • Telephone & telegraph apparatus • New York
AGREEMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE, dated as of February 12, 2009 among NORTEL NETWORKS LIMITED, formerly known as NORTHERN TELECOM LIMITED, a Canadian corporation (the “Guarantor”), NORTEL NETWORKS CAPITAL CORPORATION, formerly known as NORTHERN TELECOM CAPITAL CORPORATION, a Delaware corporation (the “Issuer”), THE BANK OF NEW YORK MELLON, formerly known as The Bank of New York, a national banking association duly organized and existing under the laws of the United States of America, having its corporate trust office at 101 Barclay Street New York, New York 10286 (the “Resigning Trustee”), and LAW DEBENTURE TRUST COMPANY OF NEW YORK, a New York banking corporation duly organized and existing under the laws of the State of New York and having a corporate trust office at 400 Madison Avenue, 4th Floor, New York, New York 10017, as successor Trustee (the “Successor Trustee”).
