0001193125-10-097282 Sample Contracts

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 29th, 2010 • Francisco Partners GP II Management, LLC • Radio & tv broadcasting & communications equipment • Ontario

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, the “Agreement”), dated as of April 27, 2010, is made by and among Mitel Networks Corporation, a corporation incorporated under the laws of Canada (the “Corporation”), Dr. Terence H. Matthews, an individual residing in the city of Ottawa, Province of Ontario, and the shareholders of the Corporation party hereto (each a “Party”, and collectively, the “Parties”).

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SHAREHOLDERS AGREEMENT
Shareholders Agreement • April 29th, 2010 • Francisco Partners GP II Management, LLC • Radio & tv broadcasting & communications equipment • Ontario

THIS SHAREHOLDERS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, the “Agreement”), dated as of April 27, 2010, is made by and among Mitel Networks Corporation, a corporation incorporated under the laws of Canada (the “Corporation”), Dr. Terence H. Matthews, an individual residing in the City of Ottawa, Province of Ontario (“Matthews”) and the shareholders of the Corporation party hereto (each, together with Matthews, a “Shareholder”, and collectively, the “Shareholders”).

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