0001193125-12-135678 Sample Contracts

VOTING AGREEMENT

Voting Agreement • March 28th, 2012 • Opnext Inc • Semiconductors & related devices • Delaware

• Contract Type
  Voting Agreement
• Filed
  March 28th, 2012
• Company
  Opnext Inc
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

THIS VOTING AGREEMENT (“Voting Agreement”) is entered into as of March 26, 2012, by and between OPNEXT, INC., a Delaware corporation (the “Company”), and (“Stockholder”).

AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: OCLARO, INC., a Delaware corporation; TAHOE ACQUISITION SUB, INC., a Delaware corporation; and OPNEXT, INC., a Delaware corporation Dated as of March 26, 2012

Agreement and Plan of Merger and Reorganization • March 28th, 2012 • Opnext Inc • Semiconductors & related devices • Delaware

• Contract Type
  Agreement and Plan of Merger and Reorganization
• Filed
  March 28th, 2012
• Company
  Opnext Inc
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (“Agreement”) is made and entered into as of March 26, 2012, by and among: OCLARO, INC., a Delaware corporation (“Parent”); TAHOE ACQUISITION SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”); and OPNEXT, INC., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

Employment Agreement • March 28th, 2012 • Opnext Inc • Semiconductors & related devices

• Contract Type
  Employment Agreement
• Filed
  March 28th, 2012
• Company
  Opnext Inc
• Industry
  Semiconductors & related devices

THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Second Amendment”), is entered into as of March 26, 2012, by and between Opnext, Inc., a Delaware corporation (the “Company”) and Harry L. Bosco (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement (as defined below).

FIRST AMENDMENT TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Employment Agreement • March 28th, 2012 • Opnext Inc • Semiconductors & related devices

• Contract Type
  Employment Agreement
• Filed
  March 28th, 2012
• Company
  Opnext Inc
• Industry
  Semiconductors & related devices

THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “First Amendment”), is entered into as of March 26, 2012, by and between Opnext, Inc., a Delaware corporation (the “Company”) and Justin John O’Neill (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement (as defined below).