May 30, 2012 Cadian Capital Management, LLC New York, NY 10022 Ladies and Gentlemen:Board Nomination Agreement • May 31st, 2012 • Comverse Technology Inc/Ny/ • Telephone & telegraph apparatus
This letter confirms the understanding and agreement between Comverse Technology, Inc., a New York corporation (“CTI”), on the one hand, and Cadian Capital Management, LLC (“Cadian Capital”), Cadian Fund LP, Cadian Master Fund LP and Cadian GP LLC (Cadian Capital, together with the aforementioned entities other than CTI being referred to collectively herein as the “Cadian Group”), on the other hand, as follows:
