Second Notes Amendment and Waiver Agreement Sample Contracts

Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. SECOND NOTES AMENDMENT AND WAIVER AGREEMENT

Second Notes Amendment and Waiver Agreement • September 8th, 2005 • Bookham, Inc. • Semiconductors & related devices • New York

• Contract Type
  Second Notes Amendment and Waiver Agreement
• Filed
  September 8th, 2005
• Company
  Bookham, Inc.
• Industry
  Semiconductors & related devices
• Jurisdiction
  New York

This Second Notes Amendment and Waiver Agreement (the “Agreement”) is entered into as of May 2, 2005, among Bookham Technology plc, a public limited company incorporated under the laws of England and Wales (“Bookham plc”), Bookham, Inc., a Delaware corporation (“Bookham, Inc.” and, together with Bookham plc and its other subsidiaries whose names appear on the signature pages hereto, the “Bookham Parties”), Nortel Networks UK Limited (“NNUKL”), Nortel Networks Corporation (“Nortel Networks”) and Nortel Networks Limited, a Canadian corporation (“NNL”).