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Zhone Technologies Inc Sample Contracts

OPERATING AGREEMENT OF, ZHONE INVESTORS FF, L.L.C.
Operating Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � Delaware
BY AND AMONG
Asset Purchase Agreement � October 19th, 2000 � Zhone Technologies Inc � California
ARTICLE III. REPRESENTATIONS AND WARRANTIES OF SELLER AND SHAREHOLDERS
Asset Purchase Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus
AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization � October 19th, 2000 � Zhone Technologies Inc � California
BETWEEN
Purchase and Sale Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � Delaware
RECITALS:
Exchange Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � Delaware
SUPPLY AGREEMENT No. C000325 FOR
Supply Agreement � October 19th, 2000 � Zhone Technologies Inc � California
RECITALS: --------
Rights Agreement � October 19th, 2000 � Zhone Technologies Inc � Delaware
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 20, 1999
Agreement and Plan of Merger � October 19th, 2000 � Zhone Technologies Inc � Delaware
BETWEEN
Lease Agreement � October 19th, 2000 � Zhone Technologies Inc � California
BY AND AMONG
Merger Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � California
BETWEEN
Purchase Agreement � October 19th, 2000 � Zhone Technologies Inc
RECITALS
Strategic Alliance Agreement � October 19th, 2000 � Zhone Technologies Inc � California
AMENDED AND RESTATED OPERATING AGREEMENT OF, ZHONE INVESTORS, L.L.C.
Operating Agreement � October 19th, 2000 � Zhone Technologies Inc � Delaware
AGREEMENT ---------
Indemnity Agreement � October 19th, 2000 � Zhone Technologies Inc � Delaware
RECITALS
Loan and Security Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � California
AMENDED AND RESTATED OPERATING AGREEMENT OF, ZHONE INVESTORS, L.L.C.
Operating Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � Delaware
EXHIBIT 2.4 AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � California
by and among
Stock Purchase and Sale Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � Delaware
AGREEMENT ---------
Series a Preferred Stock Purchase Agreement � October 19th, 2000 � Zhone Technologies Inc � Delaware
PURCHASE AGREEMENT (LAND) BETWEEN
Purchase Agreement � October 19th, 2000 � Zhone Technologies Inc
EXHIBIT 10.19 PURCHASE AGREEMENT (IMPROVEMENTS - BUILDING 3)
Purchase Agreement � October 19th, 2000 � Zhone Technologies Inc
BY AND AMONG
Agreement and Plan of Reorganization � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � Texas
INDEMNITY AGREEMENT
Indemnity Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � Delaware

This Indemnity Agreement, dated as of August , 2000, is made by and between [ZHONE QSPE NAME], a Delaware corporation (the “Company�), and (the “Indemnitee�).

EXHIBIT 10.8 PROMISSORY NOTE AND PLEDGE AGREEMENT
Promissory Note and Pledge Agreement � April 30th, 2003 � Zhone Technologies Inc � Telephone & telegraph apparatus � California