WARRANT NO. SERIES A 001 NEXT LEVEL COMMUNICATIONS, INC. COMMON STOCK PURCHASE WARRANT For good and valuable consideration, NEXT LEVEL COMMUNICATIONS, INC., a Delaware corporation (the "COMPANY"), hereby grants to MOTOROLA, INC., a Delaware...Motorola Inc • March 6th, 2002 • Radio & tv broadcasting & communications equipment
Exhibit 4.2 Amendment No. 1 to Stock Purchase Agreement ------------------------------------------- THIS AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT (this "Amendment") is dated as of March 31, 1998, by and among Motorola, Inc., a Delaware corporation...Stock Purchase Agreement • April 9th, 1998 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of August 19, 1999, between Motorola, Inc. ("Grantee") and Metrowerks Inc. ("Issuer"). W I T N E S S E T H: WHEREAS, concurrently herewith, Grantee and Issuer are entering into an agreement...Stock Option Agreement • August 27th, 1999 • Motorola Inc • Radio & tv broadcasting & communications equipment • Ontario
Exhibit 4.4 REGISTRATION RIGHTS AGREEMENT ----------------------------- THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made as of , 1998, by and between Motorola, Inc., a Delaware corporation (the "Investor") and American Mobile Satellite...Registration Rights Agreement • April 9th, 1998 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
Amendment dated as of April 26, 1996 to Warrant Agreement dated as of November 1, 1991 by and between Motorola, Inc. and Nextel Communications, Inc. (f/k/a Fleet Call, Inc.) This Amendment ("Amendment") is entered into as of this 26th day of April,...Warrant Agreement • July 29th, 1999 • Motorola Inc • Radio & tv broadcasting & communications equipment
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY STATE SECURITIES LAW AND MAY NOT BE TRANSFERRED EXCEPT (i) PURSUANT TO AN EFFECTIVE...Motorola Inc • February 18th, 1997 • Radio & tv broadcasting & communications equipment • Delaware
ANDPledge Agreement • November 2nd, 2001 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
Exhibit 4.5 EXECUTION COPY COMMON STOCK PURCHASE AGREEMENT THIS COMMON STOCK PURCHASE AGREEMENT (the "Agreement") is made March 18, 1998 by and between John W. Staten, an individual residing in the State of Florida (the "Seller"), and Motorola, Inc.,...Common Stock Purchase Agreement • May 1st, 1998 • Motorola Inc • Radio & tv broadcasting & communications equipment • Delaware
FORM OFUnderwriting Agreement • January 28th, 1999 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
EXHIBIT 4.1 ------------- STOCK PURCHASE AGREEMENT FOR THE ACQUISITION OF MOTOROLA ARDIS ACQUISITION, INC. AND MOTOROLA ARDIS, INC. BY AMSC ACQUISITION COMPANY, INC. A WHOLLY-OWNED SUBSIDIARY OF AMERICAN MOBILE SATELLITE CORPORATIONStock Purchase Agreement • April 9th, 1998 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
THE MERGER SECTION 1.1. The Merger 5 SECTION 1.2. Effective Time 1 SECTION 1.3. Effect of the Merger 6 SECTION 1.4. Certificate of Incorporation; By-laws 6 SECTION 1.5. Directors and Officers 6 ARTICLE IIAgreement and Plan of Merger • September 16th, 1999 • Motorola Inc • Radio & tv broadcasting & communications equipment • Delaware
BetweenMotorola Inc • March 25th, 1998 • Radio & tv broadcasting & communications equipment • Delaware
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 29th, 2002 • Motorola Inc • Radio & tv broadcasting & communications equipment • Illinois
BETWEENFirst Supplemental Indenture • March 22nd, 1999 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
EXHIBIT 4.17 PREFERRED SECURITIES GUARANTEE AGREEMENT MOTOROLA CAPITAL TRUST I Dated as of February 3, 1999 CROSS REFERENCE TABLE*Preferred Securities Guarantee Agreement • March 22nd, 1999 • Motorola Inc • Radio & tv broadcasting & communications equipment
ARTICLE II GENERAL TERMS AND CONDITIONS OF THE DEBENTURES 4 SECTION 2.1 Designation and Principal Amount; Purchase Price; Payment of Principal; Global Securities 6 SECTION 2.2 Maturity 6 SECTION 2.3 Form and Payment 7 SECTION 2.4 Global Debenture 8...Motorola Inc • January 28th, 1999 • Radio & tv broadcasting & communications equipment • New York
NO. 1 TOSupplemental Agreement • December 26th, 2001 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
Exhibit 10.21 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to the Employment Agreement entered into as of April 2, 1999, by and between General Instrument Corporation, a Delaware Corporation (the "Company"), and Edward D. Breen ("Executive") (such...Employment Agreement • March 29th, 2002 • Motorola Inc • Radio & tv broadcasting & communications equipment
TO HARRIS TRUST AND SAVINGS BANK, AS TRUSTEE INDENTUREMotorola Inc • January 28th, 1999 • Radio & tv broadcasting & communications equipment • New York
MOTOROLA, INC. andRights Agreement • March 16th, 1999 • Motorola Inc • Radio & tv broadcasting & communications equipment • Delaware
WARRANT NO. 011 NEXT LEVEL COMMUNICATIONS, INC. COMMON STOCK PURCHASE WARRANT For good and valuable consideration, NEXT LEVEL COMMUNICATIONS, INC., a Delaware corporation (the "COMPANY"), hereby grants to MOTOROLA, INC., a Delaware Corporation (the...Motorola Inc • March 6th, 2002 • Radio & tv broadcasting & communications equipment
MOTOROLA, INC. ____% DEFERRABLE INTEREST JUNIOR SUBORDINATED DEBENTUREMotorola Inc • January 28th, 1999 • Radio & tv broadcasting & communications equipment
This Debenture is one of a duly authorized series of Debentures (herein sometimes referred to as the "Debentures") of Motorola, Inc., a Delaware corporation (the "Company," which term includes any successor corporation under the Indenture hereinafter referred to), specified in and all issued or to be issued in one or more series under and pursuant to an Indenture dated as of February ____, 1999 (as originally executed or as it may from time to time be supplemented or amended by one or more supplemental indentures, including the First Supplemental Indenture dated as of February ____, 1999, the "Indenture"), duly executed and delivered between the Company and Harris Trust and Savings Bank, as Trustee (in such capacity, the "Trustee"), to which a description of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee, the Company and the Holders of the Debentures, and to all of which provisions the Holder of this Debenture by acceptance hereof, assen
SECTION 1. ISSUANCE OF THE SHARES AND THE WARRANTS.Securities Purchase Agreement • March 6th, 2002 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
ARTICLE 1 THE OFFER ---------Lock-Up Agreement • August 27th, 1999 • Motorola Inc • Radio & tv broadcasting & communications equipment • Ontario
August 19, 1999 CONFIDENTIAL Metrowerks Inc. 9801 Metric Boulevard Suite 100 Austin, Texas 78758 Attention: Jean Belanger, Chairman of the Board Dear Sirs: This letter agreement (the "Agreement") sets out the terms and conditions upon which Motorola,...Motorola Inc • August 27th, 1999 • Radio & tv broadcasting & communications equipment • Ontario
TO HARRIS TRUST AND SAVINGS BANK, AS TRUSTEE __________________________________________________ INDENTUREIndenture • March 22nd, 1999 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
Exhibit 99.5 CREDIT AGREEMENT Dated as of July 11, 2001Credit Agreement • August 15th, 2001 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
1 Exhibit 10.19 to Motorola, Inc.'s Form 10-K for the year ended December 31, 2000 CONSULTANT AGREEMENT This Consultant Agreement is effective beginning February 15, 2001 ("Agreement") between Motorola, Inc., for itself, its subsidiaries and...Consultant Agreement • March 30th, 2001 • Motorola Inc • Radio & tv broadcasting & communications equipment • Illinois
DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION SECTION 1.1 Definitions................................................. 1 SECTION 1.2 Compliance Certificates and Opinions........................ 15 SECTION 1.3 Form of Documents Delivered to...Purchase Contract Agreement • November 9th, 2001 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
Debt Securities Debt Securities Warrants Common Stock Common Stock Warrants Stock Purchase Contracts UnitsTerms Agreement • December 26th, 2001 • Motorola Inc • Radio & tv broadcasting & communications equipment • Delaware
COMMON STOCK AND WARRANT PURCHASE AGREEMENTCommon Stock and Warrant Purchase Agreement • February 18th, 1997 • Motorola Inc • Radio & tv broadcasting & communications equipment • Delaware
AMENDMENT NO. 4Credit Agreement • March 6th, 2002 • Motorola Inc • Radio & tv broadcasting & communications equipment
WARRANT NO. SERIES A 002 NEXT LEVEL COMMUNICATIONS, INC. COMMON STOCK PURCHASE WARRANT For good and valuable consideration, NEXT LEVEL COMMUNICATIONS, INC., a Delaware corporation (the "COMPANY"), hereby grants to MOTOROLA, INC., a Delaware...Warrant • March 6th, 2002 • Motorola Inc • Radio & tv broadcasting & communications equipment
ARTICLE IStock Redemption Agreement • October 23rd, 1998 • Motorola Inc • Radio & tv broadcasting & communications equipment • New York
Exhibit 99(c)(6) EXECUTION COPY COMMON STOCK PURCHASE AGREEMENT THIS COMMON STOCK PURCHASE AGREEMENT (the "Agreement") is made March 18, 1998 by and between Steven F. Mills, an individual residing in the State of Florida (the "Seller"), and Motorola,...Motorola Inc • March 25th, 1998 • Radio & tv broadcasting & communications equipment • Delaware
