EXHIBIT 2.15
EXECUTION COPY
CONFIDENTIAL
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ASSET PURCHASE AND SALE AGREEMENT
BY AND AMONG
MARCONI COMMUNICATIONS, INC.,
MARCONI INTELLECTUAL PROPERTY (RINGFENCE) INC.,
MARCONI CORPORATION PLC,
ADVANCED FIBRE COMMUNICATIONS, INC.
AND
ADVANCED FIBRE COMMUNICATIONS NORTH
AMERICA, INC.
DATED AS OF JANUARY 5, 2004
SALE OF NORTH AMERICAN ACCESS SYSTEMS BUSINESS
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TABLE OF CONTENTS
PAGE
ARTICLE I DEFINITIONS..................................................... 1
1.1 Definitions....................................................... 1
1.2 Interpretation.................................................... 19
ARTICLE II SALE AND PURCHASE OF ASSETS; ASSUMPTION OF ASSUMED
OBLIGATIONS..................................................... 20
2.1 Purchase and Sale of Assets....................................... 20
2.2 Assignment of Permits and Contracts............................... 22
2.3 Certain Provisions Regarding Assignments.......................... 24
2.4 Excluded Assets................................................... 25
2.5 Assumed Obligations............................................... 27
2.6 Retained Obligations.............................................. 28
2.7 Prorations........................................................ 30
ARTICLE III PURCHASE PRICE; ADJUSTMENT; ALLOCATION.......................... 31
3.1 Payment of Purchase Price......................................... 31
3.2 Purchase Price Adjustment......................................... 31
3.3 Allocation of Consideration for Assets............................ 33
ARTICLE IV REPRESENTATIONS AND WARRANTIES OF THE PARENT, THE
SELLER AND MARCONI IP........................................... 34
4.1 Due Incorporation................................................. 34
4.2 Due Authorization................................................. 35
4.3 Consents and Approvals; Authority Relative to this Agreement...... 35
4.4 Management Accounts............................................... 36
4.5 No Other Assumed Liabilities...................................... 36
4.6 No Adverse Effects or Changes..................................... 37
4.7 Title to Assets; Affiliate Ownership of Assets.................... 37
4.8 Access Business Assets............................................ 37
4.9 Real Property..................................................... 37
4.10 Personal Property; Leased Personal Property....................... 38
4.11 Customers and Distributors; Suppliers............................. 39
4.12 Proceedings....................................................... 39
4.13 Intellectual Property............................................. 40
4.14 Contracts......................................................... 43
4.15 Permits........................................................... 45
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TABLE OF CONTENTS
(continued)
PAGE
4.16 Insurance......................................................... 45
4.17 Employee Benefit Plans and Employment Agreements.................. 45
4.18 Employment and Labor Matters...................................... 46
4.19 Taxes............................................................. 48
4.20 Compliance with Laws.............................................. 48
4.21 Environmental Matters............................................. 48
4.22 Accounts Receivable............................................... 49
4.23 Inventory......................................................... 49
4.24 Product Warranties and Liabilities................................ 49
4.25 Effect of Transactions............................................ 50
4.26 Solvency.......................................................... 50
ARTICLE V REPRESENTATIONS AND WARRANTIES OF THE PURCHASER AND
AFCNA........................................................... 50
5.1 Due Incorporation................................................. 50
5.2 Due Authorization................................................. 51
5.3 Consents and Approvals; Authority Relative to this Agreement...... 51
5.4 Proceedings....................................................... 52
5.5 Financing......................................................... 52
5.6 Independent Investigation......................................... 52
ARTICLE VI COVENANTS....................................................... 52
6.1 Access to Information............................................. 52
6.2 Preservation of Business.......................................... 53
6.3 Consents and Approvals............................................ 57
6.4 Marconi Name...................................................... 59
6.5 Brokers........................................................... 60
6.6 Assignments....................................................... 60
6.7 Orderly Transition; Preservation of Books and Records;
Access and Assistance............................................. 60
6.8 Insurance......................................................... 62
6.9 Confidentiality................................................... 62
6.10 Taxes............................................................. 67
6.11 Agreement Not to Compete.......................................... 68
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TABLE OF CONTENTS
(continued)
PAGE
6.12 Collection of Receivables......................................... 70
6.13 Release of Liens.................................................. 70
6.14 Nonsolicitation................................................... 70
6.15 Bedford Facility.................................................. 71
6.16 Grande............................................................ 72
6.17 Audit............................................................. 72
ARTICLE VII CONDITIONS PRECEDENT TO OBLIGATIONS OF THE PURCHASER
AND AFCNA....................................................... 75
7.1 Warranties True................................................... 75
7.2 Compliance with Agreements and Covenants.......................... 75
7.3 Certificate of Compliance......................................... 76
7.4 Xxxx-Xxxxx-Xxxxxx................................................. 76
7.5 No Injunctions or Other Legal Restraints.......................... 76
7.6 Absence of Proceedings............................................ 76
7.7 Certificates...................................................... 76
7.8 FIRPTA Certificate................................................ 76
7.9 Consents.......................................................... 77
7.10 Material Adverse Effect........................................... 77
7.11 Other Documents................................................... 77
7.12 Release of Liens.................................................. 77
7.13 Opinion of Counsel................................................ 77
7.14 Solvency Opinion.................................................. 77
ARTICLE VIII CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SELLER,
MARCONI IP AND THE PARENT....................................... 77
8.1 Warranties True................................................... 77
8.2 Compliance with Agreements and Covenants.......................... 78
8.3 Certificate of Compliance......................................... 78
8.4 Xxxx-Xxxxx-Xxxxxx................................................. 78
8.5 No Injunctions or Other Legal Restraints.......................... 78
8.6 Absence of Proceedings............................................ 78
8.7 Other Documents................................................... 78
8.8 Purchase Price.................................................... 78
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TABLE OF CONTENTS
(continued)
PAGE
8.9 Certificates...................................................... 78
8.10 Opinion of Counsel................................................ 78
ARTICLE IX CLOSING......................................................... 79
9.1 Closing........................................................... 79
9.2 Deliveries by the Seller.......................................... 79
9.3 Deliveries by the Purchaser....................................... 79
ARTICLE X TERMINATION..................................................... 80
10.1 Termination....................................................... 80
10.2 Effect of Termination............................................. 81
ARTICLE XI EMPLOYEES AND EMPLOYEE BENEFITS................................. 81
11.1 Offers of Employment.............................................. 81
11.2 Employee Benefits - Generally..................................... 82
11.3 Service Credit.................................................... 82
11.4 Welfare Benefits.................................................. 83
11.5 Paid Time Off..................................................... 83
11.6 Disability........................................................ 83
11.7 Bonus............................................................. 84
11.8 Retirement Plans.................................................. 84
11.9 Workers and Unemployment Compensation............................. 84
11.10 Wages............................................................. 84
11.11 Severance......................................................... 85
11.12 Cooperation....................................................... 85
11.13 Employment Claims................................................. 85
ARTICLE XII INDEMNIFICATION................................................. 85
12.1 Survival.......................................................... 85
12.2 Indemnification by the Parent, the Seller and Marconi IP.......... 86
12.3 Indemnification by the Purchaser and AFCNA........................ 87
12.4 Limitations on Liability.......................................... 88
12.5 Mitigation........................................................ 89
12.6 Claims............................................................ 90
12.7 Notice of Third Party Claims; Assumption of Defense............... 90
12.8 Time Limits....................................................... 92
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TABLE OF CONTENTS
(continued)
PAGE
12.9 Net Losses and Subrogation........................................ 92
12.10 Purchase Price Adjustments........................................ 93
12.11 Reimbursement of Expenses......................................... 93
ARTICLE XIII MISCELLANEOUS................................................... 93
13.1 Expenses.......................................................... 93
13.2 Amendment......................................................... 93
13.3 Notices........................................................... 93
13.4 Payments in Dollars............................................... 95
13.5 Waivers........................................................... 95
13.6 Assignment........................................................ 95
13.7 No Third Party Beneficiaries...................................... 95
13.8 Publicity......................................................... 95
13.9 Further Assurances................................................ 96
13.10 Severability...................................................... 96
13.11 Entire Understanding.............................................. 96
13.12 Language.......................................................... 96
13.13 Applicable Law.................................................... 96
13.14 Remittances....................................................... 96
13.15 Bulk Sales........................................................ 96
13.16 Jurisdiction of Disputes; Waiver of Jury Trial.................... 96
13.17 Schedules......................................................... 97
13.18 Disclaimer of Warranties.......................................... 98
13.19 Counterparts...................................................... 99
13.20 Specific Performance.............................................. 99
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EXHIBITS
Exhibit A Assignment and Assumption Agreement
Exhibit B Xxxx of Sale
Exhibit C Copyright Assignment
Exhibit D Cross License Agreement
Exhibit E Grande Reseller Agreement
Exhibit F Patent Assignment
Exhibit G Release Agreement
Exhibit H-1 Sublicense
Exhibit H-2 Sublicense
Exhibit I OPPS Supply Agreement
Exhibit J Trademark Assignment
Exhibit K Transition Services Agreement
Exhibit L Bedford Lease
Exhibit M FIRPTA Certificate
Exhibit N Opinion of Mayer, Brown, Xxxx & Maw LLP (US Law
Matters)
Exhibit O Opinion of Mayer, Brown, Xxxx & Maw LLP (UK Law
Matters)
Exhibit P Opinion of Xxxxx & Overy (Indenture Matters)
Exhibit Q Opinion of Valuation Research Corporation
Exhibit R Opinion of Pillsbury Winthrop LLP
SCHEDULES
Schedule 1.1A Core Technology
Schedule 1.1B Current Access Employees
Schedule 1.1C Former Access Employees
Schedule 1.1D Global Patent Licenses
Schedule 1.1E Group A and Group B Patents
Schedule 1.1F OPPS Patents
Schedule 1.1G Purchaser's Knowledge
Schedule 1.1H Seller's Knowledge
Schedule 1.1I Shared Contracts
Schedule 2.1(a) Personal Property
Schedule 2.1(e) Registered Trade Names
Schedule 2.2(c) Certain Customer Contracts
Schedule 2.2(f) Other Contracts
Schedule 2.4(x) Excluded Laboratory and Other Equipment
Schedule 2.5(g) Assumed Proceedings
Schedule 3.2(g) Calculation Principles
Schedule 4.3(a) Seller Governmental Consents
Schedule 4.3(b) Seller Other Consents
Schedule 4.4(a) Management Accounts
Schedule 4.4(b) Deviations from UK GAAP
Schedule 4.4(c) Assets and Liabilities
Schedule 4.5 No Other Assumed Liabilities
Schedule 4.6 No Adverse Effects or Changes
Schedule 4.7(a) Title to Assets
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Schedule 4.7(b) Affiliate Ownership of Assets
Schedule 4.8 Access Business Assets
Schedule 4.9(a) Real Property
Schedule 4.10(a) Material Owned Personal Property
Schedule 4.10(b) Material Personal Property Leases
Schedule 4.11(a) Material Customers
Schedule 4.11(b) Material Suppliers
Schedule 4.11(c) Material Distributors/Sales Representatives
Schedule 4.12 Proceedings
Schedule 4.13(a) Transferred Patents, Transferred Trademarks and
Transferred Technology
Schedule 4.13(b)(i) Transferred Intellectual Property - Administrative
Actions
Schedule 4.13(b)(ii) Transferred Intellectual Property - Effectiveness
Schedule 4.13(c) Ownership of Transferred Patents, Transferred
Trademarks and Transferred Technology
Schedule 4.13(d) Inbound Licenses
Schedule 4.13(e)(i) Transferred Intellectual Property - Infringement
and Claims
Schedule 4.13(e)(ii) Transferred Intellectual Property - Pending
Challenges or Adversarial Proceedings
Schedule 4.13(e)(iii) Transferred Intellectual Property - Infringement
Schedule 4.14(a) Contracts
Schedule 4.14(b) Material Contracts - Defaults
Schedule 4.14(c) Material Contracts - Consents
Schedule 4.15 Permits
Schedule 4.16 Insurance
Schedule 4.17 Employee Benefit Plans and Employment Agreements
Schedule 4.18(a) Work Stoppages; Collective Bargaining Agreements
Schedule 4.18(b) Compliance with Labor Laws
Schedule 4.18(c) Employment Losses Under WARN
Schedule 4.18(d) Agreements Restricting Employees
Schedule 4.18(e) Reporting of Wages
Schedule 4.20 Compliance with Laws
Schedule 4.21 Environmental Matters
Schedule 4.23 Inventory
Schedule 4.24(a) Product Warranties and Liabilities
Schedule 4.24(c) Recalls
Schedule 4.25 Effect of Transactions
Schedule 6.2 Preservation of Business
Schedule 6.3(c) Obtaining Consents
Schedule 6.16 Grande
Schedule 7.9 Closing Condition Consents
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ASSET PURCHASE AND SALE AGREEMENT
THIS ASSET PURCHASE AND SALE AGREEMENT is made as of the 5th day of
January, 2004, by and among Advanced Fibre Communications, Inc., a Delaware
corporation (the "Purchaser"), Advanced Fibre Communications North America,
Inc., a Delaware corporation and a wholly-owned subsidiary of the Purchaser
("AFCNA"), Marconi Communications, Inc., a Delaware corporation and an indirect
wholly-owned subsidiary of the Parent (the "Seller"), Marconi Intellectual
Property (Ringfence) Inc., a Delaware corporation and a wholly-owned subsidiary
of the Seller ("Marconi IP"), and Marconi Corporation plc, a public limited
liability company incorporated in England and Wales (registered no. 0067307)
(the "Parent"). Certain capitalized terms used herein are defined in Article I.
W I T N E S S E T H:
WHEREAS, the Purchaser and AFCNA (with respect to the Inventory (as
defined below) only) wish to purchase from the Seller and Marconi IP, and the
Seller and Marconi IP wish to sell to the Purchaser and AFCNA (with respect to
the Inventory only), the Assets (as defined below), and the Purchaser desires to
assume from the Seller, and the Seller desires to assign to the Purchaser,
certain obligations and liabilities relating to the Access Business (as defined
below), all upon the terms and subject to the conditions contained herein; and
WHEREAS, the Parent, as a parent entity of the Seller and Marconi IP,
has approved the sale of the Assets to the Purchaser and AFCNA as provided
herein, and the Board of Directors of the Parent has resolved that the
consideration for the Assets is sufficient to effect such sale under the
Indentures (as defined below).
NOW, THEREFORE, in consideration of the foregoing and the mutual
representations, warranties, covenants and agreements herein contained, the
Purchaser, AFCNA, the Seller, Marconi IP and the Parent agree as follows:
ARTICLE I
DEFINITIONS
1.1 Definitions. The following terms shall have the following
meanings for the purposes of this Agreement:
"Access Business" shall mean the business, as conducted by the Seller
prior to the date hereof, of designing, developing, manufacturing, marketing and
selling to telecommunications service providers voice, data and video transport
systems for copper and fiber access networks, including digital loop carriers,
digital subscriber lines and systems delivering fiber to the curb, fiber to the
premises and fiber to the home, and the provision of related technical services,
field support services, repair and replacement services and ongoing maintenance
services for such systems. "Access Business" does not include (a) the Accesshub
Business or (b) the Other Businesses.
"Access Employees" shall mean, collectively, Current Access Employees
and Former Access Employees.
"Accesshub Business" shall mean the business, as conducted by the
Parent and its Affiliates (other than the Seller and its Subsidiaries) prior to
the date hereof, of designing, developing, manufacturing, marketing and selling
to telecommunications service providers voice, data and video transport systems
for copper and fiber access networks, including digital loop carriers, digital
subscriber lines and systems delivering fiber to the curb, fiber to the premises
and fiber to the home, and the provision of related technical services, field
support services, repair and replacement services and ongoing maintenance
services for such systems. "Accesshub Business" does not include (a) the Access
Business or (b) the Other Businesses.
"Access Plans" shall mean the plans, programs, arrangements and
agreements which cover only Current Access Employees or Former Access Employees
and are identified on Schedule 4.17 as an Access Plan.
"Access Portion" shall have the meaning set forth in Section 2.3(c).
"Accounting Firm" shall have the meaning set forth in Section 3.2(c).
"Accounts Payable" shall have the meaning set forth in Section 2.5(e).
"Accounts Receivable" shall have the meaning set forth in Section
2.1(c).
"Accrued Compensation and Benefits" shall mean (i) payroll and bonuses
earned (it being understood that payroll and bonuses will be deemed "earned" in
accordance with the applicable plan or policy), (ii) vacation pay accrued and
(iii) the Included AIP Amount, in each case with respect to the Transferred
Employees.
"Acquired Entity" shall have the meaning set forth in Section 6.11(b).
"Acquisition" shall mean the purchase and sale of the Assets and the
assumption of the Assumed Obligations pursuant to the terms and conditions of
this Agreement.
"Adjusted Purchase Price" shall have the meaning set forth in Section
3.2(f).
"AFAC" shall mean Advanced Fibre Access Corporation, a Delaware
corporation.
"AFCNA" shall have the meaning set forth in the Preamble.
"Affiliate" shall mean, with respect to any specified Person, any other
Person which directly or indirectly, controls, is under common control with, or
is controlled by, such specified Person. The term "control" as used in the
preceding sentence means, with respect to a corporation, the right to exercise,
directly or indirectly, more than fifty percent (50%) of the voting rights
attributable to the shares of such corporation, or with respect to any Person
other than a corporation, the possession, directly or indirectly, of the power
to direct or cause the direction of the management or policies of such Person.
"Affiliate Contracts" shall have the meaning set forth in Section
4.14(a)(vi).
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"Affiliated Group" shall have the meaning set forth in this section
under the definition of Tax or Taxes.
"Agreement" shall mean this Asset Purchase and Sale Agreement,
including all Exhibits and Schedules hereto, as it may be amended, modified or
supplemented from time to time in accordance with its terms.
"Antitrust Division" shall mean the Antitrust Division of the United
States Department of Justice.
"Applicable Accounting Principles" shall have the meaning set forth in
Section 4.4.
"Assets" shall have the meaning set forth in Section 2.2.
"Assignment and Assumption Agreement" shall mean the assignment and
assumption agreement in the form set forth in Exhibit A.
"Assumed Obligations" shall have the meaning set forth in Section 2.5.
"Assumed Proceedings" shall have the meaning set forth in Section
2.5(g).
"Audit" shall have the meaning set forth in Section 6.17(a).
"Balance Sheet" shall have the meaning set forth in Section 4.4.
"BBRS Business" shall mean the business of designing, developing,
manufacturing, marketing and selling broadband routing and switching equipment
and systems and associated administrative and management software, and the
provision of related technical services, field support services, repair and
replacement services and ongoing maintenance services for such equipment,
systems and software, provided, that, for purposes of the foregoing, "broadband
routing and switching equipment and systems": (a) includes ATM switching, IP
switching, IP routing, frame relay switching, Ethernet switching, MPLS switching
and similar products and technologies; and (b) excludes the Access Business, and
specifically excludes Digital Subscriber Line Access Multiplexers (DSLAMS), the
MX shelf deployed in a mode to aggregate FITLA and DISC*s DSL traffic and the
aggregation of remote DSL ports of the FITLA and MX products of the Access
Business that are internal to those products.
"Bedford Facility" shall mean the facility located at 0000 Xxxxxxxx
Xxxxxxx, Xxxxxxx, Xxxxx 00000.
"Bedford Lease" shall have the meaning set forth in Section 4.9(a).
"Bedford Sale Agreement" shall mean the Agreement for the Sale and
Purchase of Real Estate entered into on November 24, 2003, by and between Jabil
Circuit of Texas, L.P. and CAMI Industrial, LLC.
"BellSouth Entity" shall mean (i) BellSouth Corporation, (ii) any
Subsidiary of BellSouth Corporation, (iii) any Person that acquires directly or
indirectly (whether by purchase,
3
assignment, conveyance, spin-off, contribution or otherwise, alone or together
with one or more Affiliates in a single transaction or series of related
transactions) at least 100,000 telephone lines or other access lines within the
Nine-State Region from BellSouth Corporation or any of its Subsidiaries (the
"Subject Lines") (it being understood that, subsequent to any such transaction,
only the portion of such Person's business consisting of the Subject Lines shall
be deemed to be included in the definition of "BellSouth Entity") and (iv) any
successors (by way of merger, consolidation or otherwise) to any Persons
referred to in the foregoing clauses (i), (ii) or (iii) (it being understood
that in the case of a successor of the type contemplated by this clause (iv),
only that portion of such successor's business that constituted the business of
a "BellSouth Entity" in the Nine-State Region prior to the applicable
transaction shall be deemed included in the definition of "BellSouth Entity"
subsequent to such transaction); provided, however that if any Person referred
to in the foregoing clauses (i), (ii), (iii) or (iv) acquires any equity
interest in, or all or a portion of the business or assets of, any Person (other
than a Person referred to in the foregoing clauses (i), (ii), (iii) or (iv))
(regardless of the form of such transaction), then the definition of "BellSouth
Entity" shall not include (A) such acquired Person or any of its Subsidiaries
(in the case of an acquisition of equity interests) or (B) the business or
assets so acquired (in the case of any acquisition of assets).
"Benchmark Amount" shall mean $5,604,000.
"Benefit Plans" shall mean, collectively, the Access Plans and the
Seller Benefit Plans.
"Xxxx of Sale" shall mean the xxxx of sale in the form set forth in
Exhibit B.
"Business Day" shall mean any day of the year other than (i) any
Saturday or Sunday or (ii) any other day on which banks located in London,
England or New York, New York generally are closed for business.
"Business Material Adverse Effect" shall mean any event, change or
occurrence which, individually or together with any other event, change or
occurrence, (A) has had or would reasonably be expected to have a material
adverse effect on the operations, assets, results of operations or financial
condition of the Access Business as a whole or (B) has otherwise had or would
reasonably be expected to have a material adverse effect on the Purchaser's
ability following the Closing to conduct the Access Business as currently
conducted (for purposes of this clause (B), disregarding impairments to the
extent caused by the identity of the Purchaser, by any unique characteristic of
the Purchaser or by any facts relating specifically to the Purchaser that would
distinguish it from another similarly situated purchaser of the Assets), other
than any event, change or occurrence resulting from (i) matters generally
affecting the economy of the United States of America or Canada, (ii) conditions
affecting the industry in general in which the Access Business operates and not
having a materially disproportionate effect (relative to most industry
participants) on the Access Business, (iii) military action or any act of
terrorism, (iv) the loss of any vendors, customers or employees of the Access
Business due to the fact that the Purchaser (as opposed to any other Person) is
acquiring the Access Business, (v) changes in Law (for this purpose, "Law" shall
not include Judgments to which any of the Seller, the Parent or Marconi IP is a
party or by which the Access Business or the Assets are bound) or (vi) with
respect to clause (A) above only, matters to the extent relating to an Excluded
Asset and/or a Retained Obligation so long as such matters do not have and would
not reasonably be expected
4
to have an adverse impact on the value of the Access Business to the Purchaser,
the value of the Assets or the reputation of the Access Business.
"Calculation Principles" shall have the meaning set forth in Section
3.2(g).
"CAMI Transaction" shall have the meaning set forth in Section 4.9(a).
"Claims" shall have the meaning set forth in Section 2.2(h).
"Claims Proceeds" shall have the meaning set forth in Section
6.2(c)(iv).
"Closing" shall mean the consummation of the Acquisition and the other
transactions contemplated herein in accordance with Article IX.
"Closing Date" shall mean the date on which the Closing occurs or is to
occur.
"Closing Working Capital" shall have the meaning set forth in Section
3.2(a).
"COBRA" shall mean all continuation group health coverage in accordance
with the provisions of Section 4980B or Part 6 of Subtitle B of Title 1 of
ERISA.
"Code" shall mean the United States Internal Revenue Code of 1986, as
amended.
"Commercial Agreements" shall mean the Transition Services Agreement,
the OPPS Supply Agreement, the Grande Reseller Agreement, if any, and the Seller
Bedford Lease, if any.
"Commercial Laws" shall have the meaning set forth in Section 2.5(c).
"Consent" shall mean a consent, authorization or approval of a Person,
or a filing or registration with a Person.
"Contract" shall mean any contract, license, lease, sales order,
purchase order, indenture, mortgage, note, bond, warrant, legally binding
commitment, agreement and all other legally binding arrangements, whether oral
or written.
"Conveyance Agreement" shall mean any Related Agreement other than the
Commercial Agreements.
"Copyright Assignment" shall mean the Copyright Assignment in the form
attached hereto as Exhibit C.
"Core Technology" shall mean the Transferred Technology described on
Schedule 1.1A.
"Cross License Agreement" shall mean the cross license agreement in the
form attached hereto as Exhibit D.
"CSC" shall mean Computer Sciences Corp., a Nevada corporation.
5
"CSC International" shall mean CSC International Systems Management
Inc., a Nevada corporation.
"CSC Outsourcing Arrangement" shall mean the series of agreements
pursuant to which the Seller and its Affiliates have agreed to (i) outsource the
provision of certain information technology services to CSC International,
including information technology services for the Access Business, and (ii)
transfer certain of their equipment, contracts and other assets to CSC
International and British Telecommunications PLC for the purpose of facilitating
such outsourcing arrangement, including certain information technology assets
formerly used in support of the Access Business.
"Current Access Employee" shall mean any person who is employed by the
Seller or any of its Affiliates immediately prior to the Closing Date primarily
in connection with the Access Business, including any such person on leave of
absence, maternity or paternity leave, vacation, sick leave, short term or long
term disability, military leave, jury duty or bereavement leave. All such
persons are listed in Schedule 1.1B.
"Current Access Products" shall mean products, materials and services
that are presently offered by the Access Business, or are presently,
demonstrably in development to be offered by the Access Business, in each case
as such products, materials and services exist before incorporation of products,
materials and services provided or performed by the OPPS Business.
"December CA" shall have the meaning set forth in Section 6.9(a).
"Deloitte" shall have the meaning set forth in Section 6.17(a).
"Dollars" or numbers preceded by the symbol "$" shall mean amounts in
United States Dollars.
"Employee IP Agreement" shall mean: (i) for copyrights that qualify as
works made for hire or for trade secrets, an agreement with the Seller or
Marconi IP or any predecessor in interest, that vests in the Seller or Marconi
IP or the predecessor in interest original ownership in such copyrights or trade
secrets included in the Transferred Technology conceived or developed by
Personnel and (ii) for copyrights that cannot qualify as works made for hire or
for Patents, appropriate assignments, or agreements to assign, such copyrights
or Patents included in Transferred Patents or Transferred Technology to the
Seller or Marconi IP or any predecessor in interest.
"Enforceability Limitations" shall mean limitations on enforcement and
other remedies imposed by or arising under or in connection with applicable
bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and
other similar Laws affecting creditors' rights generally from time to time in
effect or general principles of equity.
"Environmental Law" shall mean any Law, each as in effect on the date
hereof or the Closing Date, that imposes liability or standards of conduct
concerning discharges, emissions, Releases or threatened Releases of any
pollutant or contaminant into ambient air, water (including ground water) or
land, or otherwise relating to the generation, treatment, storage, disposal,
cleanup, transport or handling of any pollutant or contaminant.
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"Environmental Permit" shall mean any Permit required by or pursuant to
any applicable Environmental Law.
"ERISA" shall mean the Employee Retirement Income Security Act of 1974,
as amended.
"Evolutions" shall have the meaning set forth in the Cross License
Agreement.
"Exchange Act" shall have the meaning set forth in Section 6.17(f).
"Excluded Assets" shall have the meaning set forth in Section 2.4.
"Excluded Leases" shall have the meaning set forth in Section 2.4(g).
"50% Losses" shall mean any Losses arising out of or resulting from (a)
a breach of a representation or warranty contained in (i) Section 4.7(b),
Section 4.8 or Section 4.13 of this Agreement, (ii) Section 5 of the Cross
License Agreement or (iii) Section 3 of either Sublicense or (b) Section 12.2(f)
or Section 12.2(g) of this Agreement.
"FIRPTA Certificate" shall have the meaning set forth in Section 7.8.
"Former Access Employee" shall mean any person who is not employed by
the Seller or any of its Affiliates immediately prior to the Closing Date and
who, immediately prior to such individual's termination of employment with the
Seller or its Affiliate, was coded on the data systems of the Seller or its
Affiliates as employed in Department 160, the department number which designated
the person as employed primarily in connection with the Access Business. All
such persons are listed in Schedule 1.1C.
"Freeport Sublease" shall mean the lease, dated March 27, 1998, by and
between the Seller and Freeport #1 L.P. with respect to the Seller's former
facility located at 0000 Xxxxxxxx Xxxxxxx, Xxxxxx, Xxxxx 00000 and the related
sublease, dated September 27, 2002, by and between the Seller and CSC.
"FTC" shall mean the Federal Trade Commission.
"Global Patent Licenses" shall mean the patent licenses set forth on
Schedule 1.1D.
"Governmental Authority" shall mean any Federal, state, local or
foreign government or subdivision thereof, or any entity, body or authority
exercising executive, legislative, judicial, regulatory or administrative
functions of or pertaining to any Federal, state, local or foreign government.
"Governmental Required Consent" shall mean, with respect to a Person,
compliance by such Person with, and filings by such Person under, the HSR Act.
"Grande" shall mean Grande Communications, Inc., a Delaware
corporation.
7
"Grande Agreements" shall mean the Grande Credit Facility and any notes
receivable thereunder, the Grande Warrant Agreement and the System Purchase
Agreement.
"Grande Credit Facility" shall mean the Loan and Security Agreement,
dated as of October 29, 2001, and as subsequently amended, among Grande, Grande
Communications Networks, Inc., Grande Communications Holdings, Inc. (and certain
Affiliates thereof), the Lenders thereto, General Electric Capital Corporation
(as Administrative Agent) and GECC Capital Markets Group, Inc. (as Lead
Arranger).
"Grande Reseller Agreement" shall mean the Grande Reseller Agreement
attached hereto as Exhibit E.
"Grande Warrant Agreement" shall mean the Warrant Agreement, dated as
of October 29, 2001, by and among Grande Communications Holdings, Inc., NTFC
Capital Corporation and Marconi Finance, Inc.
"Group Contract" shall mean any Contract under which the Access
Business and at least one other business unit of the Seller or an Affiliate of
the Seller purchase or sell goods or services on a joint basis or otherwise have
rights or obligations.
"Group A Patents" shall mean the Patents so designated on Schedule
1.1E, including any and all related foreign counterpart patents and patent
applications.
"Group B Patents" shall mean the Patents so designated on Schedule
1.1E, including any and all related foreign counterpart patents and patent
applications.
"Guarantees" shall have the meaning set forth in Section 4.14(a)(iii).
"Hazardous Substance" shall mean any pollutant, contaminant, waste,
material or substance that is defined as hazardous, regulated, or controlled
under any applicable Environmental Law.
"HSR Act" shall mean the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act
of 1976, as amended.
"Inbound Licenses" shall have the meaning set forth in Section 4.13(d).
"Included AIP Amount" shall mean the total bonuses earned as of March
31, 2004 under the Marconi AIP, multiplied by a fraction, the numerator of which
is the number of days in the applicable bonus payment period which occur prior
to the Closing Date and the denominator of which is the total number of days in
the applicable bonus payment period ending on March 31, 2004, less amounts paid
by Marconi under the Marconi AIP prior to the Closing Date. However, and
notwithstanding the foregoing, if the bonus is based on the satisfaction of more
than one target and each of the targets has a different period of time
associated with the target, the proration above described shall be computed with
respect to each target separately.
"Indemnified Person" shall mean the Person or Persons entitled to, or
claiming a right to, indemnification under Article XII.
8
"Indemnifying Person" shall mean the Person or Persons claimed by the
Indemnified Person to be obligated to provide indemnification under Article XII.
"Indentures" shall mean, collectively, (i) the Indenture, dated as of
May 19, 2003, between Marconi Corporation plc, the Initial Guarantors named
therein and Law Debenture Trust Company of New York with respect to certain
Guaranteed Senior Secured Notes due 2008; (ii) the Indenture, dated as of May
19, 2003, between Marconi Corporation plc, the Initial Guarantors named therein
and Law Debenture Trust Company of New York with respect to certain Guaranteed
Junior Secured Notes due 2008; and (iii) the Security Trust and Intercreditor
Deed, dated as of May 19, 2003, between Marconi Corporation plc, The Law
Debenture Trust Company of New York, JPMorgan Chase Bank, HSBC Bank plc, the New
Bonding Facility Banks named therein, The Bank of New York, the Intra-Group
Creditors named therein and the Intra Group Borrowers named therein.
"Information and Records" shall have the meaning set forth in Section
2.1(d).
"Intellectual Property" shall mean intellectual property rights,
whether protected, created or arising under the laws of the United States or any
other jurisdiction anywhere in the world, including:
(a) patent registrations and applications;
(b) copyright registrations and applications;
(c) registrations of and applications for trade names,
trademarks, service names and service marks;
(d) trade secrets (including trade secrets consisting of
know-how, inventions, discoveries, concepts, ideas, methods, processes,
designs, formulae, technical data, drawings, specifications, data
bases, customer lists, pricing information and other proprietary and
confidential information);
(e) domain names; and
(f) all other proprietary rights.
"Interim Audit" shall have the meaning set forth in Section 6.17(f)
"Interim Financial Statements" shall have the meaning set forth in
Section 6.17(f)
"Inventory" shall have the meaning set forth in Section 2.1(b).
"Jabil" shall mean Jabil Circuit, Inc., a Delaware corporation.
"Jabil Agreements" shall mean, collectively, the Jabil Manufacturing
Agreement, the Jabil Repair Agreement, the Jabil Rationalization Agreement and
the Jabil Transition Agreement.
9
"Jabil Manufacturing Agreement" shall mean the Manufacturing Agreement,
dated June 13, 2001, among the Seller, certain Affiliates of the Seller and
Jabil, as amended.
"Jabil Rationalization Agreement" shall mean the U.S. Rationalization
Agreement, dated August 28, 2002, as amended pursuant to (i) the First Amendment
to the U.S. Bedford Rationalization Agreement, dated October 7, 2003, among the
Seller, certain Affiliates of the Seller and Jabil and (ii) the Second Amendment
to the U.S. Bedford Rationalization Agreement, dated December 19, 2003, among
the Seller, certain Affiliates of the Seller and Jabil.
"Jabil Repair Agreement" shall mean the Repair Services Agreement,
dated June 13, 2001, among the Seller, certain Affiliates of the Seller and
Jabil.
"Jabil Transition Agreement" shall mean the Access Transition
Agreement, dated May 2, 2003, by and between the Seller and Jabil.
"Judgment" shall have the meaning set forth in Section 4.3(b).
"Law" shall mean any law, statute, regulation, ordinance, rule, order,
decree or governmental requirement enacted, promulgated or imposed by any
Governmental Authority.
"Liability" shall mean with respect to any Person, any liability or
obligation of such Person of any kind, character or description, whether known
or unknown, absolute or contingent, accrued or unaccrued, disputed or
undisputed, liquidated or unliquidated, secured or unsecured, joint or several,
due or to become due, vested or unvested, executory, determined, determinable or
otherwise and whether or not the same is required to be accrued on the financial
statements of such Person.
"LIBOR Rate" shall have the meaning set forth in Section 3.2(f).
"Lien" shall mean any claim, encumbrance, lien, mortgage, pledge or
security interest.
"Loss" or "Losses" shall mean any and all losses, liabilities, claims,
diminution in value, damages and expenses (including reasonable legal and other
discretionary third-party fees and expenses in connection with defending or
settling any claim, demand, action, Proceeding or threat thereof or
investigating any facts related thereto).
"Management Accounts" shall have the meaning set forth in Section 4.4.
"Marconi AIP" shall mean the Marconi Access Systems Annual Incentive
Plan 2003/2004 Financial Year, as amended, as in effect on the date hereof.
"Marconi Entity" shall have the meaning set forth in the Cross License
Agreement.
"Marconi Finance" shall mean Marconi Finance, Inc., a Delaware
corporation.
"Marconi 401(k) Plan" shall have the meaning set forth in Section 11.8.
10
"Marconi Guarantee" shall mean any guarantee, indemnity, performance
bond, letter of credit, deposit or other security or contingent obligation in
the nature of a financial obligation, including letters of comfort or support
entered into or granted by any of the Seller's Affiliates in relation to or
arising out of any obligations or liabilities of the Seller in connection with
the Access Business (i) that are set forth on the Schedules or (ii) that were
incurred in the ordinary course of business.
"Marconi IP" shall have the meaning set forth in the Preamble.
"Marconi Name" shall mean the business name, brand name, trade name,
trademark, service xxxx, and domain name "Marconi," any business name, brand
name, trade name, trademark, service xxxx and domain name that includes the word
"Marconi", any portion thereof, any and all other derivatives thereof and the
Marconi logo (i.e., the script "M").
"Marconi plc" shall mean Marconi plc, a public limited liability
company incorporated in England and Wales (registered no. 3846429) whose
registered office is at New Century Park, XX Xxx 00, Xxxxxxxx, XX0 0XX, Xxxxxx
Xxxxxxx.
"Marconi Retirement Plan" shall have the meaning set forth in Section
11.3.
"Material Contracts" shall have the meaning set forth in Section
4.14(b).
"Material Personal Property Leases" shall have the meaning set forth in
Section 4.10.
"Maximum Rent" shall have the meaning set forth in Section 6.15(b).
"Net Accounts Payable" shall mean the aggregate amount of the Accounts
Payable, less the amount of any Accounts Payable erroneously billed, overbilled
or otherwise subject to a good faith reduction or dispute by the Access
Business.
"Net Accounts Receivable" shall mean the aggregate amount of the
Accounts Receivable, less reserves established in accordance with the
Calculation Principles.
"Net Inventory" shall mean the aggregate amount of the Inventory (other
than supplies), less reserves established in accordance with the Calculation
Principles.
"Nine-State Region" shall mean the States of Alabama, Florida, Georgia,
Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and Tennessee.
"Non-Access Portion" shall have the meaning set forth in Section
2.3(c).
"Notice of Acceptance" shall have the meaning set forth in Section
3.2(b)(i).
"Notice of Disagreement" shall have the meaning set forth in Section
3.2(b)(ii).
"October CA" shall have the meaning set forth in Section 6.9(c).
"100% Losses" shall mean Losses arising out of or resulting from (i) a
breach of a Title and Authorization Warranty (other than the representation and
warranty set forth in Section
11
4.7(b)), (ii) a breach of a covenant contained herein (other than breaches of
covenants contained in (A) the first sentence of Section 6.2, (B) Section
6.2(a)(ii), (iii), (vi), (xvi) or (xx) or (C) Section 6.2(b), (c), or (d)) or in
a Conveyance Agreement, (iii) Section 12.2(c), (d), or (e) hereof, (iv) Section
12.3(c) or (d) hereof or (v) fraud.
"OPPS Business" shall mean the business of (a) providing configuration,
design, implementation and support services for network systems, and the
provision of technical services, field support services, repair and replacement
services and ongoing maintenance services, in each case relating to such
configuration, design, implementation and support services, (b) designing,
developing, manufacturing, marketing and selling enclosures for housing both
active and passive electronic systems and active and passive communications
systems, and the provision of related technical services, field support
services, repair and replacement services and ongoing maintenance services for
such enclosures, and (c) designing, developing, manufacturing, marketing and
selling connection, protection and power systems, solutions and products for or
to network systems, and the provision of technical services, field support
services, repair and replacement services and ongoing maintenance services, in
each case relating to connection, protection and power systems, solutions and
products for or to network systems.
"OPPS Patents" shall mean the Patents listed on Schedule 1.1F.
"OPPS Supply Agreement" shall have the meaning set forth in the
definition of "Supply Agreements."
"Other Businesses" shall mean the OPPS Business, the BBRS Business and
the Test Systems Business.
"Other Business Product" shall mean any product of the Other Businesses
(as conducted in accordance with the definitions of "OPPS Business," "BBRS
Business" and "Test Systems Business" herein) that (i) does not incorporate or
use, and was not developed using, any of the Core Technology, (ii) is not
covered by any of the Group A Patents (excluding, only for purposes of this
clause (ii), products of existing licensees under the Global Patent Licenses),
and (iii) does not include any Current Access Products.
"Other Business Service" shall mean any service of the Other Businesses
(as conducted in accordance with the definitions of "OPPS Business," "BBRS
Business" and "Test Systems Business" herein) that (i) is performed without the
use of any of the Core Technology, (ii) is not performed on products covered by
any of the Group A Patents (excluding, only for purposes of this clause (ii),
products of existing licensees under the Global Patent Licenses) and (iii) is
not performed on any Current Access Products.
"Other Confidentiality Agreements" shall have the meaning set forth in
Section 6.9(a).
"Other Current Liabilities" shall mean the aggregate of (i) the accrual
for the discount owing to Communications Test Design, Inc., a distributor to
BellSouth Telecommunications, Inc., which accrual the Seller and the Purchaser
agree shall equal 2.25% of outstanding accounts receivables owing to the Access
Business from Communications Test Design, Inc. and (ii) the accruals for
personal property taxes, sales and use taxes and franchise taxes.
12
"Parent" shall have the meaning set forth in the Preamble.
"Patent" shall mean any United States patents, pending United States
patent applications, and all extensions, continuations, continuations in part,
divisions, reissues and reexaminations of such patents and patent applications.
"Patent Assignment" shall mean the patent assignment by Marconi IP in
favor of the Purchaser in the form of Exhibit F.
"Permit" shall mean any permit, license, approval or other
authorization required or granted by any Governmental Authority.
"Permitted Liens" shall mean: (i) Liens for Taxes that are not yet
delinquent or that are being contested in good faith by appropriate proceedings
for which adequate reserves have been established in accordance with the past
practices of the Access Business; (ii) workers', mechanics', materialmen's,
repairmen's, suppliers', carriers' or similar Liens arising in the ordinary
course of business with respect to the accounts payable being assumed by the
Purchaser pursuant to Section 2.5(e) that are not yet delinquent or that are
being contested in good faith by appropriate proceedings; (iii) covenants,
zoning restrictions, easements, licenses, or other restrictions on the use of
real property or other irregularities in title (including leasehold title)
thereto that do not materially impair the use of such real property, leases or
leasehold estates; and (iv) those Liens set forth in Schedule 4.7(a) (other than
Item 1 on Schedule 4.7(a)).
"Person" shall mean any individual, corporation, proprietorship, firm,
partnership, limited partnership, limited liability company, trust, association
or other entity.
"Personal Property" shall have the meaning set forth in Section 2.1(a).
"Personnel" shall mean all former and current employees, agents,
consultants and independent contractors that have contributed to or participated
in the conception or development of Transferred Technology or Transferred
Patents.
"Post-Closing Specific Performance Covenants" shall mean the covenants
set forth in Section 2.3, the last two sentences of Section 2.7, Section 3.2,
Section 3.3, Section 6.4, Section 6.6, Section 6.7, Section 6.9, the last two
sentences of Section 6.10(b), Section 6.10(c), Section 6.11, Section 6.12,
Section 6.13, Section 6.15(b), Section 6.15(c), Section 6.17, Section 13.6 and
Section 13.9 of this Agreement.
"Pre-Closing Environmental Liability" shall mean any Loss, Proceeding,
responsibility or other Liability arising out of Environmental Laws and (1) any
condition of the Assets or Excluded Assets to the extent existing on or prior to
the Closing Date, (2) the ownership or operation of the Access Business
(including by any former owner or operator thereof) or the Assets or any
Excluded Asset (or any assets previously owned or operated in connection with
the Access Business by any former owner or operator thereof) on or prior to the
Closing Date, (3)(A) personal injury, property damage or exposure to Hazardous
Substances or (B) investigation, remediation, natural resources damages or other
response actions, including claims related to any Releases, in each case arising
out of the ownership or operation of the Access Business or the Assets or any
Excluded Asset (or any assets previously owned or
13
operated in connection with the Access Business or by any former owner or
operator of the Access Business) on or prior to the Closing Date or (4) the
Release of Hazardous Substances or the arrangement for such activities, from, at
or to any off-site location arising out of the ownership or operation of the
Access Business, the Other Businesses, the Assets or any Excluded Asset (or any
assets previously owned or operated in connection with the Access Business or
the Other Businesses or by any former owner or operator of the Access Business
or the Other Businesses) on or prior to the Closing Date (it being understood
that, for purposes of this clause (4), the Seller and its Affiliates shall not
be liable for any actions or inactions by the Purchaser or any of its Affiliates
with respect to any such arrangement subsequent to the Closing).
"Pre-Closing Insurance Claims" shall have the meaning set forth in
Section 6.2(c)(ii).
"Pre-Closing Specific Performance Covenants" shall mean the covenants
set forth in Section 2.1, Section 2.2, Section 2.3, Section 2.5, Section 3.1,
Section 6.1, Section 6.2, Section 6.3, Section 6.4, Section 6.6, Section 6.7,
Section 6.9, the last two sentences of Section 6.10(b), Section 6.13, Section
6.14, Section 6.15, Section 6.16, Section 6.17, Section 13.6 and Section 13.8 of
this Agreement.
"Prepaids" shall mean all prepaid expenses of the Access Business as
determined and accounted for in accordance with accounting policies of the
Access Business, including prepaid travel expenses, license fees, maintenance
fees and support fees, deferred charges, advanced payments, security deposits
and other prepaid items.
"Proceeding" shall have the meaning set forth in Section 2.6(e).
"Proposed Adjustments" shall have the meaning set forth in Section
3.2(b)(ii).
"PTO" shall have the meaning set forth in Section 11.5.
"PTO Policy" shall have the meaning set forth in Section 11.5.
"Purchase Price" shall have the meaning set forth in Section 3.1(a).
"Purchased Contracts" shall mean the Contracts and other rights
described in Section 2.2 (including the Access Portion of the Shared Contacts).
"Purchaser" shall have the meaning set forth in the Preamble.
"Purchaser 401(k) Plan" shall have the meaning set forth in Section
11.8.
"Purchaser Benefit Plans" shall have the meaning set forth in Section
11.2.
"Purchaser Indemnified Party" shall have the meaning set forth in
Section 12.2.
"Purchaser Material Adverse Effect" shall mean any event, change or
occurrence that has had or would reasonably be expected to have a material
adverse effect (i) on the ability of the Purchaser or AFCNA to perform their
obligations under this Agreement and their Related
14
Agreements or (ii) on the ability of the Purchaser or AFCNA to consummate the
transactions required to be effected by them as contemplated hereby and thereby.
"Purchaser's knowledge," or any similar expression with regard to the
knowledge or awareness of or receipt of notice by the Purchaser, shall mean the
actual, direct and personal knowledge of any of the Persons listed in Schedule
1.1G.
"Purchaser's Welfare Plans" shall have the meaning set forth in Section
11.4.
"Related Agreement" shall mean any Contract that is to be entered into
by a party hereto at the Closing or otherwise pursuant to this Agreement on or
prior to the Closing Date, including the Assignment and Assumption Agreement,
the Xxxx of Sale, the Patent Assignment, the Cross License Agreement, the
Sublicenses, the Grande Reseller Agreement, if any, the OPPS Supply Agreement,
the Transition Services Agreement, the Copyright Assignment and the Trademark
Assignment. The Related Agreements executed by a specified Person shall be
referred to as "such Person's Related Agreements," "its Related Agreements" or
other similar expression.
"Release" shall mean any releasing, disposing, discharging, injecting,
spilling, leaking, leaching, pumping, dumping, emitting, escaping, emptying,
seeping, dispersal, migration, transporting, placing and the like, including the
moving of any materials through, into or upon, any land, soil, surface water,
groundwater or air, or otherwise entering into the environment.
"Release Agreement" shall mean the Release Agreement between The Law
Debenture Trust Corporation p.l.c., Marconi Corporation plc, Marconi
Communications, Inc. and Marconi Intellectual Property (Ringfence) Inc.,
substantially in the form attached hereto as Exhibit G.
"Request" shall have the meaning set forth in Section 6.17(b).
"Representatives" of a Person shall mean any officer, director,
employee, accountant, counsel, investment banker, financial advisor or other
representative of such Person or any of its Affiliates.
"Restricted Asset" shall have the meaning set forth in Section 2.3(a).
"Restricted Product" shall mean any voice, data or video transport
system for copper or fiber access networks (or any component thereof), including
digital loop carriers, digital subscriber lines and systems delivering fiber to
the curb, fiber to the premises or fiber to the home.
"Restrictive Covenants" shall have the meaning set forth in Section
6.11(c).
"Retained Obligations" shall have the meaning set forth in Section 2.6.
"Retained Patents" shall mean Patents (other than the Transferred
Patents), including any and all related foreign counterpart patents and patent
applications, that are owned by, or licensed to, any of the Marconi Entities and
are licensable to the Purchaser and its Affiliates by a Marconi Entity (but
excluding the OPPS Patents and the rights licensed to the Parent, the Seller or
any of their Affiliates under the Global Patent Licenses), and
15
(a) are listed in Schedule 1.24 of the Cross License
Agreement; or
(b) cover any Current Access Product; or
(c) cover a patented machine, manufacture, combination or
composition, or a material or apparatus for which a Current Access
Product is a material part of the invention, where such Current Access
Product is not a staple article or commodity of commerce suitable for
substantial noninfringing use.
"Retained Technology" shall mean Technology that: (a) is owned by, or
licensed to, any Marconi Entity and is licensable to the Purchaser and its
Affiliates by any Marconi Entity; (b) is used in the Access Business as
presently conducted by the Seller; and (c) is not Transferred Technology;
provided, however, that Retained Technology does not include the Technology in
Schedule 1.25 of the Cross License Agreement.
"SEC's Staff" shall have the meaning set forth in Section 6.17(b).
"Seller" shall have the meaning set forth in the Preamble.
"Seller Bedford Lease" shall have the meaning set forth in Section
6.15(c).
"Seller Benefit Plans" shall mean the plans, programs, arrangements and
agreements set forth on Schedule 4.17 that are identified on such Schedule as a
Seller Benefit Plan.
"Seller Indemnified Party" shall have the meaning set forth in Section
12.3.
"Seller Material Adverse Effect" shall mean any event, change or
occurrence that has had or would reasonably be expected to have a material
adverse effect (i) on the ability of the Parent, the Seller and Marconi IP to
perform their obligations under this Agreement and their Related Agreements or
(ii) on the ability of the Parent, the Seller and Marconi IP to consummate the
transactions required to be effected by them as contemplated hereby and thereby.
"Seller's knowledge," or any similar expression with regard to the
knowledge or awareness of or receipt of notice by the Seller, shall mean the
actual, direct and personal knowledge of (i) any of the Persons listed in
Schedule 1.1H or (ii) if, between the date hereof and the Closing, any Person
set forth on Schedule 1.1H ceases to hold the position with the Seller or an
Affiliate of the Seller that such Person holds as of the date hereof, any Person
who assumes such position or a comparable position prior to the Closing.
"Seller's Pension Plans" shall have the meaning set forth in Section
11.8.
"Seller's Welfare Plans" shall have the meaning set forth in Section
11.4.
"Shared Contracts" shall mean those Group Contracts set forth in
Schedule 1.1I.
"Special Warranty Matters" shall mean the obligation of the Seller to
provide replacement products or repair services as a result of the matters set
forth in items 1, 2, 3 and 4 in the "Customer Disputes" Section of Schedule
4.11(a).
16
"Special Warranty Reserve" shall mean $4,638,000 (which amount
represents the amount of the reserve agreed between the Seller and the Purchaser
with respect to the Special Warranty Matters as of September 30, 2003) less the
aggregate cost of replacement products and repair services incurred in
connection with the Special Warranty Matters between September 30, 2003 and the
Closing.
"Statement of Working Capital" shall have the meaning set forth in
Section 3.2(a).
"Sublicenses" shall mean the sublicense agreements in the forms of
Exhibits H-1 and H-2 hereto.
"Subsidiaries" of a Person shall mean any Person subject to control by
such Person. The term "control" as used in the preceding sentence means, with
respect to a corporation, the right to exercise, directly or indirectly, more
than fifty percent (50%) of the voting rights attributable to the shares of such
corporation, or with respect to any Person other than a corporation, the
possession, directly or indirectly, of the power to direct or cause the
direction of the management or policies of such Person.
"Supply Agreements" shall mean, collectively, (i) the Supply Agreement
between the Seller (acting through OPPS) and the Purchaser in the form set forth
in Exhibit I (the "OPPS Supply Agreement") and (ii) the Grande Reseller
Agreement, if any.
"System Purchase Agreement" shall have the meaning set forth in Section
6.16.
"Tax" or "Taxes" means all: (i) Federal, state, local, foreign and
other taxes, assessments, duties or similar charges of any kind whatsoever,
including all corporate franchise, income, sales, use, ad valorem, receipts,
value added, profits, license, withholding, payroll, employment, excise,
property, net worth, capital gains, transfer, stamp, documentary, social
security, payroll, environmental, alternative minimum, occupation, recapture and
other taxes, and including any interest, penalties and additions imposed with
respect to such amounts; (ii) liability for the payment of any amounts of the
type described in clause (i) as a result of being a member of an affiliated,
consolidated, combined, unitary or aggregate group (an "Affiliated Group"); and
(iii) liability for the payment of any amounts as a result of an express or
implied obligation to indemnify any other Person with respect to the payment of
any amounts of the type described in clause (i) or (ii).
"Tax Return" shall mean any report, return or other information
required to be supplied to a Governmental Authority in connection with any
Taxes.
"Tax Statute of Limitations Date" shall mean the close of business on
the 60th day after the expiration of the applicable statute of limitations with
respect to any Tax, including any extensions thereof (or if such date is not a
Business Day, the next Business Day).
"Tax Warranty" shall mean a representation or warranty in Section 4.19.
"Technology" shall mean trade secrets, confidential information,
inventions, discoveries, know-how, formulae, practices, processes, procedures,
ideas, specifications, engineering data, software, firmware, programs and source
disks, source codes, databases and data collections,
17
designs, registered and unregistered copyrights, composition services, research
records, records of inventions, test information, market surveys and marketing
know-how.
"Termination Date" shall have the meaning set forth in Section 10.1(b).
"Territory" shall mean the United States of America and Canada.
"Test Systems Business" shall mean the development, manufacture, supply
and installation of hardware and software systems used by telephone service
providers for maintaining service to subscribers and qualifying lines for
application of broadband technology including hardware and software systems (a)
interfacing the system's remote measurement units with access and switching
network elements deployed within a service provider's network to perform fault
analysis of the transport facility used for its subscriber loops, (b) providing
analysis of the loop to determine the suitability for transport of broadband
services such as DSL and (c) consisting of auxiliary hardware used in
applications to facilitate connection to the network element's test access port.
The Test Systems Business also provides installation, turn-up and engineering
services to the service provider to adapt its system to the specific network
elements and operational support systems used by the customer.
"Third Party Claim" shall have the meaning set forth in Section
12.7(a).
"Title and Authorization Warranty" shall mean a representation or
warranty in Section 4.1, 4.2, 4.3 (other than Sections 4.3(b)(ii) and (v)), 4.7,
4.26, 5.1, 5.2 or 5.3 (other than Section 5.3(b)(ii) and (iv)) of this
Agreement.
"Trademark Assignment" shall mean the Trademark Assignment in the form
of Exhibit J.
"Transfer Taxes" shall mean any Liability for transfer, documentary,
sales, use, registration, value added and other similar Taxes (including all
applicable real estate transfer Taxes and real property transfer gains Taxes)
and related amounts (including any penalties, interest and additions to Tax)
incurred in connection with this Agreement, the Related Agreements, the
Acquisition and the other transactions contemplated hereby and thereby.
"Transferable Permits" shall have the meaning provided in Section 2.2.
"Transferred Employee" shall have the meaning set forth in Section
11.1.
"Transferred Intellectual Property" shall mean, collectively, the
Transferred Trademarks, the Transferred Technology and the Transferred Patents.
"Transferred Patents" shall mean the Group A Patents and the Group B
Patents, including any and all related foreign counterpart patents and patent
applications.
"Transferred Technology" shall mean Technology owned by the Seller that
(a) was substantially developed by the Access Business or was developed
exclusively for the Access Business for use in the Access Business, but
excluding Technology used by the OPPS Business for the OPPS Business; or (b) was
used exclusively in the Access Business as presently
18
conducted, including the Core Technology, but excluding the Technology listed in
Schedule 1.25 of the Cross License Agreement.
"Transferred Trademarks" shall have the meaning set forth in Section
2.1(e).
"Transition Services Agreement" shall mean the transition services
agreement between the Seller and the Purchaser in the form set forth in Exhibit
K.
"25% Losses" shall mean any Losses under or otherwise in connection
with this Agreement, or any Conveyance Agreement or any other document delivered
at the Closing that is not a Commercial Agreement or the transactions
contemplated hereby or thereby other than (i) 50% Losses and (ii) 100% Losses.
"2003 Financial Statements" shall have the meaning set forth in Section
6.17(a).
"UKLA" shall mean the Financial Services Authority acting in its
capacity as the competent authority for the purposes of Part VI of the Financial
Services and Markets Xxx 0000 of England.
"Unresolved Adjustments" shall have the meaning set forth in Section
3.2(c).
"U.S. Affiliate" means, with respect to any specified Person, any
Affiliate of such Person that is incorporated or organized under the laws of any
of the states of the United States of America.
"U.S. GAAP" shall have the meaning set forth in Section 6.17(a).
"Vidar Claims" shall mean (i) all amounts awarded or received, or that
may subsequently be awarded or received, to or by the Seller pursuant to or in
settlement of the Vidar Proceedings and (ii) all other indemnities, rights or
claims of the Seller against Vidar-SMS Co., Ltd. or any of its Affiliates
arising from the matters subject to the Vidar Proceedings.
"Vidar Proceedings" shall mean (i) Marconi Communications, Inc. vs.
Vidar-SMS Co., Ltd., ICC International Court of Arbitration Case No.
11035/ESR/TE and (ii) Marconi Communications, Inc. v. Vidar-SMS Co., Ltd., Civil
Action No. 3:00-CV-1293-L in the United States District Court for the Northern
District of Texas, Dallas Division.
"WARN Act" shall mean the Worker Adjustment and Retraining Notification
Act of 1988, as amended, and any similar Law.
"Welfare Plan" shall mean the Marconi Total Rewards Plan.
1.2 Interpretation. The headings preceding the text of Articles
and Sections included in this Agreement and the headings to Schedules attached
to this Agreement are for convenience only and shall not be deemed part of this
Agreement or be given any effect in interpreting this Agreement. The use of the
masculine, feminine or neuter gender or the singular or plural form of words
herein shall not limit any provision of this Agreement. The use of the terms
"including" or "include" shall in all cases herein mean "including, without
limitation" or
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"include, without limitation," respectively. The phrase "ordinary course of
business consistent with past practices" and similar phrases as used herein with
respect to the operation of the Access Business prior to the Closing shall refer
to the operation of the Access Business between April 1, 2002 and the date
hereof. Reference to any Person includes such Person's successors and assigns to
the extent such successors and assigns are permitted by the terms of any
applicable agreement. Reference to a Person in a particular capacity excludes
such Person in any other capacity or individually. Reference to any agreement
(including this Agreement), document or instrument means such agreement,
document or instrument as amended or modified and in effect from time to time in
accordance with the terms thereof and, if applicable, the terms hereof.
Underscored references to Articles, Sections, paragraphs, clauses, Exhibits or
Schedules shall refer to those portions of this Agreement. The use of the terms
"hereunder," "hereof," "hereto" and words of similar import shall refer to this
Agreement as a whole and not to any particular Article, Section, paragraph or
clause of, or Exhibit or Schedule to, this Agreement.
ARTICLE II
SALE AND PURCHASE OF ASSETS; ASSUMPTION OF ASSUMED OBLIGATIONS
2.1 Purchase and Sale of Assets. Except as provided in Sections
2.3 and 2.4 and subject to the other terms and conditions of this Agreement, at
the Closing, the Seller and Marconi IP, as the case may be, shall sell, assign,
convey, transfer and deliver to the Purchaser, and, with respect to the
Inventory only, AFCNA, free and clear of any Liens other than Permitted Liens,
and the Purchaser and, with respect to the Inventory only, AFCNA, shall purchase
and acquire from the Seller and Marconi IP, as the case may be, and take
assignment and delivery from the Seller and Marconi IP, as the case may be, of
all of the Seller's or Marconi IP's, as the case may be, right, title and
interest in and to the following (wherever located, unless otherwise
specifically stated, and other than the Excluded Assets):
(a) Equipment; Personal Property. All (i) equipment,
machinery, computers, computer hardware, servers, network equipment and
connections, in each case either (A) located at the Bedford Facility or
(B) if primarily used or held for use in the Seller's conduct and
operation of the Access Business, located elsewhere, (ii) furniture,
furnishings, tools, spare parts, and all other items of tangible
personal property, in each case either (A) located at the Bedford
Facility or (B) if primarily used or held for use in the Seller's
conduct and operation of the Access Business, located elsewhere and
(iii) all vehicles primarily used in the Access Business, including
with respect to subclauses (i), (ii) and (iii), those items of personal
property set forth on Schedule 2.1(a), but in each case excluding the
laboratory and other equipment listed on Schedule 2.4(x) (the assets
described in this Section 2.1(a) being collectively referred to as the
"Personal Property");
(b) Inventory. All supplies, materials and other
inventories of raw materials, works-in-progress and finished goods
(wherever located) to the extent used in or held in connection with the
Access Business, including any inventories on consignment with contract
manufacturers or customers in connection with the Access Business
(collectively, the "Inventory");
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(c) Accounts Receivable. All accounts receivable, trade
receivables, notes receivable and other receivables (excluding any
receivables relating to any Benefit Plan) to the extent arising out of
or from the operation of the Access Business, including receivables
from suppliers but excluding receivables to the extent relating to the
Excluded Assets and any claim, remedy or right to the foregoing
(collectively, the "Accounts Receivable");
(d) Information and Records. All sales and business
records, service records, warranty records, books of account, ledgers,
general, financial and accounting records, files, program
documentation, tapes, manuals, forms, product guides and similar
materials, proprietary information and invention agreements and similar
agreements, invoices, inventory records, engineering, maintenance,
operating and production records, cost and pricing information,
business plans, catalogs, quality control records, files related to
Assumed Proceedings, credit records of customers, customers' and
suppliers' lists, other distribution lists, billing records, sales and
promotional literature, customer and supplier correspondence (in all
cases, in any form or medium), in each case, to the extent used or held
for use in, or to the extent that arose or arise out of the operation
or conduct of, the Access Business or to the extent related to any
Asset or any Assumed Obligation (collectively, the "Information and
Records"); provided, that, notwithstanding anything to the contrary in
this Section 2.1(d), (i) "Information and Records" shall not include
(A) any information or records which constitute "Technology", (B) any
Proceeding files other than files related to the Assumed Proceedings
and (C) the portion of any information or records related to an
Excluded Asset or Retained Obligation and (ii) if any particular record
of the Seller contains both information to be transferred to the
Purchaser pursuant to this Section 2.1(d) and other information, then
the Seller can, at its option, either (A) provide a copy of such record
to the Purchaser subject to the Purchaser's obligations contained
herein to keep such other information confidential or (B) create a new
record that separates out the information to be transferred to the
Purchaser pursuant to this Section 2.1(d) and provide a copy of such
new record to the Purchaser;
(e) Trade Names. All (i) registered trade names,
trademarks, service names and service marks (and applications for
registration of the same) set forth on Schedule 2.1(e) and (ii) all
unregistered trade names, trademarks, service names and service marks
which are owned by the Seller and used exclusively in the Seller's
conduct of the Access Business (collectively, the "Transferred
Trademarks");
(f) Technology. The Transferred Technology;
(g) Patents. The Transferred Patents;
(h) Goodwill. All of the Seller's and Marconi IP's
customer relationships and related goodwill to the extent generated by
or associated with the Access Business, including the exclusive right
to represent oneself as the successor of the Access Business
(notwithstanding the foregoing, it is understood and agreed that the
Seller is not transferring to the Purchaser (i) the customer
relationships (or related goodwill) to the
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extent generated by or associated with the Other Businesses or (ii) any
goodwill associated with the Marconi Name in and of itself);
(i) Products. All products of the Access Business sold
prior to the Closing (including products returned after the Closing and
rights of rescission, replevin and reclamation) (as such products exist
without the inclusion of any services or products supplied by the Other
Businesses);
(j) Credits. All credits and Prepaids to the extent used
or held for use in, or that arose or arise out of, the operation or
conduct of the Access Business or in connection with any Asset or any
Assumed Obligation (excluding those credits relating to any Benefit
Plan);
(k) Claims Proceeds. All Claims Proceeds except as
provided in Sections 6.2(c)(iv)(A) and (B); and
(l) Other. All other properties and assets of every kind,
character and description, tangible or intangible, primarily used or
held for use in, or that primarily arose or arise out of, the operation
or conduct of the Access Business to the extent not set forth above,
whether or not similar to the items set forth above.
2.2 Assignment of Permits and Contracts. Except as provided in
Sections 2.3 and 2.4 and subject to the other terms and conditions of this
Agreement, at the Closing, the Seller and Marconi IP, as the case may be, shall
assign and transfer to the Purchaser, and the Purchaser shall take assignment
of, all of the Seller's and Marconi IP's, as the case may be, right, title and
interest in and to all Permits and all pending applications or renewals thereof
that relate exclusively to the operation or conduct of the Access Business or
are exclusively used or held for use in connection with any Asset including the
Permits, applications and renewals set forth on Schedule 4.15, to the extent
such Permits, applications and renewals are transferable (collectively, the
"Transferable Permits"), and in and to the following Contracts or contractual
rights of the Seller:
(a) Occupancy of Bedford Facility. Subject to Section
6.15, the Bedford Lease;
(b) Personal Property Leases. All leases of personal
property related exclusively to the conduct or operation of the Access
Business, including the leases set forth on Schedule 4.10(b) (except as
otherwise noted on such schedule);
(c) Customer Contracts. (i) All sale orders and other
Contracts for the provision of goods or services to customers arising
exclusively from the operation or conduct of the Access Business,
including those Contracts set forth on Schedule 4.14(a)(xi) and
Schedule 2.2(c), (ii) the Shared Contracts listed as items 1, 2, 3, 12
and 13 on Schedule 7.9 and (iii) subject to the foregoing clause (ii)
and except as otherwise provided on Schedule 7.9, the portion of each
Shared Contract set forth on Schedule 1.1I under the heading "Shared
Customer Contracts" to the extent pertaining to the operation or
conduct of the Access Business after the Closing;
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(d) Vendor Contracts. (i) All purchase orders and other
Contracts for the purchase of goods or services related exclusively to
the operation or conduct of Access Business, including those Contracts
set forth on Schedule 4.14(a)(iv) (except as otherwise noted on such
schedule) and (ii) the portion of each Shared Contract set forth on
Schedule 1.1I under the heading "Shared Vendor Contracts" to the extent
pertaining to the operation or conduct of the Access Business after the
Closing;
(e) Intellectual Property Licenses. (i) All agreements
for the license to the Seller or Marconi IP of Intellectual Property
that are used or held for use exclusively in the operation or conduct
of the Access Business including all agreements set forth on Schedule
4.13(d) (except as otherwise noted on such schedule) and (ii) those
certain rights under each Shared Contract set forth on Schedule 1.1I
under the heading "Shared Intellectual Property Licenses" to the extent
used or held for use in the operation or conduct of the Access
Business;
(f) Other Contracts. (i) All other Contracts set forth on
Schedule 2.2(f), (ii) those certain rights under each Shared Contract
set forth on Schedule 1.1I under the heading "Other Shared Contracts"
to the extent used or held for use in the operation or conduct of the
Access Business and (iii) such other Contracts entered into between the
date hereof and the Closing Date entered into in compliance with
Section 6.2 to the extent used or held for use in the operation or
conduct of the Access Business;
(g) Non-Disclosure Obligations. All non-disclosure,
confidentiality and similar obligations owed to the Seller or any of
its Affiliates to the extent related to the Access Business other than
those non-disclosure or confidentiality agreements entered into in
connection with the proposed sale of the Access Business;
(h) Claims. All warranties, indemnities, rights and
claims against third parties to the extent arising out of or relating
to the Access Business or any Asset or Assumed Obligation
(collectively, "Claims", it being agreed that "Claims" shall not
include claims to the extent arising out of or relating to any Excluded
Asset or Retained Obligation), including Claims in bankruptcy but
excluding Claims arising under insurance policies (except as set forth
in Section 6.8); and
(i) Employee Non-Compete Obligations. All rights with
respect to any obligation of any Access Employee to refrain from
competing with the Access Business.
All of the property and assets to be transferred or assigned to the
Purchaser and AFCNA hereunder pursuant to Sections 2.1 and 2.2 are herein
referred to collectively as the "Assets"; provided, however, "Assets" shall not
include the equity of, or any other ownership interest in, any Person.
Notwithstanding the foregoing, the transfer of the Assets pursuant to
this Agreement shall not include the assumption of any Liability related to the
Assets unless the Purchaser expressly assumes that Liability pursuant to Section
2.5.
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2.3 Certain Provisions Regarding Assignments.
(a) Anything in this Agreement to the contrary
notwithstanding, this Agreement shall not constitute an agreement to
assign or transfer any Contract or other Asset or any claim, right,
benefit or obligation thereunder or resulting therefrom if (i) an
assignment or transfer thereof, without the Consent of a third party
thereto, would constitute a breach or violation thereof or would in any
way adversely affect the rights (upon transfer) of the Purchaser under
such Contract or other Asset or result in the loss or cancellation
thereof and (ii) such Consent is not obtained at or prior to the
Closing ("Restricted Asset") (it being understood that this Section
2.3(a) shall in no way limit any parties' obligations under Section
6.3(c)).
(b) If the parties are not successful in obtaining a
Consent at or prior to the Closing, then (i) the Seller shall continue
to keep the applicable Restricted Asset in effect in accordance with
its terms and shall provide the Purchaser with the benefits of the
Restricted Asset in question accruing after the Closing Date to the
extent that the Seller may provide such benefits (A) in a manner not in
violation of the terms of such Restricted Asset (and subject to Section
2.3(d) below) and (B) without incurring any material expense or
otherwise taking any material actions or measures (such as hiring
additional employees) and (ii) if the Seller provides such benefits to
the Purchaser, the Purchaser shall perform at its sole expense the
obligations of the Seller to be performed after the Closing under the
Restricted Asset in question. Once a Consent for the sale, assignment,
assumption, transfer, conveyance and delivery of a Restricted Asset is
obtained, the Seller shall promptly assign, transfer and deliver such
Restricted Asset to the Purchaser, and the Purchaser shall assume the
obligations under such Restricted Asset that relate to the period from
and after the date of assignment, transfer and delivery of such
Restricted Asset to the Purchaser. The terms of this Section 2.3(b)
shall not apply with respect to Shared Contracts, it being understood
that the treatment of Shared Contracts is addressed in Section 2.3(c).
(c) Prior to the Closing and subject to the provisions
set forth in Schedule 7.9 with respect to certain Shared Contracts, the
Seller and the Purchaser shall use their reasonable best efforts to
work together (and, if necessary and desirable, to work with the third
parties to the Shared Contracts) in an effort to (i) divide, modify
and/or replicate (in whole or in part) the respective rights and
obligations under and in respect of the Shared Contracts and (ii) if
possible, novate the respective rights and obligations under and in
respect of the Shared Contracts, such that, effective as of the
Closing, (A) the Purchaser is the beneficiary of the post-Closing
rights and is responsible for the post-Closing obligations related to
that portion of the Shared Contract included in the Purchased Contracts
(the "Access Portion") (so that, subsequent to the Closing, the Seller
shall have no post-Closing rights or post-Closing obligations with
respect to the Access Portion of the Shared Contract) and (B) the
Seller is the beneficiary of the rights and is responsible for the
obligations related to the Shared Contract other than the Access
Portion (the "Non-Access Portion") (so that, subsequent to the Closing,
the Purchaser shall have no rights or obligations with respect to the
Non-Access Portion of the Shared Contract). If the parties are not able
to enter into an arrangement to formally divide, modify and/or
replicate one or more Shared Contracts prior to the Closing as
contemplated by the
24
previous sentence, then (i) the Purchaser shall be entitled to the
benefits of the Access Portion of any such Shared Contract accruing
after the Closing Date to the extent that the Seller may provide such
benefits (A) in a manner not in violation of the terms of such Shared
Contract (and subject to Section 2.3(d) below) and (B) without
incurring any material expense or otherwise taking any material actions
or measures (such as hiring additional employees) and (ii) if the
Seller provides such benefits to the Purchaser, the Purchaser shall
perform at its sole expense the obligations of the Seller to be
performed after the Closing under the Access Portion of such Shared
Contract.
(d) If any Consent with respect to a Restricted Asset is
not obtained or any division, modification or replication with respect
to a Shared Contract is not procured prior to the Closing, the Seller
and the Purchaser shall cooperate (at their own expense) in any lawful
and reasonable arrangement reasonably proposed by the Purchaser under
which the Purchaser shall obtain the economic claims, rights and
benefits under the Restricted Asset or Shared Contract with respect to
which the Consent has not been obtained in accordance with this
Agreement. Such reasonable arrangement may include subcontracting,
sublicensing or subleasing to the Purchaser of any and all rights of
the Seller, the Parent or Marconi IP under such Restricted Asset or
Access Portion of a Shared Contract. To the extent the Purchaser
receives the economic claims, rights and benefits under a Restricted
Asset or Shared Contract as set forth above, the Purchaser shall be
responsible for the Assumed Obligations, if any, arising under such
Restricted Asset or Access Portion of a Shared Contract.
2.4 Excluded Assets. Notwithstanding the provisions of Sections
2.1 and 2.2, neither the Seller nor Marconi IP shall sell, assign, convey,
transfer or deliver to the Purchaser or AFCNA, and neither the Purchaser nor
AFCNA shall purchase, acquire or take assignment or delivery of, any of the
following assets or Contracts, or any right, title or interest therein
(collectively, the "Excluded Assets"):
(a) Cash. Other than the Claims Proceeds, all cash,
certificates of deposit, bank deposits, negotiable instruments,
marketable securities and other cash equivalents, together with all
accrued but unpaid interest thereon;
(b) Marconi Name. The Marconi Name and all goodwill
associated therewith;
(c) Tax Refunds; Tax Returns. All claims for and rights
to receive refunds, rebates, or similar payments of Taxes to the extent
such Taxes were paid by or on behalf of the Seller or any of its
Affiliates, all Tax Returns, and all notes, worksheets, files or
documents relating thereto;
(d) Corporate Records. All minute books and corporate
records of the Seller and its Affiliates;
(e) Employee Records. All personnel, employee
compensation, medical and benefits and labor relations records relating
to employees or past employees of the Seller and its Affiliates;
provided, however, copies of all such materials relating to the Current
25
Access Employees and any Former Access Employees who were employed in
connection with the Access Business on or after April 1, 2002 shall be
delivered to the Purchaser to the extent permitted by applicable Law;
and provided, further, that, copies of benefit records relating to any
benefit liability not being assumed by the Purchaser shall not be
provided to the Purchaser;
(f) Sale Documents. All books and records prepared or
received in connection with the proposed sale of the Access Business,
including offers received from prospective purchasers, and the Seller's
and its Affiliates' right, title and interest under this Agreement and
the Related Agreements;
(g) Excluded Leases. Other than as provided in the
Transition Services Agreement and in respect of the transfer of the
Bedford Lease, all right, title and interest to (i) the Seller's leased
space located at 0000 Xxxxxx Xxxx Xxxx, Xxxxxxxx, Xxxxxxx 00000, (ii)
the Freeport Sublease, (iii) the Jabil Rationalization Agreement and
(iv) all other leaseholds or interests in real property of the Seller
(collectively the "Excluded Leases");
(h) Group Contracts. Subject to clauses (ii) and (iii) of
Section 2.2(c), all Group Contracts other than the respective Access
Portions of the Shared Contracts;
(i) Disposed Assets. All assets sold or otherwise
disposed of in the ordinary course of business and in compliance with
Section 6.2 during the period from the date of this Agreement until the
Closing Date;
(j) Insurance. Subject to Section 6.8, all insurance
policies or insurance coverage relating to the Assets or the Access
Business;
(k) Affiliate Contracts. All Affiliate Contracts and
obligations thereunder;
(l) Intercompany Obligations. All obligations of any kind
payable to or owing from any Affiliate of the Seller, including all
intercompany accounts receivable and accounts payable relating to
indebtedness for borrowed money;
(m) Global Patent Licenses. The Global Patent Licenses;
(n) Intellectual Property. All right, title and interest
in or to any Intellectual Property or rights owned by, or leased or
licensed to, the Seller or any of its Affiliates, other than as set
forth in Sections 2.1 and 2.2, including the Retained Patents and
Retained Technology and the Technology listed on Schedule 1.25 of the
Cross License Agreement;
(o) Non-Disclosure Obligations. All non-disclosure,
confidentiality, non-solicitation and similar rights or obligations to
the extent related to the businesses (other than the Access Business)
of the Seller or its Affiliates, including the Other Businesses
(including the rights under the confidentiality agreements entered into
in connection with the proposed sale of the Access Business);
26
(p) Employee Non-Compete Obligations. All rights with
respect to any obligation of any Access Employee to refrain from
competing with any businesses (other than the Access Business) of the
Seller or its Affiliates, including the Other Businesses;
(q) Vidar Claims. The Vidar Claims;
(r) Grande. Subject to Section 6.16, all of the Seller's
right, title and interest in and to the Grande Agreements;
(s) Indebtedness. All Contracts evidencing indebtedness
for borrowed money and Guarantees, including the Indentures and Marconi
Guarantees;
(t) Jabil. Except as provided in the Transition Services
Agreement or Section 6.15, the Jabil Agreements;
(u) IT Assets. Except as provided in the Transition
Services Agreement, all equipment, contracts and other assets of the
Seller that have been transferred, or that are required to be
transferred, to CSC International or British Telecommunications PLC (or
their respective nominees) pursuant to the CSC Outsourcing Arrangement;
(v) Benefits. All Benefit Plans and the assets thereof;
(w) Administrative Assets. Other than as set forth in the
Transition Services Agreement, all information technology assets,
systems and networks exclusively used to administer payroll, employee
benefits, financial accounting and tax matters for the Access Business
and the Other Businesses; and
(x) Other Assets. All other assets (real or personal,
tangible or intangible) and Contracts of the Seller not included in the
Assets, including the laboratory and other equipment listed on Schedule
2.4(x).
None of the Excluded Assets shall be included in the term "Assets,"
"Purchased Contracts," "Transferable Permits" or any other term defined in
Sections 2.1 or 2.2.
2.5 Assumed Obligations. At the Closing, subject to the provisions
of Sections 2.3 and 2.6, the Purchaser shall assume, and shall agree to pay,
perform and discharge when due, only the following Liabilities of the Seller
(the "Assumed Obligations"):
(a) Purchased Contracts. Subject to Sections 2.5(c) and
(d), all Liabilities of the Seller under the Purchased Contracts (other
than under any material oral Contracts not set forth in Schedule
4.14(a)), including the Access Portion of the Shared Contracts, to the
extent to which (i) the Seller provides the benefits of such Purchased
Contracts, including the Access Portion of the Shared Contracts, to the
Purchaser and (ii) such Liabilities arise and relate to the period from
and after the Closing;
(b) Bedford Lease. Subject to Section 6.15, all
Liabilities arising from and after the Closing under the Bedford Lease
or the Jabil Rationalization Agreement;
27
(c) Product Claims. All Liabilities (including any
product returns or recalls) to the extent related to the performance,
quality or condition of products or the quality of product support
services sold by the Seller in the conduct of the Access Business under
express or implied warranty (other than any warranty of
non-infringement), contract, tort (including product liability) or
provisions of the Uniform Commercial Code or comparable statutes
governing the obligations of commercial sellers of goods and services
(excluding provisions relating to non-infringement of Intellectual
Property rights) ("Commercial Laws"), including all Liabilities arising
with respect to the Special Warranty Matters, but excluding any
Liability relating to or arising as a result of (i) fraud, (ii) any
failure to obtain or hold any applicable Intellectual Property rights
or (iii) any warranty or Contract for new product development, product
evolution or introduction of new product features or functionality
other than as set forth in a written Purchased Contract (it being
understood that (A) in no event is the Purchaser assuming any Liability
to pay for, or reimburse or indemnify another for the payment of, any
fine or penalty to any Governmental Authority relating to the sale by
the Seller or its Affiliates prior to Closing of products or services
in violation of applicable Law and (B) Section 2.3 shall not limit the
Liabilities assumed pursuant to this Section 2.5(c));
(d) Employee and Benefit Obligations. The Liabilities to
or with respect to Access Employees specifically set forth, and only to
the extent set forth, in Article XI;
(e) Accounts Payable. All Liabilities of the Seller with
respect to accounts payable of the Access Business as of the Closing
(including unbilled accounts payable), other than accounts payable
related to Excluded Assets, but only to the extent and up to the
amounts reflected in the final Statement of Working Capital
(collectively, the "Accounts Payable");
(f) Permits. All Liabilities arising from and after the
Closing with respect to the Transferable Permits to the extent to which
the Seller or Marconi IP provides the Purchaser the benefits of such
Transferable Permits and only to the extent such Liabilities arise and
relate to the period from and after the Closing; and
(g) Assumed Proceedings. The Liabilities arising from or
associated with the matters set forth on Schedule 2.5(g) (the "Assumed
Proceedings").
2.6 Retained Obligations. Notwithstanding anything to the contrary
contained in this Agreement, neither the Purchaser nor AFCNA shall assume or
otherwise be liable in respect of any Liability of the Parent, the Seller or
Marconi IP or any of their Affiliates to the extent relating to, or arising out
of the operation or conduct of, the Access Business other than to the extent set
forth in Section 2.5. All Liabilities of the Parent, the Seller or Marconi IP or
any of their Affiliates to the extent relating to, or arising out of the
operation or conduct of, the Access Business that are not assumed by the
Purchaser pursuant to Section 2.5 (the "Retained Obligations") shall be retained
by the Parent, the Seller, Marconi IP or their Affiliates. The Retained
Obligations shall include the following:
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(a) General. Any Liability of the Parent, the Seller or
Marconi IP or their Affiliates, except as specifically set forth in
Section 2.5, to the extent relating to, or arising out of, the
operation or conduct of the Access Business prior to the Closing;
(b) Taxes. Any Liability for Taxes whether or not
accrued, assessed or currently due and payable (i) of the Parent, the
Seller or Marconi IP or any of their Affiliates or (ii) relating to the
operation or ownership of the Access Business or the Assets for any Tax
period (or portion thereof) ending on or prior to the Closing Date;
(c) Other Businesses. Any Liability to the extent arising
out of the operation or conduct by the Parent, the Seller, Marconi IP
or any of their Affiliates of any business other than the Access
Business;
(d) Purchased Contracts. Subject to Section 2.5(c), any
Liability (i) arising out of any actual or alleged breach of, or
nonperformance under, any Contract (including any Purchased Contract or
Shared Contract) prior to the Closing or (ii) accruing under any
Purchased Contract with respect to any period prior to the Closing;
(e) Proceedings. Subject to Section 2.5(g), any Liability
of the Parent, the Seller or Marconi IP or any of their Affiliates to
the extent arising out of any suit, action (including regulatory
action), proceeding (including under any alternative dispute resolution
procedure) or other litigation ("Proceeding") (i) pending as of the
Closing Date, (ii) based on any act or omission of the Parent, the
Seller or Marconi IP occurring on or prior to the Closing or (iii)
based on any actual or alleged violation by the Parent, the Seller or
Marconi IP of any Law prior to or on account of the Closing;
(f) Accounts Payable. Subject to Section 2.5(e), any
accounts payable of the Seller or any of its Affiliates to the extent
of the amount not included in the final Statement of Working Capital;
(g) Excluded Assets. Any Liability to the extent (i)
relating to or arising out of any Excluded Asset, (ii) arising out of
the distribution to, or ownership or operation by, the Seller or any of
its Affiliates of any Excluded Asset or (iii) associated with the
realization by the Seller or any of its Affiliates of the benefits of
any Excluded Asset;
(h) Indebtedness. Any Liability or indebtedness for
borrowed money or any Liabilities relating to Guarantees;
(i) Products. Except as specifically set forth in Section
2.5(c), any Liability to the extent relating to or arising out of
products manufactured, shipped or sold by or on behalf of the Access
Business on or prior to the Closing Date;
(j) Infringement. Any Liability of the Parent, the Seller
or Marconi IP or any of their Affiliates for infringement or
misappropriation of Intellectual Property or Technology arising out of
the operation of the Access Business or products manufactured, shipped
or sold by or on behalf of the Parent, the Seller, Marconi IP or any of
their Affiliates on or prior to the Closing Date;
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(k) Injury/Disability. Subject to the terms of Article
XI, any Liability of the Parent, the Seller or Marconi IP or any of
their Affiliates to the extent arising out of or related to any injury,
disease or disability arising or occurring on or prior to the Closing
Date, or exposure or alleged exposure on or prior to the Closing Date
to any materials or chemicals in the work place by any Person
(including any Transferred Employee or any other employee heretofore
employed in the Access Business);
(l) Affiliates. Any Liability of the Parent, the Seller,
Marconi IP or any of their Affiliates to each other or to their
respective Affiliates existing as of the Closing;
(m) Environmental. Any Pre-Closing Environmental
Liability;
(n) Excluded Leases. Any Liabilities of the Seller or any
of its Affiliates with respect to the Excluded Leases;
(o) Settlement Agreements. Any Liabilities of the Seller
under any settlement agreement other than any settlement agreement set
forth on Schedule 2.2(f);
(p) Excluded Contracts. Any Liabilities of the Parent,
the Seller or Marconi IP or any of their Affiliates under or with
respect to any Contract that is not a Purchased Contract; and
(q) Employee Liabilities. Except as specifically set
forth in Section 2.5(d), any Liabilities of the Seller, the Parent or
Marconi IP or any of their Affiliates to or with respect to Access
Employees and Liabilities under or with respect to employee benefit
plans, programs, policies and arrangements.
2.7 Prorations. The parties hereto agree that all of the items
listed below relating to the Access Business and the Assets will be prorated as
of the Closing Date, with the Seller liable to the extent such items relate to
any time period up to and including the Closing Date and the Purchaser liable to
the extent such items relate to periods subsequent to the Closing Date:
(a) the amount of any fees, royalties, rents or other
charges which in any case are payable periodically by the Seller with
respect to any of the Purchased Contracts (including the Access Portion
of the Shared Contracts); and
(b) the amount of any fees or charges which in any case
are payable periodically by the Seller with respect to any of the
Transferable Permits.
The Seller agrees to furnish the Purchaser with such documents and
other records as the Purchaser reasonably requests in order to confirm all
adjustment and proration calculations made pursuant to this Section 2.7. Final
payments with respect to prorations contemplated by this Section 2.7 that are
not ascertainable on or before the Closing Date shall be settled between the
parties as soon as practicable after such prorations are ascertainable.
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ARTICLE III
PURCHASE PRICE; ADJUSTMENT; ALLOCATION
3.1 Payment of Purchase Price.
(a) The total consideration for the Assets shall consist
of (i) the assumption by the Purchaser of the Assumed Obligations and
(ii) the payment of $240,000,000 to the Seller (for itself and as agent
for Marconi IP) (the amount referred to in this clause (ii), the
"Purchase Price"). At the Closing, the Purchaser shall pay to the
Seller the Purchase Price.
(b) All payments made hereunder shall be made in
accordance with Section 13.4 and to such account or accounts as the
receiving party shall designate in writing to the paying party.
3.2 Purchase Price Adjustment.
(a) The Purchaser shall, as soon as practicable, and in
any event no later than ninety (90) days after the Closing Date, (i)
prepare the initial draft of a statement (the "Statement of Working
Capital") setting forth, as of 12:01 a.m. (central standard time) on
the Closing Date, the amount equal to (y) the aggregate of the Net
Inventory, the Net Accounts Receivable and the Prepaids less (z) the
aggregate of the Net Accounts Payable, the Accrued Compensation and
Benefits, the Other Current Liabilities and the Special Warranty
Reserve (such net amount being the "Closing Working Capital") and (ii)
deliver the same to the Seller, together with a certificate from the
Purchaser's independent auditors to the effect that the initial draft
Statement of Working Capital has been prepared in accordance with
Section 3.2(g).
(b) The Seller and the Seller's independent auditors
shall review the initial draft Statement of Working Capital during the
sixty (60)-day period commencing on the date that the Seller receives
the initial draft Statement of Working Capital. At or prior to the end
of such sixty (60)-day period, the Seller shall either:
(i) deliver a notice to the Purchaser confirming
that no adjustments are proposed by the Seller to the initial draft
Statement of Working Capital or the Purchaser's calculation of Closing
Working Capital (a "Notice of Acceptance"); or
(ii) deliver a notice to the Purchaser to the
effect that the Seller disagrees with the initial draft Statement of
Working Capital and/or the Purchaser's calculation of Closing Working
Capital (a "Notice of Disagreement"), specifying the nature of such
disagreement and the adjustments that the Seller seeks to the initial
draft Statement of Working Capital and/or the calculation of Closing
Working Capital (collectively, the "Proposed Adjustments").
(c) To the extent that there are any Proposed
Adjustments, the Purchaser will, no later than thirty (30) days after
receipt of the Proposed Adjustments, notify the Seller which, if any,
of the Proposed Adjustments it accepts or rejects. The Seller and the
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Purchaser shall seek in good faith to resolve any differences that
remain in relation to the Proposed Adjustments and to reach agreement
in writing on any Proposed Adjustments not accepted by the Purchaser.
If any of the Proposed Adjustments are not so resolved (the "Unresolved
Adjustments") within forty-five (45) days after the Purchaser's receipt
of the Seller's notice of the Proposed Adjustments, the Unresolved
Adjustments may be submitted at the request of either the Seller or the
Purchaser to the Cleveland office of PricewaterhouseCoopers (the
"Accounting Firm") for arbitration. The scope of the review by the
Accounting Firm shall be limited to a determination of (i) whether the
portions of the initial draft Statement of Working Capital and the
calculation of Closing Working Capital related to the Unresolved
Adjustments were prepared in accordance with Section 3.2(g) and (ii)
based on its determinations of the matters described in clause (i), a
final calculation of the Closing Working Capital. The Accounting Firm
is not to make or be asked to make any determination other than as set
forth in the previous sentence. The Seller and the Purchaser shall use
reasonable best efforts to cause the Accounting Firm to render its
written decision resolving the matters submitted to it as promptly as
practicable and, if at all possible, within thirty (30) days after such
submission of the Unresolved Adjustments. Judgment may be entered upon
the determination of the Accounting Firm in any court having
jurisdiction over the party against which such determination is to be
enforced. The fees and expenses of the Accounting Firm incurred
pursuant to this Section 3.2(c) shall be borne equally by the Seller,
on the one hand, and the Purchaser, on the other hand. The fees and
disbursements of the Purchaser's independent auditors incurred in
connection with the preparation and certification of the draft
Statement of Working Capital and their review of any Proposed
Adjustments or Unresolved Adjustments shall be borne by the Purchaser,
and the fees and disbursements of the Seller's independent auditors
incurred in connection with their review of the draft Statement of
Working Capital, the working papers of the Purchaser's independent
auditors and any Proposed Adjustments or Unresolved Adjustments shall
be borne by the Seller.
(d) The Statement of Working Capital shall become final
and binding on all parties upon the earliest of (i) the date that a
Notice of Acceptance is delivered to the Purchaser pursuant to Section
3.2(b)(i) (in which case the final Closing Working Capital shall be as
set forth in the Statement of Working Capital delivered pursuant to
Section 3.2(a)), (ii) the date that is one (1) day after the sixty
(60)-day review period specified in Section 3.2(b) has ended if no
Notice of Disagreement has been delivered by the Seller to the
Purchaser pursuant to Section 3.2(b)(ii) during such sixty (60)-day
period (in which case the final Closing Working Capital shall be as set
forth in the Statement of Working Capital delivered pursuant to Section
3.2(a)), (iii) the date of an agreement in writing by the Seller and
the Purchaser that the Statement of Working Capital, together with any
modifications thereto agreed by the Seller and the Purchaser, are final
and binding (in which case the final Closing Working Capital shall be
as so agreed upon by the parties) and (iv) the date on which the
Accounting Firm finally resolves in writing any disputed matters (in
which case the final Closing Working Capital shall be as determined by
the Accounting Firm pursuant to Section 3.2(c)).
(e) The Purchaser shall provide the Seller and its
independent auditors with reasonable access to the books, records,
working papers and senior management and
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employees of the Access Business and shall cause its independent
auditors to provide reasonable access to their working papers prepared
for the purpose of the certificate rendered under Section 3.2(a) as the
Seller and its independent auditors may request in connection with the
finalization of the Statement of Working Capital or calculation of
Closing Working Capital.
(f) In the event the final Closing Working Capital (as
provided in Section 3.2(d)) is greater than or less than the Benchmark
Amount by more than $100,000, the Purchase Price shall be increased by
the amount by which the final Closing Working Capital (as provided in
Section 3.2(d)) exceeds the Benchmark Amount, or decreased by the
amount by which the final Closing Working Capital (as provided in
Section 3.2(d)) is less than the Benchmark Amount. The Purchase Price
as so increased or decreased shall hereafter be referred to as the
"Adjusted Purchase Price." If the Purchase Price is less than the
Adjusted Purchase Price, the Purchaser shall, within two (2) Business
Days after the Statement of Working Capital becomes final and binding
on the parties, make payment by wire transfer in immediately available
funds to one or more accounts designated by the Seller of the amount of
such difference together with a sum equivalent to interest thereon at a
rate equal to the LIBOR Rate, accrued from the Closing Date to and
including the date of payment and calculated on the basis of the actual
number of days elapsed divided by 360. If the Purchase Price is more
than the Adjusted Purchase Price, the Seller shall, within two (2)
Business Days after the Statement of Working Capital becomes final and
binding on the parties, make payment by wire transfer in immediately
available funds to an account designated by the Purchaser of the amount
of such difference together with a sum equivalent to interest thereon
at a rate equal to the LIBOR Rate, accrued from the Closing Date to and
including the date of payment and calculated on the basis of the actual
number of days elapsed divided by 360. "LIBOR Rate" shall mean the rate
of interest announced publicly by the British Bankers Association as
its three (3)-month LIBOR rate for U.S. dollars on the Business Day
immediately following the day on which the Statement of Working Capital
becomes final. The parties agree that any amounts paid pursuant to this
Section 3.2(f) shall be allocated in a manner that is consistent with
the allocation of the Purchase Price as set forth in Section 3.3.
(g) The Statement of Working Capital shall be prepared in
the same way and using the same accounting policies, principles, bases
and methods and using the same level of prudence as used in the
preparation of the Management Accounts specified in Schedule 4.4(a),
subject to the Calculation Principles referred to below.
Notwithstanding the generality of the foregoing sentence, the Statement
of Working Capital shall be prepared in accordance with the rules of
calculation specified in Schedule 3.2(g) (the "Calculation
Principles"). For purposes of the preparation of the Statement of
Working Capital, in the event of any conflict or inconsistency between
the accounting policies, principles, bases and methods referred to in
the first sentence of this Section 3.2(g) and the Calculation
Principles, the Calculation Principles shall control.
3.3 Allocation of Consideration for Assets. Within 90 days
following the Closing, the Purchaser and the Seller and their respective
Affiliates shall consult with each other and agree upon the allocation of the
Purchase Price among the Assets and file all necessary Tax Returns
33
and other forms (including Internal Revenue Service Form 8594) to report the
transactions contemplated herein for U.S. federal, state, local and non-United
States income Tax purposes in accordance with such allocation, and shall not
take any position inconsistent with such allocation. The parties agree and
acknowledge that such allocation will be in accordance with U.S. GAAP and the
appraisals of the Assets conducted on behalf of the Purchaser following the
Closing. Any adjustment to the Purchase Price for the Assets shall be allocated
as provided in Treasury Regulation Section 1.1060-1, and, in the event of such
adjustment, the Purchaser and the Seller agree to revise and amend Form 8594
within 30 days of such adjustment.
ARTICLE IV
REPRESENTATIONS AND WARRANTIES OF
THE PARENT, THE SELLER AND MARCONI IP
The Seller, the Parent and Marconi IP, jointly and severally, represent
and warrant to the Purchaser and AFCNA as follows:
4.1 Due Incorporation. Each of the Seller and Marconi IP (a) is a
corporation duly incorporated, validly existing and in good standing under the
laws of the state of Delaware, (b) has all requisite corporate power and
authority to own, operate and lease its assets and to conduct its businesses as
presently conducted and (c) is duly qualified to do business and in good
standing (with respect to those jurisdictions that recognize the concept of good
standing) to do business as a foreign corporation in each state in which its
ownership of the Assets or, in the case of the Seller, its conduct of the Access
Business, makes such qualification necessary, other than such jurisdictions in
which the failure to be so qualified or in good standing does not constitute a
Seller Material Adverse Effect or a Business Material Adverse Effect. The Parent
(a) is a public limited liability company duly incorporated, validly existing
and in good standing under the laws of England and Wales, (b) has the requisite
limited liability company power and authority to own, operate and lease its
properties and to conduct its businesses as presently conducted and (c) is duly
qualified to do business and in good standing (with respect to those
jurisdictions that recognize the concept of good standing) to do business as a
foreign company in each jurisdiction in which its ownership of assets or its
conduct of its businesses makes such qualification necessary, other than such
jurisdictions in which the failure to be so qualified or in good standing does
not constitute a Seller Material Adverse Effect or a Business Material Adverse
Effect. Each Marconi Entity other than the Seller, the Parent and Marconi IP (a)
is a entity duly incorporated, validly existing and in good standing under the
laws of its respective jurisdiction of formation, (b) has the requisite power
and authority to own, operate and lease its properties and to conduct its
businesses as presently conducted and (c) is duly qualified to do business and
in good standing (with respect to those jurisdictions that recognize the concept
of good standing) to do business as a foreign company in each jurisdiction in
which its ownership of assets or its conduct of its businesses makes such
qualification necessary, other than such jurisdictions in which the failure to
be so qualified or in good standing does not constitute a Seller Material
Adverse Effect or a Business Material Adverse Effect.
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4.2 Due Authorization.
(a) Each of the Parent, the Seller, Marconi IP and,
solely with respect to the Cross License Agreement, the other Marconi
Entities has full corporate power and authority to execute, deliver and
perform this Agreement and its Related Agreements and to consummate the
transactions contemplated hereby and thereby. The execution, delivery
and performance by each of the Parent, the Seller, Marconi IP and,
solely with respect to the Cross License Agreement, the other Marconi
Entities of this Agreement and its Related Agreements and the
consummation by each of the Parent, the Seller, Marconi IP and, solely
with respect to the Cross License Agreement, the other Marconi Entities
of the transactions contemplated hereby and thereby have been duly
authorized by all necessary corporate action, including the approval of
the boards of directors of each of the Parent, the Seller, Marconi IP
and, solely with respect to the Cross License Agreement, the other
Marconi Entities. Each of the Parent, the Seller and Marconi IP has
duly and validly executed and delivered this Agreement and, at or prior
to the Closing, the Parent, the Seller, Marconi IP and, solely with
respect to the Cross License Agreement, the other Marconi Entities will
have duly and validly executed and delivered each of its Related
Agreements. Assuming the due authorization, execution and delivery of
this Agreement and its Related Agreements by the other parties thereto,
this Agreement constitutes, and each of the Seller's, Marconi IP's and,
solely with respect to the Cross License Agreement, the other Marconi
Entities' Related Agreements will after the Closing constitute, legal,
valid and binding obligations of the Parent, the Seller, Marconi IP or
the applicable other Marconi Entity, as the case may be, and to the
extent a party thereto, enforceable against each of them (to the extent
a party thereto) in accordance with their respective terms, subject to
the Enforceability Limitations.
(b) No vote of the holders of any class or series of
capital stock or other securities of the Parent or any of its
Affiliates (other than approval of FS Holdings Corp. as the sole
shareholder of the Seller and the approval of the Seller as the sole
shareholder of Marconi IP each of which has been obtained prior to the
date hereof) is necessary in connection with the execution and delivery
of this Agreement and the Related Agreements and the consummation of
the transactions contemplated hereby and thereby.
4.3 Consents and Approvals; Authority Relative to this Agreement.
(a) Except for the Governmental Required Consents or as
set forth in Schedule 4.3(a), no Consent of or with any Governmental
Authority is necessary in connection with the execution, delivery or
performance by the Parent, the Seller, Marconi IP and, solely with
respect to the Cross License Agreement, the other Marconi Entities, of
this Agreement or any of their respective Related Agreements or the
consummation by the Parent, the Seller, Marconi IP and, solely with
respect to the Cross License Agreement, the other Marconi Entities of
the transactions contemplated hereby or thereby.
(b) Except for the Governmental Required Consents or as
set forth in Schedule 4.3(b), the execution, delivery and performance
by the Parent, the Seller, Marconi IP and, solely with respect to the
Cross License Agreement, the other Marconi
35
Entities of this Agreement and their respective Related Agreements, and
the consummation by the Parent, the Seller, Marconi IP and, solely with
respect to the Cross License Agreement, the other Marconi Entities of
the transactions contemplated hereby and thereby, do not and will not
conflict with, or result in any violation of or default (with or
without notice or lapse of time, or both) under, or give rise to a
right of termination, cancellation or acceleration of any obligation or
to a loss of a material benefit under, or to increased, additional,
accelerated or guaranteed rights or entitlements of any Person under,
or result in the creation of any Lien upon any of the properties or
assets of the Parent, the Seller, Marconi IP or, solely with respect to
the Cross License Agreement, the other Marconi Entities under, any
provision of (i) the certificate of incorporation or by-laws or other
organizational documents of the Parent, the Seller, Marconi IP or,
solely with respect to the Cross License Agreement, the other Marconi
Entities, (ii) any Contract to which the Parent, the Seller, Marconi IP
or, solely with respect to the Cross License Agreement, the other
Marconi Entities is a party or by which any of their respective
properties or assets is bound, (iii) any Transferable Permit, (iv) any
judgment, order or decree ("Judgment") or Law applicable to the Parent,
the Seller, Marconi IP or, solely with respect to the Cross License
Agreement, the other Marconi Entities or their respective properties or
assets or (v) any Contract with respect to any indebtedness of the
Parent, the Seller, Marconi IP or, solely with respect to the Cross
License Agreement, the other Marconi Entities, other than (A) in the
case of clause (ii) above, any conflict, violation or other such item
that does not constitute a Business Material Adverse Effect or a Seller
Material Adverse Effect and (B) in the case of clauses (iii), (iv) and
(v) above, any conflict, violation or other such item that does not
constitute a Seller Material Adverse Effect.
4.4 Management Accounts. Schedule 4.4(a) sets forth the statement
of assets and liabilities to be transferred pursuant to this Agreement as of
September 30, 2003 ("Balance Sheet") and the statement of operating profit of
the Access Business for the year ended March 31, 2003 and the six-month interim
period ended September 30, 2003 (together with the Balance Sheet, the
"Management Accounts"). Except as set forth on Schedule 4.4(b), the Management
Accounts have been (a) prepared on the basis of accounting principles generally
accepted in the United Kingdom at the time prepared, consistently applied (as
modified by the exceptions set forth on Schedule 4.4(b), the "Applicable
Accounting Principles") and (b) properly extracted from the Seller's books and
records. Except as set forth on Schedule 4.4(c), on the basis of the Applicable
Accounting Principles, the Balance Sheet fairly presents in all material
respects as of September 30, 2003 the assets and liabilities of the Access
Business to be transferred pursuant to this Agreement. The Benchmark Amount was
properly extracted and calculated from the Management Accounts using the same
level of prudence as used in the preparation of the Management Accounts, giving
effect to the Calculation Principles.
4.5 No Other Assumed Liabilities. Except for the Assumed
Obligations or as set forth on Schedule 4.5, there is no Liability of the Seller
or any of its Affiliates which will become a Liability of the Purchaser
following the Closing, except:
(a) those set forth or reflected in the Balance Sheet
which have not been paid or discharged since the date thereof;
36
(b) those arising under agreements or other commitments
to be expressly assumed by the Purchaser at the Closing; and
(c) those arising in the ordinary course of business
consistent with past practices since September 30, 2003.
4.6 No Adverse Effects or Changes. Since September 30, 2003, there
has not been a Business Material Adverse Effect. Except (a) with respect to the
Excluded Assets and the Retained Obligations, (b) as set forth in Schedule 4.6
or (c) as otherwise expressly permitted by this Agreement, since September 30,
2003, the Access Business has (i) been conducted in the ordinary course and in
substantially the same manner as previously conducted and (ii) made reasonable
efforts consistent with past practices to preserve the relationships of the
Access Business with material customers, suppliers and distributors.
4.7 Title to Assets; Affiliate Ownership of Assets.
(a) Except as set forth in Schedule 4.7(a), the Seller
(i) has title to, and is the lawful owner of, all of the owned Assets
(other than the Transferred Intellectual Property, the title to which
is addressed exclusively in Section 4.13), free and clear of any Lien
other than Permitted Liens and (ii) has a valid leasehold or license
interest in or to all the assets that are the subject of personal
property leases or licenses included in the Purchased Contracts (other
than licenses related to Intellectual Property, the validity of the
leasehold or license interest of which is addressed exclusively in
Section 4.13). Except as set forth in Schedule 4.7(a) and subject to
obtaining and making all applicable Consents, (A) the Seller has the
full right to sell, convey, transfer, assign and deliver the Assets
(other than the Transferred Intellectual Property) to the Purchaser or
AFCNA, as the case may be, and (B) at the Closing the Seller shall
convey to the Purchaser or AFCNA, as the case may be, good title to all
of the Assets (other than the Transferred Intellectual Property, the
transfer of which is addressed exclusively in Section 4.13), free and
clear of any Lien (other than Permitted Liens). This Section 4.7(a)
does not apply to title to Intellectual Property, it being agreed that
the sole and exclusive representations and warranties regarding title
to Intellectual Property are set forth in Section 4.13.
(b) Except as set forth on Schedule 4.7(b), no Affiliate
of the Seller (other than Marconi IP) owns, licenses or leases any
assets or properties used or held for use in the conduct or operation
of the Access Business.
4.8 Access Business Assets. Except as set forth on Schedule 4.8,
the Assets are sufficient for the conduct of the Access Business by the
Purchaser and AFCNA, operating together, following the Closing in substantially
the same manner as currently conducted by the Seller and as was conducted by the
Seller on September 30, 2003.
4.9 Real Property.
(a) Other than the Bedford Facility and the real property
that is the subject of the Excluded Leases, the Seller does not own or
lease any real property that is primarily used in connection with the
Access Business. The Seller and CAMI Industrial LLC have entered into a
lease with respect to the Bedford Facility pursuant to which the Seller
will
37
lease the Bedford Facility effective upon the closing of the
transaction contemplated by the Bedford Sale Agreement (the "CAMI
Transaction"). A true and correct copy of such lease is attached hereto
as Exhibit L (the "Bedford Lease"). Other than the Jabil
Rationalization Agreement, the Bedford Sale Agreement and the Bedford
Lease (it being understood that the effectiveness of the Bedford Lease
is conditional on the closing of the CAMI Transaction), there are no
other agreements or arrangements whatsoever relating to the Seller's
right to occupy the Bedford Facility. Except as set forth in Schedule
4.9(a), (i) the Seller is not in default under the Jabil
Rationalization Agreement (nor does there exist any condition which,
upon the passage of time or the giving of notice or both, would cause
such a default) and (ii) to the Seller's knowledge, no other party is
in default under the Jabil Rationalization Agreement (nor does there
exist any condition which, upon the passage of time or the giving of
notice or both, would cause such a default). Upon the closing of the
CAMI Transaction, the Bedford Lease shall be valid, binding and in full
force and effect against the Seller, and, to the Seller's knowledge,
against the other party thereto in accordance with its terms. Further,
assuming the closing of the CAMI Transaction, the Seller warrants that
it will not have breached the provisions of the Bedford Lease or be in
default under the Bedford Lease (nor will there exist any condition
which, upon the passage of time or the giving of notice or both, would
cause such a breach or default). To the Seller's knowledge, there is no
pending or threatened proceeding or action by any Governmental
Authority to condemn or take by the power of eminent domain (or to
purchase in lieu thereof) all or any part of the Bedford Facility.
Except as set forth in Schedule 4.9(a), (i) the Bedford Facility is
supplied with utilities and other services sufficient to operate the
Access Business as presently conducted and (ii) the operation of the
Access Business by the Seller at the Bedford Facility has not since
January 1, 2003 violated and does not violate in any material manner
any applicable building code, zoning requirement, or zoning, building
use or occupancy classification or statute relating to the Bedford
Facility. If, at the time of the Closing, the Bedford Lease is in
effect, the Seller warrants that it will not have transferred,
mortgaged or assigned any interest in such Bedford Lease. The Bedford
Facility is suitable for the conduct of the Access Business as
conducted as of September 30, 2003 and as currently conducted.
(b) The Seller has the right to transfer its right to
occupy the Bedford Facility under the Jabil Rationalization Agreement
to the Purchaser without the consent of Jabil. In the event the CAMI
Transaction does not close, the Seller has the right to cause Jabil to
sell the Bedford Facility to the Seller under the Jabil Rationalization
Agreement.
4.10 Personal Property; Leased Personal Property. Schedule 4.10(a)
includes an accurate and complete list as of October 31, 2003 of all of the
Personal Property having an individual book value in excess of $10,000. Schedule
4.10(b) sets forth an accurate and complete list of each lease of personal
property used primarily in the Seller's conduct or operation of the Access
Business having aggregate minimum lease payments in excess of $10,000 (the
"Material Personal Property Leases"). The Seller has made available to the
Purchaser true and complete copies of the Material Personal Property Leases
except as noted on Schedule 4.10(b). All Personal Property, whether owned or
leased, is in all material respects in good working order and has been
maintained in all material respects in accordance with the past practice of the
Access Business.
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4.11 Customers and Distributors; Suppliers.
(a) Except for the customers named in Schedule 4.11(a),
the Access Business does not have any customer to which it made more
than five percent (5%) of its sales during its most recent full fiscal
year or during the six month period ended September 30, 2003. Except as
set forth in Schedule 4.11(a) and except for fluctuations in volume in
the ordinary course of business, since September 30, 2003 there has not
been (i) to the Seller's knowledge, any material adverse change in the
relationship of the Access Business with any customer named in Schedule
4.11(a) or (ii) except for changes in prices in the ordinary course of
business, any change in any material term (including credit terms) of
the sales agreements or related agreements with any such customer.
Since January 1, 2002, neither the Seller nor any of its Affiliates has
received any written complaint concerning the products and services of
the Access Business from a purchaser thereof, nor has the Seller nor
any of its Affiliates had any such products returned by a purchaser
thereof, other than complaints and returns that, individually or in the
aggregate, do not constitute a Business Material Adverse Effect.
(b) Except for the suppliers named in Schedule 4.11(b),
the Access Business has not purchased, from any single supplier, goods
or services for which the aggregate purchase price exceeds five percent
(5%) of the total value of goods and services purchased by the Access
Business during its most recent full fiscal year or during the six
month period ended September 30, 2003. Except as set forth in Schedule
4.11(b) and except for fluctuations in volume in the ordinary course of
business, since September 30, 2003, there has not been (i) to the
Seller's knowledge, any material adverse change in the relationship of
the Access Business with any supplier named in Schedule 4.11(b) or (ii)
except for changes in prices in the ordinary course of business, any
change in any material term (including credit terms) of the supply
agreements or related arrangements with any such supplier.
(c) Schedule 4.11(c) sets forth a list of each material
distributor or sales representative of the products of the Access
Business and (i) indicates whether such distributor or sales
representative has a written contract or oral arrangement with the
Access Business and (ii) only with respect to such oral arrangements,
contains a description of the terms of such oral arrangement with the
Access Business with respect to territory, exclusivity and the term of
the arrangement. To the Seller's knowledge, no Affiliate of the Seller
has entered into any arrangements that would contractually prevent the
Purchaser from distributing or selling any products of the Access
Business in the United States or Canada.
4.12 Proceedings.
(a) Except as set forth in Schedule 4.12, there are no
Proceedings pending, or, to the Seller's knowledge, Proceedings or
claims threatened against the Seller or any of its Affiliates the
subject matter of which relates to the Access Business or against or
affecting any of the Assets before any court or any other Governmental
Authority that (i) involves more than $100,000, (ii) presents in large
degree the same legal and factual issues as other Proceedings or claims
and, together with such other Proceedings and
39
claims, involves more than $100,000, (iii) seeks any injunctive relief
or (iv) relates to or otherwise may give rise to any legal restraint on
or prohibition against the transactions contemplated by this Agreement.
Except as set forth in Schedule 4.12, neither the Seller, the Parent
nor Marconi IP nor any of their respective Affiliates is (i) a party or
subject to any Judgment that has had or would reasonably be expected to
have a material adverse effect on (A) the Purchaser's ability to
conduct the Access Business or (B) any Asset or Assumed Obligation or
(ii) in default under any Judgment, which default would reasonably be
expected to have a material adverse effect on (A) the Purchaser's
ability to conduct the Access Business or (B) any Asset or Assumed
Obligation. Except as set forth in Schedule 4.12, there is not any
Proceeding or claim by the Seller, the Parent or Marconi IP pending, or
which any of them intends to initiate, against any other Person arising
out of the conduct of the Access Business which involves an amount
greater than $100,000. Except as set forth in Schedule 4.12, to the
Seller's knowledge, there is no pending or threatened investigation of,
or affecting the conduct of, the Access Business or any Asset or
Assumed Obligation by a Governmental Authority. Except as disclosed in
Schedule 4.12, neither the Seller nor any of its Affiliates (solely in
relation to the operation of the Access Business) has entered into any
agreement to settle or compromise any Proceeding pending or threatened
against it which has involved any obligation other than the payment of
money and for which it has any continuing obligation.
(b) There are no Proceedings pending, or, to the Seller's
knowledge, threatened, by or against the Seller or any of its
Affiliates with respect to this Agreement or the Related Agreements, or
in connection with the transactions contemplated hereby or thereby.
4.13 Intellectual Property.
(a) Schedule 4.13(a) sets forth an accurate and complete
list of all registration and applications for registration for the
Transferred Patents, Transferred Trademarks and Transferred Technology.
The Transferred Patents, Transferred Trademarks, Transferred
Technology, Inbound Licenses, the Intellectual Property licensed under
the Cross License Agreement and the Sublicenses , the Intellectual
Property licensed under the Global Patent Licenses referenced at Items
3 and 4 of Schedule 1.1D and the so-called "shrink-wrap" or
"click-wrap" license agreements referenced at Section 4.13(d) below are
collectively sufficient for the conduct of the Access Business by the
Purchaser and AFCNA, operating together, following the Closing in
substantially the same manner as currently conducted by the Seller and
as was conducted by the Seller on September 30, 2003.
(b) With respect to all Transferred Patents, Transferred
Trademarks and Transferred Technology that are registered or subject to
an application of registration, Schedule 4.13(a) sets forth a list of
all jurisdictions in which such Transferred Patents, Transferred
Trademarks and Transferred Technology are registered or registrations
applied for and all registration and application numbers. Schedule
4.13(b)(i) lists all administrative actions that must be taken by the
Purchaser within one hundred eighty (180) days after the Closing Date,
including the payment of any registration, maintenance, renewal fees,
annuity fees and taxes or the filing of any documents,
40
applications or certificates, for the purposes of maintaining,
perfecting or preserving or renewing Transferred Patents, Transferred
Trademarks and Transferred Technology that is Intellectual Property set
forth in Schedule 4.13(a). Except as set forth in Schedule 4.13(b)(ii),
all such Transferred Patents, Transferred Trademarks and Transferred
Technology that is Intellectual Property are in full force and effect,
and each of the Parent, the Seller, Marconi IP and their respective
Affiliates, to the extent applicable, has, in a timely manner
(including extensions), taken those necessary administrative actions
(including the payment of any applicable fees) that would reasonably be
expected to ensure that all applications filed by or on behalf of the
Parent, the Seller, Marconi IP and their respective Affiliates for the
Transferred Patents, Transferred Trademarks and Transferred Technology
remain in full force and effect.
(c) Except as set forth in Schedule 4.13(c) or as the
result of the failure of Personnel to enter into an Employee IP
Agreement under circumstances in which, under applicable Law, ownership
of Intellectual Property rights in Transferred Intellectual Property
developed or conceived by such Personnel would vest on creation in such
Personnel and not in the Seller or Marconi IP, either the Parent, the
Seller or Marconi IP is, and on the Closing Date, the Purchaser or the
Purchaser's designated Affiliate will be, the sole and exclusive owner
of, and the Parent, the Seller or Marconi IP has, and on the Closing
Date the Purchaser or the Purchaser's designated Affiliate will have,
in connection with the Access Business, all rights that accrue to a
sole owner, without payment to any other Person, to all Transferred
Patents, Transferred Trademarks and Transferred Technology. The
consummation of the Acquisition, the ownership of the Access Business
by the Purchaser and AFCNA and the other transactions contemplated
hereby do not and will not conflict with, alter or impair any such sole
ownership rights, other than as is not within the Seller's knowledge or
would not reasonably be expected to result in any material liability or
have any Business Material Adverse Effect on the continued conduct of
the Access Business, as such is currently conducted.
(d) Schedule 4.13(d) sets forth an accurate and complete
list of all licenses, sublicenses and other agreements pursuant to
which the Seller or any of its Affiliates is authorized or licensed to
use any third party Intellectual Property or Technology that is used in
connection with the Access Business as currently conducted, except for
so-called "shrink-wrap" or "click-wrap" license agreements relating to
off-the-shelf computer software licensed in the ordinary course of
business ("Inbound Licenses").
(e) Except as set forth in Schedule 4.13(e)(i), to the
Seller's knowledge, the conduct of the Access Business as currently
conducted and as conducted on the Closing Date does not violate,
conflict with or infringe or misappropriate the Intellectual Property
or Technology that is Intellectual Property of any other Person that
would result in any material liability or have any Business Material
Adverse Effect on the continued conduct of the Access Business as
conducted on the Closing Date. Except as set forth in Schedule
4.13(e)(i), (i) no claims are pending or, to the Seller's knowledge,
threatened, against the Seller or any of its Affiliates by any Person
with respect to the ownership, validity (excluding administrative
actions received in the normal course of business in connection with
pending patent applications), enforceability or use in the Access
Business of any Intellectual Property and (ii) during the past three
(3) years the Seller and
41
its Affiliates have not received any written or, to the Seller's
knowledge, oral communication alleging that the Seller or any of its
Affiliates has in the conduct of the Access Business violated any
rights relating to the Intellectual Property of any Person. During the
past two (2) years neither the Parent, the Seller or Marconi IP has
received any written or, to the Seller's knowledge, oral, communication
from any Person asserting any ownership interest in, or requesting that
the Seller obtain a license to, any Transferred Patents, Transferred
Trademarks or Transferred Technology. Schedule 4.13(e)(ii) contains a
complete and accurate list of any pending challenges or adversarial
proceedings before any patent or trademark authority to which the
Seller and any of its Affiliates is a party (including any pending
applications for reexamination of a patent) with respect to the
Transferred Patents or Transferred Trademarks, a description of the
subject matter of each proceeding, and the current status of each
proceeding, including interferences, priority contests, opposition and
protests. Except as set forth in Schedule 4.13(e)(iii), to the Seller's
knowledge, no third party is infringing, misappropriating or violating
any of the Transferred Patents, Transferred Trademarks or Transferred
Technology.
(f) The Parent, the Seller or Marconi IP have used all
reasonable efforts to maintain all material Transferred Technology that
constitutes confidential or trade secret information in confidence in
accordance with protection procedures customarily used in the industry
to protect rights of like importance. As to any claim against the
Seller, Marconi IP or any of their Affiliates asserting that Personnel
owns the Transferred Patents or Transferred Technology, no such claim
has been asserted or, to Seller's knowledge, is threatened. To the
Seller's knowledge, none of the current officers and employees of
Marconi IP, the Seller or their Affiliates has any patents issued or
applications pending for any device, process, design or invention of
any kind that was conceived or developed within the scope of such
officers' or employees' employment by Marconi IP, the Seller or the
applicable Affiliate in the furtherance of the Access Business, which
patents or applications have not been assigned to Marconi IP, the
Seller or such Affiliates, with such assignment duly recorded in the
United States Patent and Trademark Office.
(g) Neither (i) the execution and delivery of this
Agreement by the Seller, the Parent and Marconi IP, (ii) the execution
and delivery of the Cross License Agreement by the Marconi Entities nor
(iii) the consummation of the transactions contemplated hereby or
thereby by the Seller, the Parent, Marconi IP or the other Marconi
Entities, as applicable, will result in (A) a loss of, or encumbrance
or lien on, any Transferred Patents, Transferred Trademarks or
Transferred Technology, (B) the grant, assignment, or transfer to any
other person or entity of any license or other right or interest under,
to, or in any of the Transferred Patents, Transferred Trademarks or
Transferred Technology, or (C) the Purchaser being obligated to pay any
royalties or other amounts to any third party in excess of those
payable by the Seller or Marconi IP prior to the Closing, other than
payments calculated based on product sales.
42
4.14 Contracts.
(a) Schedule 4.14(a) is an accurate and complete list of
all the Contracts (other than any Contract relating to any Benefit
Plan) of the following types to which the Seller or Marconi IP is a
party, or by which either is bound, that relate primarily to, or are
material to the operation or conduct of, the Access Business or to
which any of the Assets is subject:
(i) each Contract which requires, on an annual
basis, a payment by any party in excess of, or a series of payments
which in the aggregate exceed, $100,000 (as pertaining to the Access
Business) or provides for the delivery of goods or performance of
services, or any combination thereof, having a value in excess of
$100,000 (as pertaining to the Access Business);
(ii) each Contract with a sales representative,
manufacturer's representative, distributor, dealer, broker, sales
agency, advertising agency or other Person engaged in sales,
distribution or promotional activities, or any Contract to act in one
of the foregoing specified capacities on behalf of any Person;
(iii) each Contract pursuant to which the Seller
or Marconi IP has made or will make loans or advances, or has incurred,
or is obligated to incur, indebtedness for borrowed money or has become
a guarantor or surety or pledged its credit for or otherwise become
responsible with respect to any undertaking of another Person
("Guarantees") (except for the negotiation or collection of negotiable
instruments in transactions in the ordinary course of business) or any
Contract granting a Lien upon any Assets other than Permitted Liens;
(iv) each Contract with suppliers (including
purchase orders) which has a commitment of more than $100,000 on an
annual basis;
(v) each covenant not to compete or other
covenant of the Seller or any of its Affiliates restricting the
development, manufacture, marketing or distribution of the products and
services of the Access Business;
(vi) each material Contract with any Affiliate of
the Seller (the "Affiliate Contracts");
(vii) each Contract with any officer, director or
employee of the Seller or any of its Affiliates (other than employment
agreements and "at will" arrangements);
(viii) each lease, sublease or similar Contract
with any Person under which the Seller is a lessor or sublessor of, or
makes available for use to any Person, (A) any Assets or (B) any
portion of the Bedford Facility;
(ix) each license, sublicense, option or other
Contract relating, in whole or in part, to any Transferred Intellectual
Property (including any license or other Contract under which the
Seller or any of its Affiliates granted the right to use any
Transferred Intellectual Property);
43
(x) each confidentiality agreement (other than
(A) any confidentiality agreement entered into in the ordinary course
of business with a Person who (together with such Person's Affiliates)
does not compete in any manner with the Access Business and (B) any
confidentiality agreement entered into in connection with the sale of
the Access Business);
(xi) each Contract with a customer (including
sales order) that involves an obligation of the Seller to deliver
products and services for payment of or having a fair market value of
more than $100,000;
(xii) each Contract (A) for the sale of any Asset
(other than inventory sales in the ordinary course of business), (B)
for the grant of any preferential rights to purchase any Asset (other
than inventory in the ordinary course of business) or (C) for the grant
of any exclusive right to use any Asset;
(xiii) each Contract with any Governmental
Authority;
(xiv) each Group Contract;
(xv) each Contract for any joint venture,
partnership or similar arrangement; and
(xvi) each written Contract other than as set
forth above to which the Parent, the Seller or Marconi IP is a party or
by which it or any of its assets or business is bound or subject that
is material to the Access Business.
(b) Except as set forth in Schedule 4.14(b), neither the
Seller nor Marconi IP nor any Affiliate of the Seller or Marconi IP (as
applicable) has since January 1, 2001 (with or without the lapse of
time or the giving of notice, or both) materially breached the
provisions of, or is in material default under, the terms of (i) any
Contract listed on Schedule 4.14(a) that is a Purchased Contract or is
material to the operation of the Access Business or (ii) any Material
Personal Property Lease (collectively, the "Material Contracts"), and,
to the Seller's knowledge, no other party to any Material Contract is
in material breach of the provisions of, or is in material default
under the terms of, any Material Contract. Except as set forth in
Schedule 4.14(b), all Material Contracts are valid, binding and in full
force and effect and are enforceable against the Seller or Marconi IP
(as applicable) and, to Seller's knowledge, the other party thereto, in
accordance with their terms, subject to the Enforceability Limitations.
Neither the Seller nor Marconi IP nor any of their respective
Affiliates has received any written notice of the intention of any
party to terminate any Material Contract. Complete and correct copies
of all Material Contracts have been delivered or made available to the
Purchaser by the Seller, except as set forth in Schedule 4.10(b) or
Schedule 4.14(a) (it being understood and agreed that certain pricing
and product information related to the Other Businesses contained in
the Material Contracts has not been made available or delivered to the
Purchaser).
(c) Schedule 4.14(c) sets forth each Material Contract
with respect to which the Consent of the other party or parties thereto
must be obtained by virtue of the
44
execution and delivery of this Agreement or the consummation of the
transactions contemplated hereby or under the Related Agreements to
avoid the invalidity of the transfer of such Material Contract, the
termination thereof, a breach, violation or default thereunder or any
other change or modification to the terms thereof.
4.15 Permits. The Seller and Marconi IP possess all material
Permits required by applicable Law for them to own or hold the Assets and
necessary to conduct the Access Business as currently conducted. Schedule 4.15
is an accurate and complete list of all such Permits. All such Permits are
validly held by the Seller and Marconi IP, as applicable, and each of the Seller
and Marconi IP has complied in all material respects with all terms and
conditions thereof. Since January 1, 2002, neither the Seller nor any of its
Affiliates has received any written notice of any Proceedings relating to the
revocation or modification of any such Permits the loss of which, individually
or in the aggregate, constitutes a Business Material Adverse Effect or a Seller
Material Adverse Effect. Except as set forth in Schedule 4.15, none of such
Permits will be subject to suspension, modification, revocation or nonrenewal as
a result of the execution and delivery of this Agreement or the consummation of
the transactions contemplated hereby or the ownership of the Access Business or
the Assets by the Purchaser and AFCNA.
4.16 Insurance. The Seller maintains policies of fire and casualty,
liability, workers' compensation and other forms of insurance (and/or
participates in insurance arrangements made by one or more of its Affiliates)
with respect to the Access Business in such amounts, with such deductibles and
against such risks and losses as are reasonable for the Access Business (it
being understood that the Seller is self-insured with respect to workers'
compensation claims that may be brought by Former Access Employees whose primary
place of employment at the time such employees worked for the Access Business
was in Ohio). Except as set forth on Schedule 4.16, all such policies are in
full force and effect, all premiums due and payable thereon have been paid
(other than retroactive or retrospective premium adjustments that are not yet,
but may be, required to be paid with respect to any period ending prior to the
Closing Date under comprehensive general liability and worker's compensation
insurance policies), and no notice of cancellation or termination has been
received by the Seller or any of its Affiliates with respect to any such policy
which has not been replaced on substantially similar terms prior to the date of
such cancellation. To the Seller's knowledge, the Access Business has been
conducted in a manner so as to conform in all material respects to all
applicable provisions of such insurance policies.
4.17 Employee Benefit Plans and Employment Agreements.
(a) General. Except as listed in Schedule 4.17, the
Seller is not a party to or a participant in:
(i) any "employee benefit plan" (as defined in
section 3(3) of ERISA);
(ii) any retirement or deferred compensation
plan, incentive compensation plan, stock plan, unemployment
compensation plan, vacation pay, severance pay, bonus or benefit
arrangement, insurance or hospitalization program or any other fringe
benefit arrangements for any Access Employee, which does not constitute
an employee benefit plan; or
45
(iii) any employment agreement or any written
severance agreement with any Current Access Employee that provides for
a severance payment in excess of twelve (12) months' base annual
salary.
Nothing in this Section 4.17(a) shall require that Schedule 4.17
include any plans, policies, programs, arrangements or agreements unless the
plan, policy, program, arrangement or agreement covers or has been entered into
with any Access Employee or unless the plan, policy, program, arrangement or
agreement covers other persons with respect to which a liability is being
assumed by the Purchaser.
(b) Compliance With Laws; Liabilities. As to all Benefit
Plans:
(i) all Benefit Plans comply, and have been
administered in compliance, in all material respects, with all
requirements of Law applicable thereto; and
(ii) each Benefit Plan which is an employee
pension benefit plan (as defined in section 3(2) of ERISA) and which is
intended to be qualified under section 401(a) of the Code is the
subject of a favorable determination letter issued by the Internal
Revenue Service.
(c) The Assets are not subject to any Lien imposed under
ERISA or the Code on account of any pension benefit plan maintained or
contributed to by the Seller or any of its Affiliates.
(d) The Seller has provided to the Purchaser a true and
correct copy of each of the Marconi AIP, the Seller's severance
policies applicable to the Transferred Employees as in effect on the
date of this Agreement, and the form of agreement for the thirteen
agreements that are listed under the heading of "Special Severance
Agreements" on Schedule 4.17. With the exception of the name of the
individual covered by the applicable agreement, each of the thirteen
Special Severance Agreements is identical to the form of agreement
provided.
4.18 Employment and Labor Matters.
(a) Schedule 1.1B sets forth an accurate and complete
list of the names, titles or job descriptions, and a description of
their status, i.e., whether active or on leave of absence) as of the
date of this Agreement, of all employees (part- and full-time) of the
Seller involved primarily in the Access Business. A complete and
accurate list of (i) the annual compensation for the preceding and
current fiscal year and (ii) accrued paid time off (and current rate of
accrual) of each such person is set forth in that certain Memorandum
from the Seller to the Purchaser titled "Section 4.18(a) - Compensation
Information Memorandum" dated as of the date hereof and reflecting in
the case of accrued paid time off accruals through December 6, 2003.
Except as described in Schedule 4.18(a), there is, and since January 1,
2001 there has been, no labor strike, material labor dispute, material
labor slow-down, material work stoppage or other material labor
difficulty pending or, to the Seller's knowledge, threatened, against
the Seller and relating to the Access Business. Except as disclosed in
Schedule 4.18(a), none of the employees of the Seller involved
primarily in the Access Business is covered by
46
any collective bargaining agreement, and, to the Seller's knowledge, no
attempt is currently being made or since January 1, 2001 has been made
to organize any such employees to form or enter a labor union or
similar organization.
(b) Except as set forth in Schedule 4.18(b), (i) the
Seller is not engaged in any unfair labor practice in connection with
the conduct of the Access Business; (ii) the Access Business is in
compliance in all material respects with all applicable laws and
regulations respecting labor, employment, fair employment practices,
work place safety and health, terms and conditions of employment,
immigration and wages and hours; (iii) to the Seller's knowledge, there
are no formal or informal grievances, complaints, investigations,
audits or charges with respect to employment or labor matters
(including charges of employment discrimination, retaliation, unfair
labor practices, work place safety or health violations, terms and
conditions of employment, violation of immigration laws or violation of
wage and hours laws) pending or, to Seller's knowledge, threatened in
any judicial, regulatory or administrative forum, or under any dispute
resolution procedure; and (iv) the Access Business is not currently
subject to and since January 1, 2001 has not been subject to any
consent decree, court order or settlement that creates an obligation on
the Purchaser or a Current Access Employee in respect of any labor or
employment matters.
(c) Except as set forth on Schedule 4.18(c) (which shall
be delivered immediately prior to the Closing and which shall contain
the name, job title, and date of separation of each affected employee),
during the 90-day period prior to the Closing, none of the employees of
the Access Business or any other employees of the Seller who are
located at the Bedford Facility will suffer an "employment loss" (as
defined in the WARN Act or any similar state or local law or
regulation).
(d) Except as set forth on Schedule 4.18(d), to the
Seller's knowledge, the Acquisition and the other transactions
contemplated by this Agreement and the Related Agreements will not
adversely affect the authority of any employee of the Access Business
to work in the United States. Except as set forth on Schedule 4.18(d),
no employee of the Access Business is, to the Seller's knowledge, a
party to or bound by any Contract or subject to any Judgment that may
materially interfere with the use of such person's best efforts to
promote the interests of the Access Business, or, other than as set
forth on Schedule 4.18(d), that has had or could reasonably be expected
to have a Business Material Adverse Effect.
(e) Except as set forth on Schedule 4.18(e), no
independent contractor, temporary employee, leased employee or any
other servant or agent employed or used with respect to the Access
Business since January 1, 2001 has been or is compensated other than
through wages reportable on a Form W-2 or a Form 1099 paid by the
Seller or by a bona fide temporary or employee leasing agency. To the
extent that any individuals set forth on Schedule 4.18(e) are used with
respect to the Access Business, they are properly classified and
treated in accordance with applicable laws and for purposes of all
benefit plans and perquisites.
47
4.19 Taxes.
(a) All Tax Returns with respect to the Access Business
and the Assets or income attributable thereto that are required by
applicable Law to be filed on or before the Closing Date by the Seller
have been filed or will be filed in a timely manner (within any
applicable extension periods). The information provided on such Tax
Returns is or will be complete and accurate in all respects and all
Taxes owing by the Seller have been timely paid in full or will be
timely paid in full. There are no material Liens for Taxes with respect
to any of the Assets (other than Permitted Liens). The Seller is not a
"foreign person" within the meaning of Section 1445 of the Code. The
Seller is not the beneficiary of any extension of time within which to
file any Tax Return relating to sales, real estate, personal property
or ad valorem Taxes payable with respect to the Assets. The Seller has
withheld and paid all Taxes related to the Access Business required to
have been withheld and paid in connection with amounts paid or owing to
any employee, independent contractor, stockholder or other third party
and all Forms W-2 and 1099 required with respect thereto have been
properly completed and timely filed.
(b) To the Seller's knowledge, there is no material
dispute or claim concerning any sales, real estate, personal property
or ad valorem Tax liability with respect to the Assets claimed or
raised by a Governmental Authority in writing.
(c) The Seller has delivered to the Purchaser complete
and accurate copies of all real estate, personal property and ad
valorem Tax Returns filed with respect to the Assets for taxable
periods ending after December 31, 2002, and no such Tax Returns have
been audited or are currently under audit.
(d) Neither the Seller nor any of its Subsidiaries is a
party to a Tax allocation or sharing agreement regarding sales, real
estate, personal property or ad valorem taxes.
4.20 Compliance with Laws. Except as disclosed in Schedule 4.20,
each of the Seller and Marconi IP has, since January 1, 2001, complied and is in
compliance in all material respects with all Laws applicable and material to the
Access Business. Except as set forth on Schedule 4.12, since January 1, 2001,
neither the Seller nor any of its Affiliates has received any written notice
from any Person that alleges that the Seller or Marconi IP is not in material
compliance with any Law applicable and material to the Access Business. This
Section 4.20 does not relate to matters with respect to Taxes (which are the
subject of Section 4.19), to employee benefits (which are the subject of Section
4.17), to environmental matters (which are the subject of Section 4.21), to
labor and employment matters (which are the subject of Section 4.18) or to
Intellectual Property matters (which are the subject of Section 4.13).
4.21 Environmental Matters. Except as disclosed in Schedule 4.21:
(a) the Seller (solely in relation to its conduct of the
Access Business) has at all times been and is in compliance with all
applicable Environmental Laws, except where the failure to so comply
does not constitute a Business Material Adverse Effect or a Seller
Material Adverse Effect;
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(b) the Seller is in possession of all Environmental
Permits, if any, required for its operation of the Access Business as
currently conducted and is in compliance with all of the requirements
and limitations included in such Environmental Permits except where the
failure to possess such Environmental Permits or to so comply does not
constitute a Business Material Adverse Effect;
(c) to the Seller's knowledge, there are no Hazardous
Substances in, on, under or at the Bedford Facility that constitute a
Business Material Adverse Effect;
(d) no written notice has been received by the Seller or
any of its Affiliates from any Governmental Authority or third party
claiming that the operation of the Access Business is in violation of
any Environmental Law or Environmental Permit, or that any of them,
solely in relation to the Access Business, is responsible (or
potentially responsible) for the cleanup of any Hazardous Substances at
any location; and
(e) neither the Seller nor any of its Affiliates (solely
in relation to the operation of the Access Business) is the subject of
any pending, or, to the Seller's knowledge, threatened litigation,
Proceeding or demand in any forum, judicial or administrative,
involving a claim for damages, injunctive relief, penalties or other
potential liability with respect to any Release or threatened Release
of Hazardous Substances or violations of any Environmental Law.
For purposes of this Section 4.21, the "Seller" shall refer only to
Marconi Communications, Inc. and its corporate predecessors as in existence and
operated from and since the acquisition of Reltec Communications, Inc. by
General Electric Corporation in April 1999.
4.22 Accounts Receivable. All the Accounts Receivable constituting
Assets (a) represent actual indebtedness incurred by the applicable account
debtors and (b) have arisen from bona fide transactions in the ordinary course
of business. To the Seller's knowledge, all the Accounts Receivable that
constitute Assets are not factored or subject to any setoff or counterclaim.
Since September 30, 2003, there have not been any write-offs as uncollectible of
any Accounts Receivable, except for write-offs in the ordinary course of
business and consistent with past practice.
4.23 Inventory. Except as set forth in Schedule 4.23, since
September 30, 2003, there have not been any write-downs of the value of, or
establishment of any reserves against, any Inventory of the Access Business,
except as made in the ordinary course of business consistent with past practice.
Inventory is properly stated on the books and records of the Access Business at
the lesser of cost and fair market value, with adequate obsolescence reserves,
all as determined in accordance with the Applicable Accounting Principles.
4.24 Product Warranties and Liabilities.
(a) Except as set forth in Schedule 4.24(a), each product
manufactured, shipped or sold by the Access Business has been in
conformity with all applicable contractual commitments and all express
and implied warranties (except as properly disclaimed in the applicable
Contract), and the Access Business does not have any liability (and, to
the Seller's knowledge, there is no basis for any present or future
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Proceeding, hearing, investigation, charge, complaint, claim or demand
against it giving rise to any liability) for replacement or repair
thereof or other damages in connection therewith, except for
nonconformities and liabilities that would not reasonably be expected
to have a material adverse effect on the Access Business' relationship
with any customer or distributor.
(b) The Seller has delivered to the Purchaser complete
and correct copies of all Contracts to which the Seller is a party
relating to the sale of products or services by the Access Business to
(i) BellSouth Telecommunications, Inc. and its Affiliates, (ii)
Communications Test Design, Inc., (iii) Grande, (iv) US WEST Business
Resources, Inc. and its successors and (v) Sprint/North Supply Company
and any Affiliate thereof (it being understood and agreed that certain
product and pricing information related to the Other Businesses
contained in such Contracts has not been delivered to the Purchaser).
(c) Except as set forth in Schedule 4.24(c), since
January 1, 2001, there has been no material recall of any product
manufactured, shipped or sold by the Access Business, nor, to the
Seller's knowledge, has any such recall been threatened.
4.25 Effect of Transactions. Except as set forth in Schedule 4.25,
to the Seller's knowledge, no executive officer, people manager or engineer of
the Access Business intends to terminate his or her employment with the Access
Business. Except as set forth in Schedule 4.25, to the Seller's knowledge, no
customer identified on Schedule 4.11(a) or supplier identified on Schedule
4.11(b) intends to terminate, or otherwise change in a manner materially adverse
to the Access Business, its relationship with the Access Business on account of
the ownership of the Access Business by the Purchaser or the consummation of any
transactions contemplated hereby.
4.26 Solvency. On the Closing Date and immediately after the
consummation of the Acquisition and the other transactions contemplated hereby
and under the Related Agreements: (a) the Seller shall not intend, whether by
virtue of the Acquisition (and the transactions contemplated hereby and under
the Related Agreements) or otherwise, to hinder, defraud, or delay any of its
present or future creditors, (b) the Seller shall be solvent (as such term is
determined for purposes of Section 548 of Title 11 of the United States Code and
under any applicable state Uniform Fraudulent Transfer Act or Uniform Fraudulent
Conveyance Act), (c) the Seller shall not be engaged in business or a
transaction, and shall not about to be engaged in business or a transaction, for
which any property remaining with the Seller shall be an unreasonably small
capital, and (d) the Seller shall not intend to incur, and shall not believe
that it is about to incur, debts that would be beyond the Seller's ability to
pay as such debts matured.
ARTICLE V
REPRESENTATIONS AND WARRANTIES OF THE PURCHASER AND AFCNA
The Purchaser and AFCNA, jointly and severally, represent and warrant
to the Seller, Marconi IP and the Parent as follows:
5.1 Due Incorporation. Each of the Purchaser and AFCNA is a
corporation duly incorporated, validly existing and in good standing under the
laws of the State of Delaware, and
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has all requisite corporate power and authority to own, operate and lease its
assets and to conduct its business as presently conducted.
5.2 Due Authorization. Each of the Purchaser and AFCNA has full
corporate power and authority to execute, deliver and perform this Agreement and
its Related Agreements and to consummate the transactions contemplated hereby
and thereby. The execution, delivery and performance by the Purchaser and AFCNA
of this Agreement and its Related Agreements, and the consummation by the
Purchaser and AFCNA of the transactions contemplated hereby and thereby, have
been duly authorized by all necessary corporate action, including the approval
of the respective board of directors of the Purchaser and AFCNA. Each of the
Purchaser and AFCNA has duly and validly executed and delivered this Agreement
and, at or prior to the Closing, will have duly and validly executed and
delivered each of its Related Agreements. Assuming the due authorization,
execution and delivery of this Agreement and its Related Agreements by the other
parties thereto, this Agreement constitutes, and each of the Purchaser's and
AFCNA's Related Agreements will, after the Closing, constitute, legal, valid and
binding obligations of the Purchaser and AFCNA, enforceable against each of them
(to the extent a party thereto) in accordance with their respective terms,
subject to Enforceability Limitations.
5.3 Consents and Approvals; Authority Relative to this Agreement.
(a) Except for the Governmental Required Consents, no
Consent of or with any Governmental Authority is necessary in
connection with the execution, delivery or performance by the Purchaser
or AFCNA of this Agreement or any of the Related Agreements or the
consummation by the Purchaser or AFCNA of the transactions contemplated
hereby or thereby.
(b) Except for the Governmental Required Consents, the
execution and delivery by the Purchaser and AFCNA of this Agreement and
of each of its Related Agreements do not, and the transactions
contemplated hereby and thereby and compliance by the Purchaser and
AFCNA with the terms hereof and thereof will not, conflict with, or
result in any violation of or default (with or without notice or lapse
of time, or both) under, or give rise to a right of termination,
cancellation or acceleration of any obligation or to loss of a material
benefit under, or to increased, additional, accelerated or guaranteed
rights or entitlements of any Person under, or result in the creation
of any Lien upon any of the properties or assets of the Purchaser or
any of its Subsidiaries under, any provision of (i) the certificate of
incorporation or by-laws or other organizational documents of the
Purchaser or any of its Subsidiaries, (ii) any Contract to which the
Purchaser or any of its Subsidiaries is a party or by which any of
their respective properties or assets is bound, (iii) any Judgment, Law
or Permit applicable to the Purchaser or any of its Subsidiaries or
their respective properties or assets or (iv) any indebtedness of the
Purchaser or any of its Subsidiaries, other than, in the case of clause
(ii) above, any conflict, violation or other such items that (A) has
not resulted in and would not reasonably be expected to result in a
material adverse effect on the Purchaser and its Subsidiaries, taken as
a whole and (B) does not constitute a Purchaser Material Adverse
Effect.
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5.4 Proceedings. There are no Proceedings or claims pending, or,
to the Purchaser's knowledge, Proceedings or claims threatened, by or against
the Purchaser, AFCNA or any of their respective Affiliates with respect to this
Agreement or the Related Agreements, or in connection with the transactions
contemplated hereby or thereby.
5.5 Financing. The Purchaser has internal resources available in
connection with the acquisition of the Assets which are in an aggregate amount
sufficient to consummate the transactions contemplated hereby. The financial
statements of the Purchaser as of the end of the most recent fiscal quarter for
which there are financial statements available and for the period then ended,
which have been previously delivered to the Seller, fairly present the financial
condition and results of operations of the Purchaser as of the date and for the
period then ended.
5.6 Independent Investigation. In making the decision to enter
into this Agreement and the Related Agreements and to consummate the
transactions contemplated hereby and thereby, other than reliance on the
representations, warranties, covenants and obligations of the Parent, the Seller
and Marconi IP set forth in this Agreement and in the Related Agreements to
which they are or will be parties, the Purchaser and AFCNA have relied solely on
their own independent investigation, analysis and evaluation of the Access
Business and the Assets. Each of the Purchaser and AFCNA confirms to the Seller
that it is sophisticated and knowledgeable about the industry in which the
Access Business operates and is capable of evaluating the matters set forth
above.
ARTICLE VI
COVENANTS
6.1 Access to Information. From and after the date of this
Agreement until the Closing Date, the Seller, Marconi IP and the Parent shall
afford, and, to the extent reasonably necessary, cause each of its Affiliates to
afford, to the Purchaser and its Representatives, on a reasonably timely basis,
reasonable access, upon reasonable notice during normal business hours, to all
the personnel (other than external professional advisors), work papers,
information systems, properties, books, contracts, commitments, Tax Returns and
records of, or relating to (and then only to the extent relating to), the Access
Business and during such period shall furnish to the Purchaser and its
Representatives any information relating to (and then only to the extent
relating to) the Access Business, the Assets and the Assumed Obligations, and to
Retained Obligations that arise from, relate to or affect, the Access Business,
as the Purchaser or its Representatives may reasonably request (including all
information reasonably necessary for purposes of transition planning and
preparation for post-Closing integration purposes); provided, that, nothing
herein will obligate the Seller, Marconi IP or the Parent to (i) take any
actions that would unreasonably interrupt the normal course of the Access
Business or (ii) violate any Law or the terms of any Contract to which the
Seller, Marconi IP, or the Parent or any of their Affiliates is a party or to
which any of their respective assets are subject; and provided, further, if any
particular item of the Seller, Marconi IP or the Parent that the Purchaser has
the right of access to pursuant to this Section 6.1 contains both information
related to the Access Business and other information, then the Seller, Marconi
IP and the Parent (as applicable) can, at its option either (A) provide a copy
of such information to the Purchaser subject to the Purchaser's obligations
contained herein to keep such other information confidential or (B) create a new
form of such
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information and provide the Purchaser with access to such new form of
information (which new form of information shall incorporate all information
that the Purchaser has the right to access to pursuant to this Section 6.1) (it
being understood that, notwithstanding the foregoing, the Seller shall make
available to the Purchaser the original complete copy of any particular item of
information if the Purchaser has a reasonable need to review such original copy,
subject to reasonable redaction that is not inconsistent with such reasonable
need of the Purchaser). The Purchaser's right of access to Tax Returns pursuant
to this Section 6.1 shall be limited to Tax Returns relating to real estate,
personal property or ad valorem Taxes payable with respect to the Assets.
6.2 Preservation of Business. From the date of this Agreement
until the Closing Date, except as set forth on Schedule 6.2 or as expressly
permitted by this Agreement, the Seller and Marconi IP shall operate the Access
Business in the ordinary course of business and in substantially the same manner
as has been conducted between April 1, 2002 and the date hereof, and use
reasonable best efforts to, and take such actions as the Purchaser reasonably
requests in order to, keep intact the Access Business, keep available the
services of the Current Access Employees and preserve the relationships of the
Access Business with material customers, suppliers, licensors, licensees,
distributors and others with whom the Access Business deals. Prior to the
Closing, the Seller, the Parent and Marconi IP shall not, and shall not permit
any of their Affiliates to, take any action that would or would reasonably be
expected to (x) result in the failure of any of the conditions to the Closing
contained in Articles VII or VIII or (y) cause any of the representations or
warranties of the Seller, Marconi IP or the Parent made in this Agreement (other
than the representations and warranties set forth in (i) the second sentence of
Section 4.10, (ii) clause (ii) of the second sentence of Section 4.11(a), (iii)
clause (ii) of the second sentence of Section 4.11(b), (iv) the first sentence
of Section 4.11(c), (v) the third sentence of Section 4.12(a), (vi) the last
sentence of Section 4.12(a), (vii) the first sentence of Section 4.13(a), (viii)
the first two sentences of Section 4.13(b), (ix) Section 4.13(d), (x) Section
4.14(a), (xi) the second sentence of Section 4.15, (x) Section 4.17(a), (xi) the
first sentence of Section 4.18(e), (xii) Section 4.19(c), (xiii) the first
sentence of Section 4.19(d), (xiv) Section 4.24(b) and (xv) Section 4.24(c), it
being agreed that nothing in this parenthetical shall be deemed to limit or
modify the covenants of the Parent, the Seller or Marconi IP herein other than
the covenant contained in this clause (y)) not to be true and correct as of the
date of such action or as of the Closing Date.
(a) Negative Covenants. Without limiting the generality
of the foregoing, except as set forth in the corresponding subsections
of Schedule 6.2 or as expressly permitted or required by this
Agreement, prior to the Closing, neither the Seller nor Marconi IP (in
each case, solely in relation to the Access Business) shall without the
prior written consent of the Purchaser:
(i) move from the Bedford Facility (if such
asset is located at the Bedford Facility), sell, lease, license or
otherwise dispose of any of its assets that would be Assets, except
inventory of finished goods sold, obsolete inventory disposed of and
other consumable assets used, in each case, in the ordinary course of
business and consistent with past practice;
53
(ii) make any capital expenditures in any
calendar month that are in the aggregate more than 110% of the amount
of capital expenditures forecast for such month in the Capital Spending
Analysis for the Access Business attached to Schedule 6.2;
(iii) make any material changes in the accounting
principles or practices of the Access Business other than those changes
required by accounting principles generally accepted in the United
Kingdom;
(iv) sell, transfer or lease any of the Assets
to, or otherwise enter into any transaction or Contract with respect to
the Access Business with, any Affiliates of the Seller, or amend or
extend in a manner materially adverse to the Access Business any such
transaction or Contract;
(v) increase the compensation or benefits of any
Access Employee or independent contractor of the Access Business, or
enter into any Contract to do so, except as required by existing
Contracts or by Law or in the ordinary course of business consistent
with past practices;
(vi) adopt or amend any Access Plan or enter
into, adopt, extend (beyond the Closing Date), renew or amend any
collective bargaining agreement or other Contract with any labor
organization, union or association, except in each case as required by
Law or in the ordinary course of business consistent with past
practices;
(vii) permit or allow any Asset to become
subjected to any Lien of any nature whatsoever, other than Permitted
Liens and those Liens set forth in Schedule 4.7(a);
(viii) enter into or terminate, or amend or extend
in a manner materially adverse to the Access Business, any material
Contract in connection with the Access Business other than entering
into Contracts with customers in the ordinary course of business;
(ix) enter into any Group Contract that relates
to or binds the Access Business;
(x) acquire by merging or consolidating with, or
by purchasing a substantial portion of the assets of, or by any other
manner, any business or any corporation, partnership, association or
other business organization or division thereof or otherwise acquire
any assets (other than Inventory) that are material, individually or in
the aggregate, to the Access Business;
(xi) acquire fee title to, or an ownership
interest in, any real property that would be an Asset or enter into any
lease (or renewal of any lease) of real property that would be an Asset
other than the Bedford Lease;
(xii) enter into, amend, terminate or extend any
license, option or other material agreement pertaining to the
Transferred Intellectual Property with any Person;
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(xiii) enter into any Contract containing a
covenant not to compete or any other covenant restricting the
development, manufacture, marketing or distribution of the products and
services of the Access Business or amend or extend in a manner adverse
to the Access Business any such covenant in any existing Contract of
the Access Business;
(xiv) make any purchase commitment with terms and
conditions not in the ordinary course of business consistent with past
practice or for a period of greater than six months;
(xv) (A) subject to the covenant with respect to
compensation contained in Section 6.2(a)(v), enter into, adopt or amend
any employment, severance, consulting, termination or other agreement
relating to any Current Access Employees or independent contractors
employed to perform services in the Access Business or (B) except in
the ordinary course of business consistent with past practice, hire any
person to work as an employee or independent contractor in the Access
Business other than as a replacement at the same job title, duties and
compensation of a Current Access Employee or current independent
contractor;
(xvi) incur or assume any liabilities, obligations
or indebtedness for borrowed money or guarantee any such liabilities,
obligations or indebtedness or otherwise take any action to incur or
assume, or intentionally fail to take any action required by any
obligation or duty that results in the incurrence of, any other
material liabilities or obligations of any nature, other than in the
ordinary course of business and consistent with past practice;
provided, however, that in no event shall the Access Business incur,
assume or guarantee any long-term indebtedness for borrowed money;
(xvii) cancel any material indebtedness
(individually or in the aggregate) or waive any claims or rights of
substantial value;
(xviii) accelerate (A) the delivery of products or
services under any Contract for the sale or distribution of any
products manufactured by the Access Business other than at the request
of the customer or (B) the collection of any outstanding Accounts
Receivable;
(xix) enter into or amend in any manner materially
adverse to the Access Business any Contract for the manufacture of
products on behalf of the Access Business;
(xx) (A) institute, settle or agree to settle any
Proceeding relating to or affecting the Access Business or Assets
before any court or governmental body (other than settlements of
Proceedings (1) not involving Intellectual Property matters, (2)
involving solely the payment of monetary damages and (3) not involving
an admission of liability) or (B) waive or surrender any rights related
to any pending or threatened Proceeding to the extent relating to or
affecting the Access Business or Assets; or
(xxi) authorize, commit to do or agree to take,
whether in writing or otherwise, any of the foregoing actions.
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(b) Advise of Changes.
(i) From the date hereof until the Closing,
promptly after the Seller acquires knowledge of any such matter, the
Seller shall advise the Purchaser in writing of (A) any material
failure of the Seller, Marconi IP or the Parent to comply with or
satisfy any covenant, condition or agreement to be complied with or
satisfied by it hereunder and (B) the occurrence or nonoccurrence of
any event, the occurrence or nonoccurrence of which would reasonably be
likely to cause any condition to the obligations of the Purchaser to
effect the Closing hereunder not to be satisfied or that calls into
question the ability of the Seller, the Purchaser or Marconi IP to
enter into or enforce any of the Related Agreements.
(ii) From the date hereof until the Closing,
promptly after the Purchaser acquires knowledge of any such matter, the
Purchaser shall advise the Seller in writing of (A) any material
failure of the Purchaser or AFCNA to comply with or satisfy any
covenant, condition or agreement to be complied with or satisfied by it
hereunder and (B) the occurrence or nonoccurrence of any event, the
occurrence or nonoccurrence of which would reasonably be likely to
cause any condition to the obligations of the Seller to effect the
Closing hereunder not to be satisfied or that calls into question the
ability of the Purchaser or AFCNA to enter into or enforce any of the
Related Agreements.
(c) Affirmative Covenants. Until the Closing, the Parent,
the Seller and, to the extent applicable, Marconi IP, shall:
(i) use reasonable best efforts to maintain the
Assets in all material respects in good working order, in accordance
with the past practice of the Access Business;
(ii) upon acquiring knowledge of any damage
(other than immaterial damage), destruction or loss to, or condemnation
of, any material Asset, (A) promptly notify the Purchaser, (B) make all
available claims against insurance policies covering such Asset (the
"Pre-Closing Insurance Claims") and (C) consult with the Purchaser as
to the application of any and all insurance proceeds with respect
thereto to repair, replace or restore such Asset;
(iii) use reasonable best efforts to maintain its
level and quality of Accounts Receivable and Inventory and spare parts
in the ordinary course of business so as to be sufficient for the
conduct of the Access Business by the Purchaser following Closing in
substantially the same manner as conducted on September 30, 2003 and as
currently conducted by the Seller; and
(iv) segregate any proceeds received prior to the
Closing from any Claims (the "Claims Proceeds") into a separate account
and retain any such Claims Proceeds in such account until the Closing;
provided, however, that (A) any Claims Proceeds received under an
insurance policy as a result of damage to or destruction of an Asset
(other than Inventory) may, subject to Section 6.2(c)(ii), be used to
replace the damaged or destroyed Asset and (B) any Claims Proceeds
received under an insurance
56
policy as a result of damage to or destruction of Inventory need not be
segregated into a separate account and may be used or disbursed in the
Seller's sole discretion.
(d) Consultation. Except to the extent that any such
consultation would be in violation of applicable Laws, in connection
with the continuing operation of the Access Business between the date
of this Agreement and the Closing, to the extent reasonably requested
by Purchaser, the Seller shall consult in good faith on a regular and
frequent basis with representatives of the Purchaser to report material
operational developments and the general status of ongoing operations.
Any such consultation shall not constitute a waiver by the Purchaser of
any rights under this Agreement, and the Purchaser shall not have any
liability or responsibility for any actions of the Parent, the Seller
or Marconi IP or any of their respective officers or directors with
respect to matters that are the subject of such consultations.
6.3 Consents and Approvals.
(a) On the terms and subject to the conditions of this
Agreement, each party shall use its reasonable best efforts to cause
the Closing to occur, including taking all reasonable actions necessary
(i) to comply promptly with all legal requirements that may be imposed
on it or any of its Affiliates with respect to the Closing and (ii) to
obtain each Governmental Required Consent and each other Consent of or
with a Governmental Authority which if not obtained or made would
reasonably be expected to have a material adverse effect on the ability
of the parties to consummate the transactions contemplated hereby. For
purposes of this Section 6.3(a), the "reasonable best efforts" of the
Purchaser shall include (1) opposing any motion or action for a
temporary, preliminary or permanent injunction against or other
prohibition of the Closing and (2) entering into a consent decree,
other order or other agreement, or giving an assurance, commitment or
undertaking, containing the Purchaser's agreement to hold separate and
divest (pursuant to any terms as may be required by any Governmental
Authority) the business, products and assets of any product or service
lines of the Access Business and/or any other business, product line,
service line, division or subsidiary of the Purchaser and/or any
Affiliate of the Purchaser and otherwise to take such other action as
may be required by any Governmental Authority; provided, however, that
neither the foregoing nor anything else in this Agreement shall require
the Purchaser to take any action or agree to take or not to take any
action if the taking of any such action or the agreement to take or not
to take any such action would reasonably be expected to have a material
adverse effect on the benefits (viewed as a whole) reasonably expected
to be derived by the Purchaser from the Acquisition, including any
action that would (x) involve a change in or restriction on the
business, products, assets or operations of the Access Business, the
Purchaser or any Affiliate of the Purchaser or (y) involve the
disposition (whether by way of sale, lease, license or otherwise),
before or after the Closing, of all or any portion of the business,
products or assets (including Intellectual Property) of the Access
Business, the Purchaser or any Affiliate of the Purchaser.
(b) In furtherance and not in limitation of the
provisions of Section 6.3(a), each of the Seller, Marconi IP, the
Parent, the Purchaser and AFCNA shall cooperate with the other with
respect to obtaining and making the Consents of Governmental
57
Authorities in connection with this Agreement and the transactions
contemplated hereby. The Seller, Parent, Marconi IP, the Purchaser and
AFCNA, or Persons nominated thereby, will promptly provide drafts to
the others, allow reasonably adequate time for comment by the others
and consult with the others as promptly as practicable with respect to
the contents of all notifications, filings, submissions, further
documentation and evidence to be submitted to all relevant Governmental
Authorities. The Seller, Marconi IP, the Parent, the Purchaser and
AFCNA shall, in each case where permitted by the relevant Governmental
Authority, allow Persons nominated by the other party to attend all
meetings with Governmental Authorities and, where appropriate, to make
oral submissions at such meetings. Each of the Purchaser, Marconi IP,
the Parent, the Seller and AFCNA shall (i) furnish to the other such
necessary information and reasonable assistance as the other may
require in connection with its preparation of any notification, filing,
submission or further documentation or evidence that is necessary in
obtaining and making Consents of Governmental Authorities and (ii)
promptly disclose to the other all correspondence received from or sent
to any relevant Governmental Authority in connection herewith and shall
keep the other fully informed of any other related communication in
whatever form with any of the relevant Governmental Authorities. The
Purchaser, the Parent, Marconi IP, the Seller and AFCNA shall comply
promptly with any inquiry or request for additional information from
any relevant Governmental Authority in connection herewith and shall
promptly provide any supplemental information requested in connection
with the notifications, filings and/or submissions made hereunder for
the purposes of obtaining and making the Consents of Governmental
Authorities.
(c) Each party shall promptly notify the other parties in
writing of any notice or other communication from any third party
received by it alleging that the consent of such third party is or may
be required in connection with the execution, delivery or performance
of this Agreement or any Related Agreement or the consummation of the
transactions contemplated hereby and thereby. The Seller shall, and
shall cause its Affiliates to, use its reasonable best efforts to
obtain, and the Purchaser shall, and shall cause its Affiliates to,
cooperate with the Seller and its Affiliates in obtaining, all Consents
from third parties required in connection with the execution, delivery
or performance of this Agreement or any Related Agreement or the
consummation of the transactions contemplated hereby and thereby;
provided, however, that, subject to the exceptions set forth on
Schedule 6.3(c) (incorporated herein), the parties shall not be
required to pay or commit to pay any amount to (or incur any obligation
in favor of) any Person from whom any such Consent may be required
(other than nominal filing or application fees). The Purchaser and
AFCNA acknowledge that certain Consents with respect to the
transactions contemplated by this Agreement may be required from
parties to Contracts and that such Consents have not been obtained.
Except as expressly provided in this Agreement, and without limiting
the representations, warranties and covenants of the Seller, the Parent
and Marconi IP herein, including in this Section 6.3 and in Sections
4.3, 4.13, 4.14, and 4.15, so long as the Seller and its Affiliates
have complied with their obligations under this Agreement and the
Related Agreements in any way related to obtaining Consents and there
has been no breach of any applicable representation or warranty by the
Seller, the Parent or Marconi IP hereunder or under the applicable
Related Agreement in any way implicated by the failure to obtain a
Consent,
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the Seller, the Parent and Marconi IP shall not have any Liability to
the Purchaser and AFCNA to the extent due to the failure to obtain any
Consents that may be required in connection with the transactions
contemplated by this Agreement or because of the termination of any
Purchased Contract as a result thereof.
(d) Without limiting the terms of this Section 6.3, each
of the Purchaser and the Seller will (i) as soon as reasonably
practicable after the date of this Agreement file with the Antitrust
Division and the FTC the notification and report form, if required by
the HSR Act, for the transactions contemplated hereunder, requesting
early termination of the waiting period thereunder, (ii) respond
promptly to inquiries from the Antitrust Division or the FTC in
connection with such filings, including providing any supplemental
information that may be requested by the Antitrust Division or the FTC,
and (iii) provide to the other party copies of any filings made under
the HSR Act at the time they are filed with the Antitrust Division or
the FTC.
6.4 Marconi Name.
(a) The Purchaser and AFCNA acknowledge that the Marconi
Name is and shall remain the property of the Seller or its Affiliates
and that nothing in this Agreement shall transfer or shall operate as
an agreement to transfer any right, title or interest in the Marconi
Name to the Purchaser or any Affiliate of the Purchaser.
(b) Subject to Sections 6.4(c), (d) and (e), the Seller
is not granting the Purchaser or AFCNA a license to use, and neither
the Purchaser nor any of its Affiliates shall have any title, right or
interest in or to, the Marconi Name after the Closing.
(c) The Purchaser and AFCNA agree:
(i) that, as soon as reasonably practicable
following the Closing, but in any event, within sixty (60) days
following the Closing Date and thereafter, no stationery, purchase
order, invoice, receipt or other similar document containing any
reference to the Marconi Name shall be printed, ordered or produced and
that the Purchaser and AFCNA shall cease to use any stationery,
purchase order, invoice, receipt or other similar document containing
any reference to the Marconi Name or shall only use such stationery,
purchase order, invoice, receipt or other similar document after having
deleted, pasted over or placed a sticker over such references;
(ii) as soon as reasonably practicable after the
Closing, and in any event no later than one hundred twenty (120) days
after the Closing Date, to remove the Marconi Name from all premises,
signs and vehicles which are included in the Assets or made available
to the Purchaser and AFCNA in connection herewith;
(iii) that following the Closing, no brochures,
leaflets or similar documents and no packaging containing any reference
to the Marconi Name shall be printed, ordered or produced and, with
respect to existing brochures, leaflets or similar documents and
packaging that remain in the Purchaser's possession, custody or control
and that contain a reference to the Marconi Name, that the Purchaser
and AFCNA shall use their reasonable best efforts to ensure that, as
soon as reasonably practicable but in no
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event later than sixty (60) days following the Closing Date, such
references are deleted, pasted over or a sticker is put over such
references; and
(iv) that the Purchaser and AFCNA shall use their
respective reasonable best efforts to ensure that, from and following
the Closing, no stocks, goods, products, services or software are
manufactured, produced or provided showing, having marked thereon or
using the Marconi Name.
(d) For the avoidance of doubt, the Purchaser and AFCNA
shall have no obligation to remove the Marconi Name from any products
(or related packaging, documentation or other materials) sold,
licensed, leased, delivered or otherwise provided by the Access
Business to a third party prior to the Closing.
(e) The Purchaser and AFCNA shall have the right to
continue to use "xxxxxxx.xxx" as an e-mail address for Transferred
Employees for a period of three (3) months following the Closing Date.
6.5 Brokers. Regardless of whether the Closing shall occur, (a)
the Seller, Marconi IP and the Parent shall indemnify the Purchaser and its
Affiliates against, and hold the Purchaser and its Affiliates harmless from, any
and all liability for any brokers' or finders' fees or other commissions arising
with respect to brokers or finders retained or engaged by the Parent, the Seller
or any of its Affiliates in respect of the transactions contemplated by this
Agreement, and (b) the Purchaser and AFCNA shall indemnify the Seller and its
Affiliates against, and hold the Seller and its Affiliates harmless from, any
and all liability for any brokers' or finders' fees or other commissions arising
with respect to brokers or finders retained or engaged by the Purchaser or any
of its Affiliates in respect of the transactions contemplated by this Agreement.
6.6 Assignments. The Seller and Marconi IP, as applicable, shall
prepare all assignments of Transferred Intellectual Property required hereunder
and provide such assignments to the Purchaser in recordable form reasonably
acceptable to the Purchaser. The Seller and the Parent shall reimburse the
Purchaser for one-half of all filing or recordation fees incurred in connection
with such assignments.
6.7 Orderly Transition; Preservation of Books and Records; Access
and Assistance.
(a) Upon reasonable request and during normal business
hours, the Purchaser, AFCNA, the Seller, the Parent and Marconi IP
shall reasonably cooperate with each other, and shall cause their
respective Representatives to reasonably cooperate with each other,
after the Closing to ensure the orderly transition of the Access
Business from the Seller and Marconi IP to the Purchaser and AFCNA and
to minimize any disruption to the Access Business and the other
respective businesses of the Seller and the Purchaser that might result
from the transactions contemplated hereby. Notwithstanding the previous
sentence, no party shall be required to incur material out-of-pocket
expenses of any kind in connection with complying with this Section
6.7(a).
(b) After the Closing, upon reasonable notice, the
Purchaser and AFCNA, on one hand, and the Seller, Marconi IP and the
Parent, on the other hand, shall furnish or cause to be furnished to
the other and their respective Representatives access, during
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normal business hours, to such information relating to the Access
Business (to the extent within the control of such party or any of its
Affiliates) as is reasonably necessary for financial reporting and/or
accounting matters (including (i) responding to inquires or other
demands of any Governmental Authority (including the Securities and
Exchange Commission) and (ii) in the case of the Purchaser, confirming
the information contained in the Audit to be delivered by the Seller to
the Purchaser pursuant to Section 6.17). Notwithstanding the previous
sentence, if any particular item of the Seller, Marconi IP or the
Parent that the Purchaser or AFCNA has the right of access to pursuant
to this Section 6.7(b) contains both information related to the Access
Business and other information that is not reasonably necessary for
financial reporting and/or accounting matters, then the Seller, Marconi
IP or the Parent, as applicable, can, at its option, either (i) provide
a copy of such information to the Purchaser or AFCNA subject to the
Purchaser's and AFCNA's obligations contained herein to keep such other
information confidential or (ii) create a new form of such information
and provide the Purchaser and AFCNA with access to such new form of
information.
(c) From and after the Closing, the Purchaser and AFCNA
shall preserve and retain all Information and Records and other
accounting, legal, auditing and other books and records (including any
documents relating to any governmental or non-governmental claims,
actions, suits, proceedings or investigations with respect to the
Seller) relating to the conduct of the Access Business and the
ownership of the Assets on or prior to the Closing Date in a manner
consistent with the Purchaser's document retention policy.
(d) In the event and for so long as any party hereto is
contesting or defending against or prosecuting any third-party charge,
complaint, action, suit, Proceeding, hearing, investigation, claim or
demand in connection with (i) any transaction contemplated under this
Agreement or (ii) any fact, situation, circumstance, status, condition,
activity, practice, plan, occurrence, event, incident, action, failure
to act, or transaction on or prior to the Closing Date involving the
Access Business, each other party hereto will (A) fully cooperate with
it and its counsel in, and assist it and its counsel with, the contest,
defense or prosecution, (B) make available its personnel (including for
purposes of fact finding, consultation, interviews, depositions and, if
required, as witnesses), and (C) provide such information, testimony
and access to its books and records, in each case as shall be
reasonably requested in connection with the contest, defense or
prosecution, all at the sole cost and expense (not including employee
compensation and benefits costs) of the contesting, defending or
prosecuting party (unless the contesting, defending or prosecuting
party is entitled to indemnification therefor under Article XII). For
the avoidance of doubt, this Section 6.7(d) shall not apply with
respect to disputes between the parties hereto.
(e) Each party shall reimburse the other parties for
reasonable out-of-pocket administrative costs and expenses incurred at
the request of the other in assisting the other pursuant to this
Section 6.7. No party shall be required by this Section 6.7 to take any
action that would unreasonably interfere with the conduct of its
business or unreasonably disrupt its normal operations (or, in the case
of Purchaser, the Access Business). Any information received by any
party pursuant to this Section 6.7 shall be subject to Section 6.9.
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6.8 Insurance. The Purchaser and AFCNA acknowledge that (a) all of
the insurance policies maintained by the Seller or any of its Affiliates prior
to the Closing Date will be terminated with respect to the Access Business
effective as of the Closing Date and (b) upon such termination, the Access
Business will cease to be covered under such policies and the Purchaser and
AFCNA will have to obtain replacement coverage (including coverage as the
Purchaser deems appropriate for the Assets, the operation of the Access Business
and the satisfaction of the Assumed Obligations). To the extent the Seller or
any of its Affiliates receive any proceeds from any Pre-Closing Insurance Claims
following the Closing, the Seller shall, and shall cause the relevant Affiliate
to, promptly remit such insurance claim proceeds to the Purchaser.
6.9 Confidentiality.
(a) Pre-Closing Confidentiality Terms and Other
Confidentiality Agreements. The parties have previously entered into
several confidentiality agreements covering specific purposes
(collectively, the "Other Confidentiality Agreements"), and a
confidentiality agreement dated December 12, 2002 (as amended, the
"December CA") specifically addressing the purchase transaction
contemplated by this Agreement. The parties intend that all rights,
obligations and causes of action that existed or arose under the Other
Confidentiality Agreements and the December CA, respectively, prior to
the effective date of this Agreement, shall continue to be governed by
and subject to the terms of the Other Confidentiality Agreements and
the December CA, respectively, and nothing in this Agreement shall be
deemed to be a waiver of any rights or a release of any party with
respect to those rights, obligations and causes of action. From and
after the effective date of this Agreement, and except with respect to
the December CA, the parties intend that their obligations, rights and
causes of action arising under the Other Confidentiality Agreements
shall continue to be governed by and subject to the terms of the Other
Confidentiality Agreements, respectively, and nothing in this Agreement
shall be deemed to be a waiver of any rights or a release of any party
with respect to those rights, obligations and causes of action. It is
the intent of the parties that the Other Confidentiality Agreements
shall continue in full force and effect with respect to the subject
matter and purposes for which they were entered into, and this
Agreement shall not modify, affect or otherwise impact the Other
Confidentiality Agreements. With respect to the December CA, (i) prior
to the effective date of this Agreement, the December CA shall govern
the information provided by a disclosing party to the others in
connection with the transactions contemplated hereby or by the Related
Agreements, and (ii) from and after the effective date of this
Agreement, this Section 6.9 shall govern the information provided by a
disclosing party to the others in connection with the transactions
contemplated by this Agreement, and for all rights, obligations and
causes of action arising from and after the effective date of this
Agreement, the December CA is hereby superceded by this Agreement.
(b) Permitted Disclosures. Each of the following reasons
shall be deemed to be a "Permitted Disclosure" and collectively, the
"Permitted Disclosures", subject to the terms and conditions applicable
to any such Permitted Disclosure as set forth below or as otherwise
expressly set forth in this Section 6.9:
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(i) making any filing with a Governmental
Authority that is required in connection with the consummation of the
transactions contemplated hereby;
(ii) subject to obtaining reasonable assurances
of confidentiality, obtaining any Consent from a third party to
transfer any Purchased Contract or Transferable Permit, provided that
the party seeking Consent shall only disclose the identity of the other
parties and the general nature of the transaction to such third party;
(iii) defending or prosecuting any litigation,
Proceeding or dispute;
(iv) as otherwise required by Law or
administrative process;
provided that in the event of (iii) or (iv) above, (A) the scope of the
information to be disclosed shall be solely that which is reasonably
necessary for the respective purpose stated above, (B) the receiving
parties shall provide written notice to the disclosing parties as to
the need for such disclosure and such scope, as soon as the receiving
parties first becomes aware of such, in order to give the disclosing
parties the opportunity to appear and object, if it so chooses and (C)
the court may review such information under seal, upon the disclosing
parties making a motion for such, to which the receiving parties shall
make no objection;
(v) disclosing to any and all Persons, without
limitation of any kind, the U.S. federal and state tax treatment and
tax structure (tax structure shall mean any fact that may be relevant
to understanding the U.S. federal or state tax treatment of the
transaction) contemplated hereby and all materials of any kind
(including opinions or other tax analyses) that are provided to the
party making the disclosure relating to such tax treatment and tax
structure except to the extent maintaining confidentiality of such
information is necessary to comply with any federal or state securities
laws;
(vi) making any public announcement or disclosure
required by the rules of any stock exchange, the Panel on Takeovers and
Mergers, the UKLA or any other Law or Judgment (in which case the party
required to make the disclosure shall promptly notify the other parties
and give such parties a reasonable opportunity to oppose such
disclosure or request confidential treatment of such disclosure if
available);
(vii) subject to reasonable assurances of
confidentiality, disclosing this Agreement or any of the Related
Agreements or their contents or the transactions contemplated hereby or
thereby to Representatives of the parties and their Affiliates with a
bona fide need to know such information;
(viii) disclosing this Agreement or any of the
Related Agreements or their contents or the transactions contemplated
hereby or thereby (A) subject to the terms of a confidentiality
agreement protecting the confidentiality of such information, to
current or potential lenders to, investors in and purchasers of the
parties or their Affiliates (or any portion thereof) so long as (1) the
due diligence investigation by the lender, investor or purchaser, as
applicable, of such party and its Affiliates is substantially complete,
(2) the definitive agreement with respect to such loan, investment or
purchase, as applicable, is substantially complete and substantially
all of the material terms with
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respect thereto (including, (x) with respect to a loan, the loan amount
and interest rate, (y) with respect to an investment, the amount to be
invested and the price per security to be issued, and (z) with respect
to a purchase, the purchase price) have been agreed in principle and
(3) the board of directors (or the senior management) of such party or
its Affiliates (as applicable) and the potential lender, investor or
purchaser, as the case may be, have (xx) in the case of a loan from a
bank or similar entity that is in the business of lending money,
reviewed and approved the commitment letter or term sheet setting forth
the material terms of such loan and (yy) in the case of all other
transactions contemplated by this clause (3), been apprised of such
transaction and have consented to further negotiations subject to final
board (or senior management) approval, and (B) without limiting any
other Permitted Disclosure, to those Persons whose approval, agreement
or opinion, as the case may be, is required for consummation of such
particular transaction or transactions;
(ix) disclosing information as permitted in
accordance with Section 13.8 of this Agreement; or
(x) enforcing the parties' rights hereunder, or
under any of the Related Agreements.
Additional reasons for disclosure of confidential information of a
party may be permitted as expressly set forth in this Section 6.9.
(c) Purchaser's Obligations. The Purchaser and AFCNA
shall keep confidential and shall not use or disclose except as
expressly permitted or required by this Agreement or the Related
Agreements, and shall cause their Affiliates and each of the
Representatives of the Purchaser, AFCNA and such Affiliates to keep
confidential and not use or disclose except as expressly permitted or
required by this Agreement or the Related Agreements, all information
regarding the Seller, Marconi IP, the Parent or their Affiliates or any
of their businesses, products, processes or financings being provided
by Seller, Marconi IP, the Parent or any of their Affiliates or
Representatives in connection with the transactions contemplated hereby
(excluding, from and after the Closing Date, the Information and
Records, Transferred Technology and information arising from the
Assumed Obligations), except (i) as necessary or required in connection
with a Permitted Disclosure, (ii) for information that is available to
the public on the Closing Date, or thereafter becomes available to the
public, other than as a result of a breach of this Section 6.9 or the
December CA, and (iii) for information that is or was independently
developed by the Purchaser or AFCNA or any of their Affiliates without
reference to any confidential information of the Seller, Marconi IP,
the Parent or any of their Affiliates or (iv) for information that is
known or becomes known to the Purchaser or AFCNA (other than by
disclosure by the Seller, Marconi IP or the Parent) without any breach
of any obligation of confidentiality or not in connection with the
transactions contemplated hereby. The Purchaser and AFCNA agree to use,
and agree to cause their respective Affiliates and Representatives to
use, at least the same degree of care to protect such confidential
information of the Seller, Marconi IP and the Parent and their
Affiliates as the Purchaser and AFCNA use to protect their confidential
information of like importance and in any event using not less than a
reasonable degree of care.
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(d) Seller's Obligations. The Seller, Marconi IP and the
Parent shall keep confidential and shall not use or disclose except as
expressly permitted or required by this Agreement or the Related
Agreements, and shall cause their Affiliates and each of the
Representatives of the Seller, Marconi IP, the Parent and such
Affiliates to keep confidential and not use or disclose except as
expressly permitted or required by this Agreement, (i) all information
regarding the Purchaser, AFCNA or any of their Affiliates or any of
their businesses, products, processes or financings being provided by
Purchaser, AFCNA or any of their Affiliates or Representatives in
connection with the transactions contemplated hereby or by the Related
Agreements and (ii) after the Closing, all Information and Records,
Transferred Technology and information arising from the Assumed
Obligations, except (A) as necessary or required in connection with a
Permitted Disclosure, (B) for information that is available to the
public prior to or on the Closing Date, or thereafter becomes available
to the public, other than as a result of a breach of this Section 6.9
or the December CA, (C) with respect to clause (i) above only, for
information that (1) is or was independently developed by the Seller,
Marconi IP or the Parent or any of their Affiliates without reference
to any information described in clause (i) above or (2) is known or
becomes known to the Seller, Marconi IP or the Parent (other than by
disclosure by the Purchaser or AFCNA) without any breach of any
obligation of confidentiality or not in connection with the
transactions contemplated hereby. The Seller, Marconi IP and the Parent
agree to use, and agree to cause their respective Affiliates and
Representatives to use, at least the same degree of care to protect
such confidential information of the Purchaser and AFCNA as the Seller,
Marconi IP and the Parent use to protect their confidential information
of like importance and in any event using not less than a reasonable
degree of care.
(e) Disclosures under the December CA and this Agreement.
Notwithstanding anything to the contrary herein or in the December CA,
the Purchaser and AFCNA, on the one hand, and the Seller, the Parent
and Marconi IP, on the other hand, shall each be permitted to disclose
information regarding the other parties, or their businesses, products,
processes or financings, being provided to them in connection with the
transactions contemplated by this Agreement only to the extent
necessary or required in connection with any Permitted Disclosure, or
as otherwise expressly set forth in this Section 6.9.
(f) Post-Closing Confidentiality Obligations of Seller.
Effective upon, and only upon, the Closing, (i) the terms of this
Section 6.9 (excluding Section 6.9(c)) shall apply to the Seller,
Marconi IP and the Parent with respect to Information and Records,
Transferred Technology and information arising from the Assumed
Obligations, and (ii) subject to Section 6.9(i) below, any Information
and Records, Transferred Technology or information arising from the
Assumed Obligations shall be deemed the confidential information of the
Purchaser, and the Purchaser's obligations from and after the Closing
under this Section 6.9, the December CA and the Other Confidentiality
Agreements with respect to such information shall cease.
(g) Return or Destruction of Access Business Information.
Promptly following the date hereof, each of the Seller, Marconi IP and
the Parent shall use reasonable best efforts to secure the return or
destruction of all information and materials
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relating to the Access Business, the Assets and the Assumed Obligations
provided to any Person who is or was a potential purchaser of the
Access Business. To the extent any Person returns such information and
materials to the Seller, Marconi IP or the Parent, the Seller shall
destroy all such information and materials. To the extent possible, the
Seller shall provide the Purchaser with all information reasonably
requested by the Purchaser regarding the status of such process.
(h) Return or Destruction of Seller Information. The
Purchaser and AFCNA agree that upon written notice from the Seller,
Marconi IP or the Parent, the Purchaser and AFCNA shall promptly (and
in any case within 14 days of the request) return to the Seller,
Marconi IP or the Parent, as the case may be, all confidential
information of the Seller, Marconi IP and the Parent provided by them
in connection with the transactions contemplated by this Agreement to
the Purchaser, AFCNA, any of their Affiliates or their Representatives,
except Notes (as defined in the December CA), and cause all Notes (and
copies thereof) to be destroyed, and certify in writing to the Seller,
Marconi IP and the Parent that all such material has been returned or
destroyed in compliance with this Agreement; provided, however, that
this obligation shall not apply from and after the Closing Date to any
Information and Records, Transferred Technology or information arising
from the Assumed Obligations.
(i) Retention of Information. Upon and after the Closing
Date, each of the Seller, Marconi IP, the Parent and their respective
Affiliates shall retain only such copies of the Transferred Technology
as are maintained as of the date of this Agreement by each of the
Seller, Marconi IP, the Parent or their respective Affiliates in the
conduct of their respective businesses other than the Access Business
in the ordinary course of business. In addition, upon and after the
Closing Date, each of the Seller, Marconi IP and the Parent and their
respective Affiliates shall retain only such copies of confidential
information of the Purchaser and AFCNA as may be necessary to perform
their respective obligations under the Related Agreements, in each case
in accordance with the terms and conditions provided in such
agreements. Finally, the Seller, Marconi IP and the Parent shall be
entitled to retain one copy of such information as they deem necessary
for archive purposes for a record of the transactions contemplated by
this Agreement and the Related Agreements.
(j) No Representations or Warranties; No Licenses. Except
as expressly set forth in this Agreement or in any of the Related
Agreements, neither the Purchaser nor AFCNA nor any of their
Affiliates, on the one hand, nor the Seller, Marconi IP or the Parent
or any of their Affiliates, on the other hand, makes any
representations or warranties with respect to any of the information
provided by them in connection with the transactions contemplated
hereby or by the Related Agreements. In addition, except as expressly
set forth in this Agreement or any Related Agreements, neither the
Purchaser nor AFCNA or any of their Affiliates, on the one hand, nor
the Seller, Marconi IP or the Parent or any of their Affiliates, on the
other hand, grants any licenses or rights in any information provided
by such party in connection with the transactions contemplated hereby
or by the Related Agreements.
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(k) Privilege Savings Clause. Each party providing any
information in connection with this Agreement is not waiving, and will
not be deemed to have waived or diminished, any of its attorney work
product protections, attorney-client privileges or similar protections
and privileges as a result of disclosing such information (including
information related to pending or threatened litigation) to the other
party, regardless of whether such disclosing party has asserted, or is
or may be entitled to assert, such privileges and protections. The
parties (i) share a common legal and commercial interest in all of such
information that is subject to such privileges and protections; (ii)
may become joint defendants in Proceedings to which such information
covered by such protections and privileges relates; (iii) intend that
such privileges and protections remain intact should any party become
subject to any actual or threatened Proceeding to which such
information covered by such protections and privileges relates; and
(iv) intend that after the Closing the receiving party shall have the
right to assert such protections and privileges. No receiving party
shall admit, claim or contend, in Proceedings involving either party or
otherwise, that any party disclosing such information waived any of its
attorney work-product protections, attorney-client privileges or
similar protections and privileges with respect to any information,
documents or other material disclosed to a party due to a disclosing
party disclosing information (including information related to pending
or threatened litigation) to such receiving party.
(l) Additional Mutual Obligations. On and after the
effective date of this Agreement, except for the Permitted Disclosures,
each of the Seller, Marconi IP and the Parent, and their respective
Affiliates, and the Purchaser and AFCNA and their respective
Affiliates, agree to hold confidential the terms and provisions of this
Agreement and the Related Agreements and the terms of the transactions
contemplated hereby and thereby.
6.10 Taxes.
(a) Property Taxes. All real estate, personal property,
and ad valorem Taxes relating to the Assets which shall have accrued
and become payable prior to the Closing Date shall be paid by the
Seller. All such Taxes which shall be accrued but unpaid shall be
prorated to the Closing Date. In connection with such proration, in the
event the actual Tax figures are not available at the Closing Date,
proration of Taxes shall be based on 105% of the actual Taxes for the
preceding year for which actual Tax figures are available. The amount
due one party as a result of such proration shall be paid to the other
party at the Closing.
(b) Taxes Related to Transaction. The Seller and the
Purchaser shall each pay one-half of the cost of all property transfer,
sales, use or Transfer Taxes, and all recording costs, arising out of
the transfer of the Assets pursuant to this Agreement and all costs and
expenses incurred in connection with the transferring and recording of
title to the Assets. The sales, use and transfer Tax Returns required
by reason of said transfer shall be timely prepared and filed by the
party legally obligated to make such filing. The parties agree to
cooperate with each other in connection with the preparation and filing
of such Tax Returns, in obtaining all available exemptions from such
sales, use and transfer Taxes and in timely providing each other with
resale certificates and any other documents necessary to satisfy any
such exemptions.
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(c) Access to Tax Records. After the Closing, upon
reasonable written notice, the Purchaser, AFCNA, the Seller, the Parent
and Marconi IP shall furnish or cause to be furnished to each other and
their respective Representatives, as promptly as practicable, such
information and assistance (to the extent within the control of such
party) relating to the Assets (including access to books and records)
as is reasonably necessary for the filing of all Tax Returns (including
Form 8594), and making of any election related to Taxes, the
preparation for any audit by any Taxing Authority, and the prosecution
or defense of any claim, suit or Proceeding related to any Tax Return.
The Parent, Marconi IP, the Seller, the Purchaser and AFCNA shall
cooperate with each other in the conduct of any audit or other
Proceeding relating to Taxes involving the Access Business. In the
event that the Seller or any of its Affiliates or the Purchaser or any
of its Affiliates shall after the Closing take any position in any Tax
Return, or reach any settlement or agreement on audit, which is in any
manner inconsistent with any position taken by the Seller or its
Affiliates in any filing, settlement or agreement made by the Seller or
its Affiliates prior to the Closing and such inconsistent position (i)
might require the payment by the Purchaser or the Seller (or one of
their respective Affiliates) of more Tax than would have been required
to be paid had such position not been taken or such settlement or
agreement not been reached, (ii) affects the determination of useful
life, basis or method of depreciation, amortization or accounting of
any of the Assets or any of the properties, assets or rights of the
Purchaser or one of its Affiliates or (iii) might accelerate the time
at which any Tax must be paid by the Purchaser or the Seller, then the
Purchaser or the Seller, as the case may be, shall provide timely and
reasonable notice to the other party hereto of such position.
6.11 Agreement Not to Compete.
(a) The Parent, the Seller and Marconi IP understand that
the Purchaser and AFCNA would not have entered into this Agreement
absent the provisions of this Section 6.11 and, therefore, for a period
of five (5) years from the Closing Date, none of the Parent, the Seller
nor Marconi IP shall, and each shall cause each of its Affiliates to
not, directly or indirectly (including by owning any interest in,
managing, operating or controlling any other business enterprise):
(i) sell, provide, deliver or supply any
Restricted Product to any BellSouth Entity for use, delivery or
deployment within the Nine-State Region, or call on, solicit or attempt
to induce any BellSouth Entity to order or purchase any Restricted
Product for use, delivery or deployment within the Nine-State Region;
or
(ii) solicit, recruit or hire any person who is
employed in the Access Business as operated by the Purchaser and its
Affiliates after the Closing, provided, however, that this clause (ii)
shall not prohibit hiring any person (A) who responds to a public
advertisement which is disseminated generally and is not targeted at
such person or at other employees of the Access Business, and who
otherwise has not been solicited or recruited in violation of this
clause (ii), or (B) who is first approached, solicited or recruited
when no longer an employee of the Purchaser or any of its Affiliates
and whose resignation or other termination of employment with the
Purchaser or any of its Affiliates
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was not solicited or induced, directly or indirectly, by the Parent,
the Seller, Marconi IP or any of their Affiliates.
(b) Notwithstanding the terms of Section 6.11(a), (i)
nothing in Section 6.11(a) shall prohibit or otherwise restrict the
Parent, the Seller, Marconi IP or any of their Affiliates from carrying
on or engaging in the Other Businesses (it being understood and agreed
that the Seller and its Affiliates in conducting the Other Businesses
(A) currently sell, provide, develop, deliver and supply Other Business
Products and Other Business Services to, and may continue to sell,
provide, develop, deliver and supply Other Business Products and Other
Business Services to, Persons unaffiliated with the Parent, the Seller,
Marconi IP and their other Affiliates that, in turn, package or combine
such Other Business Products with, or use such Other Business Services
in support of, Restricted Products that are or will be sold to a
BellSouth Entity, (B) currently sell, provide, develop, deliver and
supply Other Business Products and Other Business Services to, and may
continue to sell, provide, develop, deliver and supply Other Business
Products and Other Business Services to, a BellSouth Entity that are or
will be used in connection with Restricted Products) and (C) may (1)
obtain from any Person other than the Parent or any of its Affiliates
Restricted Products (or components thereof) that do not incorporate or
use any Core Technology and (2) incorporate or combine Other Business
Products or Other Business Services into or with such Restricted
Product, and then sell the resulting product(s) to a BellSouth Entity),
(ii) in the event that any Person directly or indirectly acquires a
majority equity interest in the Parent or any of its Affiliates
(including the Seller) (each an "Acquired Entity"), then Section
6.11(a) shall apply only to each Acquired Entity and not to the
acquiring Person or any of such Person's Affiliates other than any
Acquired Entity (provided that, if the applicable Acquired Entity
elects upon written notice provided to the Purchaser on or before the
closing of such acquisition to terminate the licenses granted to it
under the Cross License Agreement effective as of the closing of such
acquisition pursuant to Section 4.1.4 of the Cross License Agreement,
then Section 6.11(a) shall apply to neither such Acquired Entity, the
acquiring Person nor any of such Person's other Affiliates unless the
acquiring Person or such Affiliate of the acquiring Person is otherwise
licensed under the Cross License Agreement) and (iii) in the event that
any Person acquires all or a portion of the business or assets of the
Parent or any of its Affiliates (including the Seller), regardless of
the form of such transaction (other than a transaction of the type
described in the previous clause (ii)), then Section 6.11(a) shall
apply to the acquiring Person or such Person's Affiliates to the extent
and only to the extent of the products, materials and services of the
acquired business or acquired assets (or Evolutions thereof) that after
the closing of the acquisition continue to be subject to the licenses
under the Cross License Agreement; provided that, in the case of each
of clause (ii) and (iii), Section 6.11(a) shall apply to the acquiring
Person if such Person is the Parent or an Affiliate of the Parent
immediately prior to such acquisition.
(c) Section 6.11(a) shall not be deemed to be breached
solely as a result of the ownership by the Parent, the Seller, Marconi
IP and their Affiliates (taken collectively) of less than an aggregate
of 5% of any class of equity of a publicly traded Person which sells,
provides, delivers or supplies Restricted Products.
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(d) If, at the time of enforcement of the covenants
contained in this Section 6.11 (collectively, the "Restrictive
Covenants"), a court holds that the duration, scope or area
restrictions stated herein are unreasonable under circumstances then
existing, the parties agree that the maximum duration, scope or area
reasonable under such circumstances shall be substituted for the stated
duration, scope or area and that the court shall be allowed and
directed to revise the restrictions contained herein to cover the
maximum period, scope and area permitted by Law. Upon advice of legal
counsel, each of the Parent, the Seller and Marconi IP has determined
and hereby acknowledges that the Restrictive Covenants are reasonable
in terms of duration, scope and area restrictions.
(e) If the Parent, the Seller, Marconi IP or any of their
respective Affiliates breaches, or threatens to commit a breach of, any
of the Restrictive Covenants, then the Purchaser shall have the rights
and remedies with respect to such breach as are set forth in Article
XII (and for such purpose, Losses shall include Competition Damages)
and Section 13.20 hereof. For purposes of this clause (e), "Competition
Damages" shall mean the right and remedy to require the Seller and the
Parent, jointly and severally, to account for and pay over to the
Purchaser any profits or other benefits derived or received by the
Person breaching such Restrictive Covenant as the result of any
transactions constituting such a breach.
6.12 Collection of Receivables. From and after the Closing, the
Purchaser shall have the right and authority to collect for its own account (at
its own cost and risk) all Accounts Receivable that are included in the Assets
and to endorse with the name of the Seller any checks or drafts received with
respect to any Accounts Receivable (noting that such endorsement is explicitly
without recourse). The Seller shall promptly deliver to the Purchaser any cash
or other property received directly or indirectly by it or any of its Affiliates
with respect to the Accounts Receivable, including any amounts received as
interest on such Accounts Receivable.
6.13 Release of Liens. Each of the Seller, Marconi IP and the
Parent shall (a) take all actions required of the Seller, Marconi IP or the
Parent (and shall cause their Affiliates to take all actions required of such
Affiliate) under the Indentures and the applicable security agreements related
thereto to cause the Liens encumbering the Assets under the Indentures and the
applicable security agreements related thereto to be terminated and released at
the Closing and (b) take all actions required of the Seller, Marconi IP or the
Parent (and shall cause their Affiliates to take all actions required of such
Affiliate) to cause any other Liens encumbering the Assets (other than Permitted
Liens) to be terminated and released at the Closing. Each of the Seller, Marconi
IP and the Parent shall use (and shall cause their Affiliates use) its
respective reasonable best efforts to cause all other actions necessary for such
Liens to be terminated and released at the Closing to be taken at or prior to
the Closing. Within one Business Day after the Closing Date, the Seller, Marconi
IP and the Parent, as applicable, shall make all filings (including UCC-3s), or
use their reasonable best efforts to cause the holders of the Liens encumbering
the Assets to make such filings, in all local, state and foreign jurisdictions
necessary to publicly notice the termination and release of such Liens. All such
releases and filings shall be in the form and substance reasonably acceptable to
the Purchaser.
6.14 Nonsolicitation. Neither the Parent, the Seller nor Marconi IP
shall, nor shall any of them authorize or permit any of their respective
Affiliates or Representatives to, directly or
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indirectly, (a) solicit, initiate or encourage (including by way of furnishing
information) any "other bid," (b) take any other action to knowingly facilitate
any inquiries or the making of any proposal that constitutes or may reasonably
be expected to lead to any "other bid," (c) engage in any discussion or
negotiations relating thereto (other than discussions solely related to
informing a third party of the existence of this provision) or (d) accept any
"other bid." The Parent, Marconi IP and the Seller shall instruct each of its
Representatives to observe the terms of this Section 6.14. Without limiting the
foregoing, it is understood that any violation of the restrictions set forth in
the first two sentences of this Section 6.14 by any Representative, whether or
not such Person is purporting to act on behalf of the Parent, Marconi IP or the
Seller or otherwise, shall be deemed to be a breach of this Section 6.14 by the
Parent, Marconi IP and the Seller. Subject to contractual confidentiality
restrictions in place as of the date of this Agreement, the Parent or the Seller
promptly shall advise the Purchaser orally and in writing of any "other bid"
made after the execution of this Agreement or any inquiry made after the
execution of this Agreement which could reasonably be expected to lead to any
"other bid" and the identity of the Person making any such "other bid" or
inquiry. As used in this Section 6.14, "other bid" shall mean any proposal or
offer from any Person to directly or indirectly acquire in any manner any
substantial portion of the assets of the Access Business.
6.15 Bedford Facility.
(a) If the CAMI Transaction closes prior to the Closing,
then at the Closing the Seller shall transfer the Bedford Lease to the
Purchaser, and the Purchaser shall assume the Seller's rights and
obligations thereunder.
(b) If (i) the CAMI Transaction does not close prior to
the Closing and (ii) at the time of the Closing the Bedford Sale
Agreement has not been terminated, then at the Closing the Seller shall
transfer the Seller's right to occupy the Bedford Facility under the
Jabil Rationalization Agreement to the Purchaser and the Purchaser
shall assume the Seller's obligations with respect to such occupancy
right set forth in Section 3.9(b), the fourth sentence of (c), (d) and
(e) of the Jabil Rationalization Agreement; provided, however, that
notwithstanding the foregoing, the Purchaser shall have no obligations
to any Person (including Jabil or the Seller) under such sections in
excess of the aggregate monthly rent for the Bedford Facility under the
CAMI Lease (the "Maximum Rent"). The Purchaser shall thereafter occupy
the Bedford Facility under the Seller's occupancy rights under the
Jabil Rationalization Agreement until the earlier of (A) the closing of
the CAMI Transaction (at which point the Seller shall transfer the
Bedford Lease to the Purchaser and the Purchaser shall assume the
Seller's rights and obligations thereunder) and (B) the termination of
the Bedford Sale Agreement (in which case the terms of Section 6.15(c)
shall apply).
(c) If the Bedford Sale Agreement is terminated either
before or after the Closing, then the Seller shall (or shall cause a
third-party buyer to) purchase the Bedford Facility from Jabil as soon
as reasonably practicable after such termination pursuant to the terms
of the Jabil Rationalization Agreement and lease the Bedford Facility
to the Purchaser (or a wholly-owned subsidiary of the Purchaser)
pursuant to a lease containing substantially the same terms as the
Bedford Lease (the "Seller Bedford Lease"). If such purchase is not
effected prior to the Closing, then at the Closing the Seller shall
transfer
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the Seller's right to occupy the Bedford Facility under the Jabil
Rationalization Agreement to the Purchaser (and the Purchaser shall
assume the Seller's obligations with respect to such occupancy right
set forth in Section 3.9(b), the fourth sentence of (c), (d) and (e) of
the Jabil Rationalization Agreement up to the Maximum Rent) until such
time as the Seller purchases (or causes a third-party to purchase) the
Bedford Facility from Jabil and the Seller or the third-party purchaser
leases the Bedford Facility to the Purchaser or a wholly-owned
subsidiary of the Purchaser pursuant to the Seller Bedford Lease.
(d) Notwithstanding anything to the contrary set forth in
this Section 6.15 and subject to the immediately following sentence,
the Seller shall be solely responsible for any and all repairs or
maintenance of the Bedford Facility during the period, if any, that the
Purchaser occupies the Bedford Facility under the Jabil Rationalization
Agreement pursuant to Section 6.15(b) and (c) above. In the event the
Purchaser occupies the Bedford Facility pursuant to Section 6.15(b) and
(c) above under the Jabil Rationalization Agreement and then either
enters into the CAMI Lease or the Seller Bedford Lease, the Purchaser
shall promptly reimburse the Seller for all such repair and maintenance
costs and expenses incurred by the Seller that the Purchaser would
otherwise have been liable for under the CAMI Lease assuming the
Purchaser had been a party to the CAMI Lease and leased the Bedford
Facility pursuant to such lease during the period that the Purchaser
occupied the Bedford Facility under the Jabil Rationalization
Agreement. Furthermore, during the period, if any, that the Purchaser
occupies the Bedford Facility under the Jabil Rationalization Agreement
pursuant to Section 6.15(b) and (c) above, the Purchaser agrees to use
reasonable best efforts to prevent waste to the Bedford Facility from
occurring; provided, however, the Purchaser shall not have any
affirmative obligation of inspection.
6.16 Grande. Between the date hereof and the Closing, each of the
Seller and the Purchaser shall use their reasonable best efforts to comply with
the provisions of Schedule 6.16 with respect to the System Purchase Agreement,
dated as of October 29, 2001, between Grande and the Seller, as amended by the
Letter Agreement, dated December 16, 2002, between Grande and the Seller
(collectively, the "System Purchase Agreement"), which such System Purchase
Agreement is a Shared Contract.
6.17 Audit.
(a) Without limiting the parties' other obligations under
this Article VI, the Seller agrees to prepare "special purpose
financial statements" of the Access Business, including a statement of
Assets to be acquired by the Purchaser and Assumed Obligations as of
September 30, 2003, and the related statements of operations and of
cash flows for the year then ended (the "2003 Financial Statements"),
including related footnotes, otherwise (except for the omission of
assets not acquired and liabilities not assumed) in conformity with
accounting principles generally accepted in the United States ("U.S.
GAAP"), and agrees to engage the Seller's independent public
accountants, Deloitte & Touche LLP ("Deloitte"), to commence an audit
of the 2003 Financial Statements under auditing standards generally
accepted in the United States (the "Audit"). Promptly after execution
of this Agreement, the Seller shall use its reasonable best efforts to
prepare the
72
2003 Financial Statements on the basis provided in this paragraph (a)
(or, if applicable, on such other basis as may be required pursuant to
paragraph (b) below), and cause Deloitte to commence and complete the
Audit of such financial statements as soon as reasonably practicable
after the execution of the engagement letter. The Seller agrees to
cause such engagement letter to be prepared, and the Seller will be
prepared to execute such letter on its own behalf, promptly after the
date hereof. The Seller and the Purchaser will both be signatories to
Deloitte's engagement letter for the Audit. The Seller represents that
subject to the "special purpose" nature of the financial statements,
the 2003 Financial Statements will fairly present the financial
condition, results of operations and cash flows of the Access Business
as of and for the applicable period, and will be consistent with the
books and records of the Seller.
(b) The Seller will, and will use its reasonable best
efforts to cause its independent public accountants to, cooperate with
the Purchaser with respect to the preparation and presentation of a
written request by the Purchaser pursuant to Rule 3-13 of Regulation
S-X (the "Request") for appropriate relief from the staff of the
Division of Corporation Finance of the Securities and Exchange
Commission (the "SEC's Staff") in order to permit the filing and use by
the Purchaser of "special purpose financial statements" of the Access
Business as contemplated in Section 6.17(a) to fulfill its obligations
under Rule 3-05 of Regulation S-X. The Seller (and to the extent
required, the Parent and/or Marconi IP) will promptly prepare a letter
addressed to the Purchaser that contains such information as may be
reasonably required for purposes of the Request, including an
explanation of the appropriateness of the "special purpose financial
statement" basis contemplated by Section 6.17(a). The Seller will
provide the Purchaser with any information reasonably required to
respond to any comments or inquiries of the SEC's Staff received with
respect to the Request. If the SEC's Staff denies the Request or
otherwise indicates to the Purchaser that the 2003 Financial Statements
must be prepared on a different basis than that stated in the Request,
then the Purchaser will promptly notify the Seller of the basis on
which the 2003 Financials must be prepared pursuant to such
communication from the SEC's Staff, and the Seller will cause the 2003
Financial Statements to be prepared under U.S. GAAP on the basis so
notified by the Purchaser.
(c) Prior to the Closing, the Seller and the Parent
shall, and shall cause their Affiliates to, cooperate fully with
Deloitte in connection with the Audit, including providing Deloitte
with reasonable access to personnel, books and records as is requested
by Deloitte to complete the Audit. Subsequent to the Closing, each of
the Seller and the Parent shall, and shall cause their respective
Affiliates to, use reasonable best efforts to cooperate fully with the
Purchaser, Deloitte and any other auditors of the Purchaser in
connection with the Audit and the financial statements that are the
subject of the Audit, including (i) providing reasonable access to
personnel, books and records (including reasonable access to personnel,
books and records of the Other Businesses to the extent necessary) as
may be requested by Deloitte to complete the Audit, (ii) cooperating
with the reasonable requests of the Purchaser and its independent
accountants in order to permit the Purchaser and its Affiliates to
prepare and submit the Request and to respond to inquiries or other
demands of any Governmental Entity (including the Securities Exchange
Commission) related to such financial statements of the Access Business
or to
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confirm the information upon which such financial statements are based
(including for purposes of any "comfort letter" requested by the
Purchaser), and (iii) facilitating discussions between the Purchaser
and Deloitte with respect to the completed Audit to the extent
reasonably requested by the Purchaser. The Seller and the Parent
acknowledge and agree that the foregoing cooperation could involve the
provision of information concerning non-Access Business units (such as
the Other Businesses) to the extent relevant to the preparation and
audit of such financial statements of the Access Business, provided,
that, such information will be provided only to the auditors (and not
to the Purchaser except to the extent reasonably necessary for the
purposes set forth in clause (ii) above), subject to customary
confidentiality restrictions. It is acknowledged and agreed that it is
the intention of the parties to facilitate the completion of the Audit
as soon as reasonably practicable after the date hereof.
(d) As soon as reasonably practicable after issuance of
Deloitte's report on the Audit of the 2003 Financial Statements, the
Seller shall provide a copy of the 2003 Financial Statements and an
Audit report to the Purchaser. After the delivery of the 2003 Financial
Statements and Audit report by the Seller to the Purchaser, the
Purchaser shall reimburse the Seller for all fees and reasonably
documented expenses billed by Deloitte (consistent with their
engagement letter) and paid by the Seller in connection with the Audit,
within five (5) Business Days of the presentation to the Purchaser of
reasonably detailed documentation of such fees and expenses.
Notwithstanding the foregoing, (i) if the Purchaser terminates this
Agreement pursuant to Section 10.1(c)(i), then the Seller shall be
responsible for all fees and expenses of Deloitte in connection with
the Audit and shall promptly reimburse the Purchaser for any and all
fees and expenses paid by the Purchaser to Deloitte directly or to the
Seller pursuant to the reimbursement provisions of the immediately
preceding sentence and (ii) if this Agreement is terminated other than
(A) by the Purchaser pursuant to Section 10.1(c)(i) or (B) by the
Seller pursuant to Section 10.1(d)(i), then the Purchaser and the
Seller shall share equally all fees and expenses of Deloitte in
connection with the Audit and the Seller shall promptly reimburse the
Purchaser for one-half of any and all fees and expenses paid by the
Purchaser to Deloitte directly or to the Seller pursuant to the
reimbursement provisions of the immediately preceding sentence.
(e) Until the Audit report has been delivered to the
Purchaser, the Seller shall use its reasonable best efforts to arrange
a weekly conference call with the Purchaser at a mutually agreeable
time at which representatives of the Seller will inform the Purchaser
of the timing and general status of the Audit. The Seller represents
that such information will accurately summarize the timing and status
of the Audit in all material respects.
(f) To the extent required by the Purchaser under the
Securities Exchange Act of 1934, as amended (together with the rules
and regulations promulgated thereunder, the "Exchange Act"), with
respect to each quarterly financial reporting period ending prior to
the Closing Date, commencing with the calendar quarter ending December
31, 2003, the Seller will prepare financial statements on a basis
consistent with the 2003 Financial Statements per Section 6.17(a) as of
and for the applicable quarterly period ended (the "Interim Financial
Statements"). The Seller agrees to engage Deloitte to perform an audit
of the Interim Financial Statements under auditing standards generally
accepted in the
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United States (the "Interim Audit"). The Seller shall use its
reasonable best efforts to prepare the Interim Financial Statements and
cause Deloitte to commence and complete the Interim Audit as soon as
reasonably practicable upon determination by the Purchaser that such
financial statements are required by the Purchaser and to furnish to
the Purchaser the Interim Financial Statements at least five (5) days
prior to the date that the Purchaser is required to file its report
with the SEC under the Exchange Act. Subject to the "special purpose"
nature of the financial statements, the Seller represents such Interim
Financial Statements will fairly present the financial condition,
results of operations and cash flows of the Access Business as of and
for the applicable period, and will be consistent with the books and
records of the Seller, subject only to the absence of footnotes. The
provisions of paragraphs (c), (d) and (e) of this Section 6.17 will
apply to the parties' obligations replacing "the Audit" with "the
Interim Audit" as applicable and replacing "the 2003 Financial
Statements" with "the Interim Financial Statements" as applicable.
ARTICLE VII
CONDITIONS PRECEDENT TO OBLIGATIONS OF THE PURCHASER AND AFCNA
The obligations of the Purchaser and AFCNA to consummate the
Acquisition and the other transactions contemplated hereby are subject to the
satisfaction or written waiver by the Purchaser of the following conditions
precedent on or before the Closing Date:
7.1 Warranties True.
(a) Other than with respect to the representations and
warranties contained in Section 4.26, the representations and
warranties of the Parent, the Seller and Marconi IP contained herein
shall have been accurate, true and correct on and as of the date
hereof, and, except to the extent that any such representation or
warranty is made solely as of the date hereof or as of another date
earlier than the Closing Date, shall also be accurate, true and correct
on and as of the Closing Date as though made on the Closing Date
(without giving effect to any limitation as to "materiality," "material
adverse effect," or similar qualifying language set forth therein),
except to the extent that any breach (in the aggregate with all other
such breaches) does not constitute a Business Material Adverse Effect
or a Seller Material Adverse Effect.
(b) The representations and warranties of the Seller and
Marconi IP contained in Section 4.26 shall have been accurate, true and
correct on and as of the date hereof, and shall also be accurate, true
and correct on and as of the Closing Date as though made on the Closing
Date.
7.2 Compliance with Agreements and Covenants. Each of the Parent,
the Seller and Marconi IP shall have in all material respects performed and
complied with all of its covenants and obligations contained in this Agreement
and in the Transition Services Agreement to be performed and complied with by it
on or prior to the Closing Date.
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7.3 Certificate of Compliance. The Parent, the Seller and Marconi
IP shall have delivered to the Purchaser a certificate of the Parent, the Seller
and Marconi IP dated as of the Closing Date, executed by an authorized officer
of each, certifying as to compliance with Sections 7.1 and 7.2.
7.4 Xxxx-Xxxxx-Xxxxxx. Any applicable waiting period under the HSR
Act shall have expired or been earlier terminated without action by the
Antitrust Division or the FTC to prevent consummation of the transactions
contemplated by this Agreement.
7.5 No Injunctions or Other Legal Restraints. No applicable Law,
injunction or other legal restraint or prohibition enacted, entered,
promulgated, enforced or issued by any Governmental Authority preventing the
consummation of the Acquisition shall be in effect.
7.6 Absence of Proceedings. There shall not be any Proceeding
pending or threatened in writing by any Governmental Authority or any other
Person that has a reasonable possibility of success (i) challenging or seeking
to restrain or prohibit the Acquisition or any of the other transactions
contemplated hereby or by the Related Agreements or the enforceability of any
material covenant (including Section 6.11 hereof) contained herein or in any
Related Agreement, which Proceeding is based on facts or circumstances that, if
true, would not involve a breach of any representation or warranty of the
Purchaser hereunder, (ii) seeking to obtain from the Purchaser or any of its
Affiliates in connection with the Acquisition any material damages, which
Proceeding is based on facts or circumstances that, if true, would not involve a
breach of any representation or warranty of the Purchaser hereunder, or (iii)
imposing or seeking to impose (including by requiring the Purchaser to take any
action or to agree to take or not to take any action) a change in or restriction
on the business, assets or operations of the Access Business, the Purchaser or
any Affiliate of the Purchaser or requiring or seeking to require the Purchaser
or any of its Affiliates to take any action or agree to take or not to take any
action, including the disposition (whether by way of sale, lease, license or
otherwise), before or after the Closing, of all or any portion of the business,
products or assets (including Intellectual Property assets) of the Access
Business, the Purchaser or any Affiliate of the Purchaser, if such change,
restriction, requirement or disposition would reasonably be expected to have a
material adverse effect on the benefits (viewed as a whole) reasonably expected
to be derived by the Purchaser from the Acquisition.
7.7 Certificates. The Parent, the Seller and Marconi IP shall have
delivered to the Purchaser a duly executed certificate from an authorized
officer of each certifying to their respective (a) organizational documents, (b)
resolutions or minutes of the boards of directors and, with respect to the
Seller and Marconi IP, shareholders pertaining to the authorization of this
Agreement and the Related Agreements and the transactions contemplated hereby
and thereby and (c) incumbency of their executing officers.
7.8 FIRPTA Certificate. The Seller shall have delivered to the
Purchaser a duly executed certificate from an authorized officer certifying,
under penalty of perjury, that the Seller and Marconi IP are not foreign persons
within the meaning of section 1445 of the Code in substantially the form
attached hereto as Exhibit M (the "FIRPTA Certificate").
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7.9 Consents. The Seller shall have delivered to the Purchaser
written consents from the third parties to the Contracts listed on Schedule 7.9,
in form and substance reasonably acceptable to the Purchaser, necessary to
transfer such listed Contracts to Purchaser at the Closing in the manner
provided on Schedule 7.9.
7.10 Material Adverse Effect. There shall not have occurred any
Business Material Adverse Effect during the period from the date hereof to the
Closing.
7.11 Other Documents. Each of the Parent, the Seller, Marconi IP
and the Marconi Entities shall have furnished to the Purchaser all agreements
and documents required to be delivered by such parties pursuant to Section 9.2,
and each such agreement shall be in full force and effect.
7.12 Release of Liens. The Liens on the Assets, other than
Permitted Liens, shall have been terminated and released and the Release
Agreement shall have been executed by the parties thereto and delivered to the
Purchaser.
7.13 Opinion of Counsel. The Purchaser shall have received the
legal opinions of (a) Mayer, Brown, Xxxx & Maw LLP with respect to certain U.S.
legal issues in substantially the form attached hereto as Exhibit N, (b) Mayer,
Brown, Xxxx & Maw LLP with respect to certain U.K. legal issues in substantially
the form attached hereto as Exhibit O, (c) Mayer, Brown, Xxxx & Maw LLP, or
other outside legal counsel reasonably acceptable to the Purchaser, acting as
special counsel to the Marconi Entities under the Cross License Agreement
substantially in the same form and content as the legal opinions referred to in
clause (a) or clause (b) above, as applicable, and (d) Xxxxx & Xxxxx with
respect to certain legal issues related to the Indentures in substantially the
form attached hereto as Exhibit P.
7.14 Solvency Opinion. The Purchaser shall have received the
opinion of Valuation Research Corporation, or another nationally recognized,
independent valuation firm reasonably acceptable to the Purchaser and the
Seller, dated as of the Closing Date, in the form attached hereto as Exhibit Q.
ARTICLE VIII
CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SELLER, MARCONI IP AND
THE PARENT
The obligations of the Parent, the Seller and Marconi IP to consummate
the Acquisition and the other transactions contemplated hereby are subject to
the satisfaction or written waiver by the Seller of the following conditions
precedent on or before the Closing Date:
8.1 Warranties True. The representations and warranties of the
Purchaser and AFCNA contained herein shall have been accurate, true and correct
on and as of the date hereof, and, except to the extent that any such
representation or warranty is made solely as of the date hereof or as of another
date earlier than the Closing Date, shall also be accurate, true and correct on
and as of the Closing Date as though made on the Closing Date (without giving
effect to any limitation as to "materiality," "material adverse effect," or
similar qualifying language set forth therein), except to the extent that any
breach (in the aggregate with all other such breaches)
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would not reasonably be expected to have a material adverse effect on the
Purchaser and its Subsidiaries taken as a whole or does not constitute a
Purchaser Material Adverse Effect.
8.2 Compliance with Agreements and Covenants. The Purchaser and
AFCNA shall have in all material respects performed and complied with all of its
respective covenants and obligations contained in this Agreement and the
Transition Services Agreement to be performed and complied with by it on or
prior to the Closing Date.
8.3 Certificate of Compliance. The Purchaser and AFCNA shall have
delivered to the Seller a certificate of the Purchaser and AFCNA dated as of the
Closing Date, executed by an authorized officer of each, certifying as to
compliance with Sections 8.1 and 8.2.
8.4 Xxxx-Xxxxx-Xxxxxx. Any applicable waiting period under the HSR
Act shall have expired or been earlier terminated without action by the
Antitrust Division or the FTC to prevent the consummation of the transactions
contemplated by this Agreement.
8.5 No Injunctions or Other Legal Restraints. No applicable Law,
injunction or other legal restraint or prohibition enacted, entered,
promulgated, enforced or issued by any Governmental Authority preventing the
consummation of the Acquisition shall be in effect.
8.6 Absence of Proceedings. There shall not be any Proceeding
pending or threatened in writing by any Governmental Authority or any other
Person that has a reasonable possibility of success challenging or seeking to
restrain or prohibit the Acquisition or any of the other transactions
contemplated hereby or by the Related Agreements, which Proceeding is based on
facts or circumstances that, if true, would not involve a breach of any
representation or warranty of the Parent, the Seller or Marconi IP hereunder.
8.7 Other Documents. Each of the Purchaser and AFCNA shall have
furnished to the Seller all agreements and documents required to be delivered by
the Purchaser and AFCNA pursuant to Section 9.3, and each such agreement shall
be in full force and effect.
8.8 Purchase Price. The Seller, for itself and as agent for
Marconi IP, shall have received from the Purchaser the Purchase Price pursuant
to Section 3.1.
8.9 Certificates. The Purchaser and AFCNA shall have delivered to
the Seller a duly executed certificate from an authorized officer of each
certifying to their respective (a) organizational documents, (b) resolutions or
minutes of their respective boards of directors and, if applicable, shareholders
pertaining to the authorization of this Agreement and its Related Agreements and
the transactions contemplated hereby and thereby and (c) incumbency of their
executing officers.
8.10 Opinion of Counsel. The Seller shall have received the legal
opinion of Pillsbury Winthrop LLP in substantially the form attached hereto as
Exhibit R.
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ARTICLE IX
CLOSING
9.1 Closing. Subject to Articles VII and VIII, the Closing shall
take place at the offices of Pillsbury Winthrop LLP, 00 Xxxxxxx Xxxxxx, Xxx
Xxxxxxxxx, Xxxxxxxxxx 00000, at 10:00 a.m. (pacific standard time) on the third
Business Day after all the conditions set forth in Articles VII and VIII have
been satisfied (or, to the extent permitted, waived by the parties entitled to
the benefits thereof), or at such other place, time and date as shall be agreed
between the Seller and the Purchaser. The Closing, and all transactions to occur
at the Closing, shall be deemed to have taken place at, and shall be effective
as of, 12:01 a.m. (central standard time) on the Closing Date.
9.2 Deliveries by the Seller. At the Closing the Seller or Marconi
IP, as applicable, shall deliver to the Purchaser the following:
(a) the Assignment and Assumption Agreement, duly
executed by the Seller;
(b) the Xxxx of Sale, duly executed by the Seller;
(c) subject to Section 6.16, the Supply Agreements, duly
executed by the Seller;
(d) the Transition Services Agreement, duly executed by
the Seller;
(e) the Cross License Agreement, duly executed by the
Marconi Entities;
(f) the Sublicenses, duly executed by the Seller;
(g) the Patent Assignment, duly executed by Marconi IP;
(h) the Copyright Assignment, duly executed by the
Seller;
(i) the Trademark Assignment, duly executed by the
Seller;
(j) a cross receipt verifying the receipt by the Seller
of the Purchase Price; and
(k) the FIRPTA Certificate.
9.3 Deliveries by the Purchaser. At the Closing the Purchaser or
AFCNA, as applicable, shall deliver to the Seller the following:
(a) the Assignment and Assumption Agreement, duly
executed by the Purchaser;
(b) the Xxxx of Sale, duly executed by the Purchaser and
AFCNA;
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(c) subject to Section 6.16, the Supply Agreements, duly
executed by the Purchaser or, at the option of the Purchaser, an
Affiliate of the Purchaser (it being understood that if an Affiliate of
the Purchaser is the primary party to the Supply Agreements, the
Purchaser nonetheless shall remain responsible for the performance of
all of such Affiliate's obligations thereunder);
(d) the Transition Services Agreement, duly executed by
the Purchaser or, at the option of the Purchaser, an Affiliate of the
Purchaser (it being understood that if an Affiliate of the Purchaser is
the primary party to the Transitions Services Agreement, the Purchaser
nonetheless shall remain responsible for the performance of all of such
Affiliate's obligations thereunder);
(e) the Cross License Agreement, duly executed by the
Purchaser or, at the option of the Purchaser, an Affiliate of the
Purchaser (it being understood that if an Affiliate of the Purchaser is
the primary party to the Cross License Agreement, the Purchaser
nonetheless shall remain responsible for the performance of all of such
Affiliate's obligations thereunder);
(f) the Sublicenses, duly executed by the Purchaser or,
at the option of the Purchaser, an Affiliate of the Purchaser (it being
understood that if an Affiliate of the Purchaser is the primary party
to the Sublicenses, the Purchaser nonetheless shall remain responsible
for the performance of all of such Affiliate's obligations thereunder);
(g) the Purchase Price in accordance with Sections 3.1
and 13.4; and
(h) tax resale certificates with respect to the Inventory
duly executed by the Purchaser or AFCNA, as applicable.
ARTICLE X
TERMINATION
10.1 Termination. This Agreement may be terminated, and the
transactions contemplated herein may be abandoned, at any time on or prior to
the Closing Date:
(a) with the mutual written consent of the Seller and the
Purchaser;
(b) by the Seller or the Purchaser, if the Closing shall
not have taken place on or before July 31, 2004 (the "Termination
Date"); provided, that, the right to terminate this Agreement under
this Section 10.1(b) shall not be available to (i) the Seller if the
failure of the Seller or any of its Affiliates to fulfill any of their
obligations under this Agreement caused the failure of the Closing to
occur on or before such date or (ii) the Purchaser if the failure of
the Purchaser or any of its Affiliates to fulfill any of their
obligations under this Agreement caused the failure of the Closing to
occur on or before such date;
(c) by the Purchaser, (i) if there shall have been a
breach of any representation or warranty of the Seller, Marconi IP or
the Parent hereunder and the breach of such
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representation or warranty constitutes a Business Material Adverse
Effect or a Seller Material Adverse Effect, or if there shall have been
a material breach of any covenant or obligation of the Seller, Marconi
IP or the Parent hereunder and, if such breach is curable, such breach
shall not have been remedied within thirty (30) days after receipt by
the Seller of a notice in writing from the Purchaser specifying the
breach and requesting such breach be remedied or (ii) if any of the
other conditions set forth in Article VII shall have become incapable
of fulfillment on or prior to the Termination Date and shall not have
been waived by the Purchaser (unless the failure of such condition is
the result of a material breach of this Agreement by the Purchaser or
AFCNA); or
(d) by the Seller, (i) if there shall have been a
material breach of any covenant, obligation, representation or warranty
of the Purchaser or AFCNA hereunder, and, if such breach is curable,
such breach shall not have been remedied within thirty (30) days after
receipt by the Purchaser of notice in writing from the Seller
specifying the breach and requesting such breach be remedied or (ii) if
any of the other conditions set forth in Article VIII shall have become
incapable of fulfillment on or prior to the Termination Date and shall
not have been waived by the Seller (unless the failure of such
condition is the result of a material breach of this Agreement by the
Seller, the Parent or Marconi IP).
In the event of termination by the Seller or the Purchaser pursuant to
this Section 10.1 (other than Section 10.1(a)), written notice thereof shall be
given to the other parties hereto.
10.2 Effect of Termination. If this Agreement is terminated
pursuant to Section 10.1, all obligations of the parties hereunder shall
terminate, except for the obligations set forth in Sections 6.5 (Brokers), 6.9
(Confidentiality), 13.1 (Expenses) and 13.8 (Publicity), each of which shall
survive the termination of this Agreement (it being understood and agreed,
however, that (a) no such termination shall relieve any party from liability for
any prior breach of this Agreement and (b) for purposes of determining such
liability, the terms of Article XII (other than Section 12.1 and Section 12.8)
shall survive the termination of this Agreement).
ARTICLE XI
EMPLOYEES AND EMPLOYEE BENEFITS
11.1 Offers of Employment. The Purchaser shall offer each Current
Access Employee employment with the Purchaser effective as of the Closing Date.
The Purchaser's offers of employment shall be for employment on substantially
the same terms and conditions and at the same level of cash compensation as
applied to such employees immediately prior to the Closing Date as employees of
the Seller and its Affiliates (excluding any amounts payable in connection with
the transactions contemplated by this Agreement) except as otherwise
specifically provided by this Article XI with respect to employment terms and
conditions other than cash compensation, during their continued employment with
the Purchaser until such terms and conditions or cash compensation are changed
by the Purchaser in the ordinary course of business. Each such individual who
accepts the Purchaser's offer of employment shall become an employee of the
Purchaser as of the Closing and shall be referred to herein as a "Transferred
Employee".
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11.2 Employee Benefits - Generally. Subject to the provisions of
this Article XI, as of the Closing Date, the Purchaser shall provide or cause to
be provided to Transferred Employees employee benefits which are, in the
aggregate, substantially similar to those provided to similarly situated
employees of the Purchaser and its Affiliates. Each of the Parent and the Seller
agree that neither the Purchaser nor any of its Affiliates shall assume
sponsorship or have any responsibility or Liability under any employee benefit
plan, program, policy or arrangement maintained by the Seller or any of its
Affiliates, and the Purchaser agrees that none of Parent, the Seller or any of
their Affiliates shall have any responsibility or Liability under any employee
benefit plan, program, policy or arrangement maintained by the Purchaser or any
of its Affiliates (collectively, the "Purchaser Benefit Plans"). Notwithstanding
the foregoing, the Purchaser, the Seller and their respective Affiliates shall
have the obligations and responsibilities as otherwise specifically provided in
this Article XI.
11.3 Service Credit. The Purchaser shall cause each Purchaser
Benefit Plan to provide to the Transferred Employees credit for their service
with the Seller and its Affiliates and their predecessors for all purposes under
the Purchaser Benefit Plans provided, that, the crediting of service with the
Seller, its Affiliates and their predecessors under the Purchaser Benefit Plans
will occur as set forth below:
(a) Purchaser 401(k) Plan. For purposes of the Purchaser
401(k) Plan, service shall be credited to each Transferred Employee for
all purposes from the hire date used by the Marconi 401(k) Plan to
determine service for the purposes of vesting and credit for a year of
service will be provided for the calendar year in which such hire date
occurred and each calendar year commencing after such hire date and
before the Closing Date (provided that this provision shall not require
double-counting of service otherwise credited under the Purchaser
401(k) Plan).
(b) Purchaser Sabbatical Plan. For purposes of the
Purchaser's Sabbatical Plan, each Transferred Employee shall be given
credit for two months of service for each year from the hire date used
by the Marconi 401(k) Plan to determine service for purposes of
vesting.
(c) Purchase Stock Option Plans. No credit will be given
for service with the Seller, its Affiliates or their predecessors under
the Purchaser's stock option plans.
(d) All Other Purchaser Plans. For purposes of the
Purchaser Benefit Plans other than as described in Section 11.3(a), (b)
or (c), each Transferred Employee shall be given credit for service in
accordance with the rules of the applicable Purchaser Benefit Plan by
deeming service to have commenced with the Purchaser from the hire date
used by the Marconi 401(k) Plan to determine service for the purposes
of vesting.
Within 30 days of the date hereof the Seller shall provide the
Purchaser with a list setting forth the hire date used by the Marconi 401(k)
Plan to determine service for vesting purposes for all Current Access Employees
determined as of the date this Agreement was executed; provided, however, that
for purposes of determining this hire date, any individual for whom service to
Jabil was required to be credited under paragraph 2 of the Twelfth Amendment of
the Marconi USA
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Employees' Retirement Plan (the "Marconi Retirement Plan") shall be deemed
service with the Seller.
11.4 Welfare Benefits. Each Transferred Employee shall be entitled
to coverage effective as of the Closing Date under all of the medical, dental,
vision, prescription drug, life insurance plans or other welfare benefit plans
(the "Purchaser's Welfare Plans") maintained by the Purchaser for its employees,
which medical, dental, vision and prescription drug coverage, through December
31, 2004, shall be available at the same employee contribution rates as applied
under the corresponding welfare benefit plans of the Seller (the "Seller's
Welfare Plans") as of the date of this Agreement. Any waiting periods or
pre-existing condition limitations in the Purchaser's Welfare benefit Plans
shall be waived unless coverage would have been denied on a similar basis under
the Seller's Welfare Plans and deductibles shall be waived for claims incurred
prior to April 1, 2004. The Seller will retain all liabilities for payment of
claims under the Seller's Welfare Plans and none of the Purchaser nor any of its
Affiliates shall have any Liability under or with respect to the Seller's
Welfare Plans. The Seller and its Affiliates shall be responsible for providing
continuing group health coverage, which satisfies the requirements of COBRA
applicable to the Seller and any applicable state laws which require
continuation of health coverage, to all Access Employees (and their eligible
dependents) who incur a qualifying event on or prior to the Closing Date and to
any person who is an M&A qualified beneficiary within the meaning of Treasury
Regulations issued under Section 4980B of the Code. None of the Seller or any of
its Affiliates shall have any Liability under or with respect to the Purchaser's
Benefit Plans, including the Purchaser's Welfare Plans.
11.5 Paid Time Off. With respect to any accrued but unused paid
time off ("PTO") to which any Transferred Employee is entitled as of the Closing
Date pursuant to the PTO policy applicable to such Transferred Employee
immediately prior to the Closing Date (the "PTO Policy"), the Purchaser shall
assume the liability for accrued PTO of Transferred Employees in the amounts set
forth in the memorandum furnished to the Purchaser pursuant to Section 4.18(a)
(which amounts shall be updated as of the Closing Date based on accruals from
and after December 6, 2003 (the date as of which accruals were provided in the
memorandum furnished to the Purchaser pursuant to Section 4.18(a)) consistent
with the PTO Policy in effect as of the date hereof) and shall permit such
Transferred Employees to use such accrued PTO or pay in cash to each such
Transferred Employee an amount equal to the wages relating to any such PTO which
the Purchaser does not permit the Transferred Employee to use. Transferred
Employees shall be entitled to accrue future paid time off under the Purchaser's
vacation policy based on service credited pursuant to Section 11.3 and service
with the Purchaser and its Affiliates after the Closing. Further, effective as
of the Closing Date, the Purchaser shall credit each Transferred Employee with 5
sick days.
11.6 Disability. If a Transferred Employee is on short-term
disability leave as of the Closing Date, the Purchaser shall provide such
Transferred Employee with short-term disability benefits in accordance with the
short-term disability policy of the Seller and its Affiliates and the Seller and
its Affiliates shall cease to have any liability for such payments and benefits
after the Closing. The Purchaser shall provide all other Transferred Employees
with short-term disability benefits in accordance with the terms and conditions
of the short-term disability plans of the Purchaser. The Seller shall retain all
liabilities under the long-term disability plan of the Seller, including
liabilities for Transferred Employees who are eligible upon the satisfaction of
any
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waiting or elimination period to receive benefits under such plan as of the
Closing; provided, however, that if a Transferred Employee returns to active
employment with the Purchaser under conditions that would require a new waiting
or elimination period under the Seller's long-term disability plan, any future
long-term disability benefits shall be the responsibility of the Purchaser and
none of the Seller, its Affiliates or the Seller's long-term disability plan
shall have any responsibility or liability therefor.
11.7 Bonus. The Purchaser agrees to pay each Transferred Employee
the amount of the bonus that the Purchaser determines would otherwise have been
paid to such Transferred Employee under the terms of the Marconi AIP for service
through March 31, 2004.
11.8 Retirement Plans. The Seller shall retain all liabilities and
obligations of the Seller and its Affiliates under its "employee pension benefit
plans" (as defined in Section 3(2) of ERISA) (the "Seller's Pension Plans") and
all assets thereunder and none of the Seller or any of its Affiliates shall have
any Liability under or with respect to any "employee pension benefit plans" of
the Purchaser or its Affiliates. The Seller shall cause all Transferred
Employees to become 100% vested in their accrued benefits under the Marconi USA
Wealth Accumulation Plan (the "Marconi 401(k) Plan") and the Marconi Retirement
Plan, and the Purchaser and its Affiliates shall not have any responsibility
with respect to the Seller's Pension Plans. The Purchaser shall cooperate with
the Seller to provide such current information regarding Transferred Employees
as permitted by law on an ongoing basis as may be necessary to facilitate
payment of pension benefits from the Seller's Pension Plans. To the extent
necessary, the Seller shall cause the sponsor of the "Marconi 401(k) Plan" to
amend the Marconi 401(k) Plan to permit, after the Closing Date to the extent
permitted under the requirements of the Code applicable to qualified retirement
plans, Transferred Employees to elect to receive a distribution of benefits
under the Marconi 401(k) Plan and to permit Transferred Employees to elect to
roll over such amounts (including any outstanding loans) to a defined
contribution plan of the Purchaser ("Purchaser 401(k) Plan") satisfying the
requirements of Section 401(a) of the Code and including a cash or deferred
arrangement satisfying the requirements of Section 401(k) of the Code. The
Purchaser shall cause the sponsor of the Purchaser 401(k) Plan to amend the
Purchaser 401(k) Plan to the extent necessary and to the maximum extent
permitted by applicable law to accept rollover contributions of all amounts
(including promissory notes evidencing outstanding loans) distributed to or on
behalf of Transferred Employees from the Marconi 401(k) Plan.
11.9 Workers and Unemployment Compensation. The Seller shall retain
liability for all workers compensation and unemployment events for Access
Employees occurring prior to the Closing Date. The Purchaser shall be
responsible for all workers compensation and unemployment events for Transferred
Employees occurring after the Closing Date.
11.10 Wages. The Purchaser shall assume liability for all salary,
wages and bonuses earned by Transferred Employees after the Closing Date. The
Seller shall retain all other liability for salary, wages and bonuses earned by
and payable to Access Employees for periods prior to and including the Closing
Date (other than bonuses under the Marconi AIP which are payable by Purchaser in
accordance with Section 11.7).
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11.11 Severance. The Purchaser agrees to provide to any Transferred
Employee whose employment with the Purchaser and its Affiliates is terminated on
or before the later of December 31, 2004 or nine (9) months after the Closing
Date, severance benefits that are at least equal to the benefits that would have
been provided to such Transferred Employee under the Seller's severance policies
as in effect on the date of this Agreement. Further, the Purchaser shall assume
and satisfy all obligations under the thirteen agreements set forth on Schedule
4.17 that are listed under the heading of "Special Severance Agreements." The
Seller agrees that the Purchaser shall not be responsible for any other
severance obligations of the Seller or its Affiliates to any Access Employees,
whether or not they are Transferred Employees.
11.12 Cooperation. The Seller shall cooperate with the Purchaser in
its efforts to screen and hire Transferred Employees but only to the extent of
providing non confidential information on Access Employees and in publishing and
disseminating communications of the Purchaser regarding the employment of
Transferred Employees.
11.13 Employment Claims. Except as otherwise stated in this Article
XI, the Seller shall retain all Liability for all employment related claims of
Access Employees, including claims of violation of state and federal Laws
regarding discrimination, payment of wages, and WARN, and claims of breach of
employment contract and wrongful discharge, arising or relating to the period
prior to the Closing. The Purchaser shall be liable for all employment related
claims made by Transferred Employees, including claims of violation of state and
federal Laws regarding discrimination, payment of wages, and WARN, and claims of
breach of employment contract and wrongful discharge, arising and relating to
the period after the Closing. For the avoidance of doubt, it is agreed that (a)
the Seller is liable for any WARN notices or payments in lieu of notice for
"mass layoffs" and "plant closings" (as those terms are defined in the WARN Act)
occurring prior to the Closing Date and (b) the Purchaser is liable for any WARN
notices or payments in lieu of notice for "mass layoffs" and "plant closings"
occurring after the Closing Date, including but not limited to any liability for
those persons suffering an employment loss prior to the Closing Date but to whom
notice was not required to be given until the occurrence of events after the
Closing Date.
ARTICLE XII
INDEMNIFICATION
12.1 Survival. The representations and warranties of the parties
hereto contained herein and in the Conveyance Agreements shall survive the
Closing for a period of eighteen (18) months after the Closing, except that (a)
the representations and warranties set forth in (i) Sections 4.8, 4.13, 4.17,
4.18, 4.20 and 4.21 of this Agreement, (ii) Section 5 of the Cross License
Agreement and (iii) Section 3 of either Sublicense Agreement shall survive the
Closing for a period of four (4) years after the Closing, (b) the Tax Warranties
shall survive until the Tax Statute of Limitations Date, (c) the Title and
Authorization Warranties shall survive forever, (d) without prejudice to the
obligation of the Seller, Marconi IP and the Parent to indemnify the Purchaser
Indemnified Parties with respect to Retained Obligations, the representations
and warranties in Section 4.5 shall not survive the Closing and (e) the
representations and warranties in Section 4.24(a) and (c) shall not survive the
Closing. All representations and warranties of the Seller, Marconi IP and the
Parent set forth in this Agreement and in any document delivered
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pursuant to this Agreement that is not a Commercial Agreement shall be deemed to
have been made again by such parties on and as of the Closing Date except to the
extent such representations and warranties are expressly made as of an earlier
date. If the Closing occurs, neither the Purchaser, AFCNA, the Seller, Marconi
IP nor the Parent shall have any liability with respect to claims first asserted
in connection with any representation or warranty after the expiration of the
survival period specified therefor in this Section 12.1.
12.2 Indemnification by the Parent, the Seller and Marconi IP.
Subject to Section 12.4, the Parent, the Seller and Marconi IP, jointly and
severally, agree to indemnify the Purchaser and its Affiliates and each of their
respective officers, directors, employees, stockholders, agents and
representatives (each, a "Purchaser Indemnified Party") against, and agree to
hold the Purchaser Indemnified Parties harmless from, any and all Losses
incurred or suffered by the Purchaser Indemnified Parties to the extent arising
out of or resulting from any of the following:
(a) any breach of or any inaccuracy in any representation
or warranty made by the Parent, Marconi IP or the Seller in this
Agreement, any Conveyance Agreement or any other document delivered by
the Seller, Marconi IP or the Parent hereunder at the Closing that is
not a Commercial Agreement, provided, that, if the Closing occurs, none
of the Parent, the Seller or Marconi IP shall have any liability under
this Section 12.2(a) for any breach of or inaccuracy in any
representation or warranty unless a claim for indemnification therefor
is asserted in accordance with Section 12.6 or Section 12.7 (as
applicable), in each case before the expiration of the survival period
applicable to such representation or warranty under Section 12.1; and
provided, further, that for purposes of Purchaser Indemnified Parties'
rights to indemnification pursuant to this Section 12.2(a), the
representations and warranties of the Parent, Marconi IP and the Seller
(other than the representations and warranties contained in (i) the
third sentence of Section 4.4, (ii) the first sentence of Section 4.6,
(iii) Section 4.11, or (iv) Section 4.14(a)), shall not be qualified by
any references therein to materiality (including references to
"Business Material Adverse Effect" or "Seller Material Adverse Effect,"
and whether or not any breach results or may result in a Business
Material Adverse Effect or Seller Material Adverse Effect) as if such
qualifications were deleted from such representation or warranty;
(b) any breach of or failure by the Parent, the Seller or
Marconi IP to perform any covenant or obligation of the Parent, the
Seller or Marconi IP set out in this Agreement, any Conveyance
Agreement or any other document delivered by the Parent, the Seller or
Marconi IP hereunder at the Closing that is not a Commercial Agreement;
(c) the Excluded Assets or the Retained Obligations,
other than Retained Obligations to the extent arising from the effect
of a change in Law occurring after the Closing based on a fact,
condition or circumstance existing prior to the Closing (for this
purpose, "Law" shall not include Judgments to which any of the Seller,
the Parent or Marconi IP is a party or by which the Access Business or
the Assets are bound);
(d) the failure by the Seller, Marconi IP or the Parent
to comply with statutory provisions relating to bulk sales and
transfers in connection with the transactions contemplated hereby;
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(e) one-half of the aggregate amount of product costs
incurred by the Purchaser or its Affiliates with respect to Liabilities
assumed pursuant to Section 2.5(c) (including product costs incurred
with respect to Special Warranty Matters) in excess of $10,000,000 (it
being understood and agreed that for purposes of this clause (e) the
term "product costs" (i) shall, subject to clause (iii), mean all
out-of-pocket costs and expenses of any kind (including costs and
expenses for materials and replacement parts or products) incurred by
the Purchaser or its Affiliates as a result of Section 2.5(c), (ii) for
purposes of clarification, shall not include any overhead costs or
overhead expenses of the Purchaser or any of its Affiliates, including
costs and expenses associated with salary or other compensation or
benefits of any employee of the Purchaser or its Affiliates, or any
other cost or expense not referred to in clause (i) above and (iii)
shall not include any amounts to the extent arising from the
Purchaser's or any of its Affiliates' treatment of the customer making
a claim with respect to a Liability assumed by the Purchaser pursuant
to Section 2.5(c) in a manner more favorable to the customer than the
Purchaser's customary treatment of its customers for similar claims
related to the Purchaser's other comparable products or services);
(f) any Personnel that is not a party to an Employee IP
Agreement (or any assigns or successors-in-interest of such Personnel)
having or claiming to have any Intellectual Property rights in any
Transferred Technology or any Transferred Patents developed or
conceived by such Personnel under circumstances in which, under
applicable Law, ownership of the Intellectual Property rights in such
Transferred Technology or Transferred Patents would vest on creation in
such Personnel in the absence of an Employee IP Agreement; provided
that the Purchaser or its Affiliates must notify the Seller of any
claims arising or resulting from the above in accordance with Section
12.6 or Section 12.7 of this Agreement, as applicable, on or prior to
the fourth anniversary of the Closing Date; or
(g) claims (whether as a part of a Proceeding or
otherwise) by the Persons identified at Items 4 or 5 of Schedule
4.13(e)(i) (or any Affiliates thereof or assigns or successors in
interest thereto) to the extent arising out of infringement of any
Patents identified in any correspondence described in such Items by a
Current Access Product; provided that the Purchaser or its Affiliates
must notify the Seller of any claims arising or resulting from the
above in accordance with Section 12.6 or Section 12.7 of this
Agreement, as applicable, on or prior to the fourth anniversary of the
Closing Date.
The Purchaser Indemnified Parties' right to indemnification under this
Article XII shall not be affected by any investigation (including any
environmental or intellectual property investigation or assessment) conducted
with respect to, or any knowledge acquired (or capable of being acquired) by,
the Purchaser or AFCNA at any time, whether before or after the execution and
delivery of this Agreement or the Closing Date, with respect to the accuracy or
inaccuracy of or compliance with any representation, warranty, covenant or
obligation.
12.3 Indemnification by the Purchaser and AFCNA. Subject to Section
12.4, the Purchaser and AFCNA, jointly and severally, agree to indemnify the
Seller and its Affiliates and each of their respective officers, directors,
employees, stockholders, agents and representatives (each, a "Seller Indemnified
Party") against, and agree to hold the Seller Indemnified Parties
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harmless from, any and all Losses incurred or suffered by the Seller Indemnified
Parties to the extent arising out of or resulting from any of the following:
(a) any breach of or any inaccuracy in any representation
or warranty made by the Purchaser, AFCNA or AFAC in this Agreement, any
Conveyance Agreement or any other document delivered by the Purchaser,
AFCNA or AFAC hereunder at the Closing that is not a Commercial
Agreement, provided, that, if the Closing occurs neither the Purchaser,
AFCNA nor AFAC shall have any liability under this Section 12.3(a) for
any breach of or inaccuracy in any representation or warranty unless a
claim for indemnification therefor is asserted in accordance with
Section 12.6 or Section 12.7 (as applicable), in each case before the
expiration of the survival period applicable to such representation or
warranty under Section 12.1; and provided, further, that for purposes
of Seller Indemnified Parties' rights to indemnification pursuant to
this Section 12.3(a), the representations or warranties of the
Purchaser, AFCNA and AFAC shall not be qualified by any references
therein to materiality as if such qualifications were deleted from such
representation and warranty;
(b) any breach of or failure by the Purchaser, AFCNA or
AFAC to perform any covenant or obligation of the Purchaser, AFCNA or
AFAC set out in this Agreement, any Conveyance Agreement or any other
document delivered by the Purchaser, AFCNA or AFAC hereunder at the
Closing that is not a Commercial Agreement;
(c) the Assumed Obligations; or
(d) the operation of the Access Business subsequent to
the Closing (excluding, for the avoidance of doubt, the Retained
Obligations and the matters for which the Purchaser Indemnified Parties
are entitled to indemnification under Section 12.2).
12.4 Limitations on Liability.
(a) The Purchaser Indemnified Parties shall have the
right to receive payment by the Parent, the Seller or Marconi IP,
jointly and severally, under Section 12.2(a) and Section 12.2(f) only
if, and only to the extent that, the Purchaser Indemnified Parties
shall have incurred indemnifiable Losses in excess of $2,000,000. The
Seller Indemnified Parties shall have the right to receive payment by
the Purchaser and AFCNA, jointly and severally, under Section 12.3(a)
only if, and only to the extent that, the Seller Indemnified Parties
shall have incurred indemnifiable Losses in excess of $2,000,000.
(b) Neither the Seller nor any of its Affiliates, on the
one hand, and neither the Purchaser nor any of its Affiliates, on the
other hand, shall have any Liability under this Agreement, any
Conveyance Agreement or any document delivered by any such Person at
the Closing that is not a Commercial Agreement for (i) 25% Losses in
excess of $60,000,000 in the aggregate, (ii) 25% Losses and 50% Losses
in excess of $120,000,000 in the aggregate and (iii) 25% Losses, 50%
Losses and 100% Losses in excess of the Purchase Price in the
aggregate; for the avoidance of doubt, in no event shall the Seller's
and its Affiliates', on the one hand, or the Purchaser's and its
Affiliates', on the other
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hand, aggregate liability under this Agreement, the Conveyance
Agreements and the documents delivered by them at the Closing that are
not Commercial Agreements exceed the Purchase Price in the aggregate.
(c) EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED IN THIS
AGREEMENT, THE SOLE AND EXCLUSIVE LIABILITY OF THE SELLER AND ITS
AFFILIATES TO THE PURCHASER AND ITS AFFILIATES, AND THE SOLE AND
EXCLUSIVE LIABILITY OF THE PURCHASER AND ITS AFFILIATES TO THE SELLER
AND ITS AFFILIATES, UNDER THIS AGREEMENT, THE CONVEYANCE AGREEMENTS AND
THE OTHER DOCUMENTS DELIVERED HEREUNDER THAT ARE NOT COMMERCIAL
AGREEMENTS OR IN RESPECT OF THE TRANSACTIONS CONTEMPLATED HEREBY OR
THEREBY (INCLUDING FOR ANY BREACH OF OR INACCURACY IN ANY
REPRESENTATION OR WARRANTY OR FOR ANY BREACH OF ANY COVENANT OR
OBLIGATION OR FOR ANY OTHER REASON), AND THE SOLE AND EXCLUSIVE REMEDY
OF THE PURCHASER AND ITS AFFILIATES AND OF THE SELLER AND ITS
AFFILIATES (RESPECTIVELY) WITH RESPECT TO ANY OF THE FOREGOING, SHALL
BE AS SET FORTH IN THIS ARTICLE XII, SECTION 6.5, SECTION 6.11(E) AND
SECTION 13.20 OF THIS AGREEMENT, AND SECTION 6.14 OF THE CROSS LICENSE
AGREEMENT, SECTION 6.14 OF THE SUBLICENSE ATTACHED HERETO AS EXHIBIT
H-1 AND SECTION 7.14 OF THE SUBLICENSE ATTACHED HERETO AS EXHIBIT H-2.
Except with respect to Losses arising out of or relating to a breach of
the Commercial Agreements, to the extent that the Purchaser or any of
its Affiliates (on the one hand) or the Seller or its Affiliates (on
the other hand) has any Losses for which it may assert any right to
indemnification, contribution or other monetary recovery from the
Seller or any of its Affiliates or from the Purchaser or any of its
Affiliates (as the case may be) (whether under this Agreement, any
Conveyance Agreement, any other document delivered hereunder that is
not a Commercial Agreement or under any common law theory or any
statute or other Law, including any Environmental Law, or otherwise),
other than pursuant to the provisions of this Article XII, the
Purchaser and the Seller (respectively) each hereby waives, releases
and agrees not to assert such right, and the Purchaser and the Seller
(respectively) each agrees to cause each of its Affiliates to waive,
release and agree not to assert such right.
(d) Neither the Seller nor any of its Affiliates shall
have any liability under or otherwise in connection with this
Agreement, any Conveyance Agreement or any other document delivered
hereunder that is not a Commercial Agreement or the transactions
contemplated hereby or thereby for any Loss to the extent accrued,
provided or reserved for in the Statement of Working Capital.
12.5 Mitigation. With respect to claims subject to the indemnity at
Section 12.2(g), the Purchaser and its Affiliates shall reasonably cooperate to
mitigate Losses, including, if reasonable, modifying, redesigning or replacing
the product in question so as to make the product non-infringing (it being
understood and agreed that the costs and expenses relating to such modification,
redesign or replacement shall be indemnified Losses to the extent provided in
this Article XII).
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12.6 Claims. As promptly as is reasonably practicable after
becoming aware of a claim for indemnification under this Agreement not involving
a claim, or the commencement of any suit, action or Proceeding, of the type
described in Section 12.7, the Indemnified Person shall give written notice to
the Indemnifying Person of such claim, which notice shall specify the material
facts alleged to constitute the basis for such claim, including, if applicable,
the representations, warranties, covenants and obligations alleged to have been
breached, if known, and the amount (if known) that the Indemnified Person seeks
hereunder from the Indemnifying Person, together with such information (to the
extent known by the Indemnified Person) as may be necessary for the Indemnifying
Person to determine that the limitations in Section 12.4 have been satisfied or
do not apply; provided, that, the failure of the Indemnified Person to give such
notice shall not relieve the Indemnifying Person of its obligations under this
Article XII except to the extent (if any) that the Indemnifying Person
demonstrates that it has been prejudiced thereby. Unless it would reasonably be
expected that the Indemnified Person will be prejudiced by such two-week delay,
for a period of at least two weeks from the date the Indemnifying Person
receives the written notice of a claim pursuant to this Section 12.6, the
Indemnified Person and the Indemnifying Person shall consult with each other
regarding resolution of such claim and attempt to resolve such claim; provided
that neither party shall be obligated to take or refrain from taking any action
to enforce its rights.
12.7 Notice of Third Party Claims; Assumption of Defense.
(a) The Indemnified Person shall give notice to the
Indemnifying Person within fifteen (15) days of the assertion of any
claim, or the commencement of any suit, action or Proceeding, by any
Person not a party hereto (such claim, suit, action or Proceeding, as
it pertains to the Indemnified Person, a "Third Party Claim") in
respect of which indemnity may be sought under this Agreement (which
notice shall specify in reasonable detail the nature and amount (to the
extent known by the Indemnified Person) of such claim together with
such information (to the extent known by the Indemnified Person) as may
be necessary for the Indemnifying Person to determine that the
limitations in Section 12.4 have been satisfied or do not apply);
provided, that, the failure of the Indemnified Person to give such
notice shall not relieve the Indemnifying Person of its obligations
under this Article XII except to the extent (if any) that the
Indemnifying Person demonstrates that it has been prejudiced thereby.
(b) The Indemnifying Person may, at its own expense,
defend the Indemnified Person against the Third Party Claim with
counsel of its own choice reasonably satisfactory to the Indemnified
Person so long as (i) the Indemnifying Person notifies the Indemnified
Person in writing, within fifteen (15) days after the Indemnified
Person has given notice of the Third Party Claim, that the Indemnifying
Person will indemnify the Indemnified Person from and against any
Losses the Indemnified Person may suffer resulting from, or arising out
of such Third Party Claim (whether or not otherwise required
hereunder), (ii) the Indemnifying Person possesses financial resources
that would reasonably be expected to be sufficient to defend against
the Third Party Claim and to fulfill its indemnification obligations
hereunder, (iii) the Third Party Claim does not seek an injunction or
other equitable relief that would adversely impact the Access Business,
if granted, (iv) the Third Party Claim does not relate to or arise in
connection with any criminal action, indictment, allegation,
investigation or Proceeding, (v) the
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Third Party Claim does not relate to or arise in connection with any
action, allegation, investigation or Proceeding involving (A)
Transferred Intellectual Property or (B) other Intellectual Property
licensed to the Purchaser or any of its Affiliates under the Cross
License Agreement or either Sublicense if the Purchaser's (or its
Affiliate's) operation of the Access Business is the primary focus of
such Third Party Claim, (vi) settlement of, or an adverse judgment with
respect to, the Third Party Claim would not reasonably be likely to
establish a precedential custom or practice that would reasonably be
expected to be materially adverse to the continuing business interests
of the Indemnified Person or its Affiliates, (vii) the Indemnified
Person has not been advised in writing by counsel reasonably acceptable
to the Indemnifying Person that, based on the defenses and positions
expected to be asserted as of the time of such advice, a conflict of
interest between the Indemnified Person and the Indemnifying Person
exists or would reasonably be expected to exist or arise in connection
with such Third Party Claim and (viii) the Indemnifying Person conducts
the defense of the Third Party Claim with substantially the same amount
of diligence as the Indemnifying Person would, acting with a reasonable
degree of prudence, exert in defending a comparable claim against
itself; provided, that, notwithstanding the foregoing, the Seller shall
in all cases be entitled to retain the defense of (1) any Third Party
Claim pending on the date hereof that is a Retained Obligation and (2)
so long as the foregoing clauses (ii), (iv), (vii) and (viii) are
satisfied, (x) any Third Party Claim relating to or arising in
connection with any action, allegation, investigation or Proceeding
involving Intellectual Property licensed to the Purchaser or any of its
Affiliates under the Cross License Agreement or either Sublicense
(other than Third Party Claims of the type described in the foregoing
clause (v)(B)) and (y) any claims described in Section 12.2(g). If the
Indemnified Person assumes the defense of the Third Party Claim
pursuant to the previous sentence, the Indemnifying Person shall have
the right to consult with the Indemnified Person regarding the counsel
used by the Indemnified Person in connection with such defense.
(c) So long as the Indemnifying Person is conducting the
defense of the Third Party Claim in accordance with Section 12.7(b)
above, (i) the Indemnified Person may, at its election, retain separate
co-counsel at its sole cost and expense and participate in the defense
of the Third Party Claim, (ii) the Indemnified Person will not consent
to the entry of any judgment or enter into any settlement or compromise
with respect to the Third Party Claim without the prior written consent
of the Indemnifying Person (which consent shall not be unreasonably
withheld or delayed), (iii) the Indemnifying Person will not consent to
the entry of any judgment or enter into any settlement or compromise
with respect to the Third Party Claim unless either (A) the
Indemnifying Person obtains a written agreement releasing the
Indemnified Person from all Loss and Liability thereunder, (B) the
settlement agreement entered into in connection therewith includes a
written agreement releasing the Indemnified Person from all Loss and
Liability thereunder or (C) the Indemnifying Person obtains the written
consent of the Indemnified Person (which consent shall not be
unreasonably withheld or delayed) and (iv) if the Third Party Claim
relates to or arises in connection with any action, allegation,
investigation or Proceeding involving Intellectual Property licensed to
the Purchaser or any of its Affiliates under the Cross License
Agreement or either Sublicense, the Indemnifying Person shall defend
any such Third Party Claim with a view only to the interest of the
Purchaser and its Affiliates (it being understood and agreed that use
of the
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same counsel for the Purchaser Indemnified Parties and the Indemnifying
Parties will not, in and of itself, be deemed to result in a conclusion
that the Indemnifying Party is not acting with a view only to the
interest of the Purchaser and its Affiliates) and shall consult with
the Purchaser at all reasonable times as may be reasonably requested by
the Purchaser concerning matters specified by the Purchaser related to
the defense of any such Third Party Claim.
(d) In the event any of the conditions in Section 12.7(b)
above is or becomes unsatisfied, however, (i) the Indemnified Person
may assume and control the defense of the Third Party Claim and may
consent to the entry of any judgment or enter into any settlement or
compromise with respect thereto (subject to the prior consent of the
Indemnifying Person, which consent shall not be unreasonably withheld
or delayed), (ii) the Indemnifying Person may participate in such
defense at its sole cost and expense and will, subject to the terms and
conditions of Article XII, reimburse the Indemnified Person for the
fees, costs and expenses of defending against the Third Party Claim
(including reasonable attorneys' fees and expenses) and (iii) the
Indemnifying Person will remain responsible for any Losses the
Indemnified Person may suffer resulting from or arising out of the
Third Party Claim, subject to the applicable limitations provided in
this Article XII.
(e) Whether or not the Indemnifying Person assumes the
defense of the Third Party Claim, all of the parties hereto shall
cooperate in the defense thereof.
12.8 Time Limits. Any right to indemnification or other recovery
under Section 12.2(a) or under Section 12.3(a) shall only apply to Losses
arising from claims with respect to which the Indemnified Person shall have
notified the applicable Indemnifying Person in writing within the applicable
survival period set forth in Section 12.1; provided, however, that such rights
(and the Indemnifying Parties' obligations to indemnify and hold harmless
hereunder) shall not terminate with respect to any Losses arising from claims as
to which the Indemnified Person shall have, before the expiration of the
applicable survival period, previously delivered a notice pursuant to Section
12.6 or Section 12.7 to the Indemnifying Person.
12.9 Net Losses and Subrogation.
(a) Notwithstanding anything contained herein to the
contrary, the amount of any Losses incurred or suffered by any
Indemnified Person shall be calculated after giving effect to (i) any
insurance proceeds received by the Indemnified Person (or any of its
Affiliates) with respect to such Losses and (ii) any recoveries
obtained by the Indemnified Person (or any of its Affiliates) from any
other third party, in each case less the out-of-pocket costs reasonably
incurred by the Indemnified Person in connection with obtaining such
proceeds or recoveries (including the amount of the first retrospective
or experience-based insurance premium adjustment to the extent
resulting therefrom). Each Indemnified Person (or any of its
Affiliates) shall exercise reasonable best efforts to obtain such
proceeds and recoveries. If any such proceeds or recoveries are
received by an Indemnified Person (or any of its Affiliates) with
respect to any Losses after an Indemnifying Person has made a payment
to the Indemnified Person with respect thereto, the Indemnified Person
(or such Affiliate) shall promptly pay to the Indemnifying Person
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the amount of such proceeds or recoveries (up to the amount of the
Indemnifying Person's payment).
(b) Upon making any payment to an Indemnified Person in
respect of any Losses, the Indemnifying Person will, to the extent of
such payment, be subrogated to all rights of the Indemnified Person
(and its Affiliates) against any third party in respect of the Losses
to which such payment relates except for third parties, other than
insurers, if providing the Indemnifying Party such a right of
subrogation would reasonably be expected to have a material adverse
impact on a then-current or then-proposed bona fide commercial
relationship between the Indemnified Person and such third party. Such
Indemnified Person (and its Affiliates) and Indemnifying Person will
execute upon request all instruments reasonably necessary to evidence
or further perfect such subrogation rights.
12.10 Purchase Price Adjustments. To the extent permitted by Law,
any amounts payable under Section 12.2 or Section 12.3 shall be treated by the
parties hereto as an adjustment to the Purchase Price.
12.11 Reimbursement of Expenses. The Indemnifying Person shall
reimburse the Indemnified Person on an as-incurred basis for any expenses for
which the Indemnified Person is entitled to indemnification hereunder unless
there is a dispute about whether the Indemnified Person is in fact entitled to
indemnification (it being understood that this provision is not intended to
negate a party's right to dispute a claim for indemnification in accordance with
the terms of this Agreement).
ARTICLE XIII
MISCELLANEOUS
13.1 Expenses. Except as otherwise specifically contemplated by
this Agreement, each party hereto shall bear its own fees and expenses with
respect to the transactions contemplated hereby; provided, however, that (a) the
filing fees under the HSR Act and (b) the fees and expenses of any economist or
other expert retained with the mutual agreement of each of the Seller and the
Purchaser in connection with the filing under the HSR Act shall each be borne
equally by the Seller and the Purchaser.
13.2 Amendment. Except as provided in Section 13.17, this Agreement
may be amended, modified or supplemented only in writing signed by the
Purchaser, AFCNA, the Parent, the Seller and Marconi IP.
13.3 Notices. Any notice, request, instruction or other document to
be given hereunder by a party hereto shall be in writing and shall be deemed to
have been given, (a) when received if given in person or by courier or a courier
service, or (b) on the date of transmission if sent by facsimile transmission
(receipt confirmed) on a Business Day during the normal business hours of the
intended recipient, and if not so sent on such a day and at such a time, on the
following Business Day:
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(i) If to the Purchaser or AFCNA, addressed as follows:
Advanced Fibre Communications, Inc.
0000 Xxxxx XxXxxxxx Xxxx.
Xxxxxxxx, Xxxxxxxxxx 00000
Attention: General Counsel
Facsimile: (000) 000-0000
with a copy to:
Pillsbury Winthrop LLP
00 Xxxxxxx Xxxxxx
Xxx Xxxxxxxxx, Xxxxxxxxxx 00000
Attention: Xxxxx X. Xxxxx
Facsimile: (000) 000-0000
(ii) If to the Parent, the Seller or Marconi IP, addressed as follows:
Marconi Communications, Inc.
0000 Xxxxxxx Xxxxx
Xxxxxxxxxx, Xxxxxxxxxxxx 00000
Attention: General Counsel - Americas
Facsimile: (000) 000-0000
Marconi Intellectual Property (Ringfence) Inc.
000 Xxxxxx Xxxx
Xxxxx 000
Xxxxxx, Xxxxxxxx 00000
Attention: Xxx Xxxxxxx
Facsimile: (000) 000-0000
with copies to:
Mayer, Brown, Xxxx & Maw LLP
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxx X. Xxxxxxxx
Facsimile: (000) 000-0000
Marconi Corporation plc
Xxxxxxxx Xxxxx
Xxx Xxxxxxxxx
Xxxxx Xxxxxx
Xxxxxxxxxx
Xxxxx XX0 0XX
Xxxxxxx
Attention: Xxxxx Xxxxx
94
Facsimile: (00) 0000 000000
or to such other individual or address as a party hereto may designate for
itself by notice given as herein provided.
13.4 Payments in Dollars. Except as otherwise provided herein or in
a Related Agreement, all payments pursuant hereto shall be made by wire transfer
in Dollars in same day or immediately available funds without any set-off,
deduction or counterclaim whatsoever.
13.5 Waivers. Except as otherwise provided in Article XII, the
failure of a party hereto at any time or times to require performance of any
provision hereof or claim damages with respect thereto shall in no manner affect
its right at a later time to enforce the same. No waiver by a party of any
condition or of any breach of any term, covenant, representation or warranty
contained in this Agreement shall be effective unless in writing, and no waiver
in any one or more instances shall be deemed to be a further or continuing
waiver of any such condition or breach in other instances or a waiver of any
other condition or breach of any other term, covenant, representation or
warranty.
13.6 Assignment. This Agreement shall be binding upon and inure to
the benefit of the parties hereto and their respective successors and permitted
assigns; provided, that, except with the written consent of the other parties,
no assignment of this Agreement or any rights or obligations hereunder, by
operation of law or otherwise, may be made by any party, other than to an
Affiliate of such party (but no such assignment shall relieve the assigning
party of its obligations hereunder). Notwithstanding the foregoing, so long as
any such Affiliate agrees in writing to be bound by the applicable terms of this
Agreement, the Purchaser may (i) assign any or all of its rights and interests
hereunder to one or more of its Affiliates, and (ii) designate one or more of
its Affiliates to perform its obligations hereunder (and in such case the
Purchaser nonetheless shall remain responsible for the performance of all of its
obligations hereunder). For a period of four (4) years from the date hereof, the
Parent agrees that it will not, directly or indirectly, sell, convey, assign,
transfer, lease, license or otherwise dispose of, more than 90% of its
properties or assets (as measured on a net book value basis) to any Person in
one or more related transactions unless, prior to or concurrently with such
disposition, (a) such Person agrees, in writing reasonably satisfactory to and
for the express benefit of Purchaser and AFCNA, to be bound by the Parent's
obligations pursuant to this Agreement and (b) the Purchaser is provided with an
original executed copy of such agreement. Any purported sale, conveyance,
assignment, transfer, lease, license or other disposition in violation of this
Section 13.6 shall be null and void.
13.7 No Third Party Beneficiaries. This Agreement is solely for the
benefit of the parties hereto and, to the extent expressly provided herein,
their respective Affiliates (and, solely with respect to Article XII, the
Indemnified Persons as defined therein), and no provision of this Agreement
shall be deemed to confer upon other third parties any remedy, claim, liability,
reimbursement, cause of action or other right.
13.8 Publicity. Prior to the Closing Date, no public announcement
or other publicity regarding the existence of this Agreement or any of the
Related Agreements or their contents or the transactions contemplated hereby or
thereby shall be made by the Purchaser, the Seller or any of their respective
Affiliates or Representatives, without the prior written agreement of the
95
Purchaser and the Seller, in any case, as to form, content, timing and manner of
distribution or publication. Nothing in this Section 13.8 is intended to limit
or otherwise affect a party's rights to disclose confidential information or
make a public announcement, in each case as provided in Section 6.9 of this
Agreement.
13.9 Further Assurances. Upon the reasonable request of the
Purchaser, the Seller and Marconi IP shall on and after the Closing Date,
without further consideration, execute and deliver, and cause to be executed and
delivered, to the Purchaser such deeds, assignments and other instruments, and
take such other reasonable actions, as may be reasonably requested by the
Purchaser and are required or desirable to effectuate completely the transfer
and assignment to the Purchaser and AFCNA of the Seller's and Marconi IP's
right, title and interest in and to the Assets, and to otherwise carry out the
purposes of this Agreement.
13.10 Severability. If any provision of this Agreement shall be held
invalid, illegal or unenforceable, the validity, legality or enforceability of
the other provisions hereof shall not be affected thereby, and there shall be
deemed substituted for the provision at issue a valid, legal and enforceable
provision as similar as possible to the provision at issue.
13.11 Entire Understanding. This Agreement, the Related Agreements
and the December CA set forth the entire agreement and understanding of the
parties hereto with respect to the transactions contemplated hereby and thereby
and supersede any and all prior agreements, arrangements and understandings
among the parties relating to the subject matter hereof.
13.12 Language. The Parent, the Seller, Marconi IP, the Purchaser
and AFCNA agree that the language used in this Agreement is the language chosen
by the parties to express their mutual intent, and that no rule of strict
construction is to be applied against the Parent, the Seller, Marconi IP, the
Purchaser or AFCNA. Each of the Parent, the Seller, Marconi IP, the Purchaser
and AFCNA and their respective counsel have reviewed and negotiated the terms of
this Agreement.
13.13 Applicable Law. This Agreement shall be governed by and
construed and enforced in accordance with the internal laws of the State of New
York without giving effect to the principles of conflicts of law thereof.
13.14 Remittances. All remittances, payments, mail and other
communications relating to the Assets or the Assumed Obligations received by the
Seller, Marconi IP or the Parent at any time after the Closing Date shall be
promptly turned over to the Purchaser by the Seller, Marconi IP or the Parent.
All remittances, payments, mail and other communications relating to the
Excluded Assets or the Retained Obligations received by the Purchaser or AFCNA
at any time after the Closing Date shall be promptly turned over to the Seller
by the Purchaser or AFCNA.
13.15 Bulk Sales. The Purchaser and AFCNA hereby waive compliance by
the Seller and Marconi IP with the provisions of the Laws of any jurisdiction
relating to a bulk sale or transfer of assets that may be applicable to the
transfer of the Assets.
13.16 Jurisdiction of Disputes; Waiver of Jury Trial. Each party to
this Agreement hereby: (a) agrees that any litigation, Proceeding or other legal
action in connection with or relating to this Agreement, any Related Agreement
or any matters contemplated hereby or
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thereby, shall be brought by any party in a court of competent jurisdiction
located within the County of New York, in the State of New York, whether a state
or federal court; (b) agrees that in connection with any such litigation,
Proceeding or action, such party will consent and submit to personal
jurisdiction in any such court described in clause (a) of this Section 13.16 and
to service of process upon it in accordance with the rules and statutes
governing service of process; (c) agrees to waive to the full extent permitted
by Law any objection that it may now or hereafter have to the venue of any such
litigation, Proceeding or action in any such court or that any such litigation,
Proceeding or action was brought in an inconvenient forum; (d) designates,
appoints and directs CT Corporation System as its authorized agent to receive on
its behalf service of any and all process and documents in any such litigation,
Proceeding or action in the County of New York, in the State of New York; (e)
agrees to notify the other parties to this Agreement immediately if such agent
shall refuse to act, or be prevented from acting, as agent and, in such event,
promptly to designate another agent in the County of New York, in the State of
New York to serve in place of such agent and deliver to the other parties
written evidence of such substitute agent's acceptance of such designation; (f)
agrees as an alternative method of service to service of process in any such
litigation, Proceeding or action by mailing of copies thereof to such party at
its address set forth in Section 13.3; (g) agrees that any service made as
provided herein shall be effective and binding service in every respect; and (h)
agrees that nothing herein shall affect the rights of any party to effect
service of process in any other manner permitted by Law. EACH PARTY HERETO
IRREVOCABLY AND ABSOLUTELY WAIVES THE RIGHT TO A TRIAL BY JURY IN ANY DISPUTE IN
CONNECTION WITH, ARISING UNDER OR RELATING TO THIS AGREEMENT, ANY RELATED
AGREEMENT OR ANY MATTERS CONTEMPLATED HEREBY OR THEREBY, AND AGREES TO TAKE ANY
AND ALL ACTION NECESSARY OR APPROPRIATE TO EFFECT SUCH WAIVER.
13.17 Schedules. Neither the specification of any Dollar amount or
any item or matter in any provision of this Agreement or any Related Agreement
nor the inclusion of any specific item or matter in any Schedule hereto or
thereto is intended to imply that such amount, or higher or lower amounts, or
the item or matter so specified or included, or other items or matters, are or
are not material, and no party shall use the fact of the specification of any
such amount or the specification or inclusion of any such item or matter in any
dispute or controversy between the parties as to whether any item or matter is
or is not material for purposes of this Agreement or any Related Agreement.
Neither the specification of any item or matter in any provision of this
Agreement or any Related Agreement nor the inclusion of any specific item or
matter in any Schedule hereto or thereto is intended to imply that such item or
matter, or other items or matters, are or are not in the ordinary course of
business, and no party shall use the fact of the specification or the inclusion
of any such item or matter in any dispute or controversy between the parties as
to whether any item or matter is or is not in the ordinary course of business
for purposes of this Agreement or any Related Agreement. The Seller, Marconi IP
and the Parent shall, from time to time until the Closing, by notice in
accordance with the terms of this Agreement, promptly after acquiring knowledge
of any such matter, supplement or amend the Schedules hereto with respect to any
matter hereafter arising or discovered that, if existing or known at the date of
this Agreement, would have been required to be set forth or described in the
Schedules hereto; provided, however, that no supplement or amendment to any
Schedule (other than Schedule 4.18(c)), shall have any effect for (a) the
purpose of determining the satisfaction of the conditions set forth in Section
7.1 or (b) except as provided in the following sentence, for the purpose of
determining the accuracy of any representation or warranty herein or whether any
97
Person is otherwise in breach of this Agreement or whether any Person is
entitled to indemnification pursuant to Article XII or to any other remedy
permitted under the terms of this Agreement. Notwithstanding clause (b) of the
previous sentence, if the Closing occurs, any such supplement or amendment of
the Schedules, to the extent relating to (i) a matter arising after the date
hereof which is expressly assumed by the Purchaser pursuant to Section 2.5(c) or
(ii) the matters described in Section 4.25, will be effective to cure and
correct for purposes of the Seller's and its Affiliates' indemnification
obligations under Article XII, any inaccuracy in or breach of any
representation, warranty, covenant or obligation which would have existed if the
Seller had not made such supplement or amendment, and all references to any
Schedule hereto which is supplemented or amended as provided in this sentence
shall, for purposes of the Seller's and its Affiliates' indemnification
obligations under Article XII after the Closing, be deemed to be a reference to
such Schedule as so supplemented or amended.
13.18 Disclaimer of Warranties. The Seller, Marconi IP and the
Parent make no representations or warranties with respect to any projections,
forecasts or forward-looking statements made available to the Purchaser. There
is no assurance that any projected or forecasted results will be achieved. For
the avoidance of doubt, the foregoing does not apply to any forward-looking
representation or warranty herein or in any Related Agreement or any
forward-looking statement made in the Schedules. EXCEPT TO THE EXTENT OF THE
EXPRESS REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT AND THE
RELATED AGREEMENTS, (a) THE SELLER, MARCONI IP AND THE PARENT ARE SELLING THE
ASSETS ON AN "AS IS, WHERE IS" BASIS AND DISCLAIM ALL OTHER WARRANTIES,
REPRESENTATIONS AND GUARANTEES, WHETHER EXPRESS OR IMPLIED AND (b) THE SELLER,
MARCONI IP AND THE PARENT MAKE NO REPRESENTATION OR WARRANTY AS TO
MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE AND NO IMPLIED WARRANTIES
WHATSOEVER. WITHOUT LIMITING THE FOREGOING, AND EXCEPT AS EXPRESSLY SET FORTH IN
THIS AGREEMENT AND THE RELATED AGREEMENTS, THE SELLER AND MARCONI IP DISCLAIM
ANY WARRANTY OF TITLE OR NON-INFRINGEMENT AND ANY WARRANTY ARISING BY INDUSTRY
CUSTOM OR COURSE OF DEALING. THE PURCHASER AND AFCNA ACKNOWLEDGE AND AGREE THAT
THEY ARE NOT RELYING ON ANY REPRESENTATIONS OR WARRANTIES, EXCEPT FOR THE
REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT AND THE RELATED
AGREEMENTS. The Purchaser and AFCNA acknowledge and agree that neither the
Seller, Marconi IP, the Parent, their respective Affiliates, any of their
respective Representatives nor any other Person has made any representation or
warranty, express or implied, as to the accuracy or completeness of any
memoranda, charts, summaries, schedules or other information heretofore made
available by the Seller, Marconi IP, the Parent, their respective Affiliates or
their respective Representatives to the Purchaser, any of its Affiliates or
their Representatives (including the Confidential Descriptive Memorandum dated
December 2002) or any information that is not included in or covered by this
Agreement, the Related Agreements or the Schedules and Exhibits hereto and
thereto, and neither the Seller, Marconi IP, the Parent, their respective
Affiliates, any of their respective Representatives nor any other Person will
have or be subject to any liability to the Purchaser, any of its Affiliates or
their Representatives resulting from the distribution of any such information
to, or the use of any such information by, the Purchaser, any of its Affiliates
or any of their agents, consultants, accountants, counsel or other
representatives.
98
13.19 Counterparts. This Agreement may be executed in counterparts,
each of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
13.20 Specific Performance. The parties agree that irreparable
damage would occur and that the parties would not have any adequate remedy at
law in the event that (a) any Pre-Closing Specific Performance Covenants are not
performed in accordance with their specific terms prior to the Closing or (b)
any Post-Closing Specific Performance Covenants are not performed in accordance
with their specific terms subsequent to the Closing. It is accordingly agreed
that (i) prior to the Closing, the parties shall be entitled to an injunction or
injunctions to prevent breaches of the Pre-Closing Specific Performance
Covenants and to enforce specifically the terms and provisions thereof and (ii)
subsequent to the Closing, the parties shall be entitled to an injunction or
injunctions to prevent breaches of the Post-Closing Specific Performance
Covenants and to enforce specifically the terms and provisions thereof, in each
case, in addition to any other remedy to which they are entitled at law or in
equity; provided, however, that all monetary liability shall be subject to
Article XII.
* * *
99
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed and delivered as of the date first above written.
ADVANCED FIBRE COMMUNICATIONS, INC.
By:____________________________________
Name: Xxxx X. Xxxxxxxxx
Title: Chairman, President and Chief
Executive Officer
ADVANCED FIBRE COMMUNICATIONS NORTH
AMERICA, INC.
By:____________________________________
Name: Xxxx X. Xxxxxxxxx
Title: President and Chief Executive
Officer
MARCONI COMMUNICATIONS, INC.
By:____________________________________
Name: Xxxxxxx X. XxXxxxx
Title: Vice President
MARCONI INTELLECTUAL PROPERTY
(RINGFENCE) INC.
By:____________________________________
Name: Xxxxxxx X. XxXxxxx
Title: Vice President
MARCONI CORPORATION PLC
By:____________________________________
Name: Xxxxxxx X. XxXxxxx
Title: Executive Vice President
S-1
EXHIBIT A
ASSIGNMENT AND ASSUMPTION AGREEMENT
This ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Agreement") is made as
of the __ day of __________ 200_, by and between Advanced Fibre Communications,
Inc., a Delaware corporation (the "Purchaser"), and Marconi Communications,
Inc., a Delaware corporation (the "Seller").
RECITALS
WHEREAS, the Purchaser, the Seller, Advanced Fibre Communications North
America, Inc., Marconi Intellectual Property (Ringfence) Inc. and Marconi
Corporation plc, have entered into an Asset Purchase and Sale Agreement, dated
as of _________ __, 2003 (together with the exhibits and schedules thereto, the
"Purchase Agreement"); capitalized terms used but not defined herein shall have
the meanings assigned to them in the Purchase Agreement;
WHEREAS, pursuant to the Purchase Agreement, the Seller has agreed to
assign and transfer to the Purchaser, and the Purchaser has agreed to take
assignment of, all of the Seller's right, title and interest in and to the
Transferable Permits and the Purchased Contracts;
WHEREAS, pursuant to the Purchase Agreement, the Purchaser has agreed
to assume, pay, perform and discharge when due certain obligations and
liabilities of the Seller relating to the Access Business; and
WHEREAS, this Agreement as duly executed by each of the Purchaser and
the Seller is being delivered as of the date hereof by each party hereto to the
other party.
NOW, THEREFORE, in consideration of the premises and the mutual
covenants and agreements set forth in the Purchase Agreement and hereinafter set
forth, the receipt and sufficiency of which are hereby acknowledged, the
Purchaser and the Seller hereby agree as follows:
1. Assignment of Transferable Permits and Purchased Contracts;
Assumption of Assumed Obligations. Effective as of the Closing, for value
received, on and subject to the terms and conditions of the Purchase Agreement,
(a) the Seller does hereby assign and transfer to the Purchaser, and the
Purchaser does hereby take assignment of, all of the Seller's right, title and
interest in and to all of the Transferable Permits and the Purchased Contracts
and (b) the Purchaser does hereby assume and does hereby agree to pay, perform
and discharge when due, all of the Assumed Obligations.
2. No Representations. The Seller makes no representations or
warranties with respect to the Transferable Permits or the Purchased Contracts
being assigned and transferred hereunder or the Assumed Obligations being
assumed hereunder except for those representations and warranties specifically
made in the Purchase Agreement.
3. Entire Agreement. This Agreement is executed and delivered
pursuant to the Purchase Agreement. The Purchase Agreement and this Agreement
set forth the entire agreement and understanding of the parties with respect to
the matters contemplated by the Purchase Agreement and this Agreement. Nothing
in this Agreement shall, or shall be deemed to, defeat, limit, alter, impair,
enhance or enlarge any representation, warranty, right, obligation, claim or
remedy created by the Purchase Agreement. In the event of any conflict between
this Agreement and the Purchase Agreement, the Purchase Agreement shall control.
4. Applicable Law. This Agreement shall be governed by and
construed and enforced in accordance with the internal laws of the State of New
York without giving effect to the principles of conflicts of law thereof.
5. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be deemed an original, but all of which
together shall constitute a single instrument.
[SIGNATURE PAGE FOLLOWS]
2
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed and delivered as of the date first above written.
ADVANCED FIBRE COMMUNICATIONS, INC.
By:____________________________________
Name:
Title:
MARCONI COMMUNICATIONS, INC.
By:____________________________________
Name:
Title:
EXHIBIT B
XXXX OF SALE
This XXXX OF SALE (this "Xxxx of Sale") is made as of the __ day of
__________ 200_, by and between Advanced Fibre Communications, Inc., a Delaware
corporation (the "Purchaser"), Advanced Fibre Communications North America,
Inc., a Delaware corporation ("AFCNA"), and Marconi Communications, Inc., a
Delaware corporation (the "Seller").
RECITALS
WHEREAS, the Purchaser, the Seller, AFCNA, Marconi Intellectual
Property (Ringfence) Inc., and Marconi Corporation plc, entered into an Asset
Purchase and Sale Agreement, dated as of _________ __, 2003 (together with the
exhibits and schedules thereto, the "Purchase Agreement"); capitalized terms
used but not defined herein shall have the meanings assigned to them in the
Purchase Agreement;
WHEREAS, pursuant to the Purchase Agreement, the Seller has agreed to
sell, assign, convey, transfer and deliver to the Purchaser and, with respect to
the Inventory only, AFCNA, and the Purchaser and, with respect to the Inventory
only, AFCNA, have agreed to purchase and acquire from the Seller and to take
assignment and delivery from the Seller of all of the Seller's right, title and
interest in and to the Assets; and
WHEREAS, this Agreement as duly executed by each of the Purchaser,
AFCNA and the Seller is being delivered as of the date hereof by each party
hereto to the other parties.
NOW, THEREFORE, in consideration of the premises and the mutual
covenants and agreements set forth in the Purchase Agreement and hereinafter set
forth, the receipt and sufficiency of which are hereby acknowledged, the
Purchaser, AFCNA and the Seller hereby agree as follows:
1. Assignment of Assets. Effective as of the Closing, for value
received, on and subject to the terms and conditions of the Purchase Agreement,
the Seller does hereby sell, assign, convey, transfer and deliver to the
Purchaser and, with respect to the Inventory only, AFCNA, and their respective
successors and assigns, to have and to hold forever, and the Purchaser and, with
respect to the Inventory only, AFCNA, do hereby purchase and acquire from the
Seller, and take assignment and delivery from the Seller of, all of the Seller's
right, title and interest in and to the Assets, free and clear of all Liens,
other than Permitted Liens.
2. No Representations. The Seller makes no representations or
warranties with respect to the Assets being sold, transferred, conveyed,
assigned and delivered hereunder except for those representations and warranties
specifically made in the Purchase Agreement.
3. Entire Agreement. This Xxxx of Sale is executed and delivered
pursuant to the Purchase Agreement. The Purchase Agreement and this Xxxx of Sale
set forth the entire
agreement and understanding of the parties with respect to the matters
contemplated by the Purchase Agreement and this Xxxx of Sale. Nothing in this
Xxxx of Sale shall, or shall be deemed to, defeat, limit, alter, impair, enhance
or enlarge any representation, warranty, right, obligation, claim or remedy
created by the Purchase Agreement. In the event of any conflict between this
Xxxx of Sale and the Purchase Agreement, the Purchase Agreement shall control.
4. Applicable Law. This Xxxx of Sale shall be governed by and
construed and enforced in accordance with the internal laws of the State of New
York without giving effect to the principles of conflicts of law thereof.
5. Counterparts. This Xxxx of Sale may be executed in any number
of counterparts, each of which shall be deemed an original, but all of which
together shall constitute a single instrument.
[SIGNATURE PAGE FOLLOWS]
2
IN WITNESS WHEREOF, the undersigned have caused this Xxxx of Sale to be
duly executed and delivered as of the date first above written.
MARCONI COMMUNICATIONS, INC.
By:____________________________________
Name:
Title:
Acknowledged and Accepted as of
the date first above written.
ADVANCED FIBRE COMMUNICATIONS, INC.
By:____________________________________
Name:
Title:
ADVANCED FIBRE COMMUNICATIONS
NORTH AMERICA, INC.
By:____________________________________
Name:
Title:
ASSIGNMENT OF COPYRIGHTS
THIS ASSIGNMENT OF COPYRIGHTS is made as of this ____ day of
____________, 200__, by Marconi Communications, Inc. ("Seller") to Advanced
Fibre Access Corporation, a Delaware corporation ("Assignee").
RECITAL
WHEREAS, Assignee, Seller, Advanced Fibre Communications North America,
Inc., a Delaware corporation, Marconi Corporation plc, a public limited company
organized under the laws of Wales and the United Kingdom, and Marconi
Intellectual Property (Ringfence) Inc. are parties to that certain Asset
Purchase and Sale Agreement dated as of _______________, 200__ (the "Purchase
Agreement");
WHEREAS, pursuant to the Purchase Agreement, Seller desires to transfer
and assign to Assignee, and Assignee desires to accept the transfer and
assignment of, all of Seller's worldwide right, title and interest in and to all
of the registered and unregistered domestic and foreign copyrights and copyright
applications which are owned by the Seller and used exclusively in the Seller's
conduct of the Access Business (as such term is defined in the Purchase
Agreement), including but not limited to the copyright registrations, if any,
listed in Schedule A annexed hereto and incorporated herein by this reference,
and any and all renewals and extensions thereof (all of the foregoing being
referred to herein as the "Copyrights"); and
WHEREAS, pursuant to the Purchase Agreement, Seller has agreed to
execute such instruments as Assignee may reasonably request in order to assign,
transfer, grant, convey, assure and confirm to Assignee, its successors and
assigns, or to aid and assist in the collection of or reducing to possession by
Assignee of the Copyrights.
NOW, THEREFORE, in consideration of the promises and the mutual
covenants and agreements set forth in the Purchase Agreement, the receipt and
sufficiency of which are hereby acknowledged, Seller hereby transfers and
assigns to Assignee, and Assignee hereby accepts the transfer and assignment of,
all of Seller's worldwide right, title and interest in, to and under the
Copyrights, and all rights to xxx for past, present and future infringement of
any Copyright, the same to be held and enjoyed by Assignee, its successors and
assigns, from and after the date hereof as fully and entirely as the same would
have been held and enjoyed by Seller had this assignment not been made.
Except to the extent that federal law preempts state law with respect
to the matters covered hereby, this Assignment of Copyrights shall be governed
by and construed in accordance with the laws of the State of New York without
regard to the principles of conflicts of laws thereof.
[SIGNATURE PAGE FOLLOWS]
-1-
IN WITNESS WHEREOF, Seller and Assignee have caused their duly
authorized officers to execute this Assignment of Copyrights as of the date
first above written.
MARCONI COMMUNICATIONS, INC.
By:____________________________________
Name:__________________________________
Title:_________________________________
ADVANCED FIBRE ACCESS CORPORATION
By:____________________________________
Name:__________________________________
Title:_________________________________
State of )
) ss.:
County of )
On this ______ day of _______, 200__, before me, ______________,
personally appeared ______, ______ of ______, personally known to me (or proved
to me on the basis of satisfactory evidence) to be the person whose name is
subscribed to the within instrument and acknowledged to me that he executed the
same in his authorized capacity and that by his signature on the instrument the
person, or the entity upon behalf of which the person acted, executed the
instrument.
Witness my hand and official seal.
_________________
Notary Public
-2-
SCHEDULE A
REGISTERED COPYRIGHTS
Copyright Author U.S. Registration No. Registration Date
[NONE]
-A-1-
EXHIBIT D
CROSS LICENSE AGREEMENT
This Cross License Agreement (this "AGREEMENT"), effective as of
______________ is made by and among Marconi Intellectual Property (Ringfence)
Inc., a corporation incorporated under the laws of Delaware with its principal
place of business located at 000 Xxxxxx Xxxx, Xxxxx 000, Xxxxxx, Xxxxxxxx 00000
("MARCONI IP"), Marconi Communications, Inc., a corporation incorporated under
the laws of Delaware with a place of business located at 0000 Xxxxxxx Xxxxx,
Xxxxxxxxxx, Xxxxxxxxxxxx 00000 ("MCI"), Marconi Corporation plc, a public
limited liability company incorporated in England and Wales (registered no.
0067307) with its registered office at New Century Park, XX Xxx 00, Xxxxxxxx,
XX0 0XX, Xxxxxx Xxxxxxx ("MARCONI CORPORATION"), Marconi UK Intellectual
Property Limited, New Century Park, XX Xxx 00, Xxxxxxxx, XX0 0XX, Xxxxxx Xxxxxxx
("MARCONI UK"), Marconi Communications Spa, Xxx X. Xxxxxxx, 0/X, 00000 Xxxxx,
Xxxxx ("MARCONI SPA") and Marconi Communications GmbH, Xxxxxxxxxxxx 00, 00000
Xxxxxxxx, Xxxxxxx ("MARCONI Gmbh") on the one hand, and Advanced Fibre
Communications, Inc., a corporation incorporated under the laws of Delaware with
its principal place of business located at 0000 Xxxxx XxXxxxxx Xxxx., Xxxxxxxx,
Xxxxxxxxxx 00000 ("AFC"), on the other hand.
RECITALS
WHEREAS, pursuant to an Asset Purchase and Sale Agreement dated as of
January 5, 2004 (the "ASSET PURCHASE AGREEMENT"), AFC is acquiring certain
assets from MCI and certain patent applications and registrations from Marconi
IP; and
WHEREAS, each Marconi Entity and AFC desire to grant licenses to
certain of the intellectual property rights that such party holds or will hold.
NOW, THEREFORE, in consideration of the mutual premises and covenants
set forth herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows.
1. DEFINITIONS.
The capitalized terms used in this Agreement shall have the meanings
set forth elsewhere in this Agreement or the following meanings, as the case may
be.
1.1 "ACCESS BUSINESS" means the business, as conducted by MCI
prior to the date hereof, of designing, developing, manufacturing, marketing and
selling to telecommunications service providers voice, data and video transport
systems for copper and fiber access networks, including digital loop carriers,
digital subscriber lines and systems delivering fiber to the curb, fiber to the
premises and fiber to the home, and the provision of related technical services,
field support services, repair and replacement services and ongoing maintenance
services for such systems. "Access Business" does not include:
(a) the Accesshub Business; or
(b) the Other Businesses.
1.2 "ACCESSHUB BUSINESS" means the business, as conducted by
Marconi Corporation and its Affiliates (other than MCI and its Subsidiaries)
prior to the date hereof, of designing, developing, manufacturing, marketing and
selling to telecommunications service providers voice, data and video transport
systems for copper and fiber access networks, including digital loop carriers,
digital subscriber lines and systems delivering fiber to the curb, fiber to the
premises and fiber to the home, and the provision of related technical services,
field support services, repair and replacement services and ongoing maintenance
services for such systems. "Accesshub Business" does not include:
(a) the Access Business; or
(b) the Other Businesses.
1.3 "AFC BUSINESS" means all businesses conducted by AFC and its
Affiliates prior to the date hereof.
1.4 "AFC IP" means the Transferred Technology and the Transferred
Patents.
1.5 "AFFILIATE" means, with respect to any specified Person, any
other Person which, directly or indirectly, controls, is under common control
with, or is controlled by, such specified Person. The term "control" as used in
the preceding sentence means, with respect to a corporation, the right to
exercise, directly or indirectly, more than fifty percent (50%) of the voting
rights attributable to the shares of such corporation, or with respect to any
Person other than a corporation, the possession, directly or indirectly, of the
power to direct or cause the direction of the management or policies of such
Person.
1.6 "BBRS BUSINESS" means the business of designing, developing,
manufacturing, marketing and selling broadband routing and switching equipment
and systems and associated administrative and management software, and the
provision of related technical services, field support services, repair and
replacement services and ongoing maintenance services for such equipment,
systems and software, provided that for purposes of the foregoing, "broadband
routing and switching equipment and systems":
(a) includes, without limitation, ATM switching, IP
switching, IP routing, frame relay switching, Ethernet switching, MPLS
switching and similar products and technologies; and
(b) excludes the Access Business, and specifically
excludes Digital Subscriber Line Access Multiplexers (DSLAMS), the MX
shelf deployed in a mode to aggregate FITLA and DISC*s DSL traffic and
the aggregation of remote DSL ports of the FITLA and MX products of the
Access Business that are internal to those products.
1.7 "CLOSING DATE" has the meaning ascribed to such term in the
Asset Purchase Agreement.
1.8 "CORE TECHNOLOGY" means the Transferred Technology described
in SCHEDULE
2
1.8 hereto.
1.9 "CURRENT ACCESS PRODUCTS" means products, materials and
services that are presently offered by the Access Business, or are presently,
demonstrably in development to be offered by the Access Business, in each case
as such products, materials and services exist before incorporation of products,
materials and services provided or performed by the OPPS Business.
1.10 "EVOLUTIONS" means, with respect to products, materials and
services provided or performed by a business, modifications, enhancements,
versions, derivatives, future implementations of and improvements to, such
products, materials and services; provided, however, that no modifications,
enhancements, versions, derivatives, future implementations of and improvements
to, such products, materials and services shall be deemed an Evolution of a
product, material or service if it does not perform substantially the same
functions as such original product, material or service.
1.11 "GROUP A PATENTS" means the Patents so designated in SCHEDULE
1.11 hereto, including any and all related foreign counterpart patents and
patent applications.
1.12 "GROUP B PATENTS" means the Patents so designated in SCHEDULE
1.11 hereto, including any and all related foreign counterpart patents and
patent applications.
1.13 "INTELLECTUAL PROPERTY" means intellectual property rights,
whether protected, created or arising under the laws of the United States or any
other jurisdiction anywhere in the world, including, without limitation: (a)
patent registrations and applications; (b) copyright registrations and
applications; (c) registrations of and applications for trade names, trade
marks, service names and service marks; (d) trade secrets, (including, without
limitation, trade secrets consisting of know-how, inventions, discoveries,
concepts, ideas, methods, processes, designs, formulae, technical data,
drawings, specifications, data bases, customer lists, pricing information and
other proprietary and confidential information); (e) domain names; and (f) all
other proprietary rights.
1.14 "MARCONI ENTITY" means each of Marconi IP, MCI, Marconi
Corporation, Marconi UK, Marconi Spa and Marconi GmbH.
1.15 "MARCONI ENTITY IP" means the Retained Technology and the
Retained Patents.
1.16 "MARCONI ENTITY RETAINED PATENT" means, for each Marconi
Entity, those Retained Patents that are owned by, or licensed to, such Marconi
Entity.
1.17 "MARCONI ENTITY RETAINED TECHNOLOGY" means, for each Marconi
Entity, the Retained Technology that is owned by, or licensed to, such Marconi
Entity.
1.18 "NON-CANADIAN GROUP A COUNTERPARTS" means the non-Canadian
foreign counterpart patents and non-Canadian foreign counterpart patent
applications in the Group A Patents.
1.19 "OPPS BUSINESS" means the business of (a) providing
configuration, design, implementation and support services for network systems,
and the provision of technical
3
services, field support services, repair and replacement services and ongoing
maintenance services, in each case relating to such configuration, design,
implementation and support services, (b) designing, developing, manufacturing,
marketing and selling enclosures for housing both active and passive electronic
systems and active and passive communications systems, and the provision of
related technical services, field support services, repair and replacement
services and ongoing maintenance services for such enclosures, and (c)
designing, developing, manufacturing, marketing and selling connection,
protection and power systems, solutions and products for or to network systems,
and the provision of technical services, field support services, repair and
replacement services and ongoing maintenance services, in each case relating to
connection, protection and power systems, solutions and products for or to
network systems.
1.20 "OPPS PATENTS" means the Patents listed on SCHEDULE 1.20.
1.21 "OTHER BUSINESSES" means the OPPS Business, the BBRS Business
and the Test Systems Business.
1.22 "PATENT" means any United States patents, pending United
States patent applications, and all extensions, continuations, continuations in
part, divisions, reissues and reexaminations of such patents and patent
applications.
1.23 "PERSON" means any individual, corporation, proprietorship,
firm, partnership, limited partnership, limited liability company, trust,
association or other entity.
1.24 "RETAINED PATENT" means Patents (other than the Transferred
Patents), including any and all related foreign counterpart patents and patent
applications, that are owned by, or licensed to, any of the Marconi Entities and
are licensable to AFC and its Affiliates by a Marconi Entity (but excluding the
OPPS Patents and the rights licensed to Marconi Corporation, MCI or any of their
Affiliates under the Global Patent Licenses), and
(a) are listed in SCHEDULE 1.24; or
(b) cover any Current Access Product; or
(c) cover a patented machine, manufacture, combination or
composition, or a material or apparatus for which a Current Access
Product is a material part of the invention, where such Current Access
Product is not a staple article or commodity of commerce suitable for
substantial noninfringing use.
1.25 "RETAINED TECHNOLOGY" means Technology that:
(a) is owned by, or licensed to, any Marconi Entity and
is licensable to AFC and its Affiliates by any Marconi Entity; and
(b) is used in the Access Business as presently conducted
by MCI; and
(c) is not Transferred Technology; provided, however,
that Retained Technology does not include the Technology in SCHEDULE
1.25.
4
1.26 "SUBSIDIARIES" of a Person means any Person subject to control
by such Person. The term "control" as used in the preceding sentence means, with
respect to a corporation, the right to exercise, directly or indirectly, more
than fifty percent (50%) of the voting rights attributable to the shares of such
corporation, or with respect to any Person other than a corporation, the
possession, directly or indirectly, of the power to direct or cause the
direction of the management or policies of such Person.
1.27 "TECHNOLOGY" means trade secrets, confidential information,
inventions, discoveries, know-how, formulae, practices, processes, procedures,
ideas, specifications, engineering data, software, firmware, programs and source
disks, source codes, databases and data collections, designs, registered and
unregistered copyrights, composition services, research records, records of
inventions, test information, market surveys and marketing know-how.
1.28 "TERRITORY" means the United States of America and Canada.
1.29 "TEST SYSTEMS BUSINESS" means the development, manufacture,
supply and installation of hardware and software systems used by telephone
service providers for maintaining service to subscribers and qualifying lines
for application of broadband technology including hardware and software systems
(a) interfacing the system's remote measurement units with access and switching
network elements deployed within a service provider's network to perform fault
analysis of the transport facility used for its subscriber loops, (b) providing
analysis of the loop to determine the suitability for transport of broadband
services such as DSL and (c) consisting of auxiliary hardware used in
applications to facilitate connection to the network element's test access port.
The Test Systems Business also provides installation, turn-up and engineering
services to the service provider to adapt its system to the specific network
elements and operational support systems used by the customer.
1.30 "TRANSFERRED PATENTS" means the Group A Patents and the Group
B Patents, including any and all related foreign counterpart patents and patent
applications.
1.31 "TRANSFERRED TECHNOLOGY" means Technology owned by MCI that:
(a) was substantially developed by the Access Business,
or was developed exclusively for the Access Business for use in the
Access Business, but excluding Technology used by the OPPS Business for
the OPPS Business; or
(b) was used exclusively in the Access Business as
presently conducted, including, without limitation, the Core
Technology, but excluding the Technology listed in SCHEDULE 1.25
hereto.
1.32 "U.S. AFFILIATE" means, with respect to any specified Person,
any Affiliate of such Person that is incorporated or organized under the laws of
any of the states of the United States of America.
2. GRANT OF LICENSES TO AFC.
2.1 LICENSE TO RETAINED PATENTS. Each Marconi Entity hereby grants
to AFC and its Affiliates an irrevocable, nonexclusive, non-transferable (except
as set forth in SECTION 6.5),
5
royalty free, fully paid up license under the Marconi Entity Retained Patents of
such Marconi Entity to make, have made, use or have used in the Territory, offer
or have offered for sale in the Territory, lease or sell in the Territory, have
leased or sold in the Territory, import or have imported in the Territory
products, materials and services for any and all uses in the Access Business.
For the avoidance of doubt, this license does not cover the products, materials
and services of the AFC Business or the Other Businesses.
2.2 TERM OF PATENT LICENSES. All licenses granted in this ARTICLE
2 under any patent shall continue for the entire unexpired term of such patent.
2.3 LICENSE TO RETAINED TECHNOLOGY. Each Marconi Entity hereby
grants to AFC and its Affiliates an irrevocable, nonexclusive, non-transferable
(except as set forth in SECTION 6.5), royalty free, fully paid up license under
the Marconi Entity Retained Technology of such Marconi Entity to make, have
made, use or have used in the Territory, offer or have offered for sale in the
Territory, lease or sell in the Territory, have leased or sold in the Territory,
import or have imported in the Territory products, materials and services for
any and all uses in the Access Business. For the avoidance of doubt, this
license does not cover the products, materials and services of the AFC Business
or the Other Businesses.
2.4 CONFIDENTIALITY OF RETAINED TECHNOLOGY.
(a) AFC acknowledges that the Retained Technology
embodies valuable trade secrets and other confidential and proprietary
information of the Marconi Entities. Accordingly, AFC agrees that it
will maintain the Retained Technology in confidence, using at least the
same degree of care to protect the Retained Technology from
unauthorized use or disclosure as AFC uses to protect its confidential
information of like importance, and in any event using not less than a
reasonable degree of care. AFC agrees that it will not use the Retained
Technology or disclose the Retained Technology to third parties except
to the extent reasonably necessary to exercise the rights to the
Retained Technology granted in, and in accordance with, SECTION 2.3.
AFC will require such third parties to be subject to the terms of a
binding, written agreement providing for protection of the Retained
Technology from unauthorized use or disclosure with terms at least as
protective as the terms of this SECTION 2.4 before disclosing the
Retained Technology or any portion thereof to such third party. AFC
will give immediate notice to MCI and Marconi Corporation of any
unauthorized use or disclosure of the Retained Technology that comes to
AFC's attention, and agrees to reasonably assist MCI and the applicable
Marconi Entity in remedying such unauthorized use or disclosure.
(b) The confidentiality obligations of AFC under this
SECTION 2.4 do not extend (i) to information that becomes generally
known to the public without the fault of AFC or its Affiliates; (ii) to
information that is rightfully obtained by AFC from a third party with
the right to transfer such information without obligation of
confidentiality; (iii) to information that is independently developed
by employees or consultants of AFC who did not have access to or use of
the Retained Technology, as evidenced by written records; or (iv) to
disclosures to the extent such disclosures would reasonably be made
without restriction by a company in the same line of business as AFC in
the ordinary course of business.
6
2.5 PRIOR USES NOT COVERED. The licenses granted in this ARTICLE 2
expressly exclude and do not apply to any products, materials and services
produced or supplied by AFC or its Affiliates prior to the date hereof. The
Marconi Entities retain all of their respective rights and remedies with respect
to such prior products, materials and services.
2.6 SCOPE OF LICENSES. To the extent that a Marconi Entity has, as
of the Effective Date, with respect to any Retained Technology owned by or
licensed to such Marconi Entity or any Retained Patents owned by or licensed to
such Marconi Entity, only the right to grant a portion of the license rights
granted to the same in this Agreement, then the licenses granted in SECTIONS 2.1
and 2.3 for such Retained Technology or Retained Patents by such Marconi Entity
shall be deemed to include only those licensed rights that are licensable by
such Marconi Entity to AFC and its Affiliates as of the Effective Date.
3. GRANTS OF LICENSES TO MARCONI ENTITIES.
3.1 LICENSE TO US AND CANADIAN GROUP A PATENTS. AFC hereby grants
to each Marconi Entity and their respective Affiliates an irrevocable,
nonexclusive, non-transferable (except as set forth in SECTION 6.5), royalty
free, fully paid up, world-wide license under the Group A Patents (but expressly
excluding the Non-Canadian Group A Counterparts) to make, have made, use, have
used, offer or have offered for sale, lease, have leased, sell, have sold,
import or have imported products, materials and services for any and all uses
other than in the Access Business and the Accesshub Business.
3.2 LICENSE TO GROUP B PATENTS AND NON-CANADIAN GROUP A
COUNTERPARTS. AFC hereby grants to each Marconi Entity and their respective
Affiliates an irrevocable, nonexclusive, non-transferable (except as set forth
in SECTION 6.5), royalty free, fully paid up, world-wide license under the Group
B Patents and the Non-Canadian Group A Counterparts to make, have made, use,
have used, offer or have offered for sale, lease, have leased, sell, have sold,
import or have imported products, materials and services for any and all uses,
including without limitation in the Accesshub Business, but excluding any and
all uses in the Access Business.
3.3 TERM OF LICENSE TO TRANSFERRED PATENTS. All licenses granted
in ARTICLE 3 under any patent shall continue for the entire unexpired term of
such patent.
3.4 LICENSE TO TRANSFERRED TECHNOLOGY. AFC hereby grants to each
Marconi Entity and their respective Affiliates an irrevocable, nonexclusive,
non-transferable (except as set forth in SECTION 6.5), royalty free, fully paid
up, world-wide license under the Transferred Technology to make, have made, use,
have used, offer or have offered for sale, lease, have leased, sell, have sold,
import or have imported products, materials and services for any and all uses
outside of the Access Business, in each case as such Transferred Technology is
presently used outside the Access Business, including without limitation as such
Transferred Technology is presently used in the Accesshub Business.
3.5 CONFIDENTIALITY OF TRANSFERRED TECHNOLOGY.
(a) Each Marconi Entity acknowledges that the Transferred
Technology embodies valuable trade secrets and other confidential and
proprietary information of AFC. Accordingly, each Marconi Entity agrees
that it will maintain the Transferred
7
Technology in confidence, using at least the same degree of care to
protect the Transferred Technology from unauthorized use or disclosure
as such Marconi Entity uses to protect its confidential information of
like importance, and in any event using not less than a reasonable
degree of care. Each Marconi Entity agrees that it will not use the
Transferred Technology or disclose the Transferred Technology to third
parties except to the extent reasonably necessary to exercise the
rights to the Transferred Technology granted in, and in accordance
with, SECTION 3.4. Each Marconi Entity will require such third parties
to be subject to the terms of a binding, written agreement providing
for protection of the Transferred Technology from unauthorized use or
disclosure with terms at least as protective as the terms of this
SECTION 3.5 before disclosing the Transferred Technology or any portion
thereof to such third party. Each Marconi Entity will give immediate
notice to AFC of any unauthorized use or disclosure of the Transferred
Technology that comes to such Marconi Entity's attention, and agrees to
reasonably assist AFC in remedying such unauthorized use or disclosure.
(b) The confidentiality obligations of the Marconi
Entities under this SECTION 3.5 do not extend (i) to information that
becomes generally known to the public without the fault of any Marconi
Entity or their respective Affiliates; (ii) to information that is
rightfully obtained by a Marconi Entity from a third party with the
right to transfer such information without obligation of
confidentiality; (iii) to information that is independently developed
by employees or consultants of a Marconi Entity who did not have access
to or use of the Transferred Technology, as evidenced by written
records; or (iv) to disclosures to the extent such disclosures would
reasonably be made without restriction by a company in the same line of
business as a Marconi Entity in the ordinary course of business.
4. GENERAL TERMS.
4.1 SUBLICENSES, LICENSES TO AFFILIATES AND CHANGES OF CONTROL.
"CHANGE OF CONTROL" means, with respect to any specified Person, any
transaction or series of transactions after which a Person that did not
exercise control prior to such transaction or series of transactions
exercises control over such Person. The term "control" as used in the
preceding sentence means, with respect to a corporation, the right to
exercise, directly or indirectly, more than fifty percent (50%) of the
voting rights attributable to the shares of such corporation, or with
respect to any Person other than a corporation, the possession,
directly or indirectly, of the power to direct or cause the direction
of the management or policies of such Person.
"DIVESTED ENTITY" means any of the following that undergoes a Change of
Control:
(a) a party to this Agreement;
(b) any Affiliate of a party to this Agreement; or
(c) any entity that becomes an Affiliate of a party to
this Agreement before such party undergoes a Change of Control.
8
"DIVESTED AFFILIATE" means any entity:
(a) that was an Affiliate of a Divested Entity
immediately prior to the date upon which such Divested Entity became a
Divested Entity; and
(b) that continued to be an Affiliate of such Divested
Entity after such Divested Entity became a Divested Entity.
4.1.1 Subject to SECTION 4.1.3 below, the licenses granted
to Affiliates of a party in ARTICLE 2 and ARTICLE 3 extend to any
entity that:
(i) is on the Closing Date an Affiliate of such
party; or
(ii) becomes an Affiliate of such party after the
Closing Date and before such date, if any, upon which such party
becomes a Divested Entity.
4.1.2 The licenses granted in ARTICLE 2 and ARTICLE 3 to
Affiliates of a party to this Agreement, which party becomes a Divested
Entity, shall not extend to any entity that was not an Affiliate of
such Divested Entity immediately prior to the closing of the
transaction under which such party became a Divested Entity.
4.1.3 The licenses granted to Divested Entities and
Divested Affiliates of the parties to this Agreement in ARTICLE 2 and
ARTICLE 3 shall survive each Change of Control in connection with which
an entity becomes a Divested Entity or a Divested Affiliate; provided,
however, that upon such Change of Control, such licenses shall
thereafter cover only the products, materials and services of the
applicable Divested Entities and Divested Affiliates that existed on
the date of such Change of Control, and to Evolutions of such products,
materials and services. As modified in the preceding sentence, such
licenses shall survive any subsequent Change of Control with respect to
such Divested Entities and Divested Affiliates.
4.1.4 Notwithstanding the terms of SECTION 4.1.3, upon a
Change of Control in which an entity becomes a Divested Entity or a
Divested Affiliate, such entity may terminate the licenses granted to
such entity under this Agreement effective upon the date of such Change
of Control. Such entity may exercise the right to terminate the
licenses granted to it under this Agreement by providing written notice
of such termination on or before the closing date of the applicable
Change of Control to any and all parties to this Agreement that have
granted licenses to such entity. Except for the termination of all
licenses granted to any terminating entity under this Agreement, and as
expressly set forth in SECTION 6.11 OF THE ASSET PURCHASE AGREEMENT,
the exercise of the right in this SECTION 4.1.4 shall not have any
effect on any other rights or obligations of the terminating entity
under this Agreement, including without limitation the licenses, if
any, granted by such terminating entity under this Agreement.
4.1.5 Each party to this Agreement shall be liable to the
other parties to this Agreement for any breach of this Agreement
committed by a Person that is then an Affiliate of such party, in
addition to any other remedies available to the other parties at law or
in equity.
9
4.1.6 The licenses granted in ARTICLE 2 and ARTICLE 3 do
not include any rights for the grantees to grant sublicenses under such
licenses.
4.2 NO CONTRACT MANUFACTURING RIGHTS. The license rights granted
in ARTICLE 2 and ARTICLE 3 do not include the right for the grantee to make or
have made products for third parties that are designed and distributed by such
third parties, sometimes referred to as "contract manufacturing rights."
4.3 SURVIVAL. Except as expressly set forth in SECTIONS 2.2, 3.3,
and 4.1.4, the licenses granted in this Agreement shall survive any termination
or expiration of this Agreement.
4.4 NON-COMPETE AND NON-SOLICIT. As a material term of this
Agreement, each Marconi Entity and their Affiliates (including all respective
permitted successors and permitted assigns of each Marconi Entity and such
Affiliates under this Agreement) to which licenses are extended under this
Agreement will abide by the provisions of SECTION 6.11 OF THE ASSET PURCHASE
AGREEMENT, which provisions are hereby incorporated into this Agreement by this
reference, unless the licenses granted to the same under this Agreement are
terminated in accordance with SECTION 4.1.4, as further set forth in SECTION
6.11 of the Asset Purchase Agreement.
4.5 MARKING REQUIREMENTS. Each grantee will ensure that all
products, materials and services made, sold or offered for sale by such grantee
under the licenses granted in this Agreement will incorporate notices relating
to the Marconi Entity IP or AFC IP, as applicable, in substantially the same
manner that such notices have been included by MCI and its Affiliates with
respect to products, materials or services covered by the Marconi Entity IP or
AFC IP prior to the Closing Date. MCI and its Affiliates will provide AFC with
all information necessary to enable AFC and its Affiliates to perform under this
SECTION 4.5.
4.6 NO TRANSFER OF TECHNOLOGY. Neither AFC nor any Marconi Entity
shall have any obligation to deliver to any other party any data, documents,
information, or materials relating to the Transferred Technology or Retained
Technology, respectively, as a result of the licenses granted under this
Agreement.
5. REPRESENTATIONS AND WARRANTIES.
5.1 REPRESENTATIONS OF THE MARCONI ENTITIES. Each Marconi Entity
hereby represents and warrants that:
(a) except as set forth on SCHEDULE 5.1(a), to Seller's
knowledge (as such term is defined in the Asset Purchase Agreement),
AFC's exercise of its rights under this Agreement with respect to the
Retained Technology will not infringe on or misappropriate any third
party intellectual property right when the Retained Technology is used
in the same manner and for the same purposes that such Retained
Technology was used by MCI and its Affiliates in the Access Business
prior to the Closing Date;
(b) such Marconi Entity has all rights necessary in order
to grant the licenses granted by it under this Agreement to the
Retained Patents and Retained Technology;
10
(c) such Marconi Entity will not be in breach of any
Contract (as defined in the Asset Purchase Agreement) as a result of
entering into this Agreement or granting the licenses granted by it
under this Agreement;
(d) other than the Transferred Patents and the Retained
Patents, there is no Patent, including any related foreign counterpart
patent or patent application, owned or controlled by a Marconi Entity
or any of its Affiliates that covers the right to make, have made, use
or have used in the Territory, offer or have offered for sale in the
Territory, lease or sell in the Territory, have leased or sold in the
Territory, import or have imported in the Territory the Current Access
Products; and
(e) other than the Transferred Technology and the
Retained Technology, there is no Technology owned or controlled by a
Marconi Entity or any of its Affiliates that was used by MCI or its
Affiliates in the conduct of the Access Business as conducted prior to
the Closing Date to make, have made, use or have used in the Territory,
offer or have offered for sale in the Territory, lease or sell in the
Territory, have leased or sold in the Territory, import or have
imported in the Territory the Current Access Products.
5.2 REPRESENTATION OF AFC. AFC hereby represents and warrants that
neither AFC nor any AFC Affiliate will be in breach of any Contract as a result
of entering into this Agreement or granting the licenses granted by it under the
Agreement.
5.3 DISCLAIMER OF WARRANTY. EXCEPT AS OTHERWISE EXPRESSLY SET
FORTH IN THIS AGREEMENT OR THE ASSET PURCHASE AGREEMENT, NONE OF AFC OR ITS
AFFILIATES, OR THE MARCONI ENTITIES OR THEIR AFFILIATES, MAKE ANY
REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY OF THE INTELLECTUAL PROPERTY
LICENSED HEREUNDER, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW,
BY STATUTE OR OTHERWISE AND AFC AND ITS AFFILIATES AND EACH MARCONI ENTITY AND
EACH OF THEIR AFFILIATES SPECIFICALLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, VALIDITY OF PATENT RIGHTS
OR NON-INFRINGEMENT OF THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY.
Without limiting the generality of the foregoing, except as expressly
set forth in this Agreement, nothing in this Agreement is or shall be construed
as:
(a) a representation or warranty as to the validity or
scope of any claim or patent;
(b) a representation or warranty that anything made,
used, sold, imported or otherwise disposed of under any license granted
in this Agreement is or will be free from infringement or
misappropriation of any patent rights or other intellectual property
rights of any third party;
(c) an obligation to bring or prosecute actions or suits
against third parties for infringement or misappropriation of any
Intellectual Property; or
11
(d) a grant by implication, estoppel, or otherwise of any
licenses or rights under patents or other rights of AFC or any Marconi
Entity (except in each case as expressly set forth herein) or any other
Person, regardless of whether such patents or other rights are dominant
or subordinate to any patent within any of the Marconi Entity IP or the
AFC IP.
6. GENERAL PROVISIONS.
6.1 APPLICABLE LAW; DISPUTE RESOLUTION. This Agreement shall be
governed by and construed and enforced in accordance with the internal laws of
the State of New York without giving effect to the principles of conflicts of
law thereof. The parties agree that any litigation, Proceeding (as defined in
the Asset Purchase Agreement) or other legal action in connection with or
relating to this Agreement or any matters contemplated hereby shall be brought
in accordance with the terms and provisions of SECTION 13.16 OF THE ASSET
PURCHASE AGREEMENT, which terms and provisions are hereby incorporated into this
Agreement by this reference.
6.2 SEVERABILITY. If any provision of this Agreement shall be held
invalid, illegal or unenforceable, the validity, legality or enforceability of
the other provisions hereof shall not be affected thereby, and there shall be
deemed substituted for the provision at issue a valid, legal and enforceable
provision as similar as possible to the provision at issue.
6.3 BANKRUPTCY CODE. The parties acknowledge and agree that this
Agreement is a contract under which AFC and each Marconi Entity are licensors
and AFC and its Affiliates and each Marconi Entity and their Affiliates are
licensees of rights to intellectual property as provided in Section 365(n) of
Xxxxx 00, Xxxxxx Xxxxxx Code.
6.4 WAIVER. No term or provision hereof shall be deemed waived and
no breach or default shall be deemed consented to unless such waiver or consent
shall be specifically set forth in writing and signed by the party claimed to
have waived or consented.
6.5 ASSIGNMENT. This Agreement shall be binding upon and inure to
the benefit of the parties and their Affiliates, and their respective permitted
successors and permitted assigns. Neither Marconi Entities or their Affiliates
on the one hand, nor AFC or its Affiliates, on the other hand, may assign,
convey or transfer any of such party's rights and obligations hereunder without
obtaining the prior written consent of (a) Marconi Corporation or MCI, and any
Marconi Entity that is no longer an Affiliate of Marconi Corporation on the date
of the closing of the assignment, conveyance or transfer, in the case of an
assignment, conveyance or transfer by AFC or its Affiliates, and (b) AFC, in the
case of an assignment, conveyance or transfer by a Marconi Entity or its
Affiliates. Notwithstanding the foregoing, (i) in the event of any sale or
transfer of all or substantially all of the assets of one or more businesses,
business units, product lines or service lines relating to the Access Business,
then AFC or its Affiliates may assign, convey and transfer (in whole or in part)
to each purchaser or transferee of such assets, subject to the terms and
conditions hereof, some or all of the rights granted to AFC or its Affiliates
hereunder, in which case the rights and obligations of this Agreement shall be
applicable only to the products, materials and services of the assignee's or
transferee's business that has been acquired from AFC or its Affiliate, and (ii)
in the event of any sale or transfer of all or substantially all of the assets
of one or more businesses, business units, product lines or service lines of a
Marconi Entity or
12
their Affiliates, then such Marconi Entity or Affiliate, respectively, may
assign, convey and transfer (in whole or in part) to each purchaser or
transferee of such assets, subject to the terms and conditions hereof, some or
all of the rights granted to such Marconi Entity or Affiliate hereunder, in
which case the rights and obligations of this Agreement shall be applicable only
to the products, materials and services of the assignee's or transferee's
business that has been acquired from such Marconi Entity or Affiliate, as the
products, materials and services of such business existed on the date of such
assignment, conveyance or transfer and to Evolutions of such products, materials
and services. The assignment or transfer of any rights or obligations under this
Agreement to any permitted assignee or transferee is conditioned upon such
permitted assignee or transferee agreeing in writing to be bound by the terms
and conditions of this Agreement. Any assignment, transfer or conveyance of any
rights or obligations under this Agreement in violation of this SECTION 6.5
shall be void.
6.6 CONSTRUCTION. The parties and their respective counsel have
reviewed and negotiated the terms of this Agreement. This Agreement is the joint
work product of the parties hereto and their respective counsel. Accordingly,
this Agreement shall not be construed against the drafting party.
6.7 NOTICES. Any notice, request, instruction or other document to
be given hereunder by a party hereto shall be in writing and shall be deemed to
have been given, (a) when received if given in person or by courier or a courier
service, or (b) on the date of transmission if sent by facsimile transmission
(receipt confirmed) on a business day during the normal business hours of the
intended recipient, and if not so sent on such a day and at such a time, on the
following business day:
(a) If to AFC, addressed as follows:
Advanced Fibre Communications, Inc.
0000 Xxxxx XxXxxxxx Xxxx.
Xxxxxxxx, Xxxxxxxxxx 00000
Attention: General Counsel
Facsimile: (707) 794-777
with a copy to:
Pillsbury Winthrop LLP
00 Xxxxxxx Xxxxxx
Xxx Xxxxxxxxx, Xxxxxxxxxx
Attention: Xxxxx X. Xxxxx
Facsimile: (000) 000-0000
(b) If to Marconi IP, addressed as follows:
Marconi Intellectual Property
(Ringfence) Inc.
13
000 Xxxxxx Xxxx
Xxxxx 000
Xxxxxx, Xxxxxxxx 00000
Attention:
Facsimile:
with a copy to:
Mayer, Brown, Xxxx & Maw LLP
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxx X. Xxxxxxxx
Facsimile: (000) 000-0000
(c) If to MCI, addressed as follows:
Marconi Communications, Inc.
0000 Xxxxxxx Xxxxx
Xxxxxxxxxx, Xxxxxxxxxxxx 00000
Attention: General Counsel Americas
Facsimile: (000) 000-0000
with a copy to:
Mayer, Brown, Xxxx & Maw LLP
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxx X. Xxxxxxxx
Facsimile: (000) 000-0000
(d) If to Marconi Corporation, addressed as follows:
Marconi Corporation plc
New Century Park
XX Xxx 00
Xxxxxxxx
XX0 0XX
Xxxxxx Xxxxxxx
Attention:
Facsimile:
with a copy to:
Mayer, Brown, Xxxx & Maw LLP
14
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxx X. Xxxxxxxx
Facsimile: (000) 000-0000
(e) If to Marconi UK Intellectual Property Limited,
addressed as follows:
Marconi UK Intellectual Property Limited
New Century Park
XX Xxx 00
Xxxxxxxx
XX0 0XX
Xxxxxx Xxxxxxx
Attention: Company Secretary
Facsimile: 011-44-24-7656-3377
with a copy to:
Mayer, Brown, Xxxx & Maw LLP
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxx X. Xxxxxxxx
Facsimile: (000) 000-0000
(f) If to Marconi Communications Spa, addressed as
follows:
Marconi Communications Spa
Xxx X. Xxxxxxx, 0/X
00000 Xxxxx
Xxxxx
Attention: Company Secretary
Facsimile: 011-39-010-601-1733
with a copy to:
Mayer, Brown, Xxxx & Maw LLP
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxx X. Xxxxxxxx
Facsimile: (000) 000-0000
(g) If to Marconi Communications GmbH, addressed as
follows:
Marconi Communications GmbH
Xxxxxxxxxxxx 00
00
00000 Xxxxxxxx
Xxxxxxx
Attention: Company Secretary
Facsimile: 011-49-1791-13-2419
with a copy to:
Mayer, Brown, Xxxx & Maw LLP
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxx X. Xxxxxxxx
Facsimile: (000) 000-0000
or to such other individual or address as a party hereto may designate for
itself by notice given as herein provided.
6.8 NO THIRD PARTY BENEFICIARIES. This Agreement is solely for the
benefit of the parties hereto and, to the extent expressly provided herein, the
Affiliates of AFC and the Marconi Entities, and no provision of this Agreement
shall be deemed to confer upon other third parties any remedy, claim,
reimbursement, cause of action or other right.
6.9 COUNTERPARTS. This Agreement may be executed in counterparts,
each of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
6.10 ENTIRE AGREEMENT. This Agreement, together with all exhibits
attached hereto, constitutes the entire agreement between the parties hereto
relating to the subject matter hereof and supersedes and preempts any prior
understandings, agreements, representations or statements of any kind, oral or
written, that may have related to the subject matter hereof in any way. Without
limiting the foregoing, to the extent that any information or Technology that is
subject to the terms and conditions of this Agreement is also subject to the
terms and conditions of the Mutual Confidentiality Agreement dated October 9,
2003 between MCI and AFC (the "MUTUAL CONFIDENTIALITY AGREEMENT"), then the
parties agree that the terms and conditions of this Agreement supersede the
terms and conditions of the Mutual Confidentiality Agreement with respect to
such information or Technology. The parties also understand, acknowledge and
agree that unless otherwise specified in a written instrument signed by each
party no additional terms or changes to these terms shall be valid or binding on
the parties.
6.11 TAXES. Each party shall be responsible for the payment of its
own tax liability arising from this transaction.
6.12 COMPLIANCE WITH LAWS. Each party shall comply with all
applicable laws, governmental orders and regulations in the exercise of such
party's rights and obligations under this Agreement.
16
6.13 CONFIDENTIALITY OF TERMS. The parties hereto and their
respective Affiliates shall hold confidential the terms and provisions of this
Agreement in accordance with the terms and provisions of SECTION 6.9 OF THE
ASSET PURCHASE AGREEMENT, which terms and provisions are hereby incorporated
into this Agreement by this reference. No party shall make or release any press
or public announcement relating to this Agreement without the prior written
consent of the other parties, which consent may be withheld at each party's sole
discretion. Notwithstanding the foregoing, any party may disclose to a customer
or potential customer ("CUSTOMER"), subject to a confidentiality agreement
prohibiting any use or disclosure of such information, only that a particular
then-existing product of such party, or a proposed product that is substantially
similarly designed, is licensed under patents or technology licensed under this
Agreement, but solely to the extent that (i) such party reasonably believes that
such disclosure is both accurate and necessary; and (ii) all such disclosures to
any such Customer would not allow a reasonable customer in such circumstances to
discern any material portion of the terms or restrictions hereof other than that
the applicable product is licensed under patents or technology licensed under
this Agreement.
6.14 INJUNCTIVE RELIEF. The parties agree that irreparable damage
would occur and that the parties would not have any adequate remedy at law in
the event that any of SECTIONS 2.4, 3.5, 4.2, 4.4, 6.5, or 6.13 were not
performed in accordance with their specific terms or were otherwise breached, or
if a grantee uses any Intellectual Property licensed to such grantee other than
as expressly permitted by the license to the same. It is accordingly agreed that
the parties shall be entitled to an injunction or injunctions to prevent
breaches of this Agreement and to enforce specifically the terms and provisions
of this Agreement, in addition to any other remedy to which they are entitled at
law or in equity.
*******
17
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first written above.
MARCONI INTELLECTUAL ADVANCED FIBRE
PROPERTY (RINGFENCE) INC. COMMUNICATIONS, INC.
By:________________________________ By:_______________________
Name:______________________________ Name:_____________________
Title:_____________________________ Title:____________________
MARCONI COMMUNICATIONS, INC.
By:________________________________
Name:______________________________
Title:_______________________________
MARCONI CORPORATION PLC
By:________________________________
Name:______________________________
Title:_____________________________
MARCONI UK INTELLECTUAL PROPERTY LIMITED
By:________________________________
Name:______________________________
Title:_____________________________
18
MARCONI COMMUNICATIONS SPA
By:________________________________
Name:______________________________
Title:_____________________________
MARCONI COMMUNICATIONS GMBH
By:________________________________
Name:______________________________
Title:_____________________________
19
SCHEDULE 1.8
CORE TECHNOLOGY
Software and Firmware (includes Source Code, Object Code, Test Harnesses, Test
Plans and Custom Tools)
-- DISC*S Software including Source Code
-- HD DISC*S Software including Source Code
-- FTH 1000 Software including Source Code
-- Local Craft Terminal (LCT) for DISC*S, FITLA and MX
-- FITLA Software
-- MX Software (including derivative works of the MAT14 technology as
specifically implemented in the MX Software)
-- MarcView and Supervisory System Software
-- FITLA and MX ONU Software
Hardware (includes Schematics, Bills of Materials, PCB Layouts, Text Fixtures,
Test Plans CAD Drawings and Custom Tools)
-- Card Designs for the DISC*S Commons Shelf
-- Card Designs for the DISC*S Line Card Shelf
-- Card Designs for the HD DISC*S
-- Card Designs for the FTH 1000 systems
-- Card Designs for the FITLA Shelf
-- Card Designs for the MX Shelf
-- Card Designs for the FITLA ONU Cards
-- Card Designs for the MX ONU Cards
Mechanical (includes Part Drawings, Assembly Drawings, Bills of Materials,
Fixtures CAD drawings, 3-D Models and Custom Tooling)
-- The DISC*S Commons Shelf and backplane
-- The HD DISC*S shelf and backplane
-- The fiber-to-the-Home OEC and PCB
-- The DISC*S Line Card Shelf and backplane
-- The FITLA Shelf and backplane
-- The MX Shelf and backplane
-- The Internal Enclosure of the FITLA ONU and backplane
-- The Internal Enclosure of the MX ONU and backplane
ASIC (includes Schematics, HDL, Test Benches, Test Programs, Programming Files,
Database Tapes and Mask Sets)
-- The RF ASIC used to cost reduce the MX product a/k/a the FRODO ASIC
-- ASICs used in DISC*S, FITLA, MX, HD DISC*S, FTH 1000
-- FPGAs and PLDs used in DISC*S, FITLA, MX, HD DISC*S, FTH 1000
20
Each of the following, as has been specifically implemented in the products of
the Access Business:
EMS/OSS/NE
- Management Protocols: TL-1
- CORBA interface
- Telcordia OSMINE: LFACS, TIRKS, NMS, Switch
Voice
- Standards: XX-00/XX-00, XX-000 [Xxxxxx (XXX-00, XXX-000), Xxxxxx (5ESS), AG
Communications (GTD-5), Siemens (EWSD)], TR008, GR-909, INA, Specials, VF Line
Test
Optics
- Optical Amplification: EDFA
- Optical Transmitter
- SWX, SWFX, LWS, CDX, LWM,RCX
- WDM Broadcast Video: CATV, DBS
- Two way RF transport over optics
- Duplexor, Triplexor, Quplexor
Quality: Closed Loop System (Clear Quest), TL9000 Certified, Quality Information
System (Web Based Information System)
Product Proving: Systems Integration and Testing (Telcordia GR-909, GR-303)
Hardware RF/Optics (ADS, VPI), Power as it relates to embodiments embedded on
products in the Access Business before incorporation of OPPS components and
services.
PLM and other marketing studies of the North American Access market.
Configurations (including Configuration Drawings, Bills of Materials, Cable
Drawings, Fixtures, Test Plans for all DISC*S, DISC*S+FITLA, DISC*S+MX, and MX
configurations.) Manufacturing drawings are not included in Transferred
Technology.
21
SCHEDULE 1.11
GROUP A AND GROUP B PATENTS
Group A Patents:
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------- ---------------------------- ------------ ------------------
6,418,195 Apparatus for US 09/476079
communicating a
diagnostic device with a
telecommunications system
through a remote network
unit
6,366,717 Apparatus for distributing US 09/532996
optical fiber transmission
paths
6,466,728 Attenuator for fiber optic US 09/520082
cables
P/63410.USA Bidirectional optical US 09/723804
communications having quick
data recovery without first
establishing timing and
phase lock
P/63407.USA Bidirectional optical US 09/723885
communications using on-off
keying to generate a hybrid
form of manchester serial
encoding for one of either
upstream or downstream
transmission
P/63395.USA Bidirectional frequency US 09/540955
shift coding using two
different codes for upstream
and downstream
5,505,636 CATV power tapping device US 08/328904
5,155,746 Clock synchronization scheme US 07/461814
for digital transmission
1,340,124 Closed loop control system Canada 612336
for laser
4,958,926 Closed loop control system US 07/264356
for laser
P/63397.USA Copper based interface US 09/684757
system and data frame format
5,260,996 Current limited electronic US 07/624860
ringing generator
6,310,784 Densely arranged US 09/410975
electrically shielded
communication panels
6,542,382 Densely arranged US 09/947154
electrically shielded
communication panels
P/63412.USP DFHFC network architecture US 10/199549
22
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------- ---------------------------- ------------ ------------------
P/63413.USP DFHFC with high speed data US 10/200534
and VOD
P/63393.USA Digital laser driver circuit US 09/000000
P/61841.CAP Digital Loop Carrier System Canada 2343241
P/61841.USA Digital Loop Carrier System US 09/150817
P/63411.USCIP Digital RF return over FTTC US 10/200924
1,315,904 Digital transmission system Canada 592917
5,046,067 Digital transmission system US 07/547430
6,466,572 Distributed ethernet hub US 09/325619
P/61873.CAP Distributed xxxxxxxx xxx Xxxxxx 0000000
P/61873.USC Distributed ethernet hub US 10/176542
5,022,752 Echo cancelling circuit for US 07/411727
use with laser
P/63760.US2 Full Service Access Network US 60/437789
5,146,476 High gain amplifier for US 07/621536
reception of low level pulse
code modulation
nonreturn-to-zero signals
1,288,534 Inductance multiplier Canada 577405
circuit
4,767,980 Inductance multiplier US 07/111215
circuit
6,609,842 Linear laser driver circuit US 09/000000
P/62014.USC Maintaining Balanced Channels US 10/195087
P/63761.USP MEDIA ACCESS CONTROL US 10/420024
1,331,478 Metallic current limiter Canada 600812
5,050,210 Metallic current limiter US 07/504049
P/63400.USA Method and system for US 09/703069
remotely maintaining and
provisioning equipment over
a wide area network
4,876,630 Mid-plane board and assembly US 07/250974
therefor
P/63756.USP Non-metallic optical network US 10/283527
unit with EMI suppression
6,460,182 Optical communication system US 09/309717
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
P/61846.USC Optical communication system US 09/879395
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
P/61846.USC1 Optical communication system US 09/932867
for transmitting RF signals
downstream and bidirectional
telephony
23
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------- ---------------------------- ------------ ------------------
signals which also
include RF control signals
upstream
P/61846.USC1P Optical communication system US 09/633320
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
6,396,673 Reduced-loss, high-frequency US 09/415362
signal transmission system
utilizing an over-voltage
and over-current protection
device
P/62113.CAP Reduced-loss, high-frequency Canada 2319989
signal transmission system
utilizing an over-voltage
and over-current protection
device
5,515,433 Resistance forward telephone US 08/298146
line feed circuit
P/63398.USA Scalable time slot US 09/662475
interchanger (TSI)
5,067,810 Shared laser tandem optical US 07/541577
time domain reflectometer
P/63754.USP Single Fiber Optical Network US 10/199566
1,299,790 System for transmitting low Canada 590153
frequency tones through a
digital loop carrier system
4,903,292 System for transmitting low US 07/265718
frequency tones through a
digital loop carrier system
6,366,464 Card cage for circuit cards US 09/375312
in an optical network unit
6,608,900 Load management for an US 09/164495
electrical device
6,625,849 Cable strain relief US 09/703115
6,535,308 Converting Electrical Signals US 09/249733
6,442,035 Card cage with Integral card US 09/703114
guides
6,151,226 Four quadrant power US 09/305637
conversion topology
6,288,883 Power input protection US 09/130734
circuit
6,169,389 Pumped capacitive storage US 09/286055
system
6,385,030 Reduced signal loss surge US 09/388630
protection circuit
P/62018.CAP Reduced signal loss surge Canada 2316550
protection circuit
6,256,205 Fastenerless card cage for US 09/474640
circuit cards
6,362,908 Multi-service adaptable US 09/203409
optical network unit
24
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------- ---------------------------- ------------ ------------------
P/61846.EPP Optical communication system EP 2000961315.9
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
P/61846.EPP1 Optical communication system EP 2001963829.5
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
P/61873.MXP Attenuator for fiber optic Mexico 997141
cables
P/62014.EPP Maintaining Balanced Channels EP 2000930823
P/63400.EPP Method and system for EP 0000000000.3
remotely maintaining and
provisioning equipment over
a wide area network
P/63407.EPP Bidirectional optical EP 2001128041.9
communications using on-off
keying to generate a hybrid
form of manchester serial
encoding for one of either
upstream or downstream
transmission
P/63410.EPP Bidirectional optical EP 2001128040.1
communications having quick
data recovery without first
establishing timing and
phase lock
Group B Patents:
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------- ---------------------------- ------------ ------------------
6,366,712 Apparatus and method for US 09/540956
combining two separate RF
signals on a single optical
fiber with monitoring and
alarm capabilities
P/63402.USA Copper based interface US 09/684756
system and regulated power
source
P/63403.USA Copper based interface US 09/684755
system initialization and
monitoring methods
6,353,609 Digital packet network for US 09/100392
the local access loop
P/61848.CAP Digital packet network for Canada 2334927
the local access loop
25
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------- ---------------------------- ------------ ------------------
P/61848.USC Digital packet network for US 09/992649
the local access loop
P/63484.CAP Extracting Frequency Bands Canada 2384190
P/63394.CAP Fiber to the home (FTTH) Canada 2373323
multimedia access system
P/63394.USA Fiber to the home (FTTH) US 09/537022
multimedia access system
P/63394.USP Fiber to the home (FTTH) US 09/794869
multimedia access system
6,246,510 Light amplification US 09/300880
apparatus with automatic
monitoring and controls
6,496,639 Method and apparatus for US 09/249055
upgrading an optical fiber
communications system
P/61845.CAP Method and apparatus for Canada 2362746
upgrading an optical fiber
communications system
P/63347.USA Wavelength division US 09/876439
multiplexed (WDM) ring
passive optical network
(PON) with route protection
for replacement of splitter
based passive optical
networks
6,278,829 Optical fiber routing and US 09/305579
support apparatus
6,195,494 Cable control apparatus for US 09/411024
limiting the movement of
optical fibers
P/61845.EPP Method and apparatus for EP 2000913391.9
upgrading an optical fiber
communications system
P/61848.BRP Digital packet network for Brazil 9911360
the local access loop
P/61848.EPP Digital packet network for EP 99928842.6
the local access loop
P/61848.MXP Digital packet network for Mexico 12545
the local access loop
P/61875.DEP Light amplification Germany 957238.9
apparatus with automatic
monitoring and controls
P/61875.FRP Light amplification France 957238.9
apparatus with automatic
monitoring and controls
P/61875.GBP Light amplification UK 957238.9
apparatus with automatic
monitoring and controls
P/61875.ITP Light amplification Italy 957238.9
apparatus with automatic
monitoring and controls
P/61875.NLP Light amplification Netherlands 957238.9
26
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------- ---------------------------- ------------ ------------------
apparatus with automatic
monitoring and controls
P/61875.SEP Light amplification Spain 957238.9
apparatus with automatic
monitoring and controls
P/63347.EPP Wavelength division EP 2002253954.8
multiplexed (WDM) ring
passive optical network
(PON) with route protection
for replacement of splitter
based passive optical
networks
P/63394.EPP Fiber to the home (FTTH) EP 2001914793.3
multimedia access system
P/63484.EPP Extracting Frequency Bands EP 2000971041.9
27
SCHEDULE 1.20
OPPS PATENTS
The attached tables set forth below are incorporated herein by reference:
1. OPPS Patents.
2. LLP Patents.
3. Marconi Test Systems Patent Status Report, dated December 5, 2003.
OPPS PATENTS
----------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 373 Communications Circuit 1504723 37193/81 Japan Xxxxxxxx 3/3/81
O Ring and Threaded Design for
Prot R125 US Xxxxxxxxx
Klayum,
Prot Line Protector 3886408 417064 US Xxxxxx 11/19/73
Line Protector for a
Prot Communication Circuit 3794947 187018 US Xxxxxxxx 10/6/71
Line Connector for a
Prot Communications Circuit 3818271 339928 US Xxxxxxxx 3/9/73
Line Protector Having Gas Tube Klayum,
Prot Surge Arrester 3886411 439348 US Xxxxxx 2/4/74
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a
Dist 620/244 cable sheath) 34752-76 1433-74 Venezuela Xxxx 06/28/74
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a cable
Dist 620/243 sheath) 137364 152306 Mexico Xxxx 7/03/74
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a
Dist 620/242 cable sheath) P17405873 P17405873 Brazil Xxxx 7/16/74
375/ Line Protector for a
Prot abandoned Communications Circuit 000000 Xxxxxxxx Xxxxxxxx 3/7/81
Line Protector for a
Prot 372 Communications Circuit 17579 1013/81 Korea Xxxxxxxx 3/7/81
Line Protector for a
Prot 371 Communications Circuit 0037222 81301200.0 EPO Xxxxxxxx 3/81
Line Protector for a
Prot 360 Communications Circuit 4907120 612337 USA Xxxxxxxx 12/8/88
Ready Access Closure with
Cable Sleeve(Cable Sheath &
Ready Access Closure Including
Dist a cable sheath) 38416575 379792 US Xxxx 7/16/73
Line Protector for a Xxxxxxxx,
Prot Communication Circuit 3849750 429871 US Xxxxxx 1/2/74
2137032 GB
Fiber Pivoting Fiber Bracket USA
Line Protector for a
Prot 374 Communications Circuit 16065 7026770 Taiwan Xxxxxxxx 2/26/81
Telephone Network Interface
NID 156 Device USA Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 373 Communications Circuit 3/81 Xxxxxxx
O Ring and Threaded Design for
Prot R125 Xxxxxxx
Prot Line Protector 5/27/75 Xxxxxxx
Line Protector for a
Prot Communication Circuit Xxxxxxx
Line Connector for a
Prot Communications Circuit Xxxxxxx
Line Protector Having Gas Tube
Prot Surge Arrester 5/27/75 Xxxxxxx
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a
Dist 620/244 cable sheath) 9/76
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a
Dist 620/243 cable sheath) 2/78
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a
Dist 620/242 cable sheath) 7/6/74
375/ Line Protector for a
Prot abandoned Communications Circuit Xxxxxxx
Line Protector for a
Prot 372 Communications Circuit 6/84 Xxxxxxx
Line Protector for a
Prot 371 Communications Circuit 3/81 Xxxxxxx
Line Protector for a
Prot 360 Communications Circuit 3/6/90 Xxxxxxx
Ready Access Closure with
Cable Sleeve(Cable Sheath &
Ready Access Closure
Dist Including a cable sheath) Xxxxxxx
Line Protector for a
Prot Communication Circuit 11/19/74 Xxxxxxx
Fiber Pivoting Fiber Bracket
Line Protector for a
Prot 374 Communications Circuit 2/82 Xxxxxxx
Telephone Network Interface
NID 156 Device Xxxxxxx
OPPS PATENTS
--------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
Fiber Optic Splice Panel
FO 157 Adapter Ferrule 5121456 579127 US Xxxxxx 9/6/90
Fiber Optic Splice Panel
FO 157 Adapter Ferrule 113514 253027 Japan Xxxxxx 5/7/93
Kaczmarek,
Mayszak,
Prot 158/204 Solid State Module USA Xxxxxxx, Rust
Prot 159 Hybrid Arrester Assembly USA Bonnesen
160 Test Shoe Assembly with Fuses USA Xxxxxxxx
Spin Module with Self
Resulting Current
Prot 161 Limiter USA X. Xxxxx
Safety Device for Rivet
162 Machines USA
Prot 163 Flood Cover Locking System 4585141 687057 US X. Xxxxx 12/28/84
Prot 164 Preformed Cable Assembly USA Ayer
Automatic Open Over-Voltage
Protector
Prot 165 Receptacle USA Xxxx
Xxxx 166 Double Ended Quick Clip USA Ayer
Snap-on Cover for Fanning
CO 167 Strip USA X. Xxxxx
Line Protector for
Prot 000 Xxxxxxxxxxxxx Xxxxxxx XXX Xxxxxxxx
Back plate with GG block with
Dist 169 connectors USA X. Xxxxx
Insulation Displacement
Conn 170 Contact USA X. Xxxxxxxx
Xxxx 171 620/301 Clip Terminal 1026896 99955/1972 Japan 10/6/72
Conn 171 620/300 Clip Terminal P17206930 P17206930 Brazil 10/5/72
5 Pin CO Protector
module w/ fail-safe X. Xxxx, S.
Prot 172 overvoltage protection USA Bonnesen
RLS 174 RLS 50 Activator for Cutover US Suffi
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
Fiber Optic Splice Panel
FO 157 Adapter Ferrule 6/9/92 Xxxxxxx
Fiber Optic Splice Panel
FO 157 Adapter Ferrule 5/7/93 Xxxxxxx 3169
Prot 158/204 Solid State Module Xxxxxxx
Prot 159 Hybrid Arrester Assembly Xxxxxxx
160 Test Shoe Assembly with Fuses Xxxxxxx
Spin Module with Self
Resulting Current
Prot 161 Limiter Xxxxxxx
Safety Device for Rivet
162 Machines Xxxxxxx
Prot 163 Flood Cover Locking System 4/29/86 MMR 4/29/03
Prot 164 Preformed Cable Assembly Xxxxxxx
Automatic Open Over-Voltage
Protector
Prot 165 Receptacle Trexler
Conn 166 Double Ended Quick Clip Xxxxxxx
Snap-on Cover for Fanning
CO 167 Strip
Line Protector for
Prot 168 Communication Circuit Xxxxxxx
Back plate with GG block with
Dist 169 connectors
Insulation Displacement
Conn 170 Contact
Conn 171 620/301 Clip Terminal
Conn 171 620/300 Clip Terminal 10/72
5 Pin CO Protectgor
module w/ fail-safe
Prot 172 overvoltage protection
RLS 174 RLS 50 Activator for Cutover Xxxxxxx
OPPS PATENTS
--------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
Dist 175 Terminal Enclosure 907401 USA X. Xxxxxxxxxx
Mechanical Fiber and Cable
Dist 176 Restraint USA Hartford
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/224 Protector Module) 6472 6321515 Taiwan 5/9/74
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/236 Protector Module) 141978 2878/74 Denmark 5/8/74
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/237 Protector Module) P2475730.5 G7418444.4 Germany 5/8/74
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/240 Protector Module) 137440 151624 Mexico 6/4/74
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/239 Protector Module) 1117919 00000-0000 Xxxxx 6/5/74
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/238 Protector Module) 175246 7407624 Holland 6/6/74
FO 178 Multiple Optical Fiber Splice USA Hartford
Ped 179 Moisture Shield for Closure USA Leschinger
Splices for Single Mode and
FO 180 multimode Fiber Optic Single Fib USA Nadkarmi
Inductor Using Module Fail
Prot 181 Short Spring US Lace
182 Negative Resistance Repeater 3814866 185167 USA Xxxxxxx 9/30/71
182 620/241 Negative Resistance Repeater P17305503 P17305503 Brazil Xxxxxxx 7/20/73
Line Protector for a
Communication Circuit
(Central Office Protector
Prot 183 620/302 Module w/ Alarm Indicator) P17305503 p17305503 BRAZIL Xxxxxxxxx 07/20/73
Machine for crimping
connectors to wires &
connector supply arrangement
184 620/305 (Circuit Board Card Ejector) 7301752 0000000 Xxxxxx Xxxxxxx 3/2/73
Device for Supporting Coaxial
Cables and the like (Solid Weber, Rust,
185 620/304 State Module) 1083153 00000-0000 Xxxxx Xxxxxxxxx 9/10/72
Device for Supporting Coaxial
Cables and the like (Solid Weber, Rust,
185 620/303 State Module) 966115 00000-X00 Xxxxx Xxxxxxxxx 9/9/72
FO 186 Reenterable Splicer for Fiber USA X. Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
Dist 175 Terminal Enclosure
Mechanical Fiber and Cable
Dist 176 Restraint Xxxxxxx
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/224 Protector Module) 5/74 224
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/236 Protector Module) 5/74 236
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/237 Protector Module) 5/74 237
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/240 Protector Module) 3/78 240
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/239 Protector Module) 6/74 239
Clip Terminal & Applicator
Tool Combination
(Stamped Dual Pin for
Prot 177 620/238 Protector Module) 6/74 238
FO 178 Multiple Optical Fiber Splice Xxxxxxx
Ped 179 Moisture Shield for Closure Xxxxxxx
Splices for Single Mode and
multimode Fiber Optic Single
FO 180 Fib Xxxxxxx
Inductor Using Module Fail
Prot 181 Short Spring Xxxxxxx
182 Negative Resistance Repeater 6/4/74 Xxxxxxx
182 620/241 Negative Resistance Repeater 7/73
Line Protector for a
Communication Circuit
(Central Office Protector
Prot 183 620/302 Module w/ Alarm Indicator) 07/73
Machine for crimping
connectors to wires &
connector supply arrangement
184 620/305 (Circuit Board Card Ejector) 6/73
Device for Supporting Coaxial
Cables and the like (Solid
185 620/304 State Module) 9/72
Device for Supporting Coaxial
Cables and the like (Solid
185 620/303 State Module) 9/72
FO 186 Reenterable Splicer for Fiber Xxxxxxx
OPPS PATENTS
-------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-------------------------------------------------------------------------------------------------------------------------
RJ11 Customer Premise
Dist 187 Disconnect Device US Suffi
Prot 000 Xxx Xxxx Xxxxx Xxxxxxxxx 0000000 XXX Xxxxxxxx 6/18/73
FO 189 Datacom Splice USA Xxxxxx
Single Line Arrestor With
Prot 190/191 Ground Strip 1248431 588796 CANADA Xxxxxxxxx 1/20/89
Single Line Arrestor With
Prot 190/191 Ground Strip 4878146 188353 USA Xxxxxxxxx 4/29/88
Line Protector for a
Communications Circuit Gilberts,
Prot 192/207 (PTCR) 1331479 609187 CANADA Rust 8/23/89
Line Protector for a
Communications Circuit Gilberts,
Prot 192/207 (PTCR) 4876621 281492 USA Rust 12/8/88
Stamped One Piece Line &
193 Equipment USA Gilberts
Dist 194 Distribution Post USA Ayer
Prot 195 Line Protector USA
196 Telephone Line Loop Extender 3821483 298337 USA Xxxxxxx 10/17/72
Pressure Releasing Clamp for
Use with Environmentally
Dist 197 Sealed US Xxxxxx
198 Station Protector US
Fluid-Pressure Operated Splice
for Electrically Conductive
Dist 199 Cables 1299790 590153 Canada X. Xxxxxx 3/3/89
Fluid-Pressure Operated Splice
for Electrically Conductive
Dist 199 620/270 Cables 00000-0000 Xxxxx X. Xxxxxx 05/07/75
Grounding Arrangement for
Dist 200 Splice Case 3808353 268446 USA Burtelson 7/3/72
Grounding Arrangement for
Dist 200 620/306 Splice Case P17302956 P17302956 Brazil Burtelson 04/24/73
Telephone Jacks and Plugs with
201 Security 563172 39653 US Suffi 4/16/87
Wire Connector (C.O. Protector Bonnesen,
Prot 202 Module) USA Rust
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
RJ11 Customer Premise
Dist 187 Disconnect Device Xxxxxxx
Prot 188 Gas Tube Surge Arrestors
FO 189 Datacom Splice Xxxxxxx
Single Line Arrestor With Xxxxxx &
Prot 190/191 Ground Strip 3/22/89 Maybe
Single Line Arrestor With
Prot 190/191 Ground Strip 10/31/89 Xxxxxxx 10/31/02
Line Protector for a
Communications Circuit Xxxxxx &
Prot 192/207 (PTCR) 8/16/94 Maybe
Line Protector for a
Communications Circuit Comp. Xxx.
Prot 192/207 (PTCR) 10/24/89 Annu. 4/24/97
Stamped One Piece Line &
193 Equipment Xxxxxxx
Dist 194 Distribution Post Xxxxxxx
Prot 195 Line Protector Xxxxxxx
000 Xxxxxxxxx Xxxx Xxxx Xxxxxxxx 6/28/74 Xxxxxxx
Pressure Releasing Clamp for
Use with Environmentally
Dist 197 Sealed Xxxxxxx
198 Station Protector Xxxxxxx
Fluid-Pressure Operated Splice
for Electrically Conductive Xxxxxx &
Dist 199 Cables 4/28/92 Xxxxxx
Fluid-Pressure Operated Splice
for Electrically Conductive
Dist 199 620/270 Cables
Grounding Arrangement for
Dist 200 Splice Case Xxxxxxx
Grounding Arrangement for
Dist 200 620/306 Splice Case 04/73
Telephone Jacks and Plugs with
201 Security 8/2/89 Xxxxxxx
Wire Connector (C.O. Protector
Prot 202 Module) Xxxxxxx
OPPS PATENTS
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Wire Connector (C.O. Protector Bonnesen,
Prot 202 620/307 Module) P17303447 P17303447 Brazil Rust 05/01/73
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central X. Xxxxxx,
Prot 203 620/245 Office Protector) 1064848 00000-0000 Xxxxx Suffi 06/20/73
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central X. Xxxxxx,
Prot 203 620/308 Office Protector) P17305644 P17305644 Brazil Suffi 07/25/73
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central X. Xxxxxx,
Prot 203 Office Protector) 4827502 USA Suffi 4/16/87
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central X. Xxxxxx,
Prot 203 Office Protector) 1317665 563172 CANADA Suffi 3/31/88
Concrete Form Assembly (Heavy
Duty Wire Protector for
205 Outdoor Exposure) USA Xxxxxxxx
Concrete Form Assembly (Heavy
Duty Wire Protector for
205 620/247 Outdoor Exposure) 7420153 742015.3 France Xxxxxxxx 06/11/74
Inductor Formed from Three
Element Gas Tube Ground
Prot 206 Lead USA M. Lace
Line Protector for a Xxxxxxx,
Prot 208 Communications Circuit 4958253 426791 USA Rust 10/25/88
Conn 209 Rotatable Terminal Block 3831128 381785 US Xxxxxx 7/23/73
620/251
Conn 209 (Expired) Rotatable Terminal Block 1197548 00000-0000 Xxxxx Xxxxxx 07/23/74
Conn 209 620/248 Rotatable Terminal Block G7420458.3 Germany Xxxxxx 06/04/74
Conn 209 620/249 Rotatable Terminal Block 7408343 Holland Xxxxxx 06/21/74
Mounting for Flexible P.C.
Boards Used in Protector
Prot 210 Modules USA M. Lace
Improved Line Connector for a
Communications Circuit (Panel
Conn 211 Captive Screw Assembly) US Krzywosz
Improved Line Connector for a
Communications Circuit (Panel
Conn 211 620/252 Captive Screw Assembly) 000000 Xxxxxx Krzywosz 3/08/74
Fiber Optic Splice and
FO 212 Multi-Channel Splice Clip US Xxxxxx
FO 213 Keyhole Fiber Optic Splice US Xxxxxx
214 USA Xxxxx
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
Wire Connector (C.O. Protector
Prot 202 620/307 Module) 05/73
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central
Prot 203 620/245 Office Protector) 06/73
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central
Prot 203 620/308 Office Protector) 07/05/73
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Comp. Xxx.
Prot 203 Office Protector) 5/2/89 Annu. 11/2/96
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Xxxxxx &
Prot 203 Office Protector) 5/11/93 Maybe
Concrete Form Assembly (Heavy
Duty Wire Protector for
205 Outdoor Exposure) Xxxxxxx
Concrete Form Assembly (Heavy
Duty Wire Protector for
205 620/247 Outdoor Exposure) 06/74
Inductor Formed from Three
Prot 206 Element Gas Tube Ground Lead Xxxxxxx
Line Protector for a Comp. Xxx.
Prot 208 Communications Circuit 99/18/90 Annu. 3/18/94
Conn 209 Rotatable Terminal Block 8/20/74 Xxxxxxx
620/251
Conn 209 (Expired) Rotatable Terminal Block 07/03/74
Conn 209 620/248 Rotatable Terminal Block
Conn 209 620/249 Rotatable Terminal Block
Mounting for Flexible P.C.
Boards Used in Protector
Prot 210 Modules Xxxxxxx
Improved Line Connector for a
Communications Circuit (Panel
Conn 211 Captive Screw Assembly) Xxxxxxx
Improved Line Connector for a
Communications Circuit (Panel
Conn 211 620/252 Captive Screw Assembly)
Fiber Optic Splice and
Multi-Channel Splice
FO 212 Clip Xxxxxxx
FO 213 Keyhole Fiber Optic Splice Xxxxxxx
214 Xxxxxxx
OPPS PATENTS
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Dist 215 Clamping Arrangement and Method USA X. Xxxxxxxxxx
Dist 216 Buried Cable Enclosure USA Leschinger
FO 217 Multiple or Single Fiber Optic USA Xxxxx
Splice
FO 217 620/253 Multiple or Single Fiber Optic 58231 3110-74 Finland Xxxxx 10/24/74
Xxxxxx
XX 000 000/000 Xxxxxxxx or Single Fiber Optic 138137 153950 Mexico Xxxxx 09/04/74
Splice
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded
Prot 218 620/272 Solid State Device) 59684 3111-94 Finland Xxxxxxxxx 10/24/74
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded
Prot 218 000/000 Xxxxx Xxxxx Xxxxxx) 000000-0000 Xxxxx Xxxxxxxxx 09/07/74
Line Protector for a
Communication Circuit
620/276 (Fail-Safe Mechanism for
Three-Leaded
Prot 218 (Expired) Solid State Device) 138216 153951 Mexico Xxxxxxxxx 09/04/74
Line Protector for a
Communication Circuit
620/275 (Fail-Safe Mechanism for
Three-Leaded
Prot 218 (Expired) Solid State Device) 33919 1901 Venezuela Xxxxxxxxx 09/06/74
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded
Prot 218 620/277 Solid State Device) P2453056.1 Germany Xxxxxxxxx 11/0/74
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded
Prot 218 620/255 Solid State Device) P17408460 P17408460 Brazil Xxxxxxxxx 10/10/74
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded
Prot 218 620/273 Solid State Device) 7411223 Holland Xxxxxxxxx 08/03/74
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded
Prot 218 Solid State Device) US Xxxxxxxxx
620/278 Line protector having a Gas
Tube Surge Arrester(Central
(abandon Office Fiber Interconnection
Prot 219 ed) Enclosure) 34763 2683 Venezuela Ori 12/01/74
Line protector having a Gas
Tube Surge Arrester(Central
620/279 Office Fiber Interconnection
Prot 219 (granted) Enclosure) 140123 156141 Mexico Ori 01/21/75
620/280 Line protector having a Gas
Tube Surge Arrester(Central
(abandon Office Fiber Interconnection
Prot 219 ed) Enclosure) 0000-0000 Xxxxx Ori 01/23/75
Line protector having a Gas
Tube Surge Arrester(Central
Office Fiber Interconnection
Prot 219 620/281 Enclosure) 7503306 7503306 France Ori 02/03/75
Line protector having a Gas
Tube Surge Arrester(Central
Office Fiber Interconnection
Prot 219 620/282 Enclosure) P17500660 P17500660 Brazil Ori 01/31/75
Line protector having a Gas
Tube Surge Arrester(Central
Office Fiber Interconnection
Prot 219 Enclosure) USA Ori
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
Dist 215 Clamping Arrangement and Method Xxxxxxx
Dist 216 Buried Cable Enclosure Xxxxxxx
FO 217 Multiple or Single Fiber Optic Xxxxxxx
Xxxxxx
XX 000 000/000 Xxxxxxxx or Single Fiber Optic 10/80
Splice
FO 217 620/254 Multiple or Single Fiber Optic 08/78
Splice
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded
Prot 218 620/272 Solid State Device) 09/81
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded
Prot 218 620/274 Solid State Device)
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
620/276 Three-Leaded Solid State
Prot 218 (Expired) Device) 08/78
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
620/275 Three-Leaded Solid State
Prot 218 (Expired) Device) 06/76
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded Solid State
Prot 218 620/277 Device)
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded Solid State
Prot 218 620/255 Device) 10/74
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded Solid State
Prot 218 620/273 Device)
Line Protector for a
Communication Circuit
(Fail-Safe Mechanism for
Three-Leaded Solid State
Prot 218 Device) Xxxxxxx
620/278 Line protector having a Gas
Tube Surge Arrester(Central
(abandon Office Fiber Interconnection
Prot 219 ed) Enclosure) 09/76
Line protector having a Gas
Tube Surge Arrester(Central
620/279 Office Fiber Interconnection
Prot 219 (granted) Enclosure) 08/79
620/280 Line protector having a Gas
Tube Surge Arrester(Central
(abandon Office Fiber Interconnection
Prot 219 ed) Enclosure)
Line protector having a Gas
Tube Surge Arrester(Central
Office Fiber Interconnection
Prot 219 620/281 Enclosure) 02/75
Line protector having a Gas
Tube Surge Arrester(Central
Office Fiber Interconnection
Prot 219 620/282 Enclosure) 01/75
Line protector having a Gas
Tube Surge Arrester(Central
Office Fiber Interconnection
Prot 219 Enclosure) Xxxxxxx
OPPS PATENTS
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Xxxxxx,
Hartfort,
Hilbert,
Huggins,
Kula,
Longwell,
Meinhard,
Pool,
FO 220 Multiple Fiber Optic Splice USA Xxxxx
Body
Dist 221 Cable Stub Assembly USA Xxxxxxx,
Xxxxx
Prot 222 Sneak Fuse Solid State Module USA
Terminal Block Assembly
(Secondary Solid State
Prot 223 620/395 Module) USA
Prot 224 Line Protector USA Xxxxxxxxx
Vent Safe Air Gap for Use
Prot 225 with Gas Tube Arrester USA
Compression Spring for
Overvoltage Only
Prot 226 C.O. Protectors US Kacmarek
gas Tube Tester(Surge Voltage
Arrester with Fail-safe
Prot 227 620/283 Feature) 00000-0000 Xxxxx Xxxxxxxx 05/06/75
gas Tube Tester(Surge Voltage
Arrester with Fail-safe
Prot 227 Feature) 4249224 18337 US Xxxxxxxx 3/7/79
Dist 229 Closure Assy. and Bracket USA Leschinger
Prot 230 EPM Insulator USA Xxxxxxxx
Prot 231 Gas Filled Surge Arrester 1214508 428138 Canada Toda 5/2/84
Prot 231 Gas Filled Surge Arrester 4491893 493231 US Toda 5/10/83
Buffer Gripping Teeth on
FO 232 Corelinx (900 Micron Size) USA
Surge Voltage Arrester with
Prot 233 Vent Safe Feature 4321649 54667 US A. Gilberts 29041
Prot 234 Line Protector for a 4325100 158913 US Xxxxxxxx 6/12/80
Communications Circuit
Ready Access Closure for
Dist 235 Communication Cables 4260848 126973 US Xxxxx 3/3/80
Prot 236 Line Protector for a 4262317 22715 US Xxxxxxxx 3/22/79
Communicator Circuit
X-Conn 237 "Starburst" Cross-Connect 4563053 591771 USA Pavel 3/21/84
Terminals
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
FO 220 Multiple Fiber Optic Splice Xxxxxxx
Body
Dist 221 Cable Stub Assembly Xxxxxxx
Prot 222 Sneak Fuse Solid State Module Xxxxxxx
Terminal Block Assembly
(Secondary Solid State
Prot 223 620/395 Module) Xxxxxxx
Prot 224 Line Protector Xxxxxxx
Vent Safe Air Gap for Use
Prot 225 with Gas Tube Arrester Xxxxxxx
Compression Spring for
Overvoltage Only C.O.
Prot 226 Protectors Xxxxxxx
gas Tube Tester(Surge Voltage
Arrester with Fail-safe
Prot 227 620/283 Feature)
gas Tube Tester(Surge Voltage
Arrester with Fail-safe
Prot 227 Feature) Xxxxxxx
Dist 229 Closure Assy. and Bracket Xxxxxxx
Prot 230 EPM Insulator Xxxxxxx
Prot 231 Gas Filled Surge Arrester 11/25/86 Comp. Xxx. Drop 6/20/96
Comp. Xxx.
Prot 231 Gas Filled Surge Arrester 1/1/85 Annu 7/1/96
Buffer Gripping Teeth on
FO 232 Corelinx (900 Micron Size) Xxxxxxx
Surge Voltage Arrester with
Prot 233 Vent Safe Feature 3/23/82 Xxxxxxx 3/23/99
Prot 234 Line Protector for a Xxxxxxx
Communications Circuit
Ready Access Closure for
Dist 235 Communication Cables Xxxxxxx
Prot 236 Line Protector for a Xxxxxxx
Communicator Circuit
Comp. Xxx.
X-Conn 237 "Starburst" Cross-Connect 1/7/86 Annu 7/7/97
Terminals
OPPS PATENTS
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Preterminated Block System
and Method of Installing Jackula,
Conn 238 same 4234756 25009 US Xxxxxxx 3/29/79
Dist 239 Low Profile Marina Terminal USA Marks
Surge Voltage Arrester w/
Prot 240 Ventsafe Feature 4241374 7363 US A. Gilberts 1/29/79
Conn 241 Terminal Block Assembly 3957335 492057 US Xxxx 7/26/74
Line Protector for
Prot 242 620/284 Communication Circuit G7623284.3 Germany Xxxxxxxx 07/23/76
Line Protector for
Prot 242 620/287 Communication Circuit 17308 Iran Xxxxxxxx 05/05/76
Line Protector for
Prot 242 Communication Circuit 3975664 599700 USA Xxxxxxxx 7/28/75
Prot 243 620/320 Surge Arrester P26418586 Germany A. Gilberts 09/07/76
Prot 243 000/000 Xxxxx Xxxxxxxx 000000-0000 Xxxxx A. Gilberts 09/06/76
Prot 243 Surge Arrester 4013927 614742 US A. Gilberts 9/18/75
Telephone Distribution Frame Ger
CO 244 620/285 Connector Assembly G7719950.9 (Gebr.) Xxxxxx 06/25/77
620/256 Telephone Distribution Frame
CO 244 (expired) Connector Assembly 0000000 Xxxxxx Xxxxxx 05/07/77
Telephone Distribution Frame
CO 244 620/286 Connector Assembly 7705372 Holland Xxxxxx 05/06/77
Telephone Distribution Frame
CO 244 620/258 Connector Assembly 7704228-1 Sweden Xxxxxx 04/13/77
Telephone Distribution Frame
CO 244 Connector Assembly 4037910 722426 US Xxxxxx 9/13/76
Telephone Distribution Frame
CO 244 620/257 Connector Assembly P2728703.2 Germany Xxxxxx 06/25/77
X. Xxxx,
Modulear Distribution Frame Xxxxxx,
CO 246 Assembly 4002856 591037 US Xxxxxxxx 6/27/75
Prot 247 Gas Tube Tester 3938034 467066 USA Xxxxxxx 5/6/74
Prot 248 Line Protector 4208694 950422 US Gilberts 28774
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------------
Preterminated Block System
and Method of Installing Xxxxxxx &
Xxxx 238 same 11/18/80 Xxxxx
Dist 239 Low Profile Marina Terminal Xxxxxxx
Surge Voltage Arrester w/
Prot 240 Ventsafe Feature Trexler
Conn 241 Terminal Block Assembly 5/18/76 Xxxxxxx
Line Protector for
Prot 242 620/284 Communication Circuit
Line Protector for
Prot 242 620/287 Communication Circuit
Line Protector for
Prot 242 Communication Circuit 8/17/76 Xxxxxxx 34198
Prot 243 620/320 Surge Arrester
Prot 243 620/288 Surge Arrester
Prot 243 Surge Arrester 3/22/77 Xxxxxxx 34415
Telephone Distribution Frame
CO 244 620/285 Connector Assembly
620/256 Telephone Distribution Frame
CO 244 (expired) Connector Assembly
Telephone Distribution Frame
CO 244 620/286 Connector Assembly
Telephone Distribution Frame
CO 244 620/258 Connector Assembly
Telephone Distribution Frame
CO 244 Connector Assembly Xxxxxxx
Telephone Distribution Frame
CO 244 620/257 Connector Assembly
Modulear Distribution Frame
CO 246 Assembly 1/11/77 Xxxxxxx 34345
Prot 247 Gas Tube Tester 2/10/76 Xxxxxxx 34010
Prot 248 Line Protector 29389 Xxxxxxx 35598
OPPS PATENTS
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Line Protector for Xxxxxxxxxx,
Prot 249 Communication Circuit 4056840 279004 USA Xxxxxxxx 6/1/76
620/259
(abandoned)
Line Protector for Xxxxxxxxxx,
Prot 000 Xxxxxxxxxxxxx Xxxxxxx 00000-0000 Xxxxx Xxxxxxxx 05/02/77
Xxxxxxxxxx,
Prot 249 Line Protector for 1087679 685724 Canada Xxxxxxxx 00/0/00
Xxxxxxxxxxxxx Xxxxxxx
Xxxxxx,
Xxxx 250 Terminal Block 1092177 108963 US Xxxxxxxx 12/8/76
Reffay,
Conn 250 Terminal Block 4059331 659796 USA Xxxxxxxx 2/20/76
Xxxxxxxx,
Conn 000 XXXXXXXX XXXXX Xxxxxx Reffay
Xxxxxxxx,
Xxxx 250 TERMINAL BLOCK USA Reffay
Device for Cleaning
Dist 251 Greas-filled Cable Stub 4272300 119095 US Burtelson 29257
Conn 252 Electrical Connector 1093653 274290 Canada Xxxxxx 3/18/77
Conn 252 Electrical Connector 4106837 749062 USA Xxxxxx 12/9/76
Electrical Terminal having
means for Retention in
connector Blocks
Conn 252 (ELECTRICAL CONNECTOR) USA Xxxxxx
Electrical Terminal having
means for Retention in
620/348 connector Blocks(ELECTRICAL
Conn 252 (expired) CONNECTOR) 1093653 345229 Canada Xxxxxx 02/07/80
Electrical Terminal having
means for Retention in
connector Blocks(ELECTRICAL
Conn 252 620/260 CONNECTOR) P2712895.6 Germany Xxxxxx 03/04/77
Conn 253 Cable Bonding Clamp 4195895 8423 US Xxxxxxx 2/1/79
Terminal Module w/ Dual
Conn 254 Binding Post Terminals 4159159 US Xxxxxx
Prot 255 Gas Tube with carbon electrodes US Xxxxxxxx
256 Sentinel Trademark 1092177 108963 US Miskovetz 12/8/76
256 Sentinel Trademark 1092184 116602 USA Miskovetz 2/22/77
Prot 257 GAS FILLED SURGE ARRESTOR 4104693 778992 USA Miskovetz 3/18/77
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 249 Communication Circuit 11/1/79 Xxxxxxx
620/259
(abandoned) Line Protector for
Prot 249 Communication Circuit
Line Protector for
Prot 249 Communication Circuit 7/28/77 Trexler
Conn 000 Xxxxxxxx Xxxxx 5/30/78 Trexler
Conn 000 Xxxxxxxx Xxxxx 11/22/77 Trexler
Conn 000 XXXXXXXX XXXXX test
Conn 000 XXXXXXXX XXXXX TEST
Device for Cleaning
Dist 251 Greas-filled Cable Stub 29746 Xxxxxxx 35955
Conn 252 Electrical Connector 1/31/81 Trexler
Conn 252 Electrical Connector 8/15/78 Xxxxxxx
Electrical Terminal having
means for Retention in
connector Blocks(ELECTRICAL
Conn 252 CONNECTOR) Xxxxxxx
Electrical Terminal having
means for Retention in
620/348 connector Blocks(ELECTRICAL
Conn 252 (expired) CONNECTOR) 01/81
Electrical Terminal having
means for Retention in
connector Blocks(ELECTRICAL
Conn 252 620/260 CONNECTOR)
Xxxxxxx &
Xxxx 253 Cable Bonding Clamp 4/1/80 Xxxxx 4/1/97
Terminal Module w/ Dual
Conn 254 Binding Post Terminals 29032 Xxxxxxx 35242
Prot 255 Gas Tube with carbon electrodes Xxxxxxx
256 Sentinel Trademark 5/30/78 Xxxxxxx
256 Sentinel Trademark 5/30/78 Xxxxxxx
Prot 257 GAS FILLED SURGE ARRESTOR 8/1/78 Xxxxxxx
OPPS PATENTS
--------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
Prot 258 SURGE ARRESTER 4128855 788116 USA Miskovetz 4/18/77
620/325
Prot 000 (xxxxxxxxx) XXXXX XXXXXXXX 000000-00 Xxxxx Miskovetz 04-14-78
620/326
Prot 000 (xxxxxxxxx) XXXXX XXXXXXXX 00000-00 Xxxxxxxxx Miskovetz 04/18/78
Prot 258 SURGE ARRESTER 1098958 300460 CANADA Miskovetz 4/5/78
Xxxxxxxx,
259 Modular Line Protector 11469 6711998 TAIWAN Xxxx 9/26/78
Xxxxxxxx,
259 Modular Line Protector 4159500 852325 USA Xxxx 11/17/77
Xxxxxxxx,
259 Modular Line Protector 78-32246 0000000 XXXXXX Xxxx 9/11/78
Xxxxxxxx,
259 Modular Line Protector 1105548 311954 CANADA Xxxx 9/11/78
Xxxxxxxx,
Prot 259 MODULAR LINE PROTECTOR USA Xxxx
Xxxxxxxx,
Prot 259 620/330 MODULAR LINE PROTECTOR 4159500 852325 Taiwan Xxxx 11/07/77
620/365
Prot 259 (expired) MODULAR LINE PROTECTOR 1113147 365989 Xxxxxxxx, 12/02/80
A-Canada Xxxx
620/366
Prot 259 (expired) MODULAR LINE PROTECTOR 1124778 365990 Xxxxxxxx, 12/02/80
B-Canada Xxxx
259 Modular Line Protector 20435 22780 IRAN Xxxxxxxx, 10/31/78
Xxxx
X. Xxxxxx,
260 Breakaway Nuts USA F. Burtelson
Multi-Purpose Heavy Duty
Protector for Outdoor Exposure
Prot 261 USA
X. Xxxxxxx,
262 Screw with captive washer USA A. Gilberts
Improved Surge Arrestor USA X. Xxxxxxxxxx
Prot 263 Response
Surge Arrestor w/ Internal USA X. Xxxxxxxxxx
Prot 264 Fail safe
Prot 265 Line Protector 4158869 826035 USA Gilberts 8/19/77
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------------
Prot 258 SURGE ARRESTER 12/5/78 Xxxxxxx
620/325
Prot 258 (abandoned) SURGE ARRESTER
620/326
Prot 258 (abandoned) SURGE ARRESTER
Prot 258 SURGE ARRESTER 4/7/81 Xxxxxxx
259 Modular Line Protector 9/1/79 Xxxxxxx
259 Modular Line Protector 6/26/79 Xxxxxxx
259 Modular Line Protector 7/21/81 Xxxxxxx
259 Modular Line Protector 11/24/81 Xxxxxxx
Prot 259 MODULAR LINE PROTECTOR Xxxxxxx
Prot 259 620/330 MODULAR LINE PROTECTOR 06/79
620/365
Prot 259 (expired) MODULAR LINE PROTECTOR 11/81
620/366
Prot 259 (expired) MODULAR LINE PROTECTOR 06/82
259 Modular Line Protector 10/31/78 Xxxxxxx
260 Breakaway Nuts
Multi-Purpose Heavy Duty
Protector for Outdoor Exposure
Prot 261 Xxxxxxx
262 Screw with captive washer
Improved Surge Arrestor
Prot 263 Response
Surge Arrestor w/ Internal
Prot 264 Fail safe
Prot 265 Line Protector 6/19/79 Xxxxxxx 6/19/96
OPPS PATENTS
--------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
Prot 266 620/329 Multi-Arc Gap Surge Arrester X00000000 G7821852.7 Germany Xxxxxxxxxx 07/21/78
Prot 000 Xxxxx-Xxx Xxx Xxxxx Xxxxxxxx 0000000 Xxxxxx Xxxxxxxxxx 3/19/84
Prot 266 Multi-Arc Gap Surge Arrester Japan Xxxxxxxxxx
Prot 266 Multi-Arc Gap Surge Arrester 4142220 836585 USA Xxxxxxxxxx 9/26/77
267 HOTSPLICER TRADEMARK 1092569 205492 USA Miskovetz 2/28/79
CABLE MOLDING APPARATUS &
Dist 268 METHOD 4145176 863257 USA Xxxxxx 12/22/77
HIGH VOLTAGE CABLE SPLICE
Dist 269 APPARATUS 4004867 244822 CANADA Xxxxxx 2/2/76
HIGH VOLTAGE CABLE SPLICE
Dist 269 APPARATUS 3970735 545948 USA Xxxxxx 1/31/75
270 MITS 70 - TRADEMARK USA Miskovetz
000 XXXXXX XXXXXXXXX 000000 XXX Miskovetz 12/27/77
Conn 272 Terminal Block (BPI) CANADA Xxxxx Ims
Line Protector for
Prot 273 Communication Circuit 79-01535 0000000 XXXXXX Xxxxxxxx 1/22/79
620/331 Line Protector for
Prot 273 (abandoned) Communication Circuit G7900616.9 Germany Xxxxxxxx 11/01/79
Line Protector for
Prot 273 Communication Circuit 21119 23574 IRAN Xxxxxxxx 6/19/79
Prot 273 Line Protector for
Communication Circuit 1362664 004450/79 JAPAN Xxxxxxxx 1/17/79
Line Protector for
Prot 273 Communication Circuit 1094150 990700 CANADA Xxxxxxxx 10/18/78
Line Protector for
Prot 273 Communication Circuit 11955 6711999 TAIWAN Xxxxxxxx 9/26/78
620/324 Line Protector for
Prot 273 (expired) Communication Circuit 4168515 880390 US Xxxxxxxx 2/23/78
Termination System for
CO 274 620/339 Communication Lines 12952 6811058 Taiwan X. Xxxx 05/07/79
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
Prot 266 620/329 Multi-Arc Gap Surge Arrester Xxxxxxx
Prot 266 Multi-Arc Gap Surge Arrester Xxxxxxx
Prot 266 Multi-Arc Gap Surge Arrester Xxxxxxx
Prot 266 Multi-Arc Gap Surge Arrester 2/27/79 Xxxxxxx
267 HOTSPLICER TRADEMARK 5/30/88 Xxxxxxx
CABLE MOLDING APPARATUS &
Dist 268 METHOD 3/20/79 Xxxxxxx
HIGH VOLTAGE CABLE SPLICE
Dist 269 APPARATUS 10/17/7 Xxxxxxx
HIGH VOLTAGE CABLE SPLICE
Dist 269 APPARATUS 7/20/76 Xxxxxxx
270 MITS 70 - TRADEMARK Xxxxxxx
271 LORDEL TRADEMARK Trexler
Conn 272 Terminal Block (BPI)
Line Protector for
Prot 273 Communication Circuit 12/9/81 Xxxxxxx
620/331 Line Protector for
Prot 273 (abandoned) Communication Circuit
Line Protector for
Prot 273 Communication Circuit 6/19/79 Xxxxxxx
Line Protector for
Prot 273 Communication Circuit 2/9/87 Xxxxxxx
Line Protector for
Prot 273 Communication Circuit 1/20/81 Xxxxxxx
Line Protector for
Prot 273 Communication Circuit 9/26/78 Xxxxxxx
620/324 Line Protector for
Prot 273 (expired) Communication Circuit 9/18/79 Xxxxxxx
Termination System for
CO 274 620/339 Communication Lines 7/1/80 Xxxxxxx
OPPS PATENTS
--------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 620/338 Communication Lines 7914148 0000000 Xxxxxx X. Xxxx 06/01/79
Termination System for 4160880 911874 US X. Xxxx 6/2/78
CO 274 Communication Lines
Termination System for
CO 274 620/337 Communication Lines 1118879 327682 Canada X. Xxxx 5/15/79
Modular Termination System for
000 Xxxxxxxxxxxxx Xxxxx XXX X. Xxxx
Prot 275 Stationer Protector USA X. Xxxx
276 620/304 Cable Stripper tool 1083153 00000-0000 Xxxxx 9/10/72
276 620/303 Cable Stripper tool 966115 00000-X00 Xxxxx 9/9/72
FO 277 Optical Fiber Coupling System 79302126.2 XXX Xxxxxx 10/5/79
FO 277 Optical Fiber Coupling System 972680 UA Xxxxxx 12/26/78
FO 277 Optical Fiber Coupling System 951534 USA Xxxxxx 10/16/78
DEVICE FOR CLEANING A GREASE
278 620/328 FILLED CABLE STUB 4272300 119095 USA Burtelson 2/6/80
DEVICE FOR CLEANING A GREASE
278 620/349 FILLED CABLE STUB 4216369 933056 USA Burtelson 8/11/78
279 MINI-MAX TRADEMARK 1121782 148805 USA Miskovetz 11/16/77
Prot 280 620/344 LINE PROTECTOR 13648 6811854 TAIWAN A. Gilberts 8/16/79
Prot 280 620/332 LINE PROTECTOR 4208694 950422 USA A. Gilberts 10/11/78
PHILIPPIN
Prot 280 620/343 LINE PROTECTOR 17273 22950 ES A. Gilberts 8/23/79
Prot 280 620/342 LINE PROTECTOR 1125843 333735 CANADA A. Gilberts 8/04/79
SURGE ARRESTER W/ VENTSAFE
Prot 281 620/345 FEATURE 1137541 344135 CANADA A. Gilberts 1/22/80
SURGE ARRESTER W/ VENTSAFE
Prot 281 FEATURE 014543 80300224.5 G.BRITAIN A. Gilberts 1/24/80
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 620/338 Communication Lines 4/29/86 Xxxxxxx
Termination System for
CO 274 Communication Lines 7/10/79 Xxxxxxx 7/10/96
Termination System for
CO 274 620/337 Communication Lines 2/23/82 Xxxxxxx
Modular Termination System for
274 Communication Lines Xxxxxxx
Prot 275 Stationer Protector
276 620/304 Cable Stripper tool 9/72
276 620/303 Cable Stripper tool 9/72
FO 277 Optical Fiber Coupling System Xxxxxxx
FO 277 Optical Fiber Coupling System Xxxxxxx
FO 277 Optical Fiber Coupling System Xxxxxxx
DEVICE FOR CLEANING A GREASE
278 620/328 FILLED CABLE STUB 6/9/81 Xxxxxxx
DEVICE FOR CLEANING A GREASE
278 620/349 FILLED CABLE STUB 8/5/80 Xxxxxxx
279 MINI-MAX TRADEMARK 7/10/79 Xxxxxxx
Prot 280 620/344 LINE PROTECTOR 10/1/80 Xxxxxxx
Prot 280 620/332 LINE PROTECTOR 6/17/80 Xxxxxxx
Prot 280 620/343 LINE PROTECTOR 7/15/84 Xxxxxxx
Prot 280 620/342 LINE PROTECTOR 6/15/82 Xxxxxxx
SURGE ARRESTER W/ VENTSAFE
Prot 281 620/345 FEATURE 12/14/82 Xxxxxxx
SURGE ARRESTER W/ VENTSAFE
Prot 281 FEATURE 1/24/80 Xxxxxxx
\
OPPS PATENTS
-----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/ VENTSAFE W.GERMANY
Prot 281 FEATURE 014543 80300224.5 A. Gilberts 1/24/80
SURGE ARRESTER W/ VENTSAFE
Prot 281 620/333 FEATURE 4241374 7363 USA A. Gilberts 1/29/79
SURGE ARRESTER W/ VENTSAFE
Prot 281 FEATURE 18021 7024621 TAIWAN A. Gilberts 1/28/80
SURGE VOLTAGE ARRESTER WITH
Prot 282 FAILSAFE FEATURE 0017324 80300493.6 G.BRITAIN Xxxxxxxx 2/21/80
SURGE VOLTAGE ARRESTER WITH
Prot 282 620/350 FAILSAFE FEATURE 1137542 345938 CANADA Xxxxxxxx 2/19/80
620/351 SURGE VOLTAGE ARRESTER WITH
Prot 282 (granted) FAILSAFE FEATURE 0017324 80300493.6 FRANCE Xxxxxxxx 2/21/80
SURGE VOLTAGE ARRESTER WITH
Prot 282 FAILSAFE FEATURE P3063019.4 80300493.6 GERMANY Xxxxxxxx 2/21/80
SURGE VOLTAGE ARRESTER WITH
Prot 282 6220/352 FAILSAFE FEATURE 15327 6910461 TAIWAN Xxxxxxxx 02/2/80
SURGE VOLTAGE ARRESTER WITH
Prot 282 620/334 FAILSAFE FEATURE 4249224 18337 USA Xxxxxxxx 3/7/79
LINE PROTECTOR FOR A W.GERMANY
Prot 283 COMMUNICATION CIRCUIT P3061718.6 80300593.3 Xxxxxxxx 2/28/80
LINE PROTECTOR FOR A
Prot 283 620/335 COMMUNICATION CIRCUIT 4262317 23715 USA Xxxxxxxx 3/22/79
LINE PROTECTOR FOR A
Prot 283 620/356 COMMUNICATION CIRCUIT 14692 6910479 TAIWAN Xxxxxxxx 7/1/81
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 0017337 80300593.3 FRANCE Xxxxxxxx 2/28/80
LINE PROTECTOR FOR A
Prot 283 620/353 COMMUNICATION CIRCUIT 1137543 346087 CANADA Xxxxxxxx 2/20/80
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 0017337 80300593.3 G.BRITAIN Xxxxxxxx 2/28/80
LINE PROTECTOR FOR A
Prot 284 620/358 COMMUNICATION CIRCUIT 17128 6910480 TAIWAN Xxxxxxxx 2/23/80
LINE PROTECTOR FOR A
Prot 284 COMMUNICATION CIRCUIT 4233641 27680 USA Xxxxxxxx 4/6/79
LINE PROTECTOR FOR A
Prot 284 620/357 COMMUNICATION CIRCUIT 1137544 346088 CANADA Xxxxxxxx 2/20/80
SURGE VOLTAGE ARRESTER WITH
Prot 285 620/363 VENTSAFE FEATURE 1152557 357040 CANADA A. Gilberts 7/25/80
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/ VENTSAFE
Prot 281 FEATURE 1/24/80 Xxxxxxx
SURGE ARRESTER W/ VENTSAFE
Prot 281 620/333 FEATURE 12/23/80 Xxxxxxx
SURGE ARRESTER W/ VENTSAFE
Prot 281 FEATURE 1/28/80 Xxxxxxx
SURGE VOLTAGE ARRESTER WITH
Prot 282 FAILSAFE FEATURE 2/21/80 Xxxxxxx
SURGE VOLTAGE ARRESTER WITH
Prot 282 620/350 FAILSAFE FEATURE 12/14/82 Xxxxxxx
620/351 SURGE VOLTAGE ARRESTER WITH
Prot 282 (granted) FAILSAFE FEATURE 2/21/80 Xxxxxxx
SURGE VOLTAGE ARRESTER WITH
Prot 282 FAILSAFE FEATURE 2/21/80 Xxxxxxx
SURGE VOLTAGE ARRESTER WITH
Prot 282 6220/352 FAILSAFE FEATURE 08/81
SURGE VOLTAGE ARRESTER WITH
Prot 282 620/334 FAILSAFE FEATURE 2/3/81 Xxxxxxx
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 2/28/80 Xxxxxxx
LINE PROTECTOR FOR A
Prot 283 620/335 COMMUNICATION CIRCUIT 4/14/81 Xxxxxxx
LINE PROTECTOR FOR A
Prot 283 620/356 COMMUNICATION CIRCUIT 9/1/81 Xxxxxxx
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 2/28/80 Xxxxxxx
LINE PROTECTOR FOR A
Prot 283 620/353 COMMUNICATION CIRCUIT 12/14/82 Xxxxxxx
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 2/28/80 Xxxxxxx
LINE PROTECTOR FOR A
Prot 284 620/358 COMMUNICATION CIRCUIT 6/16/82 Xxxxxxx
LINE PROTECTOR FOR A
Prot 284 COMMUNICATION CIRCUIT 11/11/80 Xxxxxxx
LINE PROTECTOR FOR A
Prot 284 620/357 COMMUNICATION CIRCUIT 12/14/82 Xxxxxxx
SURGE VOLTAGE ARRESTER WITH
Prot 285 620/363 VENTSAFE FEATURE 8/23/83 Xxxxxxx
OPPS PATENTS
--------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER WITH
Prot 285 620/340 VENTSAFE FEATURE 4321649 54667 USA A. Gilberts 7/5/79
SURGE VOLTAGE ARRESTER WITH
Prot 285 VENTSAFE FEATURE 0044894 8030592.3 G. BRITAIN A. Gilberts 7/30/80
SURGE VOLTAGE ARRESTER WITH
Prot 285 620/364 VENTSAFE FEATURE 14984 6912101 TAIWAN A. Gilberts 7/27/81
620/359 READY ACCESS CLOSURE FOR
Dist 286 (expired) COMMUNICATION CABLES 1143807 367303 CANADA Xxxxx 12/22/80
READY ACCESS CLOSURE FOR
Dist 286 620/368 COMMUNICATION CABLES 4260848 126973 USA Xxxxx 3/3/80
620/369
FO 287 (granted) Fiber Optic Connector 1143975 368483 CANADA Xxxxxxx 1/14/81
FO 287 620/347 Fiber Optic Xxxxxxxxx 000000 XXX Xxxxxxx 01-21-80
FO 287 620/370 Fiber Optic Connector 000000-00 Xxxxx Xxxxxxx 01/16/81
620/375 Line Protector for a
Prot 288 (ABANDONED) Communications Circuit 000000 XXXXXXXX 03/07/81
620/371 Line Protector for a
Prot 288 (GRANTED) Communications Circuit 003722 81301200.2 EPO 03/81
Line Protector for a
Prot 288 620/372 Communications Circuit 17579 1013-81 KOREA 03/07/81
Line Protector for a
Prot 288 620/374 Communications Circuit 16065 7026770 TAIWAN 02/26/81
Line Protector for a
Prot 288 620/370 Communications Circuit 4314304 134744 USA 03/07/80
620/373 Line Protector for a
Prot 288 (GRANTED) Communications Circuit 1504723 00000-00 XXXXX 03/03/81
Communications Circuit Line
Protector and Method of Making
Dist 289 620/379 the Same 19078 1314 KOREA Xxxxxxxx 4/18/81
Communications Circuit Line
Protector and Method of Making
Dist 289 620/377 the Same 0038621 813010030 EPO Xxxxxxxx 3/81
Communications Circuit Line
Protector and Method of Making
Dist 289 620/153 the Same 229150 284811 ARGENTINA Xxxxxxxx 3/3/81
Communications Circuit Line
Protector and Method of Making
Dist 289 620/376 the Same 1148605 372925 CANADA Xxxxxxxx 3/13/81
Communications Circuit Line
Protector and Method of Making
Dist 289 620/378 the Same 1544660 54937/81 JAPAN Xxxxxxxx 4/10/81
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER WITH
Prot 285 620/340 VENTSAFE FEATURE 3/23/82 Xxxxxxx
SURGE VOLTAGE ARRESTER WITH
Prot 285 VENTSAFE FEATURE 7/30/80 Xxxxxxx
SURGE VOLTAGE ARRESTER WITH
Prot 285 620/364 VENTSAFE FEATURE 2/25/82 Xxxxxxx
620/359 READY ACCESS CLOSURE FOR
Dist 286 (expired) COMMUNICATION CABLES 3/29/83 Xxxxxxx
READY ACCESS CLOSURE FOR
Dist 286 620/368 COMMUNICATION CABLES 4/7/81 Xxxxxxx
620/369
FO 287 (granted) Fiber Optic Connector 4/15/83 Xxxxxxx
FO 287 620/347 Fiber Optic Connector
FO 287 620/370 Fiber Optic Connector
620/375 Line Protector for a
Prot 288 (ABANDONED) Communications Circuit
620/371 Line Protector for a
Prot 288 (GRANTED) Communications Circuit 03/81
Line Protector for a
Prot 288 620/372 Communications Circuit 06/84
Line Protector for a
Prot 288 620/374 Communications Circuit 02/82
Line Protector for a
Prot 288 620/370 Communications Circuit 02/82
620/373 Line Protector for a
Prot 288 (GRANTED) Communications Circuit 03/81
Communications Circuit Line
Protector and Method of Making Comp. Xxx.
Dist 289 620/379 the Same 12/27/84 Annu. 12/27/93
Communications Circuit Line
Protector and Method of Making
Dist 289 620/377 the Same 3/81
Communications Circuit Line
Protector and Method of Making
Dist 289 620/153 the Same 6/30/83 Xxxxxxx
Communications Circuit Line
Protector and Method of Making
Dist 289 620/376 the Same 6/21/83 Xxxxxxx
Communications Circuit Line
Protector and Method of Making
Dist 289 620/378 the Same 2/15/90 Xxxxxxx
OPPS PATENTS
--------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
620/361/ Protector and Method of Making
Dist 289 Expired the Same 4314302 141290 US Xxxxxxxx 4/1//80
Communications Circuit Line
Protector and Method of Making
Dist 289 620/380 the Same 15527 7010669 TAIWAN Xxxxxxxx 3/11/81
Communications Circuit Line
Protector and Method of Making GREAT
Dist 289 the Same 0038621 80302592.3 BRITAIN Xxxxxxxx 3/10/81
Telephone Distribution Frame
CO 290 620/222 Connector Assembly 18884 7011939 TAIWAN Xxxxxxxx 7/1/81
Telephone Distribution Frame
CO 290 Connector Assembly 224701 286566 ARGENTINA Xxxxxxxx 8/27/81
Telephone Distribution Frame
CO 290 620/384 Connector Assembly 2590-1981 Korea Xxxxxxxx 07/16/81
Telephone Distribution Frame
CO 290 Connector Assembly 1157554 381049 CANADA Xxxxxxxx 7/3/81
Telephone Distribution Frame
CO 290 620/367 Connector Assembly 4331839 215742 US Xxxxxxxx 12/12/80
Telephone Distribution Frame
CO 290 620/223 Connector Assembly 000000 Xxxxxxxx Xxxxxxxx 12/02/81
Telephone Distribution Frame
CO 290 620/385 Connector Assembly 000000 Xxxxxx Xxxxxxxx 12/02/81
Telephone Distribution Frame
CO 290 000/000 Xxxxxxxxx Xxxxxxxx 000000-00 Xxxxx Xxxxxxxx 08/03/81
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 19079 1986 KOREA Xxxxxxxx 6/3/81
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 223287 285467 ARGENTINA Xxxxxxxx 5/27/81
LINE PROTECTOR FOR A
Prot 291 620/078 COMM.CIRCUIT 4325100 158913 USA Xxxxxxxx 6/12/80
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 1142218 377185 CANADA Xxxxxxxx 5/8/81
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 16665 7011338 TAIWAN Xxxxxxxx 5/11/81
Flood Cover Assembly for
Pedestal Closures & Method
Dist 292 of Installing Same 4661651 854532 US Leschinger 4/22/86
293 TELEGARD TRADEMARK 1188523 299494 USA Miskovetz 2/2/82
Splice for Electronic Cable
Dist 294 and Related Xxxxxx 000000 XXX Kise 3/4/81
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
620/361/ Protector and Method of Making
Dist 289 Expired the Same 2/2/82 Xxxxxxx
Communications Circuit Line
Protector and Method of Making
Dist 289 620/380 the Same 9/1/81 Xxxxxxx
Communications Circuit Line
Protector and Method of Making
Dist 289 the Same 7/10/85 Xxxxxxx
Telephone Distribution Frame
CO 290 620/222 Connector Assembly 1/16/83 Xxxxxxx
Telephone Distribution Frame
CO 290 Connector Assembly 12/30/81 Xxxxxxx
Telephone Distribution Frame
CO 290 620/384 Connector Assembly
Telephone Distribution Frame
CO 290 Connector Assembly 11/22/83 Xxxxxxx 3/23/99
Telephone Distribution Frame
CO 290 620/367 Connector Assembly 5/25/82 Xxxxxxx
Telephone Distribution Frame
CO 290 620/223 Connector Assembly
Telephone Distribution Frame
CO 290 620/385 Connector Assembly
Telephone Distribution Frame
CO 290 620/383 Connector Assembly
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 6/3/81 Xxxxxxx
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 7/31/81 Xxxxxxx
LINE PROTECTOR FOR A
Prot 291 620/078 COMM.CIRCUIT 4/13/82 Xxxxxxx
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 3/1/83 Xxxxxxx
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 4/1/82 Xxxxxxx
Flood Cover Assembly for
Pedestal Closures & Method Comp. Xxx.
Dist 292 of Installing Same 4/28/87 Annu 10/28/94
293 TELEGARD TRADEMARK 2/2/82 Xxxxxxx
Splice for Electronic Cable
Dist 294 and Related Method Xxxxxxx
OPPS PATENTS
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
Dist 295 Electronic Cable Xxxxxx 000000 XXX Xxxx, Xxxxx 6/22/81
620/215 LINE PROTECTOR FOR A COMM.
Prot 296 (GRANTED) CKT. 1180373 412320 CANADA Xxxxxxxx 9/28/82
LINE PROTECTOR FOR A COMM.
Prot 296 620/219 CKT. 152048 194747 MEXICO Xxxxxxxx 10/11/82
620/382 LINE PROTECTOR FOR A COMM.
Prot 296 (GRANTED) CKT. 4390921 310473 USA Xxxxxxxx 10/13/81
620/220 LINE PROTECTOR FOR A COMM.
Prot 296 (GRANTED) CKT. 82-6931 82-6931 S AFRICA Xxxxxxxx 09/01/82
LINE PROTECTOR FOR A COMM.
Prot 296 620/217 CKT. 000000-00 XXXXX Xxxxxxxx 10/08/82
LINE PROTECTOR FOR A COMM.
Prot 296 620/214 CKT. 229370 290909 ARGENTINA Xxxxxxxx 10/07/82
620/221 LINE PROTECTOR FOR A COMM.
Prot 296 (EXPIRED) CKT. 18693 7113105 TAIWAN Xxxxxxxx 9/22/82
620/218 LINE PROTECTOR FOR A COMM.
Prot 296 (EXPIRED) CKT. 22015 4578 KOREA Xxxxxxxx 10/12/82
Line Protector for a
Prot 000 Xxxxxxxxxxxxxx Xxxxxxx 00-0000 X XXXXXX Xxxxxxxx 9/30/82
Line Protector for a
Prot 297 60/388 Communications Circuit 4422121 383278 US Xxxxxxxx 5/28/82
298 TM SAFE USA
Suffi,
CO 299 Telephone Distribution Frame 85301950.3 XXX Xxxxx 3/20/85
Suffi,
CO 299 Telephone Distribution Frame 4808116 907964 USA Xxxxx 8/27/86
Telephone Distribution Frame
CO 299 Connector Assembly 238392 299818 Argentina Suffi 3/21/85
Telephone Distribution Frame Suffi,
CO 299 Connector Assembly 4808116 901964 US Xxxxx 8/27/86
Suffi,
CO 299 Telephone Distribution Frame NI-23048 Taiwan Xxxxx
Suffi,
CO 299 Telephone Distribution Frame 157911 204690 Mexico Xxxxx 3/20/85
Telephone Distribution Frame
CO 299 Connector Assembly 23048 74100719 Taiwan Suffi 2/25/85
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
Dist 295 Electronic Cable Splice Xxxxxxx
620/215 LINE PROTECTOR FOR A COMM.
Prot 296 (GRANTED) CKT. 1/2/85 Xxxxxxx
LINE PROTECTOR FOR A COMM.
Prot 296 620/219 CKT. 5/24/85 Xxxxxxx
620/382 LINE PROTECTOR FOR A COMM.
Prot 296 (GRANTED) CKT. 6/28/83 Xxxxxxx
620/220 LINE PROTECTOR FOR A COMM.
Prot 296 (GRANTED) CKT. 09/82
LINE PROTECTOR FOR A COMM.
Prot 296 620/217 CKT.
LINE PROTECTOR FOR A COMM.
Prot 296 620/214 CKT. 07/09/83
620/221 LINE PROTECTOR FOR A COMM.
Prot 296 (EXPIRED) CKT. 5/1/83 Texler
620/218 LINE PROTECTOR FOR A COMM.
Prot 296 (EXPIRED) CKT. 7/17/86 Xxxxxxx
Line Protector for a
Prot 297 Communications Circuit 8/31/83 Xxxxxxx
Line Protector for a
Prot 297 60/388 Communications Circuit 12/20/83 Xxxxxxx 12/20/94
298 TM SAFE
CO 299 Telephone Distribution Frame Appleyard
CO 299 Telephone Distribution Frame 2/28/89 Xxxxx ETC. 2/28/00
Telephone Distribution Frame
CO 299 Connector Assembly 1/31/89 Xxxxxxx 1/31/04
Telephone Distribution Frame Comp. Xxx.
CO 299 Connector Assembly 2/28/89 Annu. 8/28/96
CO 299 Telephone Distribution Frame 8/15/85 Xxxxxxx
CO 299 Telephone Distribution Frame 12/20/88 Uhthoff,
Telephone Distribution Frame
CO 299 Connector Assembly 8/16/85 Tiplo
OPPS PATENTS
--------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
Suffi,
CO 299 Telephone Distribution Frame 60-052569 Japan Xxxxx 3/18/85
Suffi,
CO 299 Telephone Distribution Frame 1247224 472411 Canada Xxxxx 6/7/88
Access Panel & Fanning Strip Suffi,
CO 299 - Telephone Dist. Frame USA Xxxxx
Suffi,
CO 299 Telephone Distribution Frame 32614 00-000 Xxxxx Xxxxx 2/13/85
Line Protector for a
Communications Circuit
Prot 300 (portion of term of patent 4502088 476703 USA Xxxxxxxx 3/18/83
Line Protector for a
620/233 Communications Circuit
Prot 300 (EXPIRED) (portion of term of patent 27611 731148 Taiwan Xxxxxxxx 3/23/84
Line Protector for a
Communications Circuit
Prot 300 (portion of term of patent 207511 207511 N.Zealand Xxxxxxxx 3/15/84
Line Protector for a
Communications Circuit
Prot 300 620/232 (portion of term of patent 55520 1373-1984 Korea Xxxxxxxx 3/17/89
Line Protector for a
620/230 Communications Circuit
Prot 300 (GRANTED) (portion of term of patent 1216622 449502 Canada Xxxxxxxx 3/13/84
Line Protector for a
Communications Circuit
Prot 300 620/231 (portion of term of patent 49436 49436-1984 Japan Xxxxxxxx 3/16/84
Line Protector for a
620/229 Communications Circuit
Prot 300 (GRANTED) (portion of term of patent 233832 296025 ARGENTINA Xxxxxxxx 03/06/84
Line Protector for a
620/234 Communications Circuit Great
Prot 300 (GRANTED) (portion of term of patent 2137032 8407104 Britian Xxxxxxxx 3/19/84
Plastic Pedestal W/ Venting
Dist 301 620/391 Cap 4631353 666760 USA X. Xxxxx 10/31/84
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 60-244977 Japan Xxxxxxxx 10/17/85
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 1250135 492372 Canada Xxxxxxxx 10/7/85
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 4702551 06659580 USA Xxxxxxxx 10/11/84
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 854016 Norway Xxxxxxxx 10/10/85
620/393 Cable Sheath Retaining Device
Dist 303 (GRANTED) for Aerial Closure 4723053 888253 US Xxxxx 7/21/86
304 Customer Fault Insulator USA Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame Aoki
CO 299 Telephone Distribution Frame 12/20/88 Comp. Xxx
Access Panel & Fanning Strip
CO 299 - Telephone Dist. Frame
CO 299 Telephone Distribution Frame 10/31/89 Comp. Xxx
Line Protector for a
Communications Circuit
Prot 300 (portion of term of patent 2/26/85 Xxxxxxx 2/26/96
Line Protector for a
620/233 Communications Circuit
Prot 300 (EXPIRED) (portion of term of patent 7/1/85 Xxxxxxx
Line Protector for a
Communications Circuit
Prot 300 (portion of term of patent 3/15/84 Xxxxxxx
Line Protector for a
Communications Circuit
Prot 300 620/232 (portion of term of patent 3/17/84 Xxxxxxx
Line Protector for a
620/230 Communications Circuit
Prot 300 (GRANTED) (portion of term of patent 8/28/84 Xxxxxxx
Line Protector for a
Communications Circuit
Prot 300 620/231 (portion of term of patent 3/16/84 Xxxxxxx
Line Protector for a
620/229 Communications Circuit
Prot 300 (GRANTED) (portion of term of patent 09/86
Line Protector for a
620/234 Communications Circuit Comp. Xxx.
Prot 300 (GRANTED) (portion of term of patent 3/19/84 Annu. 3/19/94
Plastic Pedestal W/ Venting Comp. Xxx.
Dist 301 620/391 Cap 12/23/86 Annu. 6/23/94
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced Aoki
Method and Apparatus for
Handling and Storing Cabled Xxxxxx &
Dist 302 Spliced 2/21/89 Maybe
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 10/27/87 Xxxxx ETC. 10/11/04
Method and Apparatus for Bryns
Handling and Storing Cabled Pantent
Dist 302 Spliced Co
620/393 Cable Sheath Retaining Device
Dist 303 (GRANTED) for Aerial Closure 2/2/88 Xxxxxxx 2/2/05
304 Customer Fault Insulator Xxxxxxx
OPPS PATENTS
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
T-Carrier Electronic
Mechanical Cross
Conn 305 Connect Unit Design Xxxxxxx,
USA Xxxxxxx
Controlled Access
620/017 Telecommunications
Conn 306 (GRANTED) Equipment Cabinet 4901202 07-035094 US Leschinger 2/24/89
Extruded Plastic Hinge Cover
Conn 307 for 66 Block 1295027 586960 Canada X. Xxxx 12/23/88
620/016 Extruded Plastic Hinge Cover
Conn 307 (ABANDONED) for 66 Block 4898550 382003 US X. Xxxx 7/17/89
620/023 Modular Large Pair Count Xxxxxxxx,
Conn 308 (GRANTED) Interface Cabinet 5001602 456078 USA Suffi 12/20/89
Modular Large Pair Count Xxxxxxxx,
Xxxx 308 Interface Cabinet 1321274 610377-5 CANADA Suffi 9/5/89
Modular Large Pair Count Xxxxxxxx,
Conn 308 Interface Cabinet 97912732.1 PCT-EPC Suffi 5/6/99
Modular Large Pair Count Xxxxxxxx,
Xxxx 308 Interface Cabinet 993551 PCT- MX Suffi 4/15/99
620/020
Conn 309 (GRANTED) Insulation Displacing Terminal 4919622 330621 US Suffi 3/30/89
Conn 309 Insulation Displacing Terminal 1304463 609823-1 CANADA Suffi 8/30/89
SNAP-ON STACKING TELE.
XXXX(Telephone Xxxx Equipped
with Features for Multiple
310 620/024 Xxxx Mounting) 5044981 510524 US Xxxxxx, Suffi 4/18/90
620/019 Xxxxxxx,
CO 311 (GRANTED) Cable Mounting Bracket 4911388 316814 USA Xxxxx 2/28/89
LINE PROTECTOR WITH
SPRING(Improved
620/015 S Shaped Spring for C.O.
Prot 312 (GRANTED) Protector Module) 4901188 292387 USA A. Gilberts 12/30/88
LINE PROTECTOR WITH
SPRING(Improved
S Shaped Spring for C.O.
Prot 312 Protector Module) 1330825 610338-3 CANADA A. Gilberts 9/5/89
620/022 Fiber Optic Splice and Patch
FO 313 (GRANTED) Enclosure 4971421 414715 USA Ori 9/29/89
620/025 Locking Mechanism for
X-Conn 314 (GRANTED) Equipment Cabinet 5015019 510941 US Razdolsky 4/19/90
620/225 Locking Mechanism for
X-Conn 314 (ABANDONED) Equipment Cabinet 2015599 Canada Razdolsky 4/27/90
620/226 Fiber Optic Xxxxxx
XX 000 (XXXXXXXXX) Xxxx/Xxxxxxxx 0000000 XXXXXX Zipper 04/23/90
620/400 Fiber Optic Splice
FO 315 (ABANDONED) Case/Terminal 5133038 07-646188 DIV Zipper 01/28/91
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Issue Expiration Publication Publication
Family Number Number Title Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
T-Carrier Electronic
Mechanical Cross
Conn 305 Connect Unit Design Xxxxxxx
Controlled Access
620/017 Telecommunications
Conn 306 (GRANTED) Equipment Cabinet 2/13/90 Xxxxxxx 2/13/97
Extruded Plastic Hinge Cover Xxxxxx &
Conn 307 for 66 Block 1/28/92 Xxxxxx
620/016 Extruded Plastic Hinge Cover Xxxxxx &
Conn 307 (ABANDONED) for 66 Block 2/6/90 Xxxxxx
620/023 Modular Large Pair Count
Conn 308 (GRANTED) Interface Cabinet 3/19/91 Xxxxxxx 3/19/08
Modular Large Pair Count Xxxxxx &
Conn 308 Interface Cabinet 8/10/93 Maybe
Modular Large Pair Count
Conn 308 Interface Cabinet Xxxxxxx
Modular Large Pair Count
Conn 308 Interface Cabinet Xxxxxxx
620/020
Conn 309 (GRANTED) Insulation Displacing Terminal 4/24/90 Xxxxxxx 4/24/97
Xxxxxx &
Conn 309 Insulation Displacing Terminal 6/30/92 Maybe
SNAP-ON STACKING TELE.
XXXX(Telephone Xxxx Equipped
with Features for Multiple Xxxxxxx/
310 620/024 Xxxx Mounting) 9/3/91 310 9/3/94
620/019
CO 311 (GRANTED) Cable Mounting Bracket 3/27/90 Xxxxxxx 3/27/97
LINE PROTECTOR WITH
SPRING(Improved
620/015 S Shaped Spring for C.O.
Prot 312 (GRANTED) Protector Module) 2/13/90 Xxxxxxx 2/13/97
LINE PROTECTOR WITH
SPRING(Improved
S Shaped Spring for C.O. Xxxxxx &
Prot 312 Protector Module) 7/19/94 Maybe
620/022 Fiber Optic Splice and Patch
FO 313 (GRANTED) Enclosure 11/20/90 Xxxxxxx 11/20/97
620/025 Locking Mechanism for
X-Conn 314 (GRANTED) Equipment Cabinet 5/14/91 Xxxxxxx 5/26/95
620/225 Locking Mechanism for
X-Conn 314 (ABANDONED) Equipment Cabinet Xxxxxxx
620/226 Fiber Optic Splice
FO 315 (ABANDONED) Case/Terminal
620/400 Fiber Optic Splice
FO 315 (ABANDONED) Case/Terminal
OPPS PATENTS
Individual
Product Case Lawyer's Patent Filing
Family Number Number Title Number Serial Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
FO 315 Fiber Optic Splice Case/Terminal 5133038 646188 US Zipper 1/28/88
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
620/093 CONNECTOR AND BLOCK Ayer, Coulombe,
Conn 316 (GRANTED) THEREFOR 5127845 518541 US Klayum 4/29/90
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
620/227 CONNECTOR AND BLOCK Ayer, Coulombe,
Conn 316 (ABANDONED) THEREFOR 2040351 CANADA Klayum 04/1/91
-----------------------------------------------------------------------------------------------------------------------------------
Dist 317 Sealed Reenterable Splice Closure 5235134 735285 US Xxxxxx 7/24/91
-----------------------------------------------------------------------------------------------------------------------------------
Dist 317 620/228 Sealed Reenterable Splice Closure 5055636 2019977 Canada Xxxxxx 5/31/90
-----------------------------------------------------------------------------------------------------------------------------------
620/027 Environmentally Sealed
Dist 318 (GRANTED) Pedestal/Integrated Pedestal 5117067 735104 US Xxxxxx 7/23/91
-----------------------------------------------------------------------------------------------------------------------------------
620/107 Environmentally Sealed
Dist 318 (GRANTED) Pedestal/Integrated Pedestal 2028500 2028500 CANADA Xxxxxx 10/24/90
-----------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed
Dist 318 Pedestal/Integrated Xxxxxxxx 000000 XXX Xxxxxx 10/16/90
-----------------------------------------------------------------------------------------------------------------------------------
620/106 Sliding Cable Tray with Cable
Encl 319 (PENDING) Pivot Arm 2027359 2027359 CANADA Xxxxx 10/24/90
-----------------------------------------------------------------------------------------------------------------------------------
620/026 Sliding Cable Tray with Cable
Encl 319 (GRANTED) Pivot Arm 5093887 590669 US Xxxxx 9/28/90
-----------------------------------------------------------------------------------------------------------------------------------
620/406 Universal Enclosure with Cross-
UE 320 (ABANDONED) Connect 07-680769 USA Xxxxxxx 04-05-91
-----------------------------------------------------------------------------------------------------------------------------------
Universal Enclosure with Cross-
UE 320 620/425 Connect 2052256 680768 CANADA Xxxxxxx 4/5/91
-----------------------------------------------------------------------------------------------------------------------------------
UE 321 UE With Cross Connect (Design) 02/92 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
UE 321 620/407 UE With Cross Connect (Design) 70052 2409916 DESIGN CA Xxxxxxx 09-04-81
-----------------------------------------------------------------------------------------------------------------------------------
UE 321 620/001 UE With Cross Connect (Design) 332451 662812 US Xxxxxxx 2/27/91
-----------------------------------------------------------------------------------------------------------------------------------
620/032 Universal Enclosure with Electrical
UE 322 (GRANTED) Panel 5136463 680767 US Xxxxxxx 4/5/91
-----------------------------------------------------------------------------------------------------------------------------------
Universal Enclosure with Electrical
UE 322 Panel 2052133 Canada Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
620/004
UE 323 (GRANTED) UE with Electrical Panel (Design) 344140 662811 US Xxxxxxx 2/27/91
-----------------------------------------------------------------------------------------------------------------------------------
UE 323 620/426 UE with Electrical Panel (Design) 70053 24-09-91-7 CANADA Xxxxxxx 09-04-91
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------------
FO 315 Fiber Optic Splice Case/Terminal 7/21/92 Xxxxxxx/315 7/21/95
------------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
620/093 CONNECTOR AND BLOCK
Conn 316 (GRANTED) THEREFOR 7/7/92 Xxxxxxx/316 7/7/95
------------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
620/227 CONNECTOR AND BLOCK
Conn 316 (ABANDONED) THEREFOR
------------------------------------------------------------------------------------------------------------------------------------
Dist 317 Sealed Reenterable Splice Closure 8/10/93 Xxxxxxx/317 8/10/13
------------------------------------------------------------------------------------------------------------------------------------
Dist 317 620/228 Sealed Reenterable Splice Closure 10/8/91 Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
620/027 Environmentally Sealed
Dist 318 (GRANTED) Pedestal/Integrated Pedestal 5/26/92 Xxxxxxx 10/24/2010
------------------------------------------------------------------------------------------------------------------------------------
620/107 Environmentally Sealed
Dist 318 (GRANTED) Pedestal/Integrated Pedestal 5/15/01
------------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed
Dist 318 Pedestal/Integrated Pedestal Xxxxxxx/318
------------------------------------------------------------------------------------------------------------------------------------
620/106 Sliding Cable Tray with Cable
Encl 319 (PENDING) Pivot Arm 10/24/90 Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
620/026 Sliding Cable Tray with Cable
Encl 319 (GRANTED) Pivot Arm 3/3/92 Xxxxxxx 3/3/09
------------------------------------------------------------------------------------------------------------------------------------
620/406 Universal Enclosure with Cross-
UE 320 (ABANDONED) Connect
------------------------------------------------------------------------------------------------------------------------------------
Universal Enclosure with Cross-
UE 320 620/425 Connect 10/6/92 Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
UE 321 UE With Cross Connect (Design)
------------------------------------------------------------------------------------------------------------------------------------
UE 321 620/407 UE With Cross Connect (Design)
------------------------------------------------------------------------------------------------------------------------------------
UE 321 620/001 UE With Cross Connect (Design) 1/12/93 Xxxxxxx 1/12/07
------------------------------------------------------------------------------------------------------------------------------------
620/032 Universal Enclosure with Electrical
UE 322 (GRANTED) Panel 8/4/92 Xxxxxxx 8/4/95
------------------------------------------------------------------------------------------------------------------------------------
Universal Enclosure with Electrical
UE 322 Panel 9/24/91 Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
620/004
UE 323 (GRANTED) UE with Electrical Panel (Design) 2/8/94 Xxxxxxx 2/8/11
------------------------------------------------------------------------------------------------------------------------------------
UE 323 620/426 UE with Electrical Panel (Design) 2/92
------------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Filing
Family Number Number Title Number Serial Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------------
UE 323 UE with Electrical Panel (Design) Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------------
FLOOD PROTECTION
Dist 324 620/041 PEDESTAL(Flood Pedestal) 5384427 763348 US Xxxx 9/20/91
----------------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
COMMUNICATIONS
CIRCUIT(R1B1F Retrofit Arrester
Prot 325 620/034 for Type 300 Connector Blocks) 5195015 665660 USA Xxxxxxxxx 3/7/91
----------------------------------------------------------------------------------------------------------------------------------
Axially Leaded Diode for
Prot 326 Protectors 725210 US Xxxxxxxxx, Xxxxx 7/3/91
----------------------------------------------------------------------------------------------------------------------------------
Gilberts,
Kaczmarek,
Conn 327 Encapsulating Terminal Nut 5147219 704708 US Xxxxxx, Xxxx 5/16/90
----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913607362 Germany Xxxxxx, Xxx
----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913067362 France Xxxxxx, Xxx
----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913607362 0479415 G. Britian Xxxxxx, Xxx 6/9/92
----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913607362 Japan Xxxxxx, Xxx
----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913607362 Sweden Xxxxxx, Xxx
----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 5121456 579127 US Xxxxxx, Xxx 9/6/90
----------------------------------------------------------------------------------------------------------------------------------
(DES)334,7
FO 329 Optical Fiber Splicer (Design) 34 579446 US Xxxxxx, Xxx 9/6/90
----------------------------------------------------------------------------------------------------------------------------------
Dist 330 620/413 Integrated Pedestal 5144510 655641 US Xxxxxx, Xxxxxxxxx 2/14/91
----------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed Insulation
I1 331 Displacement Connector Ter 2055029 Canada Farb, Xxxx 11/6/91
----------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed Insulation
I1 331 620/033 Displacement Connector Ter 5139440 781257 US Farb, Xxxx 6/26/91
----------------------------------------------------------------------------------------------------------------------------------
Retractable Battery Tray
Encl 332 ABANDONED 6/24/90 L. SUFFI 5198638 796625 US Massacesi 11/22/91
----------------------------------------------------------------------------------------------------------------------------------
Encl 332 620/435 Retractable Battery Tray 2056534 CANADA X. Xxxxxxxxx 11/08/91
----------------------------------------------------------------------------------------------------------------------------------
Encl 332 620/263 Retractable Battery Tray 5198638 07-796625 USA X. Xxxxxxxxx 11/02/91
----------------------------------------------------------------------------------------------------------------------------------
ARRESTER ASSEMBLY WITH
SEALED BACK-UP AIR
Prot 333 620/036 GAP(Sealed Back-Up Air Gap) 5227947 758631 US Xxxxxxx, Xxxxxxxxx 9/12/91
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
UE 323 UE with Electrical Panel (Design)
-----------------------------------------------------------------------------------------------------------------------------------
FLOOD PROTECTION
Dist 324 620/041 PEDESTAL(Flood Pedestal) 1/24/95 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
COMMUNICATIONS
CIRCUIT(R1B1F Retrofit Arrester
Prot 325 620/034 for Type 000 Xxxxxxxxx Xxxxxx) 3/16/93 Xxxxxxx 3/16/96
-----------------------------------------------------------------------------------------------------------------------------------
Axially Leaded Diode for
Prot 326 Protectors Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Conn 327 Encapsulating Terminal Nut 9/15/92 Xxxxxxx 9/15/95
-----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 8/8/92 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Xxxxxxx 6/9/95
-----------------------------------------------------------------------------------------------------------------------------------
FO 329 Optical Fiber Splicer (Design) 4/13/93 MMR
-----------------------------------------------------------------------------------------------------------------------------------
Dist 330 620/413 Integrated Pedestal 9/1/92 Xxxxxxx 9/1/09
-----------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed Insulation
I1 331 Displacement Connector Ter Xxxxxxx 11/6/2011
-----------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed Insulation
I1 331 620/033 Displacement Connector Ter 8/18/92 Xxxxxxx 8/18/09
-----------------------------------------------------------------------------------------------------------------------------------
Retractable Battery Tray
Encl 332 ABANDONED 6/24/90 L. SUFFI 3/30/93 Xxxxxxx 3/30/10
-----------------------------------------------------------------------------------------------------------------------------------
Encl 332 620/435 Retractable Battery Tray
-----------------------------------------------------------------------------------------------------------------------------------
Encl 332 620/263 Retractable Battery Tray 03/93 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
ARRESTER ASSEMBLY WITH
SEALED BACK-UP AIR
Prot 333 620/036 GAP(Sealed Back-Up Air Gap) 7/13/93 Xxxxxxx 7/31/09
-----------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Filing
Family Number Number Title Number Serial Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
5-Pin Lead Frame Semi-Conductor
Prot 334 Design US Xxxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
FO 335 Welded Splice Element 5216736 779393 US Xxxxxx 10/18/91
-----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxx,
FO 336 620/030 Modular Patch Panel 5127851 735426 US XxXxxxxxx 7/25/91
-0---------------------------------------------------------------------------------------------------------------------------------
Xxxxxxx,
FO 336 Modular Patch Panel 2049842 Canada XxXxxxxxx 8/26/91
-----------------------------------------------------------------------------------------------------------------------------------
FO 337 620/415 Fiber DSX Patch Panel 5204929 754659 US Xxxxxxx, Zipper 9/4/91
-----------------------------------------------------------------------------------------------------------------------------------
CO 338 620/416 Front Facing Line Terminal BLK 5156551 771363 US X. Xxxx, Xxxxx 10/1/91
-----------------------------------------------------------------------------------------------------------------------------------
SOLID STATE OVERVOLTAGE
PROTECTOR ASSEMBLY(Cup
and Diode Assembly for Station
Prot 339 Arrester) 2049841 Canada Xxxxxxxxx 8/26/91
-----------------------------------------------------------------------------------------------------------------------------------
SOLID STATE OVERVOLTAGE
PROTECTOR ASSEMBLY(Cup
620/417 and Diode Assembly for Station
Prot 339 (ABANDONED) Arrester) 5172296 715418 US Xxxxxxxxx 6/14/91
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/428 INSULATION DISPLACEMENT D-
I1 340 (ABANDONED) CONNECTOR(See 8751 Design) M9107900.4 GERMANY Xxxx, Farb 11/04/91
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/429 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design) 2019071 D-UK Xxxx, Xxxx 11/09/91
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/431 INSULATION DISPLACEMENT D-
I1 340 (ABANDONED) CONNECTOR(See 8751 Design) SWITZERL Xxxx, Farb
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/430 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design) 000000 X-XXXXXX Xxxx, Xxxx 1/01/91
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
INSULATION DISPLACEMENT
I1 340 620/427 CONNECTOR(See 8751 Design) 70172 05-11-91-6 D-CANADA Xxxx, Farb 11/05/91
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
INSULATION DISPLACEMENT
I1 340 620/003 CONNECTOR(See 8751 Design) 335487 721672 US Xxxx, Xxxx 6/26/91
-----------------------------------------------------------------------------------------------------------------------------------
Maintenance Termination Unit
(MTU) Module for Plug-in Use
Dist 341 620/038 W/Protector 5260994 765558 US Suffi 9/25/91
-----------------------------------------------------------------------------------------------------------------------------------
Over Current/Over Voltage Method
for Power and Data Lines
Prot 342 620/441 INACTIVE 2/13/97 L.SUFFI 2065899 CANADA Gara 04/13/92
-----------------------------------------------------------------------------------------------------------------------------------
Over Current/Over Voltage Method
for Power and Data Lines
Prot 342 620/419 INACTIVE 2/13/97 L.SUFFI 5237483 769460 US Gara 10/1/91
-----------------------------------------------------------------------------------------------------------------------------------
Strain Relief for 900 U Diameter
FO 343 Tight Buffered Fiber 5134678 732798 US Xxxxxx 7/19/91
-----------------------------------------------------------------------------------------------------------------------------------
COMPRESSION SPRING FOR
PROTECTOR MODULE(Outdoor
Prot 344 620/268 Protector and Panel) USA Suffi
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
5-Pin Lead Frame Semi-Conductor
Prot 334 Design Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
FO 335 Welded Splice Element 6/1/93 Xxxxxxx 6/1/10
-----------------------------------------------------------------------------------------------------------------------------------
FO 336 620/030 Modular Patch Panel 7/7/92 Xxxxxxx 7/7/09
-----------------------------------------------------------------------------------------------------------------------------------
FO 336 Modular Patch Panel Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
FO 337 620/415 Fiber DSX Patch Panel 4/20/93 Xxxxxxx 4/20/10
-----------------------------------------------------------------------------------------------------------------------------------
CO 338 620/416 Front Facing Line Terminal BLK 10/20/92 Xxxxxxx 10/20/10
-----------------------------------------------------------------------------------------------------------------------------------
SOLID STATE OVERVOLTAGE
PROTECTOR ASSEMBLY(Cup
and Diode Assembly for Station
Prot 339 Arrester) Xxxxxxx Drop 5/15/96
-----------------------------------------------------------------------------------------------------------------------------------
SOLID STATE OVERVOLTAGE
PROTECTOR ASSEMBLY(Cup
620/417 and Diode Assembly for Station
Prot 339 (ABANDONED) Arrester) 12/15/92 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/428 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design)
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/429 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design)
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/431 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design)
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/430 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design)
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
INSULATION DISPLACEMENT
I1 340 620/427 CONNECTOR(See 8751 Design)
-----------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
INSULATION DISPLACEMENT
I1 340 620/003 CONNECTOR(See 8751 Design) 5/11/93 Xxxxxxx 5/11/07
-----------------------------------------------------------------------------------------------------------------------------------
Maintenance Termination Unit
(MTU) Module for Plug-in Use
Dist 341 620/038 W/Protector 11/9/93 Xxxxxxx 11/9/10
-----------------------------------------------------------------------------------------------------------------------------------
Over Current/Over Voltage Method
for Power and Data Lines
Prot 342 620/441 INACTIVE 2/13/97 L.SUFFI
-----------------------------------------------------------------------------------------------------------------------------------
Over Current/Over Voltage Method
for Power and Data Lines
Prot 342 620/419 INACTIVE 2/13/97 L.SUFFI 8/17/93 Xxxxxxx 8/17/10
-----------------------------------------------------------------------------------------------------------------------------------
Strain Relief for 900 U Diameter
FO 343 Tight Buffered Fiber 7/28/92 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
COMPRESSION SPRING FOR
PROTECTOR MODULE(Outdoor
Prot 344 620/268 Protector and Panel) Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Filing
Family Number Number Title Number Serial Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
FO 345 Polymeric Splice and Connector 08/065937 US 5/24/93
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block 220884 86308018.0 G. Britian Suffi 10/16/86
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block 4652070 789084 US Suffi 10/18/85
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block 220884 86308018.0 Germany Suffi 10/16/86
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block UM-46368 77203863 Taiwan Suffi 10/17/86
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block 220884 86308018.0 Sweden Suffi 10/16/86
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 620/128 Terminal Block 135089 86-8750 Korea Suffi 10/18/86
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 620/432 Terminal Block 2014184 61-246504 Japan Suffi 10/18/86
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block 1241808 520814 Canada Suffi 10/17/86
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block 220884 86308018.0 EPO Suffi 10/16/86
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block 220884 86308018.0 France Suffi 10/16/86
-----------------------------------------------------------------------------------------------------------------------------------
Drop Resistant Cup Arrester
Prot 347 620/040 Assembly 5341270 960950 US Xxxxxxxxx 10/14/92
-----------------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use
Prot 348 620/436 w/Data Lines 1248054 588543 CANADA X. Xxxx, Bonnesen 1/18/89
-----------------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use
Prot 348 w/Data Lines 4862311 180382 USA X. Xxxx, Xxxxxxxx 4/12/88
----------------------------------------------------------------------------------------------------------------------------------
Dist 349 Buried Cable Closure 08/049944 USA Xxxxx 4/20/93
----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 350 620/039 Terminal Block 5302137 08/052061 USA Suffi 4/22/93
----------------------------------------------------------------------------------------------------------------------------------
Encapsulated Cross-Connect
X-Conn 351 Terminal Unit 4605275 708217 USA Pavel 3/5/85
----------------------------------------------------------------------------------------------------------------------------------
Encapsulated Cross-Connect
X-Conn 351 620/452 Terminal Unit CHINA Pavel
----------------------------------------------------------------------------------------------------------------------------------
Telephone Dist. Frame Connector
CO 352 620012 Assembly-Use w/Central Offic 4854884 202226 USA Xxxxx 6/3/88
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
FO 345 Polymeric Splice and Connector Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block Appleyard 10/16/2006
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector Comp. Xxx.
XXX 000 Xxxxxxxx Xxxxx 3/24/87 Annu. 9/24/94
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block Appleyard 10/16/2006
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector Comp. Xxx.
XXX 000 Xxxxxxxx Xxxxx 5/20/89 Annu. 5/20/94
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block Appleyard 10/16/2006
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 620/128 Terminal Block Xxx, Xxxx
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 620/432 Terminal Block 4/2/96 Aoki
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Xxxxxxxxx Xxxxxx &
XXX 000 Xxxxxxxx Xxxxx 8/23/88 Maybe 8/23/05
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block 10/9/91 Xxxxxxxxx, Xxx 10/9/08
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 346 Terminal Block Appleyard
-----------------------------------------------------------------------------------------------------------------------------------
Drop Resistant Cup Arrester
Prot 347 620/040 Assembly 9/23/94 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use Xxxxxx &
Prot 348 620/436 w/Data Lines 3/21/89 Maybe
-----------------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use
Prot 348 w/Data Lines 8/29/89 Blackstone 8/29/95
-----------------------------------------------------------------------------------------------------------------------------------
Dist 349 Buried Cable Closure Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Connector
RLS 350 620/039 Terminal Block 4/12/94 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Encapsulated Cross-Connect Comp. Xxx.
X-Xxxx 351 Terminal Unit 8/12/86 Annu 2/12/94
-----------------------------------------------------------------------------------------------------------------------------------
Encapsulated Cross-Connect
X-Conn 351 620/452 Terminal Unit
-----------------------------------------------------------------------------------------------------------------------------------
Telephone Dist. Frame Connector
CO 352 620012 Assembly-Use w/Central Offic 8/8/89 MMR 6/3/08
-----------------------------------------------------------------------------------------------------------------------------------
OOPS PATENTS
Individual
Product Case Lawyer's Patent Filing
Family Number Number Title Number Serial Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------------
UE 353 620/269 Buried Battery Vault 08/089291 USA Xxxxxxx 7/9/93
----------------------------------------------------------------------------------------------------------------------------------
Solid State Overcurrent and
Prot 354 620/455 Overvoltage Protector 08/262881 USA Xxxxx 6/20/94
----------------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/126 Protection 83108585 TAIWAN Suffi 11/04/94
----------------------------------------------------------------------------------------------------------------------------------
620/125 XXX00 Xxxxxxxx Xxxxx with
RLS 355 (PENDING) Protection 1994-24264 Korean Suffi
----------------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/123 Protection 94117040.3 83108585 China Suffi 11/14/94
----------------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/124 Protection 91306736.2 94307029.2 Europeon Suffi 9/27/94
----------------------------------------------------------------------------------------------------------------------------------
620/042 XXX00 Xxxxxxxx Xxxxx with
RLS 355 (GRANTED) Protection 5451170 08/127895 USA Suffi 9/28/93
----------------------------------------------------------------------------------------------------------------------------------
Apparatus for Optically Coupling
an Optical Fiber to an
Xxxxxxx-Xxxxx
XX 000 Xxxxxx 00/000000 XXX Xxxxxx 9/29/93
----------------------------------------------------------------------------------------------------------------------------------
Dist 357 Underground Splice Case USA Suffi
----------------------------------------------------------------------------------------------------------------------------------
Cable Clamp, Body Portion
Therefor and Method of
FO 358 Manufacturing Same 4646395 871138 US Mayszak 6/2/86
----------------------------------------------------------------------------------------------------------------------------------
Cable Clamp, Body Portion
Therefor and Method of
FO 358 Manufacturing Same 1231763 482450 Canada Mayszak
----------------------------------------------------------------------------------------------------------------------------------
FO 359 620/109 Fiber Optic Cable Manager 08/284830 USA X. Xxxx 8/2/94
----------------------------------------------------------------------------------------------------------------------------------
Improved Insulation Displacement
Conn 360 620/046 Connector and Blockl 5575680 08/388401 USA Suffi 2/4/95
----------------------------------------------------------------------------------------------------------------------------------
Jaycox, Farb,
Conn 361 620/043 Quick Connect/Disconnect Module 5514005 08/237008 USA Xxxxxxxxx 5/2/94
----------------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Enclosing a Xxxxxx (Xxxxx
Xxxx 000 000/000 Xxxxxxxxx) US Lace
----------------------------------------------------------------------------------------------------------------------------------
6-Pin Alarm Protector Module Xxxxxxx,
Prot 363 System 4862314 202713 USA XxXxxxxxx 6/3/88
----------------------------------------------------------------------------------------------------------------------------------
Surge Arrester with Thermal
Prot 364 620/044 Overload Protection 5523916 08/253391 USA Xxxxxxxxx 9/3/94
----------------------------------------------------------------------------------------------------------------------------------
Sealing Apparatus(Cable Clamp,
Body Portion Therefor & Method of
FO 365 620/116 Manufacturing Same) 4604888 638296 USA Mayszak 10/06/86
----------------------------------------------------------------------------------------------------------------------------------
Sealing Apparatus(Cable Clamp,
Body Portion Therefor & Method of
FO 365 Manufacturing Same) 482450 Canada Mayszak
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
UE 353 620/269 Buried Battery Vault Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Solid State Overcurrent and
Prot 354 620/455 Overvoltage Protector Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/126 Protection
-----------------------------------------------------------------------------------------------------------------------------------
620/125 XXX00 Xxxxxxxx Xxxxx with
RLS 355 (PENDING) Protection Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/123 Protection 9/27/94 Trexller
-----------------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/124 Protection 9/27/94 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
620/042 XXX00 Xxxxxxxx Xxxxx with
RLS 355 (GRANTED) Protection 9/19/95 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Apparatus for Optically Coupling
an Optical Fiber to an
Electro-Optic
FO 356 Device Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Dist 357 Underground Splice Case Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Cable Clamp, Body Portion
Therefor and Method of Comp. Xxx.
FO 358 Manufacturing Same 3/3/87 Annu. 9/3/94
-----------------------------------------------------------------------------------------------------------------------------------
Cable Clamp, Body Portion
Therefor and Method of
FO 358 Manufacturing Same 1/19/88 Comp. Xxx
-----------------------------------------------------------------------------------------------------------------------------------
FO 359 620/109 Fiber Optic Cable Manager Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Improved Insulation Displacement
Conn 360 620/046 Connector and Blockl 11/19/96 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Conn 361 620/043 Quick Connect/Disconnect Module 5/7/96 Blackstone
-----------------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Enclosing a Splice (Burst
Dist 362 620/112 Generator) Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
6-Pin Alarm Protector Module
Prot 363 System 8/29/89 MMR 8/29/02
-----------------------------------------------------------------------------------------------------------------------------------
Surge Arrester with Thermal
Prot 364 620/044 Overload Protection 6/4/96 Blackstone
-----------------------------------------------------------------------------------------------------------------------------------
Sealing Apparatus(Cable Clamp,
Body Portion Therefor & Method of Comp. Xxx.
FO 365 620/116 Manufacturing Same) 08/88 Annu. 8/16/96
-----------------------------------------------------------------------------------------------------------------------------------
Sealing Apparatus(Cable Clamp,
Body Portion Therefor & Method of
FO 365 Manufacturing Same) Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Filing
Family Number Number Title Number Serial Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
Impulse Breakdown Conding Gas
Prot 366 620/007 Discharge Arrestors 4680665 804056 USA Bonnesen, Xxxxxx 12/3/85
-----------------------------------------------------------------------------------------------------------------------------------
620/134 Impulse Breakdown Conding Gas
Prot 366 (INACTIVE) Discharge Arrestors 86-10277 Korea Bonnesen, Xxxxxx 12/2/86
-----------------------------------------------------------------------------------------------------------------------------------
Impulse Breakdown Conding Gas
Prot 366 620/115 Discharge Arrestors 1287871 523396 Canada Bonnesen, Xxxxxx 11/19/86
-----------------------------------------------------------------------------------------------------------------------------------
Radio Jet Reattachment Nozzle
Heat Sink Module for Coolilng
AirBased 368 620/045 Electronics 5553394 08/438691 USA Cosley 5/11/95
-----------------------------------------------------------------------------------------------------------------------------------
COMMUNICATIONS MODULAR
DOCKING STYSTEM (Modular
ONU 369 620/090 Broadband Telephone Network) 6104921 08949829 USA Cosley 10/14/97
-----------------------------------------------------------------------------------------------------------------------------------
Conn 370 620/120 Insulation Displacement Connector 4682835 935135 USA Suffi 11/26/86
-----------------------------------------------------------------------------------------------------------------------------------
Failsafe Mechanism for Telephone
Prot 371 Protector USA Xxxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Solid State Current Limiting
Prot 372 Plug-in Module 08/421843 USA Gara 4/13/95
-----------------------------------------------------------------------------------------------------------------------------------
MODULAR TERMINAL BLOCK
(Connector for Insulated Conductor
Conn 373 620/127 Cables) 00000000 Japan Suffi 10/30/85
-----------------------------------------------------------------------------------------------------------------------------------
MODULAR TERMINAL BLOCK
(Connector for Insulated Conductor
Conn 373 620/127 Cables) 667847 US Suffi 11/2/84
-----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,Xxxxxxx
I3 374 NGIDC Xxxxxxxx Xxxxxxxx Xxxxx 000000 00/0000 Xxxxx Xxxxxx ek,Xxxxxxxx 10/15/97
-----------------------------------------------------------------------------------------------------------------------------------
620/189 Xxxxxxxx,Xxxxxxx
I3 374 (PENDING) NGIDC Domestic Terminal Block 5779504 60/026859 USA ek,Xxxxxxxx 10/16/96
-----------------------------------------------------------------------------------------------------------------------------------
620/211 Xxxxxxxx,Xxxxxxx
I3 374 (ABANDONED) XXXXX Xxxxxxxx Xxxxxxxx Xxxxx XXXXXXXX ek,Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
620/190 Xxxxxxxx,Xxxxxxx
I3 374 (UNFILED) NGIDC Domestic Terminal Block PANAMA ek,Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,Xxxxxxx
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 0000000 Xxxxxx ek,Xxxxxxxx 10/15/97
-----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,Xxxxxxx
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx X-00000 Xxxxxxxxxx ek,Xxxxxxxx 10/14/97
-----------------------------------------------------------------------------------------------------------------------------------
620/188 Xxxxxxxx,Xxxxxxx
I3 374 (PENDING) XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 0000-0000 XXXXX ek,Xxxxxxxx 10-15-97
-----------------------------------------------------------------------------------------------------------------------------------
620/087 Xxxxxxxx,Xxxxxxx
I3 374 (ALLOWED) NGIDC Domestic Terminal Block 6074240 08/948973 US ek,Xxxxxxxx 10/10/97
-----------------------------------------------------------------------------------------------------------------------------------
620/193 Xxxxxxxx,Xxxxxxx
I3 374 (PENDING) NGIDC Xxxxxxxx Xxxxxxxx Xxxxx 0000-00 Xxxxxxxxx ek,Xxxxxxxx 10/14/97
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
Impulse Breakdown Conding Gas Comp. Xxx.
Prot 366 620/007 Discharge Arrestors 7/14/87 Annu. 1/14/95
-----------------------------------------------------------------------------------------------------------------------------------
620/134 Impulse Breakdown Conding Gas
Prot 366 (INACTIVE) Discharge Arrestors Xxx, Lees
-----------------------------------------------------------------------------------------------------------------------------------
Impulse Breakdown Conding Gas Xxxxxx &
Prot 366 620/115 Discharge Arrestors 8/20/91 Maybe
-----------------------------------------------------------------------------------------------------------------------------------
Radio Jet Reattachment Nozzle
Heat Sink Module for Coolilng
AirBased 368 620/045 Electronics 9/10/96 Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
COMMUNICATIONS MODULAR
DOCKING STYSTEM (Modular
ONU 369 620/090 Broadband Telephone Network) 8/15/00 Xxxxx ETC 10/14/17
-----------------------------------------------------------------------------------------------------------------------------------
Conn 370 620/120 Insulation Displacement Connector Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Failsafe Mechanism for Telephone
Prot 371 Protector Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Solid State Current Limiting
Plug-in
Prot 372 Module Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
MODULAR TERMINAL BLOCK
(Connector for Insulated Conductor
Conn 373 620/127 Cables)
-----------------------------------------------------------------------------------------------------------------------------------
MODULAR TERMINAL BLOCK
(Connector for Insulated Conductor
Conn 373 620/127 Cables) Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Block 10/15/97 Xxxxxxx 10/15/2017
-----------------------------------------------------------------------------------------------------------------------------------
620/189
I3 374 (PENDING) NGIDC Domestic Terminal Block Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
620/211
I3 374 (ABANDONED) NGIDC Domestic Terminal Block
-----------------------------------------------------------------------------------------------------------------------------------
620/190
I3 374 (UNFILED) NGIDC Domestic Terminal Block
-----------------------------------------------------------------------------------------------------------------------------------
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Block Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
620/188
I3 374 (PENDING) NGIDC Domestic Terminal Block
-----------------------------------------------------------------------------------------------------------------------------------
620/087
I3 374 (ALLOWED) NGIDC Domestic Terminal Block 6/13/00 Xxxxxxx 10/10/17
-----------------------------------------------------------------------------------------------------------------------------------
620/193
I3 374 (PENDING) NGIDC Domestic Terminal Block Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Filing
Family Number Number Title Number Serial Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,Xxxxxxx
I3 374 620/209 NGIDC Domestic Terminal Block 97912732.1 European ek,Xxxxxxxx 1/3/00
-----------------------------------------------------------------------------------------------------------------------------------
PCT/US96/15 Xxxxxxxx,Xxxxxxx
I3 374 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 000 Xxxxxx ek,Xxxxxxxx 2/27/98
-----------------------------------------------------------------------------------------------------------------------------------
620/196 Xxxxxxxx,Xxxxxxx
I3 374 (UNFILED) NGIDC Domestic Terminal Block MALAYSIA ek,Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,Xxxxxxx
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 00000000 Xxxxxx ek,Xxxxxxxx 10/15/97
-----------------------------------------------------------------------------------------------------------------------------------
620/210 Xxxxxxxx,Xxxxxxx
I3 374 (PENDING) XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 000000 XXXXXX ek,Xxxxxxxx 04/15/99
-----------------------------------------------------------------------------------------------------------------------------------
620/195 Xxxxxxxx,Xxxxxxx
I3 374 (UNFILED) NGIDC Domestic Terminal Block INDONESIA ek,Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
620/187 Xxxxxxxx,Xxxxxxx
I3 374 (PENDING) NGIDC Domestic Terminal Block P970104745 Argintine ek,Xxxxxxxx 10/16/96
-----------------------------------------------------------------------------------------------------------------------------------
000-
X0 XXXXX Xxxxxxxx Xxxxx XXX Xxxxxxx, Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
374- Xxxxxxxx,
I3 PANAMA Terminal Block Panama Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
374- Xxxxxxxx,
I3 Taiwan Terminal Block Taiwan Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,
I3 374-ZA Terminal Block USA Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Cup & Diode Assembly for
Overvoltage for
Prot 375 620/058 Telecommunication Lines 5751533 595278 USA Xxxxxxxxx 6/4/98
-----------------------------------------------------------------------------------------------------------------------------------
Combined Connection Pedestal X. Xxxxxxxx, L.
Dist 376 620/131 Enclosure 08/555123 USA Xxxxx 11/8/95
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK Xxxxxxxxxx,Xxxxxxx
620/140 (Modular Terminal Block ek,Xxxxxxxx,Haine
URLS 377 (UNFILED) Assembly) THAILAND s,Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK Xxxxxxxxxx,Xxxxxxx
620/200 (Modular Terminal Block SINGAPORE ek,Xxxxxxxx,Haine
URLS 377 (UNFILED) Assembly) s,Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK Xxxxxxxxxx,Xxxxxxx
620/139 (Modular Terminal Block ek,Xxxxxxxx,Haine
URLS 377 (UNFILED) Assembly) TAIWAN s,Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK Xxxxxxxxxx,Xxxxxxx
620/199 (Modular Terminal Block ek,Xxxxxxxx,Haine
URLS 377 (UNFILED) Assembly) KOREA s,Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK Xxxxxxxxxx,Xxxxxxx
620/145 (Modular Terminal Block ek,Xxxxxxxx,Haine
URLS 377 (PENDING) Assembly) 000000 XXXXXX s,Xxxxxx 09/08/96
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK Xxxxxxxxxx,Xxxxxxx
620/165 (Modular Terminal Block ek,Xxxxxxxx,Haine
URLS 377 (PENDING) Assembly) 56221 PHILLIPINES s,Xxxxxx 04/22/97
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------------
I3 374 620/209 NGIDC Domestic Terminal Block Xxxxx 10/15/17
------------------------------------------------------------------------------------------------------------------------------------
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Block Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
620/196
I3 374 (UNFILED) NGIDC Domestic Terminal Block
------------------------------------------------------------------------------------------------------------------------------------
I3 374 NGIDC Domestic Terminal Block Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
620/210
I3 374 (PENDING) NGIDC Domestic Terminal Block
------------------------------------------------------------------------------------------------------------------------------------
620/195
I3 374 (UNFILED) NGIDC Domestic Terminal Block
------------------------------------------------------------------------------------------------------------------------------------
620/187
I3 374 (PENDING) NGIDC Domestic Terminal Block Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
000-
X0 XXXXX Xxxxxxxx Xxxxx
------------------------------------------------------------------------------------------------------------------------------------
000-
X0 XXXXXX Xxxxxxxx Xxxxx
------------------------------------------------------------------------------------------------------------------------------------
000-
X0 Xxxxxx Xxxxxxxx Xxxxx
------------------------------------------------------------------------------------------------------------------------------------
I3 000-XX Xxxxxxxx Xxxxx
------------------------------------------------------------------------------------------------------------------------------------
Cup & Diode Assembly for Xxxxxxx,Bushn
Overvoltage for ell, Giangiorgi
Prot 375 620/058 Telecommunication Lines 5/12/98 & Blackstone
------------------------------------------------------------------------------------------------------------------------------------
Combined Connection Pedestal
Dist 376 620/131 Enclosure Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK
620/140 (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
------------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK
620/200 (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
------------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK
620/139 (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
------------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK
620/199 (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
------------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK
620/145 (Modular Terminal Block
URLS 377 (PENDING) Assembly) 9/20/02
------------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK
620/165 (Modular Terminal Block
URLS 377 (PENDING) Assembly)
------------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular Bradshaw,Haines,
URLS 377 (GRANTED) Terminal Block Assembly) 699921 73647/96 Australian Xxxxxx 4/17/97
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular Bradshaw,Haines,
URLS 377 (INACTIVE) Terminal Block Assembly) PANAMA Xxxxxx
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular Bradshaw,Haines,
URLS 377 (PENDING) Xxxxxxxx Xxxxx Xxxxxxxx) 00000 0000-00 XXXXX Xxxxxx 09/07/96
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
620/197 CONNECTOR TERMINAL BLOCK (Modular HONG Bradshaw,Haines,
URLS 377 (UNFILED) Terminal Block Assembly) KONG Xxxxxx
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular Bradshaw,Haines,
URLS 377 (PENDING) Terminal Block Assembly) 0000/XXX/00 XXXXX Xxxxxx 09/07/96
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
CONNECTOR TERMINAL BLOCK (Modular Bradshaw,Haines,
URLS 377 620/143 Terminal Block Assembly) P960104503 Argentina Xxxxxx 09/05/96
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular Bradshaw,Haines,
URLS 377 (PENDING) Terminal Block Assembly) 1636-96 VENEZUELA Xxxxxx 09/05/96
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular Bradshaw,Haines,
URLS 377 (UNFILED) Terminal Block Assembly) INDONESIA Xxxxxx
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
CONNECTOR TERMINAL BLOCK (Modular Bradshaw,Haines,
URLS 377 Terminal Block Assembly) 203927 981652 Mexico Xxxxxx 2/27/98
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
CONNECTOR TERMINAL BLOCK (Modular Bradshaw,Haines,
URLS 377 620/080 Terminal Block Assembly) 5779504 08/536062 USA Xxxxxx 09/09/95
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
CONNECTOR TERMINAL BLOCK (Modular Bradshaw,Haines,
URLS 377 630/186 Terminal Block Assembly) 0852827 EP Xxxxxx
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular Bradshaw,Haines,
URLS 377 (UNFILED) Terminal Block Assembly) MALAYSIA Xxxxxx
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
CONNECTOR TERMINAL BLOCK (Modular PCT/US96/ Bradshaw,Haines,
URLS 377 Terminal Block Assembly) 00000 Xxxxxx Xxxxxx 2/27/98
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
CONNECTOR TERMINAL BLOCK (Modular Bradshaw,Haines,
URLS 377 Terminal Block Assembly) 15006 2229571 Canada Xxxxxx 9/18/96
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
CONNECTOR TERMINAL BLOCK (Modular Bradshaw,Haines,
URLS 377 Terminal Block Assembly) 96196631.9 96196631.9 China Xxxxxx 9/18/96
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
CONNECTOR TERMINAL BLOCK (Modular Bradshaw,Haines,
URLS 377 Terminal Block Assembly) 98.0870 Norway Xxxxxx 2/27/98
Xxxxxxxxxx,
INSULATION DISPLACEMENT Xxxxxxxxx,
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular Bradshaw,Haines,
URLS 377 (ABANDONED) Terminal Block Assembly) 08/555123 USA Xxxxxx 11/08/95
000/000
Xxxx 000 (XXXXXXXX) Coaxial Surge Arrester CHILE Xxxxxxxx
620/152
Prot 378 (INACTIVE) Coaxial Surge Arrester PHILLIPINES Xxxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
620/201 CONNECTOR TERMINAL BLOCK (Modular
URLS 377 (GRANTED) Terminal Block Assembly) 12/17/98 Xxxxxxx
INSULATION DISPLACEMENT
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular
URLS 377 (INACTIVE) Terminal Block Assembly)
INSULATION DISPLACEMENT
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular
URLS 377 (PENDING) Terminal Block Assembly) 4/23/01
INSULATION DISPLACEMENT
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular
URLS 377 (UNFILED) Terminal Block Assembly)
INSULATION DISPLACEMENT
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular
URLS 377 (PENDING) Terminal Block Assembly)
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK (Modular
URLS 377 620/143 Terminal Block Assembly) Xxxxxxx
INSULATION DISPLACEMENT
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular
URLS 377 (PENDING) Terminal Block Assembly)
INSULATION DISPLACEMENT
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular
URLS 377 (UNFILED) Terminal Block Assembly)
Xxxxxxx,
INSULATION DISPLACEMENT Bushnell,
CONNECTOR TERMINAL BLOCK (Modular Giangiorgi
URLS 377 Terminal Block Assembly) 8/24/01 & Blackstone
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK (Modular
URLS 377 620/080 Terminal Block Assembly) 18/09/2016
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK (Modular
URLS 377 630/186 Terminal Block Assembly) 3/27/02
INSULATION DISPLACEMENT
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular
URLS 377 (UNFILED) Terminal Block Assembly)
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK (Modular
URLS 377 Terminal Block Assembly) Xxxxxxx
Xxxxxxx,
INSULATION DISPLACEMENT Bushnell,
CONNECTOR TERMINAL BLOCK (Modular Giangiorgi
URLS 377 Terminal Block Assembly) 9/18/96 & Blackstone
Xxxxxxx,
INSULATION DISPLACEMENT Bushnell,
CONNECTOR TERMINAL BLOCK (Modular Giangiorgi
URLS 377 Terminal Block Assembly) 9/18/96 & Blackstone
INSULATION DISPLACEMENT
CONNECTOR TERMINAL BLOCK (Modular
URLS 377 Terminal Block Assembly) Xxxxxxx
INSULATION DISPLACEMENT
000/000 XXXXXXXXX XXXXXXXX XXXXX (Modular
URLS 377 (ABANDONED) Terminal Block Assembly) 7/14/98 Xxxxxxx
620/149
Prot 378 (INACTIVE) Coaxial Surge Arrester
620/152
Prot 378 (INACTIVE) Coaxial Surge Arrester
OPPS PATENTS
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
620/150
Prot 378 (INACTIVE) Coaxial Surge Arrester EGYPT Xxxxxxxx
620/155
Prot 378 (INACTIVE) Coaxial Surge Arrester PCT Xxxxxxxx
Prot 378 620/142 Coaxial Surge Arrester 5936822 08/926234 US Xxxxxxxx 9/10/97
620/148
Prot 378 (UNFILED) Coaxial Surge Arrester ARGENTINA Xxxxxxxx
620/151
Prot 378 (INACTIVE) Coaxial Surge Arrester INDIA Xxxxxxxx
Prot 378 620/141 Coaxial Surge Arrester 5936822 08/636162 USA Xxxxxxxx 9/29/95
NID 379 620/084 Network Interface Device 6039578 08-825144 USA Suffi,Xxxx 03/05/97
620/092 PIVOT LEVER CONNECTOR
Conn 380 (UNFILED) BLOCK(Sealed IDC Connector) USA Jevert,Xxxxxxxxx
Tuned Electromagnetic
MESA 381 Interference Air Filter 60/038632 USA Xxxx X. Xxxxx 2/19/97
Tuned Electromagnetic
MESA 381 620/089 Interference Air Filter 6063152 09/025138 US Xxxx X. Xxxxx 2/17/98
Xxxxx X.
Xxxxxxxx, Xxxxxx
Des. A. Xxxxx, Xxxx
I3 382 620/074 Terminal Block Housing 396475 29/060730 USA Xxxxxxxxx 10/4/96
Prot 383 620/156 Shunt Protector Device USA X. Xxxxxxxx
Xxxxxxx Xxxxxx
Prot 384 620/157 Coaxial Protector 5953195 09/020794 USA Xxxxxxxx 2/9/98
Xxxxxxx Xxxxxx
Prot 384 Coaxial Protector 60/038987 US Xxxxxxxx 2/26/97
Heat Flux Modulator for Use in X. Xxxxxx, X.
XXXX 385 620/158 Electronic Enclosures USA Cosley
CODS-II Central Office
CO 386 Distribution 4665546 711384 US Xxxx, Xxxxxxx 3/13/85
CODS-II Central Office
CO 386 Distribution 1251848 501834 Canada Xxxx, Xxxxxxx 2/14/86
620/168
MESA 387 (PENDING) Mechanical Interlock Assembly 2244582 Canada Xxxx X. Xxxxxx 8/7/98
MESA 387 620/160 Mechanical Interlock Assembly 5874698 08/907700 USA Xxxx X. Xxxxxx 8/8/97
--------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
620/150
Prot 378 (INACTIVE) Coaxial Surge Arrester
620/155
Prot 378 (INACTIVE) Coaxial Surge Arrester
Prot 378 620/142 Coaxial Surge Arrester Xxxxxxx
620/148
Prot 378 (UNFILED) Coaxial Surge Arrester
620/151
Prot 378 (INACTIVE) Coaxial Surge Arrester
Prot 378 620/141 Coaxial Surge Arrester Xxxxxxx
NID 379 620/084 Network Interface Device 3/21/00 3/25/17
620/092 PIVOT LEVER CONNECTOR
Conn 380 (UNFILED) BLOCK(Sealed IDC Connector) Xxxxxxx
Trexler,Bushnell,
Tuned Electromagnetic Giangiorgi
MESA 381 Interference Air Filter & Blackstone
Tuned Electromagnetic
MESA 381 620/089 Interference Air Filter 5/16/00 Xxxxxxx 2/17/18
I3 382 620/074 Terminal Block Housing 7/28/98 Xxxxxxx
Prot 383 620/156 Shunt Protector Device Xxxxxxx
Prot 384 620/157 Coaxial Protector 9/14/99 Xxxxxxx 3/14/2003
Prot 384 Coaxial Protector Xxxxxxx
Heat Flux Modulator for Use in
MESA 385 620/158 Electronic Enclosures Xxxxxxx
CODS-II Central Office Comp. Xxx.
CO 386 Distribution 5/12/87 Annu. 11/12/94
CODS-II Central Office
CO 386 Distribution 3/28/89 Comp. Xxx 3/28/06
620/168
MESA 387 (PENDING) Mechanical Interlock Assembly Xxxxxxx
MESA 387 620/160 Mechanical Interlock Assembly 2/23/99 Xxxxxxx
OPPS PATENTS
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
Fiber Optic Connector Alignment
FO 388 Sleeve US Xxxxxx
620/161 Shape Memory Alloy Cooling
AVCC 388 (UNFILED) Device Displacer USA Cosley
Insulation Displacement
URLS 389 620/091 Connector 09030564 USA Xxxx X. Xxx 2/25/98
Insulation Displacement
URLS 389 091 Connector 60040079 US Xxxx X. Xxx 3/7/97
Xxxxxxx X.
Xxxxxxxxxx, Xxxx X.
URLS 390 620/162 Wire Trimmer 5961340 09/041182 USA Xxx 3/12/98
Xxxxxxx X.
Xxxxxxxxxx, Xxxx X.
URLS 390 Wire Trimmer 60/039082 US Xxx 3/14/97
Xxxxx X. Xxxxx,
Line Protector for a Xxxxxxx X.
Prot 391 620/164 Communication Circuit 5910877 08/971284 USA Xxxxxxxxx 11/17/97
Prot 392 Protector Module USA Xxxxxxxxx
Xxxxxxx X.
Xxxxxxxxx,
Prot 393 620/088 Protector Unit 5991136 08/980961 USA Xxxxxx X. Xxxx 12/1/97
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
Xxxxxxxxx,
I3 394 620/212 Terminal Block Housing 2078965 MALAYSIA Xxxxxx X. Xxxxxxxx
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
Xxxxxxxxx,
I3 394 620/163 Terminal Block Housing DES414466 29/087573 USA Xxxxxx X. Xxxxxxxx 5/6/98
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
Xxxxxxxxx,
I3 394 620/185 Terminal Block Housing 046955 Thai Xxxxxx X. Xxxxxxxx 11/5/98
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
Xxxxxxxxx,
I3 394 000/000 Xxxxxxxx Xxxxx Xxxxxxx 0-0000-0000 XXXXXXXXXXX Xxxxxx X. Xxxxxxxx 11/05/98
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
ZL 98 3 Xxxxxxxxx,
I3 394 620/174 Terminal Block Housing 26810.X 98326810.X China Xxxxxx X. Xxxxxxxx 11/5/8
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
Xxxxxxxxx,
I3 394 620/177 Terminal Block Housing 74847 RM980000270 Italy Xxxxxx X. Xxxxxxxx 11/4/98
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
Xxxxxxxxx,
I3 394 620/178 Terminal Block Housing 11942 981107 Mexico Xxxxxx X. Xxxxxxxx 11/5/98
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
Xxxxxxxxx,
I3 394 620/169 Terminal Block Housing 66286 0066286 Argentina Xxxxxx X. Xxxxxxxx 11/6/98
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
Xxxxxxxxx,
I3 394 620/180 Terminal Block Housing 0-0000-00000 Phillipines Xxxxxx X. Xxxxxxxx 11/28/00
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx, Xxxx
Xxxxxxxxx,
I3 394 620/178 Terminal Block Housing 1998-2646 Chilean Daniel P. Sedlecky 11/3/98
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
Fiber Optic Connector Alignment
FO 388 Sleeve Trexler
620/161 Shape Memory Alloy Cooling
AVCC 388 (UNFILED) Device Displacer
Trexler
Bushnell,
Insulation Displacement Giangiorgi &
URLS 389 620/091 Connector Blackstone
Trexler
Bushnell,
Insulation Displacement Giangiorgi &
URLS 389 091 Connector Blackstone
URLS 390 620/162 Wire Trimmer 10/5/99 Trexler 4/5/2003
URLS 390 Wire Trimmer Trexler
Line Protector for a
Prot 391 620/164 Communication Circuit 6/8/99 Trexler
Prot 392 Protector Module Trexler
Prot 393 620/088 Protector Unit 11/23/99 Trexler 12/1/17
I3 394 620/212 Terminal Block Housing
I3 394 620/163 Terminal Block Housing 9/28/99 Trexler 9/28/2013
I3 394 620/185 Terminal Block Housing Trexler
I3 394 620/180 Terminal Block Housing
I3 394 620/174 Terminal Block Housing 9/25/99 Trexler
I3 394 620/177 Terminal Block Housing 8/3/02 Trexler
I3 394 620/178 Terminal Block Housing 11/17/00 Trexler 11/5/2013
I3 394 620/169 Terminal Block Housing 11/06/98 Trexler
I3 394 620/180 Terminal Block Housing
I3 394 620/178 Terminal Block Housing Trexler
OPPS PATENTS
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 620/172 Terminal Block Housing 92461 1998-2716 Canadian Daniel P. Sedlecky 12/5/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 Terminal Block Housing 001042.98 Peruvian Daniel P. Sedlecky 11/3/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 620/181 Terminal Block Housing 18241 W-17152 Poland Daniel P. Sedlecky 11/5/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 620/183 Terminal Block Housing 125.541 Switzerland Daniel P. Sedlecky 11/5/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 620/181 Terminal Block Housing 144021 144021 SPAIN Daniel P. Sedlecky 11/05/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 Terminal Block Housing 00625 Phillipines Daniel P. Sedlecky 11/5/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 620/184 Terminal Block Housing 069353 87308133 Taiwanese Daniel P. Sedlecky 11/6/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 620/171 Terminal Block Housing DI 5801811-5 Brazilizn Daniel P. Sedlecky 11/6/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 620/206 Terminal Block Housing 2078965 Britian Daniel P. Sedlecky 11/6/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 Terminal Block Housing 49810873.2 Germany Daniel P. Sedlecky 11/3/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 620/170 Terminal Block Housing 30470-00 75135-00 Benelux Daniel P. Sedlecky 11/5/98
Janet A.
Bradshaw, Daniel
A. Hoeft, Alan
Schwimmer,
I3 394 620/175 Terminal Block Housing 532953 986434 France Daniel P. Sedlecky 11/6/98
Limiter Device for
Prot 395 Telecommunication Lines USA R. Kaczmarek
(Outdoor Equipment Cabinet)
Cooling and Airflow Management Ken W. Dreier;
Prot 396 624/063 of Outdoor Sealed Enclosures 6119768 09/295643 USA Marvin P. Garcia 4/20/99
EMI (Electronmagnetic
Interference Shielded John Papaleo,
MESA 397 620/513 Telemcomm. Enclosure) 2314202 Canada Lester Grzesik 7/21/00
EMI (Electronmagnetic
Interference Shielded John Papaleo,
MESA 397 620/060 Telemcomm. Enclosure) 6303854 09359090 USA Lester Grzesik 04/20/99
M. Leschinger, L.
Pedestal Closure Assembly with PCT/US00/22 Dolan, T.
Proform 398 620/516 locking mechanism 172 PCT Potosnak 8/11/00
M. Leschinger, L.
Pedestal Closure Assembly with Dolan, T.
Proform 398 620/489 locking mechanism Canada Potosnak
M. Leschinger, L.
Pedestal Closure Assembly with 6182846 Dolan, T.
Proform 398 620/073 locking mechanism (B1) 09397441 USA Potosnak 9/15/99
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/172 Terminal Block Housing 5/25/01 Trexler 5/25/2011
I3 394 Terminal Block Housing Trexler
I3 394 620/181 Terminal Block Housing 6/22/01 Trexler 11/4/2008
I3 394 620/183 Terminal Block Housing Trexler
I3 394 620/181 Terminal Block Housing
I3 394 Terminal Block Housing Trexler
I3 394 620/184 Terminal Block Housing 12/8/00 Trexler
I3 394 620/171 Terminal Block Housing 6/6/00 Trexler
I3 394 620/206 Terminal Block Housing Trexler
I3 394 Terminal Block Housing Trexler
I3 394 620/170 Terminal Block Housing 07/01/99 Trexler
I3 394 620/175 Terminal Block Housing Trexler
Limiter Device for
Prot 395 Telecommunication Lines Trexler
(Outdoor Equipment Cabinet)
Cooling and Airflow Management
Prot 396 624/063 of Outdoor Sealed Enclosures 9/19/00 Jones et al.
EMI (Electronmagnetic
Interference Shielded
MESA 397 620/513 Telemcomm. Enclosure)
EMI (Electronmagnetic
Interference Shielded
MESA 397 620/060 Telemcomm. Enclosure) 10/16/01 Jones 7/22/99
Pedestal Closure Assembly with
Proform 398 620/516 locking mechanism Jones, etc
Pedestal Closure Assembly with
Proform 398 620/489 locking mechanism
Pedestal Closure Assembly with
Proform 398 620/073 locking mechanism 2/6/01 Jones etc. 8/21/2020
OPPS PATENTS
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
Telecommunications Equipment
399 060 Pedestal USA
M. Leschinger, L.
PCT/US00/21 Dolan, T.
Proform 400 620/518 Pedestal Enclosure Assembly 435 PCT Potosnak 8/4/00
M. Leschinger, L.
Dolan, T.
Proform 400 620/492 Pedestal Enclosure Assembly 2315581 Canada Potosnak 8/4/00
M. Leschinger, L.
Dolan, T.
Proform 400 620/072 Pedestal Enclosure Assembly 6198041 09366982 USA Potosnak 09/03/99
EMI Shielded J. Papaleo, L.
MESA 401 620/514 Telecommunications Enclosure 007157 USA Grzesik
EMI Shielded J. Papaleo, L.
MESA 401 620/060 Telecommunications Enclosure 09359090 USA Grzesik 7/22/99
Blower airflow or single
MESA 402 060 thickness sheet blades USA D. Cavalieri
MESA 403 060 High Wind Barrier System USA D. Cavalieri
MESA 404 060 Front Post Battery Chamber USA J. Drye, J. Teter
Advanced Vapor Compression M. Cosley, M.
AVCC 405 620/213 Cooling System (AVCC) 09/567528 USA Garcia, N. Dukhan
M. Cosley, J.
Telecommunications Equipment Nesnandy, S. Ivey,
ONU 406 620/514 Pedestal 007157 Mexico A. Lowe, J. Perry 7/19/00
M. Cosley, J.
Telecommunications Equipment Nesnandy, S. Ivey,
ONU 406 610/087 Pedestal 291106035 USA A. Lowe, J. Perry 6/6/99
M. Cosley, J.
Telecommunications Equipment Nesnandy, S. Ivey,
ONU 406 610/119 Pedestal 147058/2 Spain A. Lowe, J. Perry 7/16/00
M. Leschinger, L.
Pedestal Closure Assembly Dolan, T.
Proform 407 620/490 Design 94157 2000-0455 Canada Potosnak 2/15/00
M. Leschinger, L.
Pedestal Closure Assembly Dolan, T.
Proform 407 620/072 Design D430849 29109761 USA Potosnak 08/10/99
Grounding Bracket for
Proform 409 620/493 Electrical Equipment Enclosure Canada Matt Leschinger 8/25/00
Grounding Bracket for Electrical PCT/US00/22
Proform 409 620/519 Equipment Enclosure 173 PCT Matt Leschinger 8/11/00
Grounding Bracket for Electrical
Proform 409 620/082 Equipment Enclosure 6252166 09382942 USA Matt Leschinger 8/25/99
Latching Mechanism for Mounting M. Leschinger, T.
Plate of Pedestal Closure Potosnak, L.
Proform 410 620/491 Assembly Canada Dolan 8/22/00
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
Telecommunications Equipment
399 060 Pedestal Jones etc.
Proform 400 620/518 Pedestal Enclosure Assembly Jones, etc
Proform 400 620/492 Pedestal Enclosure Assembly 7/29/03
Proform 400 620/072 Pedestal Enclosure Assembly 3/6/01 Jones, et 8/4/2019
EMI Shielded
MESA 401 620/514 Telecommunications Enclosure 9/12/00
EMI Shielded
MESA 401 620/060 Telecommunications Enclosure JONES ETC.
Blower airflow or single
MESA 402 060 thickness sheet blades JONES ETC.
MESA 403 060 High Wind Barrier System JONES ETC.
MESA 404 060 Front Post Battery Chamber JONES ETC
Advanced Vapor Compression
AVCC 405 620/213 Cooling System (AVCC) JONES ETC.
Telecommunications Equipment
ONU 406 620/514 Pedestal Jones, Etc
Telecommunications Equipment
ONU 406 610/087 Pedestal JONES ETC.
Telecommunications Equipment
ONU 406 610/119 Pedestal Jones, etc
Pedestal Closure Assembly
Proform 407 620/490 Design 12/14/01 12/14/2011
Pedestal Closure Assembly
Proform 407 620/072 Design 9/12/00 Jones etc.
Grounding Bracket for
Proform 409 620/493 Electrical Equipment Enclosure
Grounding Bracket for Electrical
Proform 409 620/519 Equipment Enclosure
Jones, Day,
Grounding Bracket for Electrical Reavis,
Proform 409 620/082 Equipment Enclosure 6/26/01 Pogue
Latching Mechanism for Mounting
Plate of Pedestal Closure
Proform 410 620/491 Assembly
OPPS PATENTS
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------------
Latching Mechanism for Mounting M. Leschinger, T.
Plate of Pedestal Closure PCT/US00/22 Potosnak, L.
Proform 410 620/517 Assembly 166 PCT Dolan 8/11/00
Latching Mechanism for Mounting M. Leschinger, T.
Plate of Pedestal Closure Potosnak, L.
Proform 410 620/081 Assembly 6244635 09394148 USA Dolan 4/20/00
Multipla Channel Matrix
Express Outdoor enc w/ URLS blk
MESA 413 prot on swing out frnt eqpt door USA Lester Grzesik
Maximizing battery reserve by
MESA 414 620/096 disconnecting non-critical load 6476519 09543483 USA David Weiner 4/6/00
Cooling System for Electronic
Components in an Equipment M. Cosley, M.
MESA 415 630496 Enclosure 6317320 09664655 USA Garcia, D. Mueller
Solar Shield for Electonic M. Cosley, J.
MESA 416 620497 Equipment Enclosure 6598668 09548043 USA Lockhart 4/12/00
Ground Apparatus for Shielded
I3 417 620/498 Cable and Method of Using Same 6254404 09537021 USA D. Sedlecky 3/28/00
Termal Block with Reduced
I3 418 620/494 Dielectric Material 6238234 09514071 USA D. Sedlecky 4/21/00
Terminal Block with Over-torque
I3 419 620/495 protection 09526139 USA D. Sedlecky 3/15/00
Plastic Cross Flow Exchanger
PHX 420 630/501 (Reltec Plastic UK) 09554358 USA
Plastic Cross Flow Exchanger
PHX 420 (Reltec Plastic UK) 98952902.9 EP
Study 421 T1/RJ-48 Cross Connect Block USA
307 Type & 400/407 Type
Protector blocks & any
Study 422 applications USA
Al McGovern,
Mike Cosley, Andy
Low, Jeff
Telecommunications Equipment Nesnandy,
ONU 423 610/105 Pedestal 29118690 Mexico Samuel Ivey 2/14/00
Al McGovern,
Mike Cosley, Andy
Low, Jeff
Telecommunications Equipment Nesnandy,
ONU 423 Pedestal USA Samuel Ivey
Pin-type electric contact
which can be checked for proper
insertion of & continuity
Conn 424 through its elem USA Yuri Langer
(Continuation of case 389 - IDC
terminal design) Insulation
URLS 425 620-499 Displacement Terminal 09548038 USA Jane Lee 4/12/00
Plastic Counterflow Heat
PHX 426 620509 Exchanger - design 6364007 09665462 USA R. Fischer 9/19/00
System for sealing
electrical conn in terminal
blk(Envir Slng of Elect Baum, Sedlecky,
Conn 427 Conn using a gel & greese) 09667m968 USA Aouf 9/22/00
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
Latching Mechanism for Mounting
Plate of Pedestal Closure
Proform 410 620/517 Assembly
Latching Mechanism for Mounting
Plate of Pedestal Closure
Proform 410 620/081 Assembly 6/12/01 Jones etc. 22/08/2020
Multipla Channel Matrix
Express Outdoor enc w/ URLS blk
MESA 413 prot on swing out frnt eqpt door JONES ETC.
Maximizing battery reserve by
MESA 414 620/096 disconnecting non-critical load 11/5/2002 JONES ETC.
Cooling System for Electronic
Components in an Equipment
MESA 415 630496 Enclosure 11/13/01 JONES ETC. 9/19/2020
Solar Shield for Electonic
MESA 416 620497 Equipment Enclosure 7/29/03 JONES ETC.
Ground Apparatus for Shielded
I3 417 620/498 Cable and Method of Using Same 7/3/01 JONE ETC. 3/28/01
Termal Block with Reduced
I3 418 620/494 Dielectric Material 5/29/01 JONES ETC.
Terminal Block with Over-torque
I3 419 620/495 protection JONES ETC .
Plastic Cross Flow Exchanger
PHX 420 630/501 (Reltec Plastic UK) JONES ETC
Plastic Cross Flow Exchanger
PHX 420 (Reltec Plastic UK)
Study 421 T1/RJ-48 Cross Connect Block JONES ETC.
307 Type & 400/407 Type
Protector blocks & any
Study 422 applications JONES ETC .
Telecommunications Equipment
ONU 423 610/105 Pedestal
Telecommunications Equipment
ONU 423 Pedestal JONES ETC.
Pin-type electric contact
which can be checked for proper
insertion of & continuity
Conn 424 through its elem JONES ETC
(Continuation of case 389 - IDC
terminal design) Insulation
URLS 425 620-499 Displacement Terminal Jones etc
Plastic Counterflow Heat
PHX 426 620509 Exchanger - design 4/2/02
System for sealing
electrical conn in terminal
blk(Envir Slng of Elect
Conn 427 Conn using a gel & greese)
OPPS PATENTS
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for M. Cosley, M.
Cooler 432 cooling a batt Philippines Garcia
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for M. Cosley, M.
Cooler 432 620/213 cooling a batt 6533031 09567528 USA Garcia 5/9/00
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for M. Cosley, M.
Cooler 432 630636 cooling a batt 6533031 10338341 USA Garcia 1/8/03
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for M. Cosley, M.
Cooler 432 cooling a batt 01201672.1 EPO Garcia
Process for making Plastic 9/19/200
PHX 433 Counterflow Heat Exchanger 09664624 USA R. Fischer 0
High Visibility Cap for a Data
Proform 434 Transmission Pedestal 09800947 USA Rick Fischer 3/6/01
High Visibility Cap for a Data
Proform 434 Transmission Pedestal 09664624 USA Rick Fischer 9/19/00
Dan Sedlecky,
TRLS 435 QuickSeal 09783526 USA Tom Baum 2/14/01
Improved Cooling for Electronic Michael Cosley,
Equipment Enclsures using Marvin Garcia,
AVCC 436 effective cold plate/heatsink USA Sailesh Thakur
Nihad Dukhan,
Open Compressed Air Vortex Mark Cress,
AirBased 437 Tube Heat Management System 6401463 09725539 USA Michael Cosley 11/29/00
Nihad Dukhan,
Open Compressed Air Vortex PCTUS01442 Mark Cress,
AirBased 437 Tube Heat Management System 19 PCT Michael Cosley 11/26/01
Continuously Folded Air to Air
PHX 438 620558 Heat Exchanger Construction 09852878 USA Thomas Uchison 5/10/01
Jerome Maloney,
Vented Cap for Equipment Bisher Rayyahin,
ONU 439 620559 Pedestal 6501015 09766766 USA Albert McGovern 1/22/01
Modular Enclosure System for Jim Webster,
Flex 440 Electronci Equipment 09824490 USA Julius Lockhart 4/2/01
Bracket and Shelf Apparatus for William Byron
MESA 441 620561 Equipment Enclosure 09783420 USA Wiggins 2/14/01
Coating for improving the Gus Aouf, Albert
Conn 442 corrosion resistance USA McGovern
Larry Dolan, Derek
Polk, Alfred
Data Transmission Pedestal with PCT/US02/20 Redmond, Matt
Proform 443 620631 internal service line passage 355 Canada Leschinger 6/26/02
Larry Dolan, Derek
Polk, Alfred
Data Transmission Pedestal with Redmond, Matt
Proform 443 620563 internal service line passage 6462269 09900270 USA Leschinger 7/6/2001
Larry Dolan,
Gerald Frazier,
Proform 444 Proform Pedestal Extention Kit 6455772 09910597 USA Matt Leschinger 7/20/01
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for
Cooler 432 cooling a batt
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for
Cooler 432 620/213 cooling a batt 3/18/03
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for
Cooler 432 630636 cooling a batt 3/18/03
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for
Cooler 432 cooling a batt
Process for making Plastic
PHX 433 Counterflow Heat Exchanger
High Visibility Cap for a Data
Proform 434 Transmission Pedestal
High Visibility Cap for a Data
Proform 434 Transmission Pedestal
TRLS 435 QuickSeal
Improved Cooling for Electronic
Equipment Enclsures using
AVCC 436 effective cold plate/heatsink
Open Compressed Air Vortex
AirBased 437 Tube Heat Management System 6/11/02 Jones etc
Open Compressed Air Vortex
AirBased 437 Tube Heat Management System
Continuously Folded Air to Air US-2002-
PHX 438 620558 Heat Exchanger Construction 0166657-A1 14/11/2002
Vented Cap for Equipment 2002-0096346-
ONU 439 620559 Pedestal 12/31/02 A1 25/07/2002
Modular Enclosure System for US-2002-
Flex 440 Electronci Equipment 0140325-A1 03/10/2002
Bracket and Shelf Apparatus for
MESA 441 620561 Equipment Enclosure
Coating for improving the
Conn 442 corrosion resistance
Data Transmission Pedestal with
Proform 443 620631 internal service line passage
Data Transmission Pedestal with
Proform 443 620563 internal service line passage 10/8/02 Jones Day
Proform 444 Proform Pedestal Extention Kit 9/24/2002 620564
OPPS PATENTS
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------------
Larry Dolan,
PCT/US02/20 Gerald Frazier,
Proform 444 Proform Pedestal Extention Kit 356 Canada Matt Leschinger 6/26/02
Larry Dolan,
Data Transmission pedestal with Gerald Frazier,
two piece base (Proform Split Jerry Maloney,
Proform 445 Base) 6598949 09827678 USA Matt Leschinger 4/6/01
Containment System for Batteries William Byron
MESA 446 620619 of an Equipment Enclosure 2371553 Canada Wiggins 2/14/02
Containment System for Batteries William Byron
MESA 446 620566 of an Equipment Enclosure 6629737 09782831 USA Wiggins 2/14/01
Gus Aouf, Dustin
Protective Coating and Method of Becker, Al
Conn 447 Application of same 09758081 USA McGovern 1/10/01
S. Willern, J.
Chip Thiesen, M.
Cooler 449 630570 Small Scale Chip Cooler Assembly 10047871 USA Cosley, R. Fischer 1/14/02
Emergency Exhaust System (EES) B. Rayyahin, M.
MESA 450 fro Electronic Enc. (MESA) USA Cosley
Air Conditioner Assembly for
AVCC 451 Electronic Equipment Enclosure USA S. Thakur
Prot 452 620573 Coaxial Protector 6636408 09817862 USA P. Pagliuca 3/26/01
Closed Loop Vortex Tube Cooling
AirBased 453 System USA N. Dukhan
Process for making and
assembling a plastic heat
PHX 454 620575 exchanger core housing 09852559 USA T. Uchison 5/10/01
Card Cage with impingement
AirBased 455 cooling USA M. Cosley
N. Dukhan, M.
AirBased 456 Enclosure Storage System USA Cosley
Chip
Cooler 457 PCB Cooling System USA M. Cosley
Chip
Cooler 458 Hybrid Cooling System USA M. Cosley
Link 459 Non-Metallic Enclosure USA S. Hein, M. Cosley
D. Mueller, S.
AVCC 460 Split System Air Conditioner USA Willen, M. Cosley
MESA 462 Anti-rattle Door Guide USA R. Fischer
MESA 463 Lid Mounted Fan USA R. Fischer
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
Proform 444 Proform Pedestal Extention Kit 620632
Data Transmission pedestal with
two piece base (Proform Split US-2002-
Proform 445 Base) 7/29/03 Jones 0145367-A1 10/8/2002
Containment System for Batteries US-2002-
MESA 446 620619 of an Equipment Enclosure 0109440-A1 8/15/2002
Containment System for Batteries US-2002-
MESA 446 620566 of an Equipment Enclosure 10/7/03 0109440-A1 8/15/2002
Protective Coating and Method of
Conn 447 Application of same
Chip US200301319
Cooler 449 630570 Small Scale Chip Cooler Assembly 72A1 7/17/2003
Emergency Exhaust System (EES)
MESA 450 fro Electronic Enc. (MESA)
Air Conditioner Assembly for
AVCC 451 Electronic Equipment Enclosure
US-2002-
Prot 452 620573 Coaxial Protector 10/21/03 0135963-A1 9/26/2002
Closed Loop Vortex Tube Cooling
AirBased 453 System
Process for making and
assembling a plastic heat 2002-0166233-
PHX 454 620575 exchanger core housing A1 11/14/2002
Card Cage with impingement
AirBased 455 cooling
AirBased 456 Enclosure Storage System
Chip
Cooler 457 PCB Cooling System
Chip
Cooler 458 Hybrid Cooling System
Link 459 Non-Metallic Enclosure
AVCC 460 Split System Air Conditioner
MESA 462 Anti-rattle Door Guide
MESA 463 Lid Mounted Fan
OPPS PATENTS
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------------
R. Fischer, M.
AVCC 464 Fully redundant split system USA Cosley, D. Mueller
D. Mueller, M.
AVCC 465 Rack Mounted Evaporator USA Cosley
M. Cosley,
DC Power efficient, Compact CD D.Mueller,R.
Cooler 468 620628 Cooling System 6345512 09882655 USA Rodriguez 6/14/01
process to extract air pockets
entrapped in sealant such as
TRLS 469 grease, gel USA Gus Aouf
Use of a room temperature
vulcanizing (RTV) rubber as a Gus Aouf, Dan
TRLS 470 cast-in-placfe grommet USA Sedlecky
Improved modular components
and assembly techniques for
terminal blocks (is now part of Tom Baum, Dan
TRLS 471 case 487) USA Sedlecky
Economical Sealing Approach for
terminal block construction (is T. Baum, D.
TRLS 472 now part of case 487) USA Sedlecky, M. Aouf
James W.
Back-Up DC Vent System for Webster, Marvin
Flex 473 Equipment Enclosure 6579168 10038637 USA P. Garcia 1/3/02
Molded foam seal for air to air
PHX 474 heat exchanger USA Tom Uchison
Dan Hoeft,
Dominic Morrone,
Surge protection cartridge with Al McGovern, Tom
URLS 475 three-way attachment clip 6556411 10114145 USA Baum 4/2/02
use of an over-molded grommets
in environmentally sealing a Dan Sedlecky,
terminal block (is now part of Tom Baum, Gus
TRLS 476 case 487) USA Aouf
Chip
Cooler 477 Chip Level Impingement Cooling USA M. Cosley
VTCR-Voltage temperature
MESA 478 Control Relay USA M. Roy, M. Cress
Method of sealing plastic heat
exchanger plates into a stack
arrangement either one seal at
PHX 479 a time USA T. Uchison
Over-voltage Protection System
for Telecommunications IDC
URLS 480 terminal block USA A. Gara, F. Ahmed
Dan Hoeft,
Sub-application for tip clip (used Dominic Morrone,
with case 475 surge protection Al McGovern,
URLS 481 620642 cartridge) 10114138 USA Jane Lee 4/2/02
Controlled Volume Sealed
MESA 482 Thermal Management System USA Ken Dreier
BellSouth Marconi ASDL Tandem
X-Conn 483 Cabinets USA
Dan Sedlecky, Al
Conn 484 F-Drop Adapter USA McGovern
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
AVCC 464 Fully redundant split system
AVCC 465 Rack Mounted Evaporator
DC Power efficient, Compact CD
Cooler 468 620628 Cooling System 2/12/02 6/15/2001
process to extract air pockets
entrapped in sealant such as
TRLS 469 grease, gel
Use of a room temperature
vulcanizing (RTV) rubber as a
TRLS 470 cast-in-placfe grommet
Improved modular components
and assembly techniques for
terminal blocks (is now part of
TRLS 471 case 487)
Economical Sealing Approach for
terminal block construction (is
TRLS 472 now part of case 487)
Back-Up DC Vent System for
Flex 473 Equipment Enclosure 6/17/03
Molded foam seal for air to air
PHX 474 heat exchanger
Surge protection cartridge with
URLS 475 three-way attachment clip 4/29/03 4/2/2022
use of an over-molded grommets
in environmentally sealing a
terminal block (is now part of
TRLS 476 case 487)
Chip
Cooler 477 Chip Level Impingement Cooling
VTCR-Voltage temperature
MESA 478 Control Relay
Method of sealing plastic heat
exchanger plates into a stack
arrangement either one seal at
PHX 479 a time
Over-voltage Protection System
for Telecommunications IDC
URLS 480 terminal block
Sub-application for tip clip (used
with case 475 surge protection
URLS 481 620642 cartridge) 3/26/2003
Controlled Volume Sealed
MESA 482 Thermal Management System
BellSouth Marconi ASDL Tandem
X-Conn 483 Cabinets
Conn 484 F-Drop Adapter
OPPS PATENTS
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------------
One Dimensional Battery
MESA 485 Restraint System USA Ela Berak
MESA 486 Two Demensional Battery Restrain USA Ela Berak
Dan Sedlecky,
Tom Baum, Gus
TRLS 487 Modular Terminal Block Assembly 10335120 USA Aouf 12/31/02
Improved Pedestal Closure Al McGovern,
Proform 488 Assembly (ProFormNG) USA Jerry Maloney
Plastic Counter Flow Heat
PHX 489 Exchanger USA Rick Fischer
Quarter Turn Slide Assembly Al McGovern,
Proform 490 (Slam Lock) USA Jerry Maloney
Marvin Garcia,
Steve Latham,
MESA 491 MESA Mediafiller USA Mike Cosley
Apparatus for Cooling a Battery Marvin Garcia,
492 in an outdoor equipment cabient 10338341 USA Mike Cosley 1/8/03
Exhaust System for Electronic Mike Cosley,
493 DIV 620643 Equipment Enclosure 10454028 USA Julius Lockhart 6/4/03
DC-DC Converter Including an
494 Ultra Capacitor USA James Giancterino
Overvoltage Protector for Use
Prot CAN w/Data Lines 1248054 588,543 Canada W. Rust, Bonnes 32526
Single Line Arrestor with Ground
Prot CAN Strip 1278431 588,796 Canada Kaczmarek 1/20/89
Line Protector for Communication
Prot CAN Unit 2016652 Canada A. Gilbert, Rust 4/23/90
Terminal Block for Single Line
D8653 Arrestor 4878146 188.353 USA Kaczmarek 4/29/88
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------------
One Dimensional Battery
MESA 485 Restraint System
MESA 486 Two Demensional Battery Restrain
TRLS 487 Modular Terminal Block Assembly
Improved Pedestal Closure
Proform 488 Assembly (ProFormNG)
Plastic Counter Flow Heat
PHX 489 Exchanger
Quarter Turn Slide Assembly
Proform 490 (Slam Lock)
MESA 491 MESA Mediafiller
Apparatus for Cooling a Battery US200300942
492 in an outdoor equipment cabient 63A1 22/05/2003
Exhaust System for Electronic US200301926
493 DIV 620643 Equipment Enclosure 75A1 16/10/2003
DC-DC Converter Including an
494 Ultra Capacitor
Overvoltage Protector for Use Ridout &
Prot CAN w/Data Lines 3/21/89 Maybee
Single Line Arrestor with Ground Ridout &
Prot CAN Strip 3/22/89 Maybee
Line Protector for Communication
Prot CAN Unit Trexler/315
Terminal Block for Single Line
D8653 Arrestor 10/31/89 Trexler
-------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent
Family Number Number Title Number Serial Number Country
-------------------------------------------------------------------------------------------------------------------
Control for a series resonant power
Power 630002 converter 4,727,469 29216 USA
-------------------------------------------------------------------------------------------------------------------
Current Sensing Circuit for use with
Power 630003 decoupled half bridge converter 4,761,727 140874 USA
-------------------------------------------------------------------------------------------------------------------
Power 630004 Frequency controlled preload 4,831,507 242558 USA
-------------------------------------------------------------------------------------------------------------------
Power 630005 Power factor corrction circuit 4,855,890 265327 USA
-------------------------------------------------------------------------------------------------------------------
Power 630006 solid state ringing switch 4,955,053 490068 USA
-------------------------------------------------------------------------------------------------------------------
Power 630007 Voltage controlled preload 5,122,945 693561 USA
-------------------------------------------------------------------------------------------------------------------
Apparatus for temperature
compensating one or more battery
Power 630008 chargers 5,180,962 553228 USA
-------------------------------------------------------------------------------------------------------------------
Full bridge phase displaced resonant transition
circuit for obtaining constant resonant transition
Power 630009 current from 0 phase angle to 180 phase angle 5,563,775 260524 USA
-------------------------------------------------------------------------------------------------------------------
Power 630010 Drive circuit for SCR device 5,654,661 567299 USA
-------------------------------------------------------------------------------------------------------------------
Power supply system including
Power 630011 thermal current limiting protection 5,640,059 576784 USA
-------------------------------------------------------------------------------------------------------------------
Variable bandwidth control for power
Power 630012 factor correction 5,619,405 576620 USA
-------------------------------------------------------------------------------------------------------------------
Circuitry to maintain proper current
Power 630013 transformer operation 5,610,508 260767 USA
-------------------------------------------------------------------------------------------------------------------
Winding construction for use in planar
Power 630014 magnetics 5,559,487 241176 USA
-------------------------------------------------------------------------------------------------------------------
Method for making a litz wire
Power 630015 connection 5,517,755 225909 USA
-------------------------------------------------------------------------------------------------------------------
Modular DC distribution unit and
Power 630028 system 5,726,852 717482 USA
-------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630029 current protection 5,706,157 697239 USA
-------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630054 current protection 6,215,633 09/480979 USA
-------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630055 current protection 6,362,943 09/630715 USA
-------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630102 current protection 6,449,136 09/782122 USA
-------------------------------------------------------------------------------------------------------------------
Power 630040 System level current sensing 5,819,389 726318 USA
-------------------------------------------------------------------------------------------------------------------
Reset circuit for current transformer
Power 630043 having short reset interval 5,930,123 08/696505 USA
-------------------------------------------------------------------------------------------------------------------
Active clamp used to maintain proper
Power 630044 current transformer operation 5,923,548 08/827235 USA
-------------------------------------------------------------------------------------------------------------------
Energy recovery circuit for use in a
Power 630045 converter 5,864,471 08/827234 USA
-------------------------------------------------------------------------------------------------------------------
Multisided communications
Power 630046 distribution cabinet 5,901,033 08/854894 USA
-------------------------------------------------------------------------------------------------------------------
Multisided communications
distribution cabinet having adjustable
Power 630047 tie rod 5,982,610 09/085854 USA
-------------------------------------------------------------------------------------------------------------------
Power 630048 Modular precharge circuit 5,986,558 09/087241 USA
-------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's
Family Number Number Title Inventor Filing Date Issue Date
------------------------------------------------------------------------------------------------------------------------------
Control for a series resonant power
Power 630002 converter Kammiller 23/03/1987 23/03/1988
------------------------------------------------------------------------------------------------------------------------------
Current Sensing Circuit for use with
Power 630003 decoupled half bridge converter Kammiller 06/01/1988 02/08/1988
------------------------------------------------------------------------------------------------------------------------------
Power 630004 Frequency controlled preload Colley, Kachmarik 12/09/1988 16/05/1989
------------------------------------------------------------------------------------------------------------------------------
Power 630005 Power factor corrction circuit Kammiller 27/10/1988 08/08/1989
------------------------------------------------------------------------------------------------------------------------------
Power 630006 solid state ringing switch Siegmund 16/03/1990 04/09/1990
------------------------------------------------------------------------------------------------------------------------------
Power 630007 Voltage controlled preload Marawi 30/04/1991 16/06/1992
------------------------------------------------------------------------------------------------------------------------------
Apparatus for temperature
compensating one or more battery
Power 630008 chargers Giancaterino, Walsh 16/07/1990 19/01/1993
------------------------------------------------------------------------------------------------------------------------------
Full bridge phase displaced resonant transition
circuit for obtaining constant resonant transition
Power 630009 current from 0 phase angle to 180 phase angle Kammiller 16/06/1994 08/10/1996
------------------------------------------------------------------------------------------------------------------------------
Power 630010 Drive circuit for SCR device Kammiller 05/12/1995 05/08/1997
------------------------------------------------------------------------------------------------------------------------------
Power supply system including Goodlive, Kalivas,
Power 630011 thermal current limiting protection Kammiller 21/12/1995 17/06/1997
------------------------------------------------------------------------------------------------------------------------------
Variable bandwidth control for power
Power 630012 factor correction Kavivas, Kammiller 21/12/1995 08/04/1997
------------------------------------------------------------------------------------------------------------------------------
Circuitry to maintain proper current
Power 630013 transformer operation Kammiller 16/06/1994 11/03/1997
------------------------------------------------------------------------------------------------------------------------------
Winding construction for use in planar
Power 630014 magnetics Butcher, Lee 10/05/1994 24/09/1996
------------------------------------------------------------------------------------------------------------------------------
Method for making a litz wire
Power 630015 connection Wright 08/04/1994 21/05/1996
------------------------------------------------------------------------------------------------------------------------------
Modular DC distribution unit and
Power 630028 system Drabczyk, Trifiletti 20/09/1996 10/03/1998
------------------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630029 current protection Falk, Galecki 26/02/1996 06/01/1998
------------------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630054 current protection Falk, Galecki 10/01/2000 10/04/2001
------------------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630055 current protection Falk, Galecki 02/08/2000 26/03/2002
------------------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630102 current protection Falk, Galecki 13/02/2001 10/09/2002
------------------------------------------------------------------------------------------------------------------------------
Giancaterino, Lock,
Power 630040 System level current sensing Mitchell, Plow 03/10/1996 29/09/1998
------------------------------------------------------------------------------------------------------------------------------
Reset circuit for current transformer
Power 630043 having short reset interval Kammiller 14/08/1996 27/07/1999
------------------------------------------------------------------------------------------------------------------------------
Active clamp used to maintain proper
Power 630044 current transformer operation Kammiller 28/03/1997 13/07/1999
------------------------------------------------------------------------------------------------------------------------------
Energy recovery circuit for use in a
Power 630045 converter Kammiller, Walsh 28/03/1997 26/01/1999
------------------------------------------------------------------------------------------------------------------------------
Multisided communications
Power 630046 distribution cabinet Crawford, Michlovic 13/05/1997 04/05/1999
------------------------------------------------------------------------------------------------------------------------------
Multisided communications
distribution cabinet having adjustable Cleveland, Crawford,
Power 630047 tie rod Michlovic 27/05/1998 09/11/1999
------------------------------------------------------------------------------------------------------------------------------
Power 630048 Modular precharge circuit Crawford, Michlovic 29/05/1998 16/11/1999
------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------------
Control for a series resonant power
Power 630002 converter JDRP 27/03/2007
------------------------------------------------------------------------------------------------------------------------------------
Current Sensing Circuit for use with
Power 630003 decoupled half bridge converter JDRP 06/01/2008
------------------------------------------------------------------------------------------------------------------------------------
Power 630004 Frequency controlled preload JDRP 12/09/2008
------------------------------------------------------------------------------------------------------------------------------------
Power 630005 Power factor corrction circuit JDRP 27/10/2008
------------------------------------------------------------------------------------------------------------------------------------
Power 630006 solid state ringing switch JDRP 16/03/2010
------------------------------------------------------------------------------------------------------------------------------------
Power 630007 Voltage controlled preload JDRP 30/04/2001
------------------------------------------------------------------------------------------------------------------------------------
Apparatus for temperature
compensating one or more battery
Power 630008 chargers JDRP 16/07/2010
------------------------------------------------------------------------------------------------------------------------------------
Full bridge phase displaced resonant transition
circuit for obtaining constant resonant transition
Power 630009 current from 0 phase angle to 180 phase angle JDRP 16/06/2014
------------------------------------------------------------------------------------------------------------------------------------
Power 630010 Drive circuit for SCR device JDRP 05/12/2015
------------------------------------------------------------------------------------------------------------------------------------
Power supply system including
Power 630011 thermal current limiting protection JDRP 21/12/2015
------------------------------------------------------------------------------------------------------------------------------------
Variable bandwidth control for power
Power 630012 factor correction JDRP 21/12/2015
------------------------------------------------------------------------------------------------------------------------------------
Circuitry to maintain proper current
Power 630013 transformer operation JDRP 16/06/2014
------------------------------------------------------------------------------------------------------------------------------------
Winding construction for use in planar
Power 630014 magnetics JDRP 10/05/2014
------------------------------------------------------------------------------------------------------------------------------------
Method for making a litz wire
Power 630015 connection JDRP 08/04/2014
------------------------------------------------------------------------------------------------------------------------------------
Modular DC distribution unit and
Power 630028 system JDRP 20/09/2016
------------------------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630029 current protection JDRP 26/02/2016
------------------------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630054 current protection JDRP 26/02/2016
------------------------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630055 current protection JDRP 26/02/2016
------------------------------------------------------------------------------------------------------------------------------------
Power distribution system with over-
Power 630102 current protection JDRP 26/02/2016
------------------------------------------------------------------------------------------------------------------------------------
Power 630040 System level current sensing JDRP 03/10/2016
------------------------------------------------------------------------------------------------------------------------------------
Reset circuit for current transformer
Power 630043 having short reset interval JDRP 14/08/2106
------------------------------------------------------------------------------------------------------------------------------------
Active clamp used to maintain proper
Power 630044 current transformer operation JDRP 28/03/2017
------------------------------------------------------------------------------------------------------------------------------------
Energy recovery circuit for use in a
Power 630045 converter JDRP 28/03/2017
------------------------------------------------------------------------------------------------------------------------------------
Multisided communications
Power 630046 distribution cabinet JDRP 13/05/2017
------------------------------------------------------------------------------------------------------------------------------------
Multisided communications
distribution cabinet having adjustable
Power 630047 tie rod JDRP 27/05/2018
------------------------------------------------------------------------------------------------------------------------------------
Power 630048 Modular precharge circuit JDRP 29/05/2018
------------------------------------------------------------------------------------------------------------------------------------
MARCONI CONFIDENTIAL Page 1
Individual
Product Case Lawyer's Patent
Family Number Number Title Number Serial Number Country
-----------------------------------------------------------------------------------------------------------------
Power 630049 Stiffened relay rack 6,349,837 09/709843 USA
-----------------------------------------------------------------------------------------------------------------
printed circuit board mounting system
Power 630050 for bullet breakers 6,414,245 09/726364 USA
-----------------------------------------------------------------------------------------------------------------
Power 630051 Battery disconnect system 6,492,745 09/618085 USA
-----------------------------------------------------------------------------------------------------------------
Power 630060 Battery monitoring system 6,498,491 09/766351 USA
-----------------------------------------------------------------------------------------------------------------
Power 630103 Battery monitoring system PCT/US01/1404 PCT
-----------------------------------------------------------------------------------------------------------------
Power 630116 Battery monitoring system 2408376 Canada
-----------------------------------------------------------------------------------------------------------------
Power 630117 Battery monitoring system PA/a2002/0109 Mexico
-----------------------------------------------------------------------------------------------------------------
Telecommunications power
Power 630055 distribution panel 6,358,099 09/703016 USA
-----------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with
Power 630057 bullet connectors 6,359,770 09/703120 USA
-----------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with
Power 630110 bullet connectors PCT/US01/4839 PCT
-----------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with
Power 630124 bullet connectors 2427275 Canada
-----------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with
Power 630125 bullet connectors PA/a2003/0036 Mexico
-----------------------------------------------------------------------------------------------------------------
circuit for obtaining optimum ZVS
operation in a series connected (split)
Power 630061 full bridge USA
-----------------------------------------------------------------------------------------------------------------
Inrush limiting circuit using phase
Power 630062 control USA
-----------------------------------------------------------------------------------------------------------------
Novel coupled inductor with coupling
Power 630063 factor changeable over a wide range USA
-----------------------------------------------------------------------------------------------------------------
Power factor correction circuit for high
Power 630064 voltages USA
-----------------------------------------------------------------------------------------------------------------
Power 630104 Power distribution backplane 09/861148 USA
-----------------------------------------------------------------------------------------------------------------
Power 630114 Power distribution backplane PCT/US02/1428 PCT
-----------------------------------------------------------------------------------------------------------------
Power 630122 Power distribution backplane 2415079 Canada
-----------------------------------------------------------------------------------------------------------------
Power 630123 Power distribution backplane PA/a2003/0004 Mexico
-----------------------------------------------------------------------------------------------------------------
Combined fuse holder and current
Power 630105 monitor 09/861204 USA
-----------------------------------------------------------------------------------------------------------------
Combined fuse holder and current
Power 630112 monitor PCT/US02/1428 PCT
-----------------------------------------------------------------------------------------------------------------
Combined fuse holder and current
Power 630120 monitor 2416047 Canada
-----------------------------------------------------------------------------------------------------------------
Combined fuse holder and current
Power 630121 monitor PA/a2003/0004 Mexico
-----------------------------------------------------------------------------------------------------------------
Power systems, power circuits and
Power 630106 components for power systems 10/152883 USA
-----------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's
Family Number Number Title Inventor Filing Date Issue Date
------------------------------------------------------------------------------------------------------------------------------------
Power 630049 Stiffened relay rack Serban 10/11/2000 26/02/2002
------------------------------------------------------------------------------------------------------------------------------------
printed circuit board mounting system Lopp, Ruess,
Power 630050 for bullet breakers Siegmund 30/11/2000 02/07/2002
------------------------------------------------------------------------------------------------------------------------------------
Power 630051 Battery disconnect system Colley, Giancaterino 17/07/2000 10/12/2002
------------------------------------------------------------------------------------------------------------------------------------
Power 630060 Battery monitoring system Colley, Essi, Garrett, Plow 19/01/2001 24/12/2002
------------------------------------------------------------------------------------------------------------------------------------
Power 630103 Battery monitoring system Colley, Essi, Garrett, Plow 19/01/2001
------------------------------------------------------------------------------------------------------------------------------------
Power 630116 Battery monitoring system Colley, Essi, Garrett, Plow 19/01/2001
------------------------------------------------------------------------------------------------------------------------------------
Power 630117 Battery monitoring system Colley, Essi, Garrett, Plow 19/01/2001
------------------------------------------------------------------------------------------------------------------------------------
Telecommunications power
Power 630055 distribution panel Kolody, Lewis 31/10/2000 19/03/2002
------------------------------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with Estep, Kolody, Lewis,
Power 630057 bullet connectors McWilliams, Trifiletti 31/10/2000 19/03/2002
------------------------------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with Estep, Kolody, Lewis,
Power 630110 bullet connectors McWilliams, Trifiletti 31/10/2000
------------------------------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with Estep, Kolody, Lewis,
Power 630124 bullet connectors McWilliams, Trifiletti 31/10/2000
------------------------------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with Estep, Kolody, Lewis,
Power 630125 bullet connectors McWilliams, Trifiletti 25/04/2003
------------------------------------------------------------------------------------------------------------------------------------
circuit for obtaining optimum ZVS
operation in a series connected (split)
Power 630061 full bridge Kammiller 21/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Inrush limiting circuit using phase
Power 630062 control Kammiller 21/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Novel coupled inductor with coupling
Power 630063 factor changeable over a wide range Kammiller 21/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Power factor correction circuit for high
Power 630064 voltages Kammiller
------------------------------------------------------------------------------------------------------------------------------------
Fattman, Kolody,
Power 630104 Power distribution backplane Lewis, Trifiletti 18/05/2001
------------------------------------------------------------------------------------------------------------------------------------
Fattman, Kolody,
Power 630114 Power distribution backplane Lewis, Trifiletti 06/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Fattman, Kolody,
Power 630122 Power distribution backplane Lewis, Trifiletti 06/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Fattman, Kolody,
Power 630123 Power distribution backplane Lewis, Trifiletti 14/01/2003
------------------------------------------------------------------------------------------------------------------------------------
Combined fuse holder and current Fattman, Kolody,
Power 630105 monitor Lewis, Trifiletti 18/05/2001
------------------------------------------------------------------------------------------------------------------------------------
Combined fuse holder and current Fattman, Kolody,
Power 630112 monitor Lewis, Trifiletti 06/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Combined fuse holder and current Fattman, Kolody,
Power 630120 monitor Lewis, Trifiletti 06/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Combined fuse holder and current Fattman, Kolody,
Power 630121 monitor Lewis, Trifiletti 15/01/2003
------------------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and Elek, Felty, Kammiller,
Power 630106 components for power systems Knurek 21/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Associates Date Number Date
-----------------------------------------------------------------------------------------------------------------------------------
Power 630049 Stiffened relay rack JDRP 10/11/2020
-----------------------------------------------------------------------------------------------------------------------------------
printed circuit board mounting system
Power 630050 for bullet breakers JDRP 30/11/2020
-----------------------------------------------------------------------------------------------------------------------------------
Power 630051 Battery disconnect system JDRP 24/05/2021
-----------------------------------------------------------------------------------------------------------------------------------
Power 630060 Battery monitoring system JDRP 09/05/2020
-----------------------------------------------------------------------------------------------------------------------------------
Power 630103 Battery monitoring system JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Power 630116 Battery monitoring system JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Power 630117 Battery monitoring system JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Telecommunications power
Power 630055 distribution panel JDRP 31/10/2020
-----------------------------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with
Power 630057 bullet connectors JDRP 31/10/2020
-----------------------------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with
Power 630110 bullet connectors JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with
Power 630124 bullet connectors JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Power distribution curcuit board with
Power 630125 bullet connectors JDRP
-----------------------------------------------------------------------------------------------------------------------------------
circuit for obtaining optimum ZVS
operation in a series connected (split)
Power 630061 full bridge JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Inrush limiting circuit using phase
Power 630062 control JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Novel coupled inductor with coupling
Power 630063 factor changeable over a wide range JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Power factor correction circuit for high
Power 630064 voltages JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Power 630104 Power distribution backplane JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Power 630114 Power distribution backplane JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Power 630122 Power distribution backplane JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Power 630123 Power distribution backplane JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Combined fuse holder and current
Power 630105 monitor JDRP
-----------------------------------------------------------------------------------------------------------------------------------
Combined fuse holder and current
Power 630112 monitor JDRP
------------------------------------------------------------------------------------------------------------------------------------
Combined fuse holder and current
Power 630120 monitor JDRP
------------------------------------------------------------------------------------------------------------------------------------
Combined fuse holder and current
Power 630121 monitor JDRP
------------------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and
Power 630106 components for power systems JDRP
------------------------------------------------------------------------------------------------------------------------------------
MARCONI CONFIDENTIAL
Page 2
Individual
Product Case Lawyer's Patent
Family Number Number Title Number Serial Number Country Inventor Filing Date
------------------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and Elek, Felty,
Power 630115 components for power systems PCT/US02/1612 PCT Kammiller, Knurek 21/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and Elek, Felty,
Power 630118 components for power systems 2415235 Canada Kammiller, Knurek 21/05/2002
------------------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and Elek, Felty,
Power 630119 components for power systems PA/a2003/0006 Mexico Kammiller, Knurek 20/01/2002
------------------------------------------------------------------------------------------------------------------------------------
Power 630107 Improved fan guard assembly USA Kammiller
------------------------------------------------------------------------------------------------------------------------------------
Adaptive control system for power Elek, Felty,
Power 630108 conditioning unit USA Kammiller, Knurek
------------------------------------------------------------------------------------------------------------------------------------
Power 630109 Active AC current balance system Elek, Felty,
USA Kammiller, Knurek
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and
Power 630115 components for power systems JDRP
----------------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and
Power 630118 components for power systems JDRP
----------------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and
Power 630119 components for power systems JDRP
----------------------------------------------------------------------------------------------------------------------------------
Power 630107 Improved fan guard assembly JDRP
----------------------------------------------------------------------------------------------------------------------------------
Adaptive control system for power
Power 630108 conditioning unit JDRP
----------------------------------------------------------------------------------------------------------------------------------
Power 630109 Active AC current balance system JDRP
----------------------------------------------------------------------------------------------------------------------------------
MARCONI CONFIDENTIAL Page 3
Friday, December 05, 2003 MARCONI TEST SYSTEMS PATENT STATUS REPORT Page 1
COUNTRY APP # FILING DATE PATENT # ISSUE DATE CAM ATTORNEY REMARKS
------------------------------------------------------------------------------------------------------------------------------------
FAMILY NUMBER: 560043680001 TITLE: METHOD AND APPARATUS FOR DIGITALLY CONTROLLING GAIN IN A INVENTORS:
TALKING PATH BALTHROP, SR., CHRIS A
MUTZABAUGH, PATRICIA K
PORTER, JOHN M
SZCZEBAK, JR., EDWARD J
566898 12/4/95 5,640,433 6/17/97 002 12/17/2004 2nd Maintenance fee due; 12/17/2008 3rd
Maintenance fee due; 9/11/2012 Expiration date
567140 12/4/95 5,652,712 7/29/97 003 1/29/2005 2nd Maintenance fee due; 1/29/2009 3rd
Maintenance fee due; 9/11/2012 Expiration date
------------------------------------------------------------------------------------------------------------------------------------
SCHEDULE 1.24
RETAINED PATENTS
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION
-------------------------------------------------------------------------------------------------
P/62061.USA TDM Switching System
-------------------------------------------------------------------------------------------------
20020032872 System and method for controlling network elements
using softkeys
-------------------------------------------------------------------------------------------------
20020042844 Synchronized sampling on a multiprocessor backplane
via a broadcast timestamp
-------------------------------------------------------------------------------------------------
20020095626 Filtering for timing distribution system in
networking products
-------------------------------------------------------------------------------------------------
20020186718 Multi-layer control interface for clock switching
in a communications element
-------------------------------------------------------------------------------------------------
20020009087 Method and apparatus for manipulating an ATM cell
-------------------------------------------------------------------------------------------------
P/54251.USC ATM Speech Transport
-------------------------------------------------------------------------------------------------
P/54251.USC1 ATM Speech Transport
-------------------------------------------------------------------------------------------------
P/62056.USA Use of ATM Multicast
-------------------------------------------------------------------------------------------------
P/62057.USP UBR Service
-------------------------------------------------------------------------------------------------
P/62058.USA Load Balanced UBR
-------------------------------------------------------------------------------------------------
P/62101.USP Coin Validation Using Wavelets
-------------------------------------------------------------------------------------------------
P/62312.CAP LBO After Tx to Reduce Non-
-------------------------------------------------------------------------------------------------
P/62312.USP LBO After Tx to Reduce Non-
-------------------------------------------------------------------------------------------------
P/63038.USA Protective UBR
-------------------------------------------------------------------------------------------------
P/63111.CAP Clock/Frame Alignment
-------------------------------------------------------------------------------------------------
P/63111.USP Clock/Frame Alignment
-------------------------------------------------------------------------------------------------
P/63201.USA ATM Connections
-------------------------------------------------------------------------------------------------
P/63808.USA Cell Multiplexer
-------------------------------------------------------------------------------------------------
P/63810.USP Digital Cross-Connect Switch
-------------------------------------------------------------------------------------------------
P/63950.USA Gateway and Method
-------------------------------------------------------------------------------------------------
P/63954.USA Dynamic OAM for Connections
-------------------------------------------------------------------------------------------------
5,892,932 Reprogrammable Switching Apparatus and Method
-------------------------------------------------------------------------------------------------
6,345,040 Scalable Scheduled Cell Switch and Method for
Switching
-------------------------------------------------------------------------------------------------
5,825,765 Communication Network Based on ATM for General
Purpose Computers
-------------------------------------------------------------------------------------------------
5,541,918 Method and Apparatus for Manipulating an ATM Cell
-------------------------------------------------------------------------------------------------
5,548,588 Method and Apparatus for Manipulating an ATM Cell
-------------------------------------------------------------------------------------------------
6,108,335 Method and Apparatus for Switching, Multicasting,
Multiplexing and Demultiplexing an ATM Cell
-------------------------------------------------------------------------------------------------
5,875,189 Method and Apparatus for Multicast of ATM Cells
-------------------------------------------------------------------------------------------------
5,323,389 ATM Cell Interface ane Method for Dispatching
-------------------------------------------------------------------------------------------------
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION
--------------------------------------------------------------------------------------------------
an ATM Cell
--------------------------------------------------------------------------------------------------
5,479,401 ATM Cell Interface and Method for Dispatching an
ATM Cell
--------------------------------------------------------------------------------------------------
5,689,512 ATM Cell Interface and Method for Dispatching an
ATM Cell
--------------------------------------------------------------------------------------------------
6,310,879 Method and Apparatus for Multicast of ATM Cells
where Connections can be Dynamically Added or
Dropped
--------------------------------------------------------------------------------------------------
6,282,171 System and Method Regarding Early Packet Discard
and Partial Packet Discard
--------------------------------------------------------------------------------------------------
6,151,321 Method and System for Sending ATM Cells to an ATM
Network from a Host
--------------------------------------------------------------------------------------------------
6,026,090 Method and System for Receiving ATM Cells from an
ATM Network by a Host
--------------------------------------------------------------------------------------------------
6,404,768 Method and Apparatus for Serving ATM Packets/Cells
--------------------------------------------------------------------------------------------------
6,301,251 ATM Communications System, UBR-ABR Gateway and
Method
--------------------------------------------------------------------------------------------------
5,995,511 Digital Network Including Mechanism for Grouping
Virtual Message Transfer Paths having Similar
Transfer Rates..
--------------------------------------------------------------------------------------------------
5,828,879 Method and a Scheduler for Controlling when a
Server Provides Service to a Utility
--------------------------------------------------------------------------------------------------
6,412,005 Method and Apparatus for Providing Service to
Entities
--------------------------------------------------------------------------------------------------
6,039,578 Network Interface Device for Line Testing
--------------------------------------------------------------------------------------------------
5,473,666 Method and Apparatus for Digitally Controlling
Gain in a Talking Path
--------------------------------------------------------------------------------------------------
5,726,506 Hot Insertion Power Arrangement
--------------------------------------------------------------------------------------------------
5,845,115 Method and a scheduler for controlling when a
server provides service with rate control to an
entity
--------------------------------------------------------------------------------------------------
6,108,183 Current limiter
--------------------------------------------------------------------------------------------------
6,427,045 Splice tray for use in splicing fiber optic
cables and housing therefor
--------------------------------------------------------------------------------------------------
6,322,400 Battery termination panel
--------------------------------------------------------------------------------------------------
6,548,753 Flame suppression cabinet
--------------------------------------------------------------------------------------------------
30
SCHEDULE 1.25
Exclusions from Retained Technology
- MESA family enclosure designs, including: sealing, cable routing, frame
mounting, installation
- Enclosure fabrication processes, including: materials, special forming,
fixturing, welding, paint process and assembly techniques
- MESA thermal systems, including: heat exchangers (materials,
construction and performance), duct work, fan (selection, fan
mounting, maintenance), controllers (fan operation & speed, alarms,
etc), door mounted heat exchangers, and temperature compensation
techniques.
- Protection panels & protectors, including: design (materials
construction and performance)
- MESA Config - Copper Connectors, including: design (materials
construction and performance)
- ONU Config - Copper Connectors, including: design (materials
construction and performance)
- OSP - Copper Connectors, including: design (materials construction and
performance)
- Central Office - Copper Connectors, including: design (materials
construction and performance)
- Current limiter systems, including: design (materials construction and
performance)
- Power systems, including: rectifier and DC/DC converter design
(materials construction and performance), distribution design
(materials construction and performance), and controller (rectifier and
charging) design (materials construction and performance)
- DC Power distribution panels and cable systems
- AC power distribution, including: design (materials construction and
performance), bonding & grounding to protect equipment and minimize
ground loop potentials
- Software, firmware & source code for Power control(MCA & PCU) and
environmental control(ECU)
- All J&SD drawings developed by OSPP for the manufacture and assembly of
the Equipped Cabinet.
Accesshub:
All Accesshub Software
31
SCHEDULE 5.1
The exceptions expressly contained in the following schedules qualify the
indicated representations and warranties of Section 5.1 of this Agreement. These
schedules are qualified in their entirety by reference to the provisions of
Section 5.1 of this Agreement and are not intended to constitute, and shall not
be construed as constituting, any representations or warranties of AFC or a
Marconi Entity, except as and to the extent provided in this Agreement.
SCHEDULE 5.1(a)
1. See Items 1, 2, 3, 4 and 5 of Schedule 4.13(e)(i) to the Asset Purchase
Agreement.
32
EXHIBIT E
RESELLER AGREEMENT
FOR
GRANDE COMMUNICATIONS, INC.
This Reseller Agreement ("AGREEMENT") effective as of ____________,
2004 (the "EFFECTIVE DATE") is made and entered into between Marconi
Communications, Inc., a corporation incorporated under the laws of Delaware with
headquarters at 1000 Marconi Drive, Warrendale, Pennsylvania 15086-7502 ("MCI"),
and [Advanced Fibre Access Corporation], a corporation incorporated under the
laws of Delaware ("AFC").
RECITAL
In the event that MCI assigns that certain System Purchase Agreement,
dated as of October 29, 2001, as amended, by and between Grande Communications,
Inc. ("GRANDE") and MCI (such agreement referred to herein as the "SYSTEM
PURCHASE AGREEMENT") to AFC, MCI and AFC wish to provide for MCI to supply
certain products to AFC for resale to Grande, or to supply Grande directly, so
as to allow AFC to fulfill it obligations under the System Purchase Agreement
with respect to such MCI products.
NOW, THEREFORE, intending to be legally bound hereby, MCI and AFC agree
as follows:
1. System Purchase Agreement. MCI shall fulfill purchase orders for MCI's
products as necessary for AFC to fulfill its supply obligations under the System
Purchase Agreement ("PRODUCTS") when received from AFC or from Grande, and
supply such Products and provide corresponding services in accordance with the
terms and conditions in the System Purchase Agreement, including without
limitation the warranty obligations therein with respect to the Products. MCI
agrees to indemnify, defend and hold AFC harmless to the extent that AFC is
subject to claims, suit, or proceedings, or incurs any damages or costs under
the System Purchase Agreement arising from MCI's breach of the foregoing
obligation in this Section 1.
2. Appointment. Subject to the terms and conditions set forth herein,
during the term set forth below in Section 4, MCI hereby appoints AFC as a
reseller of the Products during the term solely to Grande. AFC shall only sell
the Products under this Agreement to Grande pursuant to the terms of the System
Purchase Agreement. As between AFC and Marconi, AFC shall abide by all terms and
conditions in the System Purchase Agreement which are applicable to Grande for
purposes of buying and reselling MCI products to Grande, including without
limitation the purchase price and payment obligations therein with respect to
the Products, provided, however, that the purchase price payable by AFC to MCI
for the purchase of Products shall be five percent (5%) less than the purchase
price which Grande would pay if Grande were to purchase the products from
Marconi pursuant to the System Purchase Agreement.
3. Notification; Remittance. In the event that MCI receives a purchase
order from Grande, MCI shall promptly forward a copy of such purchase order to
AFC. In the event that AFC receives a purchase order that includes the Products,
AFC shall promptly forward such purchase
order to MCI. In the event that AFC receives any payment from Grande for the
Products, AFC shall promptly remit such amounts to MCI.
4. Term. This Agreement shall continue in force for the term of the System
Purchase Agreement. In the event of any breach of this Agreement, the
non-breaching party may terminate this Agreement by giving thirty (30) days
prior written notice to the other party; provided, however, that this Agreement
shall not terminate if the other party has cured the breach prior to the
expiration of such thirty (30) day period. In the event that a party suffers the
institution by or against an insolvency, receivership or bankruptcy proceedings,
an assignment for the benefit of creditors, or dissolution or ceasing to do
business, the unaffected party shall have the right to immediately terminate
this Agreement.
5. Miscellaneous.
5.1 No Third Party Beneficiaries. Except as provided in Article V
with respect to release and indemnity, this Agreement is for the sole benefit of
the parties and their permitted assigns and nothing herein expressed or implied
shall give or be construed to give to any Person, other than the parties, and
such permitted assigns, any legal or equitable rights hereunder, whether as
third party beneficiaries or otherwise.
5.2 Amendments; Assignment. No amendment to this Agreement shall
be effective unless it shall be in writing and signed by each party. Neither
this Agreement nor any of the rights and obligations of a party hereunder shall
be assignable or transferable by such party without the prior written consent of
the other party; provided, however, that this Agreement shall be assignable by
MCI with the prior written consent of Recipient (which consent shall not be
unreasonably withheld, delayed or conditioned) in connection with a sale, by
sale of stock, sale of assets, merger or otherwise, of all or substantially all
of one or more businesses, business units or product lines of MCI.
5.3 Waivers. No failure or delay of any party in exercising any
power or right hereunder shall operate as a waiver thereof, nor shall any single
or partial exercise of any such right or power, or any abandonment or
discontinuance of steps to enforce such a right or power, preclude any other or
further exercise thereof or the exercise of any other right or power. The rights
and remedies of the parties and hereunder are cumulative and are not exclusive
of any rights or remedies which they would otherwise have hereunder. No
provision of this Agreement may be waived except pursuant to a writing executed
by the waiving party.
5.4 Notices. All notices or other communications required or
permitted to be given hereunder shall be in writing and shall be delivered by
hand or sent by facsimile or sent, postage prepaid, by registered, certified or
express mail or reputable overnight courier service and shall be deemed given
when so delivered by hand or facsimile, or if mailed or sent by courier service,
three days after mailing (one business day in the case of express mail or
overnight courier service), as follows (or at such other address for a party as
shall be specified by notice given in accordance with this Section 5.4):
(i) if to MCI,
2
Marconi Communications, Inc.
1000 Marconi Drive
Warrendale, Pennsylvania 15086
Attention: General Counsel-Americas
Facsimile: (724) 742-7645
(ii) if to Recipient,
[Advanced Fibre Access Corporation]
1465 North McDowell Blvd.
Petaluma, California 94954
Attention: General Counsel
Facsimile: (707) 794-7777
5.5 Annex; Interpretation. The headings contained in this
Agreement or any Exhibits hereto are for reference purposes only and shall not
affect in any way the meaning or interpretation of this Agreement. Any matter
set forth in any provision, subprovision, section or subsection of any Exhibit
hereto shall, unless the context otherwise manifestly requires, be deemed set
forth for all purposes of that particular Exhibit. The Exhibits attached hereto
or referred to herein are hereby incorporated in and made a part of this
Agreement as if set forth in full herein. Any capitalized terms used in the
Exhibits but not otherwise defined therein, shall have the meaning as defined in
this Agreement. When a reference is made in this Agreement to an Article or
Section, such reference shall be to an Article or Section of this Agreement
unless otherwise indicated. For all purposes hereof, the terms "include" and
"including" shall be deemed followed by the words "without limitation". The
words "hereof," "herein" and "hereunder" and words of similar import when used
in this Agreement shall refer to this Agreement as a whole and not to any
particular provision of this Agreement. Any agreement, instrument or statute
defined or referred to herein or in any agreement or instrument that is referred
to herein means such agreement, instrument or statute as from time to time
amended, modified or supplemented, including (in the case of agreements or
instruments) by waiver or consent and (in the case of statutes) by succession of
comparable successor statutes and references to all attachments thereto and
instruments incorporated therein. References to a Person are also to its
permitted successors and permitted assigns and, in the case of an individual, to
his or her heirs and estate, as applicable.
5.6 Counterparts. This Agreement may be executed in one or more
counterparts, all of which shall be considered one and the same agreement, and
shall become effective when one or more such counterparts have been signed by
each of the parties and delivered to the other parties.
5.7 Entire Agreement. This Agreement, including the Exhibits
hereto, contains the entire agreement and understanding between the parties with
respect to the subject matter hereof and supersedes all prior agreements and
understandings relating to such subject matter.
5.8 Severability. If any provision of this Agreement or the
application of any such provision to any Person or circumstance shall be held
invalid, illegal or unenforceable in any respect by a court of competent
jurisdiction, such invalidity, illegality or unenforceability shall
3
not affect any other provision hereof, and there shall be deemed substituted for
the provision at issue a valid, legal and enforceable provision as similar as
possible to the provision at issue.
5.9 Consent To Jurisdiction; Waiver of Jury Trial. Each party
hereby (i) agrees that any litigation, proceeding or other legal action in
connection with or relating to this Agreement or any matters contemplated
hereby, shall be brought by any party in a court of competent jurisdiction
located within the County of New York, in the State of New York, whether a state
or federal court; (ii) agrees that in connection with any such litigation,
proceeding or action, such party will consent and submit to personal
jurisdiction in any such court described in clause (i) of this Section 5.9 and
to service of process upon it in accordance with the rules and statutes
governing service of process; (iii) agrees to waive to the full extent permitted
by Law any objection that it may now or hereafter have to the venue of any such
litigation, proceeding or action in any such court or that any such litigation,
proceeding or action was brought in an inconvenient forum; (iv) designates,
appoints and directs CT Corporation System as its authorized agent to receive on
its behalf service of any and all process and documents in any such litigation,
proceeding or action in the County of New York, in the State of New York; (v)
agrees to notify the other party to this Agreement immediately if such agent
shall refuse to act, or be prevented from acting, as agent and, in such event,
promptly to designate another agent in the County of New York, in the State of
New York to serve in place of such agent and deliver to the other party written
evidence of such substitute agent's acceptance of such designation; (vi) agrees
as an alternative method of service to service of process in any such
litigation, proceeding or action by mailing of copies thereof to such party at
its address set forth in Section 5.4; (vii) agrees that any service made as
provided herein shall be effective and binding service in every respect; and
(viii) agrees that nothing herein shall affect the rights of either party to
effect service of process in any other manner permitted by Law. EACH PARTY
HERETO IRREVOCABLY AND ABSOLUTELY WAIVES THE RIGHT TO A TRIAL BY JURY IN ANY
DISPUTE IN CONNECTION WITH, ARISING UNDER OR RELATING TO THIS SERVICES AGREEMENT
OR ANY MATTERS CONTEMPLATED HEREBY, AND AGREES TO TAKE ANY AND ALL ACTION
NECESSARY OR APPROPRIATE TO EFFECT SUCH WAIVER.
5.10 Governing Law. This Agreement shall be governed by and
construed and enforced in accordance with the internal laws of the State of New
York without giving effect to the principles of conflicts of law thereof.
5.11 Limitation of Liability. The parties liability to each other
and any third party shall be limited to the same extent such liability is
limited in the System Purchase Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement
as of the Effective Date.
[ADVANCED FIBRE ACCESS CORPORATION] MARCONI COMMUNICATIONS, INC.
By __________________________________ By __________________________________
Name: _______________________________ Name: _______________________________
Title: ______________________________ Title: ______________________________
4
EXHIBIT F
PATENT ASSIGNMENT
This PATENT ASSIGNMENT (this "Patent Assignment"), effective as of
________________, 200__, is made by and between Marconi Intellectual Property
(Ringfence) Inc., a Delaware corporation with a place of business located at c/o
Marconi Communications, Inc., 3000 Marconi Drive, Warrendale, PA 15086
("Assignor"), and Advanced Fibre Communications, Inc., a Delaware corporation
with a principal place of business located at 1465 North McDowell Blvd.,
Petaluma, CA 94954 ("Assignee").
RECITALS
WHEREAS, Marconi Communications, Inc., a Delaware corporation
("Seller"), Assignor, a wholly-owned subsidiary of Seller, Marconi Corporation
plc, a public limited liability company incorporated in England and Wales
(registered no. 0067307) and Assignee have entered into that certain Asset
Purchase and Sale Agreement dated __________________, 200__ (the "Asset Purchase
Agreement"), pursuant to which the Assignee is acquiring certain assets of
Seller and Assignor;
WHEREAS, Assignor is the owner by assignment of all right, title and
interest in and to the patents and pending patent applications listed on
Schedule A attached hereto (collectively, the "Assigned Patents"); and
WHEREAS, pursuant to the Asset Purchase Agreement, Assignee desires to
acquire the Assigned Patents from Assignor, and Assignor is willing to assign
the Assigned Patents to Assignee in accordance with this Patent Assignment.
NOW, THEREFORE, in consideration for Assignee's performance under the
Asset Purchase Agreement and for other good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, Assignor and Assignee
hereby agree that Assignor, acting through its legal representatives, shall and
does hereby assign, sell and transfer to Assignee, its successors, legal
representatives and assigns, all of Assignor's right, title and interest in, to
and under the Assigned Patents (including all patent disclosures and prosecution
histories in the Assignor's possession pertaining to the Assigned Patents, if
any), and all reissues, divisions, continuations, continuations-in-part and
extensions thereof, and all letters patent of the United States granted thereon
and all reissues, divisions, continuations, continuations-in-part and extensions
thereof (including, without limitation, all proceeds thereof and the rights to
sue for past, present and future infringements), and all applications for
letters patent filed of or for said Assigned Patents, including all reissues,
divisions, continuations, continuations-in-part and extensions thereof, in any
country or countries foreign to the United States, and all letters patent
granted for said Assigned Patents, including all reissues, divisions,
continuations, continuations-in-part and extensions thereof, in any country or
countries foreign to the United States, and hereby authorize and request the
Commissioner of Patents of the United States, and any official
Page 1 of 1
of any country or countries foreign to the United States, whose duty it is to
issue patents on applications as aforesaid, to record Assignee as the owner of
all such Assigned Patents (including foreign patents and patent applications)
and issue all letters patent for said Assigned Patents (including foreign patent
grants) to the said Assignee, as assignee of the Assigned Patents, for the sole
use of Assignee, its successors, legal representatives and assigns, in
accordance with the terms of this Patent Assignment.
[SIGNATURE PAGE FOLLOWS]
Page 2 of 2
IN WITNESS WHEREOF, Assignor and Assignee have caused this Patent
Assignment to be duly executed this ____ day of ______________, 200__.
MARCONI INTELLECTUAL ADVANCED FIBRE
PROPERTY (RINGFENCE) INC. COMMUNICATIONS, INC.
By: _________________________________ By: ________________________________
Name: _______________________________ Name:_______________________________
Title: ______________________________ Title: _____________________________
STATE OF ____________________
COUNTY OF __________________
The foregoing assignment was acknowledged before me on this ___ day of
___________, 200__, by ___________________________________, a _____________
corporation, on behalf of the corporation.
___________________________________
NOTARY PUBLIC
My Commission Expires:_____________
Page 3 of 3
SCHEDULE A
ASSIGNED PATENTS
PATENTS:
Patent No. Issued
PENDING PATENT APPLICATIONS:
Application No.
Page 4 of 4
EXHIBIT G
RELEASE AGREEMENT
RELEASE AGREEMENT (the "Release"), dated as of [________ __],
2004, by and among THE LAW DEBENTURE TRUST CORPORATION P.L.C., a company
incorporated in England and Wales with its registered office at Fifth Floor, 100
Wood Street, London, EC2V 7EX, England (acting in its capacity as Security
Trustee under the STID (as defined below) and the related Security Documents),
MARCONI CORPORATION PLC, a public limited liability company incorporated in
England and Wales (registered no. 0067307) as Issuer, MARCONI COMMUNICATIONS,
INC., a corporation incorporated under the laws of the State of Delaware and an
indirect wholly-owned subsidiary of the Issuer ("Communications") and MARCONI
INTELLECTUAL PROPERTY (RINGFENCE) INC., a corporation incorporated under the
laws of the State of Delaware and a wholly-owned subsidiary of Communications
("Ringfence").
W I T N E S S E T H :
WHEREAS, the Issuer; the Security Trustee; the persons listed
in Schedule 1 thereto as Guarantors; Law Debenture Trust Company of New York as
Senior Note Trustee; JPMorgan Chase Bank as Junior Note Trustee; HSBC Bank
p.l.c. as New Bonding Facility Agent and Escrow Bank; The Bank of New York as
Depositary, Paying Agent and Registrar; the persons listed in Part A of Schedule
2 thereto as Intra-Group Creditors; the persons listed in Part B of Schedule 2
thereto as Intra-Group Borrowers; and the persons listed in Schedule 3 thereto
as New Bonding Facility Banks have entered into that certain Security Trust and
Intercreditor Deed dated May 19, 2003 (as amended, modified or supplemented from
time to time, the "STID") (all capitalized terms used herein and not otherwise
defined herein shall have the respective meanings assigned to such terms by the
STID);
WHEREAS, Communications and Ringfence (together with
Communications, the "Sellers") are each party to certain Security Documents
(including, without limitation, (i) the Security Agreement, dated as of May 19,
2003, between Communications as pledgor and the Security Trustee as secured
party, and (ii) the Security Agreement, dated as of May 19, 2003, between
Ringfence as pledgor and the Security Trustee as secured party) pledging
substantially all of their respective assets in favor of the Security Trustee to
secure obligations arising under the STID and the other Relevant Documents;
WHEREAS, the Sellers wish to sell certain of their encumbered
assets described and listed in Annex I hereto (the "Released Assets") to
[Advanced Fibre Communications, Inc. ("AFC") and Advanced Fibre Communications
North America, Inc. ("AFCNA" and, together with "AFC," the "Purchasers")]
pursuant to an Asset Purchase and Sale Agreement (the "Asset Purchase
Agreement"), dated as of January 5, 2004, by and among [the Purchasers], the
Sellers and the Issuer (such transactions contemplated by the Asset Purchase
Agreement, the "Sale");
WHEREAS, the Issuer has delivered to the Security Trustee a
letter dated [________ __], 2004, (the "Letter") requesting the Security Trustee
to release and discharge the
security created under the Security Documents over the Released Assets, and the
Security Trustee has agreed to do so in compliance with the Relevant Documents
and upon the terms and conditions contained in this Release; and
WHEREAS, the Letter certifies, inter alia, that (i) the Sale
is permitted under the Indentures and (ii) the proceeds of the Sale are to be
applied in accordance with the Indentures and the Escrow Agreement.
NOW, THEREFORE, the parties hereto hereby agree as follows:
1. Upon the occurrence of the Effective Time (as defined
below), all Released Assets shall be unconditionally and irrevocably released
from the applicable Security Documents, and any mortgage, charge, pledge, lien,
security interest or other encumbrance of the Security Trustee on the Released
Assets shall be released and of no further force and effect (without recourse
to, and without any representation or warranty of title on the part of, the
Security Trustee).
2. Upon the occurrence of the Effective Time, the
Security Trustee hereby consents to the filing or recording of such documents or
writings, including, without limitation, UCC-3 financing statements (such UCC-3
financing statements to be in the form set forth in Annex II hereto), as the
Sellers or the Purchasers reasonably deem necessary to publicly evidence the
release of the Released Assets from all mortgages, charges, pledges, liens,
security interests or other encumbrances of the Security Trustee.
3. Except as provided in Section 1 hereof, the Security
Documents shall remain in full force and effect; nothing contained in this
Release shall be construed as a release, waiver, variation or amendment of any
provisions of the Security Documents; and nothing in this Release shall be
construed as a release of the assets (except the Released Assets) over which
security has been granted.
4. The Issuer and the Sellers represent and warrant unto
the Security Trustee, as security trustee for the Secured Creditors, that Annex
I is a complete and accurate list of all assets being sold by the Sellers to the
Purchasers pursuant to the Asset Purchase Agreement.
5. Upon the consummation of the Sale pursuant to the
Asset Purchase Agreement (including, without limitation, receipt by
Communications of $240,000,000 from [AFC] for the Released Assets), this Release
shall become effective as of the point in time immediately prior to such
consummation of the Sale pursuant to the Asset Purchase Agreement (such point in
time being the "Effective Time").
6. The Issuer shall on demand without undue delay pay
(or procure payment) to the Security Trustee the full amount of all costs,
charges, fees and expenses (including legal fees) incurred by the Security
Trustee in connection with the preparation, execution, performance and amendment
of this Release.
7. This Release may be executed in any number of
counterparts and by the different parties hereto on separate counterparts, each
of which counterparts when executed and delivered shall be an original, but all
of which shall together constitute one and the same
-2-
instrument. A complete set of counterparts shall be lodged with the Security
Trustee and the Issuer.
8. THIS RELEASE AND THE RIGHTS AND OBLIGATIONS OF THE
PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW
OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO THE PRINCIPLES OF CONFLICTS OF
LAW THEREOF.
* * *
[SIGNATURE PAGE FOLLOWS]
-3-
IN WITNESS WHEREOF, the parties hereto have caused their duly
authorized officers to execute and deliver this Release as of the date first
written above.
THE LAW DEBENTURE TRUST
CORPORATION P.L.C.,
as Security Trustee
By: _____________________________
Name:
Title:
MARCONI CORPORATION PLC,
as Issuer
By: _____________________________
Name:
Title:
MARCONI COMMUNICATIONS, INC.,
as Seller
By: ________________________________
Name:
Title:
MARCONI INTELLECTUAL PROPERTY
(RINGFENCE) INC.,
as Seller
By: ________________________________
Name:
Title:
-4-
ANNEX I
DESCRIPTION OF RELEASED ASSETS
[This Annex I will consist of one of the following items:
1. Copy of the Asset Purchase Agreement and those portions of the
Disclosure Schedules that are referenced (either directly or
indirectly) in Sections 2.1, 2.2 or 2.4 of the Asset Purchase
Agreement.
2. Excerpt of the Asset Purchase Agreement (consisting of
Sections 2.1, 2.2 and 2.4 thereof, as well as the relevant
defined terms) and those portions of the Disclosure Schedules
that are referenced (either directly or indirectly) in
Sections 2.1, 2.2 or 2.4 of the Asset Purchase Agreement.]
ANNEX II
FORMS OF UCC-3
See attached.
[LOGO]
UCC FINANCING STATEMENT AMENDMENT
FOLLOW INSTRUCTIONS (front and back) CAREFULLY
X.XXXX & PHONE OF CONTACT AT FILER [optional]
--------------------------------------------
b.SEND ACKNOWLEDGMENT TO: (name and address)
--------------------------------------------
--------------------------------------------
THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY
1a. INITIAL FINANCING STATEMENT FILE #
ORIGINAL FILE #: 31275554, ORIGINAL FILE DATE: MAY 19,2003
1b. This FINANCING STATEMENT AMENDMENT is
to be filed [for record] (or recorded)
in the [ ] REAL ESTATE RECORDS.
2. [ ] TERMINATION: Effectiveness of the Financing Statement identified above is
terminated with respect to security interest(s) of the Secured Party
authorizing this Termination Statement.
3. [ ] CONTINUATION: Effectiveness of the Financing Statement identified above
with respect to security interest(s) of the Secured Party authorizing
this Continuation Statement is continued for the additional period
provided by applicable law.
4. [ ] ASSIGNMENT (full or partial): Give name of assignee in item 7a or 7b and
address of assignee in item 7c; and also give name of assignor in item 9.
5. AMENDMENT (PARTY INFORMATION): This Amendment affects [ ] Debtor or
[ ] Secured Party of record. Check only one of these two boxes.
Also check one of the following three boxes and provide appropriate
information in items 6 and/or 7.
[ ] CHANGE name and/or address: Please refer to the detailed instructions in
regards to changing the name/address of a party.
[ ] DELETE name: Give record name to be deleted in item 6a or 6b.
[ ] ADD name: Complete item 7a or 7b, and also item 7c; also complete items
7e-7g (if applicable).
6. CURRENT RECORD INFORMATION:
6a. ORGANIZATION'S NAME
MARCONI COMMUNICATIONS, INC.
OR
6b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
7.CHANGED (NEW) OR ADDED INFORMATION:
7a. ORGANIZATION'S NAME
OR
7b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
7c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY
7d. SEE INSTRUCTIONS ADD'L INFO REORGANIZATION
DEBTOR
7e. TYPE OF ORGANIZATION
7f. JURISDICTION OF ORGANIZATION
7g. ORGANIZATIONAL ID #, if any
[ ] NONE
8. AMENDMENT (COLLATERAL CHANGE): check only one box.
Describe collateral [X] deleted or [ ] added, or give entire [ ] restated
collateral description, or describe collateral [ ] assigned.
THOSE CERTAIN ASSETS TRANSFERRED TO [ADVANCED FIBRE COMMUNICATIONS, INC. AND
ADVANCED FIBRE COMMUNICATIONS NORTH AMERICA, INC.] PURSUANT TO THAT CERTAIN
ASSET PURCHASE AND SALE AGREEMENT, DATED AS OF JANUARY 5,2004, BY AND AMONG
ADVANCED FIBRE COMMUNICATIONS, INC., ADVANCED FIBRE COMMUNICATIONS NORTH
AMERICA, INC., MARCONI COMMUNICATIONS, INC., MARCONI INTELLECTUAL PROPERTY
(RINGFENCE) INC. AND MARCONI CORPORATION PLC.
9. NAME OF SECURED PARTY OF RECORD AUTHORIZING THIS AMENDMENT (name of assignor,
if this is an Assignment). If this is an Amendment authorized by a Debtor
which adds collateral or adds the authorizing Debtor, or if this is a
Termination authorized by a Debtor, check here [ ] and enter name of DEBTOR
authorizing this Amendment.
9a. ORGANIZATION'S NAME
THE LAW DEBENTURE TRUST CORPORATION P.L.C., AS SECURITY TRUSTEE
OR
9b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
10. OPTIONAL FILER REFERENCE DATA
DE-SOS PARTIAL RELEASE
FILING OFFICE COPY-- UCC FINANCING STATEMENT AMENDMENT (FORM UCC3) (REV.
05/22/02)
[LOGO]
UCC FINANCING STATEMENT AMENDMENT
FOLLOW INSTRUCTIONS (front and back) CAREFULLY
X.XXXX & PHONE OF CONTACT AT FILER [optional]
B.SEND ACKNOWLEDGMENT TO: (name and address)
---------------------------------------------
---------------------------------------------
THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY
1a. INITIAL FINANCING STATEMENT FILE #
ORIGINAL FILE #: 31275166, ORIGINAL FILE DATE: MAY, 19,2003
1b. this FINANCING STATEMENT AMENDMENT is to
be filed [for record] (or recorded) in the
[ ] REAL ESTATE RECORDS.
2. [ ] TERMINATION: Effectiveness of the Financing Statement identified above is
terminated with respect to security interest(s) of the Secured Party
authorizing this Termination Statement.
3. [ ] CONTINUATION: Effectiveness of the Financing Statement identified above
with respect to security interest(s) of the Secured Party authorizing
this Continuation Statement is continued for the additional period
provided by applicable law.
4. [ ] ASSIGNMENT (full or partial): Give name of assignee in item 7a or 7b and
address of assignee in item 7c; and also give name of assignor in item 9.
5. AMENDMENT (PARTY INFORMATION): This Amendment affects [ ] Debtor or
[ ] Secured Party of record. Check only one of these two boxes.
Also check one of the following three boxes and provide appropriate
information in items 6 and/or 7.
[ ] CHANGE name and/or address: Please refer to the detailed instructions in
regards to changing the name/ address of a party.
[ ] DELETE name: Give record name to be deleted in item 6a or 6b.
[ ] ADD name: Complete item 7a or 7b, and also item 7c; also complete items
7e-7g (if applicable).
6.CURRENT RECORD INFORMATION:
6a. ORGANIZATION'S NAME
MARCONI INTELLECTUAL PROPERTY (RINGFENCE) INC.
OR
6b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
7.CHANGED (NEW) OR ADDED INFORMATION:
7a. ORGANIZATION'S NAME
OR
7b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
7c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY
7d. SEE INSTRUCTIONS ADD'L INFO REORGANIZATION
DEBTOR
7e. TYPE OF ORGANIZATION
7f. JURISDICTION OF ORGANIZATION
7g. ORGANIZATIONAL ID #, if any
[ ] NONE
8.AMENDMENT (COLLATERAL CHANGE): check only one box.
Describe collateral [X] deleted or [ ] added, or give entire [ ] restated
collateral description, or describe collateral [ ] assigned.
THOSE CERTAIN ASSETS TRANSFERRED TO [ADVANCED FIBRE COMMUNICATIONS, INC. AND
ADVANCED FIBRE COMMUNICATIONS NORTH AMERICA, INC.] PURSUANT TO THAT CERTAIN
ASSET PURCHASE AND SALE AGREEMENT, DATED AS OF JANUARY 5,2004, BY AND AMONG
ADVANCED FIBRE COMMUNICATIONS, INC., ADVANCED FIBRE COMMUNICATIONS NORTH
AMERICA, INC., MARCONI COMMUNICATIONS, INC., MARCONI INTELLECTUAL PROPERTY
(RINGFENCE) INC. AND MARCONI CORPORATION PLC.
9. NAME OF SECURED PARTY OF RECORD AUTHORIZING THIS AMENDMENT (name of assignor,
if this is an Assignment). If this is an Amendment authorized by a Debtor
which adds collateral or adds the authorizing Debtor, or if this is a
Termination authorized by a Debtor, check here [ ] and enter name of DEBTOR
authorizing this Amendment.
9a. ORGANIZATION'S NAME
THE LAW DEBENTURE TRUST CORPORATION P.L.C., AS SECURITY TRUSTEE
OR
9b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
10. OPTIONAL FILER REFERENCE DATA
DE-SOS PARTIAL RELEASE
FILING OFFICE COPY-- UCC FINANCING STATEMENT AMENDMENT (FORM UCC3) (REV.
05/22/02)
EXHIBIT H-1
ALCATEL SUBLICENSE AGREEMENT
This ALCATEL SUBLICENSE AGREEMENT ("Agreement") is entered into
effective as of ________, 2004 ("Effective Date") between Marconi Corporation
plc, a public limited liability company incorporated in England and Wales
(registered no. 0067307) with its registered office is at New Century Park, PO
Box 53, Coventry, CV3 1HJ, United Kingdom ("MARCONI CORPORATION"), and Advanced
Fibre Access Corporation, a corporation incorporated under the laws of Delaware
with its principal place of business located at 1465 North McDowell Blvd.,
Petaluma, California 94954 ("AFAC").
RECITALS
WHEREAS, Marconi Corporation and Alcatel, a French corporation,
("ALCATEL") are parties to a certain Patent Licence Agreement effective as of
April 1, 2002 ("ALCATEL AGREEMENT").
WHEREAS, under the Alcatel Agreement, Alcatel granted to Marconi
Corporation certain license rights in certain patents and patent applications of
Alcatel.
WHEREAS, pursuant to an Asset Purchase and Sale Agreement dated as of
__________________, 2004 (the "ASSET PURCHASE AGREEMENT"), Advanced Fibre
Communications, Inc. and Advanced Fibre Communications North America, Inc. are
acquiring certain assets from Marconi Communications, Inc. ("MCI") and certain
patent applications and issued patents from Marconi Intellectual Property
(Ringfence) Inc., related to the conduct of MCI's North American Access
Business.
WHEREAS, Marconi Corporation has agreed, in connection with the sale of
assets pursuant to the Asset Purchase Agreement, to grant to AFAC a sublicense
under the license granted by Alcatel to Marconi Corporation as described above.
NOW, THEREFORE, in consideration of the mutual premises and covenants
set forth herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows.
1. DEFINITIONS. The capitalized terms used in this Agreement shall have
the meanings set forth elsewhere in this Agreement or the following meanings, as
the case may be.
1.1 "ACCESS BUSINESS" means the Access Business, as defined in the
Asset Purchase Agreement.
1.2 "AFFILIATE" means, with respect to any specified Person, any
other Person which, directly or indirectly, controls, is under common control
with, or is controlled by, such specified Person. The term "control" as used in
the preceding sentence means, with respect to a corporation, the right to
exercise, directly or indirectly, more than fifty percent (50%) of the voting
rights attributable to the shares of such corporation, or with respect to any
Person other
than a corporation, the possession, directly or indirectly, of the power to
direct or cause the direction of the management or policies of such Person.
1.3 "ALCATEL LICENSED PATENTS" means (a) every patent application
(including utility models but excluding design patents and design registrations)
filed on or before April 1, 2002 and subsisting in any country of the world; and
(b) every patent (including utility models but excluding design patents and
design registrations) granted or having enforceable rights in any country of the
world based on any applications filed or claiming the benefit of applications
filed on or before April 1, 2002, including any re-issue or renewals of and any
extensions of the exclusivity granted in connection with such patents; which are
owned by Alcatel or any of its Related Companies and, in this definition,
applications shall include any continuation applications, divisional
applications or continuation-in-part applications relating to such patent
applications and any national or international patent applications claiming
priority from such patent applications anywhere in the world.
1.4 "CLOSING DATE" means the Closing Date, as defined in the Asset
Purchase Agreement.
1.5 "COUNTERPART" in reference to SECTION 2.3, means, in relation
to Guinand (as defined hereinafter), any corresponding patent or utility model
and any corresponding national or international patent application or utility
model application, in each case whether or not claiming the same priority as
Guinand, including any divisional application, continuation application,
continuation-in part application, re-issue patent, renewed patent and any
extension of the exclusivity granted in connection with any such patent, in each
case in any country of the world.
1.6 "LICENSED PRODUCTS" means any telecommunications system and
any hardware and/or software part thereof, including without limitation,
switching, routing, access, end-user or control equipment for the fixed line,
wireless or mobile networks together with all accessories, when primarily
designed for providing telecommunications services, and including equipment for
use in, without limitation, SDH, SONET, ATM, DLC, ADSL and TETRA
telecommunications networks, but excluding stand-alone optical components.
1.7 "LICENSED SERVICES" means any services relating to the
development, supply, installation, use or maintenance of any Licensed Products.
1.8 "PERSON" means any individual, corporation, proprietorship,
firm, partnership, limited partnership, limited liability company, trust,
association or other entity.
1.9 "PROCEEDING" means a Proceeding, as defined in the Asset
Purchase Agreement.
1.10 "RELATED COMPANIES", as defined in the Alcatel Agreement and
used herein, means, in relation to MCI or Alcatel, the subsidiary undertakings
of that company, any parent undertaking of that company and all other subsidiary
undertakings of that parent undertaking from time to time during the term of the
Alcatel Agreement or this Agreement, where the term "subsidiary undertaking" and
"parent undertaking" shall have the meanings given to them in Section 258 of the
Companies Act 1985 (UK).
1.11 "TETRA EQUIPMENT FOR THE U.S. MARKET" means TETRA radio
terminals and
2
TETRA infrastructure equipment made in accordance with the European
Telecommunication Standardization Institute (ETSI) TETRA standards and which
fall within the scope of any Alcatel Licensed Patent declared by Alcatel to be
essential to those ETSI standards and which is or are made, sold or offered for
sale, or otherwise disposed of, transferred or distributed in the territory of
the United States, Canada or Mexico by the Access Business.
2. SUBLICENSE.
2.1 SUBLICENSE GRANT. Subject to the other provisions of this
Agreement, Marconi Corporation hereby grants to AFAC solely for the benefit of
the Access Business a personal, nonexclusive, non-transferable (except as set
forth in SECTION 6.5), royalty free, worldwide, fully paid up sublicense under
the Alcatel Licensed Patents to (a) make, keep, have made, use, lease, sell,
offer for sale or otherwise dispose of and import (and practice methods and
processes for the manufacture and use of) any or all Licensed Products and (b)
provide any of the Licensed Services. In light of prior agreements and
obligations concerning the licensing of Alcatel patent rights in the field of
tetra radio equipment, it is specifically understood and agreed that the
Licensed Products shall not include TETRA Equipment for the U.S. Market. In the
event that such rights revert to Alcatel or its Related Companies, Alcatel is
obligated, within 30 days of such reversion, to inform Marconi Corporation
thereof, and Marconi Corporation will inform AFAC thereof within 30 days
thereafter, and the sublicense granted to AFAC hereunder shall be extended to
permit the Licensed Products to include TETRA Equipment for the U.S. Market.
2.2 RESTRICTIONS. The sublicense granted in this Agreement shall
not extend to any products or services which have been produced or supplied by
AFAC prior to the Closing Date or to any developments or evolutions thereof
subsequently developed by AFAC provided that, for the avoidance of doubt, the
sublicense granted in this Agreement shall extend to: (a) any Licensed Products
or Licensed Services which have been produced or supplied by the Access Business
prior to the Closing Date and which are the same or substantially similar to any
such products or services of AFAC; (b) any Licensed Products or Licensed
Services which are subsequently developed by or on behalf of the Access Business
after the Closing Date and which are the same or substantially similar to any
such products or services of AFAC; and/or (c) any other Licensed Products or
Licensed Services which the Access Business may subsequently develop or have
developed. In addition, AFAC is expressly prohibited from challenging the
validity of, or applying to revoke, any of the Alcatel Licensed Patents
sublicensed under this Agreement.
2.3 TERM OF SUBLICENSE. This Agreement, and the sublicense granted
in this Agreement, shall, unless terminated earlier pursuant to SECTION 4,
continue until the earlier of: (a) five (5) years from the Closing Date; (b)
March 31, 2009; and (c) the expiry of the last of the Alcatel Licensed Patents.
The sublicense granted to AFAC with respect to European Patent 0,440,128
("GUINAND") and any and all Counterparts thereto shall survive the expiration
(but not the earlier termination) of this Agreement and sublicenses granted
herein, and shall subsist for the full unexpired term of Guinand and any
Counterparts thereto, notwithstanding the expiration of this Agreement.
3
3. REPRESENTATIONS AND WARRANTIES.
3.1 REPRESENTATIONS OF MARCONI CORPORATION.
(a) Marconi Corporation hereby represents and warrants to AFAC
that (i) no consents or approvals of third parties, including without limitation
Alcatel, are necessary for Marconi Corporation to grant to AFAC the sublicense
to the Alcatel Licensed Patents under this Agreement; (ii) Marconi Corporation
has the right to enter into this Agreement and grant the sublicense granted in
this Agreement; (iii) Marconi Corporation will not be in breach of any Contract
(as defined in the Asset Purchase Agreement) as a result of Marconi Corporation
entering into this Agreement or granting the sublicense granted by it under this
Agreement; and (iv) no license fees or royalties are payable by AFAC in
consideration for the grant or exercise of the sublicense granted under this
Agreement.
(b) Marconi Corporation hereby represents and warrants that: (i)
the sublicense granted under this Agreement in SECTION 2.1, taking into
consideration any and all terms and conditions of this Agreement, including
without limitation the definitions of the terms "Access Business," "Licensed
Products," "Licensed Services" and "Alcatel Licensed Patents" and the
restrictions imposed by SECTION 2.2, only restricts AFAC's right to use
Alcatel's intellectual property rights licensed to Marconi Corporation in the
Alcatel Agreement in connection with AFAC's operation of the Access Business as
much as is required by the terms of the Alcatel Agreement; (ii) the duration of
the sublicense granted under this Agreement is as long a term as it is possible
for Marconi Corporation to grant to AFAC under the terms of the Alcatel
Agreement; (iii) Marconi Corporation's rights in this Agreement to terminate
this Agreement and the sublicense granted to AFAC under this Agreement are only
such rights as are required to comply with the terms of the Alcatel Agreement;
and (iv) the restrictions in this Agreement on AFAC's right to assign, transfer
or convey this Agreement and the rights and obligations of AFAC under this
Agreement are only such restrictions as are required to comply with the terms of
the Alcatel Agreement. If Marconi Corporation breaches the representations and
warranties under this SECTION 3.1(b), then, as AFAC's sole and exclusive remedy
for such breach, and Marconi Corporation's sole and exclusive liability for such
breach, this Agreement shall be automatically deemed to grant to AFAC (effective
as of the Closing Date) the sublicense with the broadest possible scope, the
longest possible duration, and the broadest possible assignment rights of AFAC
as are permitted by the Alcatel Agreement for the use of Alcatel's intellectual
property rights that are licensed to Marconi Corporation in the Alcatel
Agreement in connection with AFAC's operation of the Access Business, and
Marconi Corporation's rights to terminate this Agreement and the sublicense
granted to AFAC under this Agreement will be only such termination rights as are
required to comply with the terms of the Alcatel Agreement.
(c) Marconi Corporation hereby represents and warrants that the
terms and conditions of the Alcatel Agreement do not, and do not provide Alcatel
with any right to, terminate the Alcatel Agreement or otherwise restrict, limit
or alter Marconi Corporation's rights and obligations under the Alcatel
Agreement in the event that Marconi Corporation or any of its Affiliates (i)
files for bankruptcy, (ii) becomes insolvent, (iii) is adjudged as insolvent or
bankrupt, (iv) has any proceedings instituted against it seeking relief,
reorganization or arrangement under any laws relating to insolvency, or for the
making of any assignment for the benefit of creditors, (v) has a receiver,
liquidator or trustee appointed for its property or assets,
4
(vi) liquidates, dissolves or winds up its business, or (vii) experiences any
similar event or proceeding under applicable laws; provided, however, that in
the event that any of the following events occurs in relation to Marconi
Corporation: (x) an arrangement pursuant to either section 1 of the Insolvency
Act 1986 or section 425 of the Companies Act 1985 is approved between Marconi
Corporation and its creditors; (y) a receiver or administrative receiver is
appointed over the whole or any substantial part of the assets of Marconi
Corporation or an order is made or a resolution passed for the appointment of an
administrator or the winding up of Marconi Corporation (other than for the
purpose of a solvent reconstruction or amalgamation); or (z) any event occurs in
relation to Marconi Corporation which corresponds with the foregoing events in
any country in which Marconi Corporation carries on business or has assets,
Alcatel shall be entitled to terminate the Alcatel Agreement by serving written
notice on Marconi Corporation once a period of ninety (90) days has elapsed from
the occurrence of any of the events listed in (x) to (z) above and provided that
one or more payment dates have been accelerated in accordance with the Alcatel
Agreement and payment of the outstanding sums due has not been made in full to
Alcatel.
3.2 DISCLAIMER. NEITHER MARCONI CORPORATION NOR ALCATEL, NOR ANY
OF THEIR RESPECTIVE RELATED COMPANIES, MAKES ANY REPRESENTATIONS, EXTENDS ANY
WARRANTIES OF ANY KIND, ASSUMES ANY RESPONSIBILITY OR OBLIGATIONS WHATEVER, OR
CONFERS ANY RIGHT BY IMPLICATION, ESTOPPEL OR OTHERWISE, OTHER THAN THE
LICENSES, RIGHTS AND WARRANTIES HEREIN EXPRESSLY GRANTED.
4. TERMINATION.
4.1 BREACH. Without prejudice to SECTION 2.2 above, in the event
of a material breach of this Agreement by AFAC, Marconi Corporation may, in
addition to any other remedies that it may have, at any time terminate this
Agreement and rights granted hereunder by not less than one (1) month's written
notice specifying such breach, unless within the period of such notice all
breaches specified therein shall have been remedied; provided that in the event
of AFAC's breach of the prohibition in SECTION 2.2 which prohibits AFAC from
challenging the validity of, or applying to revoke, any of the Alcatel Licensed
Patents sublicensed under this Agreement, then Marconi Corporation may, in
addition to any other remedies that it may have, at any time terminate this
Agreement immediately upon written notice to AFAC.
4.2 VOLUNTARY TERMINATION. By written notice to Marconi
Corporation, AFAC may terminate with immediate effect all or a specified portion
of the sub-licenses and rights granted to it hereunder. Such notice shall
specify the effective date of such termination and shall clearly specify any
affected patent, invention or product.
4.3 EFFECT OF TERMINATION. Upon the expiry or termination of this
Agreement for whatever reason all rights and licenses granted under this
Agreement shall immediately cease. The expiry or termination of this Agreement
shall not affect any rights or liabilities of the parties arising under this
Agreement prior to such expiry or termination. SECTIONS 4 and 6 will survive the
termination or expiry of this Agreement for whatever reason. The extended
sublicense granted under SECTION 2.3 with respect to Guinand shall continue in
force upon the expiry of this Agreement but, for the avoidance of doubt, shall
cease upon earlier termination.
5
5. NOTICE OF ALCATEL DISPUTES. Marconi Corporation shall provide AFAC with
prompt written notice if Marconi Corporation becomes aware of any assertion by
Alcatel or any other party that (a) Marconi Corporation is in breach of this
Agreement, including without limitation an assertion that AFAC is not
sublicensed under this Agreement with respect to the Alcatel Licensed Patents
for any activity that the sublicense granted in this Agreement covers by its
stated terms, or (b) Marconi Corporation is in breach of the Alcatel Agreement
but only with respect to an assertion under the Alcatel Agreement that may
reasonably have a material adverse affect on the sublicense granted to AFAC
under this Agreement.
6. GENERAL PROVISIONS.
6.1 APPLICABLE LAW; DISPUTE RESOLUTION. This Agreement shall be
governed by and construed and enforced in accordance with the internal laws of
the State of New York without giving effect to the principles of conflicts of
law thereof, except to the extent that it concerns a matter of interpretation of
the terms and conditions of the Alcatel Agreement, in which case this Agreement
shall to the extent of the interpretation of the terms and conditions of the
Alcatel Agreement be governed by, construed, and enforced in accordance with the
laws of England without regard to principles respecting conflicts of laws. The
parties agree that any litigation, Proceeding (as defined in the Asset Purchase
Agreement) or other legal action in connection with or relating to this
Agreement or any matters contemplated hereby shall be brought in accordance with
the terms and provisions of SECTION 13.16 of the Asset Purchase Agreement, which
terms and provisions are hereby incorporated into this Agreement by this
reference.
6.2 SEVERABILITY. If any provision of this Agreement shall be held
invalid, illegal or unenforceable, the validity, legality or enforceability of
the other provisions hereof shall not be affected thereby, and there shall be
deemed substituted for the provision at issue a valid, legal and enforceable
provision as similar as possible to the provision at issue.
6.3 BANKRUPTCY CODE. The parties acknowledge and agree that this
Agreement is a contract under which Marconi Corporation is a licensor and AFAC
is a licensee of rights to intellectual property as provided in Section 365(n)
of Title 11, United States Code.
6.4 WAIVER. No term or provision hereof shall be deemed waived and
no breach or default shall be deemed consented to unless such waiver or consent
shall be specifically set forth in writing and signed by the party claimed to
have waived or consented.
6.5 ASSIGNMENT. This Agreement shall be binding upon and inure to
the benefit of the parties and their respective successors and permitted
assigns. AFAC may not assign, convey or transfer any of AFAC's rights or
obligations hereunder without obtaining the prior written consent of Marconi
Corporation. The assignment of any rights or obligations under this Agreement to
any permitted assignee is conditioned upon such permitted assignee agreeing in
writing to be bound by the terms and conditions of this Agreement. Any
assignment, transfer or conveyance of any rights or obligations under this
Agreement in violation of this SECTION 6.5 shall be void.
6.6 CONSTRUCTION. The parties and their respective counsel have
reviewed and negotiated the terms of this Agreement. This Agreement is the joint
work product of the parties
6
hereto and their respective counsel. Accordingly, this Agreement shall not be
construed against the drafting party.
6.7 NOTICES. Any notice, request, instruction or other document to
be given hereunder by a party hereto shall be in writing and shall be deemed to
have been given, (i) when received if given in person or by courier or a courier
service, or (ii) on the date of transmission if sent by facsimile transmission
(receipt confirmed) on a business day during the normal business hours of the
intended recipient, and if not so sent on such a day and at such a time, on the
following business day:
(a) If to AFAC, addressed as follows:
Advanced Fibre Access Corporation
1465 North McDowell Blvd.
Petaluma, California 94954
Attention: General Counsel
Facsimile: (707) 794-7777
with a copy to:
Pillsbury Winthrop LLP
50 Fremont Street
San Francisco, California 94105
Attention: Blair W. White
Facsimile: (415) 983-1200
(b) If to Marconi Corporation, addressed as follows:
Marconi Corporation plc
Marrable House
The Vineyards
Great Baddow
Chelmsford
Essex CM2 7QS
England
Attention: Colin Hoste
Facsimile: (44) 1245 707610
with copies to:
Mayer, Brown, Rowe & Maw LLP
190 South LaSalle Street
Chicago, Illinois 60603
Attention: Paul M. Crimmins
7
Facsimile: (312) 701-7711
Marconi Communications, Inc.
1000 Marconi Drive
Warrendale, Pennsylvania 15086
Attention: General Counsel - Americas
Facsimile: (724) 742-7100
or to such other individual or address as a party hereto may designate for
itself by notice given as herein provided.
6.8 NO THIRD PARTY BENEFICIARIES. This Agreement is solely for the
benefit of the parties hereto, and no provision of this Agreement shall be
deemed to confer upon other third parties any remedy, claim, liability,
reimbursement, cause of action or other right.
6.9 COUNTERPARTS. This Agreement may be executed in counterparts,
each of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
6.10 ENTIRE AGREEMENT. This Agreement constitutes the entire
agreement between the parties hereto relating to the subject matter hereof and
supersedes and preempts any prior understandings, agreements, representations or
statements of any kind, oral or written, that may have related to the subject
matter hereof in any way. The parties also understand, acknowledge and agree
that unless otherwise specified in a written instrument signed by each party no
additional terms or changes to these terms shall be valid or binding on the
parties.
6.11 TAXES. Each party shall be responsible for the payment of its
own tax liability arising from this transaction.
6.12 COMPLIANCE WITH LAWS. Each party shall comply with all
applicable laws, governmental orders and regulations in the exercise of such
party's rights and obligations under this Agreement.
6.13 CONFIDENTIALITY OF TERMS.
(a) Notwithstanding the terms and provisions of SECTION 6.9 of the
Asset Purchase Agreement, neither party shall disclose any of the terms and
conditions of this Agreement without the written consent of the other party,
unless such disclosure is:
(i) in response to a valid order of a court or other
governmental body of the United States or The United Kingdom or any political
subdivision of either of the foregoing countries; provided, however, that the
disclosing party shall have given prior notice to the other party and made a
reasonable effort to obtain a protective order requiring that the information so
disclosed be used only for the purposes for which the order was issued; or
8
(ii) otherwise required by law, including making any
filing with a Governmental Authority (as such term is defined in the Asset
Purchase Agreement) that is required in connection with the consummation of the
transactions contemplated hereby; or
(iii) necessary to determine and/or enforce rights under
this Agreement; or
(iv) necessary for use by outside accountants and legal
advisors.
(b) Notwithstanding the foregoing:
(i) either party and its Related Companies shall be
entitled to make statements to their customers in the normal course of business
to confirm the existence of this Agreement and the rights of the party in
respect to rights under one or more patents licensed hereunder but shall have no
right to disclose any of the financial arrangements or terms of this Agreement;
and
(ii) nothing in this SECTION 6.13 shall prevent any party
or its Affiliates (as such term is defined in the Asset Purchase Agreement) or
any other Person (as such term is defined in the Asset Purchase Agreement) from
(i) making any public announcement or disclosure required by the rules of any
stock exchange, the Panel on Takeovers and Mergers, the UKLA or any other law or
judgment (in which case the party required to make the disclosure shall promptly
notify the other parties and give such parties a reasonable opportunity to
oppose such disclosure or request confidential treatment of such disclosure if
available), (ii) subject to the terms of a confidentiality agreement protecting
the confidentiality of such information, disclosing this Agreement or any of the
Related Agreements or their contents or the transactions contemplated hereby or
thereby to (1) current and future officers, directors, employees and
representatives of such party and its Affiliates with a bona fide need to know
such information, (2) current and potential lenders to, investors in and
purchasers of such party or its Affiliates (or any portion thereof) so long as
(A) the due diligence investigation by the lender, investor or purchaser, as
applicable, of such party and its Affiliates is substantially complete, (B) the
definitive agreement with respect to such loan, investment or purchase, as
applicable, is substantially complete and substantially all of the material
terms with respect thereto (including, 1) with respect to a loan, the loan
amount and interest rate, 2) with respect to an investment, the amount to be
invested and the price per security to be issued, and 3) with respect to a
purchase, the purchase price) have been agreed in principle) and (C) the board
of directors (or, in the case of clause 1) below, the senior management) of such
party or its Affiliates (as applicable) and the current and potential lender,
investor or purchaser, as the case may be, have 1) in the case of a loan from a
bank or similar entity that is in the business of lending money, reviewed and
approved the commitment letter or term sheet setting forth the material terms of
such loan and 2) in the case of all other transactions contemplated by this
clause (C), been apprised of such transaction and have consented to further
negotiations subject to final board approval, and (iii) those Persons whose
approval, agreement or opinion, as the case may be, is required for consummation
of such particular transaction or transactions, or (c) enforcing its rights
hereunder; and
(iii) Marconi Corporation shall be entitled to disclose the
terms and provisions of this Agreement in confidence to Alcatel.
9
(c) Notwithstanding anything to the contrary in this SECTION 6.13,
either party may disclose to any and all Persons, without limitation of any
kind, the U.S. federal and state tax treatment and tax structure (tax structure
shall mean any fact that may be relevant to understanding the U.S. federal or
state tax treatment of the transaction) contemplated hereby and all materials of
any kind (including opinions or other tax analyses) that are provided to such
party relating to such tax treatment and tax structure except to the extent
maintaining confidentiality of such information is necessary to comply with any
federal or state securities laws.
6.14 INJUNCTIVE RELIEF. The parties agree that irreparable damage
would occur and that the parties would not have any adequate remedy at law in
the event that any of the provisions of SECTIONS 2, 5, 6.13 or 6.15 of this
Agreement were not performed in accordance with their specific terms or were
otherwise breached. It is accordingly agreed that the parties shall be entitled
to an injunction or injunctions to prevent breaches of and to enforce
specifically the terms and provisions of SECTIONS 2, 5, 6.13 and 6.15 of this
Agreement, in addition to any other remedy to which they are entitled at law or
in equity.
6.15 PUBLICITY. Nothing in this Agreement shall be construed as
conferring upon AFAC any right to include in advertising, packaging or other
commercial activities related to any product or service, any reference to
Marconi Corporation or Alcatel (or any of their respective Related Companies) or
their trade names, trademarks or service marks, in a manner which would be
likely to cause confusion or to indicate that such product or service is in any
way certified by Marconi Corporation, Alcatel or their respective Related
Companies.
6.16 RIGHTS OF AFAC AGAINST THIRD PARTIES. There may be countries
in which AFAC may have, as a consequence of this Agreement, rights against
infringers of the Alcatel Licensed Patents sublicensed hereunder. AFAC hereby
waives any such right it may have by reason of any third party's infringement or
alleged infringement of any such patents.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first written above.
MARCONI CORPORATION PLC ADVANCED FIBRE
ACCESS CORPORATION
By:________________________________ By:________________________________
Name:______________________________ Name:______________________________
Title:_______________________________ Title:______________________________
10
EXHIBIT H-2
LUCENT SUBLICENSE AGREEMENT
This LUCENT SUBLICENSE AGREEMENT ("Agreement") is entered into
effective as of ________, 2004 ("Effective Date") between Marconi Corporation
plc, a public limited liability company incorporated in England and Wales
(registered no. 0067307) with its registered office is at New Century Park, PO
Box 53, Coventry, CV3 1HJ, United Kingdom ("MARCONI CORPORATION"), and Advanced
Fibre Access Corporation, a corporation incorporated under the laws of Delaware
with its principal place of business located at 1465 North McDowell Blvd.,
Petaluma, California 94954 ("AFAC").
RECITALS
WHEREAS, Marconi Corporation and Lucent Technologies GRL Corporation
("LUCENT-GRL") are parties to a certain Patent License Agreement effective as of
January 1, 2001 ("LUCENT AGREEMENT").
WHEREAS, under the Lucent Agreement, Lucent-GRL granted to Marconi
Corporation certain license rights in certain patents of Lucent-GRL.
WHEREAS, pursuant to an Asset Purchase and Sale Agreement dated as of
__________________, 2004 (the "ASSET PURCHASE AGREEMENT"), Advanced Fibre
Communications, Inc. . and Advanced Fibre Communications North America, Inc. are
acquiring certain assets from Marconi Communications, Inc. ("MCI") and certain
patent applications and issued patents from Marconi Intellectual Property
(Ringfence) Inc., related to the conduct of MCI's North American Access
Business.
WHEREAS, Marconi Corporation has agreed, in connection with the sale of
assets pursuant to the Asset Purchase Agreement, to grant to AFAC a sublicense
under the license granted by Lucent-GRL to Marconi Corporation as described
above.
NOW, THEREFORE, in consideration of the mutual premises and covenants
set forth herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows.
1. DEFINITIONS. The capitalized terms used in this Agreement shall have
the meanings set forth elsewhere in this Agreement or the following meanings, as
the case may be.
1.1 "ACCESS BUSINESS" means the Access Business, as defined in the
Asset Purchase Agreement.
1.2 "AFFILIATE" means, with respect to any specified Person, any
other Person which, directly or indirectly, controls, is under common control
with, or is controlled by, such specified Person. The term "control" as used in
the preceding sentence means, with respect to a corporation, the right to
exercise, directly or indirectly, more than fifty percent (50%) of the voting
rights attributable to the shares of such corporation, or with respect to any
Person other
than a corporation, the possession, directly or indirectly, of the power to
direct or cause the direction of the management or policies of such Person.
1.3 "CLOSING DATE" means the Closing Date, as defined in the Asset
Purchase Agreement.
1.4 "GROSS REVENUES FROM ACCESS BUSINESS" means all worldwide
revenues of AFAC from the Access Business after the Closing Date associated with
either the manufacture, the sale, lease or furnishing, import or export or
putting into use any and all Licensed Products and Services in all countries of
the world as reported in the Semi-Annual Interim Report, Annual Report, and/or
public filings released one quarter year prior to the semiannual report date, or
otherwise, as outlined in this Agreement.
1.5 "LICENSED PRODUCTS AND SERVICES" means all products, other
than Specified Products, and services of the kinds which are furnished or used
by Marconi Corporation or any of its Related Companies in the operation of the
business in which Marconi Corporation or any of such companies is engaged as of
the Lucent Agreement Execution.
1.6 "LUCENT AGREEMENT EXECUTION" means the date that the last of
Lucent-GRL and Marconi Corporation signed the Lucent Agreement.
1.7 "LUCENT-GRL PATENTS" means every patent (including utility
models but excluding design patents and design registrations) granted or having
enforceable rights in any country of the world based on any applications filed
or claiming the benefit of applications filed as of January 31, 2001 in which
Lucent-GRL, or any company that is a Related Company of Lucent-GRL, has the
right to grant licenses of the type granted in the Lucent Agreement, as of the
date of Lucent Agreement Execution, but only to the extent of such right.
1.8 "NON ZERO DISPERSION FIBER (NZDF)" means an Optical Fiber
designed to exhibit low chromatic dispersion characteristics over the entire
wavelength range of approximately 1525 to 1565 nanometers (nm) with its zero
dispersion point either above or below the fiber design wavelength window and an
attenuation below 0.35 dB/km and chromatic dispersion of between approximately
0.5 ps/nm-km and 8.0ps/nm-km (positive or negative) at the operating wavelengths
of approximately 1525 nm to 1565 nm. For the purpose of this definition, it
excludes any and all rare earth-doped optical fiber, Raman fiber, dispersion
compensating fiber and dispersion compensating modules, fiber gratings and fiber
granting-based components and devices.
1.9 "OPTICAL FIBER" means optical transmission fiber (including
single mode, multimode, dispersion shifted/flattened and polarization
maintaining) drawn from an optical fiber preform made by vapor phase methods
(including MCVD, PCVD, OVD, VAD or combinations) and/or in combination with
rod-in-tube overcladding methods. Optical Fiber includes, but is not limited to,
single mode optical fiber, multimode fiber, dispersion shifted fiber (including
but not limited to Non-Zero Dispersion Fiber), dispersion flattened fiber, and
polarization maintaining fiber.
1.10 "OPTICAL FIBER CABLE" means optical cable of a design
comprising at least one optical fiber and the associated insulation, sheaths or
other material used in forming such optical
2
fiber into cable form, including any instrumentalities or accessories primarily
adapted for supporting, housing or connecting of such cable, or primarily
adapted for facilitating the handling, installing, maintaining or protecting of
such cable.
1.11 "PERSON" means any individual, corporation, proprietorship,
firm, partnership, limited partnership, limited liability company, trust,
association or other entity.
1.12 "PROCEEDING" means a Proceeding, as defined in the Asset
Purchase Agreement.
1.13 "POWER DEVICES" means a device or an aggregate of devices of
the kind primarily adapted to regulate, convert or transform electrical energy
for use by one or more other devices or any electro-chemical storage device or
magnetic device used to store and/or convert electrical power.
1.14 "RELATED COMPANY" means in relation to any company which is a
party to the Lucent-GRL Agreement, the subsidiary undertakings of that company,
any parent undertaking of that company and all other subsidiary undertakings of
that parent undertaking, as of Lucent Agreement Execution, where the term
"subsidiary undertaking" and "parent undertaking" shall have the meanings given
to them in Section 258 of the Companies Act 1985 (UK).
1.15 "SPECIFIED PRODUCTS" means Power Devices, Optical Fibers and
Optical Fiber Cable.
2. SUBLICENSE.
2.1 SUBLICENSE GRANT. Subject to the provisions of SECTION 2.3,
and receipt of the payment specified in SECTION 4, Marconi Corporation hereby
grants to AFAC solely for the benefit of the Access Business an irrevocable
(except as set forth in SECTION 5), nonexclusive, non-transferable (except as
set forth in SECTION 7.5), worldwide sublicense under the Lucent-GRL Patents to
make, have made, use, lease, offer for sale, sell, and import (and practice
methods and processes for the manufacture and use of) any or all Licensed
Products and Services, other than Specified Products.
2.2 TERM OF SUBLICENSE. This Agreement, and the sublicense granted
in this Agreement, shall, unless terminated earlier pursuant to SECTION 5,
continue until the earlier of: (a) the expiration of the last of the Lucent-GRL
Patents; and (b) as much of such term as Lucent-GRL had the right to grant as of
the date it signed the Lucent Agreement. Additionally, pursuant to the Lucent
Agreement, the Access Business must become a legal entity within sixty (60) days
of the Closing Date for the sublicense granted in this Agreement to be
effective, and the sublicense granted in this Agreement will continue only for
so long as the Access Business remains a "legal entity" as such term is
interpreted under applicable law.
2.3 SCOPE
(a) The licenses granted herein shall convey to any customer of
AFAC, with respect to any product which is sold or leased by AFAC to such
customer, rights to use and resell such product as sold or leased by AFAC
(whether or not as part of a larger combination); provided, however, that no
rights may be conveyed to customers with respect to any invention which is
3
directed to (i) a combination of such product (as sold or leased) with any other
product, (ii) a method or process which is other than the inherent use of such
product itself (as sold or leased), or (iii) a method or process involving the
use of a product to manufacture (including associated testing) any other
product.
(b) The licenses granted herein are not to be construed either (i)
as consent by Marconi Corporation to any act which may be performed by AFAC,
except to the extent impacted by a patent licensed herein to AFAC, or (ii) to
include licenses to contributorily infringe or induce infringement under U.S.
law or a foreign equivalent thereof. Notwithstanding the foregoing, to the
fullest extent that Marconi Corporation can pass such covenant through to AFAC
under this Agreement, Lucent-GRL has agreed for itself and its Related Companies
under the Lucent Agreement that it shall not bring suit or otherwise exercise
any of its other remedies under Lucent-GRL Patents against AFAC for contributory
infringement or inducing infringement unless it has exhausted all remedies under
such patents against the direct infringer for the direct infringement which
gives rise to such contributory or inducing infringement.
(c) The license granted herein shall extend only to those Licensed
Products and Services of the kind actually sold or furnished by the Access
Business prior to the Closing Date and only for the patents sublicensed to AFAC
hereunder which are issued as of the Closing Date. However, any sublicense shall
not extend to any Licensed Products and Services sold or furnished by AFAC other
than the Licensed Products and Services of the Access Business, even if they are
of the same kind or similar to those Licensed Products and Services of the
Access Business, and even if made, sold or provided by the Access Business. Any
payment obligations of Marconi Corporation under the Lucent Agreement shall
continue in effect for all Licensed Products and Services, including the
Licensed Products and Services of the Access Business. Accordingly, AFAC shall
be jointly and severally liable with Marconi Corporation to Lucent-GRL for
royalties payable on account of the Licensed Products and Services of the Access
Business in accordance with the terms and conditions of SECTION 4.
2.4 ABILITY TO PROVIDE LICENSES
(a) It is recognized that certain actions of Lucent-GRL may limit
its ability to provide licenses to Marconi Corporation (and so affect Marconi
Corporation's right to grant sub-licenses) without constituting a breach of the
Lucent Agreement. In particular, (i) prior to the earliest filing of a patent
application disclosing an invention of Lucent-GRL or its Related Companies,
Lucent-GRL or its Related Companies may assign to a third party the title to
patents on such invention, or (ii) prior to the Lucent Agreement Execution,
Lucent-GRL, or its Related Company may have limited by contract their ability to
provide licenses under the Lucent Agreement with respect to certain patents or
technologies.
(b) Marconi Corporation agrees to promptly disclose to AFAC in
writing any action, assignment or other contractual limitation as described in
SECTION 2.4(a) of which Marconi Corporation is aware or becomes aware.
(c) Lucent-GRL's failure to meet any obligation under the Lucent
Agreement, due to the assignment of title to any invention or Lucent-GRL Patent,
or the granting of any licenses in relation thereto, to the governments of the
United States or the United Kingdom or any agency or
4
designee thereof pursuant to a statute or regulation of, or contract with, such
governments or agency thereof, shall not constitute a breach by Marconi
Corporation of this Agreement.
3. REPRESENTATIONS AND WARRANTIES.
3.1 REPRESENTATIONS OF MARCONI CORPORATION.
(a) Marconi Corporation hereby represents and warrants to AFAC
that (i) no consents or approvals of third parties, including without limitation
Lucent-GRL, are necessary for Marconi Corporation to grant to AFAC the
sublicense to the Lucent-GRL Patents under this Agreement; (ii) Marconi
Corporation has the right to enter into this Agreement and grant the sublicense
granted in this Agreement; (iii) Marconi Corporation will not be in breach of
any Contract (as defined in the Asset Purchase Agreement) as a result of Marconi
Corporation entering into this Agreement or granting the sublicense granted by
it under this Agreement; and (iv) except as expressly set forth in SECTION 4 of
this Agreement, no fees or royalties are payable by AFAC or Marconi Corporation
in connection with the grant or exercise of the sublicense granted under this
Agreement, and the terms for AFAC's payment of royalties under this Agreement
are for only those amounts due to Lucent-GRL under the Lucent Agreement that are
directly attributable to AFAC's exercise of the sublicense rights granted
hereunder.
(b) Marconi Corporation hereby represents and warrants that: (i)
the sublicense granted under this Agreement in SECTION 2.1, taking into
consideration any and all terms and conditions of this Agreement, including
without limitation the definitions of the terms "Access Business," "Licensed
Products and Services" and "Lucent-GRL Patents" and the restrictions imposed by
SECTIONS 2.3, and 2.4, only restricts AFAC's right to use Lucent-GRL's
intellectual property rights licensed to Marconi Corporation in the Lucent
Agreement in connection with AFAC's operation of the Access Business as much as
is required by the terms of the Lucent Agreement; (ii) the duration of the
sublicense granted under this Agreement is as long a term as it is possible for
Marconi Corporation to grant to AFAC under the terms of the Lucent Agreement;
(iii) Marconi Corporation's rights in this Agreement to terminate this Agreement
and the sublicense granted to AFAC under this Agreement are only such rights as
are required to comply with the terms of the Lucent Agreement; and (iv) the
restrictions in this Agreement on AFAC's right to assign, transfer or convey
this Agreement and the rights and obligations of AFAC under this Agreement are
only such restrictions as are required to comply with the terms of the Lucent
Agreement. If Marconi Corporation breaches the representations and warranties
under this SECTION 3.1(b), then, as AFAC's sole and exclusive remedy for such
breach, and Marconi Corporation's sole and exclusive liability for such breach,
this Agreement shall be automatically deemed to grant to AFAC (effective as of
the Closing Date) the sublicense with the broadest possible scope, the longest
possible duration, and the broadest possible assignment rights of AFAC as are
permitted by the Lucent Agreement for the use of Lucent-GRL's intellectual
property rights that are licensed to Marconi Corporation in the Lucent Agreement
in connection with AFAC's operation of the Access Business, and Marconi
Corporation's rights to terminate this Agreement and the sublicense granted to
AFAC under this Agreement will be only such termination rights as are required
to comply with the terms of the Lucent Agreement.
(c) Marconi Corporation hereby represents and warrants that the
terms and conditions of the Lucent Agreement do not, and do not provide
Lucent-GRL with any right to, terminate the
5
Lucent Agreement or otherwise restrict, limit or alter Marconi Corporation's
rights and obligations under the Lucent Agreement in the event that Marconi
Corporation or any of its Affiliates (i) files for bankruptcy, (ii) becomes
insolvent, (iii) is adjudged as insolvent or bankrupt, (iv) has any proceedings
instituted against it seeking relief, reorganization or arrangement under any
laws relating to insolvency, or for the making of any assignment for the benefit
of creditors, (v) has a receiver, liquidator or trustee appointed for its
property or assets, (vi) liquidates, dissolves or winds up its business, or
(vii) experiences any similar event or proceeding under applicable laws.
3.2 DISCLAIMER. NEITHER MARCONI CORPORATION NOR LUCENT-GRL, NOR ANY OF
THEIR RESPECTIVE RELATED COMPANIES, MAKES ANY REPRESENTATIONS, EXTENDS ANY
WARRANTIES OF ANY KIND, ASSUMES ANY RESPONSIBILITY OR OBLIGATIONS WHATEVER, OR
CONFERS ANY RIGHT BY IMPLICATION, ESTOPPEL OR OTHERWISE, OTHER THAN THE
LICENSES, RIGHTS AND WARRANTIES HEREIN EXPRESSLY GRANTED.
4. ROYALTY PAYMENT TERMS.
4.1 ROYALTY CALCULATION.
(a) From the Effective Date through December 31, 2004, AFAC shall
pay a royalty directly to Lucent-GRL. This royalty ("ROYALTY") shall be
determined for each semiannual period ending on June 30th and December 31st,
commencing with the semiannual period ending on June 30, 2004, where:
ROYALTY = eight hundredths of one percent (0.080%) of the
Gross Revenues from Access Business for that semiannual
period.
(b) For the time period beginning after December 31, 2004 and
extending through December 31st, 2015, AFAC shall pay directly to Lucent-GRL the
Royalty, for each semiannual period ending on June 30th and December 31st, on
the Gross Revenues from Access Business in accordance with the applicable rate
specified below:
ROYALTY AS A PERCENTAGE OF GROSS
ROYALTY PERIOD REVENUES FROM ACCESS BUSINESS
-------------- -----------------------------
January 1, 2005 - December 31, 2005 0.074%
January 1, 2006 - December 31, 2006 0.062%
January 1, 2007 - December 31, 2007 0.055%
January 1, 2008 - December 31, 2008 0.055%
January 1, 2009 - December 31, 2009 0.049%
January 1, 2010 - December 31, 2010 0.043%
January 1, 2011 - December 31, 2011 0.031%
January 1, 2012 - December 31, 2012 0.031%
January 1, 2013 - December 31, 2013 0.019%
January 1, 2014 - December 31, 2014 0.012%
January 1, 2015 - December 31, 2015 0.012%
6
(d) The receipt by Lucent-GRL of the payments for the periods set
forth in this SECTION 4.1 shall be deemed to fulfil all of the payment
obligations of AFAC with respect to the licenses and rights granted to AFAC
herein and, upon receipt of all such payments up to and including the payment
for the period ending December 31st, 2015, this Agreement shall be considered
paid-up and no further royalty shall be due from AFAC for such licenses and
rights granted herein.
4.2 ACCRUALS
(a) Royalty shall accrue and become payable under SECTION 4.1 upon
the receipt of the applicable Gross Revenues from the Access Business by AFAC.
Obligations to pay royalties under SECTION 4.1 for time periods prior to any
termination of licenses and rights pursuant to SECTION 4 shall survive such
termination and the expiration of any patent licensed hereunder.
(b) Notwithstanding any other provisions hereunder, a royalty
shall accrue and be payable only to the extent that enforcement of AFAC's
obligation to pay such royalty would not be prohibited by applicable law.
(c) No refund, credit or other adjustment of royalty payments
shall be made by Marconi Corporation or Lucent-GRL under this Agreement.
4.3 REPORTS AND PAYMENT
(a) Within sixty (60) days after the end of each semiannual period
ending on June 30th or December 31st, commencing with the semiannual period
ending June 30, 2004 AFAC shall provide to Lucent-GRL a statement certified by a
responsible official of AFAC showing, in a manner acceptable to Lucent-GRL, the
following items for that semiannual period:
(i) the Gross Revenues from Access Business; and
(ii) the amount of Royalty payable thereon.
AFAC shall simultaneously provide a true and complete copy of
such statement to Marconi Corporation. Such reports shall be maintained as
confidential by Lucent-GRL and Marconi Corporation, and shall be used only for
purposes of verifying the Royalty payments due hereunder.
(b) Within such sixty (60) day period, AFAC shall pay, in United
States dollars, directly to Lucent-GRL at the address specified in SECTION 7.7,
the Royalties payable in accordance with such statement. Any conversion to
United States dollars for sales not made in United States Dollars shall be at
the prevailing rate for bank cable transfers as quoted for the last day of such
semiannual period by leading United States banks in New York City dealing in the
foreign exchange market.
(c) Overdue payments hereunder shall be subject to a late payment
charge calculated at an annual rate of two percentage points (2%) over the prime
rate or successive prime rates (as posted in New York City) during delinquency.
If the amount of such charge exceeds the
7
maximum permitted by law, such charge shall be reduced to such maximum.
(d) AFAC shall indemnify and hold harmless Marconi Corporation and
its Related Companies, their respective successors and assigns, and their
respective directors, officers, members, employees, and agents, from and against
any and all liabilities, damages, losses, settlements, penalties, fines, costs
and expenses, including without limitation reasonable attorneys' fees of
whatever kind or nature, to the extent arising from AFAC's failure or delay in
making any of the Royalty payments or providing any of the statements to
Lucent-GRL, as required hereunder. Marconi Corporation shall give AFAC written
notice of the applicable liability, damage, loss, settlement, penalty, fine,
cost or expense within a reasonable time after Marconi Corporation becomes aware
of such liability, damage, loss, settlement, penalty, fine, cost or expense.
Marconi Corporation shall have sole control over the defense and settlement of
any claim for which indemnity is sought provided that AFAC may participate in
any such defense with counsel of its choosing and at its sole expense.
4.4 TAXES
(a) AFAC shall bear all taxes, duties, levies, or similar charges
("TAXES"), including interest and penalties thereon, however designated, imposed
as a result of the operation or existence of this Agreement, including taxes
which AFAC is required to withhold or deduct from payments to Lucent-GRL, except
(i) any net income tax imposed upon Lucent-GRL or any of its Related Companies
by any governmental entity within the United States (the fifty (50) states and
the District of Columbia), and (ii) any tax imposed upon Lucent-GRL by
jurisdictions outside the United States if such tax is allowable as a credit
against the United States income taxes of Lucent-GRL or any of its Related
Companies. In order for the exception in (ii) to be effective, AFAC must furnish
to Lucent-GRL evidence sufficient to satisfy the United States taxing
authorities that such taxes have been paid, such evidence to be furnished to
Lucent-GRL within twenty (20) days of issuance by the local taxing authority.
(b) The provisions of this SECTION 4.4(b) shall only apply if the
evidence referenced in SECTION 4.4(a)(ii) is not provided by AFAC to Lucent-GRL
as specified in that Section in due time. If AFAC is required to bear a tax,
duty, levy, or similar charge pursuant to SECTION 4.4(a) above, AFAC shall pay
such tax, duty, levy or similar charge and any additional amounts as are
necessary to ensure that the net amounts received by Lucent-GRL hereunder after
all such payments or withholdings equal the amounts to which Lucent-GRL is
otherwise entitled under this Agreement as if such tax, duty, levy or similar
charge did not apply.
5. TERMINATION.
5.1 BREACH. Without prejudice to SECTION 2.3 above, in the event
of a material breach of this Agreement by AFAC, Marconi Corporation may, in
addition to any other remedies that it may have, at any time terminate this
Agreement and rights granted hereunder by not less than two (2) month's written
notice specifying such breach, unless within the period of such notice all
breaches specified therein shall have been remedied.
5.2 VOLUNTARY TERMINATION. By written notice to Marconi
Corporation, AFAC may terminate with immediate effect this Agreement or a
specified portion of the sub-licenses and
8
rights granted to it hereunder. Such notice shall specify the effective date of
such termination and shall clearly specify any affected patent, invention or
product.
5.3 EFFECT OF TERMINATION. Upon the expiry or termination of this
Agreement for whatever reason all rights and licenses granted under this
Agreement shall immediately cease. The expiry or termination of this Agreement
shall not affect any rights or liabilities of the parties arising under this
Agreement prior to such expiry or termination. SECTIONS 5 and 7 will survive the
termination or expiry of this Agreement for whatever reason.
6. NOTICE OF LUCENT DISPUTES. Marconi Corporation shall provide AFAC with
prompt written notice if Marconi Corporation becomes aware of any assertion by
Lucent-GRL or any other party that (a) Marconi Corporation is in breach of this
Agreement, including without limitation an assertion that AFAC is not
sublicensed under this Agreement with respect to the Lucent-GRL Patents for any
activity that the sublicense granted in this Agreement covers by its stated
terms, or (b) Marconi Corporation is in breach of the Lucent Agreement but only
with respect to an assertion under the Lucent Agreement that may reasonably have
a material adverse affect on the sublicense granted to AFAC under this
Agreement.
7. GENERAL PROVISIONS.
7.1 APPLICABLE LAW; DISPUTE RESOLUTION. This Agreement shall be
governed by and construed and enforced in accordance with the internal laws of
the State of New York without giving effect to the principles of conflicts of
law thereof. The parties agree that any litigation, Proceeding (as defined in
the Asset Purchase Agreement) or other legal action in connection with or
relating to this Agreement or any matters contemplated hereby shall be brought
in accordance with the terms and provisions of SECTION 13.16 of the Asset
Purchase Agreement, which terms and provisions are hereby incorporated into this
Agreement by this reference.
7.2 SEVERABILITY. If any provision of this Agreement shall be held
invalid, illegal or unenforceable, the validity, legality or enforceability of
the other provisions hereof shall not be affected thereby, and there shall be
deemed substituted for the provision at issue a valid, legal and enforceable
provision as similar as possible to the provision at issue.
7.3 BANKRUPTCY CODE. The parties acknowledge and agree that this
Agreement is a contract under which Marconi Corporation is a licensor and AFAC
is a licensee of rights to intellectual property as provided in Section 365(n)
of Title 11, United States Code.
7.4 WAIVER. No term or provision hereof shall be deemed waived and
no breach or default shall be deemed consented to unless such waiver or consent
shall be specifically set forth in writing and signed by the party claimed to
have waived or consented.
7.5 ASSIGNMENT. This Agreement shall be binding upon and inure to
the benefit of the parties and their respective successors and permitted
assigns. AFAC may not assign, convey or transfer any of AFAC's rights or
obligations hereunder without obtaining the prior written consent of Marconi
Corporation. The assignment of any rights or obligations under this Agreement to
any permitted assignee is conditioned upon such permitted assignee agreeing in
writing to be bound by the terms and conditions of this Agreement. Any
assignment, transfer or
9
conveyance of any rights or obligations under this Agreement in violation of
this SECTION 7.5 shall be void.
7.6 CONSTRUCTION. The parties and their respective counsel have
reviewed and negotiated the terms of this Agreement. This Agreement is the joint
work product of the parties hereto and their respective counsel. Accordingly,
this Agreement shall not be construed against the drafting party.
7.7 NOTICES. Any notice, request, instruction or other document to
be given hereunder by a party hereto shall be in writing and shall be deemed to
have been given, (i) when received if given in person or by courier or a courier
service, or (ii) on the date of transmission if sent by facsimile transmission
(receipt confirmed) on a business day during the normal business hours of the
intended recipient, and if not so sent on such a day and at such a time, on the
following business day:
(a) If to AFAC, addressed as follows:
Advanced Fibre Access Corporation
1465 North McDowell Blvd.
Petaluma, California 94954
Attention: General Counsel
Facsimile: (707) 794-7777
with a copy to:
Pillsbury Winthrop LLP
50 Fremont Street
San Francisco, California 94105
Attention: Blair W. White
Facsimile: (415) 983-1200
(b) If to Marconi Corporation, addressed as follows:
Marconi Corporation plc
Marrable House
The Vineyards
Great Baddow
Chelmsford
Essex CM2 7QS
England
Attention: Colin Hoste
Facsimile: (44) 1245 707610
with copies to:
10
Mayer, Brown, Rowe & Maw LLP
190 South LaSalle Street
Chicago, Illinois 60603
Attention: Paul M. Crimmins
Facsimile: (312) 701-7711
Marconi Communications, Inc.
1000 Marconi Drive
Warrendale, Pennsylvania 15086
Attention: General Counsel - Americas
Facsimile: (724) 742-7100
(c) If to Lucent-GRL, addressed as follows:
Lucent Technologies GRL Corporation
General Post Office
P.O. Box 6219
New York, New York 10087-6219
or to such other individual or address as a party hereto may designate for
itself by notice given as herein provided.
7.8 NO THIRD PARTY BENEFICIARIES. This Agreement is solely for the
benefit of the parties hereto, and no provision of this Agreement shall be
deemed to confer upon other third parties any remedy, claim, liability,
reimbursement, cause of action or other right.
7.9 COUNTERPARTS. This Agreement may be executed in counterparts,
each of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
7.10 ENTIRE AGREEMENT. This Agreement constitutes the entire
agreement between the parties hereto relating to the subject matter hereof and
supersedes and preempts any prior understandings, agreements, representations or
statements of any kind, oral or written, that may have related to the subject
matter hereof in any way. The parties also understand, acknowledge and agree
that unless otherwise specified in a written instrument signed by each party no
additional terms or changes to these terms shall be valid or binding on the
parties.
7.11 TAXES. Each party shall be responsible for the payment of its
own tax liability arising from this transaction.
7.12 COMPLIANCE WITH LAWS. Each party shall comply with all
applicable laws, governmental orders and regulations in the exercise of such
party's rights and obligations under this Agreement.
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7.13 CONFIDENTIALITY OF TERMS.
(a) Notwithstanding the terms and provisions of SECTION 6.9 of the
Asset Purchase Agreement, neither party shall disclose any of the terms and
conditions (including but not limited to payments) of this Agreement without the
written consent of the other party, unless such disclosure is:
(i) in response to a valid order of a court or other
governmental body of the United States or The United Kingdom or any political
subdivision of either of the foregoing countries; provided, however, that the
disclosing party shall have given prior notice to the other party and made a
reasonable effort to obtain a protective order requiring that the information so
disclosed be used only for the purposes for which the order was issued; or
(ii) otherwise required by the law of the United States or
The United Kingdom, including but not limited to disclosures required by
securities laws or regulations and making any filing with a Governmental
Authority (as such term is defined in the Asset Purchase Agreement) that is
required in connection with the consummation of the transactions contemplated
hereby; or
(iii) necessary to establish rights under this Agreement;
or necessary for use by outside accountants and legal counsel.
(b) Notwithstanding SECTIONS 7.13.(a)(ii) and 7.13.(a)(iii) of
this Agreement:
(i) each party shall take reasonable steps to preclude
the release of the financial terms of this Agreement such as, for example,
filing this Agreement in confidence with the U.S. Securities and Exchange
Commission (SEC), and deleting the financial terms therefrom in any copy, if
any, made available to the public; and
(ii) nothing in this SECTION 7.13 shall prevent any party
or its Affiliates (as such term is defined in the Asset Purchase Agreement) or
any other Person (as such term is defined in the Asset Purchase Agreement) from
(i) making any public announcement or disclosure required by the rules of any
stock exchange, the Panel on Takeovers and Mergers, the UKLA or any other law or
judgment (in which case the party required to make the disclosure shall promptly
notify the other parties and give such parties a reasonable opportunity to
oppose such disclosure or request confidential treatment of such disclosure if
available), (ii) subject to the terms of a confidentiality agreement protecting
the confidentiality of such information, disclosing this Agreement or any of the
Related Agreements or their contents or the transactions contemplated hereby or
thereby to (1) current and future officers, directors, employees and
representatives of such party and its Affiliates with a bona fide need to know
such information, (2) current and potential lenders to, investors in and
purchasers of such party or its Affiliates (or any portion thereof) so long as
(A) the due diligence investigation by the lender, investor or purchaser, as
applicable, of such party and its Affiliates is substantially complete, (B) the
definitive agreement with respect to such loan, investment or purchase, as
applicable, is substantially complete and substantially all of the material
terms with respect thereto (including, 1) with respect to a loan, the loan
amount and interest rate, 2) with respect to an investment, the amount to be
invested and the price per security to be issued, and 3) with respect to a
purchase,
12
the purchase price) have been agreed in principle) and (C) the board of
directors (or, in the case of clause 1) below, the senior management) of such
party or its Affiliates (as applicable) and the current and potential lender,
investor or purchaser, as the case may be, have 1) in the case of a loan from a
bank or similar entity that is in the business of lending money, reviewed and
approved the commitment letter or term sheet setting forth the material terms of
such loan and 2) in the case of all other transactions contemplated by this
clause (C), been apprised of such transaction and have consented to further
negotiations subject to final board approval, and (iii) those Persons whose
approval, agreement or opinion, as the case may be, is required for consummation
of such particular transaction or transactions, or (c) enforcing its rights
hereunder; and
(iii) Marconi Corporation shall be entitled to disclose the
terms and provisions of this Agreement in confidence to Lucent-GRL.
(c) Notwithstanding anything to the contrary in this SECTION 7.13,
either party may disclose to any and all Persons, without limitation of any
kind, the U.S. federal and state tax treatment and tax structure (tax structure
shall mean any fact that may be relevant to understanding the U.S. federal or
state tax treatment of the transaction) contemplated hereby and all materials of
any kind (including opinions or other tax analyses) that are provided to such
party relating to such tax treatment and tax structure except to the extent
maintaining confidentiality of such information is necessary to comply with any
federal or state securities laws.
7.14 INJUNCTIVE RELIEF. The parties agree that irreparable damage
would occur and that the parties would not have any adequate remedy at law in
the event that any of the provisions of SECTIONS 2, 4, 6, 7.13 or 7.15 of this
Agreement were not performed in accordance with their specific terms or were
otherwise breached. It is accordingly agreed that the parties shall be entitled
to an injunction or injunctions to prevent breaches of and to enforce
specifically the terms and provisions of SECTIONS 2, 4, 6, 7.13 and 7.15 of this
Agreement, in addition to any other remedy to which they are entitled at law or
in equity.
7.15 PUBLICITY. Nothing in this Agreement shall be construed as
conferring upon AFAC any right to include in advertising, packaging or other
commercial activities related to any product or service, any reference to
Marconi Corporation or Lucent-GRL (or any of their respective Related
Companies), their trade names, trademarks or service marks in a manner which
would be likely to cause confusion or to indicate that such product or service
is in any way certified by Marconi Corporation or Lucent-GRL or their respective
Related Companies.
13
7.16 RIGHTS OF AFAC AGAINST THIRD PARTIES. There may be countries
in which AFAC may have, as a consequence of this Agreement, rights against
infringers of the Lucent-GRL Patents sublicensed hereunder. AFAC hereby waives
any such right it may have by reason of any third party's infringement or
alleged infringement of any such patents.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first written above.
MARCONI CORPORATION PLC ADVANCED FIBRE
ACCESS CORPORATION
By:________________________________ By:_________________________________
Name:______________________________ Name:_______________________________
Title:_______________________________ Title:______________________________
14
Contract No. 02-1089-GPA
EXHIBIT I
GENERAL PURCHASE AGREEMENT
This General Purchase Agreement (this "AGREEMENT") is executed this
[____] day of __________, 2004 (the "Effective Date"), by and between MARCONI
COMMUNICATIONS, INC., a Delaware corporation acting through its Outside Plant,
Power and Services business units with a place of business at 1122 F Street,
Lorain, Ohio 44052 ("SELLER"), and [ADVANCED FIBRE COMMUNICATIONS, INC., a
Delaware corporation][ ADVANCED FIBRE ACCESS CORPORATION, a Delaware
corporation] with a place of business located at 1465 North McDowell Blvd.,
Petaluma, California 94954 ("PURCHASER").
WHEREAS, Seller and Purchaser have entered into an Asset Purchase and
Sale Agreement, dated as of January 5, 2004 (the "ASSET PURCHASE AGREEMENT"),
pursuant to which Purchaser is acquiring certain assets of Seller's Access
Business (as defined below); and
WHEREAS, pursuant to the terms of the Asset Purchase Agreement, Seller
and Purchaser are entering into this Agreement to govern the supply of certain
products by Seller to Purchaser for the Access Business subsequent to the date
hereof.
The parties hereto agree as follows:
1. PRODUCTS AND ORDERS
1.1 Subject to the terms and conditions set forth herein
(including, without limitation, Section 1.2 hereof), during the Term (as defined
in Section 10.1 hereof) Purchaser shall purchase from Seller all of Purchaser's
requirements for the Access Business (as defined in Section 18.1 hereof) of the
following products and the following assembly and configuration services
currently or previously provided by Seller to the Access Business: (a)
enclosures for housing active and passive electronic systems and
telecommunications systems, (b) power components and systems and (c) assembly
and configuration of active and passive electronic systems and
telecommunications systems (collectively, the "PRODUCTS AND SERVICES"). Without
limiting the foregoing, the Products and Services to be initially obtained and
provided under this Agreement are set forth in Exhibit A. For the avoidance of
doubt, "Access Business" shall not include the Purchaser's product family
consisting of AccessMAX(TM) Integrated Multiservice Access Platforms (IMAPs),
Telliant(TM) Central Office Multiservice Platforms, PremMAX(TM) Integrated
Access Devices (IADs), TransMAX(TM) Optical Add-Drop Multiplexers (OADMs),
Panorama(TM) Network Management Systems, ATLAS(TM) Professional Services, and
the Sierra(TM) family of outside plant cabinets, in each case as such products
and services exist on the date hereof or as such products and services are
subsequently enhanced or modified, nor any newly designed or developed AFC
products, but in all the foregoing cases without the use of any technology or
material asset acquired under the Asset Purchase Agreement. Subject to the terms
and conditions set forth herein (including, without limitation, Section 1.2
hereof), Seller shall manufacture (or cause to be manufactured) and provide (or
cause to be provided) the Products and Services. Subject to Section 1.2 hereof,
Purchaser agrees that, during the Term, it shall not
produce or provide the Products and Services internally or obtain the Products
and Services from any Person (including any Affiliate of Purchaser) other than
Seller, provided that employees of the Access Business may perform configuration
design services as to the Products exclusively for internal purposes as a
necessary but incidental function of designing active and passive electronic
systems and telecommunications systems. Under no circumstances may Purchaser
operate as a distributor or reseller of the Products by buying and then
re-selling such Products other than to the extent such Products are resold as an
embedded component part of an integrated solution for end customers of
Purchaser.
1.2 Purchaser shall give Seller written notice of each New
Requirement (as defined in Section 18.4 hereof) and shall comply with the terms
of this Section 1.2 before obtaining such New Requirement from any Person
(including any Affiliate of Purchaser) other than Seller. Such written notice
shall include reasonable detail regarding the New Requirement. During the
forty-five (45)-day period immediately following Seller's receipt of Purchaser's
written notice of the New Requirement, Seller shall inform Purchaser in writing
whether Seller desires to pursue that New Requirement as promptly as is
commercially reasonable, and the parties shall thereupon enter into good faith
preliminary negotiations of the pricing of such New Requirement as well as all
other material aspects thereof. If, at the conclusion of such forty-five
(45)-day period (or such longer period of time to which the parties might agree
in writing), the parties have neither resolved all such material issues,
including but not limited to mutual agreement on the solution (design and
manufacturing) as well as the pricing thereof, nor made significant progress
toward such resolution as would be reasonable under the circumstances, then
Purchaser shall be free to solicit offers to provide such New Requirement from
any third party as Purchaser sees fit in its sole discretion, subject to the
following: as to a failure by the parties to agree on the solution (design and
manufacturing), Purchaser shall be entitled to obtain a New Requirement from an
alternate supplier other than Seller if, and only if, Seller does not agree to
manufacture the solution required by Purchaser, in full compliance with all
material specifications thereof; and as to a failure by the parties to agree on
pricing, Purchaser shall be entitled to obtain a New Requirement from an
alternate supplier other than Seller if, and only if, (i) Purchaser demonstrates
in writing that the price for such New Requirement offered by such alternate
supplier is lower than the last price offered by Seller, if any such price was
offered (and Seller is not willing to match such lower price offered by such
alternate supplier within five (5) days' of receipt of written notice thereof)
and (ii) Purchaser demonstrates that the material terms, taken as a whole,
pursuant to which such alternate supplier is willing to accept for such New
Requirement, are no less advantageous to such alternate supplier than those
applicable to Seller set forth in this Agreement, it being understood that in
making such evaluation that only such terms that would customarily affect total
cost shall be considered. If within forty-five (45) days from receipt of
Purchaser's written notice of the New Requirement, Seller does not notify
Purchaser in writing of Seller's desire to pursue the New Requirement, then
Purchaser may obtain such New Requirement from an alternate supplier. Each New
Requirement that Purchaser obtains from Seller shall be deemed included in the
Products and Services subject to the terms and conditions of this Agreement.
1.3 Subject to Section 3 hereof, Purchaser will issue purchase
orders to Seller under this Agreement setting forth its requirements of Products
and Services for the Access Business, requested delivery dates, destination of
shipment and other details related to a specific order. Provided that the
quantity of Products to be ordered does not exceed the flexibility parameters
2
set forth in this Agreement, Seller may not reject any purchase order for any
reason. Seller shall nevertheless issue a purchase order acknowledgement to
Purchaser within five (5) business days of its receipt of the purchase order in
order to indicate to Purchaser that it has begun the manufacturing operations of
the Products to be ordered therein, but no failure by Seller to issue such
purchase order acknowledgement shall constitute a rejection or have any effect
on the terms of the purchase order as initially issued by Purchaser, subject in
all cases to Section 1.4.
1.4 This Agreement constitutes the controlling terms and
conditions for the purchase of Products and Services by Purchaser. The
preprinted terms and conditions of any purchase order, acknowledgment form,
invoice, confirmation, acknowledgement or other business form of Purchaser or
Seller shall be superseded by this Agreement unless otherwise agreed to in
writing by the parties.
1.5 No Resale or Distribution. Purchaser shall not resell or
distribute any Products (as defined at Section 18.6 hereof) which it obtains
pursuant to this Agreement other than to the extent embedded as a component part
of an integrated solution provided to end customers of Purchaser. The foregoing
restriction shall not limit sales of products of the Access Business that were
assembled or configured by use of Services obtained hereunder. The above
restriction shall not apply to the extent Purchaser is required to furnish any
of its customers with piece parts due to an ongoing warranty or maintenance
requirement applicable to an integrated solution purchased by such customers,
evidence of which warranty or maintenance requirement shall be provided to
Seller upon request.
2. PRICE AND PAYMENT TERMS
1.2 The prices for the Products and Services are set forth in
Exhibit A (the "PRICES"). The parties shall periodically update Exhibit A to
reflect all New Requirements to be obtained by Purchaser from Seller. Purchaser
agrees that any material design change to a Product that is specifically
requested by Purchaser will be subject to a design change fee as mutually agreed
upon by the parties in writing. The prices set forth on Exhibit A for the
Products and Services listed thereon shall be reduced by five percent (5%),
effective on the first anniversary of the Effective Date through the remainder
of the Term.
2.2 The Prices do not include any shipping costs or insurance. Any
shipping costs or insurance shall be set forth as a separate line item on the
invoice.
2.3 The Prices do not include any foreign, federal, state or local
sales, use, value added, property or any other taxes or charges. Purchaser shall
pay all taxes or charges arising as a result of its purchases hereunder, other
than those based on Seller's net income. Any such tax or charge that Seller may
be required to collect or pay shall either be paid by Purchaser to Seller or
Purchaser shall provide Seller with all appropriate resale certificate numbers
and other documentation satisfactory to the applicable taxing authority to
substantiate any claim of exemption from any such tax or charge.
2.4 Seller shall invoice Purchaser upon shipment of Products.
Payment terms are net thirty (30) days from the date of Seller's invoice, unless
otherwise expressly stated on Seller's invoice. Amounts past due, to the extent
not subject to a bona fide good faith dispute, are subject
3
to a service charge equal to the lesser of 1.5% per month (or fraction thereof)
or the maximum rate permitted by law.
2.5 The prices charged to Purchaser for the Products and Services
and all other material terms and conditions contained herein that would
reasonably be expected to affect the price viewed together as a whole (price and
such material terms shall be defined as "Total Price") are no less favorable
than those that Seller applies at such time to any of its other OEM customers in
the U.S. and Canada that are not Affiliates of Seller for products and services
of similar type and similar volumes. In the event that Seller subsequently sells
products and/or services of similar type and similar volumes to OEM customers in
the U.S. or Canada that are not Affiliates of Seller at a lower Total Price than
those specified herein, Seller shall offer the applicable Products and/or
Services to Purchaser at a Total Price no higher than that applicable to such
other customers for the products and/or services in question effective from the
time such sales were made.
3. FORECASTS
On the date hereof and before the first day of each calendar month
thereafter, Purchaser shall provide Seller with purchase orders for Purchaser's
requirements of Products and Services for the Access Business for the next
thirty (30) days. On the date hereof and before the first day of each calendar
month thereafter during the Term, Purchaser shall provide to Seller a six
(6)-month forecast (a "ROLLING FORECAST") setting forth the Purchaser's
projected requirements for Products and Services for the Access Business on a
month-by-month basis for the six-month period that begins the calendar month
after the month in which such Rolling Forecast is delivered. The requirements
shown for the first calendar month of each Rolling Forecast shall be treated as
a firm order and shall not vary from the requirements forecast for such calendar
month as set forth in the immediately preceding Rolling Forecast. Seller shall
not be obligated to supply Purchaser with Products and Services to the extent
that purchase orders exceed the volumes established in the Rolling Forecasts, as
adjusted by the flexibility parameters set forth in Section 6.3 below, but
Seller shall use its commercially reasonable efforts to accommodate such a
request by Purchaser. Purchaser shall not be required to submit any Rolling
Forecast applicable to any period after the Term.
4. SHIPPING, TITLE AND RISK OF LOSS
Products shall be shipped F.C.A. Seller's facility [INCOTERMS 2000].
All orders shall be assumed to be made "Ship Complete," and Seller may make no
partial shipments without having obtained the prior approval of Purchaser.
Partial shipment of an order will not constitute acceptance by Seller of an
entire order. Unless Purchaser specifies the routing of shipments or takes
responsibility for the hiring of the carrier, Seller reserves the right to use
its own discretion in the routing of shipments provided that Seller shall do so,
at all times, in such manner which is most reasonably cost effective for
Purchaser. Any specification of a freight carrier by Purchaser hereunder shall
be in writing. However, if the specified carrier does not pick up the shipment
within twenty-four (24) hours after the designated pick-up date, Seller will so
notify Purchaser's traffic department in writing and ship via another carrier at
the lowest rate Seller can reasonably obtain. Seller is not responsible for any
freight charges, except as otherwise provided herein.
4
5. INSPECTION AND RETURN OF GOODS
Purchaser shall inspect all Products for physical damage promptly upon
receipt thereof and may reject only those Products materially failing to meet
published specifications. Any Product not so rejected within thirty (30) days of
delivery ("REJECTION PERIOD") will be deemed accepted. To reject a Product,
Purchaser must notify Seller in writing within the Rejection Period of its
rejection and the manner in which the Products materially fail to meet published
specifications and request a return materials authorization ("RMA") from Seller.
Seller shall issue such RMA to Purchaser promptly, but in no event later than
five (5) days after such request by Purchaser. Within five (5) days of receiving
an RMA, Purchaser shall ship to Seller the rejected Products, freight collect,
in its original shipping carton with the RMA displayed on the outside of the
carton with a statement of the reason for rejection. Seller reserves the right
to refuse to accept any rejected Products that do not bear an RMA on the outside
of the shipping container. No restocking or handling charges will be applied.
6. DELIVERY PERFORMANCE; CHANGE ORDERS & CANCELLATIONS
6.1 All delivery dates for Products and Services indicated in
Seller's documents are dependent upon the prompt receipt of all necessary
information from Purchaser regarding the Products and Services ordered. Seller
shall use its commercially reasonable efforts to ensure prompt delivery of
Products and rendering of Services purchased hereunder in furtherance of the
goal of 100% on-time delivery. On-time delivery is defined as meeting the
mutually agreed delivery date with a tolerance of five (5) days early, zero (0)
days late. Seller shall provide delivery performance reports to Purchaser on a
monthly basis. Such reports shall be delivered to Purchaser within one (1) week
following the end of each month. These reports will provide reasonably detailed
information concerning Seller's delivery of Product relevant to accepted
delivery dates in Purchaser's Purchase Orders. In the event that Seller's
on-time performance over the course of any calendar month drops below an
acceptable level of ninety percent (90%) (other than to the extent of delays
caused by Purchaser and/or events of force majeure addressed in Section 15
herein), Purchaser shall provide written notice thereof to Seller (the
"Correction Notice"). Upon receipt such Correction Notice, Seller will develop
and implement a Corrective Action Plan, at no additional cost to Purchaser,
employing commercially reasonable accelerated measures such as materials
logistics expediting fees, premium transportation costs or labor overtime, to
the extent required to remedy Seller's delivery performance problems. Seller
shall fully develop and implement such Corrective Action Plan within thirty (30)
days after receiving the Correction Notice; provided, however, that in the event
that, at the end of such thirty (30)-day implementation period, the Corrective
Action Plan has not been fully implemented although Seller has made all
commercially reasonable efforts to have done so, then Seller shall be given an
additional thirty (30)-day period for such purposes. Any failure by Seller to
sustain an acceptable level of on-time performance of not less than 90% for at
least three (3) three consecutive calendar months immediately thereafter upon
full implementation (other than to the extent of delays caused by Purchaser
and/or events of force majeure addressed in Section 15 herein) shall constitute
a material breach of this Agreement by Seller, provided, however, that no
material breach shall be deemed to have occurred if on-time performance falls to
not less than eighty percent (80%) for any one (1) calendar month of such three
(3) consecutive calendar month time period.
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6.2 In the event of any delay of at least thirty (30) days in the
delivery of Products that is caused by Purchaser, as to which Seller was fully
able and ready to make timely shipment, Seller will store and handle such
Products at Purchaser's risk and will invoice the Purchaser for the unpaid
portion of the purchase order price plus reasonable storage, insurance and
handling charges at such rates as are mutually agreed by the parties in writing.
No such fees or charges shall be incurred prior to the conclusion of the thirty
(30)-day grace period.
6.3 The following flexibility parameters shall apply to any
requested changes to quantities of purchase orders or requested amendments to
forecasts issued by Purchaser to Seller hereunder. Any requested changes in
excess of such parameters shall be subject to Seller's approval and acceptance,
as to which Seller shall use its commercially reasonable efforts to accommodate.
Purchaser shall reimburse Seller for additional costs and expenses related to
any such change, as mutually agreed by the parties in writing.
No. of days of advance notice
prior to confirmed delivery date in
purchase order or forecast Allowable quantity change (+/-)
-------------------------- -------------------------------
1-30 days 10% (increase only; no decrease)
31-60 days 20%
61+ days 100%
6.4 Purchaser may cancel or reschedule any purchase order that has
been accepted by Seller, in whole or in part, by giving written notice of such
cancellation or reschedule to Seller in accordance with the following
provisions:
(a) Throughout the thirty-five (35) day period immediately
preceding the originally agreed delivery date, such orders shall be deemed fixed
and not eligible for cancellation or rescheduling unless otherwise mutually
agreed by the parties.
(b) Purchaser may cancel or reschedule orders or amend forecasts
with written notice to Seller of thirty-six (36) to sixty-five (65) days in
advance of the originally agreed delivery date. Purchaser shall not be permitted
to reschedule any particular order more than twice. In the event of a
cancellation within such time period, Purchaser shall pay to Seller within
thirty (30) days after receipt of an invoice the substantiated cost of
acquisition and reasonable labor costs, costs of all materials and components
(those which may not be used in furtherance of any other customer account within
one-hundred eighty (180) days after the date of cancellation) related to such
cancelled order to the extent that (i) such items were purchased by Seller in
accordance with Purchaser's forecast and in accordance with complete cycle times
specified in Exhibit A, (ii) Seller provides written documentation
substantiating the cost of such items, and (iii) Seller is unable to reasonably
mitigate such damages by disposing of such items consistent with its past
practices, including without limitation, using commercially reasonable efforts
to return such items to the respective supplier for refund.
6
(c) Purchaser may cancel or reschedule any purchase order or amend
any forecast upon providing greater than sixty-six (66) days advance written
notice, without restriction and without any additional liability.
6.5 The parties acknowledge and agree that it may be necessary for
Seller to maintain a stock of components or materials in order to meet
Purchaser's purchase orders. Seller shall obtain Purchaser's written approval
prior to purchasing any quantities in excess of that which is required to
support the forecasts issued by Purchaser hereunder. Any quantities purchased by
Seller in excess of what is required to support Purchaser's forecasts or in
advance of the complete cycle times specified in Exhibit A shall be at the sole
risk and liability of Seller. Upon expiration or termination of this Agreement,
Purchaser shall purchase all of Seller's stock of raw materials, components,
work in process and finished goods then held by Seller which were purchased
and/or manufactured in accordance with Purchaser's forecasts and product cycle
times, and such materials whose purchase was otherwise approved in advance by
Purchaser. Notwithstanding the above provisions, Seller shall mitigate such
damages in the same manner as described in Section 6.4(b)(iii) above. The
purchase price for any such items required to be purchased by Purchaser pursuant
to this Section 6.5 shall be Seller's substantiated cost of acquisition and
reasonable labor costs. Upon Seller's receipt of payment by Purchaser for such
items, Seller shall ship such items for which Purchaser is responsible to the
location designated by Purchaser, F.C.A. Seller's facility [INCOTERMS 2000].
7. SECURITY INTEREST
Purchaser hereby grants to Seller a purchase money security interest in
all Products shipped by Seller to Purchaser hereunder as well as the proceeds
thereof, to secure any amounts due and owing from Purchaser to Seller hereunder.
Purchaser will assist Seller in taking necessary action to effect, evidence and
perfect Seller's security interest, including, without limitation, the execution
and delivery of lien filings. Upon any Event of Default (as hereinafter
defined), Seller shall be entitled to all rights and remedies provided by law.
8. WARRANTY
8.1 Seller warrants that the Products supplied hereunder shall
conform to their respective published specifications and shall be free from
defects in design, material and workmanship (the "WARRANTY") for a period of two
(2) years from the date of shipment ("WARRANTY PERIOD"). Seller warrants that
the Services provided hereunder shall be performed in accordance with industry
standards. EXCEPT AS PROVIDED IN THIS SECTION 8.1, SELLER MAKES NO OTHER
WARRANTY, EXPRESS OR IMPLIED. ALL WARRANTIES OF NON-INFRINGEMENT,
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY EXPRESSLY
DISCLAIMED. THIS WARRANTY CONTAINS SELLER'S SOLE AND EXCLUSIVE WARRANTY AND IS
EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES, WHETHER BASED IN STATUTORY OR COMMON
LAW OR ARISING BY CUSTOM OR TRADE USAGE.
8.2 The Warranty shall not apply to Products which have been
subjected to misuse, abuse, neglect, improper installation or any unauthorized
modification or repair by any party other than Seller, its employees, agents,
contractors and representatives. The Warranty shall not
7
apply with respect to defects resulting from (a) Seller's compliance with
Purchaser's specifications or (b) products or components obtained from third
party suppliers ("OTHER SUPPLIERS"). The Warranty shall not apply to products
and components obtained from Other Suppliers. The sole and exclusive warranty
for products and components obtained by Seller from Other Suppliers shall be
limited to the Other Suppliers' express written warranty; provided, however,
that Seller shall provide Purchaser with the full details in writing of the
warranty protection offered by the suppliers of all major components used in the
manufacturing of the Products, as requested by Purchaser. In the event that any
such warranty protection is deemed inadequate by Purchaser, in Purchaser's
reasonable discretion, Seller shall, in good faith, consider any reasonable
request of Purchaser to re-source such related components and materials.
Seller's sole responsibility to Purchaser for Other Suppliers' products and
components shall be limited to the assignment of such warranties to Purchaser,
to the extent assignable.
8.3 If, during the Warranty Period, Purchaser delivers to Seller
written notice of a valid claim of Warranty with respect to a Product provided
by Seller to Purchaser hereunder, Seller shall take one of the following actions
(as determined by Seller in its sole discretion): repair or replace such Product
free of charge, freight pre-paid (in which case such Product shall be covered by
the Warranty for the balance of the original Warranty Period or ninety (90) days
from the date of repair or replacement, whichever is longer) within fifteen (15)
days of Seller's receipt of the claim of Warranty from Purchaser. The foregoing
is contingent upon Purchaser returning the Product at issue F.O.B. to a location
specified by Seller. If Seller determines the return of a Product to the factory
to be uneconomical, Seller will dispatch a service technician to the site to
determine if the Product is defective and repair the Product, as practicable and
appropriate. THE OBLIGATIONS OF SELLER SET FORTH IN THIS SECTION 8.3 SHALL BE
SELLER'S SOLE OBLIGATION AND THE EXCLUSIVE REMEDY OF PURCHASER OR ANY PERSON
PURCHASING PRODUCTS OR SERVICES FROM PURCHASER FOR ANY BREACH OF WARRANTY AND
FOR ANY OTHER CLAIM ARISING OUT OF OR RELATING TO THE OPERATION, QUALITY,
CONDITION, PERFORMANCE OR DESIGN OF ANY PRODUCT SOLD HEREUNDER OR SERVICE
PROVIDED HEREUNDER AND SELLER SHALL HAVE NO OTHER LIABILITY OR OBLIGATION TO
PURCHASER OR ANY PERSON PURCHASING PRODUCT AND SERVICES FROM PURCHASER
WHATSOEVER WITH RESPECT TO ANY BREACH OF WARRANTY OR THE OPERATION, QUALITY,
CONDITION, PERFORMANCE OR DESIGN OF ANY PRODUCTS OR SERVICES PROVIDED HEREUNDER,
REGARDLESS OF THE THEORY UPON WHICH LIABILITY MAY BE PREMISED.
8.4 As used herein, the term "Common Failure" shall be deemed to
have occurred in the event that failure reports (whether internal or installed
in the field) or statistical samplings from the field show that at least five
percent (5%) or more of the same base Product assembly and/or its derivatives
delivered over the course of a rolling ninety (90)-day period contains an
identical, repetitive defect with the same root cause due to a breach of
Seller's warranty as set forth in Section 8.1 above. In the event that either
party learns of the existence or likely existence of a Common Failure, such
party will inform the other party as soon as possible. The parties shall then
work together to jointly devise a containment action plan. As soon thereafter as
reasonably possible, the parties will develop a corrective action plan to remedy
the Common
8
Failure. Seller shall use all commercially reasonable efforts to implement such
remedy as quickly as possible at Seller's own expense, which efforts shall
include receiving all shipments of affected Product back (freight collect),
repairing or replacing all such affected Products in accordance with the remedy
devised by the parties, shipping the repaired or replaced Products back to
Purchaser or to any customer of Purchaser at Seller's expense, and implementing
the mutually agreed-upon remedy in all newly manufactured Products. Seller shall
be responsible for the costs and expenses actually incurred and substantiated by
Purchaser as a result of all aspects of implementing the agreed remedy on the
affected Products, including the costs of the retrieval, packing, shipping and
transportation of such Products, and the re-deployment of repaired or
replacement Products.
9. OWNERSHIP RIGHTS
9.1 Seller shall retain full ownership in the design of the
Products and all proprietary and other rights pertaining to the Products and
Services. Nothing in this Agreement shall be construed as granting any right or
license to Purchaser of any Intellectual Property of Seller.
9.2 Purchaser acknowledges that Seller shall at all times have all
rights to file patent applications (in the sole name of Seller or any Person
designated by Seller) for any discoveries, improvements and inventions relating
to the Products and Services and that any such discoveries, improvements and
inventions shall be and remain the sole and exclusive property of Seller.
10. TERM AND TERMINATION
10.1 This Agreement shall become effective as of the date first
written above, and shall continue for two (2) years from that date (the "TERM"),
at which time it will expire unless sooner terminated as provided herein. Upon
the expiration of the Term, this Agreement may be renewed upon the mutual
agreement of the parties.
Either party may terminate this Agreement, immediately upon written notice to
the other party, upon the occurrence of any of the following "EVENTS OF
DEFAULT": (a) if such other party is in material breach of any of its
obligations under this Agreement and fails to cure such breach within thirty
(30) days (or five (5) days in the case of the nonpayment of money) after
receiving written notice thereof from the first party; or (b) if such other
party (i) ceases to do business in the normal course, (ii) commences a
proceeding related to its voluntary filing of bankruptcy, liquidation or
insolvency, or (iii) is the subject of any involuntary proceeding related to its
bankruptcy, liquidation or insolvency which is not dismissed within ninety (90)
calendar days.
11. CONFIDENTIALITY
The Mutual Confidentiality Agreement between the parties, dated October
9, 2003 (the "NDA"), is incorporated herein by reference, subject to the
following modifications to its terms and its efficacy, in the context of the
scope of this Agreement only. In all other dealings between the parties, not
related to the subject matter herein, the NDA shall remain in its original form
and shall fully apply to such other dealings.
(a) The following provision in Section 2 of the NDA shall not
apply ". . . which are marked as confidential or proprietary, or, for
information which is orally disclosed, the
9
disclosing party indicates to the other at the time of disclosure the
confidential or proprietary nature of the information and reduces orally
disclosed Confidential Information to writing and provides it to the receiving
party within twenty (20) days after such disclosure which is also marked as
confidential."
(b) The following text in Section 3: "This Agreement shall
continue in effect until terminated by either party providing thirty (30) days
prior written notice to the other party. Notwithstanding any such termination. .
.." shall be replaced by "This Agreement (as it pertains to the General Purchase
Agreement only) shall be co-terminous with such General Purpose Agreement,
except that the obligations set forth herein shall survive for a period of five
(5) years from the date of each disclosure."
(c) Section 6 is modified as follows: "The obligations imposed by
this Agreement shall not apply to any information that: (a) is already in the
lawful possession of, is known to, or is independently developed by the
receiving party without having utilized or relied upon any Confidential
Information provided under this Agreement; or (b) is or becomes publicly
available through no fault of the receiving party and is obtained through such
public source; or (c) is obtained by the receiving party from a third person
without breach by such third person of an obligation of confidence with respect
to the Confidential Information disclosed; or (d) is disclosed without
restriction by the disclosing party; or (e) is disclosed for the purpose of
defending or prosecuting any litigation or dispute related to the transactions
contemplated by the Agreement; or (f) is required to be disclosed pursuant to
the lawful order of a government agency or disclosure is required by operation
of law. In the event of (e) or (f) above, the scope of the information to be
disclosed shall be solely that which is reasonably necessary for the respective
purpose stated above, (2) the receiving party shall provide written notice to
the disclosing party as to the need for such disclosure and such scope, as soon
as the receiving party first becomes aware of such, in order to give the
disclosing party the opportunity to appear and object, if it so chooses and (3)
the court may review such information under seal, upon the disclosing party
making a motion for such, to which the receiving party shall make no objection."
(d) Section 16 is added as follows: "Nothing in this Agreement or
the NDA shall prevent either party from disclosing this Agreement to current and
potential lenders to and purchasers of such party or its Affiliates (or any
business unit or product or service line of either party) with the exception
that under no circumstances may either party disclose the pricing charged to
Purchaser hereunder, as set out in Exhibit A or in any other source, to any
other party without having obtained the prior written approval of the other
party except in the limited circumstance specified in Section 19.2.
(e) The following provisions of the NDA shall not apply: Sections
7, 9, 11, 14 and 15.
12. LIMITATION OF LIABILITY
EACH PARTY SHALL FULLY INDEMNIFY, DEFEND AND HOLD HARMLESS THE OTHER
PARTY, ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS AND EMPLOYEES
FROM AND AGAINST ALL CLAIMS, DEMANDS, CAUSES OF ACTION, DEMANDS, JUDGMENTS,
LIABILITIES, COSTS AND EXPENSES, INCLUDING BUT NOT LIMITED TO REASONABLE
ATTORNEY FEES, BASED ON PERSONAL INJURY, INCLUDING DEATH AND PROPERTY
10
DAMAGE, TO THE EXTENT PROXIMATELY CAUSED OR RESULTING FROM THE NEGLIGENCE OR
WILLFUL MISCONDUCT OF THE INDEMNIFYING PARTY OR ITS EMPLOYEES, AGENTS,
SUBCONTRACTORS OR REPRESENTATIVES ACTING ON BEHALF OF THE INDEMNIFYING PARTY.
WITH THE EXCEPTIONS OF (1) ANY BREACH OF THE NDA AS INCORPORATED HEREIN
BY EITHER PARTY AND (2) ANY LIABILITY UNDER SECTION 13 BELOW, IN EACH CASE BY
SELLER, ITS EMPLOYEES, AGENTS, SUBCONTRACTORS OR REPRESENTATIVES, IN NO EVENT
SHALL SELLER'S LIABILITY FOR ANY OTHER CAUSE OF ACTION HEREUNDER OR BASED ON THE
TRANSACTIONS CONTEMPLATED HEREIN EXCEED THE COST OF THE PRODUCT OR SERVICE
GIVING RISE TO THE CLAIM, WHETHER BASED IN CONTRACT, WARRANTY, INDEMNITY, TORT
(INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE.
SELLER'S LIABILITY FOR CAUSES OF ACTION FOR A BREACH OF THE NDA AS
INCORPORATED HEREIN, WHETHER BASED IN CONTRACT, WARRANTY, INDEMNITY, TORT
(INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE, (A) SHALL NOT EXCEED
$9,000,000 IN THE AGGREGATE FOR BREACHES OF THE NDA RESULTING FROM NEGLIGENCE
AND (B) SHALL NOT EXCEED $30,000,000 IN THE AGGREGATE FOR BREACHES OF THE NDA
RESULTING FROM GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY SPECIAL, INCIDENTAL,
CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES (INCLUDING, WITHOUT
LIMITATION, LOSS OF REVENUES, PROFITS OR OPPORTUNITIES), WHETHER BASED UPON A
CLAIM OF BREACH OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT
LIABILITY OR OTHERWISE, WITH THE EXCEPTIONS OF (1) ANY BREACH OF THE NDA BY SUCH
PARTY, ITS EMPLOYEES, AGENTS, SUBCONTRACTORS OR REPRESENTATIVES, AND (2)
SELLER'S OBLIGATIONS UNDER SECTION 13 BELOW, TO THE EXTENT ANY SUCH DAMAGES OR
LIABILITIES MAY BE DEEMED INCIDENTAL, CONSEQUENTIAL OR INDIRECT.
13. INTELLECTUAL PROPERTY INDEMNIFICATION; COMPLIANCE WITH APPLICABLE LAWS.
Seller agrees to indemnify, defend and hold harmless Purchaser, its affiliated
companies and their respective shareholders, directors, officers, employees and
agents from and against any claims, demands or causes of action asserted by an
unaffiliated third party, liabilities, judgments, fines and damages owed to an
unaffiliated third party, and costs and expenses (including without limitation
reasonable attorneys fees) incurred after consultation with Seller, in each case
resulting from a claim, actual or alleged, that the Products manufactured by
Seller, and/or the Services provided hereunder by Seller infringes any United
States or Canada patent or United States or Canada copyright or misappropriates
any United States or Canada trade secret of any third party, provided that
Seller is notified promptly in writing of such claim, and is given full and
complete authority and control (including settlement authority), information and
assistance
11
by Purchaser for such defense, at Seller's expense. In the event that any such
Product or Service is held in any such suit or action to infringe such a right
and its use is enjoined, or if in the opinion of Seller the Product or Service
is likely to become the subject of such a claim, Seller at its own election and
expense will either (i) procure for Purchaser the right to continue using the
Product or Service or (ii) modify or replace the Product or Service so that it
becomes non-infringing while still maintaining the same form, fit and function
and technological compatibility as the original after having notified the
Purchaser as to such modification or replacement. In the event that (i) or (ii)
above are not commercially reasonable, then either party may immediately
terminate the purchase and sale requirements under this Agreement solely with
respect to the Product or Service that is enjoined. Purchaser may participate in
its own defense, at its own expense and with counsel of its own choosing,
subject always to Seller's right to control, manage, conduct, prosecute, defend
and settle such proceedings. Notwithstanding the foregoing, Seller shall have no
liability for any actual or alleged infringement arising out of or resulting
from specifications or other information provided by Purchaser. THIS SECTION
STATES PURCHASER'S EXCLUSIVE REMEDY AND SELLER'S ENTIRE LIABILITY FOR ANY CLAIM
OF INFRINGEMENT.
13.2 Each party shall at all times fully comply with all applicable
governmental laws, statutes, ordinances, regulations and judicial and
administrative orders in the performance of its obligations set forth herein.
Each party shall secure and maintain in effect all necessary governmental
licenses and permits required for such party to perform its duties as set forth
in this Agreement and shall provide written evidence of such licenses and
permits to the other party upon request. In the event that either party is found
by a court of competent jurisdiction or other duly authorized government entity
to have failed to fully comply, and such finding results in a material adverse
impact on the other party, the first party shall fully indemnify the other party
from any liabilities, damages, fines and penalties owed to any governmental
authority resulting from such failure. In the event that either party becomes
aware of any actual or alleged failure by it or the other party to fully comply,
it shall promptly provide written notice to the other party, providing all
relevant details thereof. The other party shall then take all necessary action
to fully remedy such failure or to refute such allegation, as quickly as is
commercially reasonable under the circumstances, and then inform the first party
when the matter has been resolved. The remedies provided in this Section 13.2
shall be the sole liability for the non-complying party and the sole remedy for
the other party.
14. INSURANCE
Seller shall obtain, pay for and maintain insurance of the types and
minimum levels of coverage set forth below: (a) Workers Compensation (or the
equivalent) complying with the law of the state of operation; (b) Employer's
Liability insurance with limits of $1,000,000 each accident; (c) Commercial
General Liability insurance covering liability for injury, including death of
persons, or damage to or loss of property, including without limitation, such
liability as may arise from the use of independent contractors or contractual
liability assumed under this Agreement. Said policy will include the following
limits and be written on an occurrence form basis:
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General Aggregate Limit
(Other than products-completed operations) $2,000,000
Products Completed Operations Aggregate Limit $2,000,000
Personal & Advertising Limit $1,000,000
Each Occurrence Limit $1,000,000
Fire Damage Limit $1,000,000
Medical Expense Limit $ 5,000
(d) Fidelity bond (including, without limitation, coverage for employee
dishonesty) in an amount of not less than $1 million per occurrence.
Seller shall provide Purchaser certificates of insurance issued by insurance
companies satisfactory to Purchaser to evidence such coverages. Such
certificates shall provide that there be no termination, non-renewal or
modification of such coverage without thirty (30) days prior written notice to
Purchaser. Seller's policies are to be primary over any other valid and
collectible policy. "Advanced Fibre Communications, Inc. and its wholly owned
subsidiaries" shall be named as an additional insured with respect to the
Commercial General Liability policy, Purchaser shall reasonably consult with
Seller before making any claims against such policy.
15. FORCE MAJEURE.
Neither party shall be liable for any failure to perform, or delay in
performing, any of its obligations hereunder (other than the payment of money)
when such performance is prevented or delayed due to circumstances beyond its
reasonable control, including, without limitation, any component shortages,
natural catastrophe, fire, war, terrorism, riot or civil unrest, or any act,
refusal to act, regulation, order or intervention of any governmental authority
or any failure of suppliers. Upon the occurrence of such circumstances, the
affected party shall immediately notify the other party in writing, undertake
all commercially reasonable efforts to resume its affected duties as promptly as
possible, and keep the other party informed of any further developments.
Immediately after such condition is removed, the affected party shall perform
such obligation with all due speed. If such circumstances prevent or delay the
delivery of Products more than sixty (60) days beyond their scheduled delivery
date, then Purchaser may terminate this Agreement or any related purchase order,
if (a) such circumstances are continuing, and (b) Purchaser provides written
notice to Seller.
16. INDEPENDENT CONTRACTOR
This Agreement shall in no way constitute one party an agent, employee,
partner, joint venturer or legal representative of the other party for any
purpose whatsoever. Each party is and remains an independent contractor engaged
in its own and entirely separate business.
13
17. NOTICE
Other than routine notices regarding day to day activities under this
Agreement (which shall be delivered to the addresses set forth in the first
paragraph of this Agreement), all notices or other communications required or
permitted to be given hereunder shall be in writing and shall be delivered by
hand or sent by facsimile or sent, postage prepaid, by registered, certified or
express mail or reputable overnight courier service and shall be deemed given
when so delivered by hand or facsimile, or if mailed, three (3) business days
after mailing (one (1) business day in the case of express mail or overnight
courier service) or sent by courier service, as follows (or at such other
address for a party as shall be specified by notice given in accordance with
this Section 17):
if to Seller,
Marconi Communications, Inc.
1122 F. Street
Lorain, Ohio 44052
Attn: Vice President - Finance
Facsimile: (440) 246-4882
Marconi Communications, Inc.
5900 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Attn: General Counsel - Americas
Facsimile: (440) 460-3788
if to Purchaser,
Advanced Fibre Communications, Inc.
2200 South McDowell Blvd.
Petaluma, California 94954
Attn.: Vice President, Operations
Facsimile:
Advanced Fibre Communications, Inc.
1465 North McDowell Blvd.
Petaluma, California 94954
Attention: Legal Department
Facsimile: (707) 794-7878
18. DEFINITIONS
For purposes of this Agreement:
18.1 "ACCESS BUSINESS" shall mean the business of designing, developing,
manufacturing, marketing and selling to telecommunications service providers
voice, data and video transport systems for copper and fiber access networks and
the provision of related technical services,
14
field support services, repair and replacement services and ongoing maintenance
services for such systems. For the avoidance of doubt, "Access Business" shall
not include the Purchaser's product family consisting of AccessMAX(TM)
Integrated Multiservice Access Platforms (IMAPs), Telliant(TM) Central Office
Multiservice Platforms, PremMAX(TM) Integrated Access Devices (IADs),
TransMAX(TM) Optical Add-Drop Multiplexers (OADMs), Panorama(TM) Network
Management Systems, ATLAS(TM) Professional Services, and the Sierra(TM) family
of outside plant cabinets, in each case as such products and services exist on
the date hereof or as such products and services are subsequently enhanced or
modified, nor any newly designed or developed AFC products, but in all the
foregoing cases without the use of any technology or material assets acquired
under the Asset Purchase Agreement.
18.2 "AFFILIATE" shall mean, with respect to any specified Person, any other
Person which, directly or indirectly, controls, is under common control with, or
is controlled by, such specified Person. The term "control" as used in the
preceding sentence means, with respect to a corporation, the right to exercise,
directly or indirectly, more than fifty percent (50%) of the voting rights
attributable to the shares of such corporation, or with respect to any Person
other than a corporation, the possession, directly or indirectly, of the power
to direct or cause the direction of the management or policies of such Person.
18.3 "INTELLECTUAL PROPERTY" shall mean intellectual property rights,
whether protected, created or arising under the laws of the United States or any
other jurisdiction anywhere in the world, including:
(a) patent registrations and applications;
(b) copyright registrations and applications;
(c) registrations of and applications for trade names, trademarks,
service names and service marks;
(d) trade secrets (including trade secrets consisting of know-how,
inventions, discoveries, concepts, ideas, methods, processes, designs, formulae,
technical data, drawings, specifications, data bases, customer lists, pricing
information and other proprietary and confidential information); and
(e) masks works, domain names and other proprietary rights.
18.4 "NEW REQUIREMENT" shall mean (a) any Products and Services required or
deemed desirable by Purchaser for usage in the Access Business after the date
hereof that is not already satisfied in all material respects by the Products
and Services then produced or provided by Seller for Purchaser or any other
Person or (b) configuration design services for the Access Business to the
extent that Purchaser does not perform such services itself.
18.5 "PERSON" shall mean any individual, corporation, proprietorship, firm,
partnership, limited partnership, limited liability company, trust, association
or other entity.
15
18.6 "PRODUCT" shall mean the products described in clauses (a) and (b) of
Section 1.1, the end product resulting from the assembly and configuration
services described in clause (c) of Section 1.1 and any product constituting a
New Requirement provided by Seller.
18.7 "SERVICES" shall mean the services described in clause (c) of Section
1.1.
19. MISCELLANEOUS
19.1 This Agreement sets forth the entire agreement and understanding of the
parties hereto with respect to the transactions contemplated hereby and
supersedes any and all prior agreements, arrangements and understandings among
the parties relating to the subject matter hereof. This Agreement may be
amended, modified or supplemented only in writing signed by Purchaser and
Seller. The Exhibits attached to this Agreement are incorporated into, and form
a part of, this Agreement.
19.2 This Agreement shall be binding upon and inure to the benefit of the
parties and their respective successors and permitted assigns. Neither party may
assign, convey or transfer any of the rights, duties or obligations under this
Agreement without obtaining the prior written consent of the other party.
Notwithstanding the foregoing, in the event of any sale or transfer of all or
substantially all of the assets of one or more of the Seller's Outside Plant,
Power or Services business units, the Seller may assign, convey and transfer its
rights, duties and obligations hereunder (in whole or in part) to the purchaser
or transferee of such assets. In such case, Seller shall make commercially
reasonable efforts to prevent or minimize any Purchaser Confidential Information
from being disclosed to the purchaser or transferee. Purchaser's written consent
shall be required as to the timing of the disclosure to a proposed purchaser or
transferee (including any proposed acquiror of Marconi Communications, Inc.) of
any pricing information, it being agreed, however, that in any event such
disclosure shall be permitted prior to execution of the definitive sale or
transfer agreement between Seller and the Purchaser or transferee. Seller shall
be permitted to use subcontractors in providing the Products and Services
provided that the use of subcontractors does not cause a breach of Section 11
herein.
19.3 This Agreement shall be governed by and construed and enforced in
accordance with the internal laws of the State of New York, without giving
effect to the principles of conflicts of law thereof.
19.4 The failure of a party hereto at any time or times to require
performance of any provision hereof or claim damages with respect thereto shall
in no manner constitute a waiver of its right at a later time to enforce the
same. No waiver by a party of any condition or of any breach of any provision
contained in this Agreement shall be effective unless in writing and signed by
the party to be charged therewith, and no waiver in any one or more instances
shall be deemed to be a further or continuing waiver of such condition or
provision in other instances or a waiver of any other condition or provision.
19.5 The rights and obligations of the parties hereto shall survive the
termination or expiration of this Agreement to the extent that any performance
is required under this Agreement after such termination or expiration. Sections
1.5, 7, 8, 9, 11, 12, 13, 18 and 19 shall survive any expiration or termination
of this Agreement.
16
19.6 This Agreement may be executed in counterparts, each of which shall be
deemed an original, but all of which together shall constitute one and the same
instrument.
19.7 The headings herein are for reference purposes only and are not to be
considered in construing this Agreement.
19.8 If any provision of this Agreement shall be held invalid, illegal or
unenforceable, the validity, legality or enforceability of the other provisions
hereof shall not be affected thereby, and there shall be deemed substituted for
the provision at issue a valid, legal and enforceable provision as similar as
possible to accomplish the intended purpose of the provision at issue.
19.9 Except as permitted by Section 19.2, this Agreement is solely for the
benefit of the parties hereto and their respective successors and permitted
assigns, and no provision of this Agreement shall be deemed to confer upon other
third parties any remedy, claim, liability, reimbursement, cause of action or
other right.
19.10 Seller and Purchaser agree that the language used in this Agreement is
the language chosen by the parties to express their mutual intent, and that no
rule of strict construction is to be applied against Seller or Purchaser. Each
of Seller and Purchaser and their respective counsel have reviewed and
negotiated the terms of this Agreement.
19.11 SELLER AND PURCHASER EACH IRREVOCABLY AND ABSOLUTELY WAIVES THE RIGHT
TO A TRIAL BY JURY IN ANY DISPUTE IN CONNECTION WITH, ARISING UNDER OR RELATING
TO THIS AGREEMENT OR ANY MATTERS CONTEMPLATED HEREBY, AND AGREE TO TAKE ALL
ACTION NECESSARY OR APPROPRIATE TO EFFECT SUCH WAIVER.
17
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first above written.
MARCONI COMMUNICATIONS, INC. THROUGH ITS OUTSIDE PLANT, [ADVANCED FIBRE COMMUNICATIONS, INC.]
POWER AND SERVICES BUSINESS UNITS [ADVANCED FIBRE ACCESS CORPORATION]
By:__________________________________ By:_________________________________
Name:_______________________________ Name:______________________________
Title:________________________________ Title:_______________________________
Date:________________________________ Date:_______________________________
EXHIBIT A
UNIT SALES CYLCE
MATERIAL MATERIAL DESCRIPTION PRICE TIME(1) CLASSIFICATION
-------- -------------------- ----- ------- --------------
RFJK4WRM20000 4-WAY FIBER JUMPER $ 137.58 Cables
RFJK4WRM60000 4-WAY FIBR JUMPR $ 137.58 Cables
RCAD12-MF APARTMENT ENCLOSURE PEDESTAL SHELL $ 64.71 ONU
104890 BAT 48V 100AH LEADACD 4-12V STRING $ 1,442.82 Batteries
6500843L4 BLOCK ASSY T-1 56 PR W/710F RELTEC P $ 263.76 Protection
45-050-33 CBL ASSY -139V CNVT CAB (ALM) $ 4.01 Cables
45-608-03 CBL ASSY 30PR ABAM E/W 710 CONN $ 29.75 Cables
65-208-11 CBL ASSY 4GA ( VORTEX) $ 45.38 Cables
65-108-42 CBL ASSY 9FT 1/0 GA $ 64.40 Cables
107403 CBL ASSY COAX F RTANG MINI SMB (2) $ 22.42 Cables
118192 CBL ASSY COAX F RTANG MINI SMB-M STR $ 32.88 Cables
45-608-80 CBL ASSY DDM2000 FAN $ 4.56 Cables
107405 CBL ASSY M STR BNC-F RTANG MINI SMB $ 21.37 Cables
45-050-32 CBL ASSY MDS PS CAB ALMS $ 11.99 Cables
72-08-576 CBL ASSY PWR MATRIX LWR $ 72.33 Cables
72-08-575 CBL ASSY PWR MATRIX UPPER $ 76.60 Cables
6500894L2 CBL ASSY RIBBON MESA SPORT $ 53.97 Cables
4520889L1 CBL ASSY ROCKW LMS3192 $ 48.60 Cables
45-508-58 CBL ASSY SFT5 RING GEN $ 39.29 Cables
45-508-80 CBL ASSY, FUJITSU 150ADM $ 51.73 Cables
6500887L4 CBL ASY DDM2000 ALM W/710 $ 84.67 Cables
6500888L2 CBL ASY FLM 150 ALM W710F $ 58.33 Cables
4520889L2 CBL ASY ROCKW LMS3192 $ 25.26 Cables
72-40-160 CKT BKR 20A 80 $ 17.46 Power
SPRINT-192-202 DISC*S 192; COPPER FEEDER CABLED $10,950.75 MESA
75-00-328 FBR JPR KIT MESA 4 SHELF ADDITION $ 279.82 Cables
75-00-329 FBR JPR KIT MESA 6 SHELF ADDITION $ 282.79 Cables
75-00-319 FBR JPR KIT MESA6 MUX BAY 6 $ 119.05 Cables
75-00-341 FIAMM 48V STRING 6SLA160 BATT (QTY 8 $ 2,119.78 Batteries
MFJK4WMM20214F FIBER JUMPERS MESA2 MDS2 KIT FACTORY $ 1,963.70 Cables
117050 KIT UNIV FBR JMPR MESA6 MX SYS 1 CB $ 1,815.42 Cables
106714 LABEL ADSL X-CONN $ 2.49 Misc
41-008-39 LIU TEST CONN $ 71.85 Misc
RM46001400H M4 CAB, W/F COP SYS E/W 14 COP SHELV $30,259.04 MESA
RM22110005H MESA 2 CAB, W/F 1 FITL $16,970.97 MESA
RM26110003H MESA 2 CAB, W/F 1 FITL SYS $15,799.73 MESA
RM26100005H MESA 2 CAB,W/F 1 FITL $16,247.77 MESA
RM43011400H MESA 4 CAB, W/F COPPER $30,697.48 MESA
SPRINT-MESA4-233 MESA 4 CABLED FOR 1344 LINE OF COPPE $39,147.21 MESA
SPRINT-MESA4-232 MESA 4 CABLED FOR 1344 LINES OF COPP $23,900.10 MESA
------------------------------
(1) Cycle times information will be provided by the Seller and reviewed by the
Purchaser prior to execution of the General Supply Agreement.
UNIT SALES CYLCE
MATERIAL MATERIAL DESCRIPTION PRICE TIME(1) CLASSIFICATION
-------- -------------------- ----- ------- --------------
RM46011000H MESA 4, W/F 2 CPR SYS $28,824.83 MESA
MM62A0G0701H MESA 6 CAB W/FOR 14 CU + 2MX $46,561.85 MESA
RM62011000H MESA 6 CAB, W/F 3 COPPER $33,510.55 MESA
RMS6X10200H MESA SPORT 2CPPR SHF HDRS $11,487.17 MESA
RMS2000200H MESA SPORT RT CAB $11,627.56 MESA
RMS6010200H MESA SPORT,w/f3 CPPR SHF $11,621.33 MESA
MHDSLAM4/6KIT1 MESA4 OR 6 INSTALL KIT $ 443.10 MESA
MOD-862 MESA6NT W/1344 HFC $49,091.40 MESA
DISCS-ONU-01 METALLIC ONU ENCLw/INTER $ 368.08 ONU
RFJK8WRM20503F MUX BAY JUMPER/MESA2 $ 1,696.59 Cables
RFJK8WRM20505F MUX BAY JUMPER/MESA2 $ 1,696.59 Cables
MCAD12-MF MX APARTMENT ENCLOSURE PEDESTAL SHEL $ 148.46 ONU
MCAD12-SFTV80 MX Single Family Pedestal Shell $ 159.04 ONU
F112601 ONU24SF INTERNALS-BS $ 280.94 ONU
F112602 ONU24SFWFSR12B INTERNALS-BS WITH 12 $ 350.41 ONU
RM43011400P PLUG INS / RM43011400H $ 2,287.36 Power
RMS6010200P PLUG INS / RMS6010200H $ 1,575.29 Power
RMS6X10200P PLUG INS / RMS6X10200H $ 1,575.29 Power
RM22110005P PLUG INS FOR RM22110005H $ 1,506.98 Power
RM26100005P PLUG INS FOR RM26100005H $ 1,621.34 Power
RM26110003P PLUG INS FOR RM26110003H $ 1,552.33 Power
RM46000300P PLUG INS FOR RM46000300H $ 2,287.36 Power
RM46001400P PLUG INS FOR RM46001400H $ 2,284.43 Power
RM46011000P PLUG INS FOR RM46011000H $ 2,287.36 Power
RMS2000200P PLUG INS FOR RMS2000200H $ 1,611.76 Power
MM62A0G0701P Plug-In for MM62A0G0701H $ 1,374.83 Power
73-16-589 PNL FUSE/ALARM AUX 20/20 POSITION $ 473.40 Misc
41-008-64 RBN CBL SET $ 84.76 Cables
MADSLONUMF RETROFIT KIT, 12 CHANNEL ONU ADSL W/ $ 54.19 ONU
MADSLONUSF RETROFIT KIT-12 CHNL SF ONU ADSL $ 52.64 ONU
73-75-639 SCREW 12-24 1/2 CRESTHREAD FORMI $ 0.05 Misc
RCAD12-SFTV80 SFONUTV80SHELL SFONU W TV80 BB $ 137.09 ONU
RONU7-12/24TV80 SNG FAMILY 24 CHNL PED KIT/W 80 COMB $ 496.27 ONU
RCAD12-SFTV80E Sngl Family 24 Channel Pedestal $ 88.25 ONU
73-80-860 TAPE DC FOAM $ 33.23 Misc
74-10-068 TRAY FBR OPT SPLC RELIA FOSTA $ 35.08 Misc
505803 CBL ASSY 1ST MDS CHLEF RBN 1-4 $ 43.07 Cables
508812 CABLE ASSY RIBBON C1-CS7. 47" $ 54.61 Cables
513144 HARNESS, BATTERY CABLE MESA 1/0 AWG $ 39.92 Cables
513147 PNL XCONN MDS DS-1 T-1 (BELL SOUTH $ 1,190.71 Misc
513193 CBL HARN DC GEN INPUT (M4 & M6) $ 128.37 Cables
515860 ASSY 80 PR MX ACC VORTEX (BELL SOUTH $ 72.35 Misc
41-008-63 RBN CBL SET-7' RACK $ 74.49 Cables
41-008-66 BAFFLE ASSY, MODIFIED $ 36.93 Misc
45-508-53 CBL ASSY 30PR ABAM E/W DPMF $ 60.29 Cables
65-108-82 CBL ASSY AC JMPR VORTEX $ 17.36 Cables
UNIT SALES CYLCE
MATERIAL MATERIAL DESCRIPTION PRICE TIME(1) CLASSIFICATION
-------- -------------------- ----- ------- --------------
72-72-709 FAN-SHELF MASTER $ 314.15 Misc
72-72-711 FAN-SHELF SLAVE $ 206.85 Misc
75-00-332 800 E1 A3 (28) CKT DS-1 TERMINATION $ 69.43 Misc
DISCS-ONU-02 PLASTIC ONU ENCLw/INTER $ 494.51 ONU
DISCS-ONU-04 INDOOR ONU ENCLOSURE $ 274.36 ONU
F004210 MESA4NTTEMP MESA4 TEMP W/SUPP BRKTS $ 343.22 MESA
F1002511 MXINTLOWPROPROT WITH PROTECTION $ 497.61 ONU
F112703 LOPROONU3LSH 3 LOBE SHELL $ 130.59 ONU
F112722 24CHMFONU98 24CH ONU APTBX NEW VERS $ 307.59 ONU
JCS045L5 Vortex 15A Ringing Gen Module $ 340.39 Power
MCAD12-SF MX SINGLE FAMILY PEDESTAL SHELL $ 84.21 ONU
MFJK4WMM60214F FIBER JUMPERS MESA6 MDS2 KIT FACTORY $ 1,889.56 Cables
MM2201G0700P PLUG-INS FOR MM2201G0700H $ 1,365.97 Power
MM22A0G0001P PLUG-IN FOR MM22A0G0001H $ 3,397.92 Power
MM23A0G0001H MESA N2 CAB W/FOR 2 MDS $24,181.78 MESA
MM23A0G0001P PLUG-IN FOR MM23A0G0001P $ 3,660.92 Power
MM26A0G0001H MESA 2 CAB W/2MDS 1HDR EQUIPPED W/1M $23,526.89 MESA
MM26A0G0001P PLUG-IN FOR MM26A0G0001H $ 3,589.07 Power
MM42A1G0701P PLUG-INS FOR MM42A1G0701H $ 1,437.82 Power
MM43B0G0001P PLUG-IN FOR MM43B0G0001H $ 3,660.92 Power
MM47005F MDS Shf W/DS1 Cable/M4 Factory Add $ 3,377.58 MESA
MM62B1G0701P PLUG-INS FOR MM62B1G0701H $ 1,374.83 Power
MM62C0G0001H MESA 6 CABINET-WIRED 6 MDS $46,000.00 XXXX
XX00X0X0000X PLUG-IN FOR MM62C0G0001H $ 3,261.44 Power
MRBT2107P PLUG-INS FOR MRBT2107H $ 1,365.97 Power
MX-CSA-01 DISCS MX MDS Shelf addition $ 4,434.65 Cables
RCAD12-SF SNG FAMILY PEDESTAL SHELL $ 62.94 ONU
RFJK4WRM40000 4-WAY FIBER JUMPER $ 137.58 Cables
RFJK8WRM41407 8-WAY FIBER JUMPER $ 2,081.00 Cables
XXXXXXXXX0 XXXX0 WESCOM STS3192 $ 167.27 Misc
XXXXXXXXX0 XXXX0 WESCOM STS3192 $ 167.27 Misc
RM22010400P PLUG INS FOR RM22010400H $ 1,999.08 Power
RM23010400P PLUG INS FOR RM23010400H $ 2,007.97 Power
RM26000400H MESA 2 CAB, W/F 4 COPPER $16,658.13 MESA
RM26000400P PLUG INS FOR RM26000400H $ 2,007.97 Power
RM42010700P PLUG INS FOR RM42010700H $ 2,287.36 Power
RM42011400P PLUG INS FOR RM42011400H $ 2,287.36 Power
RM42020700P PLUG INS FOR RM42020700H $ 2,041.31 Power
RM43010700P PLUG INS / RM43010700H $ 2,287.36 Power
RM46000300H MESA 4 CAB, W/F 2 COPPER $25,982.76 MESA
RM62010700P PLUG INS / RM62010700H $ 2,218.87 Power
RM62011000P PLUG INS / RM62011000H $ 2,218.87 Power
RM62011400H MESA 6 CAB, W/F 3 COP SYS $35,421.09 MESA
RM62011400P PLUG INS / RM62011400H $ 2,218.87 Power
RM62012000H MESA 6 cabinet, w/f 3 cop $39,829.64 MESA
RM62012000P PLUG INS / RM62012100H $ 2,218.87 Power
UNIT SALES CYLCE
MATERIAL MATERIAL DESCRIPTION PRICE TIME(1) CLASSIFICATION
-------- -------------------- ----- ------- --------------
RM62020700P PLUG INS / RM62020700H $ 2,287.36 Power
RM63010700P PLUG INS / RM63010700H $ 2,218.87 Power
RM70008JM4 RDT FITL CHAN SHELF $ 618.85 Misc
RMS2000300H MESA SPORT RT CAB $12,108.38 MESA
RMS2000300P PLUG INS FOR RMS2000300P $ 1,575.29 Power
RMS2010100H MESA SPORT RT CAB $11,311.26 MESA
RMS2010100P PLUG INS / RMS2010100H $ 1,566.40 Power
RMS2010200P PLUG INS FOR RMS2010200H $ 1,575.29 Power
RMS3010100H MESA SPORT 2 CPPR SHF $11,473.94 MESA
RMS3010100P PLUG INS FOR RMS3010100H $ 1,575.29 Power
RMS6010300P MESA SPT PLUG IN $ 1,575.29 Power
RMSF010200H MESA SPORT CABINET $11,675.41 MESA
RONU9-12/24MF 24 CHNL APART ENC PED KIT E/W INTER $ 464.97 ONU
00-000-00 XXXX,000X,XXXX XXX-X0X0X $ 72.90 Cables
00-00-000 XXX XXX/XX XXXXXXXXXXXX X/XXX $ 950.34 Power
00-00-000 RACK UNEQL 7'X23" 5"GDBX ERTHQK $ 301.79 Misc
DISCS-ONU-03 METALLIC ONU ENCLw/INTER $ 388.36 ONU
MFJK4WMM20114F FIBER JUMPER-M2 MDS1 KIT FACTORY ADD $ 1,852.49 Cables
MFJK4WMM40114F Fiber Jmpr M4 MDS1 Kit Factory Add $ 1,963.70 Cables
MFJK4WMM40214F FIBER JUMPERS MESA4 MDS2 KIT FACTORY $ 1,269.24 Cables
MFJK4WMM60114F FIB JMPR-M6 MDS1 KIT FACTORY ADD $ 1,889.56 Cables
MHDRSCBLM2F HDRS-WESCOM STS-3192 FACTORY ADDED $ 996.77 Misc
MHDRSCBLM4F HDRS-WESCOM STS-3192 FACTORY ADDED $ 878.42 Misc
MHDRSCBLM6F HDRS-WESCOM STS-3192 FACTORY ADDED $ 878.42 Misc
MM22AXG0001H MESA 2 CAB W/FOR 2 MDS $24,277.42 MESA
MM22AXG0001P PLUG-IN FOR MM22AXG0001H $ 3,589.07 Power
MM2HEATKITF Battery Heater Kit M2- Factory Insta $ 475.29 Misc
MM42A1G0701H MESA 4 CABINET $38,500.16 MESA
MM4HEATKITF Battery Heater Kit for M4-Factory In $ 658.25 Misc
MM7006F (4) 12 VOLT 100AH FIAMM BATTERY STRI $ 1,452.09 Battery
MM7007F -139V DC-DC CONVERTER MODULE FACTORY $ 660.37 Power
MM7008F MDS LOGIC SUPPLY MOD FACTORY ADD $ 547.53 Power
MM7009F VMS150 RECT MODULE 50 AMP FACTORY A $ 715.24 Power
MM7010F VMS75 RECT MODULE 15 AMP FACTORY ADD $ 374.67 Power
MONU1-12/24SF MX 24 CHANNEL ONU INTERNALS $ 470.76 ONU
MONU2-12/24SF MX 24 CHANNEL ONU INTERNALS $ 407.18 ONU
MONU3-12/24MF MX 24 Channel ONU Internals $ 501.49 ONU
MONU4-12/24MF MX 24 Channel ONU Internals $ 438.36 ONU
MSDSLAM4/6KIT2 M4/M6 INSTALL KIT FOR 2ND ALCATEL DS $ 398.47 Misc
MSDSLAMCABKIT M4 OR M6 ADSL CAB READY RETROFIT KIT $ 232.70 Misc
MX-ONU-03 DISCS MX ONU Enclosure W/Internals $ 523.26 ONU
QM4-01F M4 REMOTE TERMINAL CABINET $38,960.82 MESA
QM4-02F M4 REMOTE TERMINAL CABINET $46,038.15 MESA
RFJK4WRM20000F Factory Installed 4-Way $ 267.33 Misc
RFJK4WRM40000F FACTORY INSTALLED 4-WAY $ 267.33 Misc
RFJK4WRM60000F 4-WAY FIBR JUMPR-FAC INST $ 267.33 Cables
UNIT SALES CYLCE
MATERIAL MATERIAL DESCRIPTION PRICE TIME(1) CLASSIFICATION
-------- -------------------- ----- ------- --------------
XXXXXXXXX0 XXXX0 WESCOM STS3192 $ 167.54 Misc
RM23010400H MESA 2 CAB,W/F 4 COPPER $17,476.30 MESA
RM26010400H MESA 2 CABINET, W/F 2 COP $16,929.27 MESA
RM26010400P PLUG INS FOR RM26010400H $ 2,007.97 Power
RM42010700H MESA 4 CAB, W/F 2 COPPER $27,947.41 MESA
RM42011400H MESA 4 CAB, W/F 2 COPPER $30,583.19 MESA
RM42020700H MESA 4 CAB,W/F 1 COPPER $26,623.91 MESA
RM43010700H MESA 4 CAB, W/F 2 COPPER $28,070.49 MESA
RM62010700H MESA 6 CAB, W/F 3 COPPER $32,794.10 MESA
RM63010700H MESA 6 CABINET $32,910.26 MESA
RMS2010200H MESA SPORT RT CABINET $11,723.50 MESA
RMS6010300H MESA SPT W/3 SHF $11,957.58 MESA
RMSF010200P PLUG INS FOR RMSF010200H $ 1,602.87 Power
RONU10-12/24MF 24 CHNL APART ENC PED KIT E/W INTERN $ 371.54 ONU
RONU12-12/24IN SLU-12-24 ONU $ 261.30 ONU
RONU3-12/24MF 24 CHNL APART ENC INTER E/W FIBRSEAL $ 396.55 ONU
RONU4-12/24MF 24 CHNL APART ENC INTER W/O FBRSEAL $ 329.12 ONU
RONU7-12/24SF SNG FAMILY 24 CHNL PED KIT E/W 24 CH $ 399.67 ONU
RONU8-12/24SF SNG FAMILY 24 CHNL PED KIT E/W 24 CH $ 342.70 ONU
F112659 Low Profile Internal $ 328.96 ONU
F112716 VIDONUCOAXKIT SS RT ANG ADPTR 48JMP $ 16.98 ONU
MCLMODPKG CURRENT LIMITER MODULES FIELD INSTA $ 680.13 Misc
MM2201G0700H MESA 2 CABINET $20,419.65 MESA
MM42A0G0701P PLUG-IN FOR MM42A0G0701H $ 1,696.35 Power
MM42B0G0001P PLUG-IN FOR MM42B0G0001H $ 3,660.92 Power
MM43B0G0001H MESA 4 CAB-W/FOR 4 MDS $37,658.08 MESA
MMXCOMMONBSF MX ENHANCED BANDWITH COMMON CARD KIT $ 4,817.61 Misc
MSDSLAM4/6KIT1 M4/M6 INSTALL KIT FOR 1ST ALCATEL DS $ 936.35 Misc
MX-ONU-02 DISCS MX PLASTIC LP ONU ENC W/INTERN $ 614.16 ONU
RM22010400H MESA 2 CAB, W/F 4 Cop $17,331.23 MESA
RM62020700H Mesa 6 Cabinet, $31,765.17 MESA
RM70008JM6 RDT FITL CHAN SHF W/8WAY $ 621.82 Misc
RONU1-12/24SF 24 CHNL SNGL FAMILY PED INTERNALS $ 337.49 ONU
XXXX0-00/00XX 00 XXXX XXX FAMILY PED INTERNALS W/O $ 280.53 ONU
RTR008BSF DISCS MESA PLUG COM TR008 $ 3,566.66 Power
RTR303BSF DISCS MESA PLUG COM TR003 $ 4,638.99 Power
F014023 R3B3E UNIT, PROT, SPL SVC $1.42 Protection
MM42B0G0001H MESA 4 CAB-W/FOR 4 MDS $37,488.38 MESA
F112729 FTGONUWOCHNLBLK DISCS-ONU-06-(MC O1 $ 668.26 ONU
MM22A0G0001H MESA 2 CAB W/FOR 2 MDS $23,888.93 MESA
MM42A0G0701H MESA 4 CAB-W/FOR 7 CU +2 MX $38,352.44 MESA
F1001114 BSM4NTBATCOMP BSM4NTBATCOMP17HX $ 8,719.77 MESA
F003194 MESA4BS98 XXXX XXXXX XXXX 0 $ 7,598.07 MESA
F1001113 XXX0XXXXXXXXX XXX0 XXXXXXXXX00XX $ 5,384.93 MESA
486530400 RECT,VORTEX PCU,48V,15A $ 365.57 Power
F1001117 INDM4NTBATCOMP INDM4NTBATCOMP17HX $ 8,429.15 MESA
UNIT SALES CYLCE
MATERIAL MATERIAL DESCRIPTION PRICE TIME(1) CLASSIFICATION
-------- -------------------- ----- ------- --------------
F1001118 INDM6NTBATCOMP INDM6NTBATCOMP17HX $10,049.23 MESA
486800123 DC-DC CONVERTER,MODULAR $ 650.93 Power
58213000106 VMS SHELF W/CONDUIT 117 $ 520.74 Power
F1001115 BSM6NTBATCOMP BSM6NTBATCOMP17HX $10,438.47 MESA
F001155 MESA2BS BS CABINET $ 4,851.04 MESA
F003020 400VF710SHORT MESA QUAD PROT PNL $ 562.82 Protection
F003002 QUADPNLDPMBLK 400PR DPM NO SILK $ 537.84 Protection
486523406 RECT,A50B50,48V,50A,OW117 $ 695.64 Power
F003190 MESA4IND98 INDEPENDENT MESA 4 $ 7,314.03 MESA
486800126 241 WATT DC-DC CONV MODULE,W/TWO FANS $ 537.84 Power
F003196 MESA6BS98 XXXX XXXXX XXXX 0 $ 8,104.35 MESA
F003019 300VF710SHORT MESA QUAD PROT PNL $ 441.84 Protection
487111300 H/FREQ/TEMP RNG GEN ASSY $ 245.91 Power
433800234 48V MCA PW ASSY $ 236.70 Power
486529901 RECT,VORTEX PCU,48V,50A $ 696.95 Power
F003171 MESASPORTBLOCK SPORT W BEST LOCK HANDLE $ 3,081.05 MESA
F1001116 INDM2NTBATCOMP INDM2NTBATCOMP17HX $ 5,223.18 MESA
486526900 RECT,A25B50,48V,25A $ 714.05 Power
487111500 RING GENERATOR MODULE 117 $ 520.74 Power
F003008 1SYSPROTPNLDIG 19" HOR 24AWG $ 255.11 Misc
58870400008 CABINET,SINGLE AC FEED (RECTIFIER) 117 $ 1,020.44 Power
F003021 500VF200DIG710C MESA2 PROT PNL $ 965.21 Protection
F1001644 OCPRTPNL300PR710 OVRCRNT PROT,300PR.710 $ 1,032.28 Protection
F002985 MESASPORT MESA SPORT CABINET $ 2,975.85 MESA
588248400 DC-DC CONV,MDL,PWR SHF 117 $ 291.93 Power
588248500 DC-DC PWR SPLY SHELF $ 473.40 Power
588246400 FLOTROL RECT SHELF $ 462.88 Power
58870410008 CABINET,SINGLE AC FEED 117 $ 552.30 Power
F003017 200VF710710NMOD MESA QUAD PROT PNL $ 305.08 Protection
F571590 P71590 XXX00 0XX XXXXXXX 710CF CONN $ 26.30 Protection
F576046 P76046 U CHANNEL BRACKET $ 17.86 Misc
487110900 SUBCYCLE RING GEN ASSY117 $ 335.33 Power
F003014 400VF710710NONNM MESA QUAD PROT PNL $ 598.33 Protection
F003016 200DIG100VF710 MESA QUAD PROT PNL $ 414.23 Protection
588247700 FLOTROL MOD RECT SHELF117 $ 352.42 Power
F1003488 OCPRTPNL200PR710 OCPROTPLW/FANS200PR710 $ 604.90 Protection
F576047 P76047 INSIDE SUPPORT PROT $ 30.25 Misc
F1001642 OCPRTPNL100PR710 OVRCRNT PROT,100PR.710 $ 428.69 Protection
F004603 CQ150710 CQF REPL XXX 000 $ 32.88 Protection
F576048 P76048 OUTSIDE SUPPORT PROT $ 36.70 Protection
F003015 300VF710710NMOD MESA QUAD PROT PNL $ 468.14 Protection
F003172 A200VF100D710BS 200VF 100DIG MSPORT B.S $ 861.33 Protection
F576045 P76045 SPLICE BAR $ 18.41 Misc
F1001781 M499BATHTRKIT MESA499 BATTERY HTR KIT $ 583.86 Misc
F001153 300700RLSFITL MESA END CHB. KIT $ 156.49 Protection
F004215 A200VF100DBS 200VF100DIG710F710EBSUP $ 622.00 Protection
UNIT SALES CYLCE
MATERIAL MATERIAL DESCRIPTION PRICE TIME(1) CLASSIFICATION
-------- -------------------- ----- ------- --------------
F003027 200PRDIGM2 MESA2 P.PNL W/DPM $415.54 Protection
F1002258 M2MXBRKTKIT SHORTHORN $101.26 Misc
433800266 BAT TEMP COMP MODULE ASSY $ 24.99 Power
F576470 P76470 KIT COMPUTER SHELF $ 34.19 Misc
433800244 TEMP COMPENSATOR PW ASSY $ 26.30 Power
ASSIGNMENT OF SERVICEMARKS AND TRADEMARKS
This ASSIGNMENT OF SERVICEMARKS AND TRADEMARKS is made as of the _____
day of _______________, 200_, by Marconi Communications, Inc. ("Seller") to
Advanced Fibre Access Corporation, a Delaware corporation ("Assignee").
RECITAL
WHEREAS, Assignee, Seller, Advanced Fibre Communications North America,
Inc., a Delaware corporation, Marconi Corporation plc, a public limited company
organized under the laws of Wales and the United Kingdom, and Marconi
Intellectual Property (Ringfence) Inc. are parties to an Asset Purchase and Sale
Agreement dated as of ______________, 200__ (the "Purchase Agreement");
WHEREAS, in accordance with the Purchase Agreement, Seller desires to
transfer and assign to Assignee, and Assignee desires to accept the transfer and
assignment of, all of Seller's worldwide right, title and interest in, to and
under the servicemarks, trademarks, servicemark and trademark applications and
trade names listed on Schedule A annexed hereto and incorporated herein by
reference (all of the foregoing being referred to herein as the "Marks"); and
WHEREAS, pursuant to the Purchase Agreement, Seller has agreed to
execute such instruments as Assignee may reasonably request in order to assign,
transfer, grant, convey, assure and confirm to Assignee, its successors and
assigns, or to aid and assist in the collection of or reducing to possession by
Assignee, its successors and assigns of the Marks.
NOW, THEREFORE, Seller, in consideration of the promises and the mutual
covenants and agreements set forth in the Purchase Agreement, the receipt and
sufficiency of which are hereby acknowledged, does hereby transfer and assign to
Assignee, and Assignee hereby accepts the transfer and assignment of, all of
Seller's worldwide right, title and interest in, to and under the Marks,
together with the goodwill of the business associated therewith and which is
symbolized thereby, all rights to xxx for infringement of any Xxxx, whether
arising prior to or subsequent to the date of this Assignment of Servicemarks
and Trademarks, and any and all renewals and extensions thereof that may
hereafter be secured under the laws now or hereafter in effect in the United
States, Canada and in any other jurisdiction, the same to be held and enjoyed by
Assignee, its successors and assigns from and after the date hereof as fully and
entirely as the same would have been held and enjoyed by Seller had this
Assignment of Servicemarks and Trademarks not been made.
Except to the extent that federal law preempts state law with respect
to the matters covered hereby, this Assignment of Servicemarks and Trademarks
shall be governed by and construed in accordance with the laws of the State of
New York without giving effect to the principles of conflicts of laws thereof.
IN WITNESS WHEREOF, Seller and Assignee have caused their duly
authorized officers to execute this Assignment of Servicemarks and Trademarks as
of the date first above written.
-1-
MARCONI COMMUNICATIONS, INC.
By:____________________________________
Name:__________________________________
Title:_________________________________
ADVANCED FIBRE ACCESS CORPORATION
By:____________________________________
Name:__________________________________
Title:_________________________________
State of )
) ss.:
County of )
On this ______ day of _______, 200__, before me, ______________,
personally appeared ______, ______ of ______, personally known to me (or proved
to me on the basis of satisfactory evidence) to be the person whose name is
subscribed to the within instrument and acknowledged to me that he executed the
same in his authorized capacity and that by his signature on the instrument the
person, or the entity upon behalf of which the person acted, executed the
instrument.
Witness my hand and official seal.
___________________
Notary Public
-2-
SCHEDULE A
1. REGISTERED SERVICEMARKS AND TRADEMARKS
Servicemark or Trademark Registration Number Registration Date
2. UNREGISTERED SERVICEMARKS AND TRADEMARKS
3. PENDING SERVICEMARK OR TRADEMARK APPLICATIONS
Servicemark or Trademark Application Number Application Date
4. TRADE NAMES
-3-
EXECUTION COPY
CONFIDENTIAL
This TRANSITION SERVICES AGREEMENT and all Exhibits attached
hereto (collectively, this "Services Agreement"), dated as of January 5, 2004
("Effective Date"), is made by and between Advanced Fibre Access Corporation, a
corporation incorporated under the laws of Delaware ("Recipient"), Advanced
Fibre Communications, Inc., a corporation incorporated under the laws of
Delaware (the "Parent"), and Marconi Communications, Inc., a corporation
incorporated under the laws of Delaware ("MCI"). Recipient and MCI are sometimes
hereinafter referred to as a "Party" and collectively as the "Parties".
WHEREAS MCI and certain Affiliates of MCI, and Parent and
Advanced Fibre Communications North America, Inc., have entered into an Asset
Purchase and Sale Agreement dated as of January 5, 2004 (the "Purchase
Agreement"), relating to the sale and transfer by MCI and its Affiliates to
Parent of certain assets relating to the Access Business (as defined in the
Purchase Agreement);
WHEREAS Parent may transfer or otherwise assign certain assets
relating to the Access Business to Recipient in accordance with the Purchase
Agreement, and as such, desires that Recipient receive the services to be
provided, and fulfill the obligations of Recipient, under this Services
Agreement;
WHEREAS, Recipient wishes to obtain certain services from MCI
and its Affiliates in connection with the Access Business during a transition
period commencing on the Closing Date (as defined in the Purchase Agreement);
WHEREAS In order for Recipient to receive such services, both
MCI and Recipient will require each other to perform certain preparatory actions
between the Effective Date and the Closing Date.
NOW, THEREFORE, the Parties hereby agree as follows:
ARTICLE I
Definitions
All capitalized terms used herein and not defined herein shall
have the meanings assigned to them in the Purchase Agreement.
ARTICLE II
Agreement to Provide and Accept Services
SECTION 2.01. Provision of Services. On the terms and subject
to the conditions contained herein, MCI shall provide, or shall cause its
Affiliates or, subject to Section 2.08(ii), third parties designated by it (such
designated Affiliates and third parties, together with MCI, being herein
collectively referred to as the "Service Providers") to provide, to Recipient,
and/or its Affiliates, the services ("Services") as described in the Service
Description Annex ("SDA") and the Migration Services Work Plan attached hereto
as Exhibits 1 and 4, respectively and
incorporated herein for the time periods set forth for such Services therein.
Except as expressly stated in this Agreement or the SDA, as between MCI and
Recipient, MCI may prioritize itself and its Affiliates with respect to the
provision of any Services when MCI reasonably believes such prioritization is
necessary. Except to the extent that the Services have been altered by the
mutual agreement of the Parties pursuant to the Migration Services Work Plan and
its related documentation or as otherwise set forth in the SDA, Service
Providers will provide such Services to the extent that, and in materially the
same manner as, such Services were provided by MCI to the Access Business
immediately prior to the Closing Date and, in the case of Services provided to
Recipient under the CSC Agreement (as defined in Exhibit 1), such Services will
be performed in accordance with the service levels attached hereto as Exhibit 2.
The Services shall be provided in exchange for the consideration and charging
methodology set forth in the SDA, or as the Parties may otherwise agree in
writing. In no event shall the scope of the Services required to be performed
hereunder exceed that described in the SDA unless MCI shall otherwise agree in
writing. Each of MCI and the other Service Providers shall act under this
Services Agreement solely as an independent contractor and not as an agent of
Recipient.
SECTION 2.02. Migration Services Plan: The Parties agree that
they shall cooperate and use all commercially reasonable efforts to complete
their respective obligations in connection with the transition of the Services
from MCI to Recipient in accordance with the migration services work plan
attached hereto at Exhibit 4 and incorporated herein by reference (the
"Migration Services Work Plan"). The obligations of MCI and the Service
Providers as set forth in the Migration Services Work Plan shall be deemed a
part of the Services provided under this Services Agreement. The Migration
Services Work Plan may change from time to time solely by mutual written
agreement of the Parties as the Parties identify changes in the transition of
the Services from MCI to Recipient. Such mutual agreement regarding changes
shall also include, if applicable, provision for the payment by Recipient of any
additional charges in addition to those set forth in Exhibit 1 required for the
Service Providers to perform such changes. To the extent that Recipient requests
reasonable changes to the scope of the Services hereunder that are both
reasonably related to the scope of Services hereunder and reasonably required to
accomplish the transition of the Access Business to Recipient, MCI shall use
commercially reasonable efforts, at Recipient's additional cost, to accommodate
such request.
SECTION 2.03. Jabil Agreements: With regard to the Jabil
Manufacturing Agreement, the Jabil Repair Agreement, and the Jabil Transition
Agreement (collectively, the "Jabil Products and Services Agreements", as part
of Recipient's operation of the Access Business after the Closing Date, MCI
shall, subject to the parties' obtaining Jabil's consent to do so, permit
Recipient to: (i) place purchase orders directly with Jabil for products and
services under the Jabil Products and Services Agreements and (ii) obtain
warranty service related to any products or services under the Jabil Products
and Services Agreements. Recipient shall only have such rights under the Jabil
Products and Services Agreements for one month after the Closing Date. MCI shall
use commercially reasonable efforts to enforce the terms and conditions of the
Jabil Products and Services Agreements against Jabil with respect to products
and services provided for the Access Business under the Jabil Products and
Services Agreements. MCI shall promptly notify Recipient in writing in the event
that MCI becomes aware of: (a) any facts that would permit Jabil to terminate or
suspend performance under the Jabil Products and Services Agreements; (b) any
material dispute or Proceeding relating to the Jabil Products and Services
Agreements; or (c) any affirmative statement by Jabil to MCI that it
2
intends to terminate, suspend or reduce the products supplied, or services
provided, under the Jabil Products and Services Agreements. Notwithstanding
anything in this Section 2.03, MCI shall have no liability or responsibility for
any products or services provided through the Jabil Products and Services
Agreements, or for any actions, inactions or any failure to perform on the part
of Jabil, or any other parties performing services or providing products through
the Jabil Products and Services Agreements; provided, however that nothing in
the preceding clause shall limit MCI's obligation to use commercially reasonable
efforts to enforce the terms and conditions of the Jabil Products and Services
Agreements against Jabil with respect to products and services provided for the
Access Business under the Jabil Products and Services Agreements.
SECTION 2.04. Provision of Facilities.
(i) MCI Facilities. Subject to Section 2.04(iii), MCI
shall provide Recipient with the use of and access to
a portion of the MCI existing facilities in Norcross,
Georgia listed in Part I of Exhibit 3 (the "Norcross
Space") for the time period and rent set forth in
Exhibit 3, subject to relocation from the Norcross
Space as provided in Exhibit 3. Recipient shall only
locate at the Norcross Space former employees of the
Access Business hired by Recipient on the Closing
Date (the "Norcross Transferred Employees"), and
shall otherwise use the Norcross Space (A) materially
in the same manner as such Space was used by the
Access Business prior to the Closing Date and (B)
strictly in accordance with the terms of that certain
Lease dated March 29, 1993, by and between Xx. Xxxx
Xxxxxxxxxx, as landlord, and Reliance Com/TEC
Corporation (predecessor-in-interest to MCI), as
tenant, as amended (the "Norcross Lease"). All assets
located in the Norcross Space that are owned or
leased by MCI and are provided for the use of
Recipient under this Services Agreement shall remain
in the Norcross Facility following the termination of
Recipient's right to use such Facility unless MCI
otherwise agrees, in writing, in its sole discretion;
provided, however, that all costs and expenses
incurred in relocating Recipient from the Norcross
Space to another facility shall be borne solely by
Recipient. THE NORCROSS SPACE SHALL BE PROVIDED TO
RECIPIENT ON AN AS-IS, WHERE-IS BASIS, AND MCI
EXPRESSLY DISCLAIMS ANY WARRANTIES, EXPRESS OR
IMPLIED, AS TO THE NORCROSS SPACE, AND THE CONDITION
OR SUITABILITY FOR USE THEREOF BY RECIPIENT. MCI and
Recipient will use commercially reasonable efforts to
obtain the written consent of the landlord under the
Norcross Lease to permit Recipient's use of the
Norcross Space hereunder. Recipient shall indemnify,
defend and hold harmless MCI and all of its
shareholders, officers, directors, employees and
agents from any Losses (as defined in Article V
hereof) caused by the use or occupancy of the
Norcross Space hereunder by Recipient, any Norcross
Transferred Employee or any invitee or licensee
thereof, including, without limitation, any breach of
the Norcross Lease caused thereby or the failure to
obtain the consent of landlord under the Norcross
Lease to such use. Recipient shall provide MCI with
written
3
notice of its intent to vacate the Norcross Space
which notice shall be provided at the later of: (1)
two months prior to Recipient's intended date to
vacate, or (2) promptly after Recipient has actual
knowledge of its intended date to vacate.
(ii) Recipient Facilities. Subject to Section 2.04(iii),
Recipient shall provide MCI with the use of and
access to a portion of the Recipient facilities in
Bedford, Texas listed in Part II of Exhibit 3 for the
time period and rent set forth in Exhibit 3 (the
"Bedford Space"). MCI shall only locate at the
Bedford Space employees of MCI who were based at the
Bedford Space prior to the Closing Date and were not
hired by Recipient (the "Bedford Retained
Employees"), and shall otherwise use the Bedford
Space (A) materially in the same manner as such Space
was used by MCI prior to the Closing Date and (B)
strictly in accordance with the terms of the Bedford
Lease as otherwise applicable to Recipient
thereunder. All assets located in the Bedford Space
that are owned or leased by Recipient and provided
for the use of MCI under this Services Agreement
shall remain in the Bedford Space unless Recipient
otherwise agrees in writing, in its sole discretion;
provided, however, that all costs and expenses
incurred in relocating MCI from the Bedford Space to
another facility shall be borne solely by MCI. THE
BEDFORD SPACE SHALL BE PROVIDED TO MCI ON AN AS-IS,
WHERE-IS BASIS, AND RECIPIENT EXPRESSLY DISCLAIMS ANY
WARRANTIES, EXPRESS OR IMPLIED, AS TO THE BEDFORD
SPACE, AND THE CONDITION OR SUITABILITY FOR USE
THEREOF BY MCI. MCI shall indemnify, defend and hold
harmless Recipient and all of its shareholders,
officers, directors, employees and agents from any
Losses (as defined in Article V hereof) caused by the
use or occupancy of the Bedford Space hereunder by
MCI, any Bedford Retained Employee or any licensee or
invitee thereof, including, without limitation, any
breach of the Bedford Lease caused thereby. MCI shall
provide Recipient with written notice of its intent
to vacate the Bedford Space which notice shall be
provided at the later of: (1) two months prior to
MCI's intended date to vacate, or (2) promptly after
MCI has actual knowledge of its intended date to
vacate.
(iii) Early Termination; Conditions for Return.
Notwithstanding anything to the contrary set forth in
this Section 2.04 or in Exhibit 3, the use and
occupancy of the Norcross Space by Recipient or the
Bedford Space by MCI, as applicable, may be
terminated at any time (A) by the Party providing the
applicable Space if such Party receives notice (1)
from any applicable government authority that such
use of occupancy is in violation of any law or
regulation or (2) by the landlord of such Space that
such use or occupancy is in violation of the
applicable Lease, or (B) the Party occupying the
applicable Space at any time upon thirty (30) days
prior written notice to the other Party. If a Party
provides the notice as contemplated by clause (B)
above, such Party shall vacate the applicable Space
no later than the date set forth in such notice and
shall otherwise
4
return such Space to the other Party in the same
condition as when such Space was first provided to
the Party, subject to reasonable wear and tear and as
otherwise required by the applicable Lease.
SECTION 2.05. Mutual Cooperation. The Parties shall cooperate
with each other in connection with the performance and receipt of any Services
under this Services Agreement and the Migration Services Work Plan. Recipient
shall make available on a timely basis to the Service Providers all information
and materials reasonably requested by the Service Providers to enable them to
provide the Services. Recipient shall give the Service Providers reasonable
access, during regular business hours and at such other times as are reasonably
required, to the premises on which Recipient conducts business to the extent
necessary for the purposes of providing Services. MCI shall use commercially
reasonable efforts to obtain any consents, permits or licenses that may be
required in order for MCI to provide any of the Services under this Agreement;
provided that neither MCI nor any other Service Provider shall be required to
provide any Service hereunder to the extent any such consent, permit or license
has not been obtained after the exercise of commercially reasonable efforts. The
amounts paid to any third party to obtain such party's consent, permit or
license that may be required for MCI to provide any of the Services shall be
shared equally by the Parties; provided, that amounts to be paid for consents,
permits or licenses in connection with the CSC Agreement, MCI's SAP license
agreement and the Jabil Products and Services Agreements shall be paid or
reimbursed as provided in the Purchase Agreement. MCI shall notify Recipient in
advance in writing of any amounts required by third parties for consents,
permits or licenses (excluding CSC, SAP or Jabil, which are addressed in the
Purchase Agreement), and Recipient shall notify MCI of Recipient's approval of
such amount. If Recipient fails to approve of any such amount for a third party
consent, permit or license, then the parties shall discuss in good faith a
reasonable workaround to the affected Services; provided that (a) any additional
costs arising from the workaround that are in excess of the costs that MCI would
have incurred to provide the Services shall be paid by Recipient to MCI, and (b)
if the parties are unable to agree upon a reasonable workaround, then MCI shall
be relieved of its obligations to provide the affected Services. To the extent
that MCI owes or is charged breakup, unwinding, termination, or reduced services
fees, penalties or charges related to telecommunications voice and data services
used to provide the Services (collectively, "Telecommunications Unwinding
Fees"), and if such Telecommunications Unwinding Fees are set forth in Exhibit 5
attached hereto, Recipient will reimburse such amounts to MCI. If MCI owes or is
charged Telecommunications Unwinding Fees not listed in Exhibit 5 but which are
commercially reasonable given the nature of the particular services, the Parties
will share equally the cost of such Telecommunications Unwinding Fees. Upon
termination of the particular telecommunications Services, Recipient shall
promptly pay or reimburse MCI for such Telecommunications Unwinding Fees.
SECTION 2.06. Covenants.
(i) General MCI Covenants. MCI covenants that: (a) it is
authorized to enter into this Services Agreement; (b)
all Services directly performed by MCI (excluding any
Services provided by Service Providers other than MCI
which are made available to Recipient through MCI)
shall be performed in a professional, and competent
manner in materially the same manner (except to the
extent that the Services have been altered by the
mutual
5
agreement of the Parties pursuant to the Migration
Services Work Plan and its related documentation or
as otherwise set forth in the SDA) as such Services
were provided by MCI to the Access Business
immediately prior to the Closing Date; and (c) it
shall comply with all laws and regulations (excluding
laws relating to Intellectual Property and
infringement) directly applicable to MCI's
performance of the Services under this Services
Agreement. To the extent that MCI, in any of its
agreements with third parties designated by MCI to
perform Services under this Services Agreement (such
parties hereafter referred to as "Third Party Service
Providers"), obtained any express warranties by such
Third Party Service Provider with respect to the
Services, MCI shall use commercially reasonable
efforts to enforce such express warranties for the
benefit of MCI and Recipient to the extent those
express warranties directly relate to the Services
provided under this Services Agreement. MCI makes no
covenant regarding compliance with laws and
regulations by any Third Party Service Provider, and
MCI shall have no liability to Recipient for any
Third Party Service Provider's failure to comply with
such laws and regulations. Nothing in the preceding
sentence shall limit MCI's obligation to use
commercially reasonable efforts to enforce applicable
covenants, representations or warranties for the
benefit of MCI and Recipient with respect to any
Third Party Service Provider's compliance with laws.
(ii) CSC and Third Party Service Providers (including
SAP). MCI covenants that: (a) as part of the
Services, MCI is authorized to pass through to
Recipient certain services provided by CSC to MCI
pursuant to the CSC Agreement (as defined in Exhibit
1); and (b) subject to obtaining necessary consents
and/or license rights in each instance, MCI is
authorized to pass through to Recipient or otherwise
grant Recipient access to, products and services of
Third Party Service Providers, including SAP.
(iii) Recipient Covenants. Recipient covenants that it is
authorized to enter into this Services Agreement.
SECTION 2.07. Books and Records. During the Term and for three
months following the expiration or termination of this Services Agreement, MCI
shall keep, and shall use reasonable efforts to cause any other Service
Providers to keep, books and records of the Services provided and reasonable
supporting documentation of all out-of-pocket and internal costs incurred in
connection with providing such Services and except as may be limited by
applicable law or any third-party confidentiality restrictions, MCI shall make
such books and records in its possession available, and use commercially
reasonable efforts to cause any other Service Providers to make such books and
records available, to Recipient upon reasonable advance written notice and
during normal business hours for the sole purpose of substantiating, and to the
extent directly related to, Statements or Service Costs (each as defined herein)
or other internal, out-of-pocket or related expenses incurred in connection with
providing Services for which MCI seeks or has sought payment from Recipient
hereunder (it being understood and
6
agreed by the Parties that neither MCI nor any other Service Provider shall be
required to make available to Recipient any books or records to the extent they
contain any proprietary information of MCI or any Service Provider).
SECTION 2.08. Limitations.
(i) Except as expressly agreed by the Parties in a signed
writing or as expressly set forth in this Services
Agreement (e.g., Section 2.02), the SDA or the
Migration Services Work Plan, neither MCI nor any
other Service Provider shall be required to increase
staffing, acquire equipment or make any investments
or capital expenditures to provide any Service
hereunder.
(ii) To the extent such third parties are not, as of the
Closing Date, performing Services under this Services
Agreement, MCI shall not be permitted to designate
additional third parties to perform Services under
this Services Agreement without Recipient's prior
written consent, which consent shall not be
unreasonably withheld, delayed or conditioned.
Notwithstanding the preceding sentence, additional
third parties may be designated to perform Services
under this Services Agreement without Recipient's
consent (a) to the extent that third parties that are
currently performing Services under this Services
Agreement have a right to subcontract all or a
portion of such Services , or (b) to the extent
unforeseen, exigent circumstances arise requiring the
designation of the additional third party to perform
Services and the circumstances are such that it is
not practicable to obtain Recipient's consent prior
to engaging the additional third party, in which
case, MCI will promptly notify Recipient in writing
of such additional third party.
SECTION 2.09. Payment. Statements ("Statements") will be
delivered to Recipient at the address set forth in Section 6.04(ii) each month
by MCI for Services provided to Recipient during the preceding month. Each
Statement shall set forth a brief description of the Services and the amounts
charged therefor ("Service Costs"). Statements shall be due and payable to MCI
within 30 days after receipt by the Recipient. All amounts due and payable to
MCI shall be invoiced and paid in U.S. dollars. Any undisputed payment not made
by Recipient when due hereunder will be subject to interest from the date such
undisputed payment was due through the date paid at a rate of one and one-half
percent (1.5%) per month or the maximum rate allowable by law.
SECTION 2.10. Disclaimer of Warranty. RECIPIENT ACKNOWLEDGES
THAT NEITHER MCI NOR ANY OF ITS AFFILIATES IS IN THE BUSINESS OF PROVIDING THE
SERVICES AND THAT MCI AND THE AFFILIATES ARE PROVIDING THE SERVICES TO RECIPIENT
FOLLOWING THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED IN THE PURCHASE
AGREEMENT. EXCEPT AS EXPRESSLY SET FORTH IN SECTION 2.06(i)-(ii) (COVENANTS)
HEREIN, THE SERVICES TO BE PROVIDED UNDER THIS SERVICES AGREEMENT ARE FURNISHED
AS IS, WHERE IS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND,
7
EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY
PARTICULAR PURPOSE. EXCEPT AS EXPRESSLY SET FORTH HEREIN, NO SERVICE PROVIDER
MAKES ANY WARRANTY THAT ANY SERVICE COMPLIES WITH ANY LAW, DOMESTIC OR FOREIGN.
IN ADDITION, MCI SHALL NOT BE LIABLE OR OTHERWISE RESPONSIBLE FOR THE ACTIONS,
INACTIONS OF, OR ANY OTHER FAILURE TO PERFORM BY, ANY THIRD PARTY SERVICE
PROVIDER. NOTHING IN THE PRECEDING SENTENCE SHALL LIMIT MCI'S OBLIGATION TO USE
COMMERCIALLY REASONABLE EFFORTS TO ENFORCE EXPRESS WARRANTIES IN ANY OF ITS
AGREEMENTS WITH THIRD PARTY SERVICE PROVIDERS FOR THE BENEFIT OF MCI AND
RECIPIENT IN ACCORDANCE WITH SECTION 2.06(i).
SECTION 2.11. Taxes. The amounts set forth as the applicable
consideration with respect to each Service in the SDA do not include any sales
tax, value added tax, goods and services tax or similar tax (collectively,
"Taxes") and any such Taxes required to be paid by MCI or any of its Affiliates
in connection with this Services Agreement or the performance hereof will be
promptly reimbursed to MCI, or such other Service Providers designated by MCI,
by Recipient, and such reimbursement shall be in addition to the amounts
required to be paid by Recipient as set forth in the Service Description Annex.
This reimbursement obligation shall not apply with respect to income taxes of
any Service Provider.
SECTION 2.12. Use of Services. MCI shall not be required to
provide, or to cause any other Service Provider to provide, Services to any
Person other than Recipient in connection with its conduct of the Access
Business. Recipient shall not resell, transfer or assign any Services to any
Person whatsoever or use the Services other than in connection with the conduct
of the Access Business.
SECTION 2.13. No Set-Off. Recipient's obligation to pay fees
or make any other required payments under this Agreement shall not be subject to
any right of offset, set-off, deduction or counterclaim, however arising,
including as a result of any claims under the Purchase Agreement.
SECTION 2.14. Cost of Changes. If changes in laws or
regulations relating to Recipient's business require changes in the Services,
MCI shall use commercially reasonable efforts to accommodate such changes;
provided that, Recipient shall have financial responsibility for, and shall
promptly reimburse MCI for, any additional costs and expenses incurred in
complying with such changes.
SECTION 2.15. Transferred IT Assets. After the Closing Date on
a date as mutually agreed upon by the Parties (but no later than three months
prior to the end of the Term) and in accordance with the terms of this Section
2.15, Recipient shall purchase from MCI, and MCI shall sell to Recipient, the
equipment and other assets set forth on Exhibit 6 which were formerly owned by
CSC International Systems Management Inc. ("CSC International"), subject to the
prior acquisition of such equipment and assets by MCI from CSC International,
and subject further to MCI's and Recipient's confirmation of the existence of
such assets (or their replacements as may occur in the regular course of
business under the CSC Agreement), with Recipient having no obligation to
purchase the particular asset not so confirmed. The purchase
8
price to be paid by Recipient to MCI for such assets shall equal $581,667, or
such lesser amount as may be agreed to by MCI. After the Closing Date on a date
as mutually agreed upon by the Parties (but no later than three months prior to
the end of the Term) and in accordance with the terms of this Section 2.15,
Recipient shall purchase from MCI, and MCI shall sell to Recipient, the
equipment and other assets set forth on Exhibit 6 which were formerly owned by
British Telecommunications PLC ("BT"), subject to the prior acquisition of such
equipment and assets by MCI from BT and subject further to MCI's and Recipient's
confirmation of the existence of such assets (or their replacements as may occur
in the regular course of business under the CSC Agreement) with Recipient having
no obligation to purchase the particular asset not so confirmed. The purchase
price to be paid by Recipient for such assets shall equal $584,000, or such
lesser amount as may be agreed to by MCI. Each purchase contemplated by this
Section 2.15 shall be effected pursuant to a Xxxx of Sale substantially in the
form of Exhibit 7 attached hereto.
ARTICLE III
Term of Services
SECTION 3.01. Term. Both the obligations of Recipient and the
Services to be provided by the Service Providers related to Phase 1 of the
Migration Services Work Plan as identified in Exhibit 4 shall commence upon the
Effective Date, and, if the Closing does not occur, shall end upon any
termination of the Purchase Agreement. . All other Services shall commence on
the Closing Date and this Services Agreement shall terminate twelve months after
the Closing Date (the "Term"); provided, however, that Recipient may cancel any
Service or all Services upon 30-days' written notice for non-telecommunications
Services and 90-days' written notice for telecommunications voice and data
Services, subject to the requirement that Recipient pay to MCI any amounts
payable under Sections 2.05 and 3.05.
SECTION 3.02. Breach of Services Agreement. If either Party
shall cause or suffer to exist any material breach of its obligations under this
Services Agreement, including any failure to make payments when due, and that
Party does not cure such default within twenty (20) days after receiving written
notice thereof from the non-breaching Party, the non-breaching Party may
terminate this Services Agreement, including the provision of Services pursuant
hereto, immediately by providing written notice of termination.
SECTION 3.03. Insolvency. Either Party may terminate this
Agreement immediately upon written notice to the other Party in the event that
such other Party (i) ceases to do business in the normal course, (ii) becomes or
is declared insolvent or bankrupt, (iii) is the subject of any proceeding
related to its liquidation or insolvency (whether voluntary or involuntary)
which (in the event of an involuntary proceeding) is not dismissed within ninety
(90) calendar days or (iv) makes an assignment for the benefit of creditors.
SECTION 3.04. Cessation of Services or Termination of
Employees. If MCI ceases to provide any Service generally for itself, then upon
30 days prior written notice to Recipient, this Agreement shall automatically be
terminated with respect to such Service;
9
provided, however, that MCI may not exercise such right with respect to Services
provided pursuant to the CSC Agreement, or Services provided that are dependent
upon SAP, as SAP was used by the Access Business immediately prior to the
Closing Date. In addition, if any employee that was responsible for the
provision of any Services leaves the employment of MCI or any other Service
Provider (as applicable) or is otherwise unavailable (other than due to MCI's or
any other Service Provider's request), then MCI shall use commercially
reasonable efforts to provide a workaround to the loss of such employee,
provided, that if a workaround cannot be provided using commercially reasonable
efforts, then MCI may terminate this Agreement with respect to the affected
Service(s) upon 30 days' prior written notice. Notwithstanding the proviso in
the preceding sentence, MCI shall not exercise its termination rights in the
preceding sentence with respect to (i) the Services provided pursuant to the CSC
Agreement or (ii) any license agreement with SAP applicable to the Services. If
any Services are terminated by MCI pursuant to this Section 3.04, the charges in
Exhibit 1 shall be equitably adjusted as of the date of such termination to
account for the Services no longer provided to Recipient.
SECTION 3.05. Sums Due. In the event of any expiration or
termination of this Services Agreement, each Party and any entity designated by
such Party shall be entitled to the prompt payment of, and the Party owing such
amount shall immediately pay to the other Party or such designees, all accrued
amounts as agreed to under this Agreement as of the date of expiration or
termination.
SECTION 3.06. Effect of Termination. Sections 2.03, 2.05,
2.06, 2.07, 2.09, 2.10, 2.11, 2.13, 2.14, 3.05, 3.06 and Articles V and VI shall
survive any expiration or termination of this Services Agreement.
ARTICLE IV
Force Majeure
SECTION 4.01. Force Majeure.
(i) Neither MCI nor any other Service Provider shall be
liable for any interruption of any Service or delay
or failure to perform under this Services Agreement
if such interruption, delay or failure results from
causes beyond its control, including any strikes,
lockouts or other labor difficulties, acts of any
government (or Person acting under government
authority), acts of terrorism, riot, insurrection or
other hostilities, embargo, fuel or energy shortage,
fire, flood, lightning, earthquake, storm, hurricane,
tornado, explosion, acts of God, wrecks, any other
casualty, industry-wide transportation delays, change
in law or an industry-wide inability to obtain
necessary labor, materials or utilities (each such
event, a "Force Majeure Event"). If a Force Majeure
Event occurs, MCI shall promptly give notice to
Recipient of the nature of the Force Majeure Event
and the extent of delay expected. Upon receipt of
such notice by Recipient, the performance of this
Services Agreement or any relevant Service shall be
suspended, but only to the extent required by the
Force
10
Majeure Event. Such suspension shall continue until
the affected Party is reasonably able to resume its
performance under this Services Agreement. To the
extent any applicable schedule related to a Party's
performance under this Services Agreement is directly
affected by a Force Majeure Event it shall be
extended as mutually agreed by the parties, but at
not less than a day-for-day basis.
(ii) Upon the occurrence of a Force Majeure Event, MCI
shall undertake reasonable efforts to continue
performance hereunder with respect to those aspects
of the Services which are not affected by the Force
Majeure Event. Upon the conclusion of the Force
Majeure Event MCI shall proceed on those parts of its
performance which were affected by the Force Majeure
Event as soon as reasonably practicable and shall use
reasonable efforts to mitigate the damages in time,
cost, and other losses caused by the Force Majeure
Event. MCI agrees to use reasonable efforts to
minimize the delays and costs associated with a Force
Majeure Event.
(iii) To the extent that a Third Party Service Provider has
agreed with MCI to terms and conditions regarding
Force Majeure Events that are in addition to or
different from those set forth herein, then MCI shall
use commercially reasonable efforts to enforce such
terms and conditions for the benefit of MCI and
Recipient in the case of a Force Majeure Event
affecting Services provided by such Third Party
Service Provider.
(iv) Notwithstanding the foregoing or otherwise in this
Services Agreement, in the event that MCI suffers a
Force Majeure Event for more than 30 days, Recipient
shall have the right to terminate this Agreement.
ARTICLE V
Indemnity and Limited Remedy
SECTION 5.01. Limited Remedy. If MCI materially fails to
perform the Services that are provided directly by MCI, and not by or through a
Third Party Service Provider, then upon written notice from Recipient reasonably
specifying in detail the nature of such material failure, MCI shall use
commercially reasonable efforts to correct or promptly cure such failure. If MCI
materially fails to perform any Services that are provided by or through any
Third Party Service Provider, then upon written notice from Recipient reasonably
specifying in detail the nature of such material failure, MCI shall use
commercially reasonable efforts, subject to the rights and limitations of its
agreement with such Third Party Service Provider, to enforce any remedies that
may be available regarding such failure to perform, which may include assessment
of any service level credits that may be available regarding such failure, and
apportionment of such service level credits, if any, to Recipient in the same
manner as such apportionment would have been made to the Access Business
immediately prior to the Closing Date. MCI's commercially reasonable efforts to
exercise such rights and remedies with respect
11
to Third Party Service Providers, and obligation to apportion service level
credits, if any, shall be Recipient's sole and exclusive remedy with respect to
breaches or failures to perform under this Agreement that are caused by or
result from the failure to perform by any Third Party Service Provider. In no
event shall MCI be liable to Recipient for any Losses in connection with such
Third Party Service Provider's failure to perform under this Services Agreement
or under the applicable agreement between MCI and such Third Party Service
Provider.
SECTION 5.02. Indemnities.
(i) MCI hereby agrees to pass through to Recipient, to
the fullest extent it is contractually permitted to
do so, any indemnities regarding the infringement of
intellectual property rights provided by any Third
Party Service Provider performing Services in
connection with this Services Agreement. In addition,
MCI hereby agrees to indemnify, defend and hold
harmless Recipient from and against any and all
claims, demands, complaints, liabilities, losses,
damages, costs and expenses (collectively, "Losses")
arising from or relating to a claim by a third party
that any material, product or service of MCI's
provided directly by MCI to Recipient pursuant to
this Services Agreement infringes the intellectual
property right of such third party; provided, that
this indemnity shall not include any material,
product or service that is provided by or through a
Third Party Service Provider in connection with this
Services Agreement. Recipient shall provide written
notice of Losses to MCI, and MCI shall have sole
control of the defense and settlement of any related
claims, provided that MCI shall not settle any claim
without the prior written consent of Recipient, which
consent shall not be unreasonably withheld, delayed
or conditioned. Recipient shall reasonably cooperate
with MCI, at MCI's sole cost, in the defense and
settlement of any claims relating to Losses. The
preceding paragraph sets forth all of MCI's
obligations with respect to third party intellectual
property infringement claims and represents
Recipient's sole and exclusive remedy in the event of
such claims.
(ii) Except as set forth in Section 5.02(i) above,
Recipient hereby releases each Service Provider and
each of its employees, agents, officers and directors
(collectively, the "MCI Indemnitees"), and Recipient
hereby agrees to indemnify, defend and hold harmless
MCI Indemnitees from and against any and all Losses
arising from or relating to claims made by any third
party relating to the provision or use of any Service
provided hereunder except for Losses that are caused
by or result from the gross negligence or intentional
misconduct of any MCI Indemnitee. MCI Indemnitees
shall provide written notice of Losses to Recipient
and Recipient shall have sole control of the defense
and settlement of any related claims, provided that
Recipient shall not settle any claim without the
prior written consent of the indemnified Party, which
consent shall not be unreasonably withheld, delayed
or conditioned. MCI Indemnitees shall
12
reasonably cooperate with Recipient, at Recipient's
sole cost, in the defense and settlement of any
claims relating to Losses.
SECTION 5.03. Limit of Liability; Consequential and Other
Damages. NOTWITHSTANDING ANYTHING ELSE CONTAINED IN THIS SERVICES AGREEMENT OR
IN THE PURCHASE AGREEMENT, AND EXCEPT AS EXPRESSLY SET FORTH BELOW, IN NO EVENT
SHALL MCI OR ANY OTHER SERVICE PROVIDER, ON THE ONE HAND, OR RECIPIENT ON THE
OTHER HAND, BE REQUIRED TO COLLECTIVELY INCUR OR OTHERWISE BE LIABLE TO THE
OTHER PARTY FOR ANY AMOUNT IN EXCESS OF TWO MILLION DOLLARS ($2,000,000) (THE
"DIRECT DAMAGES CAP") IN THE AGGREGATE FOR ALL CLAIMS UNDER OR IN CONNECTION
WITH THIS SERVICES AGREEMENT, REGARDLESS OF THE THEORY UPON WHICH LIABILITY IS
PREMISED. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO RECIPIENT'S
OBLIGATIONS TO PAY FOR SERVICES OR ANY OTHER COSTS, EXPENSES, FEES OR
REIMBURSEMENTS DUE UNDER THIS SERVICES AGREEMENT, AND ALL SUCH PAYMENTS SHALL
NOT COUNT TOWARD SATISFACTION OF THE DIRECT DAMAGES CAP FOR RECIPIENT. NEITHER
PARTY SHALL BE LIABLE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND
STRICT LIABILITY), OR OTHERWISE, FOR ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL
OR CONSEQUENTIAL DAMAGES WHATSOEVER, WHICH IN ANY WAY ARISE OUT OF, RELATE TO,
OR ARE A CONSEQUENCE OF, ITS PERFORMANCE OR NONPERFORMANCE HEREUNDER, OR THE
PROVISION OF OR FAILURE TO PROVIDE ANY SERVICE. The foregoing limitations and
exclusions of liability in this Section 5.03 shall not apply to, and a different
limitation of liability shall apply to: (A) MCI's obligations under Section
5.02(i) and Recipient's obligations under Section 5.02(ii), and in each such
case the liability of MCI and all Service Providers on the one hand, and
Recipient on the other hand, shall never exceed Nine Millions Dollars
($9,000,000) (the "Indemnification Damages Cap") in the aggregate for all claims
of indemnification under Section 5.02 (i) or (ii), respectively; and (B) either
Party's liability for breaches of confidentiality under Section 6.11 shall never
exceed Nine Million Dollars ($9,000,000) (the "Confidentiality Damages Cap") in
the aggregate for all such claims under Section 6.11. For avoidance of doubt,
under no circumstances shall either Party incur or be liable to the other Party
with respect to any obligation or breach under this Services Agreement for any
damages in excess of the total of the Direct Damages Cap, the Indemnification
Damages Cap and the Confidentiality Damages Cap, as each applies to their
particular obligations or breaches under this Services Agreement.
ARTICLE VI
Miscellaneous
SECTION 6.01. No Third Party Beneficiaries. Except as provided
in Article V with respect to release and indemnity, this Services Agreement is
for the sole benefit of the Parties, the other Service Providers and their
permitted assigns and nothing herein expressed or implied shall give or be
construed to give to any Person, other than the Parties, the other Service
Providers and such permitted assigns, any legal or equitable rights hereunder,
whether as third party beneficiaries or otherwise.
SECTION 6.02. Amendments; Assignment. No amendment to this
Services Agreement shall be effective unless it shall be in writing and signed
by each Party. Neither this Agreement nor any of the rights and obligations of a
Party hereunder shall be assignable or
13
transferable by such Party without the prior written consent of the other Party;
provided, however, that this Services Agreement shall be assignable by MCI with
the prior written consent of Recipient (which consent shall not be unreasonably
withheld, delayed or conditioned) in connection with a sale, by sale of stock,
sale of assets, merger or otherwise, of all or substantially all of one or more
businesses, business units or product lines of MCI.
SECTION 6.03. Waivers. No failure or delay of any Party in
exercising any power or right hereunder shall operate as a waiver thereof, nor
shall any single or partial exercise of any such right or power, or any
abandonment or discontinuance of steps to enforce such a right or power,
preclude any other or further exercise thereof or the exercise of any other
right or power. The rights and remedies of the Parties and their Affiliates
hereunder are cumulative and are not exclusive of any rights or remedies which
they would otherwise have hereunder. No provision of this Services Agreement may
be waived except pursuant to a writing executed by the waiving Party.
SECTION 6.04. Notices. All notices or other communications
required or permitted to be given hereunder shall be in writing and shall be
delivered by hand or sent by facsimile or sent, postage prepaid, by registered,
certified or express mail or reputable overnight courier service and shall be
deemed given when so delivered by hand or facsimile, or if mailed or sent by
courier service, three days after mailing (one business day in the case of
express mail or overnight courier service), as follows (or at such other address
for a Party as shall be specified by notice given in accordance with this
Section 6.04):
(i) if to MCI,
Marconi Communications, Inc.
0000 Xxxxxxx Xxxxx
Xxxxxxxxxx, Xxxxxxxxxxxx 00000
Attention: General Counsel-Americas
Facsimile: (000) 000-0000
(ii) if to Recipient,
Advanced Fibre Communications, Inc.
0000 Xxxxx XxXxxxxx Xxxx.
Xxxxxxxx, Xxxxxxxxxx 00000
Attention: General Counsel
Facsimile: (000) 000-0000
SECTION 6.05. Annex; Interpretation. The headings contained in
this Services Agreement or any Exhibits hereto are for reference purposes only
and shall not affect in any way the meaning or interpretation of this Services
Agreement. Any matter set forth in any provision, subprovision, section or
subsection of any Exhibit hereto shall, unless the context otherwise manifestly
requires, be deemed set forth for all purposes of that particular Exhibit. The
Exhibits attached hereto or referred to herein are hereby incorporated in and
made a part of this Services Agreement as if set forth in full herein. Any
capitalized terms used in the Exhibits but not otherwise defined therein, shall
have the meaning as defined in this Services Agreement. In the
14
event of any conflict between Articles I through VI of this Services Agreement
and the Exhibits, Articles I through VI of this Services Agreement shall
control. When a reference is made in this Services Agreement to an Article or
Section, such reference shall be to an Article or Section of this Services
Agreement unless otherwise indicated. For all purposes hereof, the terms
"include" and "including" shall be deemed followed by the words "without
limitation". The words "hereof," "herein" and "hereunder" and words of similar
import when used in this Services Agreement shall refer to this Services
Agreement as a whole and not to any particular provision of this Services
Agreement. Any agreement, instrument or statute defined or referred to herein or
in any agreement or instrument that is referred to herein means such agreement,
instrument or statute as from time to time amended, modified or supplemented,
including (in the case of agreements or instruments) by waiver or consent and
(in the case of statutes) by succession of comparable successor statutes and
references to all attachments thereto and instruments incorporated therein.
References to a Person are also to its permitted successors and permitted
assigns and, in the case of an individual, to his or her heirs and estate, as
applicable.
SECTION 6.06. Counterparts. This Services Agreement may be
executed in one or more counterparts, all of which shall be considered one and
the same agreement, and shall become effective when one or more such
counterparts have been signed by each of the Parties and delivered to the other
Parties.
SECTION 6.07. Entire Agreement. This Services Agreement,
including the Exhibits hereto, contains the entire agreement and understanding
between the Parties with respect to the subject matter hereof and supersedes all
prior agreements and understandings relating to such subject matter.
SECTION 6.08. Severability. If any provision of this Services
Agreement or the application of any such provision to any Person or circumstance
shall be held invalid, illegal or unenforceable in any respect by a court of
competent jurisdiction, such invalidity, illegality or unenforceability shall
not affect any other provision hereof, and there shall be deemed substituted for
the provision at issue a valid, legal and enforceable provision as similar as
possible to the provision at issue.
SECTION 6.09. Consent To Jurisdiction; Waiver of Jury Trial.
Each Party hereby (i) agrees that any litigation, proceeding or other legal
action in connection with or relating to this Services Agreement or any matters
contemplated hereby, shall be brought by any Party in a court of competent
jurisdiction located within the County of New York, in the State of New York,
whether a state or federal court; (ii) agrees that in connection with any such
litigation, proceeding or action, such Party will consent and submit to personal
jurisdiction in any such court described in clause (i) of this Section 6.09 and
to service of process upon it in accordance with the rules and statutes
governing service of process; (iii) agrees to waive to the full extent permitted
by Law any objection that it may now or hereafter have to the venue of any such
litigation, proceeding or action in any such court or that any such litigation,
proceeding or action was brought in an inconvenient forum; (iv) designates,
appoints and directs CT Corporation System as its authorized agent to receive on
its behalf service of any and all process and documents in any such litigation,
proceeding or action in the County of New York, in the State of New York; (v)
agrees to notify the other Party to this Agreement immediately if such agent
shall refuse to act, or be prevented from acting, as agent and, in such event,
promptly to
15
designate another agent in the County of New York, in the State of New York to
serve in place of such agent and deliver to the other Party written evidence of
such substitute agent's acceptance of such designation; (vi) agrees as an
alternative method of service to service of process in any such litigation,
proceeding or action by mailing of copies thereof to such Party at its address
set forth in Section 6.04; (vii) agrees that any service made as provided herein
shall be effective and binding service in every respect; and (viii) agrees that
nothing herein shall affect the rights of either Party to effect service of
process in any other manner permitted by Law. EACH PARTY HERETO IRREVOCABLY AND
ABSOLUTELY WAIVES THE RIGHT TO A TRIAL BY JURY IN ANY DISPUTE IN CONNECTION
WITH, ARISING UNDER OR RELATING TO THIS SERVICES AGREEMENT OR ANY MATTERS
CONTEMPLATED HEREBY, AND AGREES TO TAKE ANY AND ALL ACTION NECESSARY OR
APPROPRIATE TO EFFECT SUCH WAIVER.
SECTION 6.10. Governing Law. This Services Agreement shall be
governed by and construed and enforced in accordance with the internal laws of
the State of New York without giving effect to the principles of conflicts of
law thereof.
SECTION 6.11. Confidentiality.
(i) "Confidential Information" means any and all trade
secrets, discoveries, ideas, concepts, know-how, techniques, designs,
specifications, drawings, diagrams, data, product designs, computer programs,
financial information, pricing information, sales information, business
activities and operations, business and marketing plans, customer lists,
reports, studies and other technical and business information that, when
disclosed, is designated as confidential or proprietary or which reasonably
should be understood to be confidential given the nature of the information and
manner of disclosure.
(ii) Permitted Disclosures. Each of the following reasons
shall be deemed to be a "Permitted Disclosure" and collectively, the
"Permitted Disclosures", subject to the terms and conditions applicable
to any such Permitted Disclosure as set forth below or as otherwise
expressly set forth in this Section 6.11:
(a) making any filing with a Governmental
Authority that is required in connection with the performance
of the obligations contained in this Services Agreement or the
consummation of the transactions contemplated hereby;
(b) subject to obtaining reasonable assurances
of confidentiality, obtaining any permits, consents or
licenses from a third party as required by this Services
Agreement, provided that the Party seeking such permit,
consent or license shall only disclose the identity of the
other Party and the general nature of the transaction to such
third party;
(c) defending or prosecuting any litigation,
Proceeding or dispute;
(d) as otherwise required by Law or
administrative process; provided that in the event of (c) or
(d) above, (1) the scope of the information to be disclosed
shall be solely that which is reasonably necessary for the
respective purpose stated above, (2) the receiving Party shall
provide written notice to the
16
disclosing Party as to the need for such disclosure and such
scope, as soon as the receiving Party first becomes aware of
such, in order to give the disclosing Party the opportunity to
appear and object, if it so chooses and (3) the court may
review such information under seal, upon the disclosing
Party's making a motion for such, to which the receiving Party
shall make no objection;
(e) disclosing to any and all Persons, without
limitation of any kind, the U.S. federal and state tax
treatment and tax structure (tax structure shall mean any fact
that may be relevant to understanding the U.S. federal or
state tax treatment of the transaction) contemplated hereby
and all materials of any kind (including opinions or other tax
analyses) that are provided to the Party making the disclosure
relating to such tax treatment and tax structure except to the
extent maintaining confidentiality of such information is
necessary to comply with any federal or state securities laws;
(f) making any public announcement or disclosure
required by the rules of any stock exchange, the Panel on
Takeovers and Mergers, the UKLA or any other Law or Judgment
(in which case the Party required to make the disclosure shall
promptly notify the other Party and give such Party a
reasonable opportunity to oppose such disclosure or request
confidential treatment of such disclosure if available);
(g) subject to reasonable assurances of
confidentiality, disclosing this Services Agreement or its
contents or the transactions and obligations contemplated
hereby or thereby to Representatives of the Parties and their
Affiliates with a bona fide need to know such information;
(h) disclosing this Services Agreement or its
contents or the transactions and obligations contemplated
hereby (1) subject to the terms of a confidentiality agreement
protecting the confidentiality of such information, to current
or potential lenders to, investors in and purchasers of the
parties or their Affiliates (or any portion thereof) so long
as (A) the due diligence investigation by the lender, investor
or purchaser, as applicable, of such Party and its Affiliates
is substantially complete, (B) the definitive agreement with
respect to such loan, investment or purchase, as applicable,
is substantially complete and substantially all of the
material terms with respect thereto (including, (x) with
respect to a loan, the loan amount and interest rate, (y) with
respect to an investment, the amount to be invested and the
price per security to be issued, and (z) with respect to a
purchase, the purchase price) have been agreed in principle)
and (C) the board of directors (or the senior management) of
such Party or its Affiliates (as applicable) and the potential
lender, investor or purchaser, as the case may be, have (aa)
in the case of a loan from a bank or similar entity that is in
the business of lending money, reviewed and approved the
commitment letter or term sheet setting forth the material
terms of such loan and (bb) in the case of all other
transactions contemplated by this clause (C), been apprised of
such transaction and have consented to further negotiations
subject to final board (or senior management) approval, and
(2) without limiting any other Permitted Disclosure, to those
17
Persons whose approval, agreement or opinion, as the case may
be, is required for consummation of such particular
transaction or transactions; or
(i) enforcing the Parties' rights hereunder.
Additional reasons for disclosure of Confidential Information
of a Party may be permitted as expressly set forth in this Section 6.11.
(iii) Recipient's Obligations. Recipient shall keep confidential and
shall not use or disclose except as expressly permitted or required by this
Services Agreement, and shall cause its Affiliates and each of the
Representatives of Recipient and such Affiliates to keep confidential and not
use or disclose except as expressly permitted or required by this Services
Agreement, all Confidential Information of MCI or its Affiliates provided by MCI
or any of its Affiliates or Representatives in connection with the Services
performed hereunder or the transactions contemplated hereby (excluding, from and
after the Closing Date, the Information and Records, Transferred Technology and
information arising from the Assumed Obligations), except (a) as necessary or
required in connection with a Permitted Disclosure, (b) for information that is
available to the public on the Closing Date, or thereafter becomes available to
the public, other than as a result of a breach of this Section 6.11, and (c) for
information that is or was independently developed by Recipient or any of its
Affiliates without reference to any Confidential Information of MCI or any of
its Affiliates or (d) for information that is known or becomes known to
Recipient (other than by disclosure by MCI) without any breach of any obligation
of confidentiality or not in connection with the transaction contemplated hereby
or the Services performed hereunder. Recipient agrees to use, and agrees to
cause its respective Affiliates and Representatives to use, at least the same
degree of care to protect such Confidential Information of MCI and its
Affiliates as Recipient uses to protect its confidential information of like
importance and in any event using not less than a reasonable degree of care.
(iv) MCI's Obligations. MCI shall keep confidential and shall not
use or disclose except as expressly permitted or required by this Services
Agreement, and shall cause its Affiliates and each of the Representatives of MCI
and its Affiliates to keep confidential and not use or disclose except as
expressly permitted or required by this Services Agreement, (a) all Confidential
Information of the Recipient or any of its Affiliates provided by Recipient or
any of its Affiliates or Representatives in connection with MCI's performance of
the Services or the transactions contemplated hereby and (b) after the Closing,
all Information and Records, Transferred Technology and information arising from
the Assumed Obligations, except (1) as necessary or required in connection with
a Permitted Disclosure, (2) for information that is available to the public
prior to or on the Closing Date, or thereafter becomes available to the public,
other than as a result of a breach of this Section 6.11, (3) with respect to
clause (a) above only, for information that (A) is or was independently
developed by MCI or any of its Affiliates without reference to any information
described in clause (a) above or (B) is known or becomes known to MCI (other
than by disclosure by Recipient) without any breach of any obligation of
confidentiality or not in connection with the transaction contemplated hereby or
the Services performed hereunder. MCI agrees to use, and agrees to cause its
respective Affiliates and Representatives to use, at least the same degree of
care to protect such Confidential Information of Recipient as MCI uses to
protect its confidential information of like importance and in any event using
not less than a reasonable degree of care.
18
(v) Post-Closing Confidentiality Obligations of MCI. Effective
upon, and only upon, the Closing, (a) the terms of this Section 6.11 (excluding
Section 6.11(iii)) shall apply to MCI with respect to Information and Records,
Transferred Technology and information arising from the Assumed Obligations, and
(b) any Information and Records, Transferred Technology or information arising
from the Assumed Obligations shall be deemed the Confidential Information of
Recipient, and Recipient's obligations from and after the Closing under this
Section 6.11 with respect to such information shall cease.
(vi) Retention of Information. MCI shall be entitled to retain one
copy of the Confidential Information of Recipient as it deems necessary for
archive purposes for a record of the performance of the Services hereunder or
the transactions contemplated by this Services Agreement.
(vii) Additional Mutual Obligations. On and after the effective date
of this Services Agreement, except for the Permitted Disclosures, each of MCI
and its respective Affiliates, and Recipient and its respective Affiliates,
agree to hold confidential the terms and provisions of this Services Agreement
and the terms of the transactions contemplated hereby.
(viii) Equitable Remedies. Each Party acknowledges and agrees that,
due to the unique nature of the other Party's Confidential Information, there
can be no adequate remedy at law for any breach of a Party's confidentiality
obligations hereunder, that any such breach may result in irreparable harm to
the other Party, and that therefore, upon any such breach or threat thereof, the
other Party may be entitled to appropriate equitable relief, including without
limitation injunctive relief, in addition to whatever remedies it may have at
law.
SECTION 6.12. Title To Data. Recipient acknowledges that it
will acquire no right, title or interest (including any license rights or rights
of use) in any Intellectual Property which is owned or licensed by any Service
Provider, by reason of the provision of the Services provided hereunder.
Recipient will not remove or alter any copyright, trademark, confidentiality or
other proprietary notices that appear on any Intellectual Property owned or
licensed by any Service Provider, and shall reproduce any such notices on any
and all copies thereof. Recipient will not attempt to decompile, translate,
reverse engineer or make excessive copies of any Intellectual Property owned or
licensed by any Service Provider, and shall promptly notify such Service
Provider of any such attempt, regardless of whether by Recipient or any third
party, of which Recipient becomes aware.
SECTION 6.13. Parent Liability. Parent hereby agrees that it
shall be jointly and severally liable with Recipient for the performance of all
obligations of Recipient under this Services Agreement to the same extent that,
and in the same manner as, Recipient is obligated under this Services Agreement.
* * * * *
19
IN WITNESS WHEREOF, the Parties and Parent have executed this
Services Agreement as of the Effective Date.
ADVANCED FIBRE COMMUNICATIONS, INC.
By_______________________________________
Name:
Title:
ADVANCED FIBRE ACCESS CORPORATION
By_______________________________________
Name:
Title:
MARCONI COMMUNICATIONS, INC.
By_______________________________________
Name:
Title:
EXHIBIT 1
SERVICE DESCRIPTION ANNEX
EXHIBIT 1
SERVICE DESCRIPTION ANNEX
IT, NETWORK AND VOICE SERVICES
SERVICES DESCRIPTION DURATION CHARGES
-------------------- -------- -------
MCI will permit Recipient to use and access The Term MCI will xxxx Recipient
certain software and services (as more fully the following charges,
described below) provided by CSC monthly until such time
International Systems Management, Inc. as the conversion to
("CSC") to the Access Business pursuant to Recipient's systems are
that certain Master Agreement for the complete or as
Provision of IT and Project Services among otherwise set forth
CSC, Marconi Corporation PLC, and below. The charges
Marconi Communications Limited dated below do not include
May 23, 2003 ("CSC Agreement"). charges for Recipient's
requests for
Recipient will have access to the following enhancements to the
services under the CSC Agreement: Help Services, which
Desk and Call Center Services, Desktop and enhancements, to the
Supply Services, Network Services extent they require
(including PAL and VPN (remote dial up), additional resources
Cellular Phone Plan, Video Conferencing over 1 FTE, shall be
assistance, Voice Messaging, POTS, and paid for by Recipient.
LAN/WAN services), Application MCI shall not assess,
Maintenance Services, Data Centre and AFC shall not pay,
Services. any additional fees or
expenses for the IT
Recipient will have access to the following Network and Voices
shared applications and services under the Services described
CSC Agreement to the extent such access is except upon the mutual
permitted under the relevant contract written agreement of
(please note that the following list may not the parties, or as
be complete): otherwise set forth in
- SAP [provided, that Recipient will the Services
not have access to an automated Agreement.
cash application function, and
Recipient will have access to Local Access IT
predefined and business critical Equipment: $65,789
reports as mutually agreed by the (THIS CHARGE SHALL ONLY
Parties]. CONTINUE UNTIL
- Lotus Notes (e-mail, time tracking RECIPIENT PURCHASES
and life cycle management) THE LOCAL ACCESS IT
- Data W/H (Brio) EQUIPMENT PURSUANT
- HRIS (HR CSS Horizon) TO THE PURCHASE
SERVICES DESCRIPTION DURATION CHARGES
-------------------- -------- -------
- Extensity (expense reporting AGREEMENT.)
system)
- Get Paid (Credit Management) SAP Assets: $33,355
- Price & Availability
(Customer/Distributor ability to SAP & Data
view product pricing) Warehouse
- Bottom Line (Check Writing) Applications: $88,251
- Vendor Forecast Extranet - DW
data source Central Lotus Notes
- Ixos - SAP Archiving and email support:
- Loftware (Bar code labeling) $4,163
- Product Knowledge for Varient
Configurator (non-IT resource) Central Data Center
- Contracts Data Base (SAP and Data
- EDI warehouse): $60,254
- Inside Track
- Remedy (field service reporting - Central Telecomm:
archived info) $20,089
Site IT Support
(Local Telecom &
LAN-- non-usage)
$11,757 (THIS CHARGE
WILL ONLY CONTINUE
UNTIL SUCH TIME AS
THE MAINTENANCE
CONTRACTS AND
PERSONNEL PERFORMING
SUCH SERVICES HAVE
TRANSFERRED TO
RECIPIENT PURSUANT
TO THE PURCHASE
AGREEMENT.)
Site IT Support
(Local Helpdesk,
Desktop & Servers)
$45,989 (THIS CHARGE
WILL ONLY CONTINUE
UNTIL SUCH TIME AS
THE MAINTENANCE
CONTRACTS AND
PERSONNEL PERFORMING
SUCH SERVICES HAVE
TRANSFERRED TO
SERVICES DESCRIPTION DURATION CHARGES
-------------------- -------- -------
RECIPIENT PURSUANT TO
THE PURCHASE
AGREEMENT.)
IT Usage Charges for:
- Long Distance
Telephone
- Local Telephone
- Pagers
- Remote Access
- Audio
Conferencing
- Engineering
Network
- Cellular Phones
will be billed to
Recipient at the
rates charged to MCI
from the third party
provider based on
Recipient's actual
usage of such
Services.
MIGRATION SERVICES
SERVICES DESCRIPTION DURATION CHARGES
-------------------- -------- -------
MCI shall provide its portion of the The period between the MCI will provide its
migration services as set forth in Phase I of Effective Date and portion of the
Exhibit 4 (Migration Services Work Plan) to Closing Date, or such migrationactivities, as
this Services Agreement. other duration as may set forth in Phase I of
be agreed to by the Exhibit 4, without
parties. additional charge to
AFC.
MCI shall provide its portion of the Eight months MCI shall provide its
migration services as set forth in Phase II of portion of the migration
Exhibit 4 (Migration Services Work Plan) to activities set forth in
this Services Agreement. Phase II of Exhibit 4
using an existing
baseline of internal
MCI resources (not less
than five (5) FTE's).
These resources shall
be provided as part of
the base charges set
forth in this
Exhibit I, and
without additional
charge to Recipient.
If MCI requires non-
baseline resources
(i.e., hired
contractors) to
perform the Phase II
MCI activities, then
Recipient shall
reimburse MCI for
such non-baseline
resources up to a
total of $250,000.
In addition, if the
work effort for MCI
for Phase II
activities exceeds
four (4) months
after the Closing
Date and $250,000 in
total non- baseline
resources, then
Recipient will
reimburse MCI for
additional Phase II
activities up to
$50,000 per month
for both baseline
and non- baseline
resources. If
additional resources
are still required
above the $50,000,
then MCI will notify
Recipient of such
information, and
Recipient will
either approve of
the additional
resources and
reimburse MCI for
those additional
charges in addition
to the $50,000, or
deny such request,
in which case MCI
shall only be
required to provide
the $50,000 of
support per month to
accomplish the Phase
II activities that
have continued
beyond four (4)
months after the
Closing Date.
ACCESS BUSINESS/CUSTOMER SUPPORT WEBSITES
SERVICES DESCRIPTION DURATION CHARGES
-------------------- -------- -------
Subject to MCI obtaining any required The Term No additional charge -
consents, MCI will provide Recipient with included in the
the content and code relating to the portion transition services
of the Marconi website dedicated to the described in Exhibit 4.
Access Business. Such content includes
customer-specific documents and training
materials, brochures, customer support
information, and, to the extent applicable,
employee benefits information.
MCI will set up and maintain a link on the
Marconi website linking to that portion of
Recipient's website that is dedicated to the
Access Business.
HR SUPPORT
SERVICES DESCRIPTION DURATION CHARGES
-------------------- -------- -------
Payroll 2 pay cycles after the MCI will xxxx Recipient
MCI will provide payroll services to Access Closing Date the following charges,
Employees, including: all employee monthly until the
maintenance as it relates to payroll, gross- earlier of: (i) the
to-net calculations, direct deposit and completion of 2 pay
paycheck processing, paycheck delivery, cycles after the Closing
withholding, payment and filing of payroll Date or (ii) such time as
taxes, and all miscellaneous administrative the conversion to
payroll processing necessary to complete Recipient's systems are
the normal payroll cycles identical to those complete. MCI shall
periods prior to the Closing Date. not assess, and
Service Providers will provide data Recipient shall not pay,
management in the payroll and Human any additional fees or
Resources Information System (HRIS) with expenses for Payroll
regard to the Access Employees, including Services described
maintenance and entry of data into the herein except upon the
payroll systems and HRIS regarding Access mutual written
Employees. Additional services include: agreement of the
maintenance of employee and manager web Parties.
portal, generation of standard and ad-hoc
reports, maintenance of provider feeds, and Payroll: $6,533
all miscellaneous administration currently
performed but not specifically listed. Employee Data
Service Providers will (i) respond to Management (HRIS):
Recipient's reasonable questions and (ii) $10,235
provide reasonable assistance and
information to Recipient in order to
transition Access Employees off of the MCI
payroll and HRIS systems.
Welfare benefits administration the Term MCI will xxxx Recipient
MCI will (i) respond to Recipient's the following charges,
reasonable questions and (ii) provide monthly until such time
reasonable assistance and information to as the conversion to
Recipient in order to transition Access Recipient's systems are
Employees off of the MCI welfare benefits complete. MCI shall
systems. not assess, and
Recipient shall not pay,
any additional fees or
expenses for the
Welfare Benefits
administration Services
described herein except upon
the mutual written agreement
of the Parties.
Welfare benefits
administration: $7,316
TREASURY
SERVICES DESCRIPTION DURATION CHARGES
-------------------- -------- -------
Accounts Receivable and Remittance: the Term MCI will xxxx Recipient the
MCI will collect trade accounts following charges, monthly
receivables relating to the Access until such time as the
Business and apply them to the conversion to Recipient's
appropriate accounts. systems are complete. MCI
Accounts Payable--MCI will process shall not assess, and Recipient
payments to third party vendors shall not pay, any additional
providing products and services to the fees or expenses for the
Access Business to the extent such Treasury Services described
third party vendor products and herein except upon the mutual
services are administered through written agreement of the
MCI's ERP system. Parties.
Cash Application: $1,761
Vendor check disbursement:
$588
Payroll posting to general
ledger: $147
LEASED VEHICLES
SERVICES DESCRIPTION DURATION CHARGES
-------------------- -------- -------
MCI will provide leased the Term MCI will xxxx such leased
vehicles under its master car vehicles to Recipient at the
lease agreement to those rates charged to MCI by the
Access Employees that use an third party supplier on
MCI-provided leased vehicle monthly basis based upon the
as of the Closing Date. actual number of leased
vehicles that continue to be
used by Access Employees
after the Closing Date.
EXHIBIT 2
APPLICABLE SERVICE LEVELS UNDER THE CSC AGREEMENT
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SCHEDULE 1
SERVICE LEVEL AGREEMENT
1
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
1. OVERVIEW AND DEFINITIONS
1.1 OVERVIEW
This Schedule 1 (Service Level Agreement) describes the IT services and
service levels which the Marconi Group requires from the Supplier.
The Services and service levels described in this Schedule are based on
the Services and service levels which the Marconi Group believes it
currently provides internally, and will be verified and (where
applicable) amended in accordance with the True-Up Process specified in
Clause 5.1 (True-Up) of the Agreement.
The description for each service area listed in this Schedule 1
(Service Level Agreement) includes a general overview of the business
objective to be obtained from the service area, as well as detailed
service specifications and requirements. These service requirements are
organized into activities, service parameters, service specifications,
and responsibilities.
Each service category description is explained in detail, together with
the level of service to be provided by the Supplier in relation to that
service category (the "SERVICE LEVEL"). Except where otherwise
expressly stated, each Service Level will be measured over a calendar
month.
A process definition introducing each service line provides a brief
description of how the Marconi Group provides the service today. This
description is not intended to restrict the manner in which the service
should be delivered in the future.
1.2 DEFINITIONS
In this Schedule 1 (Service Level Agreement) the following definitions
apply:
(1) SUPPORT LEVELS
The following definitions apply:
FIRST-LEVEL SUPPORT: (SIMPLE FAULT RECTIFICATION).
- Provided by the Supplier's in-house personnel (except
where expressly highlighted in the service function
description);
- Configuration assistance and troubleshooting;
- Collect information (traces and dumps);
- Perform first diagnosis of problem;
- Deliver known solutions;
- Answer general product and technical questions;
SECOND-LEVEL SUPPORT: (COMPLEX FAULT RECTIFICATION)
2
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
- Provided by the Supplier's in-house personnel (except
where highlighted in service function descriptions);
- Analyse problems in depth;
- Problem duplication capabilities;
- Fault workaround generation;
- Answer high-level product and technical questions;
- Provide troubleshooting guidance to first-level support;
- Hardware/software diagnosis and verification;
THIRD-LEVEL SUPPORT: (DESIGN FAULT RECTIFICATION)
- Provided by the software licensor/distributor;
- Provided by manufacturer to manufacturer support partner;
- Provided by manufacturer senior technical support
engineering;
- Diagnose and report bugs;
- Correlate problems with source code;
- Work with development engineering to fix bugs;
- Release updates/upgrades/software patches.
(2) PRIORITY LEVELS
The following table defines the fault priority levels:
PRIORITY DEFINITION EXAMPLE
-------- ----------------------------------------- -----------------------
1 Critical business impact - entire service eg WAN backbone failure
outage
2 Significant business impact -impacting eg LAN failure
multiple Users
3 Single user impact
4 'How do I?' or request rather than a
problem requiring resolution
Fault priority levels are determined by support staff (on reasonable
grounds) taking into account the following factors:
- Number of customers affected;
- Effect on Marconi Group's business;
- Context of Problem;
- Deadlines;
- Application involved and its importance
- Frequency of occurrence of problem;
- Customer's sense of priority;
- Customer's commitment level;
- Availability of a workaround; and
- Threat to data integrity or computer security.
(3) DESKTOPS, PC'S
- "PC" means a desktop PC, laptop PC or Unix workstation; and
- "DESKTOP" means a desktop Windows PC or Unix Workstation.
3
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
(4) USER CATEGORIES
The following definitions apply:
"STANDARD USER" - These are standard users of the Services where each
standard Service Level (as specified in this document) applies;
"HOMEWORKER" - These are users who are formally registered with the
Marconi Group as "homeworkers". These users will receive a degree of
remote support, however for some Services (including Desktop support
and procurement services) the user will be required to visit a Marconi
Group site Accordingly, some of the Service Levels for this category of
user will need to be amended to reflect this service differential. This
will be undertaken as part of the True Up Process.
"FIELDWORKER" - These are users who operate in the field. Some Services
(including Desktop support and procurement services) will be available
to the user in the field. Accordingly, some of the Service Levels for
this category of user will need to be amended to reflect this service
differential. This will be undertaken as part of the True Up Process.
"EXECUTIVE" - These are users who receive an uplift to the standard
Services. Accordingly, some Service Levels for this category of user
will need to be amended to reflect this service differential. This
category of user will be a controlled formalised list of named users,
updated from time to time.
(5) IT GROUPS
The following definitions apply:
"IT GROUP" means the Supplier's personnel, including personnel which
have been transferred from the Marconi Group; and
"MARCONI IT" means the Marconi Group's in house IT personnel who have
been retained within the Marconi Group and not transferred to the
Supplier.
(6) HOURS OF SUPPORT
"24x7" means, in respect of a Service, the availability of that Service
twenty four (24) hours per day, seven (7) days per week.
4
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
2. HELPDESK & CALL CENTRE SERVICES
2.1 SERVICE DESCRIPTION
(1) OVERVIEW
The purpose of the Services listed in this Section 2 (Helpdesk & Call
Centre Services) is to provide the first point of contact between the
Marconi Group and the Supplier and to provide first line support for
Marconi Group employees including the services listed in paragraph
2.1(2) below.
These Services include call taking relating to fault resolution for
general PC and application problems; user queries of the 'How do I?'
type; account creation & terminations; PC software installations,
upgrades, replacements and provision of PCs for new hire; video
conference booking; requests for support and management of the IT
services within business stream projects including facilities and
people moves.
(2) MAIN FUNCTIONS AND ACTIVITIES
To provide a central point of contact between the Marconi Group and the
Supplier for tracking and resolution of problems at 1st level
including:
- Call taking for general PC application and network problems
(this may include phone or web based logging);
- User queries of the 'How do I?' type;
- Account creation & terminations;
- PC software installations, upgrades, replacements and
provision of PCs for new personnel hire (Installation Moves
and Changes - IMACs); and
- Service requests for IT generated by business stream projects.
- Security:
- SecurID token resets, re-syncronisations, disables,
issuance of one-time passwords;
- Laptop encryption troubleshooting, account resets;
- End user VPN initial support; and
- Initial security incident contact.
2.2 SERVICE PARAMETERS (SCOPE)
(1) CURRENT LOCATIONS OF IT CALL CENTRES:
As at the Commencement Date, the Marconi Group's Call Centre locations
are located in the following cities, towns or countries:
N. America: - Pittsburgh
- Chicago
- Dallas
- Montreal
- Cleveland
- Bellevue
5
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
EMEA: - UK - Liverpool & Coventry
- Italy
- Germany - Backnang
- South Africa - Midrand
- Ireland - Dunlaoire
Latin America: - Mexico
- Brazil
(2) LANGUAGES SUPPORTED
N. America: - Pittsburgh - English
- Chicago - English
- Dallas - English
- Montreal - English, French
- Cleveland - English
- Bellevue - English
EMEA: - UK - English
- Italy - English, Italian
- Germany - English, German
- South Africa - English
- Ireland - English
Latin America: - Mexico - Spanish
- Brazil - Portugese
(3) SERVICE HOURS OF OPERATION
OUT-OF-HOURS
REGION IN - HOURS SUPPORT SUPPORT
----------------------- ------------------------------- --------------
N. America
Pittsburgh Mon - Fri 07:00 - 20:00 EST Pager Call-out
Chicago Mon - Fri 07:00 - 18:00 Central Pager Call-out
Dallas Mon - Fri 07:00 - 18:00 Central Pager Call-out
Montreal Mon - Fri 08:30 - 17:30 EST Pager Call-out
Cleveland Mon - Fri 07:00 - 18:00 Central Pager Call-out
Seattle Mon - Fri 07:00 - 18:00 Pacific Pager Call-out
EMEA
UK - Liverpool/Coventry Mon - Fri 08:00 - 18:00 BST Pager Call-out
Sat: 08:00 - 12:00 BST
Italy Mon - Fri 06:30 - 20:30 CET Pager Call-out
Sat: 08:00 - 13:00 CET
Germany - Backnang Mon - Fri 06:30 - 20:30 CET Pager Call-out
South Africa - Midrand
Ireland - Dunlaoire Mon - Fri 09:00 - 17:30 BST Pager Call-out
Latin America
Mexico Mon - Fri 07:00- 18:00 Central Pager Call-out
Brazil Mon - Fri 07:00 - 17:00 EST Pager Call-out
(4) MANAGEMENT SYSTEMS USED
REGION TICKET TRACKING SYSTEM
----------------------- -------------------------------
N. America
6
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
REGION TICKET TRACKING SYSTEM
----------------------- -------------------------------
Pittsburgh Remedy ARS
Chicago Remedy ARS
Dallas GWI (with Lotus Notes Interface)
Montreal Remedy ARS
Cleveland Remedy ARS
Seattle Clarify
EMEA
UK - Liverpool/Coventry Peregrine Service Centre
Italy Remedy ARS
Germany - Backnang Remedy ARS
South Africa - Midrand
Ireland - Dunlaoire Remedy ARS
Latin America
Mexico Remedy ARS
Brazil Remedy ARS
(5) MARCONI GROUP USERS
Call Centre and Helpdesk services shall be available to and used by
users within Marconi Group globally as specified in Appendix A.
Each regional Helpdesk site shall provide these services to users
within their local geographic region, and also to users of other
services hosted at that site.
2.3 SERVICE LEVELS DEFINITION & TARGETS:
(1) KEY PERFORMANCE INDICATORS
- Number of calls taken/month;
- Call abandon rate;
- First call resolution rate; and
- Number of tickets closed/month.
(2) SERVICE LEVEL TARGETS AND OBJECTIVES
Performance shall be tracked on a regional basis, within the following
key areas:
- ability to respond and resolve user problems; and
- the availability of key infrastructure components, hardware
and applications.
The Service Levels for these Services are set out below.
7
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
CALL CENTRE TARGETS:
REF MEASURE PERFORMANCE
----- ------------------------------------ -------------------
Cc1 Phone Calls Answer rate 90% within 1 minute
Cc3 Phone Call Abandonment Rate < 10%
(post automated announcements)
Cc4 First call closure (logged via phone 25% within 1 hour
or web).
2.4 PROCESSES & PROCEDURES
Helpdesk calls and critical incidents shall be managed through a
clearly defined process. Escalation will be through IT line management
as shown below.
FIRST SUBSEQUENT
TARGET CLEAR ESCALATION/CO ESCALATIONS/COMM
PRIORITY LEVEL TIME MMUNICATION UNICATION
-------------- -------------- ----------------- -----------------
1 4 hours 30 minutes 30 minutes
2 8 hours 1 hour Every 2 hours
3 2 working days 2 working days Every working day
4 5 working days N/A N/A
Priority 1 and Priority 2 problems will follow a formal incident
management process. The periods listed for such problems in the table
above specify the timings for proactive communication and escalation
into the business.
Priority 3 problems will not follow a formal incident management
process. The periods listed for Priority Level 3 problems in the table
above specify the time after which an end user can invoke an escalation
and for subsequent escalations.
ESCALATION CHAIN
----------------
First Contact Local Helpdesk
Escalates to Regional IT Helpdesk
Escalates to Regional IT Helpdesk Manager
Escalates to Area Manager
Escalates to Regional IT Director SENIOR MANAGEMENT ESCALATION
Escalates to VP, Regional IT
Escalates to EVP Marconi IT
8
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
3. DESKTOP AND SUPPLY SERVICES (EXCLUDING IMACDS)
3.1 SERVICE DESCRIPTION
(1) OVERVIEW
The Services listed in this Section 3 (Desktop and Supply Services)
include:
- the provision of support and maintenance of desktop, laptop and
UNIX workstation hardware and software;
- fault diagnosis, ongoing hardware and software maintenance and
'break/fix' activities for desktop, laptop and UNIX workstation
hardware;
- support of peripherals including fax machines, printers, folding
and posting machines, scanners, PDA's, web-cams, plotters, barcode
equipment, acquisition boards and CD-RW and DVD-RW;
- provision of network login accounts, system accounts, remote access
accounts, voicemail and mobile and desk phones;
- provision of audio-conferencing facilities and phone booking of
video conferencing facilities.
The Services listed in this Section 3 (Desktop and Supply Services)
exclude PC installations, moves, adds, changes and disposals (IMACDs)
other than as part of technology refresh, which are charged separately
on a "per-event" (or Project) basis, and which are set out in further
detail in Section 4 (Installations, Moves, Adds, Changes and Disposals)
of this Schedule.
(2) MAIN FUNCTIONS AND ACTIVITIES (EXCLUDING IMACDS)
- Desktop Supply and Administration
- The provision of new PC Desktop and laptop hardware and
operating system software as part of technology refresh.
- Global account administration for network access and
applications systems.
- Desktop equipment inventory management, storage, collection and
redeployment.
- The provision of network login accounts, system accounts,
remote access accounts and voicemail.
- The provision of audio-conferencing facilities and booking of
video conferencing facilities.
- Desktop Maintenance & Support
Fault diagnosis, repair, hardware and software maintenance of all
Desktop equipment and associated peripherals (as listed in the
overview above).
9
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
Desktop Security - Maintain approved Anti Virus signatures on all
Desktop systems with anti-virus installed, as required by the Marconi
Group's Security Policies (Schedule 3). Maintain agreed patch levels on
Desktop systems.
3.2 SERVICE PARAMETERS (SCOPE)
(1) SERVICE HOURS OF OPERATION
REGION IN - HOURS SUPPORT
----------------------- --------------------------------------
N. America
Pittsburgh Mon - Fri 08:30 - 17:30 EST
Chicago Mon - Fri 08:30 - 17:30 Central
Dallas Mon - Fri 08:30 - 17:30 Central
Montreal Mon - Fri 08:30 - 17:30 EST
Cleveland Mon - Fri 08:30 - 17:30 Central
Seattle Mon - Fri 08:30 - 17:30 Pacific
EMEA
UK - Liverpool/Coventry Mon - Fri 08:30 - 16:30 GMT(Cov)
Mon - Fri 08:15 - 16:30 GMT(Liv)
Italy Mon - Fri 08:30 - 17:30 CET
Germany - Backnang Mon - Fri 08:30 - 17:30 CET
South Africa - Midrand
Ireland - Dunlaoire Mon - Fri 08:30 - 17:30 GMT
Latin America
Mexico Mon - Fri 08:30 - 17:30 Central
Brazil Mon - Fri 08:30 - 17:30 Brazilian time
(2) SERVICE AVAILABILITY
The Service described in this Section 3 (Desktop and Supply Services)
shall be available during hours defined in paragraph 3.2(1) above.
Requests for these Services shall be taken via the helpdesks (except
UK, which is web only), or via a web interface.
(3) LOCATIONS & BUSINESS USERS
Desktop and Supply Services shall be available to and used by all
Marconi Group users at the Sites listed in Appendix A.
Desktop and Supply Services shall be provided from Sites where there
are currently resident IT personnel. Sales offices and sites where
there are no resident IT personnel shall receive these Services
remotely from regional operational hubs, which may include site visits
by traveling support staff. Reasonable expenses relating to such remote
operations (such as travel and freight expenses) shall be borne by
Marconi.
3.3 SERVICE LEVELS DEFINITION & TARGETS:
(1) KEY PERFORMANCE INDICATORS
- Number of tickets opened this month;
- Number of open tickets at month end; and
- Number of tickets closed/month; mean time to close.
10
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
(2) SERVICE LEVEL TARGETS AND OBJECTIVES
Performance shall be tracked on a regional basis within the following
key areas:
- ability to respond and resolve user problems.
- ability to provide user account maintenance and requested
equipment.
- availability of key infrastructure components, hardware and
applications.
The Service Levels for these Services (other than Project Services) are
set out below.
References to time periods below commence from receipt of a validly
completed and duly authorised request for the relevant Service.
DESKTOP SERVICES SLA'S
SERVICE
REF LINE : MEASURE PERFORMANCE
---- ------- -------------------------------------------------- -----------------------------------------------
DESKTOP MAINTENANCE & SUPPORT SERVICES (INCLUDING HARDWARE AND
SOFTWARE)
Dt5 Time to 'break/fix' under warranty (PC) 95% within 2 working days
Dt6 99.9% within 5 working days
Dt7 Time to 'break/fix' out of warranty (PC) 95% within 2 working days
Dt8 99.9% within 5 working days
Dt7s Time to 'break/fix' shop floor PC or find work 95% within 4 working hours
around.
Dt8s 99.9% within 6 working days
Dt9 Time to 'break/fix' user damage (PC) 95% within 3 working days
Dt10 99.9% within 5 working days
Dt11 Time for theft replacement (Mobile phone) 95% within 3 working days
Dt12 99.9% within 5 working days
Dt13 Time to 'break/fix' under warranty (mobile phone) 95% within 3 working days
Dt14 99.9% within 5 working days
Dt15 Time to break/fix out of warranty (mobile phone) 95% within 3 working days
Dt16 99.9% within 5 working days
Dt17 Time to break/fix user damage (mobile phone) 95% within 3 working days
Dt18 99.9% within 5 working days
SUPPLY SERVICES
Ss9 Provision of network login account 95% within 2 working days
Ss10 99.9% within 5 working days
Ss11 Provision of system accounts 95% within 2 working days
Ss12 99.9% within 5 working days
Ss13 Provision of remote access accounts 95% within 2 working days
Ss14 99.9% within 5 working days
Ss15 Provision of access to existing shared areas 95% within 2 working days
Ss16 99.9% within 5 working days
Ss17 Provision of a new shared area completed as per agreed Project targets
Ss18 Provision of generic accounts, distribution 95% within 2 working days
lists, majordomo lists
Ss19 99.9% within 5 working days
Ss23 Provision of standard desktop & laptop 95% within 2 working days from license purchase
software (for software
Ss24 installed over the network or where a user brings 99.9% within 5 working days
their laptop to IT)
Ss25 Provision of non-standard desktop completed as per agreed Project
11
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICE
REF LINE MEASURE PERFORMANCE
---- ------- -------------------------------------------------- -----------------------------------------------
& laptop software (for software installed over the targets
network or where a user brings their laptop to IT)
Ss26 Provision of software for Unix workstations (for completed as per agreed Project targets
software installed over the network or where a
user brings their laptop to IT)
Ss27 Customer enquiries completed as per agreed Project targets
Ss28 Provision of new standard desk phone 95% within 5 working days (if available)
Ss29 99.9% within 7 working days
Ss30 Provision of new feature phone 95% within 5 working days (if available)
Ss31 99.9% within 7 working days
Ss32 Provision of new mobile phone 95% within 5 working days
Ss33 99.9% within 7 working days
Ss34 Provision of new data port 95% within 5 working days (if available)
Ss35 99.9% within 7 working days
Ss36 Provision of voicemail 95% within 5 working days
Ss37 99.9% within 7 working days
Ss38 Booking of videoconferencing facility 99.9% within 3 working days (if available)
Ss39 Provision of audio-conferencing MeetMe account 95% within 1 working day
Ss40 99.9% within 2 working days
Ss41 Provision of audio-conferencing Event calls 95% within 4 working hours
Ss42 99.9% within 1 working day
12
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
4. DESKTOP INSTALLS, MOVES, ADDITIONS, CHANGES AND DISPOSALS (IMACDs)
4.1 SERVICE DESCRIPTION
(1) OVERVIEW
The Services listed in this Section 4 (Desktop IMACDs) include:
- installations, moves, additions, changes and/or disposals of
desktop, laptop and UNIX workstation hardware and software, for
both new personnel hires and approved upgrades (otherwise than as
part of technology refresh);
- IT aspects of facilities moves; and
- set up and maintenance of training room PCs and ad-hoc business
projects requiring temporary equipment configuration and set-ups.
(2) MAIN FUNCTIONS AND ACTIVITIES
Installations, moves, adds, changes and disposals (IMACDs) to Desktop
equipment and associated peripherals, including software (other than as
part of technology refresh). These shall be charged to Marconi
separately on a "per event" basis. The matters comprising IMACD's and
their scope are described in further detail below.
PC Installation/ Disposal
Definition: The installation of a single new PC hardware unit
(and operating system) and the disposal of the
replaced unit.
Includes: The installation of a new PC hardware unit (and
operating system) and the removal, including the
disposal according the Marconi Group requirements (or
where applicable to local environmental regulations),
of the replaced unit.
Excludes: Any installations required as part of the appropriate
maintenance contract cover and any
installations/disposals required as part of
technology refresh.
PC Equipment Move
Definition: The physical relocation of a PC hardware unit and
associated peripherals, i.e. locally attached
printer.
Includes: The physical relocation of a PC hardware unit and
associated peripherals within a campus site. One move
is limited to a maximum of five PC hardware units.
Excludes: The physical relocation of a PC hardware unit to a
campus site other than the site in which it is
already resident. Should the move be to another
campus or the
13
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
number of PC hardware units is greater than five then
the move will be regarded as a project and charged
accordingly.
PC Software or PC Hardware Addition
Definition: The addition of a new PC hardware device or PC
software package.
Includes: The installation and configuration of an additional
PC hardware device(s) or PC software package(s). A
device is deemed to be a component of the PC unit and
not the PC unit itself, i.e. a disk drive, scanner or
personal printer. The number of additions that can be
regarded, as one single exercise is limited to five
and that are to be performed on the same campus site.
Excludes: Any additions regarded as part of a Project. These
will be priced as part of the overall Project cost.
PC Software or PC Hardware Configuration Changes
Definition: The change in the configuration of a PC hardware
unit, or associated PC software package, that does
not require the addition of further hardware devices
or software packages.
Includes: Configuration modifications necessary as a result of
a change in the required functionality of the unit.
The number of changes that can be regarded, as one
single exercise is limited to five and that are to be
performed on the same campus site.
Excludes: Any configuration changes required as part of a Help
Desk call, i.e. remedial activity.
4.2 SERVICE PARAMETERS (SCOPE)
(1) SERVICE HOURS OF OPERATION
REGION IN - HOURS SUPPORT
----------------------- -------------------------------
N. AMERICA
Pittsburgh Mon - Fri 08:30 - 17:30 EST
Chicago Mon - Fri 08:30 - 17:30 Central
Dallas Mon - Fri 08:30 - 17:30 Central
Montreal Mon - Fri 08:30 - 17:30 EST
Cleveland Mon - Fri 08:30 - 17:30 Central
Seattle Mon - Fri 08:30 - 17:30 Pacific
EMEA
UK - Liverpool/Coventry Mon - Fri 08:30 - 17:30 GMT
Italy Mon - Fri 08:30 - 17:30 CET
Germany - Backnang Mon - Fri 08:30 - 17:30 CET
South Africa - Midrand
Ireland - Dunlaoire Mon - Fri 08:30 - 17:30 GMT
14
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
REGION IN - HOURS SUPPORT
-------------- --------------------------------------
Latin America
Mexico Mon - Fri 08:30 - 17:30 Central
Brazil Mon - Fri 08:30 - 17:30 Brazilian time
(2) SERVICE AVAILABILITY
The Service described in this Section 4 (Desktop IMACDs) shall be
available during hours defined in paragraph 4.2(1) above. Requests for
these Services shall be taken via the helpdesks, or via a web
interface.
(3) LOCATIONS & BUSINESS USERS
Desktop and Supply Services shall be available to and used by all
Marconi Group users at the Sites listed in Appendix A.
Desktop and Supply Services shall be provided from Sites where there
are currently resident IT personnel. Sales and sites where there are no
resident IT personnel shall receive these Services remotely from
regional operational hubs, which may include site visits by traveling
support staff. Reasonable expenses relating to such remote operations
(such as travel and freight expenses) shall be borne by Marconi.
4.3 SERVICE LEVELS DEFINITION & TARGETS:
(1) KEY PERFORMANCE INDICATORS
- Number of tickets opened this month;
- Number of open tickets at month end;
- PC deployment numbers/month; and
- Number of tickets closed/month; mean time to close.
(2) SERVICE LEVEL TARGETS AND OBJECTIVES
On a global basis performance shall be tracked within the following key
areas.
- ability to provide requested equipment and software.
- availability of key infrastructure components, hardware and
applications.
The Service Levels for these Services (other than Project Services) are
set out below. Service Levels relating to Project based Desktop and
Supply Services are set out in Section 11 of this Schedule (Project
Services).
References to time periods below commence from receipt of a validly
completed and duly authorised request for the relevant Service.
15
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
DESKTOP SERVICES SLA'S
SERVICE
REF LINE MEASURE PERFORMANCE
---- ------- -------------------------------------------------- -----------------------------------------------
DESKTOP MAINTENANCE & SUPPORT SERVICES
Dt1 Days for theft replacement (PC) 85% within 3 working days
Dt2 99.9% within 5 days
Dt3 Days for theft replacement (Dell PC - LS Models) 95% within 5 working days (if available)
Dt4 99.9% within 10 working days
SUPPLY SERVICES
Ss1 New Starter (incorporating supply of new standard 95% within 3 working days
desktop or laptop installation, provision of
network login account, provision of system account
and provision of new mobile phone).
Ss2 99.9% within 5 working days (provided at least 5
working days notice is provided)
Ss3 New standard desktop or laptop installation 95% within 3 working days
Ss4 99.9% within 5 working days
Ss5 New non-standard desktop or laptop installation completed as per agreed Project targets
Ss6 Provision of standard desktop & 95% within 4 working days
Ss7 laptop peripherals, modems 99.9% within 10 working days
Ss8 New Unix workstation completed as per agreed Project targets
Ss20 Move or remove equipment completed as per agreed Project targets
Ss21 Installation of new printer 95% within 5 working days
Ss22 99.9% within 10 working days
Ss23 Provision of standard desktop and laptop software 95% within 2 working days from licence purchase
(where IT is required to visit the user to perform
the installation)
Ss24 99.9% within 5 working days
Ss25 Provision of non-standard desktop and laptop
software (where It is required to visit the user Completed as per agreed Project targets.
to perform the installation)
Ss26 Provision of software for Unix workstations Completed as per agreed Project targets.
(where IT is required to visit the user to
perform the installtion).
16
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
5. NETWORK SERVICES
5.1 SERVICE DESCRIPTION
(1) OVERVIEW
The Services in this Section 5 (Network Services) include the provision
of:
- communication services into the areas of Local Area Networks
(LANs), Wide Area Networks (WANs), Voice (inc. PBXs, Voice Mail and
Mobiles), Conferencing (Video, Audio) and Global Remote Access
facilities; and
- maintenance, administration and Levels 1 and 2 support (as defined
in section 1.2) relating to existing Local Area Networks (LANs),
Wide Area Networks (WANs), Voice (inc. PBXs, Voice Mail and
Mobiles), Conferencing (Video, Audio) and Global Remote Access.
(2) MAIN FUNCTIONS AND ACTIVITIES
- Communication Services
The provision of Local Area Network (LAN), Wide Area Network
(WAN), Voice (including PBX, Voice Mail and Mobile), Conferencing
(Video and Audio) and Global Remote Access communication
services.
- Local Area Network Services:-
The day-to-day maintenance, administration and fault support at
Levels 1 and 2. Capacity planning and management, usage and
system monitoring along with the management resources associated
with these activities.
- Wide Area Network Support Services:-
The day-to-day maintenance, administration and fault support at
Levels 1 and 2. Capacity planning and management, usage, system
monitoring along with the management resources associated with
these activities and the ongoing management of network addressing
space and DNS.
- Global Wide Area Network Support Services:-
The day-to-day maintenance, administration and fault support at
Levels 1 and 2. Capacity planning and management, usage, system
monitoring along with the management resources associated with
these activities.
17
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
- Conferencing Support Services:-
The day-to-day maintenance, administration and fault support at
Level 1 of the audio and video conferencing services. This also
includes a video conferencing booking and conference set-up
service.
- Voice/Video Services:-
The day-to-day maintenance, administration and fault support at
Levels 1 and 2 of inter, intra and external site voice (pbx,
voice mail and mobile) and video communication requirements. This
also includes call logging, 3rd party vendor management and
tariff monitoring and modeling along with the management
resources associated with these activities. These services also
include the provision of new/replacement telephone handsets
(Marconi will supply a stock of handsets and the Supplier will
manage supply to the end user). Requests for new/replacement
telephone handsets shall be via helpdesk.
- Mobile Support Services:-
The day-to-day maintenance, administration and fault support at
Level 1 of the mobile service. This will include a mobile handset
provision service (to the extent that the True Up Process
verifies that the Marconi Group's Budget previously provided for
such service). Requests for new/replacement handsets shall be via
the helpdesk. The unit costs for new/replacement mobile handsets
shall be borne by Marconi.
- Security:-
The day-to-day management of SecurID services including ACE
server administration and patches. Provide 1st and 2nd level
SecurID token support. The day-to-day management of remote site
VPN services.
- Remote Access:-
The day to day maintenance, administration and fault support at
Levels 1 & 2. This also includes capacity modeling, usage, system
monitoring along with the management resources associated with
these activities and the ongoing management of user Secure ID
token issue and user billing.
- Cabling
The provision of cabling services is out of scope.
(3) CONSULTING & DEVELOPMENT
Consulting and development services will be designed, agreed and
implemented in accordance with Change Control and/or the Project
Initiation Procedure (as applicable). Consulting and development
services which are
18
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
provided by the Marconi Group as at the Commencement Date and which may
be required from the Supplier include the following:
- The planning, design and development of conferencing, LAN/WAN,
voice and remote access solutions in line with business
requirements, including testing and implementation.
- Small and routine enhancements to conferencing, LAN/WAN, voice,
remote access solutions and mobile support services.
- The planning, design, implementation, support and trial feedback of
internal business product trials on the internal corporate
infrastructure; the provision of consultative support to the
business on specific external customer selling opportunities.
Where applicable and available, these Services may be obtained from the
pre-agreement pool of pre-paid human resources identified as being
available for such purposes in Schedule 4 (Charges).
(4) EXCLUSIONS AND ASSUMPTIONS
The provision of day to day on-site cabling services is a mixture of
subcontract letting and use of an internal team which lies outside of
the IT group (UK) and outside the scope of the Services.
5.2 SERVICE PARAMETERS (SCOPE)
(1) SERVICE HOURS OF OPERATION
These services shall be supported during the following hours:
- LAN - 24x7;
- WAN - 24x7;
- Voice - 24x7;
- Video - Standard Hours 8:30 to 5:30 on Business Days; and
- RAS - 24x7.
(2) LOCATIONS & BUSINESS USERS
Network Services shall be available to and used by Marconi Group users
at the Sites listed in Appendix A and Appendix C. As at the
Commencement Date, the Main locations for provision of such Services
are Sites located in Coventry, Liverpool (UK), Genova (Italy), Backnang
(Germany), Xxxxxxxxxx (XX), Xxxxxxxxx (XX), Mexico City (Mexico) and
Sao Paulo (Brazil).
19
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
5.3 TECHNOLOGIES AND ASSETS DEPLOYED
(1) LIST OF HARDWARE DEPLOYED BY MANUFACTURER/MODEL
The following is a list of hardware deployed by the Marconi Group as at
the Commencement Date:
- LAN - Mixed environment employing predominantly CISCO, Marconi
(FORE), 3COM, Allied Telesyn, HP, Alcatel Xylan and DEC
- WAN - Mixed environment employing predominantly CISCO and
Marconi
- Voice - No PBX standardisation. Mixed environment employing,
Siemens Hicom, Siemens Realitis, Philips SOPHO, Nortel
Meridian, NEC, Tenovis, Sphericall, Sphere. No voice-mail or
audio conference hardware standardisation. Mixed environment
according to country/location
- Video - Standardisation based on Polycom product
- Remote Access - Standardisation based on PAL product provided
by UUNET. Secure ID service standardised on Sun platforms.
- Remote access system (Cisco ACS) based on 0800 service from BT
- Ignite (only valid for Germany).
- Multi-Tech System (RASexpress Server v5.4/RSA ACE Server for
WinNT v4.1).
(2) MANAGEMENT SYSTEMS USED
The following is a list of management systems used by the Marconi Group
as at the Commencement Date:
- MRTG - Utilisation Statistics.
- SNMPc - Networks element status indications.
- CISCO Works - Global WAN performance monitoring, analysis and
trending.
- Global WAN - 'Marconi Services' Pittsburgh NOC.
- Spectrum - LAN management tool.
- Network Health - Utilisation Tool.
5.4 SERVICE LEVELS DEFINITION & TARGETS:
(1) SERVICE LEVEL TARGETS AND OBJECTIVES
The Service Levels for these Services (excluding Project Services) are
set out below. Service Levels relating to Project based Network
Services are set out in Section 11 of this Schedule (Project Services).
References to "SERVICE AVAILABILITY" are to the period of time during
each calendar month in which the relevant service is available for
productive use by the Marconi Group, expressed as a percentage of the
overall time during which the relevant service should have been
available during that calendar month.
20
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
The applicable formula for calculation of "Service Availability" is as
follows:
SA = (M-SD)/(M) X 100
where:
SA = Service Availability, expressed as a percentage.
M = The total number of minutes during which the service should
have been available during the relevant month.
SD = Service Downtime, being the total number of minutes during
which the service was not available during the relevant
month.
In calculating the Service Downtime (SD), the following shall be
excluded:
- circumstances in which the Supplier is discharged from providing
the Services pursuant to Clause 3.1(2)) of the Agreement;
- circumstances in which the Marconi Group has unreasonably denied
the Supplier or its Approved Subcontractors access to the relevant
Sites or equipment, or has otherwise unreasonably denied permission
for the Supplier or its Approved Subcontractors to carry out any
necessary repairs;
- service outages of less than one (1) minute's duration (provided
that there is no more than one such outage in any given thirty (30)
minute period);
- planned outages (such as scheduled maintenance and scheduled
upgrades); and
- service outages which occur outside the applicable Service hours of
operation and all time outside the hours of existing maintenance
support provided internally by the Marconi Group (as such hours of
maintenance are verified by the True-Up Process).
The Supplier shall calculate Service Availability using information
derived from its monitoring of the Services, and will notify Marconi of
the Service Availability figures as soon as reasonably practicable
following the end of the relevant month (and in any event within 5 days
of the end of that month).
Where the system in question is a LAN, references to availability are
for a host/gateway to reach and communicate to other hosts/gateways on
the same LAN. LAN availability is measured inclusive of DNS/DHCP (SLA
item 1s8).
21
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICE
REF LINES MEASURE PERFORMANCE
------ ------------------------ -----------------------------------------------
VOICE SERVICES
Vs1 Single Processor - service availability - 99.5%
PBX
Vs2 Dual processor - service availability - 99.9%
Vs3 Mobile Mobile Network availability - 99.9%
There is currently no mechanism to measure this SLA
in the market place. However as the carriers
seek to enable this measure we will seek to
incorporate into the SLA. (In parallel with
this CSC and Marconi will investigate
alternative SLAs to measure this service, eg
Mobex")
Vs4 Voice Mail Service availability - 99.5%
Vs5 Minimum GOS (Grader of Service) of 1:100
PSTN voice - digital
circuits
Vs6 Service availability mechanism to be reviewed
during True-Up.
Vs7 Minimum GOS of 1:100
PSTN voice
-analogue circuits
Vs8 Service availability mechanism to be
reviewed during True-Up.
Vs9 Minimum GOS of 1:50
On-Net voice
Vs10 Service availability mechanism to be
reviewed during True-Up.
CONFERENCING SERVICES
Cs1 Video Service availability - 98%
Cs2 Audio Service availability - 99%
GLOBAL WAN SERVICES
Ws1 SDH/SONeT provided Service availability - 99.9%
ATM (dual POP ring)
Ws2 SDH/SONeT provided Service availability - 99.75%
ATM (single POP ring)
Ws3 Dual feed digital Service availability - 99.9%
circuit eg. Frame
Ws4 Single feed digital Service availability - 99.5%
circuit eg. Frame
Ws5 In country max. round trip delay < 120ms.
Transport
Ws6 Global max. round trip delay < 500ms
REGIONAL WAN SERVICES The service availability figures for
Regional WANs currently vary from in-country
network to in-country network. During
True-Up all of these regional variations
will be confirmed and a decision taken as to
whether these can be consolidated into one
generic set of SLAs.
rw1 SDH/SONeT provided Service availability - 99.9%
ATM (dual POP ring)
rw2 SDH/SONeT provided Service availability - 99.75%
ATM (single POP ring)
rw3 Dual feed digital Service availability - 99.9%
circuit eg. Frame
rw4 Single feed digital Service availability - 99.5%
circuit eg. Frame
22
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICE
REF LINES MEASURE PERFORMANCE
------ ------------------------ -----------------------------------------------
rw5 In country max. round trip delay<120ms.
Transport
rw6 Global max. round trip delay <500ms
REMOTE ACCESS SERVICES
Ra1 Service availability - 99.0%
Ra2 User Logon latency - <250ms
REMOTE ACCESS
Ra3 Maximum round trip delay <500ms
Ra4 Successful user logon >95%
LAN SERVICES
Ls6 Service availability on site- min. of 99.8%
Data Transport
Ls7 Service availability in computer/hosting rooms
-99.9%
Ls8 IP addressing/DHCP/DNS Service availability min. of 99.9%
23
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
6. APPLICATION SUPPORT SERVICES
6.1 SERVICE DESCRIPTION
(1) OVERVIEW
The Services in this Section 6 (Application Support Services) include:
- the day-to-day maintenance and support of the Marconi Group's
software applications (a list of current applications is attached
as Appendix B); and
- the development of "Small Enhancements", being Projects where the
effort required is estimated to be less than eighty (80) man
hours (to be verified during True-up validation of the assumed
70%/30% split of support and maintenance to development
activities). The service definitions and service levels in
Section 7 (Application Development Services) shall apply to these
Small Enhancements.
(2) MAIN ACTIVITIES
These services involve the day-to-day maintenance, administration and
Second Level support of existing Marconi Group applications as listed
in Appendix B (as amended from time to time through Change Control).
These services also include the management of resources associated
with these activities.
System Support - includes:
- User management;
- User training and assistance;
- Incident management;
- Data administration;
- Data feeding and Interfaces management;
- Data patching;
- System tuning;
- Application operation control and performance monitoring;
- Batch software configuration management;
- Batch procedures scheduling and control;
- Application software patches installation;
- New application releases installation;
- Application administration;
- Reports maintenance; and
- Delivery of upgrades/updates supplied by software licensees
EDI Service:
- EDI translator management; and
- Gateway and Service Provider network control.
EDA Library Service:
- Procedure definition and implementation for new library requests
- Component technical characteristics analysis
24
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
- Search for existing symbols
- Symbol design
- Manufacturing standard validation
6.2 SERVICE PARAMETERS (SCOPE)
(1) SERVICE HOURS OF OPERATION
- Normal hours of operation for on-site support staff shall
coincide with the regular daytime work hours at each location.
- 24x7 support will be provided for critical applications at
defined locations and for agreed periods, using off-shift call
out (applicable applications, locations and periods of time to be
defined during True-Up Process).
(2) SERVICE AVAILABILITY
Most applications shall require 24x7 availability, which will require
the provison by the Supplier of off-shift cover policies (these
applications will be identified during the True-Up Process). Peak
business operations shall typically require special cover, such as
month-end, quarter-end, or year-end cycles. Scheduled down-time shall
be agreed with Marconi based upon business operations at each
location.
(3) LOCATIONS AND BUSINESS USERS
Application Services shall be available and used by users of IT within
the Marconi Group globally as specified in Appendix A and Appendix C.
(4) SUPPORTED APPLICATIONS
Applications used by the Marconi Group as at the Commencement Date and
requiring support pursuant to this Section are listed in Appendix B.
The Parties acknowledge that this list will be updated from time to
time throughout the term of the Agreement through Change Control.
Without limiting the above list, supported applications shall also
include:
- Custom developed lotus notes applications;
- Data base administration association with in-scope applications;
- Interfaces to banks, external parties (Payroll, Logitrak),
outsourcing partners (Jabil, SEMA Group, etc); and
- Engineering tools.
25
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
6.3 SERVICE LEVELS DEFINITION & TARGETS:
The Service Levels for these Services are set out below. Service
Levels relating to Project based Application Services are set out in
Section 11 of this Schedule (Project Services).
References to time periods below commence from receipt of a validly
completed and duly authorised request for the relevant Service (unless
otherwise stated).
SERVICE
LINES MEASURE PERFORMANCE
---------- --------------------------- ---------------------------------------
APPLICATION SUPPORT SERVICES
As1 Priority 1 - First Response < 30 minutes from call being Logged
As2 Priority 1 - Fix/Workaround 80% within 4 hours
As3 99.9% within 8 hours
As4 Priority 2 - First Response 80% < 4 hours from Call being Logged
As5 Priority 2 - Fix/Workaround 70% within 8 hours
As6 99.9% within 12 hours
As7 Priority 3 - First Response < 8 Hours
As8 Priority 3 - Fix/Workaround 70% within 2 working days
As9 99.9% within 5 working days (excluding
situations requiring third party
provider patches)
As10 Priority 4 - First Response < 1 working day
As11 Priority 4 - Fix/Workaround 95% within 5 working days
As12 99.9% within 10 working days
As13 Response to all other 95% response within 1 working week
queries
As14 Minor administrative 95% within 3 working days
changes and routine
administration
As16 Major software upgrades completed as per agreed Project targets
As16 Major software upgrades completed as per agreed Project targets
APPLICATION SPECIFIC SERVICE LEVELS
USA Xxxxx- % First Call Resolution for 75% First Call Resolution for remote
Siebel SFA remote users. users.
Val
USA Xxxxx- Transaction Posting time Siebel transactions will be routed to
Siebel SFA for Remote Users between remote users within 60 minutes of the
Va2 0700 GMT to 2000 GMT transactional posting to the central
database during peak office hours
USA Xxxxx- Month-end Accounting Each month, business will provide the
Oracle 10.7 Runs Completed within target finish time for each step of
Va3 Scheduled Windows. month-end processing. The actual finish
times of each step will be reported
against the target and missed targets
will have explanation. Missed targets
caused by Data Center or IT Applications
will have root cause analysis and
corrective actions.
26
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICE
LINES MEASURE PERFORMANCE
---------- --------------------------- ---------------------------------------
USA-Xxxxx TACtics shall not have any Measurement of TACtics uptime will be a
- TACTICS unscheduled downtime comprehensive measure of all parts of
greater than 1 hours and the system, including web site, Call
Va4 total uptime for the month Tracking Systems, Document and software
must be 99.9% or greater. distributions, etc. TACtics's is the
customer facing application for Global
Managed Services and downtime could
cost Marconi Revenue.
USA Reltec Batch Processing of EDI Out-bound transactions will be
-SAP EDI Out-bound EDI Transactions processed and transmitted to the VAN or
EDI partner at least 5 times per day
Va5 according to established schedule.
USA Reltec Batch Processing of IN-BOUND EDI In-bound transactions will be
-SAP EDI EDI Transactions picked up from the VAN or EDI partner
at least at least 4 times per day
Va6 according to established schedule.
USA Reltec Month-end Accounting Each month, business will provide the
-SAP Runs Completed within target finish time for each step of
Month End Scheduled Windows. month-end processing. The actual finish
times of each step will be reported
Va7 against the target and missed targets
will have explanation. Missed targets
caused by Data Center or IT
Applications will have root cause
analysis and corrective actions
Va8
(deleted)
USA Reltec Number of dedicated SAP FTE Completing physical inventory within
-SAP months during hands on SAP requires many software specific
Physical physical inventory at each tasks be closely monitored. This must be
Inventory plant location. (Typically done in accordance with the established
2.5 people during entire business inventory schedule.
Va9 inventory process).
UK-MFG/PRO Delivery of Vendor 95% to be completed within timescale.
Schedules (EDI) to
Va10 Suppliers by 8am on
Monday mornings
UK-MFG/PRO Interface to GL for Month 99% to be completed within the
End reporting to be timescale.
Va11 completed within the
timescales as specified by
the business
UK-MFG/PRO Scheduled Overnight Batch 95% to be completed within Scheduled
runs to be completed by 8am window.
Va12 each day
ITALY Month-end Accounting Runs Each month, Marconi IT will agree with
-Marconi Completed within the business the target finish time for
BAAN Scheduled Windows. each step of month-end processing. The
solution actual finish times of each step will
be reported against the target and
Va13 missed targets will have explanation.
Missed targets caused by Data Center
or IT Applications will have root cause
analysis and corrective actions.
ITALY -EDI Batch Processing of EDI Out-bound transactions will be
Out-bound EDI Transactions processed and transmitted to the VAN or
Va14 EDI partner at least every 3 hours
(only regular daytime work hours).
27
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICE
LINES MEASURE PERFORMANCE
---------- --------------------------- ---------------------------------------
ITALY -EDI Batch Processing of IN-BOUND EDI In-bound transactions will be
EDI Transactions picked up from the VAN or EDI partner
Va15 at least every 3 hours (only regular
daytime work hours) and processed into
BAAN.
ITALY - Month-end Accounting Runs Each month, IT will agree with the
Oracle Completed within Scheduled business the target finish time for
Data Mart Windows. each step of month-end processing.
Suite The actual finish times of each step
will be reported against the target and
Va16 missed targets will have explanation.
Missed targets caused by Data Center or
IT Applications will have root cause
analysis and corrective actions.
ITALY - Daily reporting On a daily basis, all the scheduled
Oracle availability reports will be available and updated
Data Mart with the-day-before data
Suite
Va17
28
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
7. APPLICATION DEVELOPMENT SERVICES
7.1 SERVICE DESCRIPTION
(1) OVERVIEW
The Services in this Section 7 (Application Development Services)
include:
- planning, design, development, testing and implementation of
new software applications on a Project basis;
- design, implementation and administration of data models
specifically related to the Marconi Group's business process
on a Project basis; and
- business process re-engineering and process design on a
Project basis.
(2) MAIN ACTIVITIES
- Business Consulting Services -
Facilitation, consultancy, design and development of major
business system enhancements or business processes.
These services will be designed, agreed and implemented in
accordance with Change Control and/or the Project Initiation
Procedure (as applicable). Business process re-engineering
services which may be requested from the Supplier include:
Business Consultancy - includes:
- Feasibility study & risks/impacts analysis;
- Process definition/optimisation and modeling;
- Process documentation; and
- Training and assistance.
Change Management / Analysis - includes:
- Alternatives investigation and determination of the
best solution;
- Impact assessment on organization and roles;
- Requirement specifications;
- Site localisation and rationalisation analysis; and
- Communication program development and deployment.
EDI - Requirements Management - includes:
- Contribution to EDI standard development (EDIFICE
plenary meetings and workgroups); and
- Requirement specification via technical meetings with
partners (Customers / Suppliers).
- Data Modeling -
The design, implementation, and administration of data
models to support the business processes and information
needs of the business.
29
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
These services will be designed, agreed and implemented in
accordance with Change Control and/or the Project Initiation
Procedure (as applicable). Data modeling services which may
be requested from the Supplier are as follows:
Change Management - Analysis and Implementation - includes:
- Design and implementation of data model changes.
Business Intelligence - includes:
- Data modeling;
- Data marts design, development and maintenance; and
- Data warehouse security and user authorisation.
- Application Development & Testing Services -
The planning, design and development of software solutions
for the Marconi Group's business requirements, including
testing and implementations. This also includes the
management of the resources, request backlog and process,
and change control processes.
These services will be designed, agreed and implemented in
accordance with Change Control and/or the Project Initiation
Procedure (as applicable). Application development and
testing services which may be requested from the Supplier
are as follows:
Change Management - Implementation - includes:
- Functional specifications
- Gap analysis
- Third Party Software packages benchmarking and
selection
- Planning of the transition
- Software configuration management
- Agree and implement support process (1st, 2nd 3rd line
support)
System Implementation - includes:
- System architecture design, including hardware and
software components;
- Solution implementation (processes mapping, application
configuration and customisation);
- Application design, development and testing;
- Application installation/configuration;
- Design, development and testing of interfaces to
external applications;
- Design, development and testing of reports;
- System implementation;
- Acceptance Testing;
- Test environment set-up;
- Functional testing;
- Integration and acceptance testing;
30
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
- User documentation production and key-users training;
- Application security and user authorisation;
- Assistance in the initial data population;
- Data migration procedure development and execution;
- Post roll-out assistance;
- Site localisation deployment;
- Software problem management; and
- Application withdrawal.
EDI / B2B / EAI - Implementation - includes:
- New EDI messages definition
- New EDI messages mapping definition and maintenance
- Legacy Inbound & Outbound EDI messages definition and
maintenance
- B2B Message Definition, Mapping, Maintenance
- EAI Message Definition, Mapping, Maintenance
Business Intelligence - Procedure Implementation - includes:
- ETL procedures design, development and maintenance
7.2 SERVICE PARAMETERS (SCOPE)
(1) SERVICE HOURS OF OPERATION
- Normal hours of operation for on-site staff shall coincide
with the regular daytime work hours at each location.
- Special Projects or conditions may require staffing outside
of regular work hours, based upon specific business needs.
This will be agreed on a case by base basis.
(2) LOCATIONS AND BUSINESS USERS
Application Development Services shall be available and used by users
of IT within the Marconi Group globally as specified in Appendix A and
Appendix C.
7.3 SERVICE LEVELS DEFINITION & TARGETS:
Service Levels for the Application Development Services are set out in
Section 11 of this Schedule (Project Services).
31
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
8. DATA CENTRE SERVICES
8.1 SERVICE DESCRIPTION
(1) OVERVIEW
The purpose of the Services described in this Section 8 (Data Centre
Services) is to provide and manage the computer systems that support
the services provided by the IT department, as further detailed in
paragraph 8.1(2), below.
(2) MAIN FUNCTIONS AND ACTIVITIES
SERVICE CATEGORIES SUPPORTED:
- Messaging Services - Email, electronic paging and faxing,
including but not limited to Lotus Notes and Microsoft Exchange.
- Business Application Services - Services relating to applications
required to support specifically business related systems,
including but not limited to CEIS, ERP, MRP, CRM, Peoplesoft,
Workflow (See Appendix B).
- Engineering Application Services - Services relating to
applications required to support specifically engineering related
systems, including but not limited to EMDS, Windchill (See
Appendix B).
- Synchronous Collaboration Services - Services relating to
applications required to provide real-time communications
delivery, such as Sametime
- Content Services - Services required to provide access to
information and data, such as File Servers, Shared Areas, Content
specific databases.
- Infrastructure Services - Services required to provide the
electronic "backbone" services upon which all other services are
reliant, such as naming and addressing services, domain
management services, routing services. Includes directory
services.
- Web and Portal Services - Systems required for the delivery of
intranet, internet and extranet services.
DATA CENTRE SERVICES PROVIDED:
- Securing all data through a defined set of defined backup
schedules (note, schedules will vary from platform to platform
and country to country);
- Monitoring services for outages;
- Managing incidents;
- Managing capacity;
- Managing system performance;
- Providing system and database administration services;
- Installing and upgrading hardware and software;
- Providing Third Level Support for customer's problems;
- Providing disaster recovery cover for key services (as reasonably
defined by Marconi);
- Using the Change Control and configuration management processes
for the approval and implementation of any Changes; and
- Process and Service improvements.
32
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SECURITY SERVICES PROVIDED:
- Providing back-end anti-virus infrastructure for clients,
servers, and gateways;
- Maintaining anti-virus signatures on all systems with anti-virus
installed;
- Monitoring all systems with anti-virus installed for any virus
activity;
- Providing anti-virus incident reporting per incident. Providing
monthly virus outbreak reports;
- Providing day-to-day management of Internet content filtering
devices (proxies); and
- Providing back-end infrastructure support of laptop encryption
products.
Where applicable and available, Project related Data Centre Services
may be obtained from the pool of pre-paid resources identified as
being available for such purposes in Schedule 4 (Charges).
8.2 SERVICE PARAMETERS (SCOPE)
(1) SERVICE HOURS OF OPERATION
Most systems shall be available 24 x 7 (those which are not shall be
identified during the True-Up Process). Data Centre staff shall
general work the standard working day. Out of hours cover shall be via
an on-call rota.
(2) LOCATIONS & USERS
Data Centre Services shall be provided for the benefit of all users of
IT within the Marconi Group globally as specified in Appendix A and
Appendix C.
8.3 SERVICE LEVELS DEFINITION & TARGETS:
(1) SERVICE LEVEL TARGETS AND OBJECTIVES
The Service Levels for these Services are set out below.
References to "SERVICE AVAILABILITY" are to the period of time during
each calendar month in which the relevant Service is available for
productive use by the Marconi Group, excluding:
- circumstances in which the Supplier is discharged from providing
the Services pursuant to Clause 3.1(2) of the Agreement; and
- planned outages (such as scheduled maintenance and scheduled
upgrades),
expressed as a percentage of the overall time potentially available
during that calendar month.
References to time periods below commence from receipt of a validly
completed and duly authorised request for the relevant Service.
33
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
REF MEASURE TARGET
---------- -------------------------------- ----------------------------------
Xxx PC Network Login Time (average 1 minute
time)
Sa2 Mail System Service Availability 99.90%
Sa3 ERP System Service Availability 99.90%
Sa4 File Server Service Availability 99.90%
SERVICE
REF LINES MEASURE TARGET
---------- ------- --------------------------- ------------------------------
Messaging Services, Business Systems
Operations, Engineering Systems
Operations, Synchronous Collaboration
Services, Content Services,
Infrastructure Services, Web & Portal
Services
Dc1 Priority 1 - First Response < 30 minutes from call being
Logged
Dc2 Priority 1 - Fix/Workaround 80% within 4 hours
Dc3 99.9% within 8 hours
Dc4 Priority 2 - First Response 80% < 4 hours from Call being
Logged
Dc5 Priority 2 - Fix/Workaround 70% within 8 hours
Dc6 99.9% within 12 hours
Dc7 Priority 3 - First Response < 8 Hours
Dc8 Priority 3 - Fix/Workaround 70% within 2 working days
Dc9 99.9% within 5 working days
Dc10 Priority 4 - First Response < 1 working day
Dc11 Priority 4 - Fix/Workaround 95% within 5 working days
Dc12 99.9% within 10 working days
D13 Progress updates Priority 1 Every 15mins
Dc14 Progress updates Priority 2 Each working day
Dc15 System or file restoration 99.9% of restores and back-up
can be accomplished up to "read" verifications should be
the point of the last successful. A failed "read"
working day verification can be discounted
by re-running the backup to
successfully meet the measure
Dc16 Critical File Restore Initiated within 1 working day
Dc17 Non-critical file restore Initiated within 2 working days
Dc18 Hardware or software Completed as per agreed Project
Upgrades (Tactical) - targets
Estimate
Dc19 Hardware or software Completed as per agreed Project
Upgrades (Tactical) - targets
Completion
Dc20 Hardware or software Completed as per agreed Project
Upgrades (Strategic) - targets
Estimate
Dc21 Hardware or software Completed as per agreed Project
Upgrades (Strategic) - targets
Completion
Dc22 Performance Completed as per agreed
individual system definition.
Dc23 Proactive capacity Alert at 70% disk utilisation
monitoring -disk
utilisation
Dc24 Proactive capacity Alert at cpu threshold
monitoring -cpu utilisation.
Define threshold on a
server-by-server bases
within 6 month true-up.
Dc25 Proactive capacity Monthly report showing 6
monitoring monthly trends in cpu,
disk utilisation.
34
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
Dc26 Availability Reasonable endeavors should be
sought to achieve 99.9% system up
time through good system
maintenance. We will agree general
and specific service availability
levels at the end of the True-Up.
Dc27 Allowable downtime 6 hours per calendar week
-limited to off-peak hours
Dc28 Notice period for planned minimum 5 working days
allowable downtime
MESSAGING SERVICES
Ms1 Mail quota upto 200Mb per user (exceptions to
be agreed and documented on a case
by case basis)
35
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
9. SECURITY SERVICES
9.1 SERVICE DESCRIPTION
(1) OVERVIEW
The purpose of the Services listed in this Section 9 (Security
Services) is to:
- provide the Marconi Group with an "Information Security Program"
based upon information security best practices, encompassing
policies, procedures and standards;
- deploy, configure and monitor security tools to best secure the
Marconi environment;
- manages a risk process to define information security risks and
risk mitigation; and
- manage information security incident response teams and
coordinate and external incidents with the local authorities if
necessary;
- provide a cost effective security infrastructure;
- provide operational security support for the security tools
deployed; and
- monitor security logs for relevant security incidents against
agreed framework.
(2) MAIN FUNCTIONS AND ACTIVITIES
To protect the Marconi Group's information assets by:
- Assisting the Marconi Group in developing security strategy and
direction by assessing the Marconi Group's business needs and
requirements;
- Maintaining approved ISS monitoring & scanning checks for
host-based IDS, network-based IDS and network scanning tools;
- Deploying and managing global firewalls;
- Keeping key relationships with Marconi legal and HR for the
development and support of corporate policies;
- Providing VPN services for B2B connections, intra-company
(Marconi to Marconi), and user home-based VPN's;
- Providing encryption services via laptop encryption, email and
file encryption;
- Providing CacheFlow proxies for Internet connectivity;
- Coordinating Global Cert team; and
- Providing security consultancy in support of IT and business
projects.
9.2 SERVICE PARAMETERS (SCOPE)
(1) SERVICE HOURS OF OPERATION
For the management of day-to-day security operations, such as firewall
support, an on call rotation shall exist on a 24x7 basis. At the
Commencement Date this is provided through teams based in the
Americas, UK, and Italy.
(2) LOCATIONS & MARCONI GROUP USERS
36
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
Security services shall be provided for the benefit of all users of IT
within the Marconi Group, as specified in Appendix A and Appendix C.
At the Commencement Date, Security Services are provided from:
N.America
- Pittsburgh
EMEA
- UK
- Italy
9.3 SERVICE LEVELS DEFINITION & TARGETS:
The Service Levels for these Services (excluding Project Services) are
set out below. Service Levels relating to Project Services are set out
in Section 11 of this Schedule (Project Services).
References to "SERVICE AVAILABILITY" are to the period of time during
each calendar month in which the relevant services are available for
productive use by the Marconi Group, excluding:
- circumstances in which the Supplier is discharged from providing
the Services pursuant to Clause 3.1(2) of the Agreement; and
- planned outages (such as scheduled maintenance and scheduled
upgrades),
expressed as a percentage of the overall time potentially available
during that calendar month.
SERVICE LINES MEASURE PERFORMANCE
------------ -------------------------- ---------------------------
OPERATIONAL SECURITY SERVICES
Os1 Firewall up-time Service availability - 98.5%
Os2 Host-based assessment tools Service availability - 99.9%
Os3 Network-based IDS Service availability - 99.9%
37
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
10. STRATEGY AND MANAGEMENT SERVICES
10.1 SERVICE DESCRIPTION
(1) OVERVIEW
The purpose of the Services listed in this Section 10 (Strategy and
Management Services} is to provide the Marconi Group with IT strategy
and architecture-related services associated with the provision of the
other IT Services. These Services include the development and
maintenance of IT strategy and architecture documentation in
accordance with Marconi strategy, and the monitoring and reporting to
the Marconi Group regarding emerging technologies.
(2) MAIN FUNCTIONS AND ACTIVITIES
- IT Strategy and IT Architecture Documentation
The development and maintenance (in conjunction with the Marconi
Group, and aligned to the Marconi Group business strategy) of
documentation detailing an IT architecture principles set plus
broader documentation defining IT Strategy. The Global Strategy
will be produced within six (6) months of Phase 1 Completion and
updated quarterly (where required). Regional Strategy variations
will be produced within six (6) months of completion of each
region and updated quarterly (where required).
- Review of Emerging Technologies
The review of emerging technologies which could be developed as
part of the Services delivered to Marconi and the provision of
best practice service roadmaps and technology updates as
required, but as a minimum quarterly. These services will provide
recommendations on the way forward for use and deployment of
emerging technologies aligned to the agreed Marconi IT strategy,
or "value adding" propositions for the Marconi Group business.
Marconi will in all instances retain overall control of IT strategy
and architecture. Marconi will provide the overall governance of these
activities through the IT Solutions Boards (as detailed in Schedule 20
(Governance)) and will create business cases and set priorities and
overall time frames to be met and accepting recommendations produced
by these activities.
38
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
10.2 SERVICE LEVELS DEFINITION AND TARGETS
SERVICE LINES MEASURE PERFORMANCE
------------- --------------------------- --------------------------------------
STRATEGY AND MANAGEMENT SERVICES
Sm1 Production of IT Architecture Completed within six (6) months of
Principles document Completion within the relevant Invoice
Region and then updated on a
quarterly basis (where required).
Sm2 Production and maintenance of Completed within six (6) months of
IT Strategy document Completion within the relevant Invoice
Region and then updated on a
quarterly basis (where required).
Sm3 Technology Investigation Report produced quarterly.
Report
39
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
11. PROJECT SERVICES
11.1 SERVICE DESCRIPTION
This Section 11 (Project Services) will address Service Levels for
services which are provided as Projects (whether initiated through
Change Control or otherwise). This includes Project Services provided
as part of the Desktop and Supply Services, Data Centre Services,
Network Services and Application Services.
11.2 PROJECT CLASSIFICATIONS
IT Projects shall be classified according to the following:
- "STRATEGIC PROJECT", being a long-term/high profile Project to
create a unique product or service, where either:
- the estimated cost to complete it is >L500K;
- the estimated effort required to complete it is >5000 man
hours; or
- the complexity, risk and impact are "Critical/High".
- "TACTICAL PROJECT", being an Project undertaken to create a
unique product or service, where
- the estimated cost to complete it is L50K-L500K;
- the estimated effort required to complete it is 500-5000 man
hours; or
- the complexity, risk and impact are "Medium".
- "MAJOR ENHANCEMENTS", being a Project where the effort required
to complete it is more 80 man hours, but less that 500 man hours.
- "SMALL ENHANCEMENTS", being a Project where the effort required
to complete it is estimated to be less than 80 man hours. Such
Projects shall form part of (but not be limited to) the
Application Support Services.
11.3 SERVICE LEVELS DEFINITION & TARGETS
The Service Levels for the Project Services are set out below.
References to time periods below commence from receipt of a validly
completed and duly authorised request for the relevant Project.
These Service Levels shall be measured on an annual basis.
SERVICE
LINES MEASURE PERFORMANCE
------- --------------------------------- ----------------------------------
PROJECT SLA
Pm1 Project Evaluation Report 95% response within 3 working days
(Small Enhancements) (including refusals).
Pm2 Project Evaluation Report (Other 95% response within 5 working days
Enhancements) (including refusals).
40
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICE
LINES MEASURE PERFORMANCE
------- --------------------------------- ----------------------------------
Pm3 Project Evaluation Report 95% response within 10 working
(Tactical Projects) days (including refusals).
Pm4 Project Evaluation Report 99% response within 15 working
(Strategic Projects) days (including refusals).
Pm5 Tactical Projects completed within 95% completed within agreed
agreed timeframe (as specified in timeframe.
Schedule of Work).
Pm6 Strategic Projects completed 95% completed within agreed
within agreed timeframe (as timeframe.
specified in Schedule of Work)
Pm7 Small enhancements completed 95% completed within agreed
within agreed timeframe (as timeframe.
specified in Schedule of Work).
Pm8 Major enhancements completed 95% completed within agreed
within agreed timeframe (as timeframe.
specified in Schedule of Work).
41
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
12. DISASTER RECOVERY SERVICES
12.1 SERVICE DESCRIPTION
(1) OVERVIEW
The purpose of the Services listed in this Section 12 (Disaster
Recovery Services) is to provide the Marconi Group with business
continuity and disaster recovery services.
In the UK, the disaster recovery services are provided as at the
Commencement Date through the following disaster recovery contracts:
- NDR;
- Comdisco; and
- BT.
These contracts and the disaster recovery services provided pursuant
to them, are set out below.
(2) NDR CONTRACT
In the event of a disaster, hardware will be provided on which the
following services can be restored:
- MFG/PRO, IPS and Workflow
- USML
- Liverpool Engineering Cluster
- PC Servers
- Comms Kit
- EMDS
- Internet Gateway
- Firewall and Mimesweeper
- Lotus Notes
- Windchill
This equipment can be delivered to Coventry NCP, Liverpool Edge Lane,
Beeston or London Docklands. In addition, the PC servers can be
delivered to any one of six sites that can be specified at point of
callout.
The specifications of equipment that will be delivered will be
sufficient to offer a cut-down service to key Marconi Group users.
The equipment can be delivered into a Marconi Group data centre or
delivered in a trailer that will be sited at the specified disaster
recovery location. In a full-scale disaster, the equipment can
initially be housed in the trailer and subsequently moved to the
temporary data centre provided by Comdisco.
42
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
(3) COMDISCO CONTRACT
In the event of a disaster, an "Enhanced Emergency Rescue Service"
will be provided that consists of the following equipment:
EQUIPMENT CAPACITY
------------------------------------ ---------------
Temporary office cabins (24ft x 8ft) 6
Mobile diesel generator Up to l,000 kVA
Frequency converter (400Hz) 75kVA
Chilled water Up to 2 x 35kW
UPS 400 kVA
Power distribution units Upto 2 x l80 kVA
Air-conditioning units Up to l76 kW
Mobile air-conditioning units 2 x 10 kW
CableEase RJ45 cabling system 375 x RJ45
(4) BT CONTRACT
Disaster recovery support for PBX's with BT for the UK Sites specified below.
Within 24hrs of being invoked a caravan will turn up on site and provide a
telephone infrastructure. It includes handsets if required. As part of the
disaster recovery support, a new exchange is automatically ordered. This will
take around 6/8 weeks typically to arrive.
SITE SERVICE LEVEL
------------------------------ -------------
Xxxxx Xxxxxxxx, Xxxxxxxxxxxxxx XXX000
Sheriffs Court, Coventry XXX000
Xxx Xxxxxxx Xxxx, Xxxxxxxx XXX0000
New Horizon Park, Coventry XXX000
Xxxx Xxxx, Xxxxxxxxx XXX0000
Xxxxxx Xxxxx, Xxxxxx XXX000
Discovery Court, Poole XXX000
Xxxx Xxxxxx, Xxxxxxxxx XXX000
Technology Drive, Beeston XXX000
Xxxxxxxxx Xxxxxxxx Xxxx, Xxxxxxxxx XXX000
PBX100 is an exchange with 100 phones.
11.3 SERVICE LEVELS DEFINITION & TARGETS
The Service Levels for the Disaster Recovery Services are set out
below.
(1) NDR
Delivery of the replacement equipment commenced within two (2) hours
of notification.
(2) COMDISCO
The equipment will be provided within 24 hours and can be kept for 1
month at no charge. The equipment can then be purchased at list price.
43
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
(3) BT
Within 24hrs of being invoked a caravan will turn up on site and
provide a telephone infrastructure. It includes handsets if required.
As part of the disaster recovery support, a new exchange is
automatically ordered. This will take around 6/8 weeks typically to
arrive.
44
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
13. IKON CONTRACT (PRINT MANAGEMENT) SERVICES
13.1 SERVICE DESCRIPTION
(1) OVERVIEW
The purpose of the Services listed in this Section 13 (IKON Contract
(Print Management) Services) is to provide the Marconi Group with the
services set out the following agreements:
(a) the Framework Procurement Agreement for the provision of
Copier Fleet Management, Managed Print Services and/or
Facilities Management between Marconi Communications Limited
and IKON Office Solutions pic, dated 16 November 1999,
(b) the Managed Print Services Agreement between Marconi
Communications Limited and IKON Office Solutions plc dated
10 July 2000 and amended on 4 April 2002,
copies of which are attached as Appendix E (the "IKON CONTRACTS").
(2) MAIN ACTIVITIES
Copier fleet management and managed print services and as specified in
the IKON Contracts or otherwise agreed between the Parties from time
to time.
13.2 SERVICE PARAMETERS (SCOPE)
(1) SERVICE HOURS OF OPERATION
As specified in the IKON Contracts or otherwise agreed between the
Parties from time to time.
(2) LOCATION AND BUSINESS USERS
As specified the IKON Contracts or otherwise agreed between the
Parties from time to time.
13.3 SERVICE LEVELS DEFINITION & TARGETS
As specified the IKON Contracts or otherwise agreed between the
Parties from time to time.
45
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
APPENDIX A
TO SERVICE LEVEL AGREEMENT
LIST OF "IN-SCOPE" MARCONI GROUP SITES
In the following tables of this Appendix, the following legend shall apply in
relation to the column headed "Services not Required at Site":
1 - Call Centre
2 - Desktop Support
3 - Data Centre
4 - Network
5 - Security
0 - Xxxxxxxxxxxx
XXXXXX XXXXXXX
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ------ ------------
GBABM GB Aberdeen/ United Kingdom Montague House Wellheads Xxxxxxxx
Xxxxxxxx Xxxxx X00 Xxxxxxxxx Xxxxxxxx
Xxxxxx
XXXXX XX Aberdeen/ United Kingdom Xxxxxxxxx Xxxxx Xxxxxxxx
Xxxxxxxx Xxxxx
XXXXX XX Aldershot/ United Kingdom Penmark House Xxxxxx Road Aldershot
Penmark House
GBBET GB Beeston/ United Kingdom Xxxxxxxxxx Xxxxx Xxxxxxx
Xxxxxxxxxx Xxxxx
XXXXX XX Birkenhead/ United Kingdom Xxxx 00 Xxxxxxxx Xxxxx Xxxx Xxxxxxxxxx
Xxxxxxxx Bus Pk Business Park
GBBSC GB Basildon/ United Kingdom Crompton Close Basildon
Crompton Close
GBBWB GB Borehamwood/ United Kingdom Elstree Elstree Way Borehamwood
Elstree Bus Cen Business Centre
GBBWE XX Xxxxxxxxxxx/0 Xxxxxx Xxxxxxx 0 Xxxxxxx Xxxx Xxxxxxx Xxx Xxxxxxxxxxx
Xxxxxxx Xxxx
XXXXX XX Brixham/75 United Kingdom 00 Xxxxxx Xxxxxx Xxxxxxx
Xxxxxx Xxxxxx
XXXXX XX Byfleet/18 Oyster United Kingdom Spectrum 00/00 Xxxxxxx
Xxxx Xxxxxx Xxxx
XXXXX XX Cambridge/ United Kingdom Buildings D1 & D2 Cambridge CAMBRIDGE
Xxxxxx Road Business Park
GBCAV GB Cambridge/ United Kingdom 00 Xxxxxx Xxx Xxx Xxxx Xxxxxxxxx
Viking Way
GBCBB GB Camberley/ United Kingdom Building D Minley Road Camberley
Bramshill Bramshill
Xxxxxxx Xxxxxxx Yard
GBCBW GB Camberley/ United Kingdom Waters Edge Riverside Way Camberley
Waters Edge
GBCHC GB Chorley/Xxxx United Kingdom Xxxx Xxxx Xxxxxxx
Xxxx
XXXXX XX Chelmsford/New United Kingdom Xxxxxxx Xxxxx Xxx Xxxxxx Xxxxxxxxxx
Xxxxxx
XXXXX XX Chelmsford/ United Kingdom Temple Wood Stock Road Chelmsford
Temple Wood Est Estate
GBCMW GB Chelmsford/ United Kingdom 000 Xxxxxxxxxx Xxxxxxxxxx
Xxxxxxxxxx Xxxx Xxxx
XXXXX XX Corby/Ash United Kingdom Unit A Ash House 19 Xxxxxxxxx Xxxxx
House Close
GBCRS GB Crewe/ United Kingdom Unit C Southmere Electra Way Crewe
Southmere Court Court
GBCSR GB Corsham/P.O. United Kingdom X.X. Xxx 000 Xxxxxxx
Xxx 000
46
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ------ ------------
GBCTE GB Chertsey/ United Kingdom Xxxxxxxxx Xxxxx Xxxxxxxxx Xxxxxxx
Xxxxxxxxx Xxxxx Xxxx
XXXXX XX Coventry/New United Kingdom New Century Park (off Xxxxxx Way) Coventry
Century Park
GBCVC GB Coventry/New United Kingdom New Horizon Park Xxxxxxxx Coventry
Horizon Park Road
GBFAD GB Falmouth/The United Kingdom Building 00 Xxx Xxxxx Xxxxxxxx
Xxxxx
XXXXX XX Xxxxxxxxxxx/ Xxxxxx Xxxxxxx Xxxxx Xxxxxxx
Xxxxx Xxxxxxx Xxxx Xxxxxxxxxxx
XXXXX XX Glasgow/ United Kingdom Xxxxxxx Xxxxx 00 Xxxxxxxx Xxxxxxx
Xxxxxxxx Xxxxxxxx Xxxxxxxx
XXXXX XX Xxxxxxx/0 Xxxxxx Xxxxxxx 0 Xxxxxxx Xxxxxx Xxxxxxx
Xxxxxxx Street
GBGGR XX Xxxxxxx/ Xxxxxx Xxxxxxx Xxxxxxxxx Xxxxx 000 Xxxxxxx
Xxxxxxxxx Xxxxx Xxxxx Xxxxxx
XXXXX XX Greenock/ United Kingdom Xxxx 0 Xxxxxxx Xxxxxx Greenock
Pottery Street Strathclyde
Business Centre
GBHFD GB Hatfield/Welham United Kingdom 000 Xxxxxx Xxxxx Xxxxx Xxxxxxxx
Xxxxx Xxxx Xxxx
XXXXX XX Huntingdon/ United Kingdom Naseby House Spitfire Close Huntingdon
Spitfire Close Unit B1 Midgehall
Cou
GBHUL GB Hull/Little United Kingdom Xxxxxx Xxxx Xxxx
Xxxx Xxxxxx Xxxxxx
XXXXX XX Xxxxxxx/00x United Kingdom 00x Xxx Xxxxxxx Xxxxxxx
Xxx Xxxxxxx
XXXXX XX Lincoln/ United Kingdom Xxxxxxxx Xxxx Xxxxxxx
Xxxxxxxx Xxxx
XXXXX XX Leicester/ United Kingdom Cambridge Road Xxxxxxxxx Xxxxxxxxx
Xxxxxxxxx Xxxx Xxxxxxxxxx
Xxxxxx
XXXXX XX Long Xxxxx/Lock United Kingdom Lock Lane Sawley Long
Xxxx Xxxxx
GBLLT GB Llantrisant/ United Kingdom Xxxx X Xxxxxxxxxxx
Xxxxxxxxxxx Xxx Xxxxxxxxxxx
Xxxxxxxx Xxxx
XXXXX XX London/Regus United Kingdom 0xx Xxxxx 000 Xxxxxx Xxxxxx
Xxxxxx'x Xxxxx Xxxx
XXXXX XX London/Harbour United Kingdom 00xx Xxxxx 0 Xxxxxxx Xxxxxx
Xxxxxxxx Xxxxxxxx
Xxxxxx
XXXXX XX London/Maryland United Kingdom Xxxxxxxx Xxxxx 000-000 Xxxx Xxxxxx
House Street
GBLNR GB London/Strand United Kingdom 1st and 2nd 000/000 Xxxxxx Xxxxxx
Xxxxxx House floors Strand
Bridge H
GBLNS GB London/ United Kingdom 5F & 5G Standard Xxxxxx Road London
Silvertown Industrial Estate
GBLOO XX Xxxx/Xxx Xxxxxx Xxxxxxx The Old Harbour Xxxxxx Xxxx Looe
Harbour Office Office
XXXXX XX Livingston/ United Kingdom 00 Xxxxxxxx Xxxxxxxxxx XXXXXXXXXX
00 Xxxxxxxx Xx Xxxxxx Xxxxxxxxxx
Xxxx
XXXXX XX Liverpool/Derby United Kingdom Merseyside Fire Command and Xxxxxxxxx
Xxxx Xxxxxxxxx Xxxxxxx Xxxxxx
XXXXX XX Liverpool/Edge United Kingdom Xxxx Xxxx Xxxxxxxxx
Xxxx
XXXXX XX Liverpool/Xxxxxx United Kingdom 00 Xxxxxx Xxxx Xxxxxx Xxxxxxxxx
Xxxx
XXXXX XX Liverpool/Xxxx United Kingdom Xxxx Road Huyton Liverpool
GBLWB XX Xxxxxxxxx/ Xxxxxx Xxxxxxx Xxxxxxx Xxxxx 0 Xxxxxxx Xxxxxxxxx
Battery Green Xx Xxxxx Road
GBLZF XX Xxxxxxxx Xxxxxx Xxxxxxx Firbank Way Xxx Xxxxxxxxx Xxxxxxxx
Xxxxxxx/Xxxxxxx Xx Xxxx Xxxxxxx
XXXXX XX Newmarket/Oaks United Kingdom Marconi Services The Oaks Newmarket
47
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ------ ------------
Business Pk Business Park
GBNTM GB Newcastle/ United Kingdom Marconi House Melbourne Newcastle-
Xxxxxxxxx Xxxxxx Xxxxxx xxxx-Xxxx
XXXXX XX Newlyn/ United Kingdom 0/0 Xxxxxxxx Xxxxxx
Xxxxxxxx Xxxxx Xxxxx
XXXXX XX Peterhead/ United Kingdom 00 Xxxxxxx Xxxxxx Xxxxxxxxx
Xxxxxxx Xxxxxx
XXXXX XX Portsmouth/ United Kingdom Xxxxxx Xxxx Xxxxxxxxxx
Xxxxxx Xxxx
XXXXX XX Redditch/ Dagnall United Kingdom Netscient Ltd Xxx Xxxxxxxxx Xxxxxxxx
Xxx Xxxx Xxxxxxxxx Xxxx
XXXXX XX Stratford upon United Kingdom Othello House Banbury Road Stratford
Avon/Othello upon Avon
GBSDW GB Swindon/ United Kingdom Xxxxxxxxx Xxxxx Xxxx 0 Xxxxxxx
Xxxxxxxxx House Xxxxxxxx Road
GBSHB XX Xxxxxx/ Xxxxxx Xxxxxx Xxxxxxx No 0 Xxxxxx Xxx Xxxxxx
Xxx
XXXXX XX Soton/ High United Kingdom 000 Xxxx Xxxxxx Xxxxxxxxxxx
Xxxxxx
XXXXX XX Stafford/ The United Kingdom The Hollies 120 Newport Stafford
Xxxxxxx Xxxx
XXXXX XX Xxxxxxxxxxxxxx/ Xxxxxx Xxxxxxx 18/20 Denington Wellingborough
Xxxxxxxxx Xx Xxxxxxxxx Xxxx Xxxxxxxxxx
Xxxxxx
XXXXX XX Woking/ United Kingdom Ultramast House Xxxx 0 XXXXXX
Xxxxxxxxx Xxxxx Xxxxx Xxxxx
XXXXX XX Weymouth/ Great United Kingdom Great Western Weymouth
Western Cen Centre
GBYOG XX Xxxx/ Xxxxx Xxxx Xxxxxx Xxxxxxx Green Park Sutton-on-the- York
Business Centre Xxxxxxx
GBYOM XX Xxxx/ Xxxxxxx Xxxxxx Xxxxxxx Xxxxxxx House York
House
GERMANY
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ------ ------------
DEALL DE Allmersbach/ Germany Hueftelaecker 1 Allmersbach
Hueftelaecker im Tal
DEBER DE Berlin/ Germany An den Berlin
Treptowers Treptowers 1
DEBKB DE Backnang/ Germany Blumenstrasse Backnang
Xxxxxxxxxxxxx 00-00
XXXXX XX Backnang/ Germany Xxxxxxxxxxxxx 00 Backnang
Gerberstrasse
DEBKS DE Backnang/ Germany Stuttgarter Backnang
Stuttgarter Xxx. Xxxxxxx 000
XXXXX XX Xxxxxxxxxxx/ Xxxxxxx Xxxxxxxx-Xxxxx- Xxxxxxx-Xxxx-Haus XXXXXXX
Xxxxxxxx-XxxxxX Xxxxx 00 XXXX
XXXXX XX Xxxxx/ Xxxxxxx Alfredstrasse Xxxxx
Xxxxxxxxxxxxx 000x000
XXXXX XX Xxxxxxxxx/ Xxxxxxx Solmsstrasse 83 Scala West Frankfurt
ScalaWest
DEHMA DE Hamburg/ Germany Xxxxx-Xxx-Xxx 0 Xxxxxxx
Xxxxx-Xxx-Xxx
DEHMN DE Hamburg/ Germany Nagelsweg 55 Haus 6 Hamburg
Nagelsweg
DEMUH DE Muenchen/ Germany Hansastrasse 27f MUENCHEN
Hansastrasse
DENEU DE Neufahrn/ Xxxxxx Germany Xxxxxx von NEUFAHRN
vSiemensstr Xxxxxxxxxxxxxx 00
00
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ------ ------------
DENUB DE Nuernberg Germany Raudtener Xxxxxxxxx
Xxxxxxx 00x
XXXXX XX Xxxxxxxxx/ Xxxxxxx Max-Xxxxxx-Str. 0 Xxxxxxxxx
Xxx-Xxxxxx-Xxx.
XXXXX XX Xxxxxxxx/ Xxxxxxx Xxxxxx-Bosch Xxx. Xxxxxxxx
Xxxxxx-Xxxxx Xxx 00
XXXXX
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ------ ------------
ITBOG IT Bologna/Galliera Italy Xxx Xxxxxxxx 00 XXXXXXX
XXXXX XX Xxxxxx/Xxxxxxx Xxxxx Xxxxxx Xxx xxxx'Xxxxxxx Xxxxxx
000
XXXXX XX Xxxxxx/Xxxxxx Xxxxx Ancifap Xxx Xxxxxx 0 Xxxxxx
XXXXX IT Genova/Multedo Italy Xxx Xxxxxxx XXXXXX
xx Xxxxx 0X
xxxxx
XXXXX XX Genova/Negrone Italy Xxx Xxxxxxx 0X Xxxxxx
XXXXX XX Xxxxxx/Xxxxxxxxxx Xxxxx Torrington Xxx Xxxxx 0 Xxxxxx
XXXXX IT Latina Italy Cisterna Xxx XX000 Xxxxx Xxxxxx
Xxxxxxx Xx 00 Xxxxxxxx
XXXXX IT Naples/Giugliano Italy Via Pontericcio Giugliano
Circonvallazione Cap
Esterna
ITNAM IT Xxxxxxx/ Italy SS Casapuzzano Marcianise
Marcianise
ITPIA IT Pisa/ Via Xxxxxxx Italy Loc.Ghezzano Via Pisa
Xxxxxxx 1
ITRMV IT Roma/Cesare Italy Magliana Xxx Xxxxxx
Xxxx Xxxxxx Xxxxx
Xxxxxxxx, 00
ITSIM IT Siena/ Italy Xxx X. Xx 00000 XXXXX
Xxxxxxxxxxxxx Vittorio 3/5 Monteriggioni
Si
ITTOI IT Torino/ Ivrea Italy Xxx Xxxxxx 0 0 Xxxxxx
XXXXX XX Xxxxxx Xxxxx Palazzo Q7 MILANO
Assago, Milanofiori
ITATB IT Padova/ Abano Italy Xxx Xxx Xxxxx, 00 Xxxxx
Xxxxx Terme
Padova
IT PAR IT Palermo Italy Xxxxx Xxxxxxx Xxxxxxx
Xxxxxxxxx,
0000
For the near future further changes are forecast. In particular the following:
- IT GENOA/ACCIAIO - planned to be closed (April 03)
- IT ROME - planned to change address (August 03)
- IT LATINA - planned to change address (August 03)
ROW
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ------ ------------
ARBAM AR BA/ Xxxx 0000 Xxxxxxxxx Xxxx 3212 - Xxxxx Buenos
- Xxxxxxxx Xxxxx Aires
ARBAR AR BA/ Xxxxxx Argentina Xxxxxx Capital BUENOS
Xxxxxxxxxx Xxxxxxxxxx 1149 Federal AIRES
10mo Piso
BRCPV BR Centra Poa/ R Brazil Rua General Conj Centra 1,3,4
Gen Xxxxxxxx Xxxxxxxx 77 1201/1203 Poa
BRCUC BR Caritiba/417 Brazil Al Dr. Carlos 417 - Curitiba Curitiba 1
Curitiba Trade Dde Xxxxxxxx Trade Center
49
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ---------- ------------
BRRJA BR Rio/ Xxx Xxxxxx Xxx xx 00 Xxxxx Xxx Xx 0
de Assembleia 77 Assembleia 77 Janiero
BRSOR BR Sorocaba/ Brazil Rodovia Xxxxxx Xx 99 Sorocaba
Rodovia Xxxxxx Tav Xxxxxxx
BRSPV BR Sao Paulo/ Rua Brazil Rua Verbo Divino 6 Andar Sao Paulo
Verbo Divino 1488 -Conjunto 61 A
BRVOM BR Votorantim/ Brazil Avenida 31 de Votorantim 1
Ave 00 xx Xxxxx Xxxxx 00
XXXXX XX Au/ Switzerland Xxxxxxxxxxxxxx 00 XX
Xxxxxxxxxxxxxx 00
COBOA CO Bogota/ Xxxxxxx Xxxxxxxx Xxxxxxx 00 Xxxxxxx 000 Xxxxx Xx
00 118 30 #000-00 xx Xxxxxx
XXXXX XX Xxxxx/ Xxxxx Xxxxx Xxxx 50 Norte Rohrmoser Pavas 3,4
Triangulo Dig Triangulo Digital
CZPRN CZ Prague Czech Republic Xx Xxxxx 00 Xxxxxx 0
XXXXX XX Xxxxxxxxx Xxxxx Marconi Avda Diagonal Barcelona
Iberia S.A. 000-000
XXXXX XX Xxxxxx/ Xxxxxxxx Xxxxx Building E El Xxxx xx Xxxxxx
Miniparc 111 la Moraleja
FRBIB FR France 00 Xxxxxxxxx Xxxxxxx
Xxxxxxx/00
Xxxxxxxxx
XXXXX XX Paris /Pare Club France Parc Club Orsay Xxxxx
Xxxxxxxxxx
XXXXX XX Xxxxx/ Xxx Xxxxx Xxxxxx 00/000 Xxx xx 00000 Xxxxx
Xxxxx Boulogne
Billancourt
IEDLO IE Dun Laoire/ Ireland West Pier Old Dunleary Dun Loaire
Old Dunleary Rd Business Campus Road
IESWS IE Swords/ Ireland Swords Business Swords
Swords Business Park
Park
LVRIC LV Riga/ Latvia Citedeles Riga
Citedeles Xxxxxx 00 Xxxxxx 00
XXXXX XX Xxxxxx Calle Amargura Col. Lomas de
Huixquilucan/ 60 Segundo Piso la Herradura Huixquiluc
Calle Amargura an
MXNAD MX Naucalpan/ De Mexico Av 1 ero Xx Xxxx Col Naucalpan
Mayo No 230 No 230 Industrial
Atoto
MXNAM MX Naucalpan/ Mexico Metepec Xx. 000 Xxxxxxxxx
Xxxxxxx Xx 000
XXXXX XX Den Xxxx/ Netherlands Xxxxxxx 0 Xxx Xxxx
Xxxxxxx 0
XXXXX XX DeMeem/ Netherlands Strijkviertel 00 XxXxxxx
Xxxxxxxxxxxxx
00
XXXXX XX Xxxxxxxx/ Xxxxxxxxxxx Hintham 68 Rosmalen
Xxxxxxx 00
XXXXX XX Xxxxxxxxx/ Xxxxxxxxxxx Regus Weena 000 Xxxxxxxxx
Xxxxx 000
XXXXX XX Vianen/ Netherlands Industrieweg 00 Xxxxxx
Xxxxxxxxxxxx
00
XX Xxxxxx Xxxxxxxx Xxxxxxx Xxxxx 22, Lisboa
1C-1600/477
RUMOD RU Moscow/ Russian 30 Hotel Volga Dokuchaev Moscow
Dokuchaev Federation Xxxxxx 0 Xxxxxxxx 0
XXXXX XX Xxxxxxxxx/ Xxxxxx Bolidenvagen 14 Xxxxx 0 XXXXXXXXX
Xxxxxxxxxxxx 14
SESTM SE Stockholm/ Sweden Magnus Stockholm
Magnus Xxxxxxxxxxxx 00
XXXXX XX Brits/ PO South Africa XX Xxx 000 Xxxxx
Xxx 000
XXXXX XX Midrand/ Halfway South Africa XX Xxx 0000 Xxxxxxx
Xxxxx Xxxxx
XXXXX XX Midrand/ South Africa Xxxx 0 00 Xxxxxx Xxxxxxxxx Xxxx Xxxxxxx
00 Xxxxxx Xxxx
Xxxx
XXXXX XX Xxxxxxx/ Xxxx Xxxxx Xxxxxx Gold Street New P O Box 906 Springs
50
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ---------- ------------
Xxxxxx Xxx Xxxxxxx 0000
XXXXX XX Xxxxxxx/ Xxxxx Xxxxxx X X Xxx 000 Xxxxxxx
Xxxx Xxxx
00
XXXXXXXX 1 - SERVICE LEVEL AGREEMENT
ROW - Network Components
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ----------- ------------
XXXXX XX Xxxxxx Xxxxxxxxxxxx Xxxx 0 Xxxxxxxxxxx 3
Guadalajara/Prolong Amiricas 1612 Oficina 611
acisn
MXMOM MX Mexico Edif. Xxxxx XXX Av. I. Monterrey
Monterrey/Edif Piso 8 Desp. 822 Xxxxxxx
Xxxxx G1A Xxxxxx 2805
Pte.
MXNAA MX Naucalpan/San Mexico Av. San Andris Col. Naucalpan
Andris Atoto Atoto 000-X Xxx
Xxxxxxx
XXXXX XX Naucalpan/Calle Mexico Calle 4 No. Fracc. Naucalpan
4 No 1 A Fr 0-X Xxxx Xxxxxxxxxx
Xxxx Xxxxxx
XXXXXX XXXXXX OF AMERICA AND CANADA
USA - Wireless
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ----------- ------------
CAKAI CA Kanata/ Canada 1125 Kanata
Innovation Xxxxxxxxxx
Xxxxx Xxxxx
XXXXX XX Xxxxxxxx/ 000 Xxxxxx Xxxxxx 000 000xx Xxxxxx Xxxxx 0000 Xxxxxxxx
000xx Xxx XX XX
XXXXX XX Xxxxxxxx/ Xxxxxx Xxxxxx Rainier Plaza 777 108th Bellevue
Xxxxxxx Xxxxx Xxxxxx XX
XXXXX XX Xxxxxx Xxxxxx Xxxxxx 00000-00 Xxxxxx
Xxxxxxx
Xxxx.
XXXXX XX Xxxxxxxxxx/ Xxxxxx Xxxxxx Xxxxxxx Plaza 0000 X Xxxxxxxxxx
Xxxxxxx Xxxxx Xxxxxxx Xxxx.
XXXXX XX Xxxxxxxx Xxxxxx Xxxxxx Hampton Road 1300 Diamond VIRGINIA
Beach/1300 Diamond Commerce Centre Springs Road BEACH
USA-BBRS
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ----------- ------------
San Diego CA, USA 0000 Xxxxxx Xxx Xxxxx,
Xxxxxx Xxxxx 00000
XXXXX Xxxxxx XX, XXX Stanford Place 3 1600 Denver,
00000
Xxxxx Xxxxxxxx XX, XXX 550 North Reo 000 Xxxxx
Xxxxxx Xxxxxxxx,
00000
XXXXX Xxxxxxxx Xxxx XX, XXX Financial Plaza 430 Overland
III Park,
66211
USCBT Columbia MD, USA 5457 Twin Knolls 000 Xxxxxxxx,
Xxxx 00000
Xxxxx XX, XXX Pacific Hills 200-30 Xxxxx,
Xxxxxx Xxxx. 00000
XXXXX Xxxxxxxxx XX, XXX Cranberry Eatontown
Commons , 00000
XXXXX Xxxxxxxxxxx XXX, XXX 2660 Xxxxxxxx 000 Xxxxxxxxxxx,
Xxxxxxxxx Xxxx X0X 0X0
Xxxxxxxxxxxx XX, XXX 00 Xxxxx Xxxx 000 Xxxxxxxxxxxx,
Xxxxxx 00000
XXXXX Xxxxxxxxxx XX, XXX 0000 Xxxxxxx Xxxxxxxxxx,
Xxxxx 00000
XXXXX Xxxxxx XX, XXX The Concourse 500W Xxxxxx,
00
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ----------- ------------
00000
XXXXX Xxxxxxxx XX, XXX Rainier Plaza 1250 Bellevue,
00000
Xxxxxx Xxxxxx, XXX 0000 Xxxxxx,
Xxxxxxxxxx X0X0X0
Xxxxx
XXX - Network Components
SERVICES NOT
LOCATION REQUIRED AT
CODE LOCATION NAME COUNTRY NAME ADDRESS1 ADDRESS2 CITY SITE
-------- -------------------- -------------- ------------------ ------------------- ----------- ------------
XXXXX XX Xx Xxxxxx/ 000 Xxxxxx 000 Xxxxxx Xxxxxx St Xxxxxx
Xxxxxx St
RWL US Windsor Locks United States 1 Corporate Windsor Locks, Windsor
Drive -Rm106 CT Locks
RIG XX Xxxxxxxxxx Xxxxxx Xxxxxx 00 Xxxxxxx Xxxxxxxxxx, XX Xxxxxxxxxx
Xxxxx, Xxxxx 0
XXXXX XX Xxxxxxxxxxx/ Xxxxxx Xxxxxx 1001 Entry Drive Bensenville
0000 Xxxxx Xxxx
XXXXX XX Xxxxxx Xxxxxx 1001 Entry Drive Bensenville
Bensenville/
Entry
USCLL US Xxxxxxxxx/ 0000 Xxxxxx Xxxxxx 5900 Landerbrook Mayfields Cleveland
Xxxxxxxxxxx Xxxxx Xxxxxxx Xxxxx 000
XXXXX XX Xxxxxx Xxxxxx Xxxxxx 000-000 Xxxxxx
Xxxxxxx Xxxxx
XXXXX XX Xxxxxxxx/ Xxxxxx Xxxxxx 41638 Xxxxxxx Xxxxxxxx Xxxxxxxx
Xxxxxxx Street Street Commerce
Center
USGVB US Xxxxxxxxxx/ 000 Xxxxxx Xxxxxx 000 Xxxxx Xxxxxxxxxx
X Xxxxxxxx Xxxxxxxx
XXXXX XX Xx Xxxxxx/ 000 Xxxxxx Xxxxxx 000 Xxxxx Xxxx Xx Xxxxxx Xx Grange
Wiley Road
USLIS US Littleton/ United States 8100 Southpark Unit X X Xxxxxxxxx
0000 Xxxxxxxxx Xx Xxx
XXXXX XX Xxxxxx/0000X Xxxxxx Xxxxxx 0000 X Xxxxxx Xx Xxxxxx
Xxxxxx
XXXXX XX Bedford/ 2100 United States 2100 Reliance Bedford
Reliance Xxxxx Xxxxxxx
XXXXX XX Xxxxxxxx/0000 Xxxxxx Xxxxxx Warehouse 1000 Norcross
Xxxxxx Crt W Xxxxxx
Court West
USNRT XX Xxxxx Xxxxxx Xxxxxx 00000 Xxxxxxxxxxx Xxxxx
Xxxxxxxxxx/ Industrial Ridgeville
Taylorwood Parkway
USOFT US O'Fallon United States 0000 Xxxx Xxxxx X'Xxxxxx
Xxxxxxxxxx Xxxxx
XX Xxxxxx Xxxxxx Xxxxxx Northern Ohio 0000 Xxxxxx Xxxxxx
Xxxxxxxxxx Xxxxxx
Xxxx Xxxxxx, XX
USTOM US Toccoa/ 000 Xxxxxx Xxxxxx 000 Xxxxxxxxxxx Xxxxxx
Xxxxxxxxxxx Xxxxxxxxxx Xxxx
USWEW US Welcome/ 000 Xxxxxx Xxxxxx Evergood 325 Welcome Welcome
Xxxxxxx Xxxxxx Xxxxxx
Xxxxxxxxx
XXXXX XX Xxxxxxxxxxx/ 0000 Xxxxxx Xxxxxx 0000 Xxxxxx Xxxxxxxxxxx
Xxxxxx Xxx Xxxxxxx
XX Xxxxx Xxxxxxxxxx Xxxxxx Xxxxxx 39111 Center Xxxxx Xxxxx
Xxxxx Xxxx, Xxxx. Xxxxxxxxxx, XX Ridgeville
5 00000
XX Xxxxxxxxxxxxxx Xxxxxx Xxxxxx Heritage PL. Hendersonville, Xxxxxxxxxxxxxx
Xxxxxx Xxxx. 000, XX 00000
Ste.400
XX Xxxxxxxxxx Xxxxxx Xxxxxx Xxxxx Xxxxxxxxxx, XX Marysville
Professional 98270
Center, Ste. C1C
53
SCHEDULE 1 - SERVICE LEVEL AGREEMENT
For the near future further changes are forecast. In particular the following:
FACILITY TARGETED CLOSURE
---------------------------------------- ------------------------
Toccoa, Georgia (USTOM) June 0000
Xxxxxxxxxx, Xxxxxxxxxxx (XXXXX) November 2003
Elyria, Ohio (USELL) May 2003 (Lease Expires)
US North Ridgeville/Taylorwood (USNRT) end of April 2003.
US Bedford/2100 Reliance Parkway (USBER) For sale. No date
54
EXHIBIT 3
FACILITIES
PART I: MCI SPACE PROVIDED TO RECIPIENT
FACILITY ADDRESS AND
DESCRIPTION DURATION CHARGES
-------------------------------- ------------------------------------- -----------------------
Atlanta office Subject to the restrictions of Base monthly rent and
0000 Xxxxxx Xxxxx Xxxx Section 2.4(i), three (3) months all additional rent
Xxxxxxxx, Xxxxxxx 00000* from and after the Closing Date; payable by MCI under
provided, however, if such 3- the Norcross Lease, as
* Space to be provided hereunder month period is expected to allocable to Recipient
shall consist of the space extend beyond May 31, 2004, in proportion to the
occupied by the Norcross then MCI will use its square foot area of the
Transferred Employees on the commercially reasonable efforts Norcross Space over
Closing Date. to extend the term of the Norcross the total square foot
Lease or MCI's right to use the area under the Norcross
Norcross Space on the same Lease.
terms and conditions as set forth
therein on the Closing Date until
such date as would be three
months after the Closing Date. If
MCI is unable to do so, then MCI
shall use commercially
reasonable efforts to assist
Recipient in locating substantially
comparable space for Recipient's
use in or around the Norcross,
Georgia area at a substantially
comparable rental rate as that
payable for the Norcross Space,
in which case Recipient shall
relocate to such alternate space on
or before May 31, 2004;
provided, that MCI shall have no
obligation to enter into a lease or
other agreement for such alternate
space or otherwise have any
liability to Recipient for failure to
locate such space.
PART II: RECIPIENT SPACE PROVIDED TO MCI
FACILITY ADDRESS AND
DESCRIPTION DURATION CHARGES
-------------------------------- ------------------------------------- -----------------------
Bedford Location Subject to the restrictions of Base monthly rent and
0000 Xxxxxxxx Xxxx. Section 2.4(ii), six (6) months all additional rent
Xxxxxxx, Xxxxx 00000* from and after the Closing Date. payable by Recipient
under the Bedford
* Space to be provided hereunder Lease, as allocable to
shall consist of the space MCI in proportion to
occupied by the Bedford Retained the square foot area of
Employees on the Closing Date. the Bedford Space over
the total square foot
area under the Bedford
Lease.
EXHIBIT 4
MIGRATION SERVICES WORK PLAN
EXHIBIT 4
INFORMATION TECHNOLOGY SERVICES
[AFC LOGO]
MIGRATION SERVICES WORK PLAN
PROJECT: MARCONI ACCESS DIVISION INTEGRATION INTO AFC
BACKGROUND:
In preparation for integration of Marconi Access Division into
Recipient, the Parties have established the following Migration Services
Work Plan setting forth the major milestones, roles and responsibilities
associated with the migration of the Marconi Access division into
Recipient.
ROLES AND RESPONSIBILITIES:
AFC ("AFCP") - PETALUMA PERSONNEL WILL ASSIST IN
- Analysis required to map SAP extracts into associated Baan format
- Posting and cleaning of such data to Baan
- Analysis required to map Redbrick extracts into Cognos format
- Posting and cleaning of such data to Cognos
- Development of a transition plan that will be used to map
processes in SAP to Baan
- Project management associated the pre-close IT activities
- Project management associated with transition activities
- Describe what the Recipient will provide to enable the success of
the project
MARCONI/AFC ("AFCB") - BEDFORD TEXAS PERSONNEL WILL ASSIST IN
- The core team that will execute in the transition.
- The documentation of current processes in SAP and mapping those
processes into Baan.
- Conversion of data records to support segregation of Access data
from other Marconi divisions
- Analysis of business requirements related to the migration of the
Marconi Access division into Recipient
MARCONI ("MONC") - CLEVELAND IT STAFF WILL ASSIST IN
- Programming and analysis services associated with segregation of
Access division data in SAP, such that Access division does not
have visibility to cost and price data associated with other
Marconi divisions
- Programming and analysis services associated with extraction of
data from SAP in preparation for conversion to Baan
- Programming and analysis services associated with extraction of
data from Redbrick in preparation for conversion to AFC's data
warehouse
EXHIBIT 4
MAJOR MILESTONES
PHASE ACTIVITY/ RESPONSIBLE PARTY IN PARENTHESES BEGIN DATE END DATE
----------------------------------------------------------------------------------------------------------------
I PRE-CCLOSING DATE
- Modify menu structure in SAP and the data warehouse to limit Effective Date Closing Date
Bedford's and the Access Business' access to price and cost data
from other Marconi divisions (MONC)
--------------------------------------------------------------------------------------------------------
- Modify data records in SAP required such that Access interacts Effective Date Closing Date
with OPP's as customer/ supplier instead of intercompany
transfers. (MONC)
--------------------------------------------------------------------------------------------------------
- Establish process to send purchase orders and receives Effective Date Closing Date
material from OPP's. (AFCB)
--------------------------------------------------------------------------------------------------------
- Establish processes to accept purchase orders from AFCB and Effective Date Closing Date
send order confirmation and invoices. (MONC)
--------------------------------------------------------------------------------------------------------
- Establish processes and supporting systems related to Effective Date Closing Date
segragating order line items received at Access for Non-Access
product (MONC, AFCB)
--------------------------------------------------------------------------------------------------------
- Prepare appropriate financial ledgers such that AFC can Effective Date Closing Date
manually consolidate financial results into Baan. (MONC, AFCB)
--------------------------------------------------------------------------------------------------------
- Setup AFCB to apply cash in SAP (MONC) Effective Date Closing Date
--------------------------------------------------------------------------------------------------------
- Post general ledger data from SAP to Baan during the transition Effective Date Closing Date
(AFCP)
--------------------------------------------------------------------------------------------------------
- Setup AFCB to prepare, approve and send checks from AFCP accounts. Effective Date Closing Date
(MONC)
--------------------------------------------------------------------------------------------------------
- Create new Access vendors ID's in SAP to support AFCB. (MONC) Effective Date Closing Date
--------------------------------------------------------------------------------------------------------
- Modify forms (invoice, sales order, checks) to reflect change in Effective Date Closing Date
ownership. (MONC)
--------------------------------------------------------------------------------------------------------
- Install and test new email systems (MS Outlook). (AFCP) Effective Date Closing Date
----------------------------------------------------------------------------------------------------------------
II INTEGRATION OF AFCB INTO AFCP SYSTEMS
--------------------------------------------------------------------------------------------------------
- Develop specifications for data maps between SAP and Baan. Closing Date Closing Date
(AFCP, MONC) + 45 days
--------------------------------------------------------------------------------------------------------
- Develop specifications for data maps between Red Brick/ Brio Closing Date Closing Date
and and AFC's datehouse. (AFCP, MONC) + 45 days
--------------------------------------------------------------------------------------------------------
- Extract SAP data per specification and transmit to AFCP for Closing Date Closing Date
testing (MONC) + 45 days + 90 days
--------------------------------------------------------------------------------------------------------
- Extract Red Brick/ Brio per specification and transmit AFC's. Closing Date Closing Date
(MONC) + 45 days + 90 days
--------------------------------------------------------------------------------------------------------
EXHIBIT 4
- Testing and collaboration of data extracts from SAP data Closing Date Closing Date
sources. (MONC) + 45 days + 90 days
--------------------------------------------------------------------------------------------------------
- Testing and collaboration of data posting from SAP extracts Closing Date Closing Date
into Baan (AFCP, AFCB) + 75 days + 90 days
--------------------------------------------------------------------------------------------------------
- Establish EDI relationship between AFC Bedford and Marconi Closing Date Closing Date
OPP's. (AFCP, MONC) + 90 days
--------------------------------------------------------------------------------------------------------
- Implement Remedy in call center. Convert or rekey associated Closing Date Closing Date
data. (AFCP) + 45 days
--------------------------------------------------------------------------------------------------------
- Upgrade PBX as required (AFCP) Closing Date Closing Date
+ 120 days
--------------------------------------------------------------------------------------------------------
- Develop reports, in data warehouse, to provide AFCB specific Closing Date Closing Date
sales tax into to AFCP (MONC) + 120 days
--------------------------------------------------------------------------------------------------------
- Implement AFC's RMA system at the Bedford location. Convert Closing Date Closing Date
master data as necessary. (AFCP) + 30 days + 90 days
--------------------------------------------------------------------------------------------------------
- Develop reporting and datawarehouse queries, as required to Closing Date Closing Date
support AFCB. (AFCP) + 120 days
--------------------------------------------------------------------------------------------------------
EXHIBIT 5
UNWINDING FEES
Expedius will charge MCI an early termination fee equal to $10,500 per month for
each month remaining between the termination date and November 30, 2004.
EXHIBIT 6
TRANSFERRED ASSETS FORMERLY OWNED BY CSC INTERNATIONAL OR BT
(This list of assets is subject to confirmation in accordance with Section
2.15.)
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160001 91390 30/06/1995 22472 212456 PC - PENTIUM
160001 91783 30/06/1997 23142 214759 PENTIUM PC
160001 96952 28/02/1999 24302 US84601820 LAPTOP HP OMNIBOOK 2100
160001 97633 31/03/1999 23765 78-BC121 LAPTOP PC IBM THINKPAD
160001 99012 29/10/1999 24926 55347B2A8779 DELL 21" MONITOR ULTRASCAN 1600HS (XXXX XXXXX 9/02
160001 100102 26/05/2000 25627 VMTT4 DELL LAPTOP PC (XXXX XXXXX)
160001 101615 28/02/2001 26564 J7Z8601 DELL LATITUDE CPxH500GT LAPTOP: XXXXX XXXXXX
160001 101649 28/02/2001 26722 JC42C01 DELL OPTIPLEX GX110 PC : MARCVIEW DATA TRAILS
160007 99596 25/02/2000 25590 D6JEP DELL LAPTOP PC LATITUDE (XXXXX XXXXXX)
160007 100482 31/07/2000 25948 USBB274928 HEWLETT PACKARD LASERJET 4050N PRINTER
160007 101205 31/10/2000 26243 8RXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160007 101308 30/11/2000 26301 34MZ201 DELL LATITUDE LSH 400ST LAPTOP PC
160007 101435 31/12/2000 26352 362L201 DELL LATITUDE LSH400ST LAPTOP
160007 103073 31/03/2001 IPN1018 C5D730B DELL PRECISION 420 WORKSTATION
160015 91361 01/05/1995 22450 JPGK083752 PRINTER
160015 91622 01/07/1993 40086 PC WORKSTATION
160015 96189 31/07/1998 23906 5063858 LABEL PRINTER 500 STRIPE
160015 96387 30/09/1998 23952 USEK087898 PRINTER 500 STRIPE
160015 96391 30/09/1998 23941 8D81701268 MONITOR 17" OPTIQUEST
160015 98771 30/09/1999 24830 1FHTM DELL PC FASTRACK PC2 PIII
160015 99235 26/11/1999 25189 706AJ DELL PC 6500 PIII
160015 100032 26/05/2000 25265 6ZGQE DELL PC 500 FOR RECEIVING
160015 101120 31/10/2000 25955 3HRY20B DELL OPTIPLEX GX110 PC
160015 101785 28/02/2001 26755 4JLXB01 DELL OPTIPLEX PC FOR XXX XXXX
160015 103802 30/09/2001 27012 F0IHS DELL LATITUDE CPX LAPTOP PC - XXXX XXXX (3/03)
160017 95715 30/04/1998 23595 STW72602399 LAPTOP PC HP OMNIBOOK
160017 95847 31/05/1998 23536 M774700126 MONITOR VIEWSONIC G800
160017 100485 31/07/2000 26038 7FTUG DELL LATITUDE CPX LAPTOP
160017 100585 31/07/2000 25941 7AKV0 DELL CPx LATITUDE LAPTOP
160017 100640 31/08/2000 25926 47743-0SM-3000 DELL 21" ULTRASCAN MONITOR
160017 101309 30/11/2000 26303 J9R2301 DELL LATITUDE CPX LAPTOP PC
160017 101310 30/11/2000 26304 2BR2301 DELL LATITUDE CPX LAPTOP PC
160017 101619 28/02/2001 26563 JBGT601 DELL LATITUDE LS LAPTOP: XXXXX XXXXXX
160017 101956 31/03/1999 184-1110 12722866 Gateway Laptop Solo Xxxxx Xxxxxxx
160017 102156 31/03/2001 26840 47801-0CE-G0AU DELL M991 19" MONITOR (XXX XXXXXXXX)
160017 102161 31/03/2001 25758 50AFL DELL LATITUDE LSH400ST LAPTOP : XXX XXXXXXXX
160018 97634 30/03/1999 23785 TW817D0572 LAPTOP PC HP OMNIBOOK 3100
160018 97816 31/05/1999 24482 V8J000313 MONITOR 19" GATEWAY VX900
160018 100469 31/07/2000 25943 B19163 2949811 DELL 21" MONITOR ULTRASCAN P1110
160018 100470 31/07/2000 25942 FDALW DELL LATITUDE LAPTOP PC
160060 98809 30/09/1999 24706 0YZBH DELL PC 6400 PII/MT (IN TEST SET 22157 SAP71037)
160060 98820 30/09/1999 24693 0YZ73 DELL PC 6400 PII/MT 410
160060 98844 30/09/1999 24796 1F1TM DELL PC 6400 PII/MT
160060 98845 30/09/1999 24791 1F1T6 DELL PC 6400 PII/MT
160060 98863 30/09/1999 24799 1DTMD DELL PC 6400 PII/MT 410
160060 99030 29/10/1999 24966 4A4BU DELL PC PRECISION 410
160060 99062 29/10/1999 25159 5TG8E DELL PC PRECISION 410
160060 99231 26/11/1999 25185 706AW DELL PC 6500 PIII
160060 99232 26/11/1999 25186 706B4 DELL PC 6500 PIII (LOCATED IN TEST SET 24078)
160060 99234 26/11/1999 25188 706BG DELL PC 6500 PIII
160060 99238 26/11/1999 25192 706BE DELL PC 6500 PIII
160060 99285 26/11/1999 25044 7685E DELL PC 6500 PIII
160060 99288 26/11/1999 25047 768KU DELL PC 6500 PIII
160060 99298 26/11/1999 25224 7.68E+04 DELL PC 6500 PIII CAL# 1582 (IN TEST SET 24075)
160060 99484 25/02/2000 25316 PVE43 DELL PC PIII DESKTOP
160060 99628 25/02/2000 25448 X000X XXXX XXXXXXX XX XXXX 000
160060 100066 26/05/2000 25526 H55Q8 DELL DESKTOP PC 410
160060 100312 25/02/2000 25384 CR473 DELL DESKTOP PC PIII 410
160060 103100 29/10/1999 24962 4A4CD DELL PRECISION 410 PC
160083 77172 15/10/2002 27202 CONCURRENCY HARDWARE TO UPGRADE HP79000 PLATFORM
160083 99073 29/10/1999 25105 5TH4U DELL PC PRECISION 410 DESKTOP
160083 99292 26/11/1999 25218 768CE DELL PC 6500 PIII
160083 102433 31/05/2001 26848 4G5M601 DELL LATITUDE CPx LAPTOP: XXXX XXXXXX 9/2002
160083 103134 28/02/2002 27091 GJTQ501 DELL LATITUDE CPxH500GT LAPTOP - X. XXXXXX 9/2002
160083 103213 08/09/2000 17193 DXJK101 DELL LATITUDE CPX LAPTOP - XXXX XXXXXXXX 9/2002
160083 103551 11/09/1998 00000 00XXX XXXX COMPUTER (X.XXXXXX 9/2002)
160083 103612 31/03/2001 IPN1233 6NTV501 DELL LATITUDE CPX LAPTOP (XXXX XXXXXXXXXX 8/02)
160083 103613 31/03/2001 IPN1010 65D730B DELL PRECISION 420 WORKSTATION -XXXX XXXXXXX 10/02
160083 103829 15/06/2000 16358 74ERQ DELL LATITUDE CPX 500 LAPTOP PC
160104 91305 30/06/1994 LAN
160104 91420 31/08/1995 22538 212752 PENTIUM PC
160104 95823 31/05/1998 23630 9387313 LAPTOP PC XXXX XXXXXX
160104 96799 31/12/1998 24169 US83018086 HP VECTRA VL7 6/266
160104 99373 31/12/1999 25367 Q0144764 IMAGE SERVER PRINTER QMS3260
160104 99428 31/12/1999 25278 8MAWT DELL PC PRECISIOIN 410 - SHIPPING 3/03
160104 102483 31/05/2001 26580 615D801 DELL OPTIPLEX GX110 PC FOR XXXXX XXXXXXXXX
160109 102155 31/03/2001 26574 18Z8C01 DELL LATITUDE CPx LAPTOP : XXX XXXX
160122 91506 30/06/1996 22745 213648 PENTIUM PC
160122 95727 30/04/1998 23427 TW73600790 LAPTOP PC HP OMNIBOOK
Page 1 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160122 95728 30/04/1998 23425 TW7201069 LAPTOP PC HP OMNIBOOK
160122 95729 30/04/1998 23596 TW72701092 LAPTOP PC HP OMNIBOOK
160122 95866 31/05/1998 23639 9637996 LAPTOP PC SOLO 2300 S5
160122 96004 30/06/1998 23505 (S)TW74112252 LAPTOP PC HP OMNIBOOK 3000CTX
160122 97566 31/03/1999 24399 US90513854 HP VECTRA VE
160122 97569 31/03/1999 24508 8G84500866 VIEWSONIC Q71
160122 97572 31/03/1999 24514 VIEWSONIC Q71
160122 97635 30/03/1999 23786 TW815D0205 LAPTOP PC HP OMNIBOOK 3100
160122 102427 31/05/2001 26850 CLBG501 DELL LATITUDE CPx LAPTOP: XXXX XXXXXXX
160122 103872 30/06/2001 OPN5037 4GQXC01 DELL LATITUDE LAPTOP
160140 91085 01/07/1989 20965 COMPAQ DESKPRO 286 CPU
160140 91153 01/07/1990 22098 AXIS 286 PC
160140 91200 01/07/1993 22137 486SX PC
160140 91270 15/04/1994 22291 1605 486 PC
160140 91518 30/06/1996 22662 NOVELL SERVER
160140 91663 01/01/1997 22914 M133G8207121 MONITOR 15"
160140 91786 30/06/1997 23134 IS26251E978CYWK9 LAPTOP PC
160140 91787 30/06/1997 23135 IS26251E978CYYB3 LAPTOP PC
160140 95561 31/03/1998 23473 149H223976 PC SYSTEM FOR OMNITESTER
160140 95709 30/04/1998 23551 S6807BK52Q044 COMPAQ DESKPRO
160140 95822 31/05/1998 23641 9387314 LAPTOP PC XXXX XXXXXXX
160140 95988 30/06/1998 23693 Q174400442 MONITOR VIEWSONIC 21" G810
160140 95989 30/06/1998 23690 JL73694716 MONITOR VIEWSONIC 17" G771
160140 95992 30/06/1998 23689 US80912601 PC HP VECTRA VL7
160140 95993 30/06/1998 23686 US80911447 PC HP VECTRA VL7
160140 96162 31/07/1998 23599 TW74510271 HP OMNIBOOK 3000CTX LAPTOP PC
160140 96163 31/07/1998 23600 TW74510653 HP OMNIBOOK 3000CTX LAPTOP PC
160140 96204 31/07/1998 23760 US82018527 HP VECTRA VL PC
160140 96258 31/08/1998 23879 BC698262152 GATEWAY 2000 SOLO 2500 LAPTOP PC
160140 96300 30/09/1998 23907 8027836 PICTURETEL SYSTEM SCREEN & CART
160140 96301 30/09/1998 23908 8028131 PICTURE TEL SYSTEM SCREEN & CART
160140 96508 31/10/1998 23892 US82501761 PC HP VECTRA VL7 HP D5720T
160140 96769 31/12/1998 24310 NEAX 2400 IMS
160140 96817 31/12/1998 24269 US83820384 HP VECTRA VE 6/266 SERIES 8 DT
160140 97574 31/03/1999 24464 12894093 GATEWAY SOLO 9100
160140 97576 31/03/1999 24386 M774901127 VIEWSONIC G800 MONITOR
160140 97867 31/05/1999 24612 US91006459 PC HP VECTRA VL
160140 98005 30/06/1999 24718 13529272 GATEWAY SOLO LAPTOP 2500SE
160140 98789 30/09/1999 25005 2ZMI0 DELL DESKTOP PC PII/MDT 210 (PAR 139A)
160140 99377 25/02/2000 24772 176P9 DELL PC OPTIPLEX GX1 PIII
160140 99378 25/02/2000 24773 176PS DELL PC OPTIPLEX GX1 PIII
160140 99384 25/02/2000 24852 1GYQY DELL LAPOP LATTITUDE PPX
160140 99385 25/02/2000 24851 1GWTZ DELL LAPTOP PC LATTITUDE PPX
160140 99387 25/02/2000 25129 1GWL2 DELL LAPTOP PC LATTITUDE (DEPT FLOATER)
160140 99395 31/12/1999 25358 22Y4N DELL PC OPTIPLEX GX1 - XXXXXX XXXXXXXX
160140 99400 31/12/1999 25155 VFXVC DELL LAPTOP PC LATTITUDE - XXXXXX XXXXX
160140 99997 30/06/1999 184-1113 12813323 666 - Laptop Solo 9100SE Gateway, Xxxxx Xxxxxx
160140 99998 31/03/2000 TW822B0247 HP Omnibook Laptop, Xxxx XxXxxx
160140 99999 31/03/2000 184-1020 TW822B0134 HP Omnibook Laptop, Xxxx Xxxxxx
160140 100000 31/03/2000 Dell Laptop for Xxxxx Xxxxx
160140 100041 26/05/2000 25362 9171RB1PLYA9 DELL MONITOR 21" P1110 (XXXX XXXXXXX)
160140 100051 26/05/2000 25784 USCF062127 LASERJET NETWORK PRINTER HP 8100N (CAD GROUP)
160140 100406 30/06/2000 25865 4ASB4 DELL LATITUDE LAPTOP FOR XXXX POST
160140 100538 31/07/2000 25949 6ARFI DELL INSPIRON 3800 LAPTOP
160140 100642 31/08/2000 25956 401030B DELL 667 GX110 PC
160140 100649 31/08/2000 25759 192UH DELL DIMENSION L550r PC
160140 101113 31/10/2000 26307 1M1V101 DELL OPTIPLEX GX110 PC
160140 101251 31/10/2000 26457 BP95E DELL PIII PC GX1
160140 101500 28/02/2001 25591 GBK14 DELL OPTIPLEX GX1/T PC
160140 101960 29/10/1999 184-0774 US82809802 HP Vectra Desktop PC VE 6/333 Maintenance
160140 102154 31/03/2001 26573 3YP7C01 DELL LATITUDE CPx LAPTOP : X.X. XXXXXXXX
160140 102413 31/05/2001 26933 EYIC3 DELL OPTIPLEX GX1/T: XXX XXXXXXXX
160140 102464 31/05/2001 26577 6P1PH01 DELL LATITUDE CPx LAPTOP: XXX XXXXX
160140 102469 31/05/2001 26959 NT SERVER & MONITOR W/ SW FOR PACK & PRINT LABELS
160140 102476 31/05/2001 26567 515D801 DELL OPTIPLEX GX110 PC FOR XXXX XXXXX
160140 102477 31/05/2001 26568 D05D801 DELL OPTIPLEX GX110 PC FOR XXXXX XXXXXXX
160140 102482 31/05/2001 26579 825D801 DELL OPTIPLEX GX110 PC FOR XXXX XXXXXX
160140 102485 31/05/2001 26873 625D801 DELL OPTIPLEX GX110 PC FOR XXXXXXX XXXXXXX
160140 102757 30/09/1999 US83611696 HP Vectra VL PC - Xxxxxx Xxxxxx
160140 103122 31/01/2002 26835 2F3D20B DELL OPTIPLEX GX110 PC
160171 97856 31/05/1999 24570 US91312092 PC HP VECTRA VL8
160171 97859 31/05/1999 24573 US91313726 PC HP VECTRA VL8
160171 103719 30/06/2001 OPN5030 GKQXC01 DELL LATITUDE LAPTOP CPxJ750GT -XXXX XXXXXXX 10/02
160184 91150 01/07/1992 21792 414356-35 CAD MONITOR
160184 91780 31/05/1997 23078 Q571043897 MONITOR 21"
160184 98811 30/09/1999 24709 0YZB8 DELL PC 6400 PII/MT - ADDED TO TEST SET 3/03
160184 99226 26/11/1999 25033 72EV8 DELL PC 6500 PIII - ADDED TO TEST SET 3/03
160184 99289 26/11/1999 25048 768JE DELL PC 6500 PIII - ADDED TO TEST SET 3/03
160184 100045 26/05/2000 25774 VKD55 DELL LAPTOP PC 366XT (XXX XXXXXX)
Page 2 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160184 100144 30/09/1999 24861 X000X XXXX XXXXXX XX XXXXXXXX X000XX
160184 100693 31/08/2000 25564 H7HBE DELL PC 410 PIII 600MHz - ADDED TO TEST SET 3/03
160184 101612 28/02/2001 26357 G716401 DELL LATITUDE CPxH500GT LAPTOP: XXXXX XXXXX
160184 102114 31/03/2001 26663 1BYGB01 DELL LATITUDE CPx LAPTOP
160184 102425 31/05/2001 26823 6FS0401 DELL OPTIPLEX GX110 PC - XXXXXX XXXXXXX 3/03
160184 103840 30/09/1999 24801 1DTLQ DELL PRECISION 410 PC - ADDED TO TEST SET 3/03
160220 70704 01/07/1988 20815 B012322 XXXXXXXXX 0000X XXXXX & PRINTER
160220 91109 01/07/1990 21192 4018241 TOSHIBA T3100 PORTABLE PC
160220 91117 01/07/1990 21242 3019A15370 HP VECTRA QS/20
160220 91239 01/01/1994 22211 5434405688 MONITOR
160220 91274 30/04/1994 22304 5534101700 MONITOR
160220 91285 31/03/1994 22326 1A12927 SERVER
160220 91297 30/04/1994 22364 9616GI1166 MONITOR
160220 91365 08/04/1994 22257 MONITOR
160220 91371 30/05/1995 22483 JPGL080662 LASERJET PRINTER
160220 91423 01/10/1995 22546 Q252803861 MONITOR 21" VIEWSONIC
160220 91425 01/10/1995 22549 Q252803867 MONITOR 21" VIEWSONIC
160220 91485 30/06/1996 22686 NONE PENTIUM PC
160220 91488 30/06/1996 22685 M452700185 MONITOR - VIEWSONIC
160220 91531 15/08/1996 22694 M462200519 MONITOR - VIEWSONIC
160220 91532 15/08/1996 22695 M461800651 MONITOR - VIEWSONIC
160220 91533 15/08/1996 22696 M462200604 MONITOR - VIEWSONIC
160220 91538 31/08/1996 22782 M462101292 MONITOR - VIEWSONIC
160220 91542 31/08/1996 22786 213901 PENTIUM PC
160220 91573 30/11/1996 22841 M462100962 MONITOR
160220 91577 30/11/1996 22828 M462101349 MONITOR
160220 91580 30/11/1996 22824 M462100959 MONITOR
160220 91582 30/11/1996 22834 M462101356 MONITOR
160220 91584 30/11/1996 22843 214044 PENTIUM PC
160220 91586 30/11/1996 22837 214032 PENTIUM PC
160220 91596 30/11/1996 22832 214040 PENTIUM PC
160220 91631 30/11/1996 22854 214102 PENTIUM PC
160220 91637 30/11/1996 22858 214085 PENTIUM PC
160220 91640 30/11/1996 22852 Q563209016 MONITOR VIEWSONIC 21"
160220 91642 15/12/1996 22870 Q563410385 MONITOR VIEWSONIC 21'
160220 91683 31/03/1997 23007 214396 PENTIUM PC
160220 91690 30/04/1997 23017 M765100368 MONITOR 20"
160220 91694 30/04/1997 23021 M765100367 MONITOR 20"
160220 91695 30/04/1997 23022 M765100448 MONITOR 20"
160220 91696 30/04/1997 23023 M765100457 MONITOR 20"
160220 91698 30/04/1997 23025 M765100456 MONITOR 20"
160220 91700 30/04/1997 23033 M765100450 MONITOR 20"
160220 91708 30/04/1997 22961 214492 PENTIUM PC
160220 91712 30/04/1997 22965 214493 PENTIUM PC
160220 91713 30/04/1997 22966 214491 PENTIUMN PC
160220 91736 30/04/1997 22997 Q570735504 MONITOR 21"
160220 91748 30/06/1997 23062 M765200215 MONITOR 20"
160220 91751 30/06/1997 23073 M765200117 MONITOR 20"
160220 91753 30/06/1997 23080 M765200211 MONITOR 20"
160220 91755 30/06/1997 23082 M765200121 MONITOR 20"
160220 91756 30/06/1997 23083 M765200119 MONITOR 20"
160220 91759 30/06/1997 23086 M770200333 MONITOR 20"
160220 91765 30/06/1997 23052 214750 PENTIUM PC
160220 91770 30/06/1997 23057 214739 PENTIUM PC
160220 91776 30/06/1997 23140 0007246345 OR 6 LAPTOP PC
160220 91790 31/07/1997 23154 9652GL0062 MONITOR 17" TURBO GX
160220 91797 31/07/1997 23113 214917 PENTIUM PC
160220 91798 31/07/1997 23114 214927 PENTIUM PC
160220 91805 31/07/1997 23121 214926 PENTIUM PC
160220 91810 31/07/1997 23126 214921 PENTIUM PC
160220 91816 31/07/1997 23150 Q570738940 MONITOR VIEWSONIC 21"
160220 91817 31/07/1997 23151 Q570738945 MONITOR VIEWSONIC 21"
160220 91820 30/06/1997 23203 M764901023 MONITOR VIEWSONIC 20"
160220 91826 31/07/1997 23183 Q771516141 MONITOR 21" VIEWSONIC
160220 91830 31/08/1997 23180 M772100321 MONITOR 20" VIEWSONIC
160220 91833 31/08/1997 23174 M772100362 MONITOR 20" VIEWSONIC
160220 91834 31/08/1997 23177 M772100334 MONITOR 20" VIEWSONIC
160220 91835 31/08/1997 23178 M772100333 MONITOR 20" VIEWSONIC
160220 91836 31/08/1997 23173 M772100453 MONITOR 20" VIEWSONIC
160220 91839 31/08/1997 23179 M772100301 MONITOR 20" VIEWSONIC
160220 91840 31/08/1997 23184 M772100456 MONITOR 20" VIEWSONIC
160220 91842 31/08/1997 23160 M772100448 MONITOR 20" VIEWSONIC
160220 91843 31/08/1997 23159 M772100458 MONITOR 20" VIEWSONIC
160220 91854 30/09/1997 23167 215275 PENTIUM PC
160220 91863 30/09/1997 23270 7W48M PC DELL DIMENSION
160220 91865 30/09/1997 23266 82BP4 LAPTOP PC DELL
160220 91868 30/09/1997 23274 768610-0001 PC MICRON MELLENIA
160220 91916 31/10/1997 23234 8193226 LAPTOP PC GATEWAY SOLO
160220 91918 31/10/1997 23250 8193228 LAPTOP PC GATEWAY SOLO
Page 3 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160220 91943 30/11/1997 23308 215647 PENTIUM PC
160220 91946 30/11/1997 23247 Q772121778 MONITOR 21" VIEWSONIC
160220 91952 30/11/1997 23316 215643 PENTIUM PC
160220 91955 30/11/1997 23311 215650 PENTIUM PC
160220 91959 30/11/1997 23245 M773000705 MONITOR 20" VIEWSONIC
160220 95571 31/03/1998 23404 M774200682 MONITOR VIEWSONIC 20"
160220 95572 31/03/1998 23405 M774200713 MONITOR VIEWSONIC 20"
160220 95576 31/03/1998 23421 M774200711 MONITOR VIEWSONIC 20"
160220 95781 31/05/1998 23702 9018713 SOLO 2300 S5 LAPTOP PC
160220 95784 31/05/1998 23434 M774200083 VIEWSONIC 20" G800 MONITOR
160220 95786 31/05/1998 23436 M774200086 VIEWSONIC 20" G800 MONITOR
160220 95787 31/05/1998 23437 M0000000000 VIEWSONIC 20" G800 MONITOR
160220 95833 31/05/1998 23683 NONE LASERJET 4000 PRINTER HP C4119A
160220 95839 31/05/1998 23528 US75051293 PC HPD4808N KAYAK XA
160220 95852 31/05/1998 23541 M774700131 MONITOR VIEWSONIC G800
160220 95853 31/05/1998 23542 M774700151 MONITOR VIEWSONIC G800
160220 95964 30/06/1998 23548 (S)TW74512091 HP OMNIBOOK 3000CTX
160220 95975 30/06/1998 23746 (S)TW74312117 LAPTOP PC HP F1391A OMNIBOOK 300CTX
160220 96009 30/06/1998 23712 72832 PC P200X & MONITOR
160220 96012 30/06/1998 23715 72826 PC P200X & MONITOR
160220 96013 30/06/1998 23716 72819 PC P200X & MONITOR
160220 96015 30/06/1998 23718 72815 PC P200X & MONITOR
160220 96019 30/06/1998 23722 72810 PC P200X & MONITOR
160220 96028 30/06/1998 23731 72823 PC P200X & MONITOR
160220 96033 30/06/1998 23736 72808 PC P200X & MONITOR
160220 96034 30/06/1998 23737 72805 PC P200X & MONITOR
160220 96157 31/07/1998 23901 FA7640269 21" MUNTISYNC MONITOR--IT-FOPT102
160220 96159 31/07/1998 23903 H283NQ INTERGRAPH TDZ2000 PENTIUM II--IT-FBAS644
160220 96160 31/07/1998 23904 H282XA INTERGRAPH TDZ2000 PENTIUM II--IT-FBAS644
160220 96167 31/07/1998 23603 QH81109703 VIEWSONIC MONITOR
160220 96168 31/07/1998 23604 QH81109763 VIEWSONIC MONITOR
160220 96170 31/07/1998 23606 QH81109762 VIEWSONIC MONITOR
160220 96179 31/07/1998 23615 US81751367 HP PC D6494N
160220 96188 31/07/1998 23659 QH80505129 MONITOR P810
160220 96205 31/07/1998 23761 US82018744 HP VECTRA VL PC
160220 96206 31/07/1998 23762 US82018479 HP VECTRA VL PC - XXXXX XXXX
160220 96254 31/08/1998 23937 US82750071 HP XXXXX XXXXXXXXXXX XX X0000X
160220 96311 30/09/1998 23942 QH81414430 VIEWSONIC P810 MONITOR
160220 96352 30/09/1998 23791 US82251015 HP KAYAK PC D4808T
160220 96360 30/09/1998 23807 M780900166 MONITOR 20" VIEWSONIC G800
160220 96362 30/09/1998 23809 M780900185 MONITOR 20" VIEWSONIC G800
160220 96406 30/09/1998 23999 82853498 HP KAYAK PC
160220 96412 30/09/1998 23990 QH81415064 MONITOR VIEWSONIC P810
160220 96470 31/10/1998 24207 SUSMB086183 PRINTER HP LASERJET
160220 96505 31/10/1998 23888 US82501697 PC HP VECTRA VL7 HP D5720T
160220 96519 31/10/1998 23997 TW820B1992 LAPTOP PC HP OMNIBOOK 4100
160220 96521 31/10/1998 24054 TW821B0369 LAPTOP PC HP OMNIBOOK F1463NT
160220 96522 31/10/1998 24052 TW823B033 LAPTOP PC HP OMNIBOOK F1463NT
160220 96524 31/10/1998 23975 QH82425647 MONITOR VIEWSONIC 21" P810
160220 96570 30/11/1998 24060 US83251445 PC HP KAYAK XA D6495N
160220 96572 30/11/1998 24063 US83251437 PC HP KAYAK XA D6495N
160220 96577 30/11/1998 24068 US83251522 PC HP KAYAK XA D6495N
160220 96578 30/11/1998 24069 US83251549 PC HP KAYAK XA D6495N
160220 96586 30/11/1998 24024 M781200357 VIEWSONIC G800
160220 96587 30/11/1998 24019 M781200358 VIEWSONIC G800
160220 96588 30/11/1998 24025 M781200359 VIEWSONIC G800
160220 96590 30/11/1998 24045 M781200481 VIEWSONIC G800
160220 96591 30/11/1998 24023 M781200482 VIEWSONIC G800
160220 96592 30/11/1998 24031 M781200483 VIEWSONIC G800
160220 96593 30/11/1998 24029 M781200484 VIEWSONIC G800
160220 96595 30/11/1998 24033 M781200488 VIEWSONIC G800
160220 96596 30/11/1998 24027 M781200489 VIEWSONIC G800
160220 96624 30/11/1998 24206 USB1016897 HP LASERJET 5000N PRINTER
160220 96625 30/11/1998 24153 USB1022964 HP LASERJET 5000N PRINTER
160220 96638 30/11/1998 24182 US83750077 HP KAYAK XA
160220 96639 30/11/1998 24183 QH82422460 VIEWSONIC P810
160220 96642 30/11/1998 24186 QI83542627 VIEWSONIC P810
160220 96658 30/11/1998 24229 US83851718 PC HP KAYAK XA
160220 96664 30/11/1998 24235 QI83542621 MONITOR 21" VIEWSONIC G810
160220 96665 30/11/1998 24236 QI83542644 MONITOR 21" VIEWSONIC G810
160220 96667 30/11/1998 24238 QI83542633 MONITOR 21" VIEWSONIC G810
160220 96668 30/11/1998 24239 QI83542636 MONITOR 21" VIEWSONIC G810
160220 96726 31/12/1998 24036 M775100384 VIEWSONIC MONITOR G800
160220 96728 31/12/1998 24034 M775100453 VIEWSONIC MONITOR G800
160220 96734 31/12/1998 24046 M755100545 VIEWSONIC MONITOR G800
160220 96736 31/12/1998 24030 M781200337 VIEWSONIC MONITOR G800
160220 96758 31/12/1998 23824 813G4215 9.1 GB/7200 RPM DISK UNIPAK
160220 96783 31/12/1998 24085 G8D001697 INTERGRAPH 21" COLOR MONITOR
160220 96792 31/12/1998 24094 X0X000000 INTERGRAPH 21" COLOR MONITOR
Page 4 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160220 96808 31/12/1998 24276 TW832C0288 HP OMNIBOOK 7100
160220 96810 31/12/1998 24359 QH82422203 VIEWSONIC MONITOR G810
160220 96829 31/12/1998 24343 8G84101308 VIEWSONIC MONITOR Q71
160220 96836 31/12/1998 23767 9805KH3483 MONITOR - SUN SYSTEM
160220 96838 31/12/1998 23769 741G2287 FLEXIPACK TAPE DRIVE
160220 96839 31/12/1998 23770 820FCB1F ULTRA ENTERPRISE 2 MODEL 2200
160220 96840 31/12/1998 23782 FW80201229 ULTRA 10 MODEL 300 LII PROCESSOR
160220 96841 31/12/1998 23783 FW80201142 ULTRA 10 MODEL 300 LII PROCESSOR
160220 96893 28/02/1999 24334 84561267 PC HP KAYAK D5766
160220 96899 28/02/1999 24002 US82952579 PC HP XXXXX XXXXXXXXXXX X0000X
160220 96901 28/02/1999 24424 US83051741 PC HP XXXXX XXXXXXXXXXX X0000X
160220 96902 28/02/1999 24011 US83051702 PC HP XXXXX XXXXXXXXXXX X0000X
160220 96921 28/02/1999 24204 TW822C0126 LAPTOP PC HP OMNIBOOK 7100
160220 97573 31/03/1999 24512 78-DM959 IBM THINKPAD 770 LAPTOP PC
160220 97588 31/03/1999 24371 11816266 GATEWAY SOLO 9100LS
160220 97589 31/03/1999 24401 11768240 GATEWAY SOLO 5150XL
160220 97590 31/03/1999 24400 1768241 GATEWAY SOLO 5150XL
160220 97672 31/03/1999 24528 78-CX186 LAPTOP PC IBM THINKPAD 770
160220 97787 31/05/1999 23971 FW82237165 SUN WORKSTATION ULTRA 10 SOLARIS
160220 97797 31/05/1999 24661 8189 PC AMD X0-000 XXX 0X
160220 97814 31/05/1999 24480 13154686 LAPTOP PC GATEWAY SOLO 9100
160220 97819 30/06/1999 24518 US84460622 PC HP KAYAK XA
160220 97820 30/06/1999 24519 US84460621 PC HP KAYAK XA
160220 97822 30/06/1999 24521 US84460609 PC HP KAYAK XA
160220 97824 30/06/1999 24523 QI85067762 MONITOR 21" VIEWSONIC G810
160220 97827 30/06/1999 24526 QI85067765 MONITOR 21" VIEWSONIC G810
160220 97828 30/06/1999 24527 QI85067759 MONITOR 21" VIEWSONIC G810
160220 97830 30/06/1999 24471 QI84662144 MONITOR 21" VIEWSONIC G810
160220 97831 30/06/1999 24472 QI84662141 MONITOR 21" VIEWSONIC G810
160220 97835 30/06/1999 24474 US84460638 PC HP KAYAK XA
160220 97836 30/06/1999 24475 US84460682 PC HP KAYAK XA
160220 97839 30/06/1999 24468 US84460672 PC HP KAYAK XA
160220 97841 31/05/1999 24666 US90280389 PC HP KAYAK XA D5762T
160220 97978 30/06/1999 24162 55341C6WWA78 DELL MONITOR 17" DIO25TM
160220 97992 30/06/1999 24056 2AABBD804024885 MONITOR GATEWAY UX1100
160220 98059 30/06/1999 24630 US90880512 PC HP KAYAK XA
160220 98062 30/06/1999 24629 US90880546 PC HP KAYAK XA
160220 98070 30/06/1999 24614 US84362142 PC HP KAYAK XA
160220 98078 30/06/1999 24553 QI84658701 MONITOR 21" VIEWSONIC G810
160220 98079 30/06/1999 24554 QI84358236 MONITOR 21" VIEWSONIC G810
160220 98080 30/06/1999 24555 QI84658698 MONITOR 21" VIEWSONIC G810
160220 98119 30/07/1999 24720 217683 HEWLETT PACKARD P3 400MHZ PC
160220 98130 30/07/1999 24782 USQA013374 HP LASERJET PRINTER 4050N
160220 98227 27/08/1999 24849 1JKWD DELL PC P-III/MT 6500
160220 98228 27/08/1999 24850 55347B1S2NS9 DELL MONITOR 21" ULTRA SCAN
160220 98231 27/08/1999 24885 24DJ8 DELL PC SERVER 6500 P-III
160220 98783 30/09/1999 24880 V1QVG DELL LAPTOP PPI INSPIRON 7000
160220 98804 30/09/1999 24707 0YZ9T DELL PC 6400 PII/MT
160220 98805 30/09/1999 24703 0YZ9Z DELL PC 6400 PII/MT
160220 98806 30/09/1999 24711 0YZA2 DELL PC 6400 PII/MT
160220 98808 30/09/1999 24708 0YZB9 DELL PC 6400 PII/MT
160220 98813 30/09/1999 24700 55347BOSK339 DELL MONITOR ULTRASCAN 1600HS 21"
160220 98816 30/09/1999 24710 91MCW-47743OCP0NXJ DELL MONITOR ULTRASCAN 1600HS 21"
160220 98821 30/09/1999 24694 0YZ92 DELL PC 6400 PII/MT 410
160220 98822 30/09/1999 24695 0YZ77 DELL PC 6400 PII/MT 410
160220 98832 30/09/1999 24723 W6V2F DELL LAPTOP PC PPI INSPIRON 7000
160220 98840 30/09/1999 24843 55347B1J4H59 DELL MONITOR ULTRASCAN 1600HS 21"
160220 98841 30/09/1999 24795 1F1T0 DELL PC 6400 PII/MT
160220 98843 30/09/1999 24792 1F1T3 DELL PC 6400 PII/MT
160220 98846 30/09/1999 24794 1F1TG DELL PC 6400 PII/MT
160220 98851 30/09/1999 24836 55347B1M8259 DELL MONITOR ULTRASCAN 1600HS 21"
160220 98852 30/09/1999 24837 55347B1MA859 DELL MONITOR ULTRASCAN 1600HS 21"
160220 98856 30/09/1999 24816 1F12Z DELL PC 6500 PIII/MT
160220 98857 30/09/1999 24814 1F127 DELL PC 6500 PIII/MT
160220 98858 30/09/1999 24818 1F125 DELL PC 6500 PIII/MT
160220 98861 30/09/1999 24800 1DTKH DELL PC 6400 PII/MT 410
160220 98866 30/09/1999 24805 1DTM2 DELL PC 6400 PII/MT 410
160220 98868 30/09/1999 24819 1DTMC DELL PC 6400 PII/MT 410
160220 98874 30/09/1999 24809 55347B1MBT59 DELL MONITOR ULTRASCAN 1600HS 20"
160220 98875 30/09/1999 24810 55347B1MBX59 DELL MONITOR ULTRASCAN 1600HS 20"
160220 98877 30/09/1999 24812 55347B1MBW59 DELL MONITOR ULTRASCAN 1600HS 20"
160220 98879 30/09/1999 24826 55347B1MC059 DELL MONITOR ULTRASCAN 1600HS 20"
160220 99001 29/10/1999 24920 4A4G5 DELL PIII PC
160220 99003 29/10/1999 24922 4A4DY DELL PIII PC
160220 99004 29/10/1999 24924 4A4EY DELL PIII PC
160220 99005 29/10/1999 24938 4A4E3 DELL PIII PC
160220 99006 29/10/1999 24939 4A4GG DELL PIII PC
160220 99007 29/10/1999 24943 4A4G3 DELL PIII PC
160220 99008 29/10/1999 24940 4A4GB DELL PIII PC
Page 5 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160220 99009 29/10/1999 24942 4A4F3 DELL PIII PC
160220 99011 29/10/1999 24925 55347B2A8879 DELL 21" MONITOR ULTRASCAN 1600HS
160220 99015 29/10/1999 24934 55347B2A8779 DELL 21" MONITOR ULTRASCAN 1600HS
160220 99019 29/10/1999 24944 55347B2A8C79 DELL 21" MONITOR ULTRASCAN 1600HS
160220 99020 29/10/1999 24929 55347B2A8379 DELL 21" MONITOR ULTRASCAN 1600HS
160220 99021 29/10/1999 24957 4A4C9 DELL PC PRECISION 410
160220 99022 29/10/1999 24958 4A4D6 DELL PC PRECISION 410
160220 99023 29/10/1999 24959 4A4DQ DELL PC PRECISION 410
160220 99025 29/10/1999 24961 4A406 DELL PC PRECISION 410
160220 99031 29/10/1999 24967 4A4BH DELL PC PRECISION 410
160220 99032 29/10/1999 24968 4A4B9 DELL PC PRECISION 410
160220 99033 29/10/1999 24969 4A4C3 DELL PC PRECISION 410
160220 99034 29/10/1999 24970 4A4DB DELL PC PRECISION 410
160220 99035 29/10/1999 24971 4A4CX DELL PC PRECISION 410
160220 99061 29/10/1999 25158 5TGA6 DELL PC PRECISION 410
160220 99065 29/10/1999 25097 5TGZU DELL PC PRECISION 410
160220 99067 29/10/1999 25099 5TGWU DELL PC PRECISION 410
160220 99068 29/10/1999 25100 5TGRI DELL PC PRECISION 410
160220 99069 29/10/1999 25101 5TGME DELL PC PRECISION 410 DESKTOP
160220 99070 29/10/1999 25102 5TGTU DELL PC PRECOSOPM 410 DESKTOP
160220 99072 29/10/1999 25104 5TGLE DELL PC PRECISION 410 DESKTOP
160220 99074 29/10/1999 25106 5TGYE DELL PC PRECISION 410 DESKTOP
160220 99077 29/10/1999 25109 9171RB01SD79 DELL 21" MONITOR ULTRASCAN P1110
160220 99079 29/10/1999 25111 9171RB01SF79 DELL 21" MONITOR ULTRASCAN P1110
160220 99080 29/10/1999 25112 9171RB01S579 DELL 21" MONITOR ULTRASCAN P1110
160220 99217 26/11/1999 25024 9171RB0KNJ89 DELL 21" MONITOR P1110
160220 99218 26/11/1999 25025 9171RB0JNG89 DELL 21" MONITOR P1110
160220 99219 26/11/1999 25026 9171RB0KPS89 DELL 21" MONITOR P1110
160220 99220 26/11/1999 25027 9171RB0KPT89 DELL 21" MONITOR
160220 99222 26/11/1999 25029 72EWH DELL PC 6500 PIII
160220 99223 26/11/1999 25030 72EWJ DELL PC 6500 PIII
160220 99225 26/11/1999 25032 72EVG DELL PC 6500 PIII
160220 99227 26/11/1999 25034 72EWR DELL PC 6500 PIII
160220 99228 26/11/1999 25035 72EWM DELL PC 6500 PIII
160220 99229 26/11/1999 25036 72EV2 DELL PC 6500 PIII
160220 99233 26/11/1999 25187 706BB DELL PC 6500 PIII
160220 99236 26/11/1999 25190 706B1 DELL PC 6500 PIII
160220 99237 26/11/1999 25191 706BP DELL PC 6500 PIII
160220 99240 26/11/1999 25194 706BT DELL PC 6500 PIII
160220 99244 26/11/1999 25198 917RB0J9X89 DELL MONITOR ULTRASCAN 21" P1110
160220 99258 26/11/1999 25014 6NJTA DELL LATTITUDE LAPTOP PC
160220 99260 26/11/1999 25184 QV93202581 MONITOR 21" VIEWSONIC G810
160220 99261 26/11/1999 25015 6L7EJ DELL LATTITUDE LAPTOP PC
160220 99262 26/11/1999 25016 6L7GE DELL LATTITUDE LAPTOP PC
160220 99286 26/11/1999 25045 768JI DELL PC 6500 PIII
160220 99287 26/11/1999 25046 768DU DELL PC 6500 PIII
160220 99291 26/11/1999 25050 7689I DELL PC 6500 PIII
160220 99293 26/11/1999 25219 768AO DELL PC 6500 PIII
160220 99295 26/11/1999 25221 768CU DELL PC 6500 PIII
160220 99299 26/11/1999 25225 768A2 DELL PC 6500 PIII
160220 99301 26/11/1999 25227 768DI DELL PC 6500 PIII
160220 99363 31/12/1999 24740 11BI6 DELL SCANNING PC
160220 99364 31/12/1999 24902 24WGJ DELL SCANNING PC
160220 99369 31/12/1999 24741 221DA39QD59 DELL 19" MONITOR
160220 99372 31/12/1999 25366 2221DA4N3T69 DELL 19" MONITOR
160220 99375 31/12/1999 25369 USBC019215 HP LASERJET 8100DN PRINTER
160220 99379 25/02/2000 24774 176NQ DELL PC OPTIPLEX GX1 PIII
160220 99380 25/02/2000 24775 176NS DELL PC OPTIPLEX GX1 PIII
160220 99418 31/12/1999 25268 9171RB14UZ99 DELL MONITOR ULTRASCAN P1110
160220 99421 31/12/1999 25271 9171RB14UQ99 DELL MONITOR ULTRASCAN P1110
160220 99432 31/12/1999 25282 8MAWS DELL PC PRECISION 410
160220 99433 31/12/1999 25283 8MAXF DELL PC PRECISION 410
160220 99435 31/12/1999 25285 8MAWM DELL PC PRECISION 410
160220 99437 31/12/1999 25287 8MAWN DELL PC PRECISION 410
160220 99438 31/12/1999 25292 USCCP14610 HP LASERJET PRINTER C4215A
160220 99480 25/02/2000 25312 PVE26 DELL PC PIII DESKTOP
160220 99481 25/02/2000 25313 PVE3U DELL PC PIII DESKTOP
160220 99483 25/02/2000 25315 PVE48 DELL PC PIII DESKTOP
160220 99485 25/02/2000 25317 9VE22 DELL PC PIII DESKTOP
160220 99486 25/02/2000 25318 9VE1Y DELL PC PIII DESKTOP
160220 99487 25/02/2000 25319 9VE3X DELL PC PIII DESKTOP
160220 99500 25/02/2000 25335 9171RB0VWS99 MONITOR 21" DELL P1110
160220 99501 25/02/2000 25336 VCMX1 DELL LAPTOP PC LATITUDE (XXXXXX XXXX)
160220 99502 25/02/2000 25310 VLF8K DELL LAPTOP PC LATITUDE (XXXXXXX XXXXX)
160220 99503 25/02/2000 25321 9171RB1HJA49 MONITOR 21" DELL P1110
160220 99506 25/02/2000 25324 12992009308 TERMINAL 701 BASE
160220 99508 25/02/2000 25325 12992009309 TERMNALS 701 BASE
160220 99509 25/02/2000 25323 12992009310 TERMINALS 701 BASE
160220 99510 25/02/2000 25352 12992009311 TERMINALS 701 BASE
Page 6 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160220 99511 25/02/2000 25351 12992009312 TERMINALS 701 BASE
160220 99514 25/02/2000 25331 T91005661 MONITOR 21" HITACHI
160220 99515 25/02/2000 25332 T91005662 MONITOR 21" HITACHI
160220 99516 25/02/2000 25328 T91005709 MONITOR 21" HITACHI
160220 99518 25/02/2000 25330 T91005718 MONITOR 21" HITACHI
160220 99548 25/02/2000 25460 47801-015-1134 DELL 17" MONITOR M770 (XXXX XXXXX)
160220 99562 25/02/2000 25514 QV94926907 MONITOR 21" VIEWSONIC G810
160220 99567 25/02/2000 25398 CY3FI LAPTOP PC DELL INSPIRON (XXXX XXXXXXXX)
160220 99568 25/02/2000 25453 9171RB29LCC9 MONITOR 20" DELL ULTRASCAN P1110
160220 99569 25/02/2000 25454 9171RB2B82C9 MONITOR 20" DELL ULTRASCAN P1110
160220 99571 25/02/2000 25459 9171RB2A7KC9 MONITOR 20" DELL ULTRASCAN P1110
160220 99573 25/02/2000 25496 9171RB2A7HC9 MONITOR 20" DELL ULTRASCAN P1110
160220 99578 25/02/2000 25486 D46MS DELL DESKTOP PC PIII 410
160220 99579 25/02/2000 25487 D465K DELL DESKTOP PC PIII 410
160220 99581 25/02/2000 25489 X000X XXXX XXXXXXX XX XXXX 000
160220 99582 25/02/2000 25490 D464W DELL DESKTOP PC PIII 410
160220 99583 25/02/2000 25491 D46MU DELL DESKTOP PC PIII 410
160220 99584 25/02/2000 25492 D464U DELL DESKTOP PC PIII 410
160220 99588 25/02/2000 25484 Y3MJV DELL LAPTOP PC INSPIRON 7500 (XXXX MELLANGER)
160220 99590 25/02/2000 25480 CZBYA DELL PC PRECISION 620
160220 99591 25/02/2000 00000 XXXXX XXXX XX PRECISION 620
160220 99592 25/02/2000 25483 9171RB26U3B9 MONITOR 21" DELL ULTRASCAN
160220 99593 25/02/2000 25471 9171RB29LXC9 MONITOR 21" DELL ULTRASCAN
160220 99606 25/02/2000 25456 9171RB2B95C9 MONITOR 20" DELL ULTRASCAN
160220 99607 25/02/2000 25457 9171RB28XDC9 MONITOR 20" DELL ULTRASCAN
160220 99609 25/02/2000 25470 9171RB2B92C9 MONITOR 20" DELL ULTRASCAN
160220 99613 25/02/2000 25495 9171RB2B96C9 MONITOR 20" DELL ULTRASCAN
160220 99621 25/02/2000 25441 D467P DELL DESKTOP PC PIII 410
160220 99622 25/02/2000 25449 D46DV DELL DESKTOP PC PIII 410
160220 99630 25/02/2000 25447 D46E7 DELL DESKTOP PC PIII 410
160220 99631 25/02/2000 25439 D46EJ DELL DESKTOP PC PIII 410
160220 99633 25/02/2000 25450 D46DP DELL DESKTOP PC PIII 410
160220 99893 31/03/2000 25322 WKGVS DELL LAPTOP PC LATTITUDE FOR XXXX XXX
160220 99932 31/03/2000 25725 VLF8P DELL LAPTOP PC LATITUDE FOR XXX XXXXXX
160220 100064 26/05/2000 25525 H55NE DELL DESKTOP PC 410
160220 100065 26/05/2000 25529 H55PE DELL DESKTOP PC 410
160220 100067 26/05/2000 25534 H55NI DELL DESKTOP PC 410
160220 100069 26/05/2000 25527 H55QA DELL DESKTOP PC 410
160220 100070 26/05/2000 25533 H55NU DELL DESKTOP PC 410
160220 100073 26/05/2000 25528 H55PU DELL DESKTOP PC 410
160220 100076 26/05/2000 25536 47743-PCF-2KTS DELL 21" MONITOR P1110
160220 100151 29/10/1999 24949 532PU DELL PC HIGH END DESKTOP
160220 100155 26/11/1999 25041 QV93202838 DELL MONITOR 21" G810-2
160220 100156 26/11/1999 25042 75XDA DELL LATTITUDE LAPTOP PC
160220 100160 29/10/1999 25207 5A57Y DELL PC PIII
160220 100161 29/10/1999 25208 5A58C DELL PC PIII
160220 100165 29/10/1999 24948 532RU DELL PC HIGH END DESKTOP
160220 100181 25/02/2000 25378 CR46T DELL DESKTOP PC PIII 410
160220 100182 25/02/2000 25374 CR47H DELL DESKTOP PC PIII 410
160220 100184 25/02/2000 25387 9171RB24Q1B9 DELL MONITOR 21" PIII
160220 100186 25/02/2000 25389 9171RB24Q2B9 DELL MONITOR 21" P1110
160220 100187 25/02/2000 25390 9171RB1Y9WB9 DELL MONITOR 21" P1110
160220 100203 31/03/1997 22930 Q564621156 MONITOR 21"
160220 100204 31/03/1997 22982 Q564619925 MONITOR 21"
160220 100206 31/03/1997 22986 Q564621157 MONITOR 21"
160220 100211 31/05/1997 23044 214691 PC PENTIUM
160220 100219 30/06/1997 23092 Q571043703 MONITOR 21"
160220 100226 31/12/1997 23397 Q570737095 MONITOR 21" VIEWSONIC
160220 100228 30/11/1997 23387 215601 PENTIUM PC
160220 100231 30/11/1997 23385 JL72533492 MONITOR 17" VIEWSONIC
160220 100235 30/04/1998 23380 Q772331462 MONITOR 21" VIEWSONIC
160220 100245 31/07/1998 23925 Q572470072 VIEWSONIC P810 21" MONITOR
160220 100259 30/09/1998 23846 BQK811C08281 MONITOR 15" IMPRESSION
160220 100276 31/10/1998 24074 US83051740 PC HP KAYAK XA
160220 100297 26/11/1999 25174 6SAXQ DELL PC 6450 PIII/MT
160220 100298 26/11/1999 25175 6SAXU DELL PC 6450 PIII/MT
160220 100299 26/11/1999 25176 6SAXU DELL PC 6450 PIII/MT
160220 100309 25/02/2000 25382 CR4SI DELL DESKTOP PC PIII 410
160220 100310 25/02/2000 25383 CR46E DELL DESKTOP PC PIII 410
160220 100318 25/02/2000 25391 0000XX0XXXX0 XXXX MONITOR 21" P1110
160220 100320 25/02/2000 25394 9171RB1Y9XB9 DELL MONITOR 21" P1110
160220 100331 30/09/1999 24725 W6V2E DELL LAPTOP PC PII INSPIRON 7000
160220 100353 30/06/2000 24870 931C0841 DISK MULTIPACK 18.2GB
160220 100405 30/06/2000 25701 3H5IB DELL LAPTOP LATITUDE C PPX FOR XX XXXXX
160220 100456 31/07/2000 25466 VKCL8 DELL LATITUDE LAPTOP PC FOR XXX XXXXX
160220 100477 31/07/2000 25663 1B6EG DELL PC PRECISION 420
160220 100494 31/07/2000 25677 47743-033-OYLF DELL MONITOR 21" P1110 ULTRASCAN
160220 100498 31/07/2000 25681 1B5AD DELL PC PRECISION 420
160220 100499 31/07/2000 25682 1B5AC DELL PC PRECISION 420
Page 7 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160220 100502 31/07/2000 25685 1B4US DELL PC PRECISION 420
160220 100504 31/07/2000 25887 7EKXG DELL LAPTOP PPX LATTITUDE
160220 100505 31/07/2000 25888 7EKXH DELL LAPTOP PPX LATTITUDE
160220 100507 31/07/2000 25889 47743-05M-2X2L DELL P1110 MONITOR
160220 100509 31/07/2000 25890 47743-05M-2X2K DELL P1110 MONITOR
160220 100510 31/07/2000 25693 1B5AG DELL PC PRECISION 420
160220 100511 31/07/2000 25694 1B5AK DELL PC PRECISION 420
160220 100515 31/07/2000 25893 3SS020B DELL PC PRECSION 420
160220 100519 31/07/2000 25690 47743-033-OYEL DELL MONITOR 21" P1110 ULTRASCAN
160220 100521 31/07/2000 25898 C4W020B DELL PC PRECSION 420
160220 100522 31/07/2000 25899 BQS020B DELL PC PRECSION 420
160220 100526 31/07/2000 25695 47743-033-OYEI DELL MONITOR 21" P1110 ULTRASCAN
160220 100527 31/07/2000 25901 FQS020B DELL PC PRECSION 420
160220 100529 31/07/2000 25902 D4W020B DELL PC PRECSION 420
160220 100532 31/07/2000 25697 47743-033-OYEQ DELL MONITOR 21" P1110 ULTRASCAN
160220 100542 31/07/2000 25929 6EFVF DELL LATITUDE CPx LAPTOP
160220 100549 31/07/2000 25794 J50K00B DELL PRECISION 420 WORKSTATION
160220 100550 31/07/2000 25795 950K00B DELL PRECISION 420 WORKSTATION
160220 100555 31/07/2000 25800 F50K00B DELL PRECISION 420 WORKSTATION
160220 100559 31/07/2000 25909 47743-05M-2VDE DELL MONITOR 21" P1110 ULTRASCAN
160220 100561 31/07/2000 25911 47743-05M-2WZC DELL MONITOR 21" P1110 ULTRASCAN
160220 100562 31/07/2000 25912 47743-05M-2VDF DELL MONITOR 21" P1110 ULTRASCAN
160220 100563 31/07/2000 25913 47743-05M-2X4G DELL MONITOR 21" P1110 ULTRASCAN
160220 100569 31/07/2000 25918 47743-05M-2X4D DELL MONITOR 21" P1110 ULTRASCAN
160220 100571 31/07/2000 25919 47743-05M-2X4E DELL MONITOR 21" P1110 ULTRASCAN
160220 100573 31/07/2000 25803 G50K00B DELL PRECISION 420 WORKSTATION
160220 100628 31/08/2000 25837 6UB2R DELL LATITUDE CSx500XT LAPTOP
160220 100631 31/08/2000 25821 8VBQ00B DELL PRECISION 420 WORKSTATION PC
160220 100633 31/08/2000 25823 DVBQ00B DELL PRECISION 420 WORKSTATION PC
160220 100634 31/08/2000 25824 7WBQ00B DELL PRECISION 420 WORKSTATION PC
160220 100643 31/08/2000 25971 47743-063-3F3C DELL 21" ULTRASCAN P1110 MONITOR
160220 100644 31/08/2000 25970 8AHUG DELL LATITUDE CPx LAPTOP
160220 100673 31/08/2000 25510 F4DXU DELL LATITUDE CPt LAPTOP
160220 100692 31/08/2000 25563 X0XXX XXXX XXXXXXXXXXX 000 XXXX 000XXx
160220 100694 31/08/2000 25565 H7HBU DELL WORKSTATION 410 PIII 600MHz
160220 100696 31/08/2000 25615 H7HDI DELL WORKSTATION 410 PIII 600MHz
160220 100699 31/08/2000 25618 H7HDU DELL WORKSTATION 410 PIII 600MHz
160220 100701 31/08/2000 25620 X0XX0 XXXX XXXXXXXXXXX 000 XXXX 000XXx
160220 100702 31/08/2000 25566 47743-01K-0BB2 DELL ULTRASCAN 21" P1110 MONITOR
160220 100704 31/08/2000 25601 47743-01K-0BB6 DELL ULTRASCAN 21" P1110 MONITOR
160220 100706 31/08/2000 25603 47743-01K-0BB0 DELL ULTRASCAN 21" P1110 MONITOR
160220 100712 31/08/2000 26104 X0XXX XXXX XXXXXXXXX 000 XXXXXXXXXXX X000 000XXx
160220 100713 31/08/2000 26105 47743-01J-08BB DELL ULTRASCAN 21" P1110 MONITOR
160220 100719 31/08/2000 26070 8QAP9 DELL LATITUDE CPx LAPTOP - XXXX XXXXXX 9/2002
160220 100726 31/08/2000 26140 47801-04B-B0HX DELL 19" M990 MONITOR
160220 100727 31/08/2000 26060 1S30001 XXXX XXXXXXXXXXX 000 XXXX 000XXx
160220 100729 31/08/2000 26062 9T30001 XXXX XXXXXXXXXXX 000 XXXX 000XXx
160220 100735 31/08/2000 26068 XX00000 XXXX XXXXXXXXXXX 000 XXXX 000XXx
160220 100736 31/08/2000 26069 FR30001 DELL WORKSTATION 420 PIII 667MHz
160220 100737 31/08/2000 26155 7WUCP DELL LATITUDE CPx LAPTOP
160220 100744 31/08/2000 25637 QV94417567 VIEWSONIC G810 21" MONITOR
160220 100745 31/08/2000 25638 QV94415332 VIEWSONIC G810 21" MONITOR
160220 100752 31/08/2000 25836 6SEHG DELL LATITUDE CPx LAPTOP
160220 100753 31/08/2000 26161 7WUDM DELL LATITUDE CPx LAPTOP
160220 100755 31/08/2000 26138 78UT3 DELL LATITUDE LSH400ST LAPTOP
160220 100756 31/08/2000 26158 DELL 19" M990 MONITOR
160220 100757 31/08/2000 26159 7EF8K DELL LATITUDE CPx LAPTOP
160220 100758 31/08/2000 26160 47801-068-B0JF DELL 19" M990 MONITOR
160220 100775 31/08/2000 26123 90AGW DELL LATITUDE CPx LAPTOP
160220 100776 31/08/2000 26124 47743-06Q-44G6 DELL 21" P1110 MONITOR
160220 100806 31/08/2000 25038 75YEJ DELL LATITUDE CPi LAPTOP
160220 100810 31/08/2000 26231 3002950 SONY PCV L400 P11400 COMPUTER
160220 100814 31/08/2000 26228 IS9513AW15547763 IBM MONITOR (FLAT)
160220 100818 31/08/2000 24983 3001971 SONY VAIO PC & MONITOR
160220 100819 31/08/2000 24984 3004415 SONY VAIO PC & MONITOR
160220 100820 31/08/2000 24985 3002986 SONY VAIO PC & MONITOR
160220 100821 31/08/2000 24986 3004318 SONY VAIO PC & MONITOR
160220 100822 31/08/2000 24994 2602AF9300255 COBALT PC 64MB NAS RAQ
160220 100823 31/08/2000 24993 2301AF9290013 COBALT PC 32MB NAS RAQ
160220 100824 31/08/2000 24988 2301BF9290278 COBALT QUBE INT SERVER
160220 100825 31/08/2000 24996 S017179328N MONITOR SONY 15"
160220 100826 31/08/2000 24995 S0171793411 SONY 15" MONITOR
160220 100827 31/08/2000 24992 HI8195001249 INTEL EXPRESS 410T
160220 100839 30/09/2000 26220 VLF8N DELL LATITUDE CPi LAPTOP
160220 100842 30/09/2000 26233 3GWIM DELL LATITUDE CPx LAPTOP
160220 100843 30/09/2000 26234 47743-03M-1B01 DELL 21" P1110 MONITOR
160220 100844 30/09/2000 26240 H71AM DELL PRECISION 410 600MHz TOWER
160220 100846 30/09/2000 26239 H71AP DELL PRECISION 410 600MHz TOWER
160220 100847 30/09/2000 26254 H71AQ DELL PRECISION 410 600MHz TOWER
Page 8 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160220 100848 30/09/2000 26235 H71AR DELL PRECISION 410 600MHz TOWER
160220 100849 30/09/2000 26253 H71AS DELL PRECISION 410 600MHz TOWER
160220 100850 30/09/2000 26252 H71AT DELL PRECISION 410 600MHz TOWER
160220 100851 30/09/2000 26238 H71AV DELL PRECISION 410 600MHz TOWER
160220 100852 30/09/2000 26251 H71AW DELL PRECISION 410 600MHz TOWER
160220 100853 30/09/2000 26237 H71AX DELL PRECISION 410 600MHz TOWER
160220 100880 30/09/2000 25605 FE1QY DELL CELERON CPt LAPTOP
160220 100885 30/09/2000 26320 US01710133 HEWLETT PACKARD VECTRA VE COMPUTER
160220 100898 30/09/2000 25552 GGIMA DELL CELERON WORKSTATION GX100/T
160220 100901 30/09/2000 25555 GGIM6 DELL CELERON WORKSTATION GX100/T
160220 100906 30/09/2000 26284 H6CED DELL PRECISION 410 WORKSTATION
160220 100907 30/09/2000 26290 H6CEF DELL PRECISION 410 WORKSTATION
160220 100909 30/09/2000 25560 47743-016-0113 DELL 21" P1110 MONITOR
160220 100911 30/09/2000 26291 47743-016-0114 DELL 21" P1110 MONITOR
160220 100960 30/09/2000 26174 DSPY001 DELL OPTIPLEX GX200
160220 100965 30/09/2000 26175 4NPY001 DELL OPTIPLEX GX200
160220 100967 30/09/2000 26176 3TPY001 DELL OPTIPLEX GX200
160220 100968 30/09/2000 26177 7TPY001 DELL OPTIPLEX GX200
160220 100969 30/09/2000 26178 DNPY001 DELL OPTIPLEX GX200
160220 100970 30/09/2000 26179 7PPY001 DELL OPTIPLEX GX200
160220 100972 30/09/2000 26196 GNPY001 DELL OPTIPLEX GX200
160220 100974 30/09/2000 26197 1PPY001 DELL OPTIPLEX GX200
160220 100975 30/09/2000 26198 HSPY001 DELL OPTIPLEX GX200
160220 100976 30/09/2000 26199 JTPY001 DELL OPTIPLEX GX200
160220 100977 30/09/2000 26200 3PPY001 DELL OPTIPLEX GX200
160220 100978 30/09/2000 26201 6TPY001 DELL OPTIPLEX GX200
160220 100979 30/09/2000 26202 FMPY001 DELL OPTIPLEX GX200
160220 100980 30/09/2000 26203 FTPY001 DELL OPTIPLEX GX200
160220 100982 30/09/2000 26204 34BY001 DELL OPTIPLEX GX200
160220 100983 30/09/2000 26205 11BY001 DELL OPTIPLEX GX200
160220 100985 30/09/2000 26206 5GBY001 DELL OPTIPLEX GX200
160220 100987 30/09/2000 26207 G8BY001 DELL OPTIPLEX GX200
160220 100991 30/09/2000 26211 7JBY001 DELL OPTIPLEX GX200
160220 100992 30/09/2000 26212 14BY001 DELL OPTIPLEX GX200
160220 100993 30/09/2000 26213 C7BY001 DELL OPTIPLEX GX200
160220 100994 30/09/2000 26214 F8BY001 DELL OPTIPLEX GX200
160220 100995 30/09/2000 26215 44BY001 DELL OPTIPLEX GX200
160220 100996 30/09/2000 26216 H3BY001 DELL OPTIPLEX GX200
160220 100997 30/09/2000 26217 C8BY001 DELL OPTIPLEX GX200
160220 101065 31/10/2000 26266 72C2201 DELL LATITUDE CPx LAPTOP
160220 101070 31/10/2000 26374 47743-08C-579P DELL P1110 21" MONITOR
160220 101072 31/10/2000 26376 47743-08C-56PY DELL P1110 21" MONITOR
160220 101074 31/10/2000 26378 47743-08C-56PW DELL P1110 21" MONITOR
160220 101076 31/10/2000 26380 47743-08C-57AN DELL P1110 21" MONITOR
160220 101077 31/10/2000 26381 47743-08C-57AP DELL P1110 21" MONITOR
160220 101080 31/10/2000 26384 H18W201 DELL PRECISION 420 WORKSTATION
160220 101082 31/10/2000 26386 818W201 DELL PRECISION 420 WORKSTATION
160220 101084 31/10/2000 26388 G18W201 DELL PRECISION 420 WORKSTATION
160220 101085 31/10/2000 26389 B18W201 DELL PRECISION 420 WORKSTATION
160220 101086 31/10/2000 26390 228W201 DELL PRECISION 420 WORKSTATION
160220 101090 31/10/2000 26415 47743-08C-5853 DELL ULTRASCAN P1110 21" MONIOTR
160220 101091 31/10/2000 26416 BF77301 DELL LATITUDE CPx LAPTOP
160220 101092 31/10/2000 26437 USJG006751 HEWLETT PACKARD 8100N LASERJET PRINTER
160220 101191 31/10/2000 26011 47743-07R-4QQ7 DELL ULTRASCAN P1110 21" MONITOR
160220 101196 31/10/2000 26016 47743-07R-4QQ1 DELL ULTRASCAN P1110 21" MONITOR
160220 101202 31/10/2000 26022 DRXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160220 101207 31/10/2000 26245 CRXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160220 101209 31/10/2000 26247 JRXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160220 101210 31/10/2000 26248 GRXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160220 101264 30/11/2000 26486 78UPD DELL LATITUDE LSH LAPTOP
160220 101269 30/11/2000 26125 FLWF001 DELL PRECISION 420 PC 933MHz
160220 101270 30/11/2000 26126 GLWF001 DELL PRECISION 420 PC 933MHz
160220 101271 30/11/2000 26127 HLWF001 DELL PRECISION 420 PC 933MHz
160220 101314 30/11/2000 26508 81V1501 DELL OPTIPLEX GX200 PC
160220 101315 30/11/2000 26509 C0V1501 DELL OPTIPLEX GX200 PC
160220 101316 30/11/2000 26510 51V1501 DELL OPTIPLEX GX200 PC
160220 101317 30/11/2000 26519 BPQY501 DELL PRECISION 420 PC WORKSTATION
160220 101324 30/11/2000 26526 DPQY501 DELL PRECISION 420 PC WORKSTATION
160220 101325 30/11/2000 26527 3QQY501 DELL PRECISION 420 PC WORKSTATION
160220 101326 30/11/2000 26529 6QQY501 DELL PRECISION 420 PC WORKSTATION
160220 101330 30/11/2000 26533 4QQY501 DELL PRECISION 420 PC WORKSTATION
160220 101344 30/11/2000 26535 47743-09S-60S0 DELL ULTRASCAN P1110 MONITOR 21"
160220 101349 30/11/2000 26537 47743-09S-60RZ DELL ULTRASCAN P1110 MONITOR 21"
160220 101350 30/11/2000 26538 47743-09S-60RX DELL ULTRASCAN P1110 MONITOR 21"
160220 101385 30/11/2000 26156 F17L001 DELL OPTIPLEX GX110 667MHz PC
160220 101386 30/11/2000 26157 G17L001 DELL OPTIPLEX GX110 667MHz PC
160220 101387 30/11/2000 26169 47801-07V-H1JN DELL M781P 17" MONITOR
160220 101392 30/11/2000 26163 HQVM001 DELL PRECISION 420 WORKSTATION
160220 101439 31/12/2000 26513 16YX501 DELL LATITUDE CPx LAPTOP
Page 9 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160220 101440 31/12/2000 26514 36YX501 DELL LATITUDE CPx LAPTOP
160220 101448 31/12/2000 26555 47743-0A3-69BE DELL ULTRASCAN P1110 21" MONITOR
160220 101451 31/12/2000 26558 47743-0A3-69BA DELL ULTRASCAN P1110 21" MONITOR
160220 101452 31/12/2000 26559 47743-0A3-69BF DELL ULTRASCAN P1110 21" MONITOR
160220 101454 31/12/2000 26561 74D9601 DELL PRECISION 420 WORKSTATION
160220 101459 31/12/2000 26586 B4D9601 DELL PRECISION 420 WORKSTATION
160220 101460 31/12/2000 26587 15D9601 DELL PRECISION 420 WORKSTATION
160220 101462 31/12/2000 26589 F4D9601 DELL PRECISION 420 WORKSTATION
160220 101464 31/12/2000 26549 47743-0A6-6DC0 DELL ULTRASCAN P1110 21" MONITOR
160220 101465 31/12/2000 26547 5C78601 DELL LATITUDE CPx LAPTOP
160220 101525 28/02/2001 26612 10DN801 DELL LATITUDE CPx LAPTOP
160220 101536 28/02/2001 26613 47743-0B2-71P7 DELL ULTRASCAN P1110 21" MONITOR
160220 101543 28/02/2001 26648 47743-0B2-71P6 DELL ULTRASCAN P1110 21" MONITOR
160220 101545 28/02/2001 26650 47743-0B2-71P9 DELL ULTRASCAN P1110 21" MONITOR: TOM DOBOZY
160220 101547 28/02/2001 26652 60NQ801 DELL PRECISION 420 WORKSTATION: BRETT CARLISLE
160220 101549 28/02/2001 26654 HZMQ801 DELL PRECISION 420 WORKSTATION: PINAL GANDHI
160220 101550 28/02/2001 26655 31NQ801 DELL PRECISION 420 WORKSTATION: JIM MORRISS
160220 101552 28/02/2001 26657 H0NQ801 DELL PRECISION 420 WORKSTATION: MELVIN TAN
160220 101554 28/02/2001 26659 21NQ801 DELL PRECISION 420 WORKSTATION: TODD HOFMEISTER
160220 101644 28/02/2001 26641 H751B01 DELL LATITUDE CPx LAPTOP : CHRIS MULL
160220 101645 28/02/2001 26642 47801-0BM-H1FA DELL M991 19" MONITOR : CHRIS MULL
160220 101646 28/02/2001 26638 7951B01 DELL LATITUDE CPx LAPTOP : DANNIE SALEE
160220 101647 28/02/2001 26639 47801-0BM-H21F DELL M991 19" MONITOR : DANNIE SALEE
160220 101650 28/02/2001 26723 1D42C01 DELL OPTIPLEX GX110 PC : MARCVIEW DATA TRAILS
160220 101652 28/02/2001 26725 CC42C01 DELL OPTIPLEX GX110 PC : MARCVIEW DATA TRAILS
160220 101693 28/02/2001 25414 6951DJQ2K013 COMPAQ PRESARIO PC : RAC SW LAB
160220 101694 28/02/2001 25416 6950DJQ2K038 COMPAQ PRESARIO PC : RAC SW LAB
160220 101695 28/02/2001 25417 6950DJQ2K118 COMPAQ PRESARIO PC : RAC SW LAB
160220 101696 28/02/2001 25418 6951DJQ2K099 COMPAQ PRESARIO PC : RAC SW LAB
160220 101697 28/02/2001 25419 6950DJQ2K081 COMPAQ PRESARIO PC : RAC SW LAB
160220 101698 28/02/2001 25420 6951DJQ2K080 COMPAQ PRESARIO PC : RAC SW LAB
160220 101699 28/02/2001 25421 6950DJQ2K088 COMPAQ PRESARIO PC : RAC SW LAB
160220 101704 28/02/2001 25423 6951DJQ2K065 COMPAQ PRESARIO PC : RAC SW LAB
160220 101705 28/02/2001 25424 6951DJQ2K087 COMPAQ PRESARIO PC : RAC SW LAB
160220 101706 28/02/2001 25425 6951DJQ2K031 COMPAQ PRESARIO PC : RAC SW LAB
160220 101707 28/02/2001 25426 6950DJQ2K057 COMPAQ PRESARIO PC : RAC SW LAB
160220 101708 28/02/2001 25427 6951DJQ2K101 COMPAQ PRESARIO PC : RAC SW LAB
160220 101711 28/02/2001 25433 6950DJQ2K071 COMPAQ PRESARIO PC : RAC SW LAB
160220 101712 28/02/2001 25400 6951DJQ2K043 COMPAQ PRESARIO PC : RAC SW LAB
160220 101719 28/02/2001 25404 US95056604 HP PAVILION 8595C PC
160220 101721 28/02/2001 25406 TT93100344 HP PAVILION FX70 DISPLAY MONITOR
160220 101786 28/02/2001 26512 09I-21HW DELL FLAT PANEL COLOR MONITOR
160220 102106 31/03/2001 26809 5J5J501 DELL LATITUDE CPx LAPTOP : MUNEER ZUHDI
160220 102107 31/03/2001 26810 47743-0A3-6796 DELL ULTRASCAN P1110 21" MONITOR: PETE FUENFHAUSEN
160220 102136 31/03/2001 26111 HB9UW DELL OPTIPLEX GX PC FOR GEORGE SPOHN
160220 102474 31/05/2001 26905 8YB2M01 DELL LATITUDE C600 LAPTOP FOR RUSS BROWN
160220 102704 31/07/2001 26332 3002291 COMPUTER (JC08SSL14)
160220 102720 31/07/2001 26708 G3TQB01 DELL PRECISION 620 WORKSTATIONS
160220 102721 31/07/2001 26709 B3TQB01 DELL PRECISION 620 WORKSTATIONS
160220 102722 31/07/2001 26710 54TQB01 DELL PRECISION 620 WORKSTATIONS
160220 102723 31/07/2001 26711 83TQB01 DELL PRECISION 620 WORKSTATIONS
160220 102724 31/07/2001 26712 73TQB01 DELL PRECISION 620 WORKSTATIONS
160220 102725 31/07/2001 26713 63TQB01 DELL PRECISION 620 WORKSTATIONS
160220 102799 31/08/2001 26113 4ANLG DELL OPTIPLEX GX110 PC : BEDFORD RELIABILITY LAB
160220 102800 31/08/2001 26699 HCVP901 DELL LATITUDE CPx LAPTOP : MUNEER ZUHDI
160220 103068 31/03/2001 25799 B50K00B DELL PC PRECISION 420
160220 103075 31/03/2001 IPN1151 4SJ2201 DELL PRECISION 420 WORKSTATION - BEN FULGHUM
160220 103102 31/03/2001 IPN1185 FD32201 DELL LATITUDE CPxLAPTOP
160220 103108 31/03/2001 IPN1082 90AH9 DELL LATITUDE CPx LAPTOP
160220 103115 27/03/2001 25665 1B7AD DELL PC PRECISION 420
160220 103116 27/03/2001 25675 47743-033-OYU1 DELL MONITOR 21" ULTRASCAN P1110
160220 103117 31/03/2001 IPN1164 5SJ2201 DELL PRECISION 420 WORKSTATION
160220 103118 31/03/2001 IPN1217 JPB2401 DELL LATITUDE CPx LAPTOP
160220 103150 28/02/2002 25307 NONE Dell 550M Processor and Memory Modules
160220 103165 28/02/2002 27086 NEAX2000 IVS Telephone Switch Upgrade & Expansion
160220 103174 28/02/2002 27086 NONE NEC NEAX2000 IVS Telephone Switch
160220 103214 30/06/2000 126276 6UGGY DELL LATITUDE CPXJ LAPTOP - STEVE BAUM
160220 103216 13/10/2000 17520 J6VZ301 DELL CPX500 PC - NAT PELLEGRINI (VERIFIED 2/03)
160220 103285 31/10/2000 26431 CCCV10B DELL OPTIPLEX GX110 PC - LINDA BOWEN
160220 103539 31/08/2000 25928 7IHIB DELL LATITUDE CPX LAPTOP PC - TOM DOBOZY
160220 103927 30/06/2001 OPN5133 SUSBF015118 HP LASERJET PRINTER 8150N
160243 91486 30/06/1996 22681 M252507020 MONITOR - VIEWSONIC
160243 99018 29/10/1999 24937 55347B2A8279 DELL 21" MONITOR ULTRASCAN 1600HS
160243 100754 31/08/2000 26162 47800-05P-H1HZ DELL 19" M990 MONITOR
160256 100501 31/07/2000 25684 1B5AH DELL PC PRECISION 420
160256 100524 31/07/2000 25900 84W020B DELL PC PRECSION 420
160256 100533 31/07/2000 25905 JQS020B DELL PC PRECSION 420
160256 100553 31/07/2000 25798 160K00B DELL PRECISION 420 WORKSTATION
160256 100632 31/08/2000 25822 4WBQ00B DELL PRECISION 420 WORKSTATION PC
Page 10 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160256 100636 31/08/2000 25826 FVBQ00B DELL PRECISION 420 WORKSTATION PC
160256 101081 31/10/2000 26385 128W201 DELL PRECISION 420 WORKSTATION
160256 101087 31/10/2000 26391 918W201 DELL PRECISION 420 WORKSTATION
160256 101206 31/10/2000 26244 BRXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160256 101208 31/10/2000 26246 1SXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160256 101329 30/11/2000 26528 9PQY501 DELL PRECISION 420 PC WORKSTATION
160256 101455 31/12/2000 26582 94D9601 DELL PRECISION 420 WORKSTATION
160256 101457 31/12/2000 26584 C4D9601 DELL PRECISION 420 WORKSTATION
160256 101461 31/12/2000 26588 G4D9601 DELL PRECISION 420 WORKSTATION
160256 101553 28/02/2001 26658 20NQ801 DELL PRECISION 420 WORKSTATION: HAIXUAN GUAN
160256 103076 31/03/2001 IPN1153 CQJ2201 DELL PRECISION 420 WORKSTATION (ORIG IPN 102351)
160256 103081 31/03/2001 IPN1158 FNJ2201 DELL PRECISION 420 WORKSTATION
160256 103087 31/03/2001 IPN1195 9RRX201 DELL PRECISION 420 WORKSTATION - MICHAEL KURECKA
160256 103335 31/03/2001 IPN1021 55D730B DELL PRECISION 420 WORKSTATION
160256 103557 31/03/2001 IPN1011 76D730B DELL PRECISION 420 WORKSTATION
160303 101102 31/10/2000 26371 VFWBK DELL LATITUDE CPi LAPTOP WITH MODEM CARD
160303 103929 20/02/2003 27378 NONE PC FOR TED BLACK, FIELD SERVICE
160303 103933 20/02/2003 27382 BSF4C01 PC FOR KENNETH BROWN, FIELD SERVICE
160303 103934 20/02/2003 27383 7AKRR PC FOR BOBBY CHRISTMAS, FIELD SERVICE
160303 103937 20/02/2003 27386 6UK98 PC FOR GARY FLECK, FIELD SERVICE
160303 103938 20/02/2003 27387 969IF PC FOR JOE FRASIER, FIELD SERVICE
160303 103939 20/02/2003 27388 DC4YF01 PC FOR CLAUDE RICHARD FRAZIER, FIELD SERVICE
160303 103944 20/02/2003 27393 VJ4WK PC FOR JEFFREY C. KLINK, FIELD SERVICE
160303 103945 20/02/2003 27394 11YH201 PC FOR JOE MAIFELD, FIELD SERVICE
160303 103947 20/02/2003 27396 969EN PC FOR DONNIE MEEKINS SR., FIELD SERVICE
160303 103948 20/02/2003 27397 NONE PC FOR MICHAEL MONAGHAN, FIELD SERVICE
160303 103950 20/02/2003 27399 NONE PC FOR MINDO RUIVO, FIELD SERVICE
160303 103954 20/02/2003 27403 13YXB01 PC FOR WEYMAN T. SMITH, FIELD SERVICE
160303 103955 20/02/2003 27404 9ETMS PC FOR ROBERT ST. JEAN, FIELD SERVICE
160303 103960 20/02/2003 27409 969TH PC FOR JOHN K. WILLIAMS, FIELD SERVICE
160303 103961 20/02/2003 27410 1BLC301 PC FOR DANNY L. WILLIS, FIELD SERVICE
160308 91357 14/04/1995 22419 13423 CD-ROM WRITER
160308 91546 31/08/1996 22719 3500543DR MONITOR - NEC MULTISYNC
160308 91548 31/08/1996 22722 6303720DR MONITOR - NEC MULTISYNC
160308 91554 31/08/1996 22717 NV60706P39M PRINTER 16-600 PC
160308 91555 31/08/1996 22718 NV60706A39M PRINTER 16/600 PC
160308 91644 15/12/1996 22873 Q563410434 MONITOR VIEWSONIC 21" FOR ROBERT DOBIYANSKI
160308 91877 31/05/1997 23294 W1BU100AC3 JAZ DRIVE & CARTRIDGES
160308 95721 30/04/1998 23569 6203496DR MONITOR NEC 21"
160308 96247 31/08/1998 23922 CK8240BMCWJ LAPTOP PC-MACINTOSH POWERBOOK G3/250
160308 99259 26/11/1999 25183 QV93202578 MONITOR 21" VIEWSONIC G810
160308 99889 31/03/2000 25708 VH9P1 DELL LAPTOP LATTITUDE PC - TEMP LOAN D.WILES 3/03
160308 100072 26/05/2000 25524 H55PA DELL DESKTOP PC 410
160308 100345 31/03/1997 22925 214346 PENTIUM PC
160308 100471 31/07/2000 25703 FC1AF DELL LATITUDE LAPTOP PC FOR DEBBIE WYLES
160308 100665 31/08/2000 25363 VCL4C DELL LATITUDE CPi LAPTOP - TEMP TO DEBBIE WILES
160308 100741 31/08/2000 26134 47743-016-0259 DELL 21" P1110 MONITOR
160308 101083 31/10/2000 26387 C18W201 DELL PRECISION 420 WORKSTATION
160308 101096 31/10/2000 26481 122973383 QPS QUE!DUPE: CD-R DUPLICATOR 8-BAY
160308 101322 30/11/2000 26524 2QYQ501 DELL PRECISION 420 PC WORKSTATION
160308 101551 28/02/2001 26656 51NQ801 DELL PRECISION 420 WORKSTATION: DAVID SPREADBURY
160308 102871 30/09/2001 26985 F0IHQ DELL LATITUDE CPx LAPTOP PC - JOHN HARRISON
160308 102874 30/09/2001 27041 US95001071 HP NETSERVER LH4 P3-500 XEON 512KHO-HD
160308 103172 28/02/2002 27087 D858101 DELL LATITUDE CPxH500GT LAPTOP
160308 103365 30/06/2001 26973 VR0KL DELL LAPTOP PC - TEMP LOAN TO DEBBIE WILES 3/03
160308 103631 31/03/2001 IPN1221 7QB2401 DELL LATITUDE CPX LAPTOP - TEMP LOAN D.WILES 3/03
160309 96567 30/11/1998 24287 N174252764 DISK DRIVE
160309 96568 30/11/1998 24288 901404R12 20 GB TAPE DRIVE
160309 100457 31/07/2000 25464 1780R-DY-PDX-C9 DELL MONITOR 17" M770 FOR ROB MAPES
160309 100458 31/07/2000 25463 VK4KL DELL LATITUDE LAPTOP PC FOR ROB MAPES
160309 100660 31/08/2000 25975 47743-063-3EAR DELL ULTRASCAN 21" P1110 MONITOR
160309 101100 31/10/2000 26008 DQCP001 DELL OPTIPLEX GX110T PC
160309 101606 28/02/2001 26249 G668101 DELL LATITUDE CPxH500GT LAPTOP: BILL COUNTS
160309 102587 30/06/2001 26904 47743-02N-0SL9 DELL 21" MONITOR P1110 - DEBBIE FEHN
160309 103621 31/05/2001 26915 AP021052 APOLLO II CD DISK DUPLICATOR
160309 103646 27/08/1999 24856 WLSFY DELL INSPIRON PPL 3500 LAPTOP - BRYCE GARRETT 8/02
160309 103654 31/05/2001 26369 1SLY801 DELL LATITUDE LS LAPTOP - BILL WEBB 8/02
160309 103656 31/10/2000 26151 7EMT1 DELL LATITUDE CPX LAPTOP - BILL WEBB (8/02)
160309 103729 30/06/2001 OPN5026 2KQXC01 DELL LATITUDE CPx
160311 100046 26/05/2000 25785 VKD53 DELL LAPTOP PC LATITUDE 366XT (BOB MANN)
160311 103101 31/03/2001 IPN1234 8NTV501 DELL LATITUDE CPx LAPTOP - DENNIS SERGEANT 9/2002
160311 103610 31/03/2001 IPN1063 90AHA DELL LATITUDE CPX LAPTOP (JASON VALDEZ 9/2002)
160311 103930 20/02/2003 27379 NONE PC FOR JOHN BLUE, FIELD SERVICE
160311 103931 20/02/2003 27380 33G2301 PC FOR TANSIL BOWEN, FIELD SERVICE
160311 103932 20/02/2003 27381 NONE PC FOR HOLGER BRANDES, FIELD SERVICE
160311 103935 20/02/2003 27384 B3G2301 PC FOR JERRY DRISKELL, FIELD SERVICE
160311 103936 20/02/2003 27385 C606401 PC FOR ERNIE ESPINO, FIELD SERVICE
160311 103942 20/02/2003 27391 6606401 PC FOR ROBERT L. HUGHES, FIELD SERVICE
160311 103943 20/02/2003 27392 NONE PC FOR HENRY T. KIENEKER, FIELD SERVICE
Page 11 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160311 103949 20/02/2003 27398 74KSB PC FOR RONNY POSTON, FIELD SERVICE
160311 103951 20/02/2003 27400 8NTV501 PC FOR DENNIS SERGEANT, FIELD SERVICE
160311 103952 20/02/2003 27401 6IL78 PC FOR ALLEN M. SLEDGE SR., FIELD SERVICE
160311 103953 20/02/2003 27402 8NSR301 PC FOR TONYA SMITH, FIELD SERVICE
160311 103957 20/02/2003 27406 7AKS6 PC FOR RANDALL SWINFORD, FIELD SERVICE
160311 103958 20/02/2003 27407 VRDJQ PC FOR RON WEAVER, FIELD SERVICE
160311 103959 20/02/2003 27408 908AH PC FOR JASON VALDEZ, FIELD SERVICE
160311 103962 20/02/2003 27411 B506401 PC FOR JAMES R. YOUNG, (RICKY), FIELD SERVICE
160316 96930 28/02/1999 24297 TW83901549 LAPTOP PC HP OMNIBOOK
160316 100408 30/06/2000 25863 5RIKS DELL LATITUDE LAPTOP (MADORA ROCKWELL 11/02)
160316 100672 31/08/2000 25511 47743-9CF-2M0B DELL 21" P1110 MONITOR (MADORA ROCKWELL 11/02)
160316 103459 31/08/2000 26153 7WUDL DELL LATITUDE CPX LAPTOP -ANTOINETTE CAMPBELL 6/02
160316 103644 31/08/2000 26154 47801-075-B1E3 MONITOR DELL 19" M990 - ANTOINETTE CAMPBELL (8/02)
160316 103645 31/08/2000 26129 F6WUW DELL LATITUDE CSR LAPTOP - STEVE CHEVIER (8/02)
160316 103647 30/04/1996 22626 5700252DR MONITOR NEC MULTISYNC - BRYCE GARRETT 8/02
160316 103648 31/05/2001 26869 47801-0AC-H158 DELL 17" MONITOR - LONI LE VAN 8/02
160316 103649 31/10/2000 26350 1T3M201 DELL LATITUDE LSH400ST LAPTOP - KIM SHELTON 8/02
160316 103650 31/03/2002 26753 11YSC01 DELL LATITUDE LS LAPTOP - RANDY SUMMERS 8/02
160316 103675 31/08/1997 23317 LAKG8 LAPTOP PC IBM
160316 103677 31/05/2001 26854 3RN4901 DELL LATITUDE LS LAPTOP - LONI LE VAN
160316 103792 31/07/2001 OPN5020 F4YD901 DELL LATITUDE LAPTOP
160318 102495 31/05/2001 26859 96D8K01 DELL GX150 GRAY "SF" SMALL FORM FACTOR BASE PC
160318 102497 31/05/2001 26861 66D8K01 DELL GX150 GRAY "SF" SMALL FORM FACTOR BASE PC
160318 102498 31/05/2001 26862 86D8K01 DELL GX150 GRAY "SF" SMALL FORM FACTOR BASE PC
160318 102499 31/05/2001 26863 7WXCK01 DELL 800 CELERON GX100/S BASE PC
160319 100464 31/07/2000 26001 VC8K3 DELL LATITUDE LAPTOP PC FOR TED BLACK
160319 100739 31/08/2000 26131 2CYAC DELL LATITUDE CPx LAPTOP
160319 101095 31/10/2000 25972 VP1NC DELL LATITUDE CPi LAPTOP
160319 103940 20/02/2003 27389 6P6WH01 PC FOR MIKE GEE, FIELD SERVICE
160319 103941 20/02/2003 27390 4PSR301 PC FOR MELANIE GUILFORD, FIELD SERVICE
160319 103946 20/02/2003 27395 63G2301 PC FOR PHILIP McCOOL, FIELD SERVICE
160319 103956 20/02/2003 27405 GNCY701 PC FOR ROBERT D. STROVERS, FIELD SERVICE
160323 91905 31/10/1997 23205 8014055 LAPTOP PC SOLO 2300
160323 91912 31/10/1997 23212 8014057 LAPTOP PC GATEWAY SOLO
160323 91913 31/10/1997 23213 8014062 LAPTOP PC GATEWAY SOLO
160323 91932 30/11/1997 23251 215602 PENTIUM PC
160323 96270 31/08/1998 23982 JL72640506 VIEWSONIC G771 17" MONITOR
160323 96320 30/09/1998 23819 US82020454 HP VECTRA VL PC
160323 96322 30/09/1998 23862 TW74611571 LAPTOP PC HP OMNIBOOK 3000CTX
160323 96323 30/09/1998 23863 TW74711751 LAPTOP PC HP OMNIBOOK 3000CTX
160323 96324 30/09/1998 23814 5G81470263 MONITOR 17" OPTIQUEST Q71
160323 98246 27/08/1999 24845 1FBPG DELL PC PIII
160323 98247 27/08/1999 24846 1FBPB DELL PC PIII
160323 98250 27/08/1999 24844 WM8QX LAPTOP PC DELL LATTITUDE
160323 100564 31/07/2000 25914 47743-05M-2X4F DELL MONITOR 21" P1110 ULTRASCAN
160323 100574 31/07/2000 25883 2MGV00B DELL OptiPLEX GX110 PC
160323 100575 31/07/2000 26045 GLGV00B DELL OptiPLEX GX110 PC
160323 100576 31/07/2000 26046 JLGV00B DELL OptiPLEX GX110 PC
160323 100577 31/07/2000 26047 HLGV00B DELL OptiPLEX GX110 PC
160323 100578 31/07/2000 26048 4MGV00B DELL OptiPLEX GX110 PC
160323 100579 31/07/2000 26049 6MGV00B DELL OptiPLEX GX110 PC
160323 100580 31/07/2000 26050 9MGV00B DELL OptiPLEX GX110 PC
160323 100581 31/07/2000 26051 5MGV00B DELL OptiPLEX GX110 PC
160323 100582 31/07/2000 26052 3MGV00B DELL OptiPLEX GX110 PC
160323 100661 31/08/2000 25632 FBBXE DELL LATITUDE CPx LAPTOP WITH 19" M990 MONITOR
160323 102460 31/05/2001 26665 JLLZF01 DELL OPTIPLEX GX110 PC: THOMAS WATSON
160323 102461 31/05/2001 26855 GLLZF01 DELL OPTIPLEX GX110 PC: ANTHONY WILSON
160323 102462 31/05/2001 26856 1MLZF01 DELL OPTIPLEX GX110 PC: STACIE WOOD
160323 103332 31/12/1999 24736 11BI1 DELL PC OPTIPLEX GX1
160327 100143 31/03/2000 25712 VMHYY DELL LAPTOP PC LATITUDE FOR ROBERT STERFORTH
160327 103225 31/03/2002 27054 JFXJM01 DELL LATITUDE C600 LAPTOP PC
160327 103651 31/03/2001 26661 F9YGB01 DELL LATITUDE CPX - SCOTT REISINGER 8/02
160327 103652 28/02/1999 24432 USCC010223 PRINTER HP LASERJET 8100N - SCOTT REISINGER 8/02
160327 103653 31/08/2000 26003 8INGS DELL LATITUDE CPX LAPTOP - KEITH KIRKENDOLL 8/02
160329 95731 30/04/1998 23580 7119961 MONITOR SONY TRINITRON
160329 95732 30/04/1998 23579 5231138 PC MULTIMEDIA
160329 95734 30/04/1998 23447 5G75135291 MONITOR OPTIQUEST
160329 97998 30/06/1999 24733 92M7152327 PC PENTIUM II P2B-DS
160329 97999 30/06/1999 24734 MM11901853 MONITOR 19" VIEWSONIC E790
160329 98000 30/06/1999 24735 MM11901853 MONITOR 19" VIEWSONIC E790
160329 98020 30/06/1999 24733 VIDEO PROCESSOR MODULE FOR PC
160329 100142 31/05/1999 23966 BC698294137 LAPTOP PC GATEWAY SOLO 2500
160329 100607 31/07/2000 26053 4ANLM DELL PC OPTIPLEX GX16
160329 101187 31/10/2000 26491 4RGC5 DELL OPTIPLEX GX1 PC
160329 101419 30/11/2000 26597 MONITOR 21" VIEWSONIC G810
160329 101420 30/11/2000 26598 MONITOR 21" VIEWSONIC G810
160329 101421 30/11/2000 26599 2015491 MONITOR 14" SONY TRINITRON
160329 101422 30/11/2000 26600 2015499 MONITOR 14" SONY TRINITRON
160329 101548 28/02/2001 26653 11NQ801 DELL PRECISION 420 WORKSTATION: XIANPING QU
Page 12 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160331 91887 31/07/1997 23258 JC-2145UMA MONITOR 21" NEC
160331 91898 30/11/1997 23319 8330328 LAPTOP PC GATEWAY SOLO
160331 91899 30/09/1997 23155 7855666 LAPTOP PC GATEWAY SOLO
160331 95856 31/05/1998 23626 7521 PC INTEL PII/333MHZ
160331 96269 31/08/1998 23981 JL72639750 VIEWSONIC G771 17" MONITOR
160331 96326 30/09/1998 23816 5G81470286 MONITOR 17" OPTIQUEST Q71
160331 96480 31/10/1998 24200 8944553 LAPTOP PC GATEWAY SOLO 2300
160331 96484 31/10/1998 24250 SG8161X1WS COLOR PRINTER HP C5870A
160331 96485 31/10/1998 23976 7893 PC PENTIUM TOWER 400MHZ
160331 96486 31/10/1998 23977 7894 PC PENTIUM TOWER 400 MHZ
160331 96945 28/02/1999 24381 12467709 LAPTOP PC GATEWAY SOLO 9100XL
160331 97823 30/06/1999 24522 US84460570 PC HP KAYAK XA
160331 97851 31/05/1999 24649 13460742 LAPTOP PC GATEWAY SOLO 2500SE
160331 98018 30/06/1999 24717 250877962 CISCO 2509 ROUTER 2500 SERIES
160331 98028 30/06/1999 24583 US91006407 HP VECTRA VC VE8/HPD6599N - BILL JERNIGAN 9/2002
160331 98033 30/06/1999 24588 US91006229 HP VECTRA VC VE8/HPD6599N - BILL JERNIGAN 9/2002
160331 98044 30/06/1999 24613 BC599130095 GATEWAY SOLO 5150
160331 99374 31/12/1999 25368 ESA8C01671 HP DESIGN JET 1050C PRINTER
160331 99928 31/03/2000 25726 VDX6S DELL LAPTOP PC LATITUDE FOR BILL HYMES
160331 102435 31/05/2001 26363 8S9X801 DELL LATITUDE CPx LAPTOP: BOB BLISS
160331 102436 31/05/2001 26368 7S9X801 DELL LATITUDE CPx LAPTOP: BRUCE SALLS
160331 102988 31/10/2001 26666 933YF01 DELL LATITUDE PC - BILL JERNIGAN
160331 102989 31/10/2001 26857 C33YF01 DELL LATITUDE PC - APRIL PERRYMAN
160331 103232 31/03/2002 27056 10756042 1 Port Fast Ethernet 100 Base TX Adapter
160331 103921 31/01/2003 27353 HZ6M911 DELL LAPTOP USED AS A GR303 ANALYZER TNC/EOC
160334 91722 31/01/1997 23001 11623623 LAPTOP PC
160334 98838 30/09/1999 24841 55347B1J5059 DELL MONITOR ULTRASCAN 1600HS 21"
160334 98859 30/09/1999 24793 1DTK4 DELL PC 6400 PII/MT 410
160334 98869 30/09/1999 24820 1DTMX DELL PC 6400 PII/MT 410
160334 99230 26/11/1999 25037 72EVJ DELL PC 6500 PIII
160334 99434 31/12/1999 25284 8MAXC DELL PC PRECISION 410
160334 100059 26/05/2000 25507 F4DFE DELL LAPTOP PC LATITUDE
160334 100489 31/07/2000 25672 47743-033-1275 DELL MONITOR 21" P1110 ULTRASCAN
160334 100966 30/09/2000 26281 1XYZ101 DELL LATITUDE CPX LAPTOP - VAUGHAN HARDMAN
160352 101627 28/02/2001 26356 59WR301 DELL OPTIPLEX GX110 PC : KATHLEEN McILRAITH
160352 103561 20/11/2000 18224 JB4J2601 DELL LATITUDE CPX LAPTOP
160352 103657 31/08/2000 25932 G2BM10B DELL COMPUTER GX110 - JILL HAMPTON 8/02
160360 103047 31/03/2001 IPN1001 SUSBB323213 HP LASERJET 4050N PRINTER
160360 103680 31/03/2001 184-1636 VPKL8 DELL LATITUDE CPi LAPTOP - DONNA SMITH
160360 103686 31/10/2000 184-1535 8AST6 DELL LATITUDE LS - TOM MYERS (8/02)
160360 103713 31/12/2000 184-1594 37DT601 Dell Latitude CSx Laptop for Rick Schiffler (8/02)
160361 103031 31/12/2001 26891 8095622 32" Monitor with Multi-use Cabinet
160361 103659 31/01/2001 184-1563 FHBL301 DELL LATITUDE CSX - IAN DAUM 8/02
160361 103660 28/02/2001 184-1523 72ABD DELL LATITUDE LS LAPTOP - JOSE FARINAS 8/02
160361 103661 31/03/2001 184-1540 8RUGP DELL LATITUDE CSX LAPTOP PC - LYLE FRANK 8/02
160361 103662 25/02/2000 184-1212 WPD82 DELL LATITUDE CPIA 3-36 MHZ PC - DICK SPOSITO 8/02
160362 102906 30/09/2001 27043 8735J01 DELL LATITUDE LS H500ST LAPTOP
160363 101561 30/06/1999 184-0793 SG72091778 Omnibook 800CT Laptop K. Powers
160363 101562 31/03/2000 184-0824 TW7380019 HP Omnibook for Rod Perkins
160363 101565 30/09/2000 184-1238 WMBWU Dell Latitude Laptop for Rod Perkins
160363 101567 31/01/2001 184-1593 77DT601 Dell Latitude for Karl Powers
160363 101572 31/03/2000 184-0871 TW73600562 HP Omnibook for D. Green
160363 101603 27/08/1999 184-1419 9001472 Dell Latitude LT for K. Powers
160363 101605 31/03/1999 184-0969 TW818D3298 577 Laptop Computer for G. Stevens
160363 103681 31/03/2000 184-0608 78-CX77097 IBM THINKPAD FOR M. KAVANAUGH
160363 103682 31/03/2000 NONE HP OMNIBOOK 2100 FOR J. ROSS
160366 103685 30/08/2000 NONE 4L46101 DELL LATITUDE PCX 500 P III - JIM COURITS
160369 102471 31/05/2001 26667 J5MFG01 DELL LATITUDE LAPTOP PC FOR GREGG SWANSON
160400 97863 31/05/1999 24651 USEB041949 HP LASERJET PRINTER
160400 98122 30/07/1999 24745 WJ6W9 DELL LATITUDE CPID300XT
160400 98124 30/07/1999 24770 8000730X DELL LATITUDE LAPTOP PC
160400 100639 31/08/2000 25933 77IL2 DELL LATITUDE LS LAPTOP
160400 101653 28/02/2001 26662 BQGVB01 DELL OPTIPLEX GX110 PC : DIANA PICKENS
160400 103026 31/12/2001 26670 9TKTL01 DELL LATITUDE L400 LAPTOP PC - MARK MITFORD
160400 103204 28/02/2001 17532 91K32 DELL LAPTOP LATITUDE LS
160409 99362 31/12/1999 24737 11BG4 DELL PC OPTIPLEX GX1 - JUDY McNUTT
160409 103046 31/03/2001 IPN1002 SUSBB323209 HP LASERJET 4050N PRINTER - JUDY McNUTT
160410 91480 18/04/1996 22612 PB1I0897 LAPTOP PC
160410 95862 31/05/1998 23521 US80914999 PC HP VECTRA D5726T
160410 100961 30/09/2000 26275 4C10201 DELL LATITUDE CPX LAPTOP (MATT ROHRE)
160411 98137 30/07/1999 24484 85170943 XYLAN OMNIS / R-9 LAN EQUIPMENT
160411 98138 30/07/1999 24485 84970146 XYLAN OMNIS / R-9 LAN EQUIPMENT
160411 98139 30/07/1999 24486 85170952 XYLAN OMNIS / R-9 LAN EQUIPMENT
160411 98141 30/07/1999 24488 84970277 XYLAN OMNIS / R-9 LAN EQUIPMENT
160411 98142 30/07/1999 24489 85170944 XYLAN OMNIS / R-9 LAN EQUIPMENT
160411 98143 30/07/1999 24490 85170904 XYLAN OMNIS / R-9 LAN EQUIPMENT
160411 98144 30/07/1999 24491 84970231 XYLAN OMNIS / R-9 LAN EQUIPMENT
160411 98145 30/07/1999 24492 84970173 XYLAN OMNIS / R-9 LAN EQUIPMENT
160411 98146 30/07/1999 24493 90100116 NETSCOUT M7221R/ET/32 DUAL LAN EQUIPMENT
Page 13 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160411 98147 30/07/1999 24494 90100115 NETSCOUT M7221R/ET/32 DUAL LAN EQUIPMENT
160411 98148 30/07/1999 24495 90100112 NETSCOUT M7401R/ET/32 T3 HSSI LAN EQUIPMENT
160411 98149 30/07/1999 24496 90100117 NETSCOUT M7221R/ET/32 DUAL LAN EQUIPMENT
160411 98151 30/07/1999 24499 90100114 NETSCOUT M7301R/ET/32 QUAD MULTIPORT LAN EQUIPMENT
160411 99010 29/10/1999 24945 4A4EG DELL PIII PC
160411 100411 30/06/2000 25864 5RIKV DELL LATITUDE LAPTOP
160411 103032 31/12/2001 26994 8090265 32" Monitor with Multi-use Cabinet
160411 103033 31/12/2001 26892 0001973011A0 Intelligent Switch
160411 103082 31/03/2001 IPN1159 8NJ2201 DELL PRECISION 420 PC - FACILITIES SECURITY 10/02
160411 103158 28/02/2002 26892 NONE INP4 System Controler Card
160411 103159 28/02/2002 26995 82002700EBAFA7 Polycom FX IP Ony Unit
160411 103160 28/02/2002 27051 8102545 32" Monitor with Multi-use Cabinet
160411 103161 28/02/2002 27052 8102195 2011300 - 32" Monitor with Multi-use Cabinet?
160411 103162 28/02/2002 27088 8090251 32" Monitor with Multi-use Cabinet
160411 103163 28/02/2002 27089 8090213 32" Monitor with Multi-use Cabinet
160413 96272 31/08/1998 23984 JPHF158547 HP COLOR LASERJET C3962A
160413 101683 31/08/2001 26109 6HGV00B DELL OPTIPLEX GX110 PC : RAC HR TRAINING ROOM
160420 71322 31/12/2001 23278 50016725 Cisco 7000/7500 Versatile Interface
160420 71322 31/12/2001 23278 50016725 Cisco 2-Port H88I Port Adapter
160420 71322 31/12/2001 23278 50016725 T38U 300 for UNCH T3 APPS 1 Interface
160420 71322 31/12/2001 23278 50016725 T38U 300 for UNCH T3 APPS 1 Interface
160420 71322 30/09/1997 23278 50016725 CISCO ROUTER
160420 77281 15/10/2002 27208 USC1001836 HP LASERJET 5000N PRINTER C4111A
160420 91322 01/01/1994 22368 JPBD002255 PRINTER
160420 91330 30/06/1994 22369 USDB334751 PRINTER
160420 91476 31/05/1996 22661 SG54300254 NOVELL SERVER
160420 91588 30/11/1996 22840 214033 PENTIUM PC
160420 91633 30/11/1996 22862 214083 PENTIUM PC
160420 91659 31/10/1996 22901 USHB113294 LASERJET PRINTERS
160420 91794 31/07/1997 23106 214907 PENTIUM PC
160420 91813 31/07/1997 23147 215104 PENTIUM PC
160420 91858 31/07/1997 23132 AA006381 PLAINTREE WAVESWITCH
160420 91960 30/11/1997 23398 97015719 E-MAIL SERVER
160420 95826 31/05/1998 23682 US80701248 PC HP D5719 VECTRA VL7 MT
160420 95858 31/05/1998 23524 US81001327 PC SERVER HP NETSERVER LHII PII 300
160420 95971 30/06/1998 23634 US7445397 PC - KAYAK D4701N
160420 95978 30/06/1998 23663 US81109864 PC HP VECTRA VL7 D5710T
160420 96195 31/07/1998 23927 US81201080 HP D6037A LX PRO 200 SERVER
160420 96196 31/07/1998 23928 US81201075 HP D6037A LX PRO 200 SERVER
160420 96197 31/07/1998 23640 US81201094 D6037A LX PRO 200 SERVER
160420 96198 31/07/1998 23882 0131610-9740KE2222 19" MONITOR X7119A
160420 96309 30/09/1998 24130 7979799 CISCO ISDN ROUTER
160420 96341 30/09/1998 23826 6965885 CABLE ANALYZER DSP2000 FLUKE
160420 96342 30/09/1998 23827 6800929 CABLE ANALYZER DSP2000 FLUKE
160420 96349 30/09/1998 23867 US81854259 HP KAYAK PC D4808T
160420 96413 30/09/1998 23640 LXPRO UPGRADE W/RAID 5 DISK SYSTEM
160420 96414 30/09/1998 23928 LXPRO UPGRADE W/RAID5 DISK SYSTEM
160420 96415 30/09/1998 23927 LXPRO UPGRADE W/RAID5 DISK SYSTEM
160420 96472 31/10/1998 24242 SUSMB086107 PRINTER HP LASERJET
160420 96473 31/10/1998 24243 NETSERVER LX PRO 6/200
160420 96490 31/10/1998 24256 SG82500952 HP ADVANCESTACK HUB 10BT SWITCH
160420 96517 31/10/1998 24240 NONE PENTIUM 400 CUSTOM PC
160420 96536 31/10/1998 24247 US83102402 HP LX PRO200 SERVER
160420 96537 31/10/1998 24245 45593515 CISCO 4000 MODULE ROUTER
160420 96537 31/12/2001 24245 45593515 4500/4700 1-Port Fast Enet Module
160420 96538 31/10/1998 24246 45593512 CISCO 4000 MODULE ROUTER
160420 96539 31/10/1998 DISK DRIVES FOR ELECTRONIC GERBER FILES
160420 96544 31/10/1998 24244 11009474 EXABYTE 210 AUTOMATED BACKUP
160420 96599 30/11/1998 CAT 5 DATA CABLES
160420 96619 30/11/1998 24139 US83421237 HP VECTRA PC
160420 96751 31/12/1998 NETWORK EQUIP FIBER OPTIC CABLING
160420 96823 31/12/1998 HP 18.2 GIG SCSI3 DRIVE
160420 96824 31/12/1998 HP 18.2 GIG. SCSI3 DRIVE
160420 96846 31/12/1998 24316 744G1822 8MM TAPE DRIVE
160420 96848 31/12/1998 24324 83691542 XYLAN 4016 SWITCH RIV
160420 96849 31/12/1998 24325 84591401 XYLAN OMNI 9 SWITCH
160420 96850 31/12/1998 24326 83490100 XYLAN OMNI 9 SWITCH
160420 96855 31/12/1998 24319 828E0719 8MM EXTERNAL TAPE DRIVE
160420 96856 31/12/1998 24322 828E0714 8MM EXTERNAL TAPE DRIVE
160420 96859 31/12/1998 24327 81791364 XYLAN OMNI 9 SWITCH
160420 96906 28/02/1999 24003 US83051755 PC HP KAYAK WORKSTATION D6493N
160420 96931 28/02/1999 24405 84970269 XYLAN OMNI SWITCH S/R-9
160420 96933 28/02/1999 24404 8219046BY47250A LAPTOP DELL LATTITUDE CP
160420 96934 28/02/1999 24414 US84500916 SERVER HP E50
160420 96935 28/02/1999 24415 US84500928 SERVER HP E50
160420 96936 28/02/1999 24411 US84500937 SERVER HP E50
160420 96937 28/02/1999 24416 US84500923 SERVER HP E50
160420 97593 31/03/1999 24497 90100129 CV0450 RACKMOUNT DUAL FE HD
160420 97602 31/03/1999 NONE NONE HSSI MODULE
Page 14 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160420 97612 31/03/1999 24500 80605114 NETSCOUT WAN FOUR PORT T1 M8704 ET/64
160420 97613 31/03/1999 24501 80605012 NETSCOUT DUAL INTERFACE HALF DUPLEX 100 BASE TX
160420 97614 31/03/1999 24502 80605011 NETSCOUT DUAL INTERFACE HALF DUPLEX 100 BASE TX
160420 97615 31/03/1999 24503 80605010 NETSCOUT DUAL INTERFACE HALF DUPLEX 100 BASE TX
160420 97616 31/03/1999 24326 NONE NETWORK SWITCH UPGRADE
160420 97620 31/03/1999 24535 52022996 CISCO 5200 MODULE ROUTER
160420 97621 31/03/1999 24216 52024688 CISCO 5200 MODULE ROUTER
160420 97667 31/03/1999 LAN EQUIPMENT HP ADVANCESTACK
160420 97800 31/05/1999 24652 USM0002758 HA DISK ENCLOSURE / HARD DRIVE (OMS CAB)
160420 98053 30/06/1999 24746 USE6000084 HP 9100C DIGITAL SENDERS
160420 98054 30/06/1999 24747 USE6000095 HP 9100C DIGITAL SENDERS
160420 98057 30/06/1999 24631 US84261802 HP KAYAK XA P2-400
160420 98111 30/07/1999 24785 11010067 EXABYTE 210K MAMMATH TAPE LIBRARY BACKUP
160420 98112 30/07/1999 24786 11008003 EXABYTE 210K MAMMATH TAPE DRIVE BACKUP
160420 98120 30/07/1999 24674 9.01167E+15 XYLAN SWITCH
160420 98132 30/07/1999 24784 USQF005498 HP LASERJET PRINTER 4050N
160420 98134 30/07/1999 24788 USCC012009 HP LASERJET PRINTER 8100N
160420 98135 30/07/1999 24789 USCC002492 HP LASERJET PRINTER 8100N
160420 98140 30/07/1999 24487 84970347 XYLAN OMNIS / R-9 LAN EQUIPMENT
160420 98150 30/07/1999 24498 90100113 NETSCOUT M7401R/ET/32 T3 HSSI LAN EQUIPMENT
160420 98239 27/08/1999 24898 47560852 CISCO 4700 ROUTER
160420 98240 27/08/1999 24932 US91702145 HP NETSERVER LH4 D6973A
160420 98241 27/08/1999 24931 US91800007 HP NETSERVER LH4 D7103A
160420 98833 30/09/1999 25126 2GNU0 DELL LAPTOP PC LATTITUDE
160420 98834 30/09/1999 25127 2GPAY DELL LAPTOP PC LATTITUDE
160420 98909 30/09/1999 24909 852C0248 FLEXIPACK DESKTOP ENCLOSURES STONEBRIDGE
160420 98910 30/09/1999 24910 74464526 FLEXIPACK DESKTOP ENCLOSURE STONEBRIDGE
160420 98912 30/09/1999 24911 74861856 FLEXIPACK DESKTOP ENCLOSURE STONEBRIDGE
160420 98913 30/09/1999 25134 852C0245 FLEXIPACK DESKTOP ENCLOSURE STONEBRIDGE
160420 98914 30/09/1999 24923 US91700928 HP NETSERVER E60 D7141T
160420 98915 30/09/1999 25140 17653 HP NETSERVER E60 D7141T
160420 98916 30/09/1999 25135 US91702208 HP NETSERVER LH/4 P3-500
160420 98992 29/10/1999 25141 US83502022 HP E50 SERVER
160420 98993 29/10/1999 25142 US83502023 HP E50 SERVER
160420 99498 25/02/2000 25350 9171RB1K9WA9 MONITOR 21" ULTRASCAN P1110
160420 99570 25/02/2000 25455 917R-4774815P1CNK MONITOR 21" DELL ULTRASCAN P1110
160420 99597 25/02/2000 25592 D5IGU DELL DESKTOP PC PIII (KARLA JEIKOWSKI)
160420 99946 31/03/2000 25740 HDD SYSTEM FOR SW LAB
160420 100024 26/05/2000 25136 45043 POWERWARE PLUS50 UPS POWER SYSTEM
160420 100171 29/10/1999 24247 P2853 MPC 850 BDM DEBUGGER
160420 100224 30/09/1997 23255 Q571347522 MONITOR 21" VIEWSONIC
160420 100367 30/06/2000 25882 ER444ZBA09 POWERWARE 9315 W/CABINET HARNESS
160420 100379 30/06/2000 25922 D240A9844022 CD JUKEBOX PLASMON D240
160420 100380 30/06/2000 25923 D240A9836026 CD JUKEBOX PLASMON D240
160420 100381 30/06/2000 24246 18549 UPGRADE ROUTER WITH CISCO 4000 1-PORT HSSI
160420 100385 30/06/2000 25307 94XL8 DELL PRECISION 610 PC
160420 100386 30/06/2000 25308 9J48E DELL PRECISION 610
160420 100387 30/06/2000 25309 9J47P DELL PRECISION 610 PC
160420 100388 30/06/2000 25920 95HPM DELL POWEREDGE SERVER 4300
160420 100662 31/08/2000 26083 7IHHS DELL LATITUDE CPx LAPTOP
160420 100684 31/10/2000 26090 FF9520B DELL POWEREDGE 6400 SERVER
160420 100685 31/10/2000 26091 J81D20B DELL POWERVAULT 201S TAPE BACKUP
160420 100686 31/10/2000 26089 3134005A2029 DELL POWERVAULT 120T TAPE BACKUP
160420 100689 31/08/2000 26093 JBQ020B DELL PRECISION 420 PIII 933MHZ
160420 100771 31/08/2000 24932 18.2 gig SCSI HARD DRIVE
160420 101021 31/10/2000 26421 US0110634 31922 HP NETSERVER LC3 P3-550 WITH UPGRADE KIT
160420 101040 31/10/2000 25786 5CKD00B DELL PRECISION WORKSTATIONS 420
160420 101041 31/10/2000 25787 8CKD00B DELL PRECISION WORKSTATIONS 420
160420 101042 31/10/2000 25788 7CKD00B DELL PRECISION WORKSTATIONS 420
160420 101043 31/10/2000 25789 6CKD00B DELL PRECISION WORKSTATIONS 420
160420 101045 31/10/2000 25791 47741-04R-50KA DELL ULTRASCAN P991 19" MONITOR
160420 101046 31/10/2000 25792 47741-04P-506H DELL ULTRASCAN P991 19" MONITOR
160420 101050 31/10/2000 26439 2000020080 GIGABIT ETHERNET PROBE 1000 BASE LX
160420 101054 31/10/2000 26487 9.01167E+15 XYLAN OMNI S/R9 SLOT CHASSIS
160420 101124 31/10/2000 26487 NONE MPX MGMT PROCESSOR MODULE FOR OMNI SWITCH/ROUTER
160420 101125 31/10/2000 26487 NONE ETHERNET DESKTOP SWITCHING MODULE
160420 101126 31/10/2000 26081 210220B DELL PRECISION WORKSTATION 420
160420 101127 31/10/2000 26079 310220B DELL PRECISION WORKSTATION 420
160420 101128 31/10/2000 26082 410220B DELL PRECISION WORKSTATION 420
160420 101130 31/10/2000 26084 47742-05J-015J DELL ULTRASCAN P991 19" MONITOR
160420 101131 31/10/2000 26085 47742-05J-015K DELL ULTRASCAN P991 19" MONITOR
160420 101132 31/10/2000 26088 08376T4774201R0B0U DELL ULTRASCAN P991 19" MONITOR
160420 101323 30/11/2000 26525 FPQY501 DELL PRECISION 420 PC WORKSTATION
160420 101759 28/02/2001 26440 9.01167E+15 XYLAN OMNI S/R9 SLOT CHASSIS WITH MODULES
160420 101760 28/02/2001 26441 9.01167E+15 XYLAN OMNI S/R9 SLOT CHASSIS WITH MODULES
160420 101773 28/02/2001 24327 NONE ALCATEL ETHERNET CARD
160420 102160 31/05/2001 24327 NONE ALCATEL ETHERNET CARD
160420 102418 31/05/2001 26818 8376TC0QAZA9 DELL ULTRASCAN P991 19" MONITOR: PAUL HARTMAN
160420 102431 31/05/2001 26819 9399601 DELL OPTIPLEX GX110 PC: PAUL HARTMAN
Page 15 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160420 102432 31/05/2001 26820 B399601 DELL OPTIPLEX GX110 PC: RIV IT TECH
160420 102438 31/05/2001 26847 BN96801 DELL LATITUDE CPx LAPTOP: L.V. TENNISON
160420 102820 31/08/2001 27016 NONE SPOT COOLER: GLC 3612: 36K BTU (REU COMPUTER ROOM)
160420 102846 31/08/2001 24326 ETHERNET MODULE (ALCATEL)
160420 103004 31/03/2001 IPN1125 FFJ2201 DELL PRECISION WORKSTATION 420
160420 103123 31/01/2002 NONE NONE PIM T1 CIRCUIT CARD EQUIP ADDED TO EXISTING PBX
160420 103137 28/02/2002 IPN1058 8D7930B Dell PowerEdge 6400 Server
160420 103138 28/02/2002 IPN1059 CXA15S1425 Dell PowerVault 120T Tape Backup Unit
160420 103139 28/02/2002 IPN1060 825R10B Dell PowerVault 20XS Disk Array
160420 103140 28/02/2002 IPN1097 7JZP10B Dell PowerEdge 2400: Wins/Print Server
160420 103141 28/02/2002 IPN1098 BJZP10B Dell PowerEdge 2400: BDC
160420 103145 28/02/2002 IPN1260 0801/7ZBV2029C70 Superstack II Dual Speed Hub
160420 103146 28/02/2002 IPN1261 0800/KZBS2BB5D7F Superstack II Dual Speed Hub
160420 103147 28/02/2002 IPN1262 0800/7ZBV20085B9 Superstack II Dual Speed Hub
160420 103148 28/02/2002 IPN1272 0800/KZBS2BB5D73 Superstack II Dual Speed Hub
160420 103153 28/02/2002 26888 CXA16S5001 Dell PowerVault 120T Tape Backup Unit
160420 103155 28/02/2002 26404 3TZR201 Dell PowerVault 200S Tape Drive
160420 103156 28/02/2002 26405 US-31340-08E-3005 Dell PowerVault 120T Tape Drive
160420 103157 28/02/2002 26407 DVJR201 Dell PowerEdge 6400 Server
160420 103622 01/12/1997 184-0799 US733011948 INVENTORY NETSERVER LD, PRO, PP 200, MI
160420 103627 31/12/2001 26889 US02316478 HP NETSERVER LC2000 PIII 800
160420 103776 31/10/2001 NONE NONE LAN EQUIPMENT SWITCH (IN BEDFORD: VERIFIED 3/03)
160420 103832 25/02/2000 25392 9171RB29Q2C9 DELL MONITOR 21" P1110 - LORI ACREE
160420 103833 31/03/2001 IPN1183 6RR4201 DELL LATITUDE CPx LAPTOP
160420 103834 30/04/1997 23020 M76510048 MONITOR 20" - MARCY WOODS
160420 103835 25/02/2000 25596 8F5ZH DELL PIII DESKTOP PC
160420 103836 31/12/1999 25272 9171RB14V099 DELL MONITOR ULTRASCAN P1110
160420 103837 31/01/2002 184-1625 11736 Proxy Server Dallas, TX
160420 103838 31/08/2000 26092 GBQ020B DELL PRECISION 420 PIII
160420 103928 31/10/2001 OPN5156 1ZHXF01 DELL POWEREDGE 6400 SERVER
160422 91131 01/07/1991 20223 2915A01754 486-33SX PC
160422 91175 01/07/1993 22023 NORTHGATE 486PC
160422 91236 01/01/1994 22210 1136 486 PC
160422 91273 30/04/1994 22308 5540405217 MONITOR
160422 91294 31/05/1994 22338 5741603073 MONITOR
160422 91368 28/02/1994 22254 MONITOR
160422 91393 30/06/1995 22475 212455 PC - PENTIUM
160422 91427 01/10/1995 22551 Q252803859 MONITOR 21" VIEWSONIC
160422 91482 30/06/1996 22677 NONE PENTIUM PC
160422 91499 30/06/1996 22738 213641 PENTIUM PC
160422 91521 15/08/1996 22703 213792 PENTIUM PC
160422 91529 15/08/1996 22692 M455100278 MONITOR - VIEWSONIC
160422 91530 15/08/1996 22693 M461701746 MONITOR - VIEWSONIC
160422 91534 15/08/1996 22697 M462200603 MONITOR - VIEWSONIC
160422 91537 15/08/1996 22701 M461800361 MONITOR - VIEWSONIC
160422 91539 31/08/1996 22783 M462101289 MONITOR - VIEWSONIC
160422 91540 31/08/1996 22784 M462101290 MONITOR - VIEWSONIC
160422 91544 31/08/1996 22716 6043401528 MONITOR - NEC MULTISYNC
160422 91545 31/08/1996 22714 6303700DR MONITOR NEC MULTISYNC
160422 91559 31/08/1996 22791 213864 PENTIUM PC
160422 91569 30/11/1996 22842 M462101360 MONITOR
160422 91570 30/11/1996 22845 M462101351 MONITOR
160422 91578 30/11/1996 22826 M462101353 MONITOR
160422 91589 30/11/1996 22823 214043 PENTIUM PC
160422 91592 30/11/1996 22829 214042 PENTIUM PC
160422 91626 30/11/1996 22890 M463000636 MONITOR VIEWSONIC 20"
160422 91636 30/11/1996 22859 214084 PENTIUM PC
160422 91641 30/11/1996 22863 Q563209013 MONITOR VIEWSONIC 21"
160422 91646 15/12/1996 22871 Q563410438 MONITOR VIEWSONIC 21"
160422 91692 30/04/1997 23019 M765100373 MONITOR 20"
160422 91699 30/04/1997 23026 M765100376 MONITOR 20"
160422 91702 30/04/1997 23035 M765100447 MONITOR 20"
160422 91704 30/04/1997 22957 214488 PENTIUM PC
160422 91707 30/04/1997 22960 214485 PENTIUM PC
160422 91715 30/04/1997 22968 214495 PENTIUM PC
160422 91726 30/04/1997 23014 Q56226094 MONITOR 21"
160422 91738 30/04/1997 23087 12626297 LAPTOP PC
160422 91749 30/06/1997 23071 M765200214 MONITOR 20"
160422 91750 30/06/1997 23072 M765200129 MONITOR 20"
160422 91754 30/06/1997 23081 M765200120 MONITOR 20"
160422 91760 30/06/1997 23087 M770200330 MONITOR 20"
160422 91764 30/06/1997 23051 214738 PENTIUM PC
160422 91766 30/06/1997 23053 214746 PENTIUM PC
160422 91775 30/06/1997 23133 0007246346 OR 5 LAPTOP PC
160422 91796 31/07/1997 23112 214905 PENTIUM PC
160422 91801 31/07/1997 23117 214922 PENTIUM PC
160422 91803 31/07/1997 23119 214925 PENTIUM PC
160422 91804 31/07/1997 23120 214916 PENTIUM PC
160422 91815 31/07/1997 23148 Q570738938 MONITOR VIEWSONIC 21"
Page 16 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160422 91827 31/07/1997 23182 Q771516139 MONITOR 21" VIEWSONIC
160422 91829 31/08/1997 23181 M772100315 MONITOR 20" VIEWSONIC
160422 91831 31/08/1997 23175 M772100449 MONITOR 20" VIEWSONIC
160422 91832 31/08/1997 23176 M772100342 MONITOR 20" VIEWSONIC
160422 91837 31/08/1997 23172 M772100459 MONITOR 20" VIEWSONIC
160422 91857 30/09/1997 23170 Q771919450 MONITOR 21" VIEWSONIC
160422 91859 30/09/1997 23265 USB6B11113 PRINTER HP DESKJET COLOR
160422 91902 31/08/1997 23325 1S26251E978KZMG7 LAPTOP IBM THINKPAD
160422 91924 30/11/1997 23241 Q772329359 MONITOR VIEWSONIC 21"
160422 91926 30/11/1997 23243 Q772328300 MONITOR VIEWSONIC 21"
160422 91931 31/07/1997 23389 Q771516143 MONITOR 21" VIEWSONIC
160422 91936 31/10/1997 23222 78-DX680 97/03 LAPTOP PC IBM THINKPAD
160422 91942 30/11/1997 23320 78-GH669 97/09 LAPTOP PC IBM
160422 91954 30/11/1997 23312 215648 PENTIUM PC
160422 91957 30/11/1997 23246 M773000701 MONITOR 20' VIEWSONIC
160422 91958 30/11/1997 23244 M773400206 MONITOR 20" VIEWSONIC
160422 95567 31/03/1998 23331 215694 PC PENTIUM
160422 95569 31/03/1998 23406 M774200676 MONITOR VIEWSONIC 20"
160422 95574 31/03/1998 23409 M77400712 MONITOR VIEWSONIC 20"
160422 95582 31/03/1998 23415 215905 PC PENTIUM
160422 95778 31/05/1998 23424 US743Q2362 HP VECTRA VL6 PC
160422 95785 31/05/1998 23435 M774200898 VIEWSONIC 20" G800 MONITOR
160422 95788 31/05/1998 23438 M774200892 VIEWSONICE 20" G800 MONITOR
160422 95800 31/05/1998 23567 7Z00039DE MONITOR 21" MT1298
160422 95801 31/05/1998 23571 7Y01867DE MONITOR 21" MT1298
160422 95807 31/05/1998 23699 (S)TW73911262 HP OMNIBOOK 3000CTX 200MMX LAPTOP
160422 95809 31/05/1998 23698 JL74010480 MONITOR VIEWSONIC 17" C771 .27MM
160422 95829 31/05/1998 23544 (S)TW80210351 LAPTOP PC HP OMNIBOOK 3000CTX
160422 95848 31/05/1998 23537 M774700127 MONITOR VIEWSONIC G800
160422 95850 31/05/1998 23539 M774700130 MONITOR VIEWSONIC G800
160422 95851 31/05/1998 23540 M774700150 MONITOR VIEWSONIC G800
160422 95861 31/05/1998 23522 5G80149230 MONITOR VIEWSONIC
160422 95963 30/06/1998 23547 (S)TW74911177 HP OMNIBOOK 3000CTX
160422 95965 30/06/1998 23549 M774600228 MONITOR G800
160422 95966 30/06/1998 23550 M780200165 VIEWSONIC MONITOR G800
160422 96003 30/06/1998 23467 (S)TW74111834 LAPTOP PC HP OMNIBOOK 3000 CTX
160422 96005 30/06/1998 23444 (S)TW74111311 LAPTOP PC HP OMNIBOOK 3000CTX
160422 96158 31/07/1998 23902 FA7641102 21" MULTISYNC MONITOR--IT-FOPT102
160422 96173 31/07/1998 23609 QH81109729 VIEWSONIC MONITOR
160422 96256 31/08/1998 23894 JP817A0588 HP OMNIBOOK SOJOURN LAPTOP
160422 96275 31/08/1998 23985 QH81414435 VIEWSONIC P810 MONITOR
160422 96313 30/09/1998 23944 US82551246 HP KAYAK D6482N/D6528A COMPUTER
160422 96347 30/09/1998 23806 US81854244 HP KAYAK PC D4808T
160422 96357 30/09/1998 23803 M780900163 MONITOR 20" VIEWSONIC G800
160422 96358 30/09/1998 23802 M780900162 MONITOR 20" VIEWSONIC G800
160422 96359 30/09/1998 23804 M780900182 MONITOR 20" VIEWSONIC G800
160422 96395 30/09/1998 24121 216504 PC PENTIUM PII COMTEQ
160422 96520 31/10/1998 24053 TW818B0844 LAPTOP PC HP OMNIBOOK F1463NT
160422 96525 31/10/1998 23972 216602 PC PENTIUM II
160422 96526 31/10/1998 23973 216603 PC PENTIUM II
160422 96528 31/10/1998 23992 TW821B0503 LAPTOP PC HP OMNIBOOK 4100
160422 96530 31/10/1998 23994 TW823B0074 LAPTOP PC HP OMNIBOOK 4100
160422 96597 30/11/1998 24047 M781200340 VIEWSONIC G800
160422 96598 30/11/1998 24048 M781200361 VIEWSONIC G800
160422 96614 30/11/1998 24100 US83209380 HP VECTRA PC V2 D6565T
160422 96621 30/11/1998 24159 BC598402539 GATEWAY SOLO 5150 LAPTOP PC
160422 96640 30/11/1998 24184 QH82422451 VIEWSONIC P810
160422 96641 30/11/1998 24185 QI83542632 VIEWSONIC P810
160422 96653 30/11/1998 24224 US83851726 PC HP KAYAK XA
160422 96656 30/11/1998 24227 US83851745 PC HP KAYAK XA
160422 96727 31/12/1998 24041 M775100385 VIEWS0NIC MONITOR G800
160422 96733 31/12/1998 24035 M755100458 VIEWSONIC MONITOR G800
160422 96737 31/12/1998 24043 M781200338 VIEWSONIC MONITOR G800
160422 96738 31/12/1998 24026 M781200339 VIEWSONIC MONITOR G800
160422 96770 31/12/1998 24113 H2866C INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96772 31/12/1998 24115 H2866F INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96773 31/12/1998 24117 H2866H INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96774 31/12/1998 24118 H2866J INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96775 31/12/1998 24111 H2866R INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96776 31/12/1998 24112 H2866D INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96778 31/12/1998 24116 H2866N INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96779 31/12/1998 24108 H28668 INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96780 31/12/1998 24109 H2866Q INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96781 31/12/1998 24107 H2866Q INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 96784 31/12/1998 24086 G8D001056 INTERGRAPH 21" COLOR MONITOR
160422 96785 31/12/1998 24087 G8D001447 INTERGRAPH 21" COLOR MONITOR
160422 96786 31/12/1998 24088 G8D001698 INTERGRAPH 21" COLOR MONITOR
160422 96790 31/12/1998 24092 G8D001179 INTERGRAPH 21" COLOR MONITOR
160422 96793 31/12/1998 24095 G8D001754 INTERGRAPH 21" COLOR MONITOR
Page 17 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160422 96809 31/12/1998 24358 Q772331397 VIEWSONIC MONITOR G810
160422 96818 31/12/1998 24307 11476847 GATEWAY SOLO 9100LS
160422 96826 31/12/1998 24346 8G84001540 VIEWSONIC Q71 MONITOR
160422 96894 28/02/1999 24335 84561268 PC HP KAYAK D5766
160422 96897 28/02/1999 24007 US82952527 PC HP KAYAK WORKSTATION D6493N
160422 96903 28/02/1999 24017 US83051759 PC HP KAYAK WORKSTATION D6493N
160422 96929 28/02/1999 24313 US84705892 PC HP VECTRA VE
160422 96944 28/02/1999 24372 12467708 LAPTOP GATEWAY SOLO 9100XL
160422 96948 28/02/1999 24298 US84601801 LAPTOP PC HP OMNIBOOK 2100
160422 96949 28/02/1999 24299 US84601808 LAPTOP HP OMNIBOOK 2100
160422 96950 28/02/1999 24300 US84601714 LAPTOP HP OMNIBOOK 2100
160422 97560 31/03/1999 24393 US90513865 HP VECTRA VE
160422 97563 31/03/1999 24396 US90513849 HP VECTRA VE
160422 97567 31/03/1999 24506 8G8520276 VIEWSONIC Q71
160422 97568 31/03/1999 24507 8G84500869 VIEWSONIC Q71
160422 97571 31/03/1999 24513 8G84500965 VIEWSONIC Q71
160422 97623 31/03/1999 23644 JR81112877 17" VIEWSONIC MONITOR EA771
160422 97794 31/05/1999 24663 8267 PC AMD K6-266 MHZ 3D
160422 97815 31/05/1999 24481 G8H092120 MONITOR 19" GATEWAY VX900
160422 97843 31/05/1999 24590 BC699090923 LAPTOP PC GATEWAY SOLO 2500SE
160422 97991 30/06/1999 24055 10759042 PC GATEWAY PENTIUM II
160422 97993 30/06/1999 24136 10989646 SERVER W/MICROSOFT NT ALR 8200
160422 97997 30/06/1999 24282 TW83800159 LAPTOP HP OMIBOOK 7100
160422 98024 30/06/1999 24579 US91004358 HP VECTRA VC VE8/HPD6599N
160422 98027 30/06/1999 24582 US91004319 HP VECTRA VC VE8/HPD6599N
160422 98029 30/06/1999 24584 US91004896 HP VECTRA VC VE8/HPD6599N
160422 98067 30/06/1999 24625 QI85067305 MONITOR 21" VIEWSONIC G810
160422 98069 30/06/1999 24620 US91681038 PC HP KAYAK XA
160422 98077 30/06/1999 24552 QI84658702 MONITOR 21" VIEWSONIC G810
160422 98092 30/06/1999 24768 US91181677 PC HP KAYAK XA
160422 98125 30/07/1999 24771 8000442X DELL LATITUDE LAPTOP PC
160422 98237 27/08/1999 24933 14197072 LAPTOP PC GATEWAY SOLO 9150SE
160422 98248 27/08/1999 24847 2221DA45KN69 DELL MONITOR 19" P990
160422 98249 27/08/1999 24848 2221DA45KA69 DELL MONITOR 19" P990
160422 98767 30/09/1999 24804 WNSSY DELL LATTITUDE LAPTOP PC CPi300XT
160422 98778 30/09/1999 24875 V1QVK DELL LAPTOP PPI INSPIRON 7000
160422 98779 30/09/1999 24876 V1QVJ DELL LAPTOP PPI INSPIRON 7000
160422 98810 30/09/1999 24705 0YZBQ DELL PC 6400 PII/MT
160422 98818 30/09/1999 24713 55347BOX8139 DELL MONITOR ULTRASCAN 1600HS 21"
160422 98819 30/09/1999 24714 55347BOX8239 DELL MONITOR ULTRASCAN 1600HS 21"
160422 98823 30/09/1999 24696 0YZ7F DELL PC 6400 PII/MT 410
160422 98842 30/09/1999 24797 1F1TJ DELL PC 6400 PII/MT
160422 98853 30/09/1999 24815 1F11W DELL PC 6500 PIII/MT
160422 98854 30/09/1999 24817 1F12V DELL PC 6500 PIII/MT
160422 98855 30/09/1999 25120 1F122 DELL PC 6500 PIII/MT
160422 98860 30/09/1999 24790 1DTLV DELL PC 6400 PII/MT 410
160422 98865 30/09/1999 24825 1DTK9 DELL PC 6400 PII/MT 410
160422 98867 30/09/1999 24822 1DTMS DELL PC 6400 PII/MT 410
160422 98876 30/09/1999 24811 55347B1MBY59 DELL MONITOR ULTRASCAN 1600HS 20"
160422 98880 30/09/1999 24827 55347B1MC159 DELL MONITOR ULTRASCAN 1600HS 20"
160422 98917 30/09/1999 25137 17VMZ DELL PC OPTIPLEX PIII GX1
160422 98918 30/09/1999 25138 17VN4 DELL PC OPTIPLEX PIII GX1
160422 98919 30/09/1999 25139 17VN4 DELL PC OPTIPLEX PIII GX1
160422 99000 29/10/1999 25238 WTZKF DELL LAPTOP PC LATTITUDE CPiA366ST
160422 99017 29/10/1999 24936 55347B2A8A79 DELL 21" MONITOR ULTRASCAN 1600HS
160422 99024 29/10/1999 24960 4A4D4 DELL PC PRECISION 410
160422 99027 29/10/1999 24963 4A4BX DELL PC PRECISION 410
160422 99037 29/10/1999 25128 4A4CF DELL PC PRECISION 410
160422 99039 29/10/1999 24998 5G2LE DELL LAPTOP PC LATTITUDE PPX
160422 99063 29/10/1999 25205 5TGHE DELL PC 6500 PIII/MT
160422 99064 29/10/1999 25206 9171RB02TD79 DELL 21" MONITOR ULTRASCAN 1600HS
160422 99066 29/10/1999 25098 5TGKA DELL PC PRECISION 410
160422 99071 29/10/1999 25103 5TG0A DELL PC PRECISION 410 DESKTOP
160422 99075 29/10/1999 25107 9171RB01SA79 DELL 21" MONITOR ULTRASCAN P1110
160422 99211 26/11/1999 25018 9171RB0KNH89 DELL 21" MONITOR P1110
160422 99212 26/11/1999 25019 9171RB0KPR89 DELL 21" MONITOR P1110
160422 99221 26/11/1999 25028 72EV9 DELL PC 6500 PIII
160422 99224 26/11/1999 25031 72EWP DELL PC 6500 PIII
160422 99239 26/11/1999 25193 706AY DELL PC 6500 PIII
160422 99241 26/11/1999 25195 917RB0J9Z89 DELL MONITOR ULTRASCAN 21" P1110
160422 99247 26/11/1999 25201 917RB0JA089 DELL MONITOR ULTRASCAN 21" P1110
160422 99248 26/11/1999 25202 917RB0J9Y89 DELL MONITOR ULTRASCAN 21" P1110
160422 99256 26/11/1999 25153 6A31W DELL LATTITUDE LAPTOP PC
160422 99263 26/11/1999 25017 6L7CU DELL LATTITUDE LAPTOP PC
160422 99273 26/11/1999 25040 QV93202896 DELL MONITOR 21" G810-2
160422 99274 26/11/1999 25039 75YFT DELL LATTITUDE LAPTOP PC
160422 99290 26/11/1999 25049 7689A DELL PC 6500 PIII
160422 99296 26/11/1999 25222 7685U DELL PC 6500 PIII
160422 99297 26/11/1999 25223 7684I DELL PC 6500 PIII
Page 18 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160422 99300 26/11/1999 25226 7684A DELL PC 6500 PIII
160422 99303 26/11/1999 25229 768KA DELL PC 6500 PIII
160422 99370 31/12/1999 24743 221DA39QM59 DELL 19" MONITOR
160422 99386 25/02/2000 24899 3FFUX DELL LAPTOP PC LATTITUDE PPX
160422 99391 31/12/1999 24903 22Y53 DELL PC OPTIPLEX GX1 - ROBERT MAN
160422 99420 31/12/1999 25270 9171RB14UN99 DELL MONITOR ULTRASCAN P1110
160422 99425 31/12/1999 25275 9171RB14UM99 DELL MONITOR ULTRASCAN P1110
160422 99482 25/02/2000 25314 PVE27 DELL PC PIII DESKTOP
160422 99493 25/02/2000 25345 9171RB1K9VA9 MONITOR 21" ULTRASCAN P1110
160422 99499 25/02/2000 25338 9VE41 DELL PC PIII DESKTOP
160422 99505 25/02/2000 25337 Y3B1G DELL LAPTOP PC INSPIRON 7500 (GEORGE BUABBUD)
160422 99577 25/02/2000 25472 9171RB2A7MC9 MONITOR 20" DELL ULTRASCAN P1110
160422 99615 25/02/2000 25498 9171RB2B90C9 MONITOR 20" DELL ULTRASCAN
160422 99617 25/02/2000 25501 9171RB2B94C9 MONITOR 20" DELL ULTRASCAN
160422 99618 25/02/2000 25503 9171RB2B91C9 MONITOR 20' DELL ULTRASCAN
160422 99623 25/02/2000 25445 D46EB DELL DESKTOP PC PIII 410
160422 99626 25/02/2000 25437 D46E2 DELL DESKTOP PC PIII 410
160422 99634 25/02/2000 25443 D46E9 DELL DESKTOP PC PIII 410
160422 99635 25/02/2000 25442 D46EN DELL DESKTOP PC PIII 410
160422 99880 31/03/2000 25635 1HS2M DELL DESKTOP PD PIII FOR LEASED WAREHOUSE
160422 99883 31/03/2000 25717 VKK5P DELL LAPTOP PC FOR LARRY DARROW
160422 99924 31/03/2000 24900 3G2XL DELL DESKTOP PC JOHN BROWN
160422 99926 31/03/2000 25727 7221D DGWCP-89 DELL M770 17" MONITOR BILL HYMES
160422 100006 31/12/1998 184-1054 TW829B4647 612 - PC for KATHY PRICE (PREVIOUS C. MARTINEZ)
160422 100029 26/05/2000 25262 6ZGKU DELL PC 500 - DOYLE RAY
160422 100037 26/05/2000 25264 6ZGDI DELL PC 500 FOR JOYCE GEORGE
160422 100038 26/05/2000 25259 6ZGCU DELL PC 500 FOR NANCY MUNSON
160422 100040 26/05/2000 25631 BEQVQ LAPTOP PC LATTITUDE CPT C400GT (MIKE RUNDE)
160422 100042 26/05/2000 25594 BEQVP DELL LAPTOP PC LATTITUDE CPT C400GT (DINO DURONIO)
160422 100062 26/05/2000 25781 GE6G7 DELL DESKTOP PC P111 (MARCY WOODS)
160422 100068 26/05/2000 25532 H55PI DELL DESKTOP PC 410
160422 100071 26/05/2000 25535 H55PN DELL DESKTOP PC 410
160422 100075 26/05/2000 25531 47743-9CN-2NPK DELL 21" MONITOR P1110
160422 100077 26/05/2000 25537 47743-PCN-2NPJ DELL 21" MONITOR P1110
160422 100083 26/05/2000 25543 47743-9CF92KT2 DELL 21" MONITOR P1110
160422 100148 29/10/1999 24953 532KE DELL PC HIGH END DESKTOP
160422 100163 29/10/1999 25210 5A582 DELL PC PIII
160422 100185 25/02/2000 25388 9171RB24Q2C9 DELL MONIOTOR 21" P1110
160422 100255 30/09/1998 23898 US82116222 HP VECTRA PC D5721T
160422 100260 30/09/1998 23847 BQK811C08273 MONITOR 15" IMPRESSION
160422 100262 30/09/1998 23849 BQK811C08278 MONITOR 15" IMPRESSION
160422 100285 30/06/1999 23961 BCA080951317 MONITOR SPECTRUM 5VLR
160422 100300 26/11/1999 25177 9171RB0FU789 MONITOR 21" ULTRASCAN P1110
160422 100316 25/02/2000 25385 9171RB29Q1C9 DELL MONITOR 21"
160422 100319 25/02/2000 25393 9171RB1Y9YB9 MONITOR DELL 21" P1110
160422 100321 25/02/2000 25395 9171TB24Q4B9 DELL MONITOR 21" P1110
160422 100326 31/05/1999 24375 12754816 LAPTOP PC GATEWAY SOLO 9100
160422 100346 31/03/1997 22929 214335 PENTIUM PC
160422 100384 30/06/2000 25847 2EFHM DELL INSPIRON 5000 LAPTOP PC FOR TRAINING
160422 100410 30/06/2000 25862 5RIKU DELL LATITUDE LAPTOP FOR SHUBO DASGUPTA
160422 100465 31/07/2000 25468 9171RB264UB9 DELL MONITOR 21" ULTRASCAN P1110
160422 100468 31/07/2000 25629 HAXN2 DELL GX1 DESKTOP PC FOR KHALID SAEED
160422 100475 31/07/2000 25661 1B6ER DELL PC PRECISION 420
160422 100476 31/07/2000 25662 1B7AL DELL PC PRECISION 420
160422 100478 31/07/2000 25664 1B7AH DELL PC PRECISION 420
160422 100479 31/07/2000 25932 G2BM10B DELL PC OPTIPLEX GX110
160422 100481 31/07/2000 25666 1B6EP DELL PC PRECISION 420
160422 100484 31/07/2000 25668 1B7AF DELL PC PRECISION 420
160422 100486 31/07/2000 25669 1B6EM DELL PC PRECISION 420
160422 100487 31/07/2000 25670 1B6EK DELL PC PRECISION 420
160422 100490 31/07/2000 25673 47743-033-OYLD DELL MONITOR 21" P1110 ULTRASCAN
160422 100503 31/07/2000 25686 1B4UR DELL PC PRECISION 420
160422 100508 31/07/2000 25688 1B5AB DELL PC PRECISION 420
160422 100512 31/07/2000 25891 H4W020B DELL PC PRECSION 420
160422 100518 31/07/2000 25896 2SS020B DELL PC PRECSION 420
160422 100530 31/07/2000 25903 94W020B DELL PC PRECSION 420
160422 100534 31/07/2000 25698 47743-033-OYEM DELL MONITOR 21" P1110 ULTRASCAN
160422 100552 31/07/2000 25797 H50K00B DELL PRECISION 420 WORKSTATION
160422 100556 31/07/2000 25906 47743-058-2G81 DELL MONITOR 21" P1110 ULTRASCAN
160422 100589 31/07/2000 26044 DELL M990 19" MONITOR
160422 100630 31/08/2000 25820 9WBQ00B DELL PRECISION 420 WORKSTATION PC
160422 100655 31/08/2000 25598 BUWM5 DELL LATITUDE CPx LAPTOP
160422 100656 31/08/2000 25630 1APHA DELL LATITUDE CPx LAPTOP WITH 19" M990 MONITOR
160422 100657 31/08/2000 25976 8BAB6 DELL LATITUDE CPx LAPTOP
160422 100659 31/08/2000 25973 8BAB8 DELL LATITUDE CPx LAPTOP
160422 100678 31/08/2000 25607 F9WEF DELL LATITUDE CPx LAPTOP
160422 100687 31/08/2000 25608 F9W1I DELL LATITUDE CPx LAPTOP
160422 100700 31/08/2000 25619 H7HE0 DELL WORKSTATION 410 PIII 600MHz
160422 100703 31/08/2000 25567 47741-1A6-707X DELL ULTRASCAN 21" P1110 MONITOR
Page 19 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160422 100708 31/08/2000 25609 47743-01K-0BB5 DELL ULTRASCAN 21" P1110 MONITOR
160422 100709 31/08/2000 25611 47743-01K-0BB7 DELL ULTRASCAN 21" P1110 MONITOR
160422 100711 31/08/2000 25613 47743-01K-0ALJ DELL ULTRASCAN 21" P1110 MONITOR
160422 100714 31/08/2000 26097 JP01114092 HP 20" TRINITRON MONITOR
160422 100725 31/08/2000 26139 FEB5R DELL LATITUDE CPt LAPTOP
160422 100728 31/08/2000 26061 7T30001 DELL WORKSTATION 420 PIII 667MHz
160422 100731 31/08/2000 26064 CT30001 DELL WORKSTATION 420 PIII 667MHz
160422 100732 31/08/2000 26065 1T30001 DELL WORKSTATION 420 PIII 667MHz
160422 100738 31/08/2000 26132 7BAD5 DELL LATITUDE CPx LAPTOP
160422 100740 31/08/2000 26135 VP8Y8 DELL LATITUDE CPi LAPTOP
160422 100743 31/08/2000 25636 QV94415334 VIEWSONIC G810 21" MONITOR
160422 100886 30/09/2000 26282 31JIR DELL LATITUDE CPx LAPTOP
160422 100887 30/09/2000 26225 47743-03D-14X7 DELL 21" P1110 MONITOR
160422 100900 30/09/2000 25554 GGIM8 DELL CELERON WORKSTATION GX100/T
160422 100902 30/09/2000 25556 GGIN2 DELL CELERON WORKSTATION GX100/T
160422 100905 30/09/2000 25559 GGIMB DELL CELERON WORKSTATION GX100/T
160422 100957 30/09/2000 24883 V1RXS DELL LAPTOP INSPIRON 7000
160422 100959 30/09/2000 24884 V1RXP DELL LAPTOP INSPIRON 7000
160422 100973 30/09/2000 26278 3LF340B DELL INSPIRON 7500 LAPTOP (CHAD BAILEY)
160422 100989 30/09/2000 26209 HHBY001 DELL OPTIPLEX GX200
160422 101029 31/10/2000 26190 509P101 DELL OPTIPLEX GX110 PC
160422 101047 31/10/2000 25793 47741-04R-50JM DELL ULTRASCAN P991 19" MONITOR
160422 101069 31/10/2000 26305 47801-08U-B1ER DELL M990 19" MONITOR
160422 101089 31/10/2000 26393 J18W201 DELL PRECISION 420 WORKSTATION
160422 101097 28/02/2001 26010 D104101 DELL LATITUDE CPx LAPTOP
160422 101098 28/02/2001 26482 47801-089-B0JZ DELL M990 19" MONITOR
160422 101099 31/10/2000 26009 3VVP001 DELL OPTIPLEX GX110T PC
160422 101129 31/10/2000 26080 510220B DELL PRECISION WORKSTATION 420
160422 101195 31/10/2000 26015 47743-07R-4QQ8 DELL ULTRASCAN P1110 21" MONITOR
160422 101201 31/10/2000 26021 HRXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160422 101203 31/10/2000 26241 FRXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160422 101204 31/10/2000 26242 9RXM101 DELL PRECISION WORKSTAION 420 MINI-TOWER
160422 101318 30/11/2000 26520 5QQY501 DELL PRECISION 420 PC WORKSTATION
160422 101319 30/11/2000 26523 CPQY501 DELL PRECISION 420 PC WORKSTATION
160422 101332 30/11/2000 26517 47743-09S-60RR DELL ULTRASCAN P1110 MONITOR 21"
160422 101342 30/11/2000 26534 47743-09S-60S2 DELL ULTRASCAN P1110 MONITOR 21"
160422 101388 30/11/2000 26171 47801-07S-H4H6 DELL M781P 17" MONITOR
160422 101393 30/11/2000 26167 47801-01J-IIV27 DELL M781P 17" MONITOR
160422 101426 30/11/2000 26601 97QID DELL LATITUDE LSH400ST LAPTOP
160422 101433 31/12/2000 26355 97KR301 DELL LATITUDE CPx LAPTOP
160422 101434 31/12/2000 26312 9MBG501 DELL LATITUDE CPx LAPTOP
160422 101436 31/12/2000 26594 47800-089-H0H6 DELL M990 19" MONITOR
160422 101447 31/12/2000 26554 47743-0A3-69AL DELL ULTRASCAN P1110 21" MONITOR
160422 101449 31/12/2000 26556 47743-0A3-69BD DELL ULTRASCAN P1110 21" MONITOR
160422 101453 31/12/2000 26560 H4D9601 DELL PRECISION 420 WORKSTATION
160422 101456 31/12/2000 26583 84D9601 DELL PRECISION 420 WORKSTATION
160422 101458 31/12/2000 26585 64D9601 DELL PRECISION 420 WORKSTATION
160422 101474 31/12/2000 26611 47801-0A9-1116N DELL 19" MONITOR M991
160422 101475 31/12/2000 26309 D3XF401 DELL LAPTOP PC LATITUDE CPX
160422 101507 28/02/2001 26541 MB991213018132 MB PC
160422 101539 28/02/2001 26616 47743-0B2-71P5 DELL ULTRASCAN P1110 21" MONITOR: TAMARA CROPP
160422 101541 28/02/2001 26646 47743-0B2-71PA DELL ULTRASCAN P1110 21" MONITOR
160422 101546 28/02/2001 26651 40NQ801 DELL PRECISION 420 WORKSTATION: CHENAY GOINES
160422 101555 28/02/2001 26660 30NQ801 DELL PRECISION 420 WORKSTATION: BINH QUACH
160422 101611 28/02/2001 26308 1RT5401 DELL LATITUDE CPxH500GT LAPTOP: DEBRA RICHARD
160422 101613 28/02/2001 26630 47801-09Q-H0F4 DELL M991 19" MONITOR: RALPH KOLLE
160422 101614 28/02/2001 26314 3QGR501 DELL LATITUDE CPxH500GT LAPTOP: TINA FARRELL
160422 101618 28/02/2001 26562 GLBQ601 DELL OPTIPLEX GX110 PC : CINDY WOOD
160422 101651 28/02/2001 26724 FC42C01 DELL OPTIPLEX GX110 PC : MARCVIEW DATA TRAILS
160422 101713 28/02/2001 25401 6951DJQ2K058 COMPAQ PRESARIO PC : RAC SW LAB
160422 101784 28/02/2001 26754 0AI-H0HS DELL 19" MONITOR M991
160422 102137 31/03/2001 26112 HEDF8 DELL OPTIPLEX GX1 PC FOR CHARLES CASHION
160422 102414 31/05/2001 26838 EYIC4 DELL OPTIPLEX GX1/T: MARK LANGDON
160422 102428 31/05/2001 26849 FLBG501 DELL LATITUDE CPx LAPTOP: SAM GOVEA
160422 102429 31/05/2001 26851 J9ZG501 DELL OPTIPLEX GX110 PC: JULIUS ARRAMBIDEZ
160422 102434 31/05/2001 26831 DW7B801 DELL INSPIRON 8000 LAPTOP: SEAN BURKE
160422 102453 31/05/2001 26664 5CXGB01 DELL LATITUDE CPx LAPTOP: HONG DA LIANG
160422 102478 31/05/2001 26569 B05D801 DELL OPTIPLEX GX110 PC FOR SHAHZAR DURRANI
160422 102496 31/05/2001 26860 B6D8K01 DELL GX150 GRAY "SF" SMALL FORM FACTOR BASE PC
160422 102583 30/06/2001 24874 4CQ3601 DELL LATITUDE CPX LAPTOP PC
160422 102740 31/03/2001 25857 2F9J10B DELL PRECISION 420 WORKSTATION
160422 102756 30/09/1999 US83003979 HP Vectra VE PC - Tony Boukhamn
160422 102794 31/08/2001 26100 4ANLH DELL OPTIPLEX GX110 PC : (PREVIOUSLY TOM HILLSTEN)
160422 102795 31/08/2001 26099 4ANLF DELL OPTIPLEX GX110 PC(PREVIOUSLY THERESA BURDETT)
160422 102796 31/08/2001 26101 4ANLK DELL OPTIPLEX GX110 PC : JOHNNY JOHNSON
160422 102797 31/08/2001 26102 4ANLI DELL OPTIPLEX GX110 PC : LAURA BARNES
160422 102798 31/08/2001 26116 4ANLJ DELL OPTIPLEX GX110 PC : (PREVIOUSLY JESSE DELEON)
160422 102829 31/08/2001 27028 FE1JE DELL LATITUDE CPT LAPTOP PC
160422 102851 31/08/2001 25718 WT1LX DELL LATITUDE LAPTOP PC BILL SMEAD
Page 20 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160422 102852 31/08/2001 25936 VQY7F DELL PC FOR CAROLYN NORDOFF
160422 102865 30/09/2001 26872 GAZ0S DELL OPTIPLEX GX1 PC - JASMINE GRAHAM
160422 102866 30/09/2001 26899 GAZ0I DEKK IOTUOKEX GX1 PC - CARL RUPPRECHT
160422 102868 30/09/2001 26901 GAZ0Q DELL OPTIPLEX GX1 PC - JOHN HARRISON
160422 102869 30/09/2001 26902 GAZ0W DELL OPTIPLEX GX1 PC - DAVID SPREADBURY
160422 102872 30/09/2001 27019 F0IHR DELL LATITUDE CPx LAPTOP PC - BILL WARE
160422 103044 31/03/2001 IPN1003 SUSBB321518 HP LASERJET 4050N PRINTER
160422 103045 31/03/2001 IPN1000 SUSBB321520 HP LASERJET 4050N PRINTER
160422 103048 31/03/2001 IPN1134 2BJ2201 DELL PRECISION WORKSTATION 420
160422 103050 27/03/2001 25799 B50K00B DELL PC PRECISION 420
160422 103052 31/03/2001 IPN1050 VIEWSONIC E790 19" MONITOR
160422 103053 31/03/2001 102259 VIEWSONIC E790 19" MONITOR
160422 103054 30/11/1997 102292 M773400216 MONITOR 20" VIEWSONIC
160422 103057 31/08/1998 102299 US82051131 HP KAYAK PC WORKSTATION D6494
160422 103062 31/12/1998 24037 M775100455 VIEWSONIC MONITOR 20" G800
160422 103063 26/05/2000 25506 FADF1 DELL LAPTOP PC LATITUDE
160422 103070 31/03/2001 IPN1028 F5D730B DELL PRECISION 420 WORKSTATION
160422 103071 31/03/2001 IPN1014 46D730B DELL PRECISION 420 WORKSTATION
160422 103072 31/03/2001 IPN1016 B5D730B DELL PRECISION 420 WORKSTATION
160422 103077 31/03/2001 IPN1154 BNJ2201 DELL PRECISION 420 WORKSTATION
160422 103079 31/03/2001 IPN1156 3SJ2201 DELL PRECISION WORKSTATION
160422 103080 31/03/2001 IPN1157 7SJ2201 DELL PRECISION 420 WORKSTATION
160422 103083 31/03/2001 IPN1160 6NJ2201 DELL PRECISION 420 WORKSTATON
160422 103088 31/03/2001 IPN1122 8JJ2201 DELL PRECISION 420 WORKSTATION
160422 103089 31/03/2001 IPN1124 DFJ2201 DELL PRECISION 420 WORKSTATION
160422 103090 31/03/2001 IPN1126 DJJ2201 DELL PRECISION 420 WORKSTATION
160422 103091 31/03/2001 IPN1127 6BJ2201 DELL PRECISION 420 WORKSTATION
160422 103093 31/03/2001 IPN1129 FJJ2201 DELL PRECISION 420 WORKSTATION
160422 103094 31/03/2001 IPN1130 6FJ2201 DELL PRECISION 420 WORKSTATION
160422 103096 31/03/2001 IPN1133 7BJ2201 DELL PRECISION WORKSTATION
160422 103097 31/03/2001 IPN1186 JD32201 DELL LATITUDE CPx LAPTOP
160422 103099 31/03/2001 IPN1259 XYLAN OMNIS / R-9 ETHERNET SWITCH W/PORTS IPN
160422 103099 31/01/2002 IPN1259 XYLAN OMNIS / R-9 ETHERNET SWITCH W/PORTS IPN
160422 103107 31/03/2001 IPN1131 2KJ2201 DELL PRECISION 420 WORKSTATION
160422 103111 31/03/2001 IPN1081 90AH8 DELL LATITUDE CPx LAPTOP
160422 103112 31/03/2001 IPN1135 8BJ2201 DELL PRECISION 420 WORKSTATION
160422 103113 30/06/1997 23074 M765200212 MONITOR 20"
160422 103114 31/03/1998 23422 M774200674 MONITOR VIEWSONIC 20" G800
160422 103144 28/02/2002 IPN1258 90981756 Xylan Omnis/R-9 Ethernet Switch with Ports
160422 103203 01/12/1997 184-0806 US73217975 HP VECTRA VL P/200 MMX
160422 103206 30/06/2001 OPN5029 6JQXC01 DELL LATITUDE LAPTOP CPX
160422 103208 15/03/2002 OPN5129 5PVNP01 DELL PRECISION MINITOWER C330
160422 103226 31/03/2002 27094 433YF01 DELL LATITUDE CPXJ650GT LAPTOP
160422 103329 30/06/2001 OPN5079 73R8K01 DELL LATITUDE LAPTOP
160422 103331 30/06/2001 OPN5040 JRBVC01 DELL DESKTOP 866 MHZ/113
160422 103333 30/06/2001 CMVN401 DELL LATITUDE LS LAPTOP
160422 103334 29/10/1999 24964 4A4CM DELL PC PRECISION 410
160422 103336 31/12/1998 24042 M775100382 VIEWSONIC MONITOR 20" G800
160422 103362 31/07/2001 OPN5025 5RQQ801 DELL LATITUDE LAPTOP LS
160422 103363 31/07/2001 OPN5013 H6YD901 DELL LATITUDE LAPTOP LS
160422 103364 30/06/2001 OPN5054 FV7KG01 DELL LATITUDE LS LAPTOP
160422 103549 31/03/2001 IPN1188 4F32201 DELL LATITUDE CPx LAPTOP
160422 103550 30/09/2001 27031 7KWEP DELL LATITUDE CPX
160422 103552 30/06/2001 OPN5042 1H9QG01 DELL LATITUDE CPX LAPTOP
160422 103553 30/06/2001 OPN5027 8GQXC01 DELL LATITUDE PPX
160422 103554 31/07/2001 26365 8PQQ801 DELL LATITUDE LS LAPTOP
160422 103555 30/06/2001 ? FLHTH01 DELL LATITUDE LAPTOP
160422 103556 30/06/2001 93R8K01 DELL LATITUDE CPX LAPTOP
160422 103558 31/03/2001 IPN1038 JP-09171R-47743-06 DELL ULTRA SCREEN MONITOR
160422 103560 03/12/1999 14987 VLPYG DELL LATITUDE CPIA366XT LAPTOP
160422 103562 15/06/2000 16352 74ESE DELL LATITUDE CPX LAPTOP
160422 103563 25/07/2000 16952 8ERE7 DELL LATITUDE CPX LAPTOP
160422 103592 01/11/1997 184-0699 78-DF327 IBM THINKPAD LAPTOP 560 P/133
160422 103609 31/03/2001 IPN1019 D5D730B DELL PRECISION 420 WORKSTATION
160422 103614 31/12/1998 24114 H2866V INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 103615 31/12/1998 24110 H28667 INTERGRAPH 400 MHZ ULTRA TOWER PC
160422 103616 31/12/1998 24089 G8D001443 INTERGRAPH 21" COLOR MONITOR
160422 103626 20/11/2000 18217 GB4J601 DELL LATITUDE CPX LAPTOP PC
160422 103628 30/06/2001 N/A 2LHTH01 DELL LATITUDE LAPTOP
160422 103633 31/03/2001 IPN1252 220081 COMTEQ PIII COMPUTER
160422 103635 31/03/2001 IPN1248 200077 COMTEQ PIII COMPUTER
160422 103637 30/06/2001 N/A H2R8K01 DELL LATITUDE LAPTOP CPX
160422 103638 31/07/2001 OPN5009 CQQQ801 DELL LATITUDE LS LAPTOP
160422 103643 27/08/1999 184-1117 WMBXZ DELL LATITUDE CPI LAPTOP
160422 103676 31/03/1997 22976 001-6500411 MONITOR 17"
160422 103678 30/06/2000 25861 5RIKT DELL LATITUDE LAPTOP - SCOTT REISINGER
160422 103683 31/03/1999 184-0950 TW820D2352 LAPTOP HP 2105 FOR J. ROSS
160422 103728 30/06/2001 N/A 8MVNH01 DELL LATITUDE LS LAPTOP
160422 103731 31/07/2000 184-1294 324IL DELL LATITUDE LS LAPTOP
Page 21 of 22
Exhibit 6 Transferred Assets Formerly Owned by CSC International or BT
DEPT ID ASSET # CAP DATE INVTY # SERIAL # ASSET DESCRIPTION
160422 103732 30/06/2001 N/A FMVNH01 DELL LATITUDE LS LAPTOP
160422 103733 29/10/1999 25114 9171RB01SC79 DELL 21" MONITOR ULTRASCAN P1110
160422 103791 30/06/2001 NONE? 3G9QG01 DELL LATITUDE LAPTOP
160422 103800 30/06/1999 24632 US91881041 PC SYSTEM KAYAK XA PC-400
160422 103828 30/06/2001 OPN5050 7F9QG01 DELL LATITUDE CPX LAPTOP
160422 103841 31/07/2000 25930 6EFVD DELL LATITUDE CPx
160422 103844 30/06/2001 OPN5053 HF9QG01 DELL LATITUDE CPx
160422 103865 01/08/1996 184-0512 97-A0BR7 IBM TP560
160422 103866 31/03/1999 184-0919 TW75300961 543 - HP2000 Laptop
160422 103871 30/06/2001 OPN5034 3HQCX01 DELL LATITUDE LAPTOP
160422 103925 28/02/1997 22945 M463500804 MONITOR VIEWSONIC 20"
160422 103969 14/03/2000 15610 VRDJM DELL LATITUDE LAPTOP CPIA366XT
160422 103970 24/01/2001 18679 98YXB01 DELL LATITUDE LAPTOP C600
160422 103972 31/12/2001 27347 016FF9 POLYCOM VIEWSTATION 512 VIDEO CONFERENCE EQUIP
160422 103973 31/07/2001 OPN5010 HQQQ801 DELL LATITUDE LS LAPTOP PC
160422 103974 31/12/2000 26310 JRHG401 DELL GX110 OPTIPLEX PC
160422 103975 31/10/2000 26392 D18W201 DELL PRECISION 420 WORKSTATION
160422 103976 31/03/2001 IPN1155 6SJ2201 DELL PRECISION 420 WORKSTATION
160430 91691 30/04/1997 23018 M765100370 MONITOR 20"
160430 91697 30/04/1997 23024 M765100451 MONITOR 20"
160430 96947 28/02/1999 24387 USBC009551 PRINTER HP LASERJET 8100DN
160430 96951 28/02/1999 24301 US84601805 LAPTOP HP OMNIBOOK 2100
160430 99250 26/11/1999 25204 917RB0J9Q89 DELL MONITOR ULTRASCAN 21" P1110
160430 99815 31/03/2000 25623 VM05F DELL LAPTOP PC DAVID OGLETREE
160430 100971 30/09/2000 26277 2LF340B DELL INSPIRON 7500 LAPTOP (JON LAUGHLIN)
160430 102440 31/05/2001 26853 1T9X801 DELL LATITUDE CPx LAPTOP: RICKY PRASHAD
160430 102867 30/09/2001 26900 GAZ0V DELL OPTIPLEX GX1 PC - (JAN BETZ 8/02)
160430 103005 31/03/2001 IPN1004 SUSBB321524 HP LASERJET 4050N PRINTER
160430 103901 31/10/2000 26492 4RGBI DELL OPTIPLEX GX1 PC
160431 91608 31/03/1994 40139 PHONE SYSTEM
160431 91660 31/10/1996 22902 USHB113528 LASERJET PRINTER
160431 95763 31/05/1998 23660 1273PIMN-A PHONE EQUIP RIV NEAX 2000 IVS
160431 102585 30/06/2001 NONE NONE SURE MICRO ETHERNET CARD 1-PORT FAST ENET
160438 103205 31/07/2001 OPN5014 G7YD901 DELL LATITUDE LAPTOP LS
160501 91492 30/06/1996 22659 6202832DR MONITOR - SANDY BONAR
160501 95568 31/03/1998 23407 M774200720 MONITOR VIEWSONIC 20" - MIKE MELER 10/02
160501 98035 30/06/1999 24642 OSQL 008066 LASER PRINTER 4000N HPC4120A
160501 98036 30/06/1999 24643 OSQL 008064 LASER PRINTER 4000N
160501 99383 25/02/2000 24778 176NK DELL PC OPTIPLEX GX1PIII - SANDY BONAR
160501 99416 31/12/1999 25365 94XKK LAPTOP PC DELL PENTIUM 500 - JANA LOVELY
160501 100150 29/10/1999 24947 532NE DELL PC HIGH END DESKTOP
160501 100541 31/07/2000 25935 6EFVE DELL LATITUDE CPx LAPTOP
160501 103098 31/03/2001 IPN1187 9D32201 DELL LATITUDE CPx LAPTOP
160711 99294 26/11/1999 25220 7683E DELL PC 6500 PIII
160711 103842 29/10/1999 184-1387 US91217484 HP VECTRA VE
160735 100005 30/11/1998 184-0867 TW74113618 532 - Computer for Mark McDonald
160735 100294 29/10/1999 24950 53A77 DELL PC HIGH END DESKTOP
Page 22 of 22
EXHIBIT 7
FORM OF BILL OF SALE
BILL OF SALE
This Bill of Sale (the "Bill of Sale") is made as of [insert
date] by and between Advanced Fiber Communications, Inc., a Delaware corporation
(the "Purchaser") and Marconi Communications, Inc., a Delaware corporation (the
"Seller").
WHEREAS, Purchaser, Advanced Fibre Communications North
America, Inc., a Delaware corporation and a wholly-owned subsidiary of the
Purchaser ("AFCNA"), Seller, an indirect wholly-owned subsidiary of the Parent
(as defined below), Marconi Intellectual Property (Ringfence) Inc., a Delaware
corporation and a wholly-owned subsidiary of Seller ("Marconi IP"), and Marconi
Corporation plc, a public limited liability company incorporated in England and
Wales (registered no. 0067307) (the "Parent") entered into the Asset Purchase
and Sale Agreement dated as of January 5, 2004 (the "Master Agreement");
WHEREAS, in connection with the Master Agreement, Purchaser
and Seller entered into a Transition Services Agreement dated as of January 5,
2004 (the "TSA");
WHEREAS, pursuant to Section 2.15 of the TSA, subject to the
acquisition of such assets from [CSC International or BT], Purchaser has agreed
to enter into an agreement with Seller to purchase from Seller, all of Seller's
right, title and interest in and to certain of the assets of Seller which were
formerly owned by [CSC International or BT] and are described in Schedule 1
hereto (the "TSA Assets");
WHEREAS, pursuant to Section 2.15 of the TSA, subject to the
acquisition of such assets from [CSC International or BT], Seller has agreed to
enter into an agreement with Purchaser to sell to Purchaser, all of Seller's
right, title and interest in and to the TSA Assets;
WHEREAS, capitalized terms used herein and not otherwise defined
herein, shall have the meanings given such terms in the TSA.
NOW THEREFORE, in consideration of [purchase price described
in TSA] and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Purchaser and Seller hereby agree as follows:
1. SALE OF TSA ASSETS. Seller does hereby sell, transfer, assign and
convey to Purchaser, all of Seller's right, title and interest in and
to the TSA Assets. WITH RESPECT TO THE TSA ASSETS, SELLER REPRESENTS
AND WARRANTS ONLY THAT (I) SELLER HAS GOOD TITLE TO THE TSA ASSETS AND
(II) THE TSA ASSETS ARE FREE OF ANY LIENS. IN ALL OTHER RESPECTS,
SELLER CONVEYS THE TSA ASSETS TO PURCHASER ON AN "AS IS," "WHERE IS"
AND "WITH ALL FAULTS" BASIS, WITH NO FURTHER WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING WITH RESPECT TO NON-INFRINGEMENT, MERCHANTABILITY OR
SUITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY PURPOSE.
PURCHASER SHALL BE RESPONSIBLE FOR OBTAINING ANY AND ALL REQUIRED
CONSENTS WITH RESPECT TO SOFTWARE INSTALLED ON,
OR EMBEDDED IN ANY TSA ASSETS, AND SELLER HEREBY DISCLAIMS ANY WARRANTY
WHATSOEVER WITH RESPECT THERETO.
2. SUCCESSORS AND ASSIGNS. All of the covenants, terms and conditions set
forth herein shall be binding upon and shall inure to the benefit of
the parties hereto and their respective successors and assigns.
3. COUNTERPARTS. This Bill of Sale may be executed in more than one
counterparts by the parties hereto, each of which shall be deemed an
original but all of which shall constitute one and the same instrument.
4. GOVERNING LAW. This Agreement and performance under it shall be
governed by and construed in accordance with the applicable laws of the
State of New York, without giving effect to the principles thereof
relating to conflicts of laws and without reference or application of
the United Nations Convention on the International Sale of Goods.
* * *
IN WITNESS WHEREOF, Seller and Purchaser have each caused this
Agreement to be executed by their respective duly authorized representatives on
the dates set forth below to be effective as of [insert date].
Marconi Communications, Inc., Advanced Fiber Communications, Inc.,
By: __________________________________ By: _________________________________
Name: ________________________________ Name: _______________________________
Title: _______________________________ Title: ______________________________
SCHEDULE 1
TSA ASSETS
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE - NET
1. BASIC PROVISIONS ("BASIC PROVISIONS")
PARTIES: This Lease ("LEASE"), dated for reference purposes only December 19,
2003, is made by and between CAMI Industrial, LLC or its assigns ("LESSOR") and
Marconi Communications, Inc. ("LESSEE") (collectively the "PARTIES," or
individually a "PARTY").
PREMISES: That certain real property, including all improvements therein or to
be provided by Lessor under the terms of this Lease, and commonly known as 2100
Reliance Parkway, located in the City of Bedford, County of Tarrant, State of
Texas, and generally described as all of the space within an approximately
165,867 square foot industrial building and the use of the existing parking
areas within the shaded area on the site plan attached as Exhibit "A" hereto,
located on an approximately 22.8 acre parcel of land, as indicated on Exhibit
"A" ("PREMISES"). (See also Paragraph 2).
1.1. TERM: Four (4) years and 0 months ("TERM") commencing on the
date of the closing of the purchase of the Premises by Lessor pursuant to the
Purchase Agreement (as defined in Paragraph 23) ("COMMENCEMENT DATE") and ending
on the last day of the calendar month that is 48 months following the
Commencement Date ("EXPIRATION DATE"). (See also Paragraph 3 and Paragraph 23).
Promptly following the closing of the purchase of the Premises pursuant to the
Purchase Agreement, the Parties will execute and deliver to each other a
memorandum setting forth the actual calendar day of the Commencement Date
hereunder, which memorandum shall be deemed to modify this Lease and constitute
a part thereof.
1.2. EARLY POSSESSION: Not applicable.
1.3. INITIAL BASE RENT: $63,582.35 per month ("BASE RENT"), payable
in advance on or before the Commencement Date and on the first day of each month
thereafter during the Term (See also Paragraph 4)
1.4. BASE RENT PAID UPON EXECUTION: Not applicable,
1.5. SECURITY DEPOSIT: $63,582.35 on or before the Commencement
Date ("SECURITY DEPOSIT"). (See also Paragraph 5)
1.6. AGREED USE: Office, warehousing and product testing of fiber
optic cabling and related uses (See also Paragraph 6)
1.7. INSURING PARTY. Lessor is the "INSURING PARTY" unless
otherwise stated herein. (See also Paragraph 8)
REAL ESTATE BROKERS (see also Paragraph 15): Not applicable.
1.8. GUARANTOR. Not applicable.
1.9. ADDENDA AND EXHIBITS. Attached hereto is Exhibit A, which
constitutes a part of this Lease.
2. PREMISES.
2.1. LETTING. Lessor hereby leases to Lessee, and Lessee hereby
leases from Lessor, the Premises, for the term, at the rental, and upon all of
the terms, covenants and conditions set forth in this Lease. Unless otherwise
provided herein, any statement of size set forth in this Lease, or that may have
been used in calculating rental, is an approximation that the Parties agree is
reasonable and the rental based thereon is not subject to revision whether or
not the actual size is more or less.
2.2. CONDITION. THE PREMISES IS BEING DELIVERED TO LESSEE IN AS IS,
WHERE IS CONDITION, AND LESSOR IS NOT MAKING ANY REPRESENTATIONS OR WARRANTIES
AS TO THE HABITABILITY OF THE PREMISES OR THE SUITABILITY OF THE PREMISES
GENERALLY OR FOR ANY PARTICULAR PURPOSE. Lessee acknowledges that Lessee is a
former owner and continuing lessee of the Premises, and, as such, is familiar
with the condition of the Premises and the property on which the Premises are
situated. Without limitation of the foregoing, Lessor makes no warranty
concerning the condition of the existing electrical, plumbing, fire sprinkler,
lighting, heating, ventilating and air conditioning systems ("HVAC"), loading
doors, if any ("BASE BUILDING SYSTEMS"), nor regarding the structural elements
of the roof, bearing walls and foundation of any buildings on the Premises
("BASE BUILDING STRUCTURE") (the Base Building Systems and the Base Building
Structure, collectively, the "BUILDING"). Except as expressly provided in this
Lease, the failure of any of the Base Building Systems, Base Building Structure
or the HVAC as a result of any condition that exists as of the Commencement
Date, or resulting from any condition that exists as of the Commencement Date
shall not constitute a breach or default by Lessor hereunder, nor give rise to
any right of Lessee to not pay Rent or terminate this Lease, but rather Lessee
shall be solely responsible for the repair and restoration of the same to good,
operable and useable condition, except for any repairs or restoration
attributable to (i) the gross negligence or willful misconduct of Lessor or any
occupant of the Premises prior to Lessee's occupancy of the Premises or (ii)
latent defects in the Premises that are not actually known to Lessee or would
not have been discovered by Lessee with reasonable diligence.
2.3. COMPLIANCE. Lessee further acknowledges that since Lessee is a
former owner and continuing lessee of the property, and, as such, is familiar
with the condition of the Premises and the property on which the Premises are
situated Lessor is not making any warranty concerning whether or not the Base
Building Systems and Base Building Structure comply with all applicable laws,
covenants or restrictions of record, building codes, regulations and ordinances
(including, without limitation, the Americans with Disabilities Act of 1990, as
amended) ("APPLICABLE REQUIREMENTS") in effect on the date of execution of this
Lease. Lessee is
STANDARD INDUSTRIAL LEASE DATED FEB 1998 Initials [ILLEGIBLE]
12/19/03 -----------
PAGE 1
responsible for determining whether or not the Premises are in compliance with
Applicable Requirements and whether zoning is appropriate for Lessee's intended
use, and acknowledges that past uses of the Premises may no longer be allowed
under Applicable Requirements. If following the Commencement Date any
non-compliance of the Premises with Applicable Requirements exists that must be
corrected for Lessee's continued use of the Premises, the cost of bringing the
Premises into compliance with Applicable Requirements shall be the sole
obligation of Lessee at Lessee's sole cost and expense, and without regard to
whether such non-compliance existed at the Commencement Date or arose
thereafter, except as provided in the following sentence. If the Applicable
Requirements are hereafter changed (as opposed to being in existence at the
Commencement Date, which is addressed in Paragraphs 2.3(a), 6.2(e) and 6.3
below) so as to require during the term of this Lease the construction of an
addition to or an alteration of the Building, the remediation of any Hazardous
Substance, or the reinforcement or other physical modification of the Building
("CAPITAL EXPENDITURE"), Lessor and Lessee shall allocate the cost of such work
as follows:
(a) Subject to Paragraph 2.3(b) below, if such Capital
Expenditures are required as a result of (i) the specific and unique use of the
Premises by Lessee as compared with uses by tenants in general or (ii)
improvements made or proposed to be made by Lessee, Lessee shall be fully
responsible for the cost thereof, provided, however that if such Capital
Expenditure is required during the last eighteen (18) months of this Lease and
the cost thereof exceeds three (3) months' Base Rent, Lessee may instead
terminate this Lease unless Lessor notifies Lessee, in writing, within ten (10)
days after receipt of Lessee's termination notice that Lessor has elected to pay
the difference between the actual cost thereof and the amount equal to three (3)
months' Base Rent. If Lessee elects termination, Lessee shall immediately cease
the use of the Premises which requires such Capital Expenditure and deliver to
Lessor written notice specifying a termination date at least ninety (90) days
thereafter. Such termination date shall, however, in no event be earlier than
the last day that Lessee could legally utilize the Premises without commencing
such Capital Expenditure.
(b) If such Capital Expenditure is not the result of (i) the
specific and unique use of the Premises by Lessee (such as, governmentally
mandated seismic modifications) or (ii) improvements made or proposed to be made
by Lessee, then Lessor and Lessee shall allocate the obligation to pay for such
costs pursuant to the provisions of Paragraph 7.1(c); provided, however, that if
such Capital Expenditure is required during the last eighteen (18) months of
this Lease, either party shall have the option to terminate this Lease upon
ninety (90) days prior written notice to the other party, unless the
non-terminating party notifies the terminating party, in writing, within ten
(10) days after receipt of the terminating party's termination notice, that the
non-terminating party will pay for such Capital Expenditure. If Lessor is the
terminating party in the immediately preceding sentence, then, notwithstanding
the foregoing, Lessee may remain in possession of the Premises beyond such
90-day period provided Lessee indemnifies Lessor for any liability incurred by
Lessor arising out of Lessee's continued occupancy of the Premises beyond such
90-day period.
2.4. ACKNOWLEDGMENTS. Lessee acknowledges that: (a) it has been
advised by Lessor and/or Brokers to satisfy itself with respect to the condition
of the Premises (including but not limited to the information technology
infrastructure, electrical, HVAC and other air-handling equipment, fire
sprinkler systems, security, environmental aspects, and compliance with
Applicable Requirements), and their suitability for Lessee's intended use, (b)
Lessee has made such investigation as it deems necessary with reference to such
matters and assumes all responsibility therefor as the same relate to its
occupancy of the Premises, and (c) neither Lessor, Lessor's agents, nor any
Broker has made any oral or written representations or warranties with respect
to said matters other than as set forth in this Lease.
3. TERM.
3.1. TERM. The Commencement Date, Expiration Date and Term of this
Lease are as specified in Paragraph 1.1.
4. RENT.
4.1. RENT DEFINED. All monetary obligations of Lessee to Lessor
under the terms of this Lease (except for the Security Deposit) are deemed to be
rent ("RENT").
4.2. PAYMENT. Lessee shall cause payment of Rent to be received by
Lessor in lawful money of the United States, without offset or deduction (except
as specifically permitted in this Lease), on or before the day on which it is
due. Rent for any period during the term hereof which is for less than one (1)
full calendar month shall be prorated based upon the actual number of days of
said month. Payment of Rent shall be made to Lessor at its address stated
herein, by wire transfer of funds as directed by Lessor in writing, or to such
other persons or place or different manner as Lessor may from time to time
designate in writing. Acceptance of a payment which is less than the amount then
due shall not be a waiver of Lessor's rights to the balance of such Rent,
regardless of Lessor's endorsement of any check so stating.
5. SECURITY DEPOSIT. Lessee shall deposit with Lessor upon execution hereof the
Security Deposit as security for Lessee's faithful performance of its
obligations under this Lease. If Lessee fails to pay Rent, or otherwise commits
a Breach of this Lease (taking into account any applicable notice and cure
period), Lessor may, in addition to all other remedies available to Lessor at
law or in equity, use, apply or retain all or any portion of said Security
Deposit for the payment of any amount due Lessor or to reimburse or compensate
Lessor for any liability, cost, expense, loss or damage which Lessor may suffer
or incur by reason thereof. If Lessor uses or applies all or any portion of said
Security Deposit, Lessee shall within thirty (30) days after
STANDARD INDUSTRIAL LEASE DATED FEB 1998 Initials [ILLEGIBLE]
12/19/03 -----------
PAGE 2
written request therefor deposit monies with Lessor sufficient to restore said
Security Deposit to the full amount required by this Lease. Lessor shall not be
required to keep the Security Deposit separate from its general accounts. Within
fourteen (14) days after the expiration or termination of this Lease, if Lessor
elects to apply the Security Deposit only to unpaid Rent, and otherwise within
thirty (30) days after the Premises have been vacated pursuant to Paragraph
7.4(c) below, Lessor shall return that portion of the Security Deposit not used
or applied by Lessor. No part of the Security Deposit shall be considered to be
held in trust, to bear interest or to be prepayment for any monies to be paid by
Lessee under this Lease.
6. USE.
6.1. USE. Lessee shall use and occupy the Premises only for the
Agreed Use, and for no other purpose. Lessee shall not use or permit the
Premises to be used for any other purpose without Lessor's prior written
consent, which shall not unreasonably be withheld. Lessee shall not use or
permit the use of the Premises in a manner that is unlawful, creates damage,
waste or a nuisance, or that disturbs owners and/or occupants of, or causes
damage to neighboring properties.
6.2. HAZARDOUS SUBSTANCES.
(a) REPORTABLE USES REQUIRE CONSENT. The term "HAZARDOUS
SUBSTANCE" as used in this Lease shall mean any product, substance, or waste
whose presence, use, manufacture, disposal, transportation, or release, either
by itself or in combination with other materials expected to be on the Premises,
is either: (i) potentially injurious to the public health, safety or welfare, to
the environment or the Premises, (ii) regulated or monitored by any governmental
authority, or (iii) a basis for potential liability of Lessor to any
governmental agency or third party under any applicable statute or common law
theory. Hazardous Substances shall include, but not be limited to, hydrocarbons,
petroleum, gasoline, and/or crude oil or any products, by-products or fractions
thereof. Lessee shall not (i) engage in any activity in or on the Premises which
constitutes a Reportable Use of Hazardous Substances without (A) providing
Lessor with at least fifteen (15) days' prior written notice of Lessee's
intention to engage in such activity and (B) obtaining Lessor's express prior
written consent to such activity, which consent may not be unreasonably
withheld, or (ii) engage in any activity not in compliance with all material
Applicable Requirements. "REPORTABLE USE" shall mean (i) the installation or use
of any above or below ground storage tank, (ii) the generation, possession,
storage, use, transportation, or disposal of a Hazardous Substance that requires
a permit from, or with respect to which a report, notice, registration or
business plan is required to be filed with, any governmental authority, and/or
(iii) the presence at the Premises of a Hazardous Substance with respect to
which any Applicable Requirements requires that a notice be given to persons
entering or occupying the Premises or neighboring properties. Notwithstanding
the foregoing, Lessee may use any ordinary and customary materials reasonably
required to be used in the normal course of the Agreed Use, so long as such use
is in compliance with all Applicable Requirements and is not a Reportable Use.
Upon Lessor's prior written request, Lessee will provide to Lessor copies of all
Hazardous Substance manifests, inspection reports, permits and notices of
violation from all government authorities.
(b) DUTY TO INFORM LESSOR. If Lessee knows, or has reasonable
cause to believe, that a Hazardous Substance has come to be located in, on,
under or about the Premises, other than as previously consented to by Lessor or
as otherwise permitted in clause (a) above, Lessee shall immediately give
written notice of such fact to Lessor, and provide Lessor with a copy of any
report, notice, claim or other documentation which it has concerning the
presence of such Hazardous Substance.
(c) LESSEE REMEDIATION. Lessee shall not cause or permit any
Hazardous Substance to be spilled or released in, on, under, or about the
Premises (including through the plumbing or sanitary sewer system) and shall
promptly, at Lessee's expense, take all necessary investigatory and/or remedial
action, whether or not formally ordered or required, for the cleanup of any
contamination of, and for the maintenance, security and/or monitoring of the
Premises, that was caused or materially contributed to by Lessee, or pertaining
to or involving any Hazardous Substance brought onto the Premises during the
term of this Lease, by or for Lessee, or any third party. Notwithstanding the
foregoing, the obligations of Lessee pursuant to this clause (c) shall not apply
to spills or releases of Hazardous Substances in such amounts as do not require
remediation or cleanup under any Applicable Requirements.
(d) LESSEE INDEMNIFICATION. LESSEE SHALL INDEMNIFY, DEFEND AND
HOLD LESSOR, ITS AGENTS, EMPLOYEES, LENDERS AND GROUND LESSOR, IF ANY, HARMLESS
FROM AND AGAINST ANY AND ALL REASONABLY FORESEEABLE DAMAGES, LOSSES,
LIABILITIES, JUDGMENTS, CLAIMS, COSTS, EXPENSES, PENALTIES, AND ATTORNEYS' AND
CONSULTANTS' FEES ARISING OUT OF OR INVOLVING ANY HAZARDOUS SUBSTANCE BROUGHT,
SPILLED OR RELEASED IN, ON, UNDER OR ABOUT THE PREMISES IN VIOLATION OF
APPLICABLE REQUIREMENTS BY OR FOR LESSEE, WHETHER PRIOR TO COMMENCEMENT OF OR
DURING THE TERM OF THIS LEASE, WHICH ARE CAUSED BY THE GROSS NEGLIGENCE OR
WILLFUL MISCONDUCT OF LESSEE, ITS AGENTS, EMPLOYEES, CONTRACTORS,
REPRESENTATIVES OR BUSINESS INVITEES (PROVIDED, HOWEVER, THAT LESSEE SHALL HAVE
NO LIABILITY UNDER THIS LEASE WITH RESPECT TO UNDERGROUND MIGRATION OF ANY
HAZARDOUS SUBSTANCE UNDER THE PREMISES FROM ADJACENT PROPERTIES). LESSEE'S
OBLIGATIONS SHALL INCLUDE, BUT NOT BE LIMITED TO, THE EFFECTS OF ANY
CONTAMINATION OR INJURY TO PERSON, PROPERTY OR THE ENVIRONMENT CREATED OR
SUFFERED BY LESSEE, AND THE REASONABLE COST OF INVESTIGATION, REMOVAL,
REMEDIATION, RESTORATION AND/OR ABATEMENT, AND SHALL SURVIVE THE EXPIRATION OR
TERMINATION OF THIS LEASE. NO EXPIRATION, TERMINATION OR CANCELLATION OF THIS
LEASE SHALL RELEASE LESSEE FROM ITS OBLIGATIONS UNDER THIS LEASE WITH RESPECT TO
HAZARDOUS SUBSTANCES, UNLESS LESSEE AND LESSOR ENTER INTO A RELEASE AGREEMENT IN
CONNECTION THEREWITH AT THE TIME OF SUCH EXPIRATION, TERMINATION OR
CANCELLATION.
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(e) LESSOR INDEMNIFICATION. Lessor and its successors and
assigns shall indemnify, defend, reimburse and hold Lessee, its employees and
lenders, harmless from and against any and all environmental damages, including
the cost of remediation, which are caused by the gross negligence or willful
misconduct of Lessor, its agents, employees, contractors, representatives or
business invitees (provided, however, that Lessor shall have no liability under
this Lease with respect to underground migration of any Hazardous Substances
under the Premises from adjacent properties following the Commencement Date).
Lessor's obligations, as and when required by the Applicable Requirements, shall
include, but not be limited to, the cost of investigation, removal, remediation,
restoration and/or abatement, and shall survive the expiration or termination of
this Lease.
(f) INVESTIGATIONS AND REMEDIATIONS. Lessor shall retain the
responsibility and pay for any investigations or remediation measures required
by governmental entities having jurisdiction with respect to the existence of
Hazardous Substances on the Premises prior to the Commencement Date (provided,
however, that Lessee shall have no liability under this Lease with respect to
underground migration of any Hazardous Substances under the Premises from
adjacent properties), unless such remediation measure is required as a result of
Lessee's use (including "ALTERATIONS", as defined in paragraph 7.3(a) below) of
the Premises, in which event Lessee shall be responsible for such payment.
Lessee shall cooperate fully in any such activities at the request of Lessor,
including allowing Lessor and Lessor's agents to have reasonable access to the
Premises at reasonable times in order to carry out Lessor's investigative and
remedial responsibilities.
(g) LESSOR TERMINATION OPTION. If a Hazardous Substance
Condition occurs during the term of this Lease, unless Lessee is responsible
therefor pursuant to this Paragraph 6 (in which case Lessee shall make the
investigation and remediation thereof required by the Applicable Requirements
and this Lease shall continue in full force and effect, but subject to Lessor's
rights under this Paragraph 6 and Paragraph 13), Lessor may, at Lessor's option,
either (i) investigate and remediate in accordance with Applicable Requirements
such Hazardous Substance Condition, if required, as soon as reasonably possible
at Lessor's expense, in which event this Lease shall continue in full force and
effect, or (ii) if the estimated cost to remediate such condition exceeds the
applicable Early Termination Amount, give written notice to Lessee, within
thirty (30) days after receipt by Lessor of knowledge of the occurrence of such
Hazardous Substance Condition, of Lessor's desire to terminate this Lease as of
the date one hundred twenty (120) days following the date of such notice. In the
event Lessor elects to give a termination notice, Lessee may, within ten (10)
days thereafter, give written notice to Lessor of Lessee's commitment to pay the
amount by which the cost of the remediation of such Hazardous Substance
Condition exceeds the applicable Early Termination Amount. In such event, this
Lease shall continue in full force and effect, and Lessor shall proceed to make
such remediation as soon as reasonably possible. If Lessee does not give such
notice and provide the required funds or assurance thereof within the time
provided, this Lease shall terminate as of the date specified in Lessor's notice
of termination. For purposes of this Paragraph 6.2(g), "EARLY TERMINATION
AMOUNT" shall mean the following: (A) if the applicable Hazardous Substance
Condition occurs during the first twelve consecutive months of the Term, an
amount equal to four (4) times the then monthly Base Rent; (B) if the applicable
Hazardous Substance Condition occurs during the next succeeding twelve
consecutive months of the Term, an amount equal to three (3) times the then
monthly Base Rent; (C) if the applicable Hazardous Substance Condition occurs
during the next succeeding twelve consecutive months of the Term, an amount
equal to two (2) times the then monthly Base Rent; and (D) if the applicable
Hazardous Substance Condition occurs during the final twelve consecutive months
of the Term, an amount equal to then monthly Base Rent.
(h) ASBESTOS NOTICE. BOTH STATE AND FEDERAL APPLICABLE LAW
REQUIRES DISCLOSURE OF ASBESTOS-CONTAINING CONSTRUCTION MATERIALS ("ACM") IN THE
BUILDING. THIS NOTIFICATION IS BEING GIVEN TO PROVIDE THE INFORMATION REQUIRED
UNDER SUCH LEGISLATION IN ORDER TO HELP YOU AVOID ANY UNINTENTIONAL CONTACT WITH
THE ACM, TO ASSURE THAT APPROPRIATE PRECAUTIONARY MEASURES ARE TAKEN BEFORE
DISTURBING ANY ACM, AND TO ASSIST YOU IN MAKING APPROPRIATE DISCLOSURES TO YOUR
EMPLOYEES AND OTHERS, IF ANY. BECAUSE OF THE PERIOD OF TIME THAT THE BUILDING
WAS CONSTRUCTED, THERE ARE ACM IN SOME COMPONENTS OF THE BUILDING. Copies of the
applicable environmental reports, O&M plans and or other applicable materials
(collectively "Asbestos Materials") are available through the office of the
Lessor for your review and application to operations and should be fully and
completely reviewed by your applicable representative. Because any tenant
alterations or other work at the property could disturb ACM and possibly release
asbestos fibers into the air, we require that you use only contractors who are
licensed and qualified to handle ACM. This includes major alterations, but might
also include such activities as drilling or boring holes, installing electrical,
telecommunications or computer lines, sanding floors, removing ceiling tiles or
other work which disturbs ACM. In many cases, such activities will not affect
ACM, but you must confirm same with a contractor licensed to handle ACM. Further
information concerning asbestos handling procedures in general can be obtained
by contacting local, state or federal public health agencies if you wish to
obtain further information regarding handling procedures and restrictions.
6.3. LESSEE'S COMPLIANCE WITH APPLICABLE REQUIREMENTS. Except as
otherwise provided in this Lease, Lessee shall, at Lessee's sole expense, fully,
diligently and in a timely manner, materially comply with all Applicable
Requirements, without regard to whether said requirements are now in effect or
become effective after the Commencement Date. With respect to requirements of
any applicable fire insurance underwriter or rating bureau and the
recommendations of Lessor's engineers and/or consultants which relate in any
manner to the Premises, Lessee shall cooperate with such bureau or consultants
in good faith to address any reasonable concerns raised by such persons. Lessee
shall, within fifteen (15) days after receipt of Lessor's written request or
sooner if required by Applicable Requirements, provide Lessor with copies of all
permits and other documents, and other information evidencing Lessee's
compliance with any Applicable Requirements
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specified by Lessor, and shall immediately upon receipt, notify Lessor in
writing (with copies of any documents involved) of any threatened or actual
claim, notice, citation, warning, complaint or report pertaining to or involving
the failure of Lessee or the Premises to comply with any Applicable
Requirements.
6.4. INSPECTION; COMPLIANCE. Lessor and Lessor's "LENDER" (as
defined in Paragraph 31.1 below) and consultants shall have the right to enter
into Premises at any time, in the case of an emergency, and otherwise at
reasonable times upon reasonable prior notice to Lessee, for the purpose of
inspecting the condition of the Premises and for verifying compliance by Lessee
with this Lease; provided, however, that Lessor shall use good faith reasonable
efforts not to interfere with Lessee's operations on the Premises in the course
of such inspections. The cost of any such inspections shall be paid by Lessor,
unless a violation of Applicable Requirements, or a Hazardous Substance
Condition (see also Paragraph 9.1 (d)) is found to exist or be imminent, or the
inspection is requested or ordered by a governmental authority. In such case,
Lessee shall upon request reimburse Lessor for the cost of such inspections, so
long as such inspection is reasonably related to the violation or contamination.
7. MAINTENANCE; REPAIRS, UTILITY INSTALLATIONS; TRADE FIXTURES; ALTERATIONS AND
SERVICE CONTRACT COSTS.
7.1. LESSEE'S OBLIGATIONS.
(a) IN GENERAL. It is expressly understood and agreed that
Lessor is under no obligation to provide Lessee with any services (including,
without limitation, any security services) except as otherwise expressly set
forth in this Lease. Subject to the provisions of Paragraph 2.2 (Condition), 2.3
(Compliance), 6.3 (Lessee's Compliance with Applicable Requirements), 7.2
(Lessor's Obligations), 9 (Damage or Destruction), and 14 (Condemnation), Lessee
shall, at Lessee's sole expense, keep the Premises, Utility Installations
(intended for Lessee's exclusive use, no matter where located), and Alterations
in good order, condition and repair (whether or not the portion of the Premises
requiring repairs, or the means of repairing the same, are reasonably or readily
accessible to Lessee, and whether or not the need for such repairs occurs as a
result of Lessee's use, any prior use, the elements or the age of such portion
of the Premises), including, but not limited to, all equipment and facilities,
including but not limited to plumbing, HVAC equipment, electrical, lighting
facilities, boilers, pressure vessels, fixtures, interior walls, interior
surfaces of exterior walls, ceilings, floors, windows, doors, plate glass, and
skylights and the parking lot (in the same condition as of the Commencement
Date) but excluding any items which are the responsibility of Lessor pursuant to
Paragraph 7.2. Lessee, in keeping the Premises and the parking lot in good
order, condition and repair, shall exercise commercially reasonable maintenance
practices, specifically including, without limitation, the procurement and
maintenance of the service contracts required by Paragraph 7.1(b) below, and the
procurement of janitorial services through a contractor previously approved by
Lessor. Other than contractors approved by Lessor, no person may be on the roof.
If Lessee requires rail spur service, Lessee, at its sole cost and expense, must
inspect, repair and maintain the physical aspects of the rail spur, and must
comply with and renew, when necessary, directly with the applicable rail service
provider any rail spur service or switch track agreements for the Premises.
Lessee hereby acknowledges that the rail service is provided by Lessor "As-ls,"
"Where Is" without representation or warranty with all faults, and that any
representations or warranties set forth in Article 2 do not apply to the rail
service or the physical condition thereof, and that Lessee has fully satisfied
itself as to such condition of the physical state of the rail spur and the
availability of service for Lessee's needs.
(b) SERVICE CONTRACTS AND COSTS. Lessee shall, at Lessee's
sole expense, procure and maintain contracts, with copies to Lessor, in
customary form and substance for, and with contractors specializing and
experienced in the maintenance of the following equipment and improvements
("BASIC ELEMENTS"), if any, if and when installed on the Premises: (i) HVAC and
other air handling equipment, (ii) boiler and pressure vessels, (iii) fire
extinguishing systems, including fire alarm and/or smoke detection, (iv)
landscaping and irrigation systems, (v) roof covering, membranes and drains
including the portion thereof constituting the Lessor Roof Replacement (as
defined in Paragraph 7.2)(vi) clarifiers (vii) utility feed to the perimeter of
the Building, and (viii) any other equipment, if reasonably required by Lessor.
(c) REPLACEMENT. Subject to Lessee's indemnification of Lessor
as set forth in Paragraph 8.7 below and the provisions of Paragraphs 7.1 (e) and
7.2, and without relieving Lessee of liability resulting from Lessee's failure
to exercise and perform good maintenance practices, if one or more of the Basic
Elements (described in Paragraph 7.1 (b)), and modified by the last sentence of
this Paragraph) cannot be repaired other than at a cost which is in excess of
20% of the cost of replacing such Basic Element, then such Basic Element shall
be replaced by Lessor in a good and workmanlike manner and as expeditiously as
reasonably possible, and the cost thereof shall be allocated between the Parties
as set forth in this Paragraph 7.1 (c). Each Party shall provide notice to the
other of the need to repair or replace a Basic Element in accordance with this
Paragraph 7.2(c) as soon as reasonably practicable. Lessee shall only be
obligated to pay, each month during the remainder of the term of this Lease, on
the date on which Base Rent is due, an amount equal to the product of
multiplying the Lessee's portion of the cost of such replacement by a fraction,
the numerator of which is one, and the denominator of which is the number of
months remaining on the Lease Term. Lessee's portion of the cost of such
replacement is determined by multiplying the total cost of such replacement by a
fraction, the numerator of which is the number of months remaining in the Lease
Term, and the denominator of which is the number of months of the useful life of
such replacement as such useful life is determined by the Parties in their
reasonable judgment (including Interest on the unamortized balance as is then
commercially reasonable in the judgment of the Parties and their respective
accountants). Lessee reserves the right to prepay its obligation at any time.
The intent of this Paragraph 7.1(c) is that Lessee is solely responsible for the
pro rata portion of the cost of replacement attributed to the Lease Term. For
purposes of this Paragraph 7.1 (c)
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(and only this Paragraph 7.1 (c)), Basic Elements shall also include exterior
walls, structural internal walls and beams, and foundation, but shall exclude
HVAC and other air handling equipment.
(d) LESSEE'S RIGHT TO TERMINATE. Notwithstanding anything to
the contrary set forth herein, to the extent that Lessor (or Lender, as
applicable) fails to replace any Basic Element in the manner required by
Paragraph 7.1(c) and Lessee chooses not to perform such obligations of Lessor in
accordance with Paragraph 13.5(b) hereof, then, in addition to any other right
or remedy set forth herein, Lessee shall have the right to terminate this Lease
and its obligations hereunder effective upon thirty (30) days' written notice to
Lessor.
(e) REPLACEMENT OF HVAC EQUIPMENT. Notwithstanding anything to
the contrary set forth in Paragraph 7.1(c), to the extent that the HVAC and
other air handling equipment on the Premises requires replacement consistent
with an obligation of replacement from Lessor as provided in Paragraph 7.1 (c),
at any time during the Term, then Lessee provide Lessor with notice of the need
for such replacement as soon as reasonably practicable, and shall promptly
replace such equipment, as necessary, in accordance with the provisions of
Paragraph 7.1 (a). Lessor shall be responsible for the cost of such replacement,
in an aggregate amount not to exceed $200,000 (the "LESSOR'S HVAC SHARE"), and
Lessee shall be responsible for any costs of such replacement in excess of the
Lessor's HVAC Share. Lessor shall pay the Lessor's HVAC Share to Lessee within
30 days after presentation to Lessor from Lessee of invoices, proof of payment
or lien releases, warranties, Lessee's certification that the work was
completed, copies of all contracts for work performed, and permits, if any, or
governmental consents required for such work
7.2. LESSOR'S OBLIGATIONS. Notwithstanding anything to the contrary
in Paragraph 7.1, Lessor shall have the obligation, at its sole cost and
expense, to replace the roof covering, membranes and drains of the entire
Premises, other than the portion of the roof covering consisting of
approximately 15,000 square feet located above the office area of the Premises
(the "LESSOR ROOF REPLACEMENT"). Lessor shall perform the Lessor Roof
Replacement in a good and workmanlike manner and as expeditiously as reasonably
possible following the Commencement Date, time being of the essence. Except for
the Lessor Roof Replacement, and subject to the provisions of Paragraphs 2.2
(Condition), 2.3 (Compliance), 7.1 (c) (Replacement), 7.1 (e) (HVAC Equipment
Replacement), 9 (Damage or Destruction) and 14 (Condemnation), it is intended by
the Parties hereto that Lessor have no other obligation, in any manner
whatsoever, to repair and maintain the Premises, or the equipment therein, all
of which obligations are intended to be that of the Lessee. Lessor has no
obligation to decorate, alter, repair or improve the Premises. It is the
intention of the Parties that the terms of this Lease govern the respective
obligations of the Parties as to maintenance and repair of the Premises, and
they expressly waive the benefit of any statute now or hereafter in effect to
the extent it is inconsistent with the terms of this Lease.
7.3. UTILITY INSTALLATIONS; TRADE FIXTURES; ALTERATIONS.
(a) DEFINITIONS; CONSENT REQUIRED. The term "UTILITY
INSTALLATIONS" refers to all floor and window coverings, air lines, steam lines,
power panels, electrical distribution, security and fire protection systems,
lighting fixtures, HVAC and other air-handling equipment, plumbing, trash
compactors and fencing in or on the Premises. The term "TRADE FIXTURES" shall
mean Lessee's machinery, equipment and built-in furniture (including, without
limitation, communication systems and information technology infrastructure used
by Lessee) that can be removed without doing material damage to the foundation
and structural components of the Premises. The term "Alterations" shall mean any
modification of the improvements, other than Utility Installations or Trade
Fixtures, whether by addition or deletion. "LESSEE OWNED ALTERATIONS AND/OR
UTILITY INSTALLATIONS" are defined as Alterations and/or Utility Installations
made by Lessee that are not owned by Lessor pursuant to Paragraph 7.4(a). Lessee
shall not make any Alterations or Utility Installations to the Premises without
Lessor's prior written consent. Lessee may, however, make non-structural Utility
Installations to the interior of the Premises (excluding the roof) without such
consent but upon notice to Lessor, as long as they are not visible from the
outside, do not involve puncturing, relocating or removing the roof or any
existing walls, and the cumulative cost thereof during this Lease as extended
does not exceed $50,000 in the aggregate or $10,000 in any one year.
(b) CONSENT. Any Alterations or Utility Installations that
Lessee shall desire to make and which require the consent of the Lessor shall be
presented to Lessor in written form with detailed plans. Consent shall be deemed
conditioned solely upon Lessee's: (i) acquiring all applicable governmental
permits, (ii) furnishing Lessor with copies of both the permits and the plans
and specifications prior to commencement of the work, (iii) compliance with all
conditions of said permits and other Applicable Requirements in a prompt and
expeditious manner and (iv) the making of such Alterations or Utility
Installations by Lessee does not, in Lessor's reasonable belief, materially
diminish the value of the Premises or materially increase the costs of insurance
carried by Lessor with respect to the Premises. Notwithstanding clause (iv)
above to the contrary, Lessor shall consent to any proposed Alterations and
Utility Installations by Lessee so long as Lessee agrees to remove such
Alteration or Utility Installation on the Expiration Date and to substantially
restore the Premises to their condition existing immediately prior to such
Alteration or Utility Installation. Any Alterations or Utility Installations
shall be performed in a workmanlike manner with good and sufficient materials.
Lessee shall promptly upon completion furnish Lessor with as-built plans and
specifications.
(c) LIENS; BONDS; AND INDEMNITY. Lessee shall pay, when due,
all claims for labor or materials furnished or alleged to have been furnished to
or for Lessee at or for use on the Premises, which claims are or may be secured
by any mechanic's or materialmen's lien against the Premises or any interest
therein. Lessee shall give Lessor not less than ten (10) business days' notice
prior to the commencement of any work in, on or about the Premises, and Lessor
shall have the right to post notices of non-responsibility. If
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Lessee shall contest the validity of any such lien, claim or demand, then Lessee
shall, at its sole expense defend and protect itself, Lessor and the Premises
against the same and shall pay and satisfy any such adverse judgment that may be
rendered thereon before the enforcement thereof.
7.4. OWNERSHIP; REMOVAL; SURRENDER; AND RESTORATION.
(a) OWNERSHIP. Subject to Lessor's right to require removal or
elect ownership as hereinafter provided, all Alterations and Utility
Installations existing on the Premises as of the Commencement Date shall be
deemed to be part of the Premises and the property of Lessor. Alterations and
Utility Installations, if any, made by Lessee during the Term shall be deemed to
be the property of Lessor and considered a part of the Premises, unless
otherwise instructed per Paragraph 7.4(b) hereof or agreed otherwise by Lessee
and Lessor prior to the making of such Alteration or Utility Installation.
Unless otherwise instructed per Paragraph 7.4(b) hereof, all Lessee Owned
Alterations and Utility Installations remaining on the Premises at the
expiration or termination of this Lease shall become the property of Lessor and
be surrendered by Lessee with the Premises.
(b) REMOVAL. If Lessor requires by written notice to Lessee
within 30 days of Lessee's notice of planned Alterations or Utility
Installations on the Premises that it will require removal by the expiration or
termination of the lease, such Alterations or Utility Installations shall be
deemed to be Lessee Owned Alterations or Utility Installations and Lessee shall
be required to remove any such Alteration or Installation by the expiration or
earlier termination of this Lease. Lessor may require the removal at any time of
all or any part of any Lessee Owned Alterations or Utility Installations made
without the required consent.
(c) SURRENDER/RESTORATION. Lessee shall surrender the Premises
(including, without limitation, the driveway and parking lots) by the Expiration
Date or any earlier termination date, with all of the improvements (except those
described in Paragraph 7.4(b) above), parts and surfaces thereof broom clean and
free of debris, and in good operating order, condition and state of repair,
ordinary wear and tear and damage by fire or other casualty excepted. Ordinary
wear and tear shall not include any damage or deterioration that would have been
prevented by good maintenance practice. Lessee shall repair any damage
occasioned by the installation, maintenance or removal of Trade Fixtures, Lessee
Owned Alterations and/or Utility Installations, furnishings, and equipment as
well as the removal of any storage tank installed by or for Lessee, and the
removal, replacement, or remediation of any soil, material or groundwater
contaminated by Lessee. The failure by Lessee to timely vacate the Premises
pursuant to this Paragraph 7.4(c) without the express written consent of Lessor
shall constitute a holdover under the provisions of Paragraph 27 below.
(d) OPTION TO TRANSFER TRADE FIXTURES. Trade Fixtures shall
remain the property of Lessee and shall be removed by Lessee; provided, however,
that, if Lessee, in its sole discretion, desires to transfer any of the
Lessee-owned Trade Fixtures to Lessor upon the surrender of the Premises, Lessee
shall provide written notice to Lessor within 60 days of the scheduled
Expiration Date specifically identifying such Trade Fixtures that Lessee desires
to transfer to Lessor. If Lessor, in its sole discretion, is willing to acquire
any of the requested Trade Fixtures from Lessee then Lessee shall transfer such
Trade Fixtures to Lessor, for no additional consideration, on the Expiration
Date. The Parties shall execute and deliver to each other any documents and
instruments necessary to evidence such transfer in a form mutually acceptable to
the Parties. The physical transfer of any Trade Fixtures transferred by Lessee
to Lessor as contemplated by this Paragraph 7.4(d) shall be no earlier than the
date on which Lessee surrenders the Premises to Lessor. If the Parties agree to
transfer any Trade Fixtures on the Expiration Date in accordance with this
Paragraph 7.4(d), Lessee shall have no obligation to remove such Trade Fixtures
from the Premises. Absent such agreement, Lessee shall be required to remove
such Trade Fixtures from the Premises in accordance with the terms of this
Lease.
8. INSURANCE; INDEMNITY.
8.1 PAYMENT FOR INSURANCE. Lessee shall pay for all insurance
required under Paragraph 8. Premiums for policy periods commencing prior to or
extending beyond the Lease term shall be prorated to correspond to the Lease
term within thirty (30) days of Lessee's receipt of an invoice for such
expenses, issued by Lessor at such time as to permit payment by Lessee
immediately prior to the commencement of each successive semi-annual insurance
term.
8.2 LIABILITY INSURANCE. Lessee shall obtain and keep in force
during the term of this Lease a Commercial General Liability ("CGL") policy of
insurance (individually or together with a policy of umbrella excess liability
insurance) protecting Lessee, Lessor and any Lender(s) whose names have been
provided to Lessee in writing (as insureds) against claims for bodily injury,
property damage, personal injury and advertising injury based upon, relating to,
involving, or arising out of the ownership, use, occupancy, or maintenance of
the Premises and all areas appurtenant thereto. Lessee shall promptly provide
Lessor with evidence of such insurance in the form of an endorsement to the
policy. Such insurance shall be on an occurrence basis for bodily injury and
property damage coverage, providing coverage in an amount not less than
$2,000,000 for damages because of all bodily injury and property damage arising
out of any one occurrence and coverage in an amount not less than $2,000,000 for
all damages because of all personal injury and all advertising injury sustained
by any one person or organization. The insurance shall include an "Additional
Insured - Managers, Lessors, of Premises" endorsement and contain the "Amendment
of the Pollution Exclusion" endorsement for damage or injury caused by heat,
smoke or fumes from a hostile fire. The limits of said insurance required by
this Lease or as carried by Lessee shall not, however, limit the liability of
Lessee, nor relieve Lessee of any obligation hereunder. All insurance to be
carried by Lessee shall be primary to and not contributory with any insurance
carried by Lessor, whose insurance shall be considered excess insurance only and
shall not insure Lessee.
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8.3 PROPERTY INSURANCE - BUILDING AND IMPROVEMENTS. The Insuring
Party shall obtain and keep in force a policy or policies in the name of Lessor,
with loss payable to Lessor, any ground lessor, and to any Lender(s) insuring
loss or damage to the Premises. The amount of such insurance shall be equal to
the full replacement cost of the Premises. If Lessor is the Insuring Party,
however, Lessee Owned Alterations and Utility installations, Trade Fixtures, and
Lessee's personal property shall be insured by Lessee under Paragraph 8.4 and
not under any Lessor's policies of insurance. If the coverage is available and
commercially appropriate, such policy or policies shall insure against all risks
of direct physical loss or damage (except the perils of flood and/or earthquake
unless required by Lessor or a Lender), including coverage for debris removal
and the enforcement of any Applicable Requirements requiring the upgrading,
demolition, reconstruction or replacement of any portion of the Premises as the
result of a covered loss. Said policy or policies shall also contain if
available and commercially appropriate waiver of subrogation. If such insurance
coverage has a deductible clause, the deductible amount shall not exceed
$100,000 per occurrence, and Lessee shall be liable for such deductible amount
in the event of an Insured Loss.
8.4 LESSEE'S PROPERTY/BUSINESS INTERRUPTION INSURANCE.
(a) PROPERTY DAMAGE. Lessee shall obtain and maintain
insurance coverage on all of Lessee's personal property, Trade Fixtures, and
Lessee Owned Alterations and Utility Installations. Such insurance shall be full
replacement cost coverage with a deductible of not to exceed $1,000 per loss or
occurrence. The proceeds from any such insurance shall be used by Lessee for the
replacement of personal property, Trade Fixtures and Lessee Owned Alterations
and Utility Installations. Upon written request from Lessor, Lessee shall
provide Lessor with written evidence that such insurance is in force.
(b) BUSINESS INTERRUPTION. Lessee shall obtain and maintain
loss of income and extra expense insurance in amounts as will reimburse Lessee
for direct or indirect loss of earnings attributable to all perils commonly
insured against by prudent lessees in the business of Lessee or attributable to
prevention of access to the Premises as a result of such perils.
(c) NO REPRESENTATION OF ADEQUATE COVERAGE. Lessor makes no
representation that the limits or forms of coverage of insurance specified
herein are adequate to cover Lessee's property, business operations or
obligations under this Lease.
8.5 INSURANCE POLICIES. Insurance required herein shall be by
companies duly licensed or admitted to transact business in the state where the
Premises are located, and maintaining during the policy term a "General
Policyholders Rating" of at least A, as set forth in the most current issue of
"Best's Insurance Guide", or such other rating as may be required by a Lender.
Lessee shall not do or permit to be done anything which invalidates the required
insurance policies. Lessee shall, prior to the Commencement Date, deliver to
Lessor certified copies of policies of such insurance or endorsements evidencing
the existence and amounts of the required insurance. Lessee shall use
commercially reasonable efforts to cause the insurer to provide Lessor with at
least thirty (30) days' prior written notice of any proposed cancellation of any
of Lessee's insurance policies described in Paragraphs 8.2 or 8.4 above Lessee
shall, at least thirty (30) days prior to the expiration of such policies,
furnish Lessor with evidence satisfactory to Lessor of renewals or "insurance
binders" evidencing renewal thereof, or Lessor may order such insurance and
charge the cost thereof to Lessee, which amount shall be payable by Lessee to
Lessor upon demand; provided, however, that any cancellation of such policies of
insurance during the Term shall constitute a Breach of Lessee's obligations
hereunder (subject to cure in accordance with Paragraph 13.1). Such policies
shall be for a term of at least one year, or the length of the remaining term of
this Lease, whichever is less. If either Party shall fail to procure and
maintain the insurance required to be carried by it, the other Party may, but
shall not be required to, procure and maintain the same.
8.6 WAIVER OF SUBROGATION. Without affecting any other rights or
remedies, Lessee and Lessor each hereby release and relieve the other, and waive
their entire right to recover damages against the other, for loss of or damage
to its property arising out of or incident to the perils required to be insured
against herein. The effect of such releases and waivers is not limited by the
amount of insurance carried or required, or by any deductibles applicable
hereto. The Parties agree to have their respective property damage insurance
carriers waive any right to subrogation that such companies may have against
Lessor or Lessee, as the case may be, so long as the insurance is not
invalidated thereby.
8.7 INDEMNITY. EXCEPT FOR THE GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT OF LESSOR OR ANY OF ITS AGENTS, CONTRACTORS, EMPLOYEES, INVITEES OR
REPRESENTATIVES, LESSEE SHALL INDEMNIFY, PROTECT, DEFEND AND HOLD HARMLESS THE
PREMISES, LESSOR AND ITS AGENTS, LESSOR'S MASTER OR GROUND LESSOR (IF ANY),
PARTNERS AND LENDERS, FROM AND AGAINST ANY AND ALL CLAIMS, LOSS OF RENTS AND/OR
DAMAGES, LIENS, JUDGMENTS, PENALTIES, ATTORNEYS' AND CONSULTANTS' FEES, EXPENSES
AND/OR LIABILITIES WHICH ARISE OUT OF OR RELATE TO THE GROSS NEGLIGENCE OR
WILLFUL MISCONDUCT OF LESSEE OR LESSEE'S AGENTS, CONTRACTORS, EMPLOYEES,
INVITEES OR REPRESENTATIVES (COLLECTIVELY, "LESSEE PARTIES") OR ANY INVITEE,
LICENSEE OR CONTRACTOR OF THE LESSEE PARTIES, IN CONNECTION WITH THE USE AND/OR
OCCUPANCY OF THE PREMISES. IF ANY ACTION OR PROCEEDING IS BROUGHT AGAINST LESSOR
BY REASON OF ANY OF THE FOREGOING MATTERS, LESSEE SHALL UPON NOTICE DEFEND THE
SAME AT LESSEE'S EXPENSE BY COUNSEL REASONABLY SATISFACTORY TO LESSOR AND LESSOR
SHALL COOPERATE WITH LESSEE IN SUCH DEFENSE. LESSOR NEED NOT HAVE FIRST PAID ANY
SUCH CLAIM IN ORDER TO BE DEFENDED OR INDEMNIFIED.
8.8 EXEMPTION OF LESSOR FROM LIABILITY. LESSOR SHALL NOT BE LIABLE
FOR INJURY OR DAMAGE TO THE PERSON OR GOODS, WARES, MERCHANDISE OR OTHER
PROPERTY OF LESSEE, LESSEE'S EMPLOYEES, CONTRACTORS, INVITEES, CUSTOMERS, OR ANY
OTHER PERSON IN OR ABOUT THE PREMISES, WHETHER SUCH DAMAGE OR INJURY IS CAUSED
BY OR RESULTS FROM FIRE, STEAM, ELECTRICITY, GAS, WATER OR RAIN, OR FROM THE
BREAKAGE, LEAKAGE, OBSTRUCTION OR OTHER DEFECTS OF PIPES, FIRE SPRINKLERS,
WIRES, APPLIANCES, PLUMBING, HVAC OR LIGHTING
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FIXTURES, OR FROM ANY OTHER CAUSE, WHETHER THE SAID INJURY OR DAMAGE RESULTS
FROM CONDITIONS ARISING UPON THE PREMISES OR UPON OTHER PORTIONS OF THE BUILDING
OF WHICH THE PREMISES ARE A PART, OR FROM OTHER SOURCES OR PLACES, UNLESS SUCH
INJURY OR DAMAGE IS ATTRIBUTABLE TO THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT
OF LESSOR OR ITS AGENTS. LESSOR SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM
ANY ACT OR NEGLECT OF ANY OTHER TENANT OF LESSOR. NOTWITHSTANDING LESSOR'S
NEGLIGENCE OR BREACH OF THIS LEASE, LESSOR SHALL UNDER NO CIRCUMSTANCES BE
LIABLE FOR INJURY TO LESSEE'S BUSINESS OR FOR ANY LOSS OF INCOME OR PROFIT
THEREFROM AND LESSEE WAIVES ANY CLAIM AGAINST LESSOR FOR ACTUAL, CONSEQUENTIAL,
INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES.
9. DAMAGE OR DESTRUCTION.
9.1. DEFINITIONS.
(a) "PREMISES PARTIAL DAMAGE" shall mean damage or destruction
to the improvements on the Premises, other than Lessee Owned Alterations and
Utility Installations, which can reasonably be repaired in four (4) months or
less from the date of the damage or destruction. All other damage or destruction
to the improvements on the Premises shall be referred to as "PREMISES TOTAL
DESTRUCTION". Lessee shall notify Lessor in writing within 24 hours following
any material damage to the Premises ("Lessee Damage Notice") Lessor shall notify
Lessee in writing within thirty (30) days from its receipt of the Lessee Damage
Notice as to whether or not the damage is Partial or Total.
(b) "INSURED LOSS" shall mean damage or destruction to
improvements on the Premises, other than Lessee Owned Alterations and Utility
Installations and Trade Fixtures, which was caused by an event required to be
covered by the insurance described in Paragraph 8.3, irrespective of any
deductible amounts or coverage limits involved.
(c) ""HAZARDOUS SUBSTANCE CONDITION" shall mean the occurrence
or discovery of a condition involving the presence of, or a contamination by, a
Hazardous Substance as defined in Paragraph 6.2(a), in, on, or under the
Premises.
9.2. PARTIAL DAMAGE - INSURED LOSS. If a Premises Partial Damage
that is an Insured Loss occurs, then unless Lessee has elected to terminate this
Lease pursuant to a right to do so, following such date on which Lessee agrees
to continue this Lease in full force and effect, Lessor shall, at Lessor's
expense, repair such damage (but not Lessee's Trade Fixtures or Lessee Owned
Alterations and Utility Installations) as soon as reasonably possible and this
Lease shall continue in full force and effect; provided, however, that Lessee
shall, at Lessor's election, make the repair of any damage or destruction the
total cost to repair of which is $10,000 or less, and, in such event, Lessor
shall make any applicable insurance proceeds available to Lessee on a reasonable
basis for that purpose. Notwithstanding the foregoing, if the required insurance
was not in force or the insurance proceeds are not sufficient to effect such
repair, the Insuring Party shall promptly contribute the shortage in proceeds
(except as to the deductible which is Lessee's responsibility) as and when
required to complete said repairs. If Lessor receives said funds or adequate
assurance thereof within said ten (10) day period, the party responsible for
making the repairs shall complete them as soon as reasonably possible and this
Lease shall remain in full force and effect. If such funds or assurance are not
received, Lessor may nevertheless elect by written notice to Lessee within ten
(10) days thereafter to: (i) make such restoration and repair as is commercially
reasonable with Lessor paying any shortage in proceeds, in which case this Lease
shall remain in full force and effect; or (ii) have this Lease terminate thirty
(30) days thereafter. Lessee shall not be entitled to reimbursement of any funds
contributed by Lessee to repair any such damage or destruction. Premises Partial
Damage due to flood or earthquake shall be subject to Paragraph 9.3,
notwithstanding that there may be some insurance coverage, but the net proceeds
of any such insurance shall be made available for the repairs if made by either
Party.
9.3. PARTIAL DAMAGE - UNINSURED LOSS. If a Premises Partial Damage
that is not an Insured Loss occurs, unless caused by a negligent or willful act
or omission of Lessee, or Lessee's employees, contractors, invitees, licensees
or customers (in which event Lessee shall make the repairs at Lessee's expense),
Lessor may either: (i) repair such damage as soon as reasonably possible at
Lessor's expense, in which event this Lease shall continue in full force and
effect (but subject to abatement of Rent pursuant to Paragraph 9.6), or (ii)
terminate this Lease by giving written notice to Lessee within thirty (30) days
after receipt by Lessor of knowledge of the occurrence of such damage. Such
termination shall be effective sixty (60) days following the date of such
notice. In the event Lessor elects to terminate this Lease, Lessee shall have
the right within ten (10) days after receipt of the termination notice to give
written notice to Lessor of Lessee's commitment to pay for the repair of such
damage without reimbursement from Lessor. Lessee shall provide Lessor with said
funds or satisfactory assurance thereof within thirty (30) days after making
such commitment. In such event this Lease shall continue in full force and
effect, and Lessor shall proceed to make such repairs as soon as reasonably
possible after the required funds are available. If Lessee does not make the
required commitment, this Lease shall terminate as of the date specified in the
termination notice.
9.4. TOTAL DESTRUCTION. Notwithstanding any other provision hereof,
if a Premises Total Destruction occurs, this Lease shall terminate effective
immediately upon such Destruction. If the damage or destruction was caused by
the gross negligence or willful act or omission of Lessee or Lessee's employees,
contractors, invitees or customers, Lessor shall have the right to recover
Lessor's damages from Lessee, except as provided in Paragraph 8.6.
9.5. DAMAGE NEAR END OF TERM. If at any time during the last six
(6) months of this Lease there is damage for which the cost to repair exceeds
one (1) month's Base Rent, whether or not an Insured Loss, Lessor may terminate
this Lease effective sixty (60) days following the date of occurrence of such
damage by giving a written termination notice to Lessee within thirty (30) days
after the date of occurrence of such
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damage. Notwithstanding the foregoing, if Lessee at that time has an exercisable
option to extend this Lease or to purchase the Premises, then Lessee may
preserve this Lease by, (a) exercising such option and (b) providing Lessor with
any shortage in insurance proceeds (or adequate assurance thereof) needed to
make the repairs on or before the earlier of (i) the date which is ten days
after Lessee's receipt of Lessor's written notice purporting to terminate this
Lease, or (ii) the day prior to the date upon which such option expires. If
Lessee duly exercises such option during such period and provides Lessor with
funds (or adequate assurance thereof) to cover any shortage in insurance
proceeds, Lessor shall, at Lessor's commercially reasonable expense, repair such
damage as soon as reasonably possible and this Lease shall continue in full
force and effect. If Lessee fails to exercise such option and provide such funds
or assurance during such period, then this Lease shall terminate on the date
specified in the termination notice and Lessee's option shall be extinguished.
9.6. ABATEMENT OF RENT; LESSEE'S REMEDIES.
(a) ABATEMENT. In the event of Premises Partial Damage or
Premises Total Destruction or a Hazardous Substance Condition for which Lessee
is not responsible under this Lease, the Rent payable by Lessee for the period
required for the repair, remediation or restoration of such damage shall be
abated in proportion to the degree to which Lessee's use of the Premises is
impaired. All other obligations of Lessee hereunder shall be performed by
Lessee, and Lessor shall have no liability for any such damage, destruction,
remediation, repair or restoration except as provided herein.
(b) REMEDIES. If Lessor shall be obligated to repair or
restore the Premises and does not commence, in a substantial and material way,
such repair or restoration within ninety (90) days (subject to force majeure)
after such obligation shall accrue, Lessee may, at any time prior to the
commencement of such repair or restoration, give written notice to Lessor and to
any Lenders of which Lessee has actual notice, of Lessee's election to terminate
this Lease on a date not less than sixty (60) days following the giving of such
notice. If Lessee gives such notice and such repair or restoration is not
commenced within thirty (30) days (subject to force majeure) thereafter, this
Lease shall terminate as of the date specified in said notice. If the repair or
restoration is commenced within said thirty (30) days (subject to force
majeure), this Lease shall continue in full force and effect. "COMMENCE" shall
mean either the authorization of the preparation of the required plans, or the
beginning of the actual work on the Premises, whichever first occurs. For
purposes of this Paragraph 9.6(b), "force majeure" means any prevention, delay
or stoppage due to strikes, lockouts, labor disputes, acts of God, inability to
obtain labor or materials, or reasonable substitutes therefor, governmental
restrictions, governmental regulations, governmental controls, judicial orders,
enemy or hostile governmental action, civil commotion, fire or other casualty
and other causes beyond the reasonable control of Lessor shall excuse the
performance by Lessor for a period equal to any such prevention, delay or
stoppage.
9.7. TERMINATION - ADVANCE PAYMENTS. Upon termination of this Lease
pursuant to Paragraph 6.2(g) or Paragraph 9, (i) an equitable adjustment shall
be made concerning advance Base Rent and any other advance payments made by
Lessee to Lessor; and (ii) the Lessee shall pay Lessor that portion of the
insurance proceeds due pursuant to Paragraph 8.2 equal to the total amount of
such proceeds times a fraction the numerator of which is the number of months
elapsed in the term of the Lease and the denominator of which is the total
number of months in the Lease Term.
9.8. WAIVE STATUTES. Lessor and Lessee agree that the terms of this
Lease shall govern the effect of any damage to or destruction of the Premises
with respect to the termination of this Lease and hereby waive the provisions of
any present or future statute to the extent inconsistent herewith.
10. REAL PROPERTY TAXES.
10.1. DEFINITION OF "REAL PROPERTY TAXES." As used herein, the term
"REAL PROPERTY TAXES" shall include any form of assessment; real estate,
general, special, ordinary or extraordinary, or rental levy or tax (other than
inheritance, personal income or estate taxes); improvement bond; and/or license
fee imposed upon or levied against any legal or equitable interest of Lessor in
the Premises, Lessor's right to other income therefrom, and/or Lessor's business
of leasing, including, without limitation, gross receipts and gross rentals,
taxes by any authority having the direct or indirect power to tax and where the
funds are generated with reference to the Building address and where the
proceeds so generated are to be applied by the city, county, state or other
taxing authority of a jurisdiction within which the Premises are located;
provided, however, that Real Property Taxes shall not include (i) any
inheritance or wealth transfer tax, net income or gross receipts tax of Lessor
or any tax based on the net income and net assets of Lessor (such as but not
limited to any tax in the nature of capital stock tax), (ii) any transfer tax or
comparable fee or (iii) any late charges, fines or penalties incurred by Lessor
with respect to the failure to pay any Real Property Taxes in a timely manner.
10.2. PAYMENT OF TAXES. Lessee shall pay the Real Property Taxes
applicable to the Premises during the term of this Lease. All such payments
shall be made at least ten (10) days prior to any delinquency date. Upon request
by Lessor, Lessee shall promptly furnish Lessor with satisfactory evidence that
such taxes have been paid. If any such taxes shall cover any period of time
prior to or after the expiration or termination of this Lease, Lessee's share of
such taxes shall be prorated to cover only that portion of the tax xxxx
applicable to the period that this Lease is in effect, and Lessor shall
reimburse Lessee for any overpayment within thirty (30) days after payment by
Lessor of the applicable taxes. If Lessee shall fail to pay any required Real
Property Taxes, Lessor shall have the right to pay the same, and Lessee shall
reimburse Lessor therefor promptly upon demand.
10.3. JOINT ASSESSMENT. If the Premises are not separately assessed,
Lessee's liability shall be an equitable proportion of the Real Property Taxes
for all of the land and improvements included within the tax
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parcel assessed, such proportion to be conclusively determined by Lessor from
the respective valuations assigned in the assessor's work sheets or such other
information as may be reasonably available.
10.4. PERSONAL PROPERTY TAXES. Lessee shall pay, prior to
delinquency, all taxes assessed against and levied upon Lessee Owned
Alterations, Utility Installations, Trade Fixtures, furnishings, equipment and
all personal property of Lessee. When possible, Lessee shall cause such property
to be assessed and billed separately from the real property of Lessor. If any of
Lessee's said personal property shall be assessed with Lessor's real property,
Lessee shall pay Lessor the taxes attributable to Lessee's property within ten
(10) days after receipt of a written statement.
11. UTILITIES/ABATEMENT AND OTHER RIGHTS. Lessee shall obtain and obtain and pay
for all potable and process water, gas, steam, heat, light, electricity,
telephone and other information technology infrastructure, trash disposal and
other utilities and services supplied to the Premises, together with any taxes
thereon. Lessee must arrange and pay for the installation of any required
utility meters. Lessee must pay any fees or deposits required for any of the
utilities. If any such services are not separately metered to Lessee, Lessee
shall pay a reasonable proportion, to be mutually agreed by the parties in
writing, of all charges jointly metered. It is expressly understood and agreed
that Lessor shall have no liability for any interruption or termination of
utility services to the Premises and Lessee shall have no right to terminate
this Lease in the event of any such interruption or termination. Notwithstanding
any provision to the contrary contained in this Lease, and in addition to
Lessee's rights set forth in Paragraph 13.5, in the event that, as a result of
Lessor's replacement of the Basic Elements pursuant to Paragraph 7.1 (c), in
excess of 25% of the Premises becomes uninhabitable for a period of five (5)
consecutive days, then Lessee shall have the right thereafter to xxxxx rent on a
per diem basis pro rata with respect to the portion of the Premises that has
been so rendered uninhabitable for each day of such uninhabitability. If in
excess of 25% of the Premises is so uninhabitable for a period of thirty (30)
consecutive days as a result of Lessor's replacement of the Basic Elements
pursuant to Paragraph 7.1 (c) and Lessee cannot conduct its business from the
remaining inhabitable portion of the Premises, then Lessee shall also have the
right, at its sole discretion, to terminate the Lease with respect to the
Premises or the portion thereof which has been so rendered uninhabitable by
written notice to Lessor, in which event Lessee shall have no further liability
or obligation hereunder with respect to the Premises or the applicable portion
thereof. If Lessee terminates the Lease only with respect to a portion of the
Premises in accordance with the immediately preceding sentence, then Lessee's
rent and other monetary obligations shall be reduced accordingly in proportion
to the portion of the Premises for which this Lease has been so terminated.
12. ASSIGNMENT AND SUBLETTING.
12.1. LESSOR'S CONSENT REQUIRED.
Lessee shall not assign, transfer, mortgage or encumber
(collectively, "ASSIGN OR ASSIGNMENT") or sublet all or any part of Lessee's
interest in this Lease or in the Premises without Lessor's prior written consent
which shall not unreasonably be withheld, conditioned or delayed.
Notwithstanding any provision in the Lease to the contrary, Lessee may assign
the Lease or sublet the Premises or any portion thereof without Lessor's
consent, and without incurring any liability, fees or costs relating to
assignment or subleasing, to any entity which (i) controls, is an affiliate of
or is controlled by or is under common control with Lessee, or (ii) to any
entity resulting from a merger or consolidation with Lessee (or the sale of all
or any portion of the stock of Lessee) or (iii) to any entity which acquires all
or substantially all of the assets of Lessee or (iv) to any entity acquiring all
or substantially all of the assets of the business of Lessee conducted from the
Premises (collectively, an "AFFILIATE"). Notwithstanding the foregoing, Lessee
shall provide Lessor with no less than fifteen (15) days' prior written notice
of any proposed assignment or sublease to an Affiliate hereunder.
12.2. TERMS AND CONDITIONS APPLICABLE TO ASSIGNMENT AND SUBLETTING.
(a) Regardless of Lessor's consent, no assignment or
subletting (including an assignment or subletting to an Affiliate contemplated
in Paragraph 12.1(i) or (ii)) shall: (i) be effective without the express
written assumption by such assignee or sublessee of the obligations of Lessee
under this Lease, (ii) release Lessee of any obligations hereunder, or (iii)
alter the primary liability of Lessee for the payment of Rent or for the
performance of any other obligations to be performed by Lessee. Lessee shall be
released from all liability for the performance of its obligations hereunder
(including, without limitation, the payment of Rent) upon an assignment to an
Affiliate pursuant to Paragraph 12.1 (iii) or (iv), so long as such assignee
Affiliate (together with all affiliates thereof who are liable, either directly
or as guarantors, for the performance of the obligations of the Lessee under
this Lease), has a tangible net worth equal to or greater than $100,000,000 on
the effective date of such assignment.
(b) Lessor may accept Rent or performance of Lessee's
obligations from any person other than Lessee pending approval or disapproval of
an assignment. Neither a delay in the approval or disapproval of such assignment
nor the acceptance of Rent or performance shall constitute a waiver or estoppel
of Lessor's right to exercise its remedies for Lessee's Default or Breach.
(c) Lessor's consent to any assignment or subletting shall not
constitute a consent to any subsequent assignment or subletting.
(d) In the event of any Default or Breach by Lessee, Lessor
may proceed directly against Lessee, any Guarantors or anyone else responsible
for the performance of Lessee's obligations under this Lease, including any
assignee or sublessee, without first exhausting Lessor's remedies against any
other person or entity responsible therefore to Lessor, or any security held by
Lessor.
(e) Each request for consent to an assignment or subletting
shall be in writing, accompanied by information relevant to Lessor's
determination as to the financial and operational responsibility and
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appropriateness of the proposed assignee or sublessee, including but not limited
to the intended use and/or required modification of the Premises, if any,
together with a fee of $1,000 as consideration for Lessor's considering and
processing said request. Lessee agrees to provide Lessor with such other or
additional information and/or documentation as may be reasonably requested by
Lessor.
(f) Any assignee of, or sublessee under, this Lease shall, by
reason of accepting such assignment or entering into such sublease, be deemed to
have assumed and agreed to conform and comply with each and every term,
covenant, condition and obligation herein to be observed or performed by Lessee
during the term of said assignment or sublease, other than such obligations as
are contrary to or inconsistent with provisions of an assignment or sublease to
which Lessor has specifically consented to in writing.
12.3. ADDITIONAL TERMS AND CONDITIONS APPLICABLE TO SUBLETTING. The
following terms and conditions shall apply to any subletting by Lessee of all or
any part of the Premises and shall be deemed included in all subleases under
this Lease whether or not expressly incorporated therein:
(a) In the event of a Breach by Lessee, Lessor may, at its
option, require sublessee to attorn to Lessor, in which event Lessor shall
undertake the obligations of the sublessor under such sublease from the time of
the exercise of said option to the expiration of such sublease; provided,
however, Lessor shall not be liable for any prepaid rents or security deposit
paid by such sublessee to such sublessor or for any prior Defaults or Breaches
of such sublessor. If Lessee does not require the sublessee to attorn to Lessor,
the sublease shall be extinguished upon the termination of this Lease as a
result of Lessee's breach hereunder, and the sublessee shall have no further
right to occupy the Premises.
(b) Any matter requiring the consent of the sublessor under a
sublease shall also require the consent of Lessor.
(c) No sublessee shall further assign or sublet all or any
part of the Premises without Lessor's prior written consent.
(d) Lessor shall deliver a copy of any notice of Default or
Breach by Lessee to the sublessee, who shall have the right to cure the Default
of Lessee within the grace period, if any, specified in such notice. The
sublessee shall have a right of reimbursement and offset from and against Lessee
for any such Defaults cured by the sublessee.
(e) Lessee may list the Premises for sublease or assignment
with only brokers reasonably approved in writing by Lessor. Any broker retained
by Lessee is not the agent of Lessor for any purpose. Lessee must indemnify,
protect, defend and hold Lessor harmless from and against any claim for
compensation or charges claimed by any broker retained by Lessee, or from and
against any party whose claim is based, directly or indirectly, on any proposed
sublease or assignment.
13. DEFAULT; BREACH; REMEDIES.
13.1. DEFAULT; BREACH. A "Default" is defined as a failure by the
Lessee timely to comply with or perform any of the terms, covenants, conditions
or rules under this Lease. A "BREACH" is defined as the occurrence of one or
more of the following Defaults, and the failure of Lessee to cure such Default
within any applicable grace period:
(a) The abandonment of the Premises without payment of rent.
(b) The failure of Lessee to make any payment of Rent required
to be made by Lessee hereunder, whether to Lessor or to a third party, when due,
to provide reasonable evidence of insurance or surety bond, or to fulfill any
obligation under this Lease which endangers or threatens life or property, in
each instance within five (5) calendar days after receipt of notice from Lessor
advising Lessee of such failure.
(c) The failure by Lessee to provide within the time period
required herein (or, if no period is specified, within a reasonable period of
time not to exceed thirty (30) days following receipt of Lessor's request) (i)
reasonable written evidence of compliance with Applicable Requirements, (ii) the
service contracts, (iii) the rescission of an unauthorized assignment or
subletting, (iv) a Estoppel Certificate, (v) a requested subordination, (vi)
evidence concerning any guaranty and/or Guarantor, (vii) any document requested
under Paragraph 41, or (viii) any other documentation or information which
Lessor may reasonably require of Lessee under the terms of this Lease.
(d) A Default by Lessee as to the terms, covenants, conditions
or provisions of this Lease, or of the rules adopted under Paragraph 39 hereof,
other than those described in subparagraphs 13.1 (a), (b) or (c), above, where
such Default continues for a period of thirty (30) days after written notice;
provided, however, that if the nature of Lessee's Default is such that it is
reasonably capable of cure but more than thirty (30) days are reasonably
required for its cure, then it shall not be deemed to be a Breach if Lessee
promptly (but in no event later than 30 days) commences such cure within said
thirty (30) day period and thereafter diligently prosecutes such cure to
completion.
(e) The occurrence of any of the following events: (i) the
making of any general arrangement or assignment for the benefit of creditors;
(ii) becoming a "DEBTOR" as defined in 11 U.S.C. Section 101 or any successor
statute thereto (unless, in the case of a petition filed against Lessee, the
same is dismissed within sixty (60) days); (iii) the appointment of a trustee or
receiver to take possession of substantially all of Lessee's assets located at
the Premises or of Lessee's interest in this Lease, where possession is not
restored to Lessee within sixty (60) days; or (iv) the attachment, execution or
other judicial seizure of substantially all of Lessee's assets located at the
Premises or of Lessee's interest in this Lease, where such seizure is not
discharged within sixty (60) days; provided, however, in the event that any
provision of this subparagraph (e) is contrary to any applicable law, such
provision shall be of no force or effect, and not affect the validity of the
remaining provisions.
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(f) Lessee does or permits anything that creates a lien on the
Premises, and Lessee fails to discharge the lien, or provide adequate security
therefor by posting a bond or otherwise, within thirty days of its filing.
13.2. REMEDIES. If Lessee fails to perform any of its affirmative
duties or obligations (taking into consideration any applicable notice and
opportunity to cure), within five (5) days after written notice (or in case of
an emergency, without notice), Lessor may, at its option, perform such duty or
obligation on Lessee's behalf, including but not limited to the obtaining of
reasonably required bonds, insurance policies, or governmental licenses, permits
or approvals. The costs and expenses of any such performance by Lessor shall be
due and payable by Lessee upon receipt of invoice therefor. In the event of a
Breach, Lessor may, with or without further notice or demand, and without
limiting Lessor in the exercise of any right or remedy which Lessor may have by
reason of such Breach:
(a) Terminate this Lease in which event Lessee shall
immediately surrender possession of the Premises to Lessor; provided that, if
Lessee fails to so surrender the Premises, then Lessor may, without prejudice to
any other remedy it has for possession of the Premises or arrearages in Rent or
other damages, re-enter and take possession of the Premises and expel or remove
Lessee and any other person occupying the Premises, or any part thereof, in
accordance with applicable law, with Lessee hereby waiving, to the fullest
extent permitted by applicable law, any and all statutory notices to vacate the
Premises. In the event of Lessor's termination of this Lease, Lessor shall be
entitled to recover from Lessee as damages: (i) the unpaid Rent which had been
earned at the time of termination; (ii) the worth at the time of award of the
amount by which the unpaid Rent which would have been earned after termination
until the time of award exceeds the amount of such rental loss that the Lessee
proves could have been reasonably avoided; (iii) the worth at the time of award
of the amount by which the unpaid rent for the balance of the term after the
time of award exceeds the amount of such rental loss that the Lessee proves
could be reasonably avoided; and (iv) the reasonable cost of recovering
possession of the Premises and out-of-pocket expenses of reletting, including
necessary renovation and alteration of the Premises, reasonable attorneys' fees,
and that portion of any leasing commission paid by Lessor in connection with
this Lease applicable to the unexpired term of this Lease. The worth at the time
of award of the amount referred to in provision (iii) of the immediately
preceding sentence shall be computed by discounting such amount at the discount
rate of the Federal Reserve Bank of the District within which the Premises are
located at the time of award.
(b) Terminate Lessee's right of possession of the Premises by
any lawful means, without terminating this Lease, in which event Lessee shall
immediately surrender the Premises to Lessor; provided that, if Lessee fails to
so surrender the Premises, then Lessor may, without prejudice to any other
remedy it has for possession of the Premises or arrearages in Rent or other
damages, re-enter and take possession of the Premises and expel or remove Lessee
and any other person occupying the Premises, or any part thereof, in accordance
with applicable law, with Lessee hereby waiving, to the fullest extent permitted
by applicable law, any and all statutory notices to vacate the Premises. Lessor
may continue to recover the Rent as it becomes due. Acts of maintenance, efforts
to relet, and/or the appointment of a receiver to protect the Lessor's
interests, shall not constitute a termination of the Lessee's right to
possession. In the event of a reletting of the Premises, the Rent derived
therefrom shall be applied first, to any reasonable brokerage commissions
incurred by Lessor in connection with such reletting; second, to any reasonable
attorneys' fees incurred by Lessor in connection with such reletting; third, to
the reasonable costs incurred by Lessor in connection with the repair,
remodeling or other preparation of the Premises for such reletting; and fourth,
to the Rent due under this Lease. No reletting by Lessor is considered to be for
Lessor's own account unless Lessor has notified Lessee in writing that this
Lease has been terminated. If such rentals received from such reletting during
any month shall be less than that to be paid during that month by Lessee
hereunder, Lessee shall pay any such deficiency to Lessor. Such deficiency shall
be calculated and paid monthly. Notwithstanding any such reletting without
termination, Lessor may at any time thereafter elect to terminate this Lease for
such previous Breach. In addition, no such reletting is to be considered an
acceptance of Lessee's surrender of the Premises unless Lessor so notifies
Lessee in writing. Until Lessor relets the Premises under terms satisfactory to
Lessor in its sole discretion, Lessee shall pay to Lessor on or before the first
day of each calendar month the monthly rentals and other charges provided in
this Lease. If and after the Premises have been relet by Lessor, Lessee shall
pay to Lessor on the twentieth (20th) day of each calendar month the difference,
if any, between the monthly rentals and other charges provided in this Lease for
such calendar month and that which is due under the new leasehold agreement. If
it is necessary for Lessor to bring suit in order to collect any deficiency,
Lessor shall have the right to allow such deficiencies to accumulate and to
bring an action on several or all of the accrued deficiencies at one time. Any
such suit shall not prejudice in any way the right of Lessor to bring a similar
action for any subsequent deficiency or deficiencies.
(c) Pursue the remedy of specific performance and/or
injunctive relief.
(d) Pursue any other remedy now or hereafter available in
equity under the laws or judicial decisions of the state
wherein the Premises are located.
(e) The expiration or termination of this Lease and/or
the termination of Lessee's right to possession shall not
relieve Lessee from liability under any indemnity provisions
of this Lease as to matters occurring or accruing during the
term hereof or by reason of Lessee's occupancy of the Premises
nor limit Tenant's liability for, or obligation to pay,
damages to which Lessor is entitled hereunder as a result of
Lessee's Breach, as provided in this Paragraph 13 or elsewhere
in this Lease or under applicable law, all of which expressly
survive the expiration or earlier termination of this Lease.
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Lessor forever waives (i) any right provided by Law or otherwise to obtain,
foreclose upon, execute upon or otherwise benefit from a lien or other
encumbrance against the personal property of Lessee for rent or other sums due
Lessor under the Lease or any other obligation of Lessee to Lessor and (ii) any
right provided by Law or otherwise to distraint or distress any personal
property of Lessee, or to place a lien or other security interest upon any of
Lessee's fixtures on or Alterations to the Premises.
13.3. INDUCEMENT RECAPTURE. Any agreement for free or abated rent or
other charges, or for the giving or paying by Lessor to or for Lessee of any
cash or other bonus, inducement or consideration for Lessee's entering into this
Lease, all of which concessions are hereinafter referred to as "INDUCEMENT
PROVISIONS," shall be deemed conditioned upon Lessee's full and faithful
performance of all of the terms, covenants and conditions of this Lease. Upon
Breach of this Lease by Lessee, any such Inducement Provision shall
automatically be deemed deleted from this Lease and of no further force or
effect, and any rent, other charge, bonus, inducement or consideration
theretofore abated, given or paid by Lessor under such an Inducement Provision
shall be immediately due and payable by Lessee to Lessor, notwithstanding any
subsequent cure of said Breach by Lessee. The acceptance by Lessor of rent or
the cure of the Breach which initiated the operation of this paragraph shall not
be deemed a waiver by Lessor of the provisions of this paragraph unless
specifically so stated in writing by Lessor at the time of such acceptance.
13.4. INTEREST AND LATE CHARGES.
(a) INTEREST. Any monetary payment due Lessor hereunder, other
than such amounts which are the subject of a good faith dispute between the
parties and other than late charges, not received by Lessor, when due as to
scheduled payments (such as Base Rent) or within thirty (30) days following the
date on which it was due for non-scheduled payment, shall bear interest from the
date when due, as to scheduled payments, or the thirty-first (31st) day after it
was due as to non-scheduled payments. The interest ("INTEREST") charged shall be
equal to the prime rate reported in the Wall Street Journal as published closest
prior to the date when due plus four percent (4%), but shall not exceed the
maximum rate allowed by law.
(b) LATE CHARGES. In addition the Interest described in
Paragraph 13.4(a) above, any Rent shall not be received by Lessor within five
(5) days after such amount shall be due more than two (2) times during any
consecutive 12-month period during the Term, then, without any requirement for
notice to Lessee, Lessee shall pay to Lessor a one-time late charge equal to ten
percent (10%) of each such overdue amount. The parties hereby agree that such
late charge represents a fair and reasonable estimate of the costs Lessor will
incur by reason of such late payment. Acceptance of such late charge by Lessor
shall in no event constitute a waiver of Lessee's Default or Breach with respect
to such overdue amount, nor prevent the exercise of any of the other rights and
remedies granted hereunder.
13.5. BREACH BY LESSOR.
(a) NOTICE OF BREACH. Lessor shall not be deemed in breach of
this Lease unless Lessor fails within a reasonable time to perform an obligation
required to be performed by Lessor (including, without limitation, a replacement
of a Basic Element in accordance with Paragraph 7.1(c)). For purposes of this
Paragraph, a reasonable time shall in no event be less than thirty (30) days
after receipt by Lessor, and any Lender whose name and address shall have been
furnished Lessee in writing for such purpose, of written notice specifying
wherein such obligation of Lessor has not been performed; provided, however,
that if the nature of Lessor's obligation is such that more than thirty (30)
days are reasonably required for its performance, then Lessor shall not be in
breach if performance is commenced within such thirty (30) day period and
thereafter pursued to completion as expeditiously as is commercially reasonable
under the circumstances.
(b) PERFORMANCE BY LESSEE ON BEHALF OF LESSOR. In the event
that neither Lessor nor Lender cures said breach within thirty (30) days after
receipt of said notice, or if having commenced said cure they do not pursue it
to completion, then (subject to Lessee's rights set forth in Paragraph 7.1 (d))
Lessee may elect to cure said breach at Lessee's expense and offset from Rent an
amount equal to the greater of one month's Base Rent or the Security Deposit,
and to pay an excess of such expense under protest, reserving Lessee's right to
reimbursement from Lessor. Lessee shall document the cost of said cure and
supply said documentation to Lessor.
14. CONDEMNATION. If the Premises or any portion thereof are taken under the
power of eminent domain or sold under the threat of the exercise of said power
(collectively "CONDEMNATION"), this Lease shall terminate as to the part taken
as of the date the condemning authority takes title or possession, whichever
first occurs. If more than twenty percent (20%) of any building portion of the
Premises, or more than thirty-five percent (35%) of the land area portion of the
Premises not occupied by any building, or any lesser land area portion of the
Premises insofar as such taking materially interferes with Lessee's use of or
access to the Premises, is taken by Condemnation, Lessee may, at Lessee's
option, to be exercised in writing within ten (10) days after Lessor shall have
given Lessee written notice of such taking (or in the absence of such notice,
within ten (10) days after the condemning authority shall have taken possession)
terminate this Lease as of the date the condemning authority takes such
possession. If Lessee does not terminate this Lease in accordance with the
foregoing, this Lease shall remain in full force and effect as to the portion of
the Premises remaining, except that the Base Rent shall be reduced in proportion
to the reduction in area of the Premises caused by such Condemnation.
Condemnation awards and/or payments shall be the property of Lessor, whether
such award shall be made as compensation for diminution in value of the
leasehold, the value of the part taken (it being understood and agreed that
Lessee hereby waives any claim to be compensated for the lost value of the
leasehold estate in the Premises), or for severance damages; provided, however,
that Lessee shall be entitled to make a separate claim directly against the
condemning authority for any compensation for Lessee's
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relocation expenses, and/or Trade Fixtures, without regard to whether or not
this Lease is terminated pursuant to the provisions of this Paragraph so long as
Lessor's claim is not diminished thereby. Any and all compensation which is
payable for Alterations and Utility Installations made to the Premises by
Lessee, for purposes of Condemnation only, shall be apportioned between Lessor
and Lessee, respectively, in the same proportion as the number of months elapsed
in the Lease Term bears to the total number of months in the Lease Term, In the
event that this Lease is not terminated by reason of the Condemnation, Lessor
shall repair any damage to the Premises caused by such Condemnation.
Notwithstanding anything to the contrary contained in this Paragraph 14, if the
temporary use or occupancy of all or any substantial part of the Premises is
taken by condemnation or in any other manner for any public or quasi-public use
or purpose during the Term, and such temporary taking continues for a period of
180 consecutive days, Lessee shall have the right, by providing written notice
to Lessor, to terminate this Lease.
15. REPRESENTATIONS AND INDEMNITIES OF BROKER RELATIONSHIPS. Lessee and Lessor
each represent and warrant to the other that it has had no dealings with any
person, firm, broker or finder (other than the Brokers, if any) in connection
with this Lease, and that no one other than said named Brokers is entitled to
any commission or finder's fee in connection herewith. Lessee and Lessor do each
hereby agree to indemnify, protect, defend and hold the other harmless from and
against liability for compensation or charges which may be claimed by any such
unnamed broker, finder or other similar party by reason of any dealings or
actions of the indemnifying Party, including any costs, expenses, attorneys'
fees reasonably incurred with respect thereto.
16. ESTOPPEL CERTIFICATES.
(a) Each Party (as "RESPONDING PARTY") shall within twenty
(20) days after written notice from the other Party (the "REQUESTING PARTY")
execute, acknowledge and deliver to the Requesting Party a statement in writing
in form similar to the then most current "ESTOPPEL CERTIFICATE" form published
by the American Industrial Real Estate Association, plus such additional
information, confirmation and/or statements as may be reasonably requested by
the Requesting Party.
(b) If Lessor desires to finance, refinance, or sell the
Premises, or any part thereof, Lessee and all Guarantors shall deliver to any
potential lender or purchaser designated by Lessor such financial statements as
may be reasonably required by such lender or purchaser, including but not
limited to Lessee's financial statements for the past three (3) years. All such
financial statements shall be received by Lessor and such lender or purchaser in
confidence and shall be used only for the purposes herein set forth.
17. REIMBURSEMENT OF LESSOR. Lessor may, from time to time, but shall not be
under any obligation to, seek to obtain a reduction in the amount of Taxes, or
the cost of insurance, utilities or other amounts chargeable to or payable by
Lessee pursuant to this Lease. If Lessor incurs any cost or expense in
connection with the material reduction of Taxes or the cost of insurance,
utilities or other amounts chargeable to or payable by Lessee pursuant to this
Lease, Lessee shall reimburse Lessor for all such reasonable costs and expenses
that are proportionate to Lessee's interests herein within thirty (30) days
after receipt of an invoice therefore, provided that Lessor previously obtained
Lessee's prior written approval of such efforts and Lessee's agreement to be
accountable in such manner.
18. DEFINITION OF LESSOR. The term "LESSOR" as used herein shall mean the owner
or owners at the time in question of the fee title to the Premises, or, if this
is a sublease, of the Lessee's interest in the prior lease. In the event of a
transfer of Lessor's title or interest in the Premises or this Lease, the prior
Lessor shall fully be released from and relieved of all liability with respect
to the obligations and/or covenants under this Lease thereafter to be performed
by the Lessor. Subject to the foregoing, the obligations and/or covenants in
this Lease to be performed by the Lessor shall be binding only upon the Lessor
as hereinabove defined.
19. SEVERABILITY. The invalidity of any provision of this Lease, as determined
by a court of competent jurisdiction, shall in no way affect the validity of any
other provision hereof.
20. DAYS. Unless otherwise specifically indicated to the contrary, the word
"days" as used in this Lease shall mean and refer to calendar days.
21. LIMITATION ON LIABILITY. The obligations of Lessor under this Lease shall
not constitute personal obligations of Lessor, the individual partners of Lessor
or its or their individual partners, directors, officers or shareholders, and
Lessee shall look to the Premises, and to no other assets of Lessor, for the
satisfaction of any liability of Lessor with respect to this Lease, and shall
not seek recourse against the individual partners of Lessor, or its or their
individual partners, directors, officers or shareholders, or any of their
personal assets for such satisfaction. On the Commencement Date, Lessor shall
provide Lessee with a written statement setting forth the principal amount of
any loan or other indebtedness incurred by Lessor in connection with the
acquisition of the Premises pursuant to the Purchase Agreement.
22. TIME OF ESSENCE. Time is of the essence with respect to the performance of
all obligations to be performed or observed by the Parties under this Lease.
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23. NO PRIOR OR OTHER AGREEMENTS. This Lease and that certain Agreement for the
Sale and Purchase of Real Estate dated November 24, 2003 by and between Lessor
and Jabil Circuit of Texas, LP (as amended from time to time, the "PURCHASE
AGREEMENT") constitute the entire agreement with respect to the lease of the
Premises to Lessee by Lessor and supercede any and all other prior written or
oral agreements or understandings with respect to this transaction. Except as
expressly set forth in this Lease or the Purchase Agreement, no representations,
inducements, understanding or anything of any nature whatsoever, made, stated or
represented by Lessor or Lessee or anyone acting on either party's behalf,
either orally or in writing have induced either party to enter into this Lease
24. NOTICES.
24.1. NOTICE REQUIREMENTS. All notices required or permitted by this
Lease shall be in writing and may be delivered in person (by hand or by courier)
or may be sent by regular, certified or registered mail or U.S. Postal Service
Express Mail, with postage prepaid, or by facsimile transmission, and shall be
deemed sufficiently given if served in a manner specified in this Paragraph 24.
The addresses noted adjacent to a Party's signature on this Lease shall be that
Party's address for delivery or mailing of notices. Either Party may by written
notice to the other specify a different address for notice, except that upon
Lessee's taking possession of the Premises, the Premises shall constitute
Lessee's address for notice. A copy of all notices to Lessor shall be
concurrently transmitted to such party or parties at such addresses as Lessor
may from time to time hereafter designate in writing.
24.2. DATE OF NOTICE. Any notice sent by registered or certified
mail, return receipt requested, shall be deemed given on the date of delivery
shown on the receipt card, or if no delivery date is shown, the postmark
thereon. If sent by regular mail the notice shall be deemed given forty-eight
(48) hours after the same is addressed as required herein and mailed with
postage prepaid. Notices delivered by United States Express Mail or overnight
courier that guarantee next day delivery shall be deemed given twenty-four (24)
hours after delivery of the same to the Postal Service or courier. Notices
transmitted by facsimile transmission or similar means shall be deemed delivered
upon telephone confirmation of receipt, provided a copy is also delivered via
delivery or mail. If notice is received on a Saturday, Sunday or legal holiday,
it shall be deemed received on the next business day.
25. WAIVERS. No waiver by Lessor of the Default or Breach of any term, covenant
or condition hereof by Lessee, shall be deemed a waiver of any other term,
covenant or condition hereof, or of any subsequent Default or Breach by Lessee
of the same or of any other term, covenant or condition hereof. Lessor's consent
to, or approval of, any act shall not be deemed to render unnecessary the
obtaining of Lessor's consent to, or approval of, any subsequent or similar act
by Lessee, or be construed as the basis of an estoppel to enforce the provision
or provisions of this Lease requiring such consent. The acceptance of Rent by
Lessor shall not be a waiver of any Default or Breach by Lessee. Any payment by
Lessee may be accepted by Lessor on account of moneys or damages due Lessor,
notwithstanding any qualifying statements or conditions made by Lessee in
connection therewith, which such statements and/or conditions shall be of no
force or effect whatsoever unless specifically agreed to in writing by Lessor at
or before the time of deposit of such payment.
26. RECORDING. Lessee shall, upon request of Lessor, execute, acknowledge and
deliver to the Lessor a short form memorandum of this Lease for recording
purposes. Lessee shall be responsible for payment of any fees applicable
thereto. In the event of a transfer of Lessor's title or interest in the
Premises or this Lease, the Parties agree to cause any recorded memorandum of
this Lease to be removed from record. Lessee shall not cause this lease, or any
memorandum hereof to be recorded without the prior written consent of Lessor.
27. NO RIGHT TO HOLDOVER. Lessee has no right to retain possession of the
Premises or any part thereof beyond the expiration or termination of this Lease.
In the event that Lessee holds over, then such holdover shall be deemed a
Tenancy at Sufferance (with Lessee waiving, to the fullest extent permitted by
applicable law, any required statutory notices to vacate the Premises), then the
Base Rent shall be increased to one hundred fifty percent (150%) of the Base
Rent applicable during the month immediately preceding the expiration or
termination. Nothing contained herein shall be construed as consent by Lessor to
any holding over by Lessee.
28. CUMULATIVE REMEDIES. No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies at
law or in equity.
29. COVENANTS AND CONDITIONS; CONSTRUCTION OF AGREEMENT. All provisions of this
Lease to be observed or performed by Lessee are both covenants and conditions.
It is expressly understood and agreed that Lessee's obligation to pay Rent and
other charges due hereunder is an independent covenant. In construing this
Lease, all headings and titles are for the convenience of the parties only and
shall not be considered a part of this Lease. Whenever required by the context,
the singular shall include the plural and vice versa. This Lease shall not be
construed as if prepared by one of the parties, but rather according to its fair
meaning as a whole, as if both parties had prepared it.
30. BINDING EFFECT; CHOICE OF LAW. This Lease shall be binding upon the parties,
their personal representatives, successors and assigns and be governed by the
laws of the State in which the Premises are located. Any litigation between the
Parties hereto concerning this Lease shall be initiated in the county in which
the Premises are located.
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31. SUBORDINATION; ATTORNMENT; NON-DISTURBANCE.
31.1. SUBORDINATION. This Lease and any Option granted hereby shall
be subject and subordinate to any ground lease, mortgage, deed of trust, or
other hypothecation or security device (collectively, "SECURITY DEVICE"), now or
hereafter placed upon the Premises, to any and all advances made on the security
thereof, and to all renewals, modifications, and extensions thereof. Lessee
agrees that the holders of any such Security Devices (in this Lease together
referred to as "Lender") shall have no liability or obligation to perform any of
the obligations of Lessor under this Lease. Any Lender may elect to have this
Lease and/or any Option granted hereby superior to the lien of its Security
Device by giving written notice thereof to Lessee, whereupon this Lease and such
Options shall be deemed prior to such Security Device, notwithstanding the
relative dates of the documentation or recordation thereof.
31.2. ATTORNMENT. Lessee agrees to attorn to a Lender or any other
party who acquires ownership of the Premises by reason of a foreclosure of a
Security Device, and that in the event of such foreclosure, such new owner shall
not: (i) be liable for any act or omission of any prior lessor or with respect
to events occurring prior to acquisition of ownership; (ii) be subject to any
offsets or defenses which Lessee might have against any prior lessor, or (iii)
be bound by prepayment of more than one (1) month's rent.
31.3. SELF-EXECUTING. The agreements contained in this Paragraph 31
shall be effective without the execution of any further documents; provided,
however, that, upon written request from Lessor or a Lender in connection with a
sale, financing or refinancing of the Premises, Lessee and Lessor shall execute
such further writings as may be reasonably required to separately document any
subordination or attornment agreement provided for herein.
31.4. NON-DISTURBANCE. Notwithstanding anything to the contrary set
forth in this Paragraph 31, in the event of any subordination of this Lease to
any mortgage or ground lease (regardless of whether a document evidencing such
subordination is signed by Lessor or not), if there is no continuing uncured
default by Lessee under this Lease at such time, Lessee may require as a
condition to such subordination that the applicable mortgagee(s) or ground
lessor(s) agrees to enter into a written non-disturbance agreement with Lessee
in a commercially reasonable form which shall provide, inter alia, that Lessee's
possession of the Premises shall not be disturbed during the Term by the
foreclosure of the lien of any mortgage or ground lease by the holder thereof or
the ground lessor thereunder, as the case may be. Lessor, at Lessee's request,
shall assist Lessee in obtaining any document or instrument described in this
Paragraph 31.4 and, if necessary, execute and deliver such documents as may be
required by the mortgagee or ground lessor.
32. ATTORNEYS' FEES. If any Party brings an action or proceeding involving the
Premises to enforce the terms hereof or to declare rights hereunder, the
Prevailing Party (as hereafter defined) in any such proceeding, action, or
appeal thereon, shall be entitled to recover its attorneys' fees. Such fees may
be awarded in the same suit or recovered in a separate suit, whether or not such
action or proceeding is pursued to decision or judgment. The term, "PREVAILING
PARTY" shall include, without limitation, a Party who substantially obtains or
defeats the relief sought, as the case may be, whether by compromise,
settlement, judgment, or the abandonment by the other Party of its claim or
defense. The attorneys' fees award shall not be computed in accordance with any
court fee schedule, but shall be such as to fully reimburse all attorneys' fees
reasonably incurred.
33. LESSOR'S ACCESS; SHOWING PREMISES; REPAIRS; LOCKS. Lessor and Lessor's
agents shall have the right to enter the Premises at any time, in the case of an
emergency, and otherwise at reasonable times for the purpose of: (i) showing the
same to prospective purchasers, lenders, or lessees during the last nine (9)
months of the Term; (ii) making such alterations, repairs, improvements or
additions to the Premises as Lessor may deem necessary; or, (iii) any other
reason as Lessor shall deem necessary. All such activities shall be without
abatement of rent or liability to Lessee. Lessor may at any time place on the
Premises any ordinary "FOR SALE" signs and Lessor may during the last nine (9)
months of the term hereof place on the Premises any ordinary "FOR LEASE" signs.
Lessee may at any time place on or about the Premises any ordinary "FOR
SUBLEASE" sign. Lessee shall place no additional locks or bolts of any kind upon
any of the doors or windows, nor shall any changes be made in existing locks or
the mechanisms thereof unless Lessor gives prior written approval. Lessee shall
bear the cost of any lock changes or repairs required by Lessee, and shall
immediately provide Lessor with two (2) keys for each lock which is re-keyed or
installed. Lessee, upon termination or expiration of this Lease, shall deliver
to Lessor all keys to doors or other locked fixtures in the Premises. In the
event of the loss of any keys furnished by Lessor to Lessee, Lessee shall pay
Lessor the cost of changing or re-keying the locks. Additionally, upon
termination, Lessee shall replace any locks with locks and keys approved by
Lessor at Lessee's sole cost and at Lessor's sole and absolute discretion.
34. AUCTIONS. Lessee shall not conduct, nor permit to be conducted, any auction
upon the Premises without Lessor's prior written consent. Lessor shall not be
obligated to exercise any standard of reasonableness in determining whether to
permit an auction.
35. SIGNS. Lessee shall not place any sign upon the Premises without Lessor's
prior written consent. All signs must comply with all Applicable Requirements.
36. TERMINATION; MERGER. Unless specifically stated otherwise in writing by
Lessor, the voluntary or other surrender of this Lease by Lessee, the mutual
termination or cancellation hereof, or a termination hereof by
STANDARD INDUSTRIAL LEASE DATED FEB 1998 Initials [ILLEGIBLE]
12/19/03 -----------
PAGE 17
Lessor for Breach by Lessee, shall automatically terminate any sublease or
lesser estate in the Premises; provided, however, that Lessor may elect to
continue any one or all existing subtenancies. Lessor's failure within ten (10)
days following any such event to elect to the contrary by written notice to the
holder of any such lesser interest shall constitute Lessor's election to have
such event constitute the termination of such interest. No payment of money by
Lessee to Lessor after this Lease has expired or terminated will reinstate or
extend the Term or make ineffective any notice given to Lessee prior to Lessee's
payment. If after Lessor has filed and served a law suit against Lessee or after
a final judgment granting Lessor possession of the Premises, Lessor may receive
any sums due under this Lease and the payment will not make ineffective any
notice, or in any manner affect any pending law suit or previously obtained
judgment.
37. CONSENTS. Except as otherwise provided herein, wherever in this Lease the
consent of a Party is required to an act by or for the other Party, such consent
shall not be unreasonably withheld, conditioned or delayed. Lessor's actual
reasonable costs and expenses (including but not limited to architects',
engineers', attorneys and other consultants' fees) incurred in the consideration
of, or response to, a request by Lessee for any Lessor consent, including but
not limited to consents to an assignment, a subletting or the presence or use of
a Hazardous Substance, shall be paid by Lessee upon receipt of an invoice and
supporting documentation therefor. Lessor's consent to any act, assignment or
subletting shall not constitute an acknowledgment that no Default or Breach by
Lessee of this Lease exists, nor shall such consent be deemed a waiver of any
then existing Default or Breach, except as may be otherwise specifically stated
in writing by Lessor at the time of such consent. The failure to specify herein
any particular condition to Lessor's consent shall not preclude the imposition
by Lessor at the time of consent of such further or other conditions as are then
reasonable with reference to the particular matter for which consent is being
given. In the event that either Party disagrees with any determination made by
the other hereunder and reasonably requests the reasons for such determination,
the determining party shall furnish its reasons in writing and in reasonable
detail within ten (10) business days following such request.
38. QUIET POSSESSION. Subject to payment by Lessee of the Rent and performance
of all of the covenants, conditions and provisions on Lessee's part to be
observed and performed under this Lease, Lessee shall have quiet possession and
quiet enjoyment of the Premises during the term hereof free from molestation or
hindrance by Lessor.
39. SECURITY MEASURES. Lessee hereby acknowledges that the rental payable to
Lessor hereunder does not include the cost of guard service or other security
measures, and that Lessor shall have no obligation whatsoever to provide same.
Lessee assumes all responsibility for the protection of the Premises, Lessee,
its agents and invitees and their property from the acts of third parties.
40. RESERVATIONS. Lessor reserves to itself the right, from time to time with
Lessee's prior consent, not to be unreasonably withheld, conditioned or delayed,
to grant such easements, rights and dedications that Lessor deems necessary, and
to cause the recordation of parcel maps and restrictions, so long as such
easements, rights, dedications, maps and restrictions do not unreasonably
interfere with the use of the Premises by Lessee.
41. PERFORMANCE UNDER PROTEST. If at any time a dispute shall arise as to any
amount or sum of money to be paid by one Party to the other under the provisions
hereof, the Party against whom the obligation to pay the money is asserted shall
have the right to make payment "under protest" and such payment shall not be
regarded as a voluntary payment and there shall survive the right on the part of
said Party to institute suit for recovery of such sum. If it shall be adjudged
that there was no legal obligation on the part of said Party to pay such sum or
any part thereof, said Party shall be entitled to recover such sum or so much
thereof as it was not legally required to pay.
42. AUTHORITY. If either Party hereto is a corporation, trust, limited liability
company, partnership, or similar entity, each individual executing this Lease on
behalf of such entity represents and warrants that he or she is duly authorized
to execute and deliver this Lease on its behalf. Each party shall, within thirty
(30) days after request, deliver to the other party satisfactory evidence of
such authority.
43. CONFLICT. Any conflict between the printed provisions of this Lease and the
typewritten or handwritten provisions shall be controlled by the typewritten or
handwritten provisions.
44. OFFER. Preparation of this Lease by either Party or their agent and
submission of same to the other Party shall not be deemed an offer to lease to
the other Party. This Lease is not intended to be binding until executed and
delivered by all Parties hereto.
45. AMENDMENTS. This Lease may be modified only in writing, signed by the
Parties in interest at the time of the modification. As long as they do not
materially change Lessee's obligations hereunder, Lessee agrees to make such
reasonable non-monetary modifications to this Lease as may be reasonably
required by a Lender in connection with the obtaining of normal financing or
refinancing of the Premises
STANDARD INDUSTRIAL LEASE DATED FEB 1998 Initials [ILLEGIBLE]
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PAGE 18
46. WAIVER OF TRIAL BY JURY. Lessee hereby waives, to the fullest extent
permitted by applicable law, the right to a trial by jury in any action brought
by Lessor against Lessee in connection with this lease.
47. Waiver of consumer Rights in Texas. LESSEE ACKNOWLEDGES THAT LESSEE IS A
"BUSINESS CONSUMER" FOR PURPOSES OF THE TEXAS DECEPTIVE TRADE PRACTICES ACT, BUT
SHOULD SUCH DETERMINATION BE HELD OTHERWISE BY A FINAL JUDGEMENT OF A COURT OF
COMPETENT JURISDICTION THE FOLLOWING SHALL APPLY: LESSEE WAIVES ALL OF LESSEE'S
RIGHTS UNDER THE DECEPTIVE TRADE PRACTICES-CONSUMER PROTECTION ACT, PARAGRAPH
17.41 ET SEQ., BUSINESS AND COMMERCE CODE, A LAW THAT GIVES CONSUMERS SPECIAL
RIGHTS AND PROTECTIONS. AFTER CONSULTATION WITH AN ATTORNEY OF LESSEE'S OWN
SELECTION, LESSEE VOLUNTARILY CONSENTS TO THE FOREGOING WAIVER. LESSOR AND
LESSEE EXPRESSLY DISCLAIM ANY IMPLIED WARRANTY THAT THE PREMISES ARE SUITABLE
FOR LESSEE'S INTENDED COMMERCIAL PURPOSE, AND LESSEE'S OBLIGATION TO PAY RENT
HEREUNDER IS NOT DEPENDENT UPON THE CONDITION OF THE PREMISES OR THE PERFORMANCE
BY LESSOR OF ITS OBLIGATIONS HEREUNDER, AND, EXCEPT AS OTHERWISE EXPRESSLY
PROVIDED HEREIN, LESSEE SHALL CONTINUE TO PAY THE RENT, WITHOUT ABATEMENT,
SETOFF, DEDUCTION, NOTWITHSTANDING ANY BREACH BY LESSOR OF ITS DUTIES OR
OBLIGATIONS HEREUNDER, WHETHER EXPRESS OR IMPLIED.
STANDARD INDUSTRIAL LEASE DATED FEB 1998 Initials [ILLEGIBLE]
12/19/03 -----------
PAGE 19
LESSOR AND LESSEE HAVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND
PROVISION CONTAINED HEREIN, AND BY THE EXECUTION OF THIS LEASE SHOW THEIR
INFORMED AND VOLUNTARY CONSENT THERETO. THE PARTIES HEREBY AGREE THAT, AT THE
TIME THIS LEASE IS EXECUTED, THE TERMS OF THIS LEASE ARE COMMERCIALLY REASONABLE
AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE
PREMISES.
The parties hereto have executed this Lease at the place and on the dates
specified above their respective signatures
Executed at: Executed at:
Date: 12-19-03 Date: ________________________________
By LESSOR: By LESSEE:
CAMI INDUSTRIAL LLC MARCONI COMMUNICATIONS. INC.
By: XXXXX ASSET MANAGEMENT, INC.
ITS: MANAGEMENT MEMBER
By: /s/ XXXXXXX XXXXX By: __________________________________
-----------------------
Name Printed: XXXXXXX XXXXX Name Printed: ________________________
Title: PRESIDENT Title: _______________________________
Address: XX Xxx 00000 Address: _____________________________
XX XX 00000 ______________________________________
Telephone ( ) 000 000 0000 Telephone ( ) _______________________
Facsimile ( ) 000 000 0000 Facsimile ( ) _______________________
Federal ID No. ______________________ Federal ID No. _______________________
With a required copy to: With a required copy to:
Xxxxx Xxxxxx, Esq.___________________ Xxxxxx X. Xxxxxxxx. Esq.
Xxxxxx Xxxxxx, Esq. Xxxxxxxxxxx & Xxxxxxxx LLP
Advisors, LLP Xxxxx W, Xxxxxx Building
00000 Xxx Xxxxxxx Xxxxxxxxx 000 Xxxxxxxxxx Xxxxxx
Xxxxx 000 Xxxxxxxxxx, XX 00000-0000
Xxx Xxxxxxx, XX 00000 Facsimile: (000) 000-0000
Facsimile: (000) 000-0000
STANDARD INDUSTRIAL LEASE DATED FEB 1998 Initials [ILLEGIBLE]
12/19/03 -----------
PAGE 20
EXHIBIT A
[BEDFORD ROAD MAP]
STANDARD INDUSTRIAL LEASE DATED FEB 1998 Initials [ILLEGIBLE]
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PAGE 21
Section 1445 of the Internal Revenue Code provides that a transferee of
a U.S. real property interest must withhold tax if the transferor is a foreign
person. To inform the transferee that withholding of tax is not required upon
the disposition of any U.S. real property interest by Marconi Communications,
Inc. or Marconi Intellectual Property (Ringfence), Inc., the undersigned hereby
certifies the following on behalf of Marconi Communications, Inc. and/or Marconi
Intellectual Property (Ringfence), Inc.:
1. Neither Marconi Communications, Inc. nor Marconi Intellectual
Property (Ringfence), Inc. is a foreign corporation, a foreign partnership, a
foreign trust, or a foreign estate (as those terms are defined in the Internal
Revenue Code and Income Tax Regulations);
2. Marconi Communications, Inc.'s U.S. employer identification
number is ___________ and Marconi Intellectual Property (Ringfence), Inc.'s U.S.
employer identification number is ________________, and
3. Marconi Communications, Inc.'s office address is______________
____________________________________________________________________________ and
Marconi Intellectual Property (Ringfence), Inc.'s office address is
_______________________________________________________________________________.
Marconi Communications, Inc. and Marconi Intellectual Property
(Ringfence), Inc. understand that this certification may be disclosed to the
Internal Revenue Service by transferee and that any false statement contained
herein could be punished by fine, imprisonment, or both.
Under penalties of perjury I declare that I have examined this
certification and to the best of my knowledge and belief it is true, correct and
complete, and I further declare that I have authority to sign this document on
behalf of Marconi Communications, Inc. and/or Marconi Intellectual Property
(Ringfence), Inc.
[Signature and date]
[Title]
Marconi Communications, Inc.
[Signature and date]
[Title]
Marconi Intellectual Property (Ringfence), Inc.
EXHIBIT N
_______________, 200_
Advanced Fibre Communications, Inc.
Advanced Fibre Communications
North America, Inc.
0000 Xxxxx XxXxxxxx Xxxx.
Xxxxxxxx, Xxxxxxxxxx 00000
Ladies and Gentlemen:
We have acted as counsel to Marconi Communications, Inc., a Delaware
corporation ("Marconi Communications"), Marconi Intellectual Property
(Ringfence) Inc., a Delaware corporation ("Marconi IP" and, together with
Marconi Communications, the "Sellers"), and as special United States counsel to
Marconi Corporation plc, a public limited liability company incorporated in
England and Wales (registered no. 0067307) ("Parent"), in connection with the
negotiation, execution and delivery of the Asset Purchase and Sale Agreement,
dated as of January 5, 2004 (the "Purchase Agreement"), by and among Marconi
Communications, Marconi IP, Parent, Advanced Fibre Communications, Inc., a
Delaware corporation ("AFC"), and Advanced Fibre Communications North America,
Inc., a Delaware corporation ("AFCNA" and, together with AFC, the "Purchasers").
This letter is being delivered pursuant to Section 7.13 of the Purchase
Agreement. Capitalized terms used herein but not otherwise defined herein have
the meanings assigned to such terms in the Purchase Agreement. The Purchase
Agreement and Related Agreements are referred to collectively as the
"Agreements."
In rendering the opinions herein, we have examined the Agreements and
originals or copies, certified or otherwise identified to our satisfaction, of
such certificates of public officials and of officers of the Sellers and such
other documents as we have deemed necessary as a basis for the opinions
hereinafter expressed. As to questions of fact material to such opinions, we
have examined and relied without any independent verification upon the
representations and warranties of the Sellers and Parent contained in the
Agreements, upon certificates of officers of the Sellers and Parent and of
public officials and upon other documents as we have deemed reasonable. We have
assumed without investigation that there has been no relevant change or
development between the dates as of which such certificates and documents were
given and the date of this letter and that such records, certificates and
documents are accurate and do not omit any disclosures necessary to prevent such
records, certificates or documents from being misleading. For purposes of our
opinions in paragraph 1 below, we have relied exclusively upon certificates
issued by the Secretary of State of Delaware with respect to the Sellers dated
_________, 2004, and our opinions are not intended to provide any conclusion or
assurance beyond that conveyed by those certificates.
In preparing this letter and as a basis for the opinions expressed
herein, we have made, and have relied without any independent verification upon,
each of the following assumptions:
(i) Each of the Persons identified therein as a party to
the Agreements (including, without limitation, the Sellers) is duly
organized under the laws of its jurisdiction of incorporation;
(ii) Each of the Persons identified therein as a party to
the Agreements (other than the Sellers) is existing and in good
standing in its jurisdiction of incorporation;
(iii) Each of the Persons identified therein as a party to
the Agreements (other than the Sellers) has full power and authority
(including, without limitation, under the laws of its jurisdiction of
incorporation) to execute, deliver and perform the Agreements and the
Agreements have been duly authorized by all necessary action on its
part and has been duly executed and duly delivered by it;
(iv) The Agreements constitute a legal, valid and binding
obligation of each Person which is identified therein as being a party
thereto (other than the Sellers) and are enforceable against each such
Person in accordance with its terms;
(v) Each of the Persons identified therein as a party to
the Agreements (other than the Sellers) has satisfied those legal
requirements that are applicable to such Person to the extent necessary
to make the Agreements enforceable against such Person;
(vi) The execution and delivery by each of the Persons
identified therein as a party to the Agreements (including, without
limitation, the Sellers) and the performance by such Persons
(including, without limitation, the Sellers) of their respective
obligations under the Agreements, does not conflict with any Contract
(including, without limitation, any Contract regarding indebtedness),
Judgment or Law applicable to any such Person or such Person's
respective property or assets;
(vii) Each document submitted to us for review is accurate
and complete, each such document that is an original is authentic, each
such document that is a copy conforms to an authentic original, and all
signatures (other than those on behalf of the Sellers) on each such
document are genuine;
(viii) There has not been any mutual mistake of fact or
misunderstanding, fraud, duress or undue influence;
(ix) The conduct of each Person which is identified
therein as a party to the Agreements (including, without limitation,
the Sellers) has complied, and will comply, with any requirement of
good faith, fair dealing and conscionability;
(x) There are no agreements or understandings among the
Persons identified as being parties to the Agreements (including,
without limitation, the Sellers), written or oral, and there is no
usage of trade or course of prior dealing among such Persons, that
would, in either case, define, supplement or qualify the terms of the
Agreements;
2
(xi) The constitutionality or validity of a relevant
statute, rule, regulation or agency action is not in issue;
(xii) All parties to the Agreements will act in accordance
with, and will refrain from taking any action that is forbidden by, the
terms and conditions of the Agreements;
(xiii) All information required to be disclosed in
connection with any approval by the Boards of Directors of Marconi
Communications and Marconi IP and all other information required to be
disclosed in connection with any issue relevant to our opinions has in
fact been fully and fairly disclosed to all Persons to whom it is
required to be disclosed;
(xiv) The certificate of incorporation of each of Marconi
Communications and Marconi IP, all amendments to such certificates, the
by-laws of each of Marconi Communications and Marconi IP and all
amendments to such by-laws have been adopted in accordance with all
applicable legal requirements; and
(xv) Each individual who has taken any action relevant to
any of our opinions in the capacity of director or officer was duly
elected to such director or officer position and held that position
when such action was taken.
Based upon the foregoing, and subject to the assumptions,
qualifications, exclusions and other limitations set forth herein, we are of the
opinion that:
1. Each of Marconi Communications and Marconi IP is a
corporation existing and in good standing under the General Corporation
Law of the State of Delaware.
2. Each of Marconi Communications and Marconi IP has the
corporate power to execute and deliver the Agreements to which it is a
party and to perform its obligations thereunder.
3. The execution and delivery by each of Marconi
Communications and Marconi IP of the Agreements to which it is a party
and the performance by each of its obligations thereunder have been
duly authorized by all necessary corporate action on the part of
Marconi Communications and Marconi IP, including the due adoption of
resolutions by (i) the Boards of Directors of each of Marconi
Communications and Marconi IP and (ii) the sole stockholders of each of
Marconi Communications and Marconi IP authorizing the execution,
delivery and performance of the Agreements to which it is a party.
4. The execution and delivery by each of Marconi
Communications and Marconi IP of the Agreements to which it is a party
and the performance by each of Marconi Communications and Marconi IP of
its obligations thereunder will not violate any provisions of the
respective Certificates of Incorporation or By-laws of Marconi
Communications or Marconi IP.
3
5. Marconi Communications and Marconi IP have each duly
executed and delivered the Agreements to which it is a party.
6. The Agreements to which it is a party constitute the
legal, valid and binding obligation of each of Marconi Communications
and Marconi IP enforceable against each of Marconi Communications and
Marconi IP in accordance with their respective terms.
7. To our knowledge, there is no action, suit,
proceeding or investigation pending against the Sellers before any
court or administrative agency, nor has either Seller received any
written threat thereof, that questions the validity of any of the
Agreements or that seeks to enjoin or restrain the Acquisition.
The above opinions are subject to the following qualifications:
A. Whenever our opinion with respect to the existence of absence
of facts is indicated to be given to our knowledge, that knowledge is limited to
the actual knowledge of the individual lawyers in the firm who have participated
directly in the preparation and review of the Agreements and without any special
or additional investigation undertaken for the purposes of this opinion. No
inference as to our knowledge of any matters bearing on the accuracy of such
statement should be drawn from the fact of our representation of the Sellers in
other matters in which such lawyers are not involved.
B. The opinion expressed in paragraph 6 above is subject to the
qualifications that enforceability may be limited by:
(i) principles of equity (including, without limitation,
those affording equitable defenses against a party seeking enforcement)
and limitations on the right to obtain specific performance, injunctive
relief or other equitable relief, regardless of whether enforceability
is considered in a proceeding in equity or at law;
(ii) bankruptcy, insolvency, reorganization, fraudulent
conveyance, receivership, conservatorship, arrangement, moratorium or
other similar laws relating to or affecting the rights of creditors
generally, including, without limitation, the Federal Bankruptcy Code
and relevant state or foreign fraudulent transfer and conveyance laws;
(iii) limitations on the right of any party to the
Agreements to exercise rights and remedies under the Agreements if it
is determined by a court of competent jurisdiction that a breach or
default is not material, or if it cannot be demonstrated that
enforcement of such right or remedy is reasonably necessary for the
protection of such Person, or if performance is impractical or
impossible at the time enforcement is sought;
(iv) the invalidity or unenforceability under certain
circumstances of provisions indemnifying or providing for contribution
to, or prospectively releasing a Person for, against or from liability
or Losses arising from its own wrongful or negligent acts or failures
to act or where such indemnification, contribution or release is
contrary to public policy;
4
(v) the effect of judicial decisions which have held that
certain provisions are unenforceable where their enforcement would
violate the implied covenant of good faith and fair dealing, or would
be unreasonable or unconscionable; and
(vi) the effect of rules of law that govern and afford
judicial discretion regarding the determination of damages and
entitlement to attorneys' fees and other costs.
C. We express no opinion as to:
(i) the legality, validity, binding effect or
enforceability of (a) any provisions in the Agreements under which any
party thereto disclaims any obligations of good faith, fair dealing,
diligence, reasonableness and/or care, (b) any provisions in the
Agreements which purport to establish evidentiary standards or to make
determinations conclusive, (c) the provisions of Section 6.9 of the
Purchase Agreement, Sections 2.4, 3.5 and 6.13 of the Cross License
Agreement, Section 6.13 of the Alcatel Sublicense Agreement (the
"Alcatel Sublicense Agreement") dated as of the date hereof by and
between Parent and Advanced Fibre Access Corporation ("AFAC"), Section
7.13 of the Lucent Sublicense Agreement (the "Lucent Sublicense
Agreement") dated as of the date hereof by and between Parent and AFAC,
Section 11 of the OPPS Supply Agreement, Section 6.11 of the Transition
Services Agreement and any other provisions in the Agreements imposing
obligations of nondisclosure and confidentiality, (d) any provisions in
the Agreements which are contrary to the public policy of any
jurisdiction, (e) the provisions of Section 6.11 of the Purchase
Agreement, Section 4.4 of the Cross License Agreement and any other
provisions in the Agreements limiting the ability of any Person to
compete or solicit individuals for employment, (f) the provisions of
Sections 6.14 of the Purchase Agreement, (g) the provisions of Section
13.10 of the Purchase Agreement, Section 6.2 of the Cross License
Agreement, Section 6.2 of the Alcatel Sublicense Agreement, Section 7.2
of the Lucent Subicense Agreement, Section 19.8 of the OPPS Supply
Agreement and Section 6.08 of the Transition Services Agreement, (h)
the provisions of Section 13.13 of the Purchase Agreement, Section 6.1
of the Cross License Agreement, Section 6.1 of the Alcatel Sublicense
Agreement, Section 7.1 of the Lucent Subicense Agreement, Section 19.3
of the OPPS Supply Agreement and Section 6.10 of the Transition
Services Agreement (i) any provisions in the Agreements that provide
that waivers or amendments may only be made in writing, (j) any
provisions in the Agreements providing for the payment of amounts
constituting penalties, (k) any provisions in the Agreements providing
that time is of the essence, (l) any provisions in the Agreements
providing that the parties will in the future agree as to any matter,
(m) the enforceability of the Agreements in connection with any claims
arising out of breaches of fiduciary duty by a member of the board of
directors of either Seller, (n) any requirement of contribution, (o)
any waiver of subrogation and (p) any provisions in Article XII of the
Purchase Agreement, Sections 12 and 13 of the OPPS Supply Agreement and
Article V of the Transition Services Agreement insofar as applicable to
provisions (or breaches of provisions) in the Agreements as to which we
are not expressing an opinion as to enforceability in this letter;
5
(ii) whether the execution, delivery and performance by
the Sellers of the Agreements do or do not (a) conflict with or result
in any breach of, (b) constitute a default under, (c) result in a
violation of, (d) give any third party the right to terminate or to
accelerate any obligation under, (e) result in the creation of any
lien, security interest, charge or encumbrance upon any of the Assets
under, or (f) require any authorization, consent, approval, exemption
or other action by, notice to or filing with any court or other
governmental or other regulatory body or authority or other Person
under, any of the provisions of any Contract (including, without
limitation, any Contract regarding indebtedness), Judgment or Law by
which the Sellers or any of their respective assets (including the
Assets) may be bound, or any Law to which the Sellers or any of their
respective assets (including the Assets) may be subject (other than the
General Corporation Law of the State of Delaware);
(iii) whether a Federal or state court would give effect to
the choice of law, venue and waiver of jury trial provided for in the
Purchase Agreement and any of the other Agreements;
(iv) matters of title to or ownership of any real,
personal, tangible or intangible property, rights or assets or the
existence or absence of any liens, security interests, charges or
encumbrances thereon, or the accuracy of the description of any of the
Assets in the Purchase Agreement;
(v) any waiver of the application of any bulk transfer
Laws; and
(vi) the application of any fraudulent transfer or
conveyance or similar Laws.
This letter does not guarantee the outcome of any future legal dispute.
It is possible that particular provisions of the Agreements may not be
enforceable for reasons other than those set forth in this letter, but (subject
to the assumptions, qualifications, exclusions and other limitations in this
letter) such unenforceability would not in our opinion prevent the Purchasers
from realizing the principal benefits purported to be provided by the
Agreements.
We are admitted to the Bar of the State of New York. The opinions set
forth in paragraph 6 and 7 above are limited to the internal laws of the State
of New York (excluding ordinances, rules, regulations and other Laws of
counties, towns, villages, municipalities and political subdivisions) and the
opinions set forth in paragraphs 1 through 5 above are limited to the General
Corporation Law of the State of Delaware, in each case as in effect on the date
hereof and to the extent such laws affect the opinions set forth herein, and we
do not express any opinion herein concerning the applicability or effect of any
other law upon any of the conclusions set forth above. With respect to any
opinions concerning the General Corporation Law of the State of Delaware, you
are aware that we are not admitted to the Bar of the State of Delaware and that
such opinions are based on our general familiarity with the General Corporation
Law of the State of Delaware as a result of our prior involvement in
transactions of a nature similar to those contemplated by the Agreement.
This opinion is given as of the date hereof and we undertake no
obligation to notify you of any changes in law or fact occurring after the date
hereof or of any existing facts subsequently
6
learned by us which are not now known to us, or for any other reason. The
opinions set forth herein are rendered only to you and are solely for your
benefit in connection with the execution and delivery of the Agreements.
Accordingly, without our written consent: (a) this letter and the opinions set
forth herein may not be used or relied upon by you for any other purpose, or
used or relied upon by any other Person for any purpose; (b) this letter may not
be cited or quoted in any financial statement, prospectus, private placement
memorandum or other similar document; (c) this letter may not be cited or quoted
in any other document or communication (whether written or otherwise) which
might encourage reliance upon this letter by any Person or for any purpose
excluded by the restrictions in this paragraph; and (d) copies of this letter
may not be furnished to any Person for purposes of encouraging such reliance.
Very truly yours,
MAYER, BROWN, XXXX & MAW LLP
PMC:FBT
7
MBR&M Final Draft
05/01/04
MAYER, BROWN, XXXX & MAW LLP HEADED NOTEPAPER
[[ ] January 2004]
[Advanced Fibre Communications, Inc.]
[Address]
Your ref:
Our ref: 635/8431//02049518
[SUBJECT TO OPINIONS COMMITTEE REVIEW]
Dear Sirs
SALE OF THE NORTH AMERICAN ACCESS SYSTEMS BUSINESS OF MARCONI COMMUNICATIONS,
INC. TO ADVANCED FIBRE COMMUNICATIONS, INC.
1. BACKGROUND
1.1 OUR ROLE
We have acted for Marconi Corporation PLC ("THE COMPANY") as its legal
advisers in England in connection with the sale of the North American
Access Systems Business of Marconi Communications, Inc., ("MCI") (a
subsidiary of the Company) as contemplated by the Asset Sale and
Purchase Agreement dated [o January 2004] (the "SALE AND PURCHASE
AGREEMENT") entered into between (1) MCI, (2) Marconi Intellectual
Property (Ringfence) Inc., (3) the Company, (4) Advanced Fibre
Communications, Inc. and (5) Advanced Fibre Communications North
America, Inc. (the "TRANSACTION").
1.2 ENGLISH LAW OPINION
This is the English law opinion referred to in Clause 7.13 (Opinion of
Counsel) of the Sale and Purchase Agreement.
1.3 DEFINED TERMS
In this opinion:
(a) the "DOCUMENT" means the Sale and Purchase Agreement;
(b) terms defined or given a particular construction in the Sale
and Purchase Agreement and not in this opinion shall have the
meanings given to them in the Sale and Purchase Agreement; and
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(c) headings in this opinion are for ease of reference only and
shall not affect its interpretation.
2. EXAMINATION AND ENQUIRIES
For the purposes of giving this opinion, we have only examined and
relied on those documents and only made those searches and enquiries
set out in Schedule 1 (Examination and Enquiries) to this opinion.
Except as set out above, we have made no further enquiries concerning
the Company or any other matter in connection with the giving of this
opinion. We express no opinion as to any matter of fact. As to matters
of fact which are material to this opinion, we have relied entirely
without further enquiry on statements made in the documents listed in
Schedule 1 (Examination and Enquiries) to this opinion.
3. ASSUMPTIONS AND QUALIFICATIONS
The opinions set out in paragraph 5 (Opinions) are given on the basis
of the assumptions set out in Schedule 2 (Assumptions) to this opinion
and subject to the qualifications set out in Schedule 3
(Qualifications) to this opinion.
This opinion is strictly limited to the matters set out in paragraph 5
(Opinions) and does not extend to and is not to be read as extending by
implication to any other matter.
In this opinion, we express no opinion as to the sufficiency or
effectiveness of the Document to achieve the purpose contemplated by
the parties to it.
4. LAW AND RELIANCE
This opinion shall be governed by and construed in accordance with
English law and relates only to English law as applied by the English
courts as at today's date.
We express no opinion as to, and we have not investigated for the
purposes of this opinion, the laws of any jurisdiction other than
England. It is assumed that no foreign law which may apply to the
Transaction, any party to the Document, the Document or any other
matter contemplated by the Document would or might affect any of the
conclusions stated in this opinion.
This opinion is solely for the benefit of the specified addressees and
for the purposes of the Document and the Transaction. It may not be
disclosed or relied on by any other person or for any other purpose and
is not to be quoted or made public in any way without our prior written
consent.
5. OPINIONS
5.1 STATUS
(a) The Company is a limited liability company duly incorporated
under the laws of England and Wales.
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(b) The Company Search indicates that it is validly existing and
does not reveal any order or resolution for the Company's
winding up or administration or any notice of the appointment
of a receiver, administrative receiver or administrator in
respect of it or any of its assets. The Telephone Search does
not reveal that any petition for the Company's winding up or
administration has been presented in the six month period
prior to such enquiry.
(c) For the purpose of this paragraph 5.1:
(i) "DULY INCORPORATED" means that the requirements of
the Companies Acts in force at the date of
incorporation of the Company in respect of
registration and all matters precedent and incidental
to it have been complied with by the Company and that
the Company is authorised to be registered and is
duly registered under such legislation; and
(ii) "VALIDLY EXISTING" means that the Company is
subsisting at the date of this opinion and has not
been struck off the register kept by the Registrar of
Companies, dissolved or ceased to exist by reason of
any merger, consolidation or limitation on the
duration of its existence.
5.2 CORPORATE POWER AND AUTHORITY
The Company has the capacity, power and authority to enter into the
Document and to exercise its rights and perform its obligations under
the Document and has duly taken all necessary corporate action to
authorise the execution and delivery of, and the exercise of its rights
and performance of its obligations under, the Document.
5.3 DUE EXECUTION AND LEGAL VALIDITY
The Company has duly executed the Document and the obligations
expressed to be assumed by the Company in the Document constitute its
legal, valid, binding and enforceable obligations.
5.4 NON-VIOLATION AND APPROVALS
Based on our review of memorandum and articles of association of the
Company the execution by the Company of the Document and the exercise
of its rights and performance of its obligations under the Document do
not and will not conflict with, result in any breach of or constitute a
default under its Memorandum or Articles of Association.
Yours faithfully
MAYER, BROWN, XXXX & MAW LLP
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SCHEDULE 1
EXAMINATION AND ENQUIRIES
1. DOCUMENTS EXAMINED
(a) SALE AND PURCHASE AGREEMENT: [a copy] [signed original] of the
Sale and Purchase Agreement executed on [date][and certified
by the Company Secretary of the Company as being a true and
up-to-date copy of the Sale and Purchase Agreement];
(b) CONSTITUTIONAL DOCUMENTS: copies of the memorandum and
articles of association and the certificate of incorporation
of the Company, in each case certified by the Company
Secretary of the Company as being true and up-to-date copies;
(c) CORPORATE AUTHORITIES: [a copy of][an extract of] the minutes
of a meeting of the board of directors of the Company held on
18 December 2003 and certified by the Company Secretary of the
Company as being a true and up-to-date copy at which the
Transaction, and in particular the execution of the Sale and
Purchase Agreement, was approved; and
(d) COMPANY SEARCH: an online search of the register kept by the
Registrar of Companies in respect of the Company obtained on [
- ](1) (the "COMPANY SEARCH").
2. ENQUIRIES MADE
We have made a telephone enquiry in respect of the Company of the
Central Index of Winding Up Petitions on [ - ](2) (the "TELEPHONE
SEARCH", and together with the Company Search, the "SEARCHES").
---------------------------
(1) Search dates to be as close as possible to the Completion Date. As at 5
January 2004 we have conducted searches which confirm the current incorporation
of the Company. Prior to giving the final opinion we will need to rerun these
searches.
(2) See above footnote.
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SCHEDULE 2
ASSUMPTIONS
1. SIGNATURES AND DOCUMENTS
(a) The genuineness of all signatures, seals and stamps.
(b) The authenticity and completeness of all documents submitted
to us as originals.
(c) The conformity with the original documents of all documents
submitted to us as drafts or copies and the authenticity and
completeness of all such original documents.
(d) Save for any document listed in Paragraph 1 of Schedule 1
there is nothing in any document referred to in the Document
(none of which we have examined) which would have any
implication for the opinions we express.
2. OTHER PARTIES
(a) In respect of each party to the Document (other than the
Company), the capacity, power and authority to enter into and
deliver, and to exercise its rights and perform its
obligations under, the Document and that the Document has been
duly executed and delivered by or on behalf of each such
party.
(b) That the Document constitutes the legal, valid, binding and
enforceable obligations of each party to the Document (other
than the Company).
3. FOREIGN LAW
That the Document and the rights and obligations created by the
Document constitute the legal, valid, binding and enforceable
obligations of each of the parties to it (including the Company) under
the laws of the State of New York, that the choice of the laws of the
State of New York to govern the Document is valid under the laws of the
State of New York and that the submission to the jurisdiction of the
courts of competent jurisdiction within the County of New York in the
State of New York, whether state or federal, by the Company to settle
any disputes arising out of the Document will be recognised by the New
York courts as a valid submission.
4. SEARCHES
That the information disclosed by the Searches is true, accurate,
complete and up to date and that there is no information which, for any
reason whatsoever, should have been disclosed by such Searches but was
not so disclosed.
It should be noted, however, that such information may not be true,
accurate, complete or up to date. In particular, but without
limitation:
(a) there may be matters which should have been registered which
have not been registered or there may be a delay between the
registration of such matters and the relevant entries
appearing on the register of the relevant party;
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(b) there is no requirement to register with the Registrar of
Companies notice of a petition for the winding up of, or for
an administration order in respect of, a company. Such a
notice or notice of a winding up or administration order made,
a resolution passed for the winding up of a company or a
receiver, manager, administrative receiver, administrator or
liquidator appointed may not be filed with the Registrar of
Companies immediately and there may be a delay in any such
notice appearing on the register of the relevant party;
(c) the results of the Telephone Search relate only to petitions
for the compulsory winding up of, or for an administration
order in respect of, the Company presented in the six month
period prior to such enquiry and entered on the records of the
Central Index of Winding Up Petitions. The presentation of
such a petition may not have been notified to the Central
Index or entered on its records immediately or, if presented
to a County Court, at all; and
(d) in each case, further information might have become available
on the relevant register after the Searches were made.
5. BOARD MEETINGS
(a) That the meeting referred to in Schedule 1, Paragraph 1(c)
(Corporate authorities) to this opinion was duly convened,
constituted and held in accordance with all applicable laws
and regulations; that a duly qualified quorum of directors was
present throughout such meeting and voted in favour of the
resolutions; and that in each case any provisions contained in
the Companies Xxx 0000 (as amended) or the articles of
association of the Company relating to the declaration of
directors' interests or the power of interested directors to
vote and to count in the quorum were duly observed.
(b) That the minutes referred to in that paragraph are a true
record of the proceedings of the meeting; that the resolutions
shown in those minutes duly passed; and that such resolutions
have not been amended or rescinded and remain in full force
and effect.
6. ACCURATE INFORMATION
(a) That all information supplied to us (orally or in writing) by
the Company (through any of its employees or agents) or any
other person involved in the Transaction or otherwise remains
true, accurate, complete and up to date.
(b) All factual statements and representations made in the
Document are correct and complete (which statements we have
not independently verified).
7. CORPORATE BENEFIT
(a) That the directors of the Company acted in good faith and in
the interests of the Company in approving the Transaction and
the Document.
(b) The execution and delivery by the Company of the Document and
the exercise of its rights and performance of its obligations
under the Document is in its commercial interests.
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8. DUE COMPLIANCE
(a) The due compliance with all matters under the laws of any
jurisdiction other than England relating to the Document, the
parties to the Document or other persons affected by them or
the performance or enforcement by or against such parties or
such other persons of any obligation or right to be performed
or enforced in any such jurisdiction.
(b) That none of the transactions contemplated by the Document
will infringe the terms of, or constitute a default under, any
agreement, indenture, contract, mortgage, deed or other
document to which the Company is a party or by which any of
its property, undertaking, assets or revenues are bound.
9. NO OTHER FACT
That there is no fact, matter (such as a mistake or misrepresentation
before or at the time the Document was entered into or a subsequent
release, waiver or variation of any right or provision) or additional
document between some or all of the parties which would or might affect
this opinion and which was not revealed to us by the documents examined
or the searches and enquiries made by us in connection with the giving
of this opinion.
10. OFFICERS
That each of the individuals who claims to be an officer of the Company
is the individual he or she claims to be.
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SCHEDULE 3
QUALIFICATIONS
1. LEGAL VALIDITY
The term "LEGAL, VALID, BINDING AND ENFORCEABLE" as used in paragraph
5.3 (Due execution and legal validity) means that the obligations of
the Company under the Document are of a type which the English courts
enforce. It does not mean that the English courts will necessarily
enforce those obligations in all circumstances in accordance with their
respective terms. In particular:
(a) INSOLVENCY: enforcement may be limited by the law relating to
administration, bankruptcy, insolvency, liquidation,
moratorium and re-organisation and by other similar laws of
general application relating to or affecting the rights of
creditors generally;
(b) EQUITY: an English court will not necessarily grant any remedy
the availability of which is subject to the principles of
equity or public policy or which is otherwise in the
discretion of the court. In particular, equitable remedies
such as specific performance and injunctions are discretionary
notwithstanding any agreement purporting to confer the
availability of the same and may not be available where
damages are considered by the court to be an adequate
alternative remedy;
(c) PROCEDURAL RULES: any action brought in an English court would
be subject to the rules and procedures of the court including,
without limitation, rules as to when an English court will
take jurisdiction to hear a matter, order a plaintiff to
provide security for costs and stay an action;
(d) DEFENCES: claims may become barred under the Limitation Acts
or may be or become subject to defences of set-off or
counterclaim;
(e) FRUSTRATION, MISREPRESENTATION AND FRAUD: enforcement may be
limited by the provisions of English law applicable to
agreements held to have been frustrated by events happening
after execution. A party to an agreement may be able to avoid
its obligations under that agreement (and may have other
remedies) if it has been induced to enter into such agreement
by a misrepresentation. The English courts will generally not
enforce an obligation if there has been fraud;
(f) FOREIGN ILLEGALITY: where an obligation is to be performed in
a jurisdiction other than England, it may not be enforceable
in England to the extent that its performance would be illegal
or contrary to public policy under the laws of the
jurisdiction in which it is to be performed and an English
court may take into account the laws of the jurisdiction in
which performance is to take place in relation to the manner
of performance and the steps to be taken in the event of
defective performance; and
(g) CURRENCY: while the English courts are prepared to render
judgment for a monetary amount in a foreign currency, a
judgment may be converted into
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English pounds sterling for the purposes of enforcement (save
only in respect of garnishee proceedings where enforcement can
be in the appropriate foreign currency). Foreign currency
amounts claimed in English liquidation proceedings must be
converted into English pounds sterling at the exchange rate
prevailing at the commencement of the liquidation.
2. PARTICULAR PROVISIONS
There are limits on the efficacy of certain provisions in the Document.
In particular:
(a) DEFAULT PENALTIES: any provision for the payment of an amount
in the event of a breach or default might be unenforceable if
it amounts to a penalty and not a genuine pre-estimate of the
loss likely to be suffered as a result of such breach or
default;
(b) AMENDMENTS IN WRITING: a court might hold that the parties to
the Document may amend it by oral agreement and/or that
waivers may be granted orally, notwithstanding any provision
in it requiring amendments and/or waivers to be in writing;
(c) AGREEMENTS TO AGREE: any provision providing for a matter to
be determined by future agreement or negotiation might be
unenforceable or void for uncertainty;
(d) RESTRICTION ON STATUTORY POWER: a provision in the Document
which constitutes a restriction on the exercise of any
statutory power by any person party to the Document or any
other person may be void;
(e) SEVERABILITY: the question of whether or not any provision of
the Document which may be invalid may be severed from the
other provisions of the Document in order to preserve the
validity of those other provisions would be determined by an
English court in its discretion;
(f) CONCLUSIVE DETERMINATION AND DISCRETION: an English court may
refuse to treat as final, conclusive or binding any
calculation, certificate or determination which the Document
states are to be so treated and may require that where any
party to the Document is vested with a discretion or may
determine a matter in his opinion that such discretion is
exercised reasonably, objectively and for proper purpose or
that such opinion is based on reasonable and objective
grounds;
(g) EXCLUSIONS OR RESTRICTIONS OF LIABILITY: there are limits on
the extent to which an English court will give effect to
provisions excluding or restricting the liability of any party
and the effectiveness of any indemnity for such matters is
limited by law;
(h) NO WITHHOLDING: a provision requiring payments to be made
without deduction or withholding will not be enforced if a
deduction or withholding is made pursuant to a legal
obligation;
(i) COSTS INDEMNITY: an English court may not give effect to an
indemnity by any party
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in respect of costs and expenses resulting from a breach by
that party of the Document or in respect of the costs of
unsuccessful litigation brought before an English court or
where the court has itself made an order for costs;
(j) STAMP DUTY INDEMNITY: an undertaking to assume liability for
or to indemnify against non-payment of stamp duty or any other
taxes or duties may be unenforceable;
(k) ENTIRE AGREEMENT: oral or other assurances given in the course
of negotiations may amount to a binding collateral promise,
notwithstanding any provision in the Document to the effect
that the written terms of that Document constitute the entire
agreement between the parties to it; and
(l) OBLIGATIONS AFTER JUDGMENT: an English Court may hold that a
judgment, English or foreign, on the Document would supersede
the Document so that any obligation relating to the payment of
interest after judgment or any currency indemnity in the
Document may not be held to survive such judgment.
3. ENFORCEMENT OF FOREIGN JUDGMENTS
As there are no reciprocal arrangements in force between the State of
New York and the United Kingdom for the recognition or enforcement of
judgments, a judgment entered against the Company by the court of the
State of New York is not directly enforceable in England. The judgment
may however be recognised by the English courts under common law
without the necessity for any re-trial or re-examination of the merits
of the underlying claims, provided that:
(a) the New York court had jurisdiction over the Company;
(b) the judgment was for a fixed and definite sum of money;
(c) the judgment was not obtained by fraud, duress or in a manner
opposed to the principles of natural justice;
(d) the judgment was not directly or indirectly for the payment of
taxes or other public charges of a like nature or a fine or
other penalty;
(e) the judgment was not for multiple damages;
(f) the judgment is free from conflict with any other judgment
that the courts of England would enforce and does not amount
to a judgment on a matter previously determined by an English
court;
(g) enforcement of the judgment is not contrary to English public
policy;
(h) the judgment does not breach an order made by the Secretary of
State in England in respect of any provision or rule of law
which appears to him to be concerned with the prohibition or
regulation of agreements, arrangements or practices designed
to restrain, distort or restrict competition or to be
otherwise concerned with the promotion of such competition;
and
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(i) enforcement procedures in respect of the judgment are
instituted within the period prescribed by the Limitation
Acts.
4. SET-OFF
Although a right of set-off may exist pursuant to English law, we
express no opinion as to whether any provision in the Document which
confers, purports to confer or waives a right of set-off or similar
right would be effective against a liquidator or creditor.
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Our Ref: 41519-00307 CO: 1109692.3
[Date]
To: [Addressee]
Dear Sirs,
We have acted as legal advisers to Marconi Corporation plc, Marconi
Communications, Inc. and Marconi Intellectual Property (Ringfence) Inc.
(together, the SELLERS) as to matters of English law in connection with the sale
by the Sellers of the North American Access Systems Business (the BUSINESS) to
Advanced Fibre Communications, Inc. and Advanced Fibre Communications North
America, Inc. (together, the BUYERS) pursuant to the Asset Purchase and Sale
Agreement (as defined below) (the TRANSACTION).
1. DOCUMENTS EXAMINED
We have examined copies of:
(a) the asset purchase and sale agreement dated - 2003, by and among the
Buyers and Sellers (the ASSET PURCHASE AND SALE AGREEMENT);
(b) the indenture among Marconi Corporation plc, the guarantors party
thereto and JPMorgan Chase Bank, as trustee, dated 19th May, 2003 (the
JUNIOR NOTE TRUSTEE), relating to Marconi Corporation plc's Guaranteed
Junior Secured Notes due October 2008;
(c) the indenture among Marconi Corporation plc, the guarantors party
thereto and Law Debenture Trust Company of New York, as trustee (the
SENIOR NOTE TRUSTEE), dated 19th May, 2003 (the SENIOR NOTE INDENTURE)
relating to the Marconi Corporation plc's Guaranteed Senior Secured
Notes due April 2008; and
(d) the Intellectual Property Licence between Marconi Corporation plc and
Certain of its Subsidiaries dated 19th May 2003 ("GROUP LICENCE") and
the Patent Licence Agreement by and among Marconi Intellectual Property
(Ringfenced) Inc, Marconi Corporation plc and Marconi Communications
Inc dated 19th May 2003 ("RINGFENCED LICENCE").
As to certain matters of fact material to the opinions expressed, we have relied
on the representations made in officers' certificates provided by the Sellers.
2. LIMITATIONS AND ASSUMPTIONS
Our opinion is confined solely to the laws of England and is limited solely to
the matters contained in it. In particular, we have made no investigation of the
laws of the United States of America or any state of the United States of
America or any other jurisdiction and we do not express or imply any opinion on
such laws.
We have assumed that:
(i) the consideration to be received by the Sellers in the Transaction will
be at least equal to the Fair Market Value (as defined in the Senior
Note Indenture) at the time of the transfer of the assets that are the
subject of the Transaction and that Marconi Corporation plc will
deliver the officer's
certificates with respect to the determination of such Fair Market
Value that are contemplated by clause (a)(2) of Section 4.03 and 4.02
of the Senior Note Indenture and Junior Note Indenture, respectively,
within the period specified by such clauses;
(ii) at least 85% of the consideration to be received by the Sellers in the
Transaction will be in the form of Cash Equivalents (as defined in the
Senior Note Indenture);
(iii) Marconi Corporation plc will deposit the Net Proceeds (as defined in
the Senior Note Indenture) received by the Sellers in the Transaction
into the Mandatory Redemption Escrow Account (as defined in the Senior
Note Indenture) within five London Business Days of receipt of such Net
Proceeds;
(iv) neither of the Buyers is an Affiliate (as defined in the Senior Note
Indenture) of any of the Sellers;
(v) the provision of the products, services and other assistance to be
provided by the Sellers and their Affiliates (as defined in the Senior
Note Indenture) to the Buyers and their Affiliates following the
closing of the Transaction pursuant to the Asset Purchase and Sale
Agreement and the other agreements referred to therein or contemplated
thereby constitute Permitted Businesses (as defined in the Senior Note
Indenture); and
(vi) any additional sales of assets made following the closing of the
Transaction pursuant to the terms of the Asset Purchase and Sale
Agreement will be made in accordance with all applicable requirements
of the Senior Note Indenture and Junior Note Indenture relating to
Asset Sales (as defined in the Senior Note Indenture).
3. OPINION
On the basis of the foregoing, and having regard to such legal considerations as
we deem relevant and subject as set out below and to any matters not disclosed
to us, we are of the opinion that the execution, delivery and performance by the
sellers of the Asset Sale and Purchase Agreement will not violate
(i) any of Sections 4.02 through 4.13 inclusive, 4.19, 4.23 and 4.24
of the Senior Note Indenture or Sections 4.01 through 4.12 inclusive,
4.18, 4.22 and 4.23 of the Junior Note Indenture; or
(ii) the Group Licence or the Ringfenced Licence.
4. GENERAL
This opinion, which shall be construed in accordance with English law, is given
to you in connection with the Transaction. This opinion is only addressed to you
and may not be passed on to, or relied upon by any other person for any purpose.
You may not give copies of this opinion to others without our prior written
permission.
This opinion is given on the basis of English law in force and applied by
English courts at the date of this opinion and on the basis that there has been
no amendment to, or termination or replacement of, any of the documents examined
by us and no change in any of the facts assumed by us for the purposes of giving
this opinion. It is also given on the basis that we have no obligation to notify
any addressee of this opinion of any change in English law or its application
after the date of this opinion.
Yours faithfully,
[VALUATION
RESEARCH(R)
CORPORATION LOGO] 000 Xxxxxx Xxxx Xxxxxxxxx Xxxxxx Xxx Xxxxxxx
Xxxxxxxxx, XX 00000 Chicago Milwaukee
Fax 000 000-0000 Cincinnati New York
000 000-0000 International
Affiliates
December 22, 2003
Marconi Communications, Inc.
0000 Xxxxxxx Xxxxx
Xxxxxxxxxx, XX 00000
Advanced Fibre Communications, Inc.
0000 Xxxxx XxXxxxxx Xxxxxxxxx
Xxxxxxxx, XX 00000
Ladies and Gentlemen:
Re: Opinion Delivered in connection with that Certain Proposed Asset
Purchase Agreement, anticipated to be dated January 5, 2004 (the "Asset
Purchase Agreement") by and among Marconi Communications, Inc. ("MCI"),
Advanced Fibre Communications, Inc. ("AFC") and the Other Parties Named
Therein
This letter is provided by Valuation Research Corporation ("VRC") reporting the
performance of certain limited procedures undertaken by VRC, which form the
basis for its opinion ("Opinion") as of December 22, 2003 (the "Signing Date"),
that immediately after and giving effect to the consummation of the transactions
contemplated by the Asset Purchase Agreement (the "Transactions"):
(a) The Fair Value and the Present Fair Saleable Value of the
assets of MCI, on a consolidated basis with its subsidiaries,
exceeds and will exceed its liabilities, on a consolidated
basis with its subsidiaries (including, without limitation,
Stated Liabilities and Identified Contingent Liabilities, each
as defined below);
(b) MCI, on a consolidated basis with its subsidiaries, is and
will be able to pay its debts, on a consolidated basis with
its subsidiaries (including, without limitation, Stated
Liabilities and Identified Contingent Liabilities), as such
debts mature or otherwise become absolute or due; and
(c) MCI, on a consolidated basis with its subsidiaries, does not
have and will not have Unreasonably Small Capital (as defined
below) for its current and anticipated needs.
VALUATION RESEARCH CORPORATION
The Opinion rendered is with respect to MCI, on a consolidated basis with its
subsidiaries, as a going concern and on a pro forma basis immediately after and
giving effect to the consummation of the Transactions. In the course of
preparing the Opinion, nothing has come to the attention of VRC upon reasonable
inquiry that causes VRC to believe that MCI, on a consolidated basis with its
subsidiaries and immediately after and giving effect to the consummation of the
Transactions, would not be a going concern or that valuing MCI, on a
consolidated basis with its subsidiaries as a going concern, would be materially
misleading. For purposes of the Opinion, the following terms are defined as
follows:
FAIR VALUE - The amount at which assets of an entity would change hands
between a willing buyer and a willing seller, within a commercially
reasonable period of time, each having reasonable knowledge of the
relevant facts, neither being under any compulsion to act, with equity
to both.
PRESENT FAIR SALEABLE VALUE - The aggregate amount that may be realized
by an independent willing seller from an independent willing buyer if
an entity's assets are sold with reasonable promptness in an
arm's-length transaction under present conditions for the sale of
assets of the business comprising such entity.
STATED LIABILITIES - The recorded liabilities of MCI, on a consolidated
basis with its subsidiaries, as presented on its unaudited, pro forma
balance sheet as of September 30, 2003 as prepared by Management
(defined below). VRC has made inquiries of management of MCI, its
subsidiaries and affiliated companies (including, without limitation,
Marconi Corporation plc ("Marconi" and collectively, "Management") and
has been advised by Management that there has been no material adverse
change in Stated Liabilities between September 30, 2003 and the Signing
Date. The Stated Liabilities of Marconi were adjusted for payments made
to reduce the outstanding balances on certain notes.
IDENTIFIED CONTINGENT LIABILITIES - The maximum reasonably estimated
liabilities that may result from pending litigation, asserted claims
and assessments, guaranties, environmental conditions, uninsured risks,
taxes, and other contingent liabilities as identified and explained to
VRC in terms of their nature and estimated dollar magnitude by
Management. VRC does not give any opinion as to whether any such
Identified Contingent Liabilities meet the criteria for accrual under
Statement of Financial Accounting Standards Number 5.
UNREASONABLY SMALL CAPITAL - This phrase relates to the ability of MCI,
on a consolidated basis with its subsidiaries, immediately after and
giving effect to the consummation of the Transactions, to continue as a
going concern and not lack sufficient capital for its current and
anticipated needs, including, without limitation, Identified Contingent
Liabilities, without substantial unplanned disposition of assets
outside the ordinary course of business, restructuring of debt,
externally forced revisions of operations, or similar actions.
2
VALUATION RESEARCH CORPORATION
VRC believes the foregoing definitions are reasonable and appropriate for
purposes of rendering the Opinion, and VRC believes the methodologies used in
its analysis are appropriate for determining Fair Value and Present Fair
Saleable Value as defined herein.
In expressing the Opinion, VRC has relied on certain information furnished by
and/or obtained from Management. For purposes of this Opinion, due to the
volatile nature of the telecommunications industry and the significant changes
to the operating structure of both MCI and Marconi, it is Management's opinion
that the most accurate operating projection is the forecast prepared as part of
a working capital review. Although the forecast extends into fiscal 2007,
Management believes the most accurate forecast time frame is from April 1, 2003
through September 30, 2004. This information has been reviewed by VRC and has
been the subject of reasonable discussion and reasonable inquiry. VRC does not
assume any responsibility for the sufficiency and/or accuracy of any information
provided to or otherwise obtained by VRC. Such information has been accepted as
reasonably reflecting the operating conditions of MCI, on a consolidated basis
with its subsidiaries, as well as its pro forma financial position following the
Transactions. VRC used this information as well as its independent judgment to
form the basis for the cash flows utilized in the discounted cash flow analyses.
For purposes of this Opinion, MCI's guaranties made on May 19, 2003 of the
obligations regarding the Senior Secured Notes issued by Marconi Corporation plc
due 2008 and regarding the Junior Secured Notes issued by Marconi Corporation
plc due 2008 and MCI's obligations pursuant to the Composite Guaranty in favor
of The Law Debenture Trust Corporation p.l.c., as Security Trustee, dated May
19, 2003, have been considered contingent liabilities to the full extent of the
amounts of the obligations they guarantee, and have not been limited to MCI's
net worth, provided, however, that MCI's rights of reimbursement and
contribution and other factors permitted for determining the impact of
contingent obligations on MCI's solvency under the applicable laws have been
considered in determining solvency in the Opinion.
VRC has performed certain analyses, investigations, procedures and studies as
more fully described herein in support of the Opinion. The Opinion is subject to
the General Limiting Conditions and Assumptions attached hereto as Exhibit A.
VRC reviewed unaudited financial statements of MCI, on a consolidated basis with
its subsidiaries, for the six month period ended September 30, 2003. VRC also
reviewed the unaudited pro forma financial projections of MCI, on a consolidated
basis with its subsidiaries, for October 1, 2003 through March 31, 2007. All
items subject to audit pursuant to generally accepted auditing standards and in
conformity with U.S. generally accepted accounting principles ("GAAP") have been
relied upon without review, check, or verification. VRC has also reviewed
audited financial statements for the years ended March 31, 2001 through March
31, 2003 and unaudited financial statements for the six month period ended
September 30, 2003 for Marconi.
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VALUATION RESEARCH CORPORATION
VRC has also reviewed certain other information considered appropriate by VRC in
rendering the Opinion. Such areas of investigation included but were not limited
to the following:
- Review of the draft Asset Purchase Agreement and related
agreements referred to therein;
- Discussions with Management concerning the current and future
operating and financial prospects of MCI and its subsidiaries,
among other topics;
- An overview of the industry in which MCI and its subsidiaries
operate, which included an analysis of certain companies
engaged in similar lines of business as well as a review of
certain mergers and acquisitions involving companies engaged
in similar lines of business;
- Review of certain projected financial and operating
information of MCI, on a consolidated basis with its
subsidiaries, for the periods indicated previously, and
Management assumptions thereto;
- Inquiries of Management who have responsibility for legal,
financial, and accounting matters as to the existence, nature,
and magnitude of Identified Contingent Liabilities. Because
Identified Contingent Liabilities are estimates of Management,
VRC expresses no opinion as to the completeness or propriety
of such items. VRC has obtained a written representation from
MCI and its subsidiaries as to the nature and magnitude of
Identified Contingent Liabilities. The foregoing is subject to
the statements above concerning the effect of the three
specified guaranties;
- Review, discussions and inquiries similar to the foregoing or
as set forth elsewhere herein regarding MCI with respect to
Marconi and its other subsidiaries and affiliates;
- Review of certain other information, material, and data
considered relevant.
VRC believes such areas of investigation are sufficient and reasonable as a
basis for rendering the Opinion. For purposes of the Opinion, VRC has assumed
there will be no material changes in any documents relating to or associated
with the Transactions which VRC has been furnished and which are in the
possession of VRC as of the date hereof.
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VALUATION RESEARCH CORPORATION
Based on the foregoing, VRC expresses the following Opinion as of the date
hereof, after giving effect to the consummation of the Transactions, subject to
the General Limiting Conditions and Assumptions set forth in Exhibit A hereto:
(a) The Fair Value and the Present Fair Saleable Value of the
assets of MCI, on a consolidated basis with its subsidiaries,
exceeds and will exceed its liabilities, on a consolidated
basis with its subsidiaries (including, without limitation,
Stated Liabilities and Identified Contingent Liabilities);
(b) MCI, on a consolidated basis with its subsidiaries, is and
will be able to pay its debts, on a consolidated basis with
its subsidiaries (including, without limitation, Stated
Liabilities and Identified Contingent Liabilities), as such
debts mature or otherwise become absolute or due; and
(c) MCI, on a consolidated basis with its subsidiaries, does not
have and will not have Unreasonably Small Capital for its
current and anticipated needs.
The Opinion may be relied upon and disclosed as provided for in Exhibit A.
Respectfully submitted,
VALUATION RESEARCH CORPORATION
[VALUATION RESEARCH CORPORATION LOGO]
Engagement Number: 50001629
5
VALUATION RESEARCH CORPORATION
EXHIBIT A
GENERAL LIMITING CONDITIONS AND ASSUMPTIONS
The Opinion and the conclusions associated therewith are for solvency purposes
only and can only be relied upon by the parties to whom the Opinion is addressed
as of the date hereof. The conclusions reached represent the considered opinion
of VRC, based upon information furnished to VRC by Management and its
representatives and advisors as well as other sources. The Opinion is in no way
given as an indication of the fairness of the Transactions to any shareholder or
any other participant in the Transactions. Furthermore, the Opinion and the
conclusions associated therewith are not intended by the author, and should not
be construed by the reader, to be investment advice in any manner whatsoever.
Neither all nor any part of the Opinion should be disseminated to the public
through advertising media, public relations, news media, sales media, mail,
direct transmittal, or any other public means of communication, without prior
written consent and approval of VRC.
The Opinion is valid only for the proposed capital structure of MCI and its
subsidiaries as of the date hereof and is not valid for any subsequent debt or
equity refinancing or restructuring not specifically referred to in the Opinion.
Furthermore, the Opinion does not represent an assurance, guarantee, or warranty
that the subject entity or any of its subsidiaries will not default on any of
their debt obligations, nor does VRC make any assurance, guarantee, or warranty
that any covenants, financial or otherwise, associated with any financing will
not be broken in the future.
VRC makes no representation as to the legal sufficiency for any purpose of the
definitions contained in the body of the Opinion. Such definitions are used
solely for setting forth the scope of the Opinion and VRC believes such
definitions to be reasonable for purposes of rendering the Opinion.
In accordance with recognized professional standards as generally practiced in
the appraisal industry, the fee for this service is not contingent upon the
conclusions reached in the Opinion. VRC has determined to the best of its
knowledge and in good faith that neither it nor any of its agents or employees
has a material financial interest in any participant in the Transactions.
VRC has relied on certain public information furnished by others and VRC
believes such information to be reliable as to accuracy and completeness but
offers no warranty or representation to that effect.
Neither VRC, nor any of its agents or employees assumes any responsibility for
matters legal in nature, nor do they render any opinion as to any title to, or
legal status of, property, which may be involved, whether real, personal,
tangible or intangible. Title is assumed to be good and marketable.
Where there may be real property involved, VRC has not made a land survey of the
property and has assumed that the subject entity has clear title to the property
unless specifically stated in the Opinion. VRC assumes that there are no hidden
or unapparent
6
VALUATION RESEARCH CORPORATION
conditions of the property, subsoil, or structures that render it more or less
valuable. VRC assumes no responsibility for such unapparent conditions or for
arranging for engineering studies that may be required to discover any such
unapparent conditions which may exits.
VRC assumes that all laws, statutes, ordinances, zoning and use regulations,
other regulations, or regulations of any governmental or legal authority
relevant to and in connection with the Transactions are complied with unless
express written noncompliance is brought to the attention of VRC by those relied
on by VRC, including Management and their representatives and advisors, and then
only to the extent that such noncompliance is stated and defined in the Opinion.
VRC assumes in the case of leases of real and/or other property that the
Transactions will not trigger any renegotiations of such leases to market rates
based upon the change in the financial conditions of the subject entity arising
from the Transactions that would, in aggregate, be material to the subject
entity.
The opinion of Fair Value and Present Fair Saleable Value of aggregate assets
expressed by VRC results from the development and analysis of several valuation
indications arrived at through the use of accepted valuation procedures as
practiced in the appraisal industry. These procedures included Income and Market
Approaches, as described below.
The Income Approach utilizes cash flow projections which are discounted to
present value. The discount rates selected are based on risk and return
requirements deemed appropriate by VRC, given current capital market conditions
and the investment characteristics of the subject entity. Discount rates are
based upon a weighted average cost of capital concept which considers the after
tax cost of debt and the cost of equity. Discount rates include a risk premium,
over and above the return associated with default free investments such as debt
obligations of the U.S. Government.
The Market Approach is a valuation technique in which the estimated market value
is based on market prices observed for actual transactions. This technique
consists of undertaking a detailed market analysis of selected publicly traded
guideline companies and selected guideline mergers and acquisitions of companies
that provide a reasonable basis for comparison to the relative investment
characteristics of the subject entity. Valuation metrics derived from the
guideline companies and/or guideline mergers and acquisitions are selected and
applied to the subject entity after consideration of adjustments for
dissimilarities in financial position, growth, markets, profitability, and other
factors.
Our conclusions of Fair Value and Present Fair Saleable Value of assets are for
the aggregate or total assets of consolidated MCI. Nothing has come to the
attention of VRC that would cause it to believe that the Fair Value of assets is
materially different from the Present Fair Saleable Value of such assets.
The Opinion is necessarily based on economic, market, financial and other
conditions as they exist on the date hereof. While various judgments and
estimates which VRC considers reasonable and appropriate under the circumstances
are made by VRC in the determination of value, no assurance can be given by VRC
that the sale price which might ultimately be realized in any actual
transaction, if and when effected, will be at
7
VALUATION RESEARCH CORPORATION
Fair Value or Present Fair Saleable Value. Furthermore,
material changes in industry or market conditions that may affect the subject
entity's business from and after the date hereof, which are not reasonably
foreseeable, are not taken into account.
Amounts payable with respect to Identified Contingent Liabilities cannot be
predicted with exact certainty. In addition, contingent liabilities exclude
obligations under executory contracts such as operating leases. VRC believes
that the exclusion of such executory contracts has no material effect on the
excess of Present Fair Saleable Value or Fair Market Value of assets over
liabilities.
VRC is not an environmental consultant or auditor, and it takes no
responsibility for any actual or potential environmental liabilities. Any person
entitled to rely on the Opinion wishing to know whether such liabilities exist,
or their scope, and the effect on the value of the subject entity is encouraged
to obtain a professional environmental assessment. VRC does not conduct or
provide environmental assessments and has not performed one for the subject
entity for purposes of the Opinion.
8
EXHIBIT R
00 XXXXXXX XXXXXX XXX XXXXXXXXX, XX 00000-0000 415.983.1000 F: 415.983.1200
MAILING ADDRESS: P. O. XXX 0000 XXX XXXXXXXXX, XX 00000-0000
__________________, 2004
Marconi Communications, Inc.
0000 Xxxxxxx Xxxxx
Xxxxxxxxxx, Xxxxxxxxxxxx 00000
Ladies and Gentlemen:
We have acted as counsel to Advanced Fibre Communications, Inc., a Delaware
corporation ("AFC"), and Advanced Fibre Communications North America, Inc., a
Delaware corporation ("AFCNA" and, together with AFC, the "Purchasers"), in
connection with the negotiation, execution and delivery of the Asset Purchase
and Sale Agreement, dated as of January 5, 2004 (the "Purchase Agreement"), by
and among Marconi Communications, Inc., a Delaware corporation ("Marconi
Communications"), Marconi Intellectual Property (Ringfence) Inc., a Delaware
corporation ("Marconi IP" and, together with Marconi Communications, the
"Sellers"), Marconi Corporation plc, a public limited liability company
incorporated in England and Wales (registered no. 0067307) ("Parent"), AFC and
AFCNA.
This letter is being delivered pursuant to Section 8.10 of the Purchase
Agreement. Capitalized terms used herein but not otherwise defined herein have
the meanings assigned to such terms in the Purchase Agreement. The Purchase
Agreement and Related Agreements are referred to collectively as the
"Agreements."
In rendering the opinions herein, we have examined the Agreements and originals
or copies, certified or otherwise identified to our satisfaction, of such
certificates of public officials and of officers of the Purchasers and such
other documents as we have deemed necessary as a basis for the opinions
hereinafter expressed. As to questions of fact material to such opinions, we
have examined and relied without any independent verification upon the
representations and warranties of the Purchasers contained in the Agreements,
upon certificates of officers of the Purchasers and of public officials and upon
other documents as we have deemed reasonable. We have assumed without
investigation that there has been no relevant change or development between the
dates as of which such certificates and documents were given and the date of
this letter and that such records, certificates and documents are accurate and
do not omit any disclosures necessary to prevent such records, certificates or
documents from being misleading. For
Marconi Communications, Inc.
__________________, 2004
Page 2
purposes of our opinions in paragraph 1 below, we have relied exclusively upon
certificates issued by the Secretary of State of Delaware with respect to the
Purchasers dated _________, 2004, and our opinions are not intended to provide
any conclusion or assurance beyond that conveyed by those certificates.
In preparing this letter and as a basis for the opinions expressed herein, we
have made, and have relied without any independent verification upon, each of
the following assumptions:
(i) Each of the Persons identified therein as a party to
the Agreements (including, without limitation, the Purchasers) is duly
organized under the laws of its jurisdiction of incorporation;
(ii) Each of the Persons identified therein as a party to
the Agreements (other than the Purchasers) is existing and in good
standing in its jurisdiction of incorporation;
(iii) Each of the Persons identified therein as a party to
the Agreements (other than the Purchasers) has full power and authority
(including, without limitation, under the laws of its jurisdiction of
incorporation) to execute, deliver and perform the Agreements and the
Agreements have been duly authorized by all necessary action on its
part and has been duly executed and duly delivered by it;
(iv) The Agreements constitute a legal, valid and binding
obligation of each Person which is identified therein as being a party
thereto (other than the Purchasers) and are enforceable against each
such Person in accordance with its terms;
(v) Each of the Persons identified therein as a party to
the Agreements (other than the Purchasers) has satisfied those legal
requirements that are applicable to such Person to the extent necessary
to make the Agreements enforceable against such Person;
(vi) The execution and delivery by each of the Persons
identified therein as a party to the Agreements (including, without
limitation, the Purchasers) and the performance by such Persons
(including, without limitation, the Purchasers) of their respective
obligations under the Agreements, does not conflict with any Contract
(including, without limitation, any Contract regarding
Marconi Communications, Inc.
__________________, 2004
Page 3
indebtedness), Judgment or Law applicable to any such Person or such
Person's respective property or assets;
(vii) Each document submitted to us for review is accurate
and complete, each such document that is an original is authentic, each
such document that is a copy conforms to an authentic original, and all
signatures (other than those on behalf of the Purchasers) on each such
document are genuine;
(viii) There has not been any mutual mistake of fact or
misunderstanding, fraud, duress or undue influence;
(ix) The conduct of each Person which is identified
therein as a party to the Agreements (including, without limitation,
the Purchasers) has complied, and will comply, with any requirement of
good faith, fair dealing and conscionability;
(x) There are no agreements or understandings among the
Persons identified as being parties to the Agreements (including,
without limitation, the Purchasers), written or oral, and there is no
usage of trade or course of prior dealing among such Persons, that
would, in either case, define, supplement or qualify the terms of the
Agreements;
(xi) The constitutionality or validity of a relevant
statute, rule, regulation or agency action is not in issue;
(xii) All parties to the Agreements will act in accordance
with, and will refrain from taking any action that is forbidden by, the
terms and conditions of the Agreements;
(xiii) All information required to be disclosed in
connection with any approval by the Boards of Directors of AFC and
AFCNA and all other information required to be disclosed in connection
with any issue relevant to our opinions has in fact been fully and
fairly disclosed to all Persons to whom it is required to be disclosed;
(xiv) The certificate of incorporation of each of AFC and
AFCNA, all amendments to such certificates, the by-laws of each of AFC
and AFCNA and all amendments to such by-laws have been adopted in
accordance with all applicable legal requirements; and
Marconi Communications, Inc.
__________________, 2004
Page 4
(xv) Each individual who has taken any action relevant to
any of our opinions in the capacity of director or officer was duly
elected to such director or officer position and held that position
when such action was taken.
Based upon the foregoing, and subject to the assumptions,
qualifications, exclusions and other limitations set forth herein, we are of the
opinion that:
1. Each of AFC and AFCNA is a corporation existing and
in good standing under the General Corporation Law of the State of
Delaware.
2. Each of AFC and AFCNA has the corporate power to
execute and deliver the Agreements to which it is a party and to
perform its obligations thereunder.
3. The execution and delivery by each of AFC and AFCNA
of the Agreements to which it is a party and the performance by each of
its obligations thereunder have been duly authorized by all necessary
corporate action on the part of AFC and AFCNA.
4. The execution and delivery by each of AFC and AFCNA
of the Agreements to which it is a party and the performance by each of
AFC and AFCNA of its obligations thereunder will not violate any
provisions of the respective Certificates of Incorporation or By-laws
of AFC or AFCNA.
5. AFC and AFCNA have each duly executed and delivered
the Agreements to which it is a party.
6. The Agreements to which it is a party constitute the
legal, valid and binding obligation of each of AFC and AFCNA
enforceable against each of AFC and AFCNA in accordance with their
respective terms.
7. To our knowledge, there is no action, suit,
proceeding or investigation pending against the Purchasers before any
court or administrative agency, nor has either Purchaser received any
written threat thereof, that questions the validity of any of the
Agreements or that seeks to enjoin or restrain the Acquisition.
Marconi Communications, Inc.
__________________, 2004
Page 5
The above opinions are subject to the following qualifications:
A. Whenever our opinion with respect to the existence of absence
of facts is indicated to be given to our knowledge, that knowledge is limited to
the actual knowledge of the individual lawyers in the firm who have participated
directly in the preparation and review of the Agreements and without any special
or additional investigation undertaken for the purposes of this opinion. No
inference as to our knowledge of any matters bearing on the accuracy of such
statement should be drawn from the fact of our representation of the Purchasers
in other matters in which such lawyers are not involved.
B. The opinion expressed in paragraph 6 above is subject to the
qualifications that enforceability may be limited by:
(i) principles of equity (including, without limitation,
those affording equitable defenses against a party seeking enforcement)
and limitations on the right to obtain specific performance, injunctive
relief or other equitable relief, regardless of whether enforceability
is considered in a proceeding in equity or at law;
(ii) bankruptcy, insolvency, reorganization, fraudulent
conveyance, receivership, conservatorship, arrangement, moratorium or
other similar laws relating to or affecting the rights of creditors
generally, including, without limitation, the Federal Bankruptcy Code
and relevant state or foreign fraudulent transfer and conveyance laws;
(iii) limitations on the right of any party to the
Agreements to exercise rights and remedies under the Agreements if it
is determined by a court of competent jurisdiction that a breach or
default is not material, or if it cannot be demonstrated that
enforcement of such right or remedy is reasonably necessary for the
protection of such Person, or if performance is impractical or
impossible at the time enforcement is sought;
(iv) the invalidity or unenforceability under certain
circumstances of provisions indemnifying or providing for contribution
to, or prospectively releasing a Person for, against or from liability
or Losses arising from its own wrongful or negligent acts or failures
to act or where such indemnification, contribution or release is
contrary to public policy;
Marconi Communications, Inc.
__________________, 2004
Page 6
(v) the effect of judicial decisions which have held that
certain provisions are unenforceable where their enforcement would
violate the implied covenant of good faith and fair dealing, or would
be unreasonable or unconscionable; and
(vi) the effect of rules of law that govern and afford
judicial discretion regarding the determination of damages and
entitlement to attorneys' fees and other costs.
C. We express no opinion as to:
(i) the legality, validity, binding effect or
enforceability of (a) any provisions in the Agreements under which any
party thereto disclaims any obligations of good faith, fair dealing,
diligence, reasonableness and/or care, (b) any provisions in the
Agreements which purport to establish evidentiary standards or to make
determinations conclusive, (c) the provisions of Section 6.9 of the
Purchase Agreement, Sections 2.4, 3.5 and 6.13 of the Cross License
Agreement, Section 6.13 of the Alcatel Sublicense Agreement (the
"Alcatel Sublicense Agreement") dated as of the date hereof by and
between Parent and Advanced Fibre Access Corporation ("AFAC"), Section
7.13 of the Lucent Sublicense Agreement (the "Lucent Sublicense
Agreement") dated as of the date hereof by and between Parent and AFAC,
Section 11 of the OPPS Supply Agreement, Section 6.11 of the Transition
Services Agreement and any other provisions in the Agreements imposing
obligations of nondisclosure and confidentiality, (d) any provisions in
the Agreements which are contrary to the public policy of any
jurisdiction, (e) the provisions of Section 6.11 of the Purchase
Agreement, Section 4.4 of the Cross License Agreement and any other
provisions in the Agreements limiting the ability of any Person to
compete or solicit individuals for employment, (f) the provisions of
Sections 6.14 of the Purchase Agreement, (g) the provisions of Section
13.10 of the Purchase Agreement, Section 6.2 of the Cross License
Agreement, Section 6.2 of the Alcatel Sublicense Agreement, Section 7.2
of the Lucent Sublicense Agreement, Section 19.8 of the OPPS Supply
Agreement and Section 6.08 of the Transition Services Agreement, (h)
the provisions of Section 13.13 of the Purchase Agreement, Section 6.1
of the Cross License Agreement, Section 6.1 of the Alcatel Sublicense
Agreement, Section 7.1 of the Lucent Sublicense Agreement, Section 19.3
of the OPPS Supply Agreement and Section 6.10 of the Transition
Services Agreement (i) any provisions in the Agreements that provide
that waivers or amendments may only
Marconi Communications, Inc.
__________________, 2004
Page 7
be made in writing, (j) any provisions in the Agreements providing for
the payment of amounts constituting penalties, (k) any provisions in
the Agreements providing that time is of the essence, (l) any
provisions in the Agreements providing that the parties will in the
future agree as to any matter, (m) the enforceability of the Agreements
in connection with any claims arising out of breaches of fiduciary duty
by a member of the board of directors of either Purchaser, (n) any
requirement of contribution, (o) any waiver of subrogation and (p) any
provisions in Article XII of the Purchase Agreement, Sections 12 and 13
of the OPPS Supply Agreement and Article V of the Transition Services
Agreement insofar as applicable to provisions (or breaches of
provisions) in the Agreements as to which we are not expressing an
opinion as to enforceability in this letter;
(ii) whether the execution, delivery and performance by
the Purchasers of the Agreements do or do not (a) conflict with or
result in any breach of, (b) constitute a default under, (c) result in
a violation of, (d) give any third party the right to terminate or to
accelerate any obligation under, (e) result in the creation of any
lien, security interest, charge or encumbrance upon any of the Assets
under, or (f) require any authorization, consent, approval, exemption
or other action by, notice to or filing with any court or other
governmental or other regulatory body or authority or other Person
under, any of the provisions of any Contract (including, without
limitation, any Contract regarding indebtedness), Judgment or Law by
which the Purchasers or any of their respective assets may be bound, or
any Law to which the Purchasers or any of their respective assets may
be subject (other than the General Corporation Law of the State of
Delaware);
(iii) whether a Federal or state court would give effect to
the choice of law, venue and waiver of jury trial provided for in the
Purchase Agreement and any of the other Agreements;
(iv) matters of title to or ownership of any real,
personal, tangible or intangible property, rights or assets or the
existence or absence of any liens, security interests, or charges or
encumbrances thereon in the Purchase Agreement;
(v) any waiver of the application of any bulk transfer
Laws; and
(vi) the application of any fraudulent transfer or
conveyance or similar Laws.
Marconi Communications, Inc.
__________________, 2004
Page 8
This letter does not guarantee the outcome of any future legal dispute. It is
possible that particular provisions of the Agreements may not be enforceable for
reasons other than those set forth in this letter, but (subject to the
assumptions, qualifications, exclusions and other limitations in this letter)
such unenforceability would not in our opinion prevent the Sellers from
realizing the principal benefits purported to be provided by the Agreements.
We are admitted to the Bar of the State of New York. The opinions set forth in
paragraph 6 and 7 above are limited to the internal laws of the State of New
York (excluding ordinances, rules, regulations and other Laws of counties,
towns, villages, municipalities and political subdivisions) and the opinions set
forth in paragraphs 1 through 5 above are limited to the General Corporation Law
of the State of Delaware, in each case as in effect on the date hereof and to
the extent such laws affect the opinions set forth herein, and we do not express
any opinion herein concerning the applicability or effect of any other law upon
any of the conclusions set forth above. With respect to any opinions concerning
the General Corporation Law of the State of Delaware, you are aware that we are
not admitted to the Bar of the State of Delaware and that such opinions are
based on our general familiarity with the General Corporation Law of the State
of Delaware as a result of our prior involvement in transactions of a nature
similar to those contemplated by the Agreement.
This opinion is given as of the date hereof and we undertake no obligation to
notify you of any changes in law or fact occurring after the date hereof or of
any existing facts subsequently learned by us which are not now known to us, or
for any other reason. The opinions set forth herein are rendered only to you and
are solely for your benefit in connection with the execution and delivery of the
Agreements. Accordingly, without our written consent: (a) this letter and the
opinions set forth herein may not be used or relied upon by you for any other
purpose, or used or relied upon by any other Person for any purpose; (b) this
letter may not be cited or quoted in any financial statement, prospectus,
private placement memorandum or other similar document; (c) this letter may not
be cited or quoted in any other document or communication (whether written or
otherwise) which might encourage reliance upon this letter by any Person or for
any purpose excluded by the restrictions in this paragraph; and (d) copies of
this letter may not be furnished to any Person for purposes of encouraging such
reliance.
Very truly yours,
Marconi Communications, Inc.
__________________, 2004
Page 9
09372
EXECUTION COPY
DISCLOSURE SCHEDULES
These Disclosure Schedules have been prepared and delivered in
accordance with the Asset Purchase and Sale Agreement, dated as of January 5,
2004 (the "Agreement"), by and among Advanced Fibre Communications, Inc., a
Delaware corporation (the "Purchaser"), Advanced Fibre Communications North
America, Inc., a Delaware corporation and a wholly-owned subsidiary of the
Purchaser ("AFCNA"), Marconi Communications, Inc., a Delaware corporation and an
indirect wholly-owned subsidiary of the Parent (the "Seller"), Marconi
Intellectual Property (Ringfence) Inc., a Delaware corporation and a
wholly-owned subsidiary of the Seller ("Marconi IP"), and Marconi Corporation
plc, a public limited liability company incorporated in England and Wales
(registered no. 0067307) (the "Parent"). Capitalized terms used and not
otherwise defined in these Disclosure Schedules have the meanings ascribed to
them in the Agreement.
These Disclosure Schedules are qualified in their entirety by reference
to the provisions of the Agreement (including, without limitation, Section 13.17
thereof) and are not intended to constitute, and shall not be construed as
constituting, any representations or warranties of the Seller, Marconi IP or the
Parent, except as and to the extent provided in the Agreement.
The headings contained in these Disclosure Schedules are for
convenience of reference only and shall not be deemed to modify or influence the
interpretation of the information contained in these Disclosure Schedules or the
Agreement.
1
LIST OF DISCLOSURE SCHEDULES
Schedule 1.1A Core Technology
Schedule 1.1B Current Access Employees
Schedule 1.1C Former Access Employees
Schedule 1.1D Global Patent Licenses
Schedule 1.1E Group A and Group B Patents
Schedule 1.1F OPPS Patents
Schedule 1.1G Purchaser's Knowledge
Schedule 1.1H Seller's Knowledge
Schedule 1.1I Shared Contracts
Schedule 2.1(a) Personal Property
Schedule 2.1(e) Registered Trade Names
Schedule 2.2(c) Certain Customer Contracts
Schedule 2.2(f) Other Contracts
Schedule 2.4(x) Excluded Laboratory and Other Equipment
Schedule 2.5(g) Assumed Proceedings
Schedule 3.2(g) Calculation Principles
Schedule 4.3(a) Seller Governmental Consents
Schedule 4.3(b) Seller Other Consents
Schedule 4.4(a) Management Accounts
Schedule 4.4(b) Deviations from UK GAAP
Schedule 4.4(c) Assets and Liabilities
Schedule 4.5 No Other Assumed Liabilities
Schedule 4.6 No Adverse Effects or Changes
Schedule 4.7(a) Title to Assets
Schedule 4.7(b) Affiliate Ownership of Assets
Schedule 4.8 Access Business Assets
Schedule 4.9(a) Real Property
Schedule 4.10(a) Material Owned Personal Property
Schedule 4.10(b) Material Personal Property Leases
Schedule 4.11(a) Material Customers
Schedule 4.11(b) Material Suppliers
Schedule 4.11(c) Material Distributors/Sales Representatives
Schedule 4.12 Proceedings
Schedule 4.13(a) Transferred Patents, Transferred Trademarks and Transferred Technology
2
Schedule 4.13(b)(i) Transferred Intellectual Property - Administrative Actions
Schedule 4.13(b)(ii) Transferred Intellectual Property - Effectiveness
Schedule 4.13(c) Ownership of Transferred Patents, Transferred Trademarks and Transferred
Technology
Schedule 4.13(d) Inbound Licenses
Schedule 4.13(e)(i) Transferred Intellectual Property - Infringement and Claims
Schedule 4.13(e)(ii) Transferred Intellectual Property - Pending Challenges or Adversarial
Proceedings
Schedule 4.13(e)(iii) Transferred Intellectual Property - Infringement
Schedule 4.14(a) Contracts
Schedule 4.14(b) Material Contracts -- Defaults
Schedule 4.14(c) Material Contracts -- Consents
Schedule 4.15 Permits
Schedule 4.16 Insurance
Schedule 4.17 Employee Benefit Plans and Employment Agreements
Schedule 4.18(a) Work Stoppages; Collective Bargaining Agreements
Schedule 4.18(b) Compliance with Labor Laws
Schedule 4.18(c) Employment Losses under WARN
Schedule 4.18(d) Agreements Restricting Employees
Schedule 4.18(e) Reporting of Wages
Schedule 4.20 Compliance with Laws
Schedule 4.21 Environmental Matters
Schedule 4.23 Inventory
Schedule 4.24(a) Product Warranties and Liabilities
Schedule 4.24(c) Recalls
Schedule 4.25 Effect of Transactions
Schedule 6.2 Preservation of Business
Schedule 6.3(c) Obtaining Consents
Schedule 6.16 Grande
Schedule 7.9 Closing Condition Consents
3
PRELIMINARY NOTES
1. The titles of certain agreements set forth in these Disclosure
Schedules refer to certain former names of the Seller or to the names
of certain predecessor entities that have been merged into the Seller
or have transferred their stock or assets to the Seller. These
predecessor names and entities include:
(a) Reliance Comm/Tec Corporation
(b) RELTEC Corporation
(c) RELTEC Communications, Inc.
2. The titles of certain agreements set forth in these Disclosure
Schedules refer to former names of certain business units that
constitute what is presently the Access Business. These former names
are set forth below.
(a) R-TEC Systems
(b) Transmission Systems Group
3. The Contracts set forth in these Disclosure Schedules and marked with
an asterisk (*) are designated as Shared Contracts.
4
SCHEDULE 1.1A
CORE TECHNOLOGY
Software and Firmware (includes Source Code, Object Code, Test Harnesses, Test
Plans and Custom Tools)
-- DISC*S Software including Source Code
-- HD DISC*S Software including Source Code
-- FTH 1000 Software including Source Code
-- Local Craft Terminal (LCT) for DISC*S, FITLA and MX
-- FITLA Software
-- MX Software (including derivative works of the MAT14 technology as
specifically implemented in the MX Software)
-- MarcView and Supervisory System Software
-- FITLA and MX ONU Software
Hardware (includes Schematics, Bills of Materials, PCB Layouts, Text Fixtures,
Test Plans CAD Drawings and Custom Tools)
-- Card Designs for the DISC*S Commons Shelf
-- Card Designs for the DISC*S Line Card Shelf
-- Card Designs for the HD DISC*S
-- Card Designs for the FTH 1000 systems
-- Card Designs for the FITLA Shelf
-- Card Designs for the MX Shelf
-- Card Designs for the FITLA ONU Cards
-- Card Designs for the MX ONU Cards
Mechanical (includes Part Drawings, Assembly Drawings, Bills of Materials,
Fixtures CAD drawings, 3-D Models and Custom Tooling)
-- The DISC*S Commons Shelf and backplane
-- The HD DISC*S shelf and backplane
-- The fiber-to-the-Home OEC and PCB
-- The DISC*S Line Card Shelf and backplane
-- The FITLA Shelf and backplane
-- The MX Shelf and backplane
-- The Internal Enclosure of the FITLA ONU and backplane
-- The Internal Enclosure of the MX ONU and backplane
ASIC (includes Schematics, HDL, Test Benches, Test Programs, Programming Files,
Database Tapes and Mask Sets)
-- The RF ASIC used to cost reduce the MX product a/k/a the FRODO ASIC
-- ASICs used in DISC*S, FITLA, MX, HD DISC*S, FTH 1000
-- FPGAs and PLDs used in DISC*S, FITLA, MX, HD DISC*S, FTH 1000
5
Each of the following, as has been specifically implemented in the products of
the Access Business:
EMS/OSS/NE
- Management Protocols: TL-1
- CORBA interface
- Telcordia OSMINE: LFACS, TIRKS, NMS, Switch
Voice
- Standards: XX-00/XX-00, XX-000 [Xxxxxx (XXX-00, XXX-000), Xxxxxx
(5ESS), AG Communications (GTD-5), Siemens (EWSD)], TR008, GR-909, INA,
Specials, VF Line Test
Optics
- Optical Amplification: EDFA
- Optical Transmitter
- SWX, SWFX, LWS, CDX, LWM, RCX
- WDM Broadcast Video: CATV, DBS
- Two way RF transport over optics
- Duplexor, Triplexor, Quplexor
Quality: Closed Loop System (Clear Quest), TL9000 Certified, Quality Information
System (Web Based Information System)
Product Proving: Systems Integration and Testing (Telcordia GR-909, GR-303)
Hardware RF/Optics (ADS, VPI), Power as it relates to embodiments embedded on
products in the Access Business before incorporation of OPPS components and
services.
PLM and other marketing studies of the North American Access market.
Configurations (including Configuration Drawings, Bills of Materials, Cable
Drawings, Fixtures, Test Plans for all DISC*S, DISC*S+FITLA, DISC*S+MX, and MX
configurations.) Manufacturing drawings are not included in Transferred
Technology.
6
SCHEDULE 1.1B
CURRENT ACCESS EMPLOYEES
The attached table is incorporated herein by reference.
7
Schedule 1.1B
AS OF 1/5/04
Description of Status
(i.e., active or on leave Full-Time or
Employee of absence ) all Active- Part-Time
Name First Name Job Title Two Exceptions below Status
Xxxx Xxxx A. Administrative Assistant Active Full-Time
Xxxxx Xxxxx M. Optical Eng 5 Active Full-Time
Xxxxxx Xxxxxxx E. PC Board Designer 5 Active Full-Time
Xxxxxx Xxxxx J. Hardware Develop Eng 4 Active Full-Time
Xxxxxxxxx Xxxxx Xxxx PC Board Designer 5 Active Full-Time
Ally Xxxx X. Xx. Project Mgr. Ops. Active Full-Time
Xxxxxxxx Xxxxxxx W. Reliability Eng 5 Active Full-Time
Xxxxxx Xxxxxx E. Dir Accounting & Controls Active Full-Time
Xxxxx Xxxxxx Software Develop Eng 3 Active Full-Time
Xxxxxxx Xxxx E. Principal Quality Engineer Active Full-Time
Xxxx Xxxxxxx L. Hardware Develop Mgr 4 Active Full-Time
Xxxxxx Xxxxxxx L. Hardware Develop Eng 3 Active Full-Time
Xxxxxx Xxxxx J. Hardware Develop Eng 5 Active Full-Time
Xxxx Xxxxx K. Coordinator 9 : Finance Active Full-Time
Xxxxxx Xxxxxxxx A. Software Develop Eng 5 Active Full-Time
Black Xxx X. Xx. Field Svc. Engineer-Access Active Full-Time
Xxxxx Xxxxxx C. Technical Support Engineer 3 Active Full-Time
Blue Xxxx X. Xx. Field Svc. Engineer-Access Active Full-Time
Xxxxx Xxxxxx J. SAP Business Analyst 3 Active Full-Time
Xxxxx Xxxxx A. Facilities Supervisor Active Full-Time
Xxxxx Xxxxxx A. Field Service Engineer- Access Active Full-Time
Xxxxxxx Xxxxxx D. Field Service Engineer- Access Active Full-Time
Xxxxx Xxxxxxx S. Top HR Exec $200-500M Division Active Full-Time
Xxxxx Xxxxxxx W. Software Develop Dir 5 Active Full-Time
Xxxxxx Xxxxx M. Engineering - IC 3 Active Full-Time
Xxxxxxxx Xxxxxxxxxx Systems Engineer 2 Active Full-Time
Xxxxxxx Xxxx P. VP Marketing & PLM Active Full-Time
Xxxxxxxx Xxxxx B. Hardware Develop Eng 4 Active Full-Time
Xxxxxxxxx Xxxxx C. Hardware Develop Eng 4 Active Full-Time
Xxxxxxxxx Xxxxxxx J. Lead Technical Support Rep Active Full-Time
Xxxxxxxx Xxxxxxx H. Secretary - Exec : Eng'R Active Full-Time
Xxxxx Xxxx C. Software Develop Eng 2 Active Full-Time
Xxxxxxx Xxxxxxx A. Systems Engineer 2 Active Full-Time
Xxxx Xxxxx D. Software Develop Eng 5 Active Full-Time
Christmas Xxxxx Aftermarket Operations Manager Active Full-Time
Xxxx Xxxxxx Software Develop Eng 2 Active Full-Time
Xxxx Xxxxxxx B. Mgr Logistics Active Full-Time
Counts Xxxxxxx X. Customer Supp Sr Dir (Design) Active Full-Time
Xxxxxxx Xxxxx G. Sales 2 Active Full-Time
Xxx Xxxxxxx J. Software Develop Eng 3 Active Full-Time
Xxxxxxx Xxxxx T. Develop Eng 5 Active Full-Time
Xxxx Xxx J. Sales 1 Active Full-Time
Xxxxx Xxxxxxx Xxxx Hardware Develop Eng 5 Active Full-Time
De Xxxxxxxxx Xxxxxx A. Lead Technical Support Rep Active Full-Time
De Leon Chongchith Associate General Accountant Active Full-Time
DeRobio Xxxxxxx X. Eng Systems Admin 3 Active Full-Time
Xxxxx Xxxxx H. Hardware Develop Eng 4 Active Full-Time
Xxxxxxxxx Xxxxx M. Mgr Customer Sales Support Active Full-Time
Xxxxx Xxxxxxxx A. Assoc Credit/Collection Rep Active Full-Time
Dobiyanski Xxxxxx X. Xx Technical Writer: Marketing Active Full-Time
Xxxxxx Xxxxxx R. Software Develop Mgr 4 Active Full-Time
Page 1 of 5
Schedule 1.1B
Xxxxxxxxx Xxxxx L. Test Eng 3 Active Full-Time
Xxxxxxxx Xxxxx L. Aftermarket Operations Manager Active Full-Time
Xxxxxx Xxxxxx A. Test Eng 3 Active Full-Time
Xxxxxxx Xxxxx H. Mgr Purchasing Active Full-Time
English Xxxx Xxxxxxxx ECN Coordinator Active Full-Time
English Xxxxxxx X. VP Finance/Admin Active Full-Time
Xxxxx Xxxxxx J. Sr Technical Writer: Marketing Active Full-Time
Xxxxxx Xxxxxxx Field Service Engineer- Access Active Full-Time
Xxxxxxx Xxxx M. Sales Management 2 Active Full-Time
Xxxxxx Xxxxx D. Sr. Product Manager Active Full-Time
Xxxx Xxxxxx K. Senior Product Specialist Active Full-Time
Xxxxx Xxxx C. Field Service Engineer- Access Active Full-Time
Xxxxx Xxxx D. Sales Management 2 Active Full-Time
Xxxxxxx Xxxxxx L. Aftermarket Area Manager Active Full-Time
Xxxxxxx Xxxxxx Xxxxxxx Xxxxx Service Engineer- Access Active Full-Time
Xxxxxxx Xxxxxx Xxxxxxxx Software Develop Eng 5 Active Full-Time
Xxxxxx Xxxxx D. Sr Elect Tech Active Full-Time
Xxxxxx Xxxxx J. Hardware Develop Eng 5 Active Full-Time
Galliano Massimo Software Develop Eng 2 Active Full-Time
Xxxxxxx Xxxx D. Sourcing Manager ($200-500M) Active Full-Time
Xxxxxx Xxxx A. Systems Design Eng 5 Active Full-Time
Xxxxxxx Xxxxx K. Product Manager Active Full-Time
Xxx Xxxxxx M. Director-Field Services Active Full-Time
Xxxxxxxxx Xxxxx G. Lead Technical Support Rep Active Full-Time
Xxxxxxxxxx Xxx C. Tech Specialist Active Full-Time
Xxxxxx Xxxxx M. Eng Systems Admin 3 Active Full-Time
Xxxxxxx Xxxx E. Coordinator 10: Service Active Full-Time
Xxxxxxx Xxxxxx E. Sr. Training Specialist Active Full-Time
Xxxxxx Xxxxxx G. Inventory Handler Active Full-Time
Xxxx Xxxxxxxx M. Coordinator 5: Service Active Full-Time
Xxxxxx Xxxxxxx L. Software Develop Eng 4 Active Full-Time
Xxxxxxx Xxxxx Xxxxxxx Eng Tech 4 Active Full-Time
Xxxxxxxx Xxxx W. Hardware Develop Eng 5 Active Full-Time
Xxxxxxx Xxxxxxx S. Software Develop Mgr 4 Active Full-Time
Xxxxxx Xxx R. Software Develop Eng 5 Active Full-Time
Xxxxxx Xxxx T. Director of Quality Active Full-Time
Xxxxxx Xxxxxxxx E. Sr Project Mgr Opers Active Part-time
Xxxxx Xxxx X. Elec Technician 9 : Engr Active Full-Time
Xxxxxxxxxx Xxxxxxx T. Engineering - IC 3 Active Full-Time
Xxxxxxx Xxxxxx A. Assoc Cust Service Specialist Active Full-Time
Xxxxx Xxxxxx T. Dir Operations Active Full-Time
Huckabee Xxxx X. Engineering - IC 2 Active Full-Time
Xxxxxx Xxxxxx L. Field Service Engineer- Access Active Full-Time
Jeikowski Xxxxx X. Materials Manager Active Full-Time
Xxxxxxx Xxxxxxx L. Software Develop Eng 5 Active Full-Time
Xxxxxxxx Jr Xxxxxxx X. Field Eng Mgr (Design) 4 Active Full-Time
Xxxxx Xxxxxxx H. Development Eng Dir 5 Active Full-Time
Xxxxxxx Xxxxxxx A. Engineering - IC 3 Active Full-Time
Xxxxxxxx Xxxxxxx T. Sales 3 Active Full-Time
Xxxxxxxx Xxxxx T. Sr. Field Svc. Engineer-Access Active Full-Time
Xxxxxx Xxxxxxx G. Test Eng 3 Active Full-Time
Xxxxxxxxx Xxxxxx Xxxxx Hardware Develop Eng 6 Active Full-Time
Xxxxxxxxxx Xxxx K. Regional Dir I Active Full-Time
Xxxxxxx Xxxxxx S. Assoc Technical Support Rep Active Full-Time
Xxxxx Xxxxxxx C. Field Service Engineer- Access Active Full-Time
Xxxxx Xxxxx R. Engineering - IC 4 Active Full-Time
Page 2 of 5
Schedule 1.1B
Xxxxxxxxx Xxxxxxx P. Hardware Develop Dir 5 Active Full-Time
Xxxxxxx Xxxxx L. Hardware Develop Eng 4 Active Full-Time
Xxxxxxx Xxxxx L. Software Develop Eng 4 Active Full-Time
Xxxxxxxxx Xxxxx M. Test Eng 3 Active Full-Time
Xxxxxxx Xxxxxxx E. Software Develop Eng 3 Active Full-Time
Xxxx Xxxx K. Test Eng 3 Active Full-Time
Xxxxx Xxxxx F. Ops Financial Mgr Active Full-Time
Xxxxxxxx Xxx A. Manager, Financial Analysis Active Full-Time
Le Van LayLonie L. Systems Engineer 2 Active Full-Time
Xxx Xxxxx-Xxx Software Develop Eng 2 Active Full-Time
Xxxxxxxx Xxxx J. Test Eng 4 Active Full-Time
Xxxxxxx Xxxx E. Project Mgr Opers Active Full-Time
Li Xxxxxx X. Hardware Develop Eng 3 Active Full-Time
Low Xxxx X. Development Eng Mgr 4 Active Full-Time
Xxxxxxx Xxxxxxx Stock Handler II Active Full-Time
Xxxxx Xxxxxx C. Test Eng 4 Active Full-Time
Xxxxxx Xxxxxxx P. Optical Eng 5 Active Full-Time
Xxxxxxx Xxxxxx H. Sr. Field Svc. Engineer - Access Active Full-Time
Xxxxx Xxxxx F. Administrative Assistant Active Full-Time
Mangeli Mulwa K. Software Develop Eng 2 Active Full-Time
Xxxx Xxxxxx A. Project Mgr Opers Active Full-Time
Xxxxx Xxxxxx P. Sr. Product Manager Active Full-Time
Xxxxxx Xxxxxx L. Sr Elect Tech Active Full-Time
Xxxxxxx Xxxxxx C. Software Develop Eng 3 Active Full-Time
Xxxxxx Xxxxxx RMA Specialist Active Full-Time
XxXxxxxx Xxxxxx C. Hardware Develop Eng 4 Active Full-Time
XxXxxx Xxxxxx J. Aftermarket Project Manager Active Full-Time
XxXxxxxx Xxxxx E. Buyer Active Full-Time
XxXxxx Xxxx E. HR Generalist Active Full-Time
XxXxxxxxxx Xxxxx J. Coordinator 8: Service Active Full-Time
Xxxxxxx Sr. Xxxxxx X. Field Service Engineer- Access Active Full-Time
Xxxxx Xxxxxxx G Tech Specialist Active Full-Time
Xxxxxxxxx Xxxx C. Mechanical Design Eng 5 Active Full-Time
Xxxxxxxxxx Xxxx J. Technical Support Rep Active Full-Time
Xxxxxxx Xxxxxx R. RF/Wireless Eng 3 Active Full-Time
Xxxxxx Xxxxxxx Quality Engineer 4 Active Full-Time
Xxxxxx Xxxxx A. Account Executive II Active Full-Time
Xxxxxxxx Xxxxxxx C. Sr. Field Svc. Engineer-Access LTD Full-Time
Xxxxxx II Xxxx X. Sales 2 Active Full-Time
Xxxxxxx Xxxxx Sales 2 Active Full-Time
Xxxxxx Xxxxxx R. Systems Design Eng 5 Active Full-Time
Xxxxx Xxxxxx D. Sales Management 4 Active Full-Time
Xxxxxx Xxxx T. Develop Eng 3 Active Full-Time
Nand Alka Software Develop Eng 3 Active Full-Time
Xxxx Xxxxx R. Prog/Project Mgr 3 Active Full-Time
Nephew Xxxxx X. Senior Buyer Active Full-Time
Xxx Xxxx Q. Software Develop Eng 3 Active Full-Time
Xxxxxx Xxx N. Test Eng 4 Active Full-Time
Xxxxxx Xxx Van Tech Specialist Active Full-Time
Xxxxxx Xxxx Van Software Develop Eng 2 Active Full-Time
Xxxxxx Xxxxxxx S. Sr Elect Tech Active Full-Time
O'Xxxxxxx Xxxxxxx J. Software Develop Eng 3 Active Full-Time
Xxxxxxxx Xxxxx M. Manager, Financial Analysis Active Full-Time
Xxxxx Xxxx J. Hardware Develop Eng 4 Active Full-Time
Xxxxx Xxxx L. Coordinator 6: Prod Active Full-Time
Ou-Yang Ning Software Develop Eng 3 Active Full-Time
Page 3 of 5
Schedule 1.1B
Xxxxxxx Xxxxxx E. Prin Engineer : Mfg Eng Active Full-Time
Xxxxxxxxxx III Nat P. Software Develop Mgr 4 Active Full-Time
Xxxxx Xxxxxx P. Test Eng Mgmt 4 Active Full-Time
Xxxxxxxx Xxxxx D. Technical Support Engineer 3 Active Full-Time
Xxxxxx Xxxx Xxxxxx Hardware Develop Mgr 4 Active Full-Time
Xxxxxxx Xxxxx K. Coordinator 9 : Admin Active Full-Time
Xxxxxxxxxxxx Xxxxx Xxxxxx Software Develop Eng 3 Active Full-Time
Xxxxxx Xxxxx W. Field Service Engineer Active Full-Time
Xxxxx Xxxxx C. Director, Product Management Active Full-Time
Prince Xxxxxx X. Stock Handler II Active Full-Time
Xxxxx Xxxxx P. Test Eng 3 Active Full-Time
Racinskas Xxxxxxx X. Engineering - IC 3 Active Full-Time
Xxxxxxxxxxxx Xxxxxxxxxxx Mechanical Design Eng 5 Active Full-Time
Xxxx Xxxxxxx K. Prog/Project Mgr 4 Active Full-Time
Xxxx Xxxxx B. Engineering - IC 2 Active Full-Time
Xxxxxxxxx Xxxxx L. Sr Market Mgr Active Full-Time
Xxxxxx Xxxxxx J. Software Develop Eng 4 Active Full-Time
Xxxxxxx Xxxx R. Technical Support Engineer 3 Active Full-Time
Xxxxxx Xxxx E. Sales 1 Active Full-Time
Xxxxxxxxx Xxxxxxx S. Sales 2 Active Full-Time
Xxxxxxxx Xxxxxx E. Inventory Handler Active Full-Time
Xxxxxxxx Xxxxxx A. Systems Engineer 2 Active Full-Time
Xxxx Xxxxxx B. Sales Management 2 Active Full-Time
Xxxxx Xxxxx K. Technical Support Engineer 2 Active Full-Time
San Xxxx Xxxxx S. Quality Engineer 4 STD Returns 1/5/04 Full-Time
San Xxxx Xxxxxxx Xx Elect Tech Active Full-Time
Xxxxxxx Xxxxxxx D. Reliability Eng 4 Active Full-Time
Xxxxxxx Xxxxxxx L. Hardware Develop Eng 4 Active Full-Time
Xxxxxxxx Xxxxxxx VP, Engineering - Access Active Full-Time
Xxxxxxxx Xxxxx E Tech Specialist Active Full-Time
Xxxxxxx Xxx R. Dir Systems Eng Active Full-Time
Xxxxxxxxx Xxxx C. Facilities Technician Active Full-Time
Xxxxxx Xxxx J. Engineering - IC 3 Active Full-Time
Xxxxxx Sr. Xxxxx X. Field Service Engineer- Access Active Full-Time
Xxxxx Xxxxxx Sr. Coord, Planning/Scheduling Active Full-Time
Xxxxx Xxxxxx T. Field Service Engineer Active Full-Time
Xxxxx III Xxxxxx X. Reliability Eng 1 Active Full-Time
Xxxxxxx Xxxxxxx G. Sales 4 Active Full-Time
Xxxxxxxxxx Xxxxx C. Technical Writer: Marketing Active Full-Time
St.Xxxx Xxxxxx X. Aftermarket Area Manager Active Full-Time
Xxxxxx Xxx E. Software Develop Eng 4 Active Full-Time
Xxxxxx Xxx G. Reliability Eng 4 Active Full-Time
Xxxxxxx Xxxxx E. Software Develop Eng 4 Active Full-Time
Xxxxxxx Xxxxxx Test Eng 3 Active Full-Time
Xxxxxxxx Xxxxxxx W. Hardware Develop Eng 4 Active Full-Time
Xxxxxxx Xxxxxxx D. Systems Engineer 3 Active Full-Time
Xxxxx Xxxxxxxxxx K. Sr. Product Manager Active Full-Time
Xxxxxxxx Xxxxxx Systems Design Eng 6 Active Full-Time
Xxxx Xxxxxx E. Jr. Hardware Develop Eng 5 Active Full-Time
Xxxxxxxx Xxxx R. Test Eng 3 Active Full-Time
Tam Sun Man Reliability Eng 4 Active Full-Time
Xxxxxx Xxxxxx K. Coordinator 10: Service Active Full-Time
Xxxxxx Xxxxx P. Sr. Technical Support Rep Active Full-Time
Xxxxxx Xxxxx D. Software Develop Eng 5 Active Full-Time
Xxxxxxxx Xxxxxx R. Software Develop Eng 3 Active Full-Time
Xxxxxx Xxxxxxx A Sourcing Manager ($200-500M) Active Full-Time
Page 4 of 5
Schedule 1.1B
Xxxx Xxx Software Develop Eng 3 Active Full-Time
Xxxx Xxxxxx Software Develop Eng 2 Active Full-Time
Trevino Jr. Xxxxxxx Stock Handler I Active Full-Time
Xxxxxx Xxxxxxx Coordinator 8: Service Active Full-Time
Xxxx Xxx-Xxxxx X. Software Develop Eng 3 Active Full-Time
Xxxxxx Xxxxxxx Account Executive II Active Full-Time
Verma Xxxxx Xxxxx Software Develop Eng 3 Active Full-Time
Xxxxxx Xxxxxx M. Mechanical Design Eng 4 Active Full-Time
Xxxxxxx Xxxx D. Engineering - IC 3 Active Full-Time
Xxxx Shy D. Software Develop Eng 2 Active Full-Time
Xxxxxxx Xxxx P. Sr. Product Manager Active Full-Time
Xxxxxx Xxxxxx R. Field Service Engineer- Access Active Full-Time
Xxxx Xxxxxxx L. Director, Product Management Active Full-Time
Weeks Xxxxxxx X. Systems Design Eng 5 Active Full-Time
Xxxxxxxx Xxxxx E. Software Develop Eng 3 Active Full-Time
Xxxxx Xxxxxxx L. Manager, Technical Writing Active Full-Time
Xxxxxxxx Xxxx K Sr.Field Service Engineer- Access Active Full-Time
Xxxxxxxx Xxxxxxx C. Software Develop Eng 3 Active Full-Time
Xxxxxxxx Xxxx M. Senior Buyer Active Full-Time
Xxxxxxxx Jr. Xxxxxxxx X. Outsourcing Manager Active Full-Time
Xxxxxx X. X. Sr. Field Svc. Engineer-Access Active Full-Time
Xxxxxx Xxxxxx S. Software Develop Eng 4 Active Full-Time
Xxxx Xxxxxx L. Hardware Develop Eng 4 Active Full-Time
Xxxxxxxx Xxxxx M. Software Develop Eng 3 Active Full-Time
Xxxxxx Xxxxx R. Eng Systems Admin 3 Active Full-Time
Xx Xxxx Software Develop Eng 2 Active Full-Time
Xxxxx Xxxxxx Optical Eng 5 Active Full-Time
Page 5 of 5
SCHEDULE 1.1C
FORMER ACCESS EMPLOYEES
Xxxxx, Xxxxxx Xxxxxx, Xxxxxxxx Xxxxx, Xxxxxxx X. Xxxxxxx, Xxxxxx
Xxxxxx, Xxxxxx X. Xxxxxx, Xxxxxx X. Xxxxx, Xxxxxxx X. Xxxxxx, Xxxxxxxx
Xxxxxxx, Xxxxxxxxxx X Xxxxx, Xxxxxxx Xxxxx, Xxxxxxx X Xxxxxx, Xxxxx X.
Xxxxxxx, Xxxxxx Xxxxxx III, Xxxxxxx X Xxxxx, Xxxxxx X. Xxxxxxxx, Xxxx
Xxx Xxxxxx, Xxxxxx Xxxxxxx, Xxxx X. Xxxxx, Xxxx X Xxxxxxxxxxxxx, Xxxx
Xxxxx, Xxxxxxx X. Xxxxx, Xxxxxx X. Xxxxx, Xxxx X. Chapel, Xxxxx X.
Xxxxxx, Xxxx X. Xxxxx, Xxxxx X. Xxxxx, Xxxxx X Xxxxxxxx, Xxxxxx X.
Xxxxx, Xxxxxxx X. Xxxx, Xxxx Xxxxx, Xxxxxxx Xxxx, Xxxxxx
Xxxxxxxx, Xxxxxxx X. Xxxx, Xxxxxxxxxxx X Xxxxx, Xxxxxxx X. Xxxxxxxx, Xxxxx
Xxxxxx Xx., Xxxxxxx X. Xxxx Xx., Xxxxx Xxxxx, Xxxxxxx X. Xxxxxx, Xxxxxx X.
Xx-Xxxxxxxx, Basel Xxxx, Xxxxx Xxxxx, Xxxxxx X. Xxxxxx, Xxxxxx X.
Xxxxxxxxx, Xxxxx Xxxx, Xxxxxxxxx X Xxxxxxxx, Xxxxxxx Xxxxx, Xxxxxxx X.
Xxxxx, Xxxxx X. Xxxx, Xxxxx X Xxxxxxx Xxxx, Xxxxxx
Xxxxx, Xxxxxx X. Xxxx, Xxxxx X Xxxxx, Xxxxxx X. Xxxx, Xxxxxxx X.X.
Xxxxxx, Xxxxxx X. Xxxxxxxxx, Xxxx X Xxxxxxx, Xxxxx X Xxxx, Xxxxxx X.
Xxxxxxx, Xxxxx X. Xxxxxxxxx, Xxxx X Xxxxxx, Xxxxx X. Xxxxxxx, Xxxx X.X.
Xxxxxxx, Xxxxx X Xxxxxxxxx, Xxxxxx Bu-Abbud, Xxxxxx X. Xxxxxx, Xxxxxxxx X.
Xxxx, Xxxxx X. Xxxxxxx, Xxxxxxxx X. Xxx, Xxxx X. Xxxxxx, Xxxxx X.
Xxxxxxx, Xxxxxxx X Xxxxxxx, Xxxxxxx X. Xxx, Xxxx X. Xxxxxx, Xxxxxxx X
Xxxxxxx, Xxxxxxxxx X. Xxxxxx, Xxxxxx X. Xxx, Xxxx X. Xxxxxx, Xxxxx
Xxxxxxxx, Xxxxx X. Xxxxxxxxx, Xxx Xxxxxxx, Xxxxxxx X. Xxxxx, Xxxxx X
Xxxxxxxx, Xxxxx X. Xxxxxxxxx, Xxxx X Xxxxxxx, Xxxxxxx Xxxxx, Xxxxx X.
Xxxxxxxx, Xxxxx X. Xxxxx, Xxxxxx Xxxxxxx, Xxxxxxx X. Xxxxx, Xxx X.
Xxxxxx, Xxxxxxxxx Xxxx, Xxxx X. Xxxxxxx, Xxxxx X. Xxxxx, Xxxxx X.
Xxxxxxx, Xxxxxx Xxxxx, Xxxx X. Xxxxxxx, Xxxxxxx X Xxxxx, Xxxxxxx X.
Xxxxxx, Xxxxxxxx X. Black, Xxxx X. Xxxxxxx, Xxxxxxx X. Xxxxxxx, Xxxxxxx X.
Xxxxxx, Xxxxx X Xxxxxxxx, Xxxxxx X. Xxxxx, Xxxxx Xxxxx Xxxxx, Xxxxx X.
Xxxxxx, Xxxxxxxx X Xxxxx, Xxxxxxx X. Xxxxx, Xxxxx Xxxx, Xxxxxxxx X.
Xxxxxxxxx, Xxxxxxx X. Xxxxxxx, Xxxxx X. Xxxxx, Xxxxxxx X. Xxxxxxx, Xxxxxx Xxxxx
Xxxxxx, Xxxx X. Xxxxxxx, Xxxxxxx Xxxx, Xxxxxxx X. Xxxxxxx, Xxxxxx X.
Xxxxxx, Xxxx X Xxxxxx, Xxxxxxx X. Xxxxxx, Xxxxx X. Xxxxxxx, Xxxxxx X.
Xxxxxxxxxx, Xxxxxx X Xxxxxx, Xxxxxx X. Xxxxx, Xxxxx X Xxxxxxx, Xxxxx X
Xxxxxx, Xxxx Xxxx Xxxxx, Xxxxxx X. Xxxxxxx, Xxxxxx X. Xxxxxxx, Xxxxxxx X.
Xxxxxx, Xxxx X. Xxxxx, Xxxxxxx X. Xxxxxx, Xxxx X. Xxxxxxxx, Xxxxxxx
Xxxxx, Xxxx X. Xxxxx, Xxxx Xxx Xxxxx, Xxxxxx X Xxxxxx, Xxxxxxxx
Xxxxxxx, Xxxxxxx X. Xxxxxxxx, Xxxxx X. Xxxxxxxx, Xxxxx X. Xxxxxx, Xxxx X.
Xxxxx Xx., Xxxxxx X. Xxxxxxxx, Xxxxx X. Xxxxxxxx, XxXxxxxxx X. Xxxxxx, Xxxxxxxxx Xxxxxxx
Xxxxxxx, Xxxxxx X. Xxxxxx, Xxxxxx Xxxxxx, Xxxxxxx Xxxx Xxxxxx, Xxxxx X
Xxxxx, Xxxxxxx X. Xxxxxxxx, Xxxx Xxxxxxx, Xxxxx Xxxx Xxxxxx, Xxxxx X.
Xxxxxxxx, Xxxxxxxxx Xxxxxxxx, Xxxx Xxxxxxxx, Xxxxxxxx X. Xxxxxx, Xxxxx X.
Xxxxxx, Xxxx X. Xxxxx, Xxxx X. Xxxxxxxx, Xxxxxx X Xxxx, Xxx X.
Xxxxxx, Xxxxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxxxx, Xxxxxxx X. Xxxx, Xxxxx X.
Xxxxxx, Xxxxxxx X Xxxxxx, Xxxx Xxx Xxxxxxx, Xxxx X Xxxxx, Wen Xxxx
Xxxxx, Xxxxxxx Xxxxx, Xxxxxxxxxx X. Xxxxxx, Xxxxx X. Xxxxxx, Xxxx X
Xxxxx, Xxxxx X. Xxxxxx, Xxxxxx X. Xxxxxx, Xxxxx X. Xxxxxx, Xxxxxxx X.
Xxxxx, Xxxxxxx X Xxxxx, Xxxxxx X Xxxxxx, Xxxx X. Xxxxxxxx, Xxxxxx Xxxx
Xxxxxxx, Xxxxxx X. Xxxxxxx, Xxxxxxx Xxxxxxxxx, Xxx X Xxxxxx, Xxxxx X.
Xxxxxxx, Xxxxxxx X. Xxxxxxxx, Xxxxx X. Xxxxxxxxx, Xxxxx X. Xxxxxx, Xxxx X
Xxxxx, Xxxxxxx X. Xxxxx, Xxxxx X. Xxxxxxx, Xxxxxx X. Xxxxxxxx, Xxxx X.
Xxxxxxx, Xxxxxxx X. Braid, Xxxxx X Xxxxxx, Xxxxx X. Xxxxxxxx, Xxxxxxx X
Xxxxxxxx, Xxxxxxxx Xxxxxxx, Xxxxx Xxxxxx, Xxxx Xxxx Councilman, Xxxxxx
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8
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Xxxxxx, Xxxxx X. Xxxxx, Xxxx X. Xxxxxxxxxxxxx, XxxXxxx X Xxxx, Xxxx X
Xxxxx, Xxx X. Xxxxxxx, Xxxxx X Xxxxxxxxxxxxx, Mike Gray, Joseph D.
Curry, Kenneth R Dunham, Rodney G. Fritts, Richard R. Gray, Kacey
Curry, Mitzi M. Dunn, Dan J Froman, Curtis C Gray, Marilyn D.
Dam, Nhat M Dunn, Elizabeth O Fuenfhausen, Peter R Gray, Shirley A.
Dao, Hang M. Duong, Daniel Fuentes, Oscar A. Green, Annie F
Dao, Hiep V. Duronio, Dino R. Fuentes, Robert W. Green, Baroderick D.
Dao, Hoa Nguyen Durrani, Shahzar Fuller, Kyle Green, David M.
Dao, Hoang M. Dvoracek, John C Galbraith, David B. Green, Kenneth L.
Dao, Lieu T. Dyer, Stephan M. Gandhi, Pinal C Green, Marsha L.
Dao, Neal T Dyles, Regina Carol Garcia, Joe R. Green, Scott A.
Darden, Clara M Dziadzio, Kevin M. Garcia, Lorenz A. Greenberg, James M
Darrow, Larry H. Eck, Mark Garcia, Samuel R. Greene, Dawn Rene
Dasgupta, Subhopriyo Eckert, Sherry L. Garcia, Willie Griffin, Donnis C.
Davidson, Christopher Edwards, Debbie C. Gardner, Eric D. Griffin, Margaret A.
Scott Edwards, Henry E. Gardner, Willie R Griffin, Roberta A
Davies, Jeffrey A. Egerton, Stephen J. Garvin, Joseph M. Griffin, Ronald W.
Davis, Claudia Mae Ekpete, Veronica L. Gaskins, Roger G. Griffin, Tanya L.
Davis, Eunell Yolanda Elizondo, Juan F. Gastelum, George Grigsby, Edna Orine
Davis, Jackie W. Ellard, Joe N. Gaston, Keta R. Grisham, Carol
Davis, Sonja G. Ellis, Theresa Gaston, Michael J. Guan, Haixuan
De Guire, Thomas Ellston, Michael G. Gates, Shirley F. Guan, Yi
Dean, Anna M. Engrum, Maurice L Gause, Virginia S. Guenther, Ann F.
Dean, Danny E. Entezari, Manouchehr Gauthier, John F Guenther, Gary D.
Dean, Jeffery A. Erickson, Mark A Gearhart, James E. Guenther, Shawn A.
Dean, Joann Escher, Duane T Gearhart, Jennifer A Guerrero, Maria K
Deaton, West M. Estes, Katherine B. Gearhart, Jenny C Guthrie, Jimmy R.
DeFrancesco, Vincent Ethridge, Barry Joe Gebert Jr., Stephen A. Gutierrez, Maria S.
Degner, Dovie J. Evans, Will G. Gehalo, David J. Guy, Daphne R.
Deleon, Jesse Ewald, David H. Geis, Larry N. Guy, George L.
DeLeon, Raul Fadeley, Richard E. Geng, Tao Guy, Sheila
Delgado, Adam L. Fain, Kathryn G. Gensel, Michele A. Hailu, Addisu
Delzell, Karen S. Fair, Bryan R. George, Alpha Lea Hale, Krissy A.
Denney, Charles J. Fair, James C. George, Benjamin J. Halim, Ferdinand
Dennis, Pearl E. Fair, James R. George, Joyce Hall, Ina M.
Devasigamani, Umesh Falkin, Andrea W. Ghanma, Wael H Hall, Wallace Lee Jr
Diaconu, Christian Fan, Xing-Jie Gibbs, Don Hall, Wanda N
Dickey, David R Farcasiu, Simona R. Gilbert, Jody L. Hamilton, Sarah
Dillman, Michael D. Farris, Shawnya R Gilbert, Michael L Hampton, Robert E.
Ding, Han Ferguson, Monty L. Gilliam, Harry H. Hankins, Paul W.
Dinh, Soi Thi Ferguson, Pamela G. Gillingham, Nancy J. Haralson, Linda J.
Dixon, Eric L Ferguson, Scott D Gilmore, Richard Harkins, Dean W.
Dixon, Steven R Ferrara, Charles J. Gimlin, John M Harmon, David S.
Do, Hoa Nguyen Ferrell, Lory A. Glanton, Mary I Harmon, Kathryn Kecso
Do, Hong V. Feurer, Matthew E. Glasscock, Richard A. Harp, Loretta F.
Do, Joy Feyh, Michael R. Gleitz, Dale A Harper, Teresa J.
Do, Lien Hoa Figueroa, Luis A Glinkerman, Glenda Harrington, Joseph F
Do, Phuong Thi Ninh Fisher, Mildred L. Glosup, Robert P. Harris Jr., Tonie L.
Do, Tu M. Fisher, Myldred R. Goad, Tim O Harris, Debra K.
Do, Vincent T. Fisher, Robert Goerdel, Timothy D Harris, Janise L
Dobson, Daniel Flesner, Michael Goff, Daniel L. Harris, Larry J.
Doerr, Delano R. Follis, Deborah R. Goines, Chenay R. Harris, Mark A.
Dolphin, James R Ford, Larry T. Goldenbloome, Harry L. Harrison, Johnny E.
Domino Jr., Wilbert J. Forester, Sharon L. Goldsberry, Traci L Hart, Jon J.
Dooley, Timothy P Foster, Andrew Gomez, Deleta Gail Harvey, Bruce W.
Doty, Ruth Ann Foster, Bennie Sue Gomez, Isabel B Hassell, James E.
Dovers, Janice Margaret Foster, Dave E. Gomez, Kathryn M. Hataluk, Paul N.
Dovre, June E. Foster, Janice D Gomez, Mary G. Hatate, Nancy B
Dowker, Fong E. Foster, Ronald E Gondaliya, Hiteshkumar Haufler, Larry A
Downs, Eboni D. Fountain, Brett M. D. Hawkins, Annie E.
Doyle, Richard J. Fouts, Michael E Gong, Ping Hayes, James A.
Draper, Ryan D Fowler, Sheila Y. Gonzalez, Luis A Head Jr., Joseph E.
Drayton, John G. Fox, David S. Goodell, Mark H Heath, Nina F
Dresch, Keith Francis, James C Goodwin, B. Shane Heffner, Samuel T
9
Henderson, Jill M. Hurley, Shane E. Khanthavongsay, Vone Le, Thi-Mung
Hendrix, Walter Mark Hutchison, Kristopher S. Khoja, Jaber A. Le, Uyen
Hennen, Maryann Hutton Sr., Brian D Khounlawouth, Jean Le, Vinh T
Hernandez, Antonio Huynh, Thomas Q. Kidd, Katherine Lea, Pamela K.
Hernandez, Eva Hyde, Norman A. Kilolo, Philip M. Leano, Jaime A.
Hernandez, Jose Hymes, William K. Kimbimbi, Amelia Leavell, Roger Scott
Hernandez, Maria I Ichiba, Mikio S. Kinard, Bradley T. LeBlanc, Jason A
Hernandez, Reyes C Inayat, Khalid N Kincade, Robert Lee Jr., Freddie W.
Herrera, Sonia Ingram, Diane M. King, Derwin R. Lee, Charles F
Hicks, Jan C. Inthisone, Anthony H. King, Paula Lee, Christian Enche
Hicks, Victor T. Inthisone, Kommaly King-Orille, Wanda Lee, Jae S.
Higgins, John D Irving, John C. Kinney, Bryan L. Lee, Juaquetta R.
Hightower, Dennis N. Jackson, Adrian E. Kinzler, Glenn M. Leija, Ricardo P.
Hightower, Jacquelyn R Jackson, J. Kirk, Crystal A. Leonard, Amanda K.
Hill Jr., Lloyd J. Jackson, Jessie Dennis Kirkpatrick, Steven A. Letbetter, Victor Leon
Hill, Robin N Jackson, Scott B. Kittirath, Methy Leven, Brian H.
Hillman, Keith C Jackson, Willliam H. Kizzee, Virginia L. Lewis, Donald M
Hillsten, John D. Jander, Chris L. Klecka, Rudy B. III Lewis, Glenda Marie
Hillsten, Thomas J. Jang, Danny K. Klement, Timothy D. Lewis, Gregory D.
Hilton, Barbara Nan Jarman, Danney L. Kluth, James D Lewis, Keith T.
Hinojoza, Catherine D. Jenkins, Cuyler Klutts, Caren Li, Bing
Hlavaty, Philip J. Jennings III, John W. Klutts, Michael B. Liang, Hong-Da
Hoang, Cuong N Jewell Jr., Robert E Knight, Charles Libner, Robert A.
Hoang, David H. Jhaveri, Jaideep A. Knight, Michael R Lin, Christina J.
Hobson, Martin A. Johnson Jr, Rory G. Knittle, Andrew T. Lincoln, Cornelius M.
Hodges, Matthew P. Johnson, Billy R. Knott, Andrew R. Linehan, Kristy D.
Hodges, Steven Brent Johnson, Billye R Kockritz, Arthur W. Lippies, Randall A.
Hogg, Raymond L. Johnson, Bridgette R Koka, Srinivas K Liu, Julie C
Hoi, Peter K. Johnson, Carolyn Evans Kolodny, Adam Liu, Wei
Holden, Helen Joann Johnson, James Lee Kolostroubis, Paul Liu, Yongnan
Holder, Leila J Johnson, Joel A Kovalcheck, Roger D. Livengood, Danny
Holder, Prince Albert Johnson, Johnny D Kowalski, Brenda S. Lo, Chimeng
Holland, Susan L Johnson, Peggy J. Kroeger, Jerome H Lockhart, Judith M.
Hollohazy, John C Johnson, Vickie L Kubala, Robert J. Loggins, Carol A.
Holmes, Darby A. Johnston, Helene G. Kubes, George T Long, Margaret M.
Holmes, John A. Johnston, James A Kuhns, John P. Lopez, Esperanza
Honea, Shawn Johnston, Scott E Kulasevig, Elizabeth J Lopez, Guadalupe
Hood, John W Jolivet, Marion D. Kumpf, JoAnn B Loredo Jr, Vicente P.
Hoopes III, Townsend W Jones, David H Kundysek, Theresa M. Loredo, Lauren C
Horak, Douglas M. Jones, Debbie L. Kuo, Fen C. Loredo, Lucio
Hornung, Mark A. Jones, Delmer R. Kuppuswamy, Arun Louangviset, Nang
Hoskins, Lawrence M. Jones, Erin J. Kumar K Loungviseth, Khambou
Houston, John S Jones, Jon D. Ky, Quyen Q Loungviseth, Simone
Houtchen, Barry A. Jones, Kelly D. LaBelle, Stephanie E. Loveday, James W.
Howard, Charles W. Jones, Teryl Ann Lac, David Loveday, Kristy L.
Hu, Yingmei Jones, Timothy W. LaCroix, Armand R. Lovely, Jana
Huang, Shijian Jones, Valarie G Lacy, Dorothy F. Lowrey, Steven W.
Hubbard, Annerieke J Jordan, Sherrise L Lafferty, Timothy B. Loxterman, Russell W.
Hubbard, Catherine E Journo, Shay S. LaGrone, Ida Mae Lozano, Lydia
Hubbard, Charles A. Joyce, Barry L. Lain, Michael W Lu, Zhuo
Hubbard, Eva J Judice, Mark R. Laise, Eric W. Lucas, Jonathan H.
Huckabee, Laura I Judy, Randolph E Lallande, Kerry K. Luckie, Michael W.
Hudson, David M. Junell, Michael A. Lam, Mung V Lujan, Alejandro M.
Huebner, Forrest A Kahlig, Bryan A. Lambert, John C Luong, K. Linh
Huebner, Glen A. Kaiser, Rita J. Lamp II, Michael C. Lusen, Frederick G
Huffman, Neal D Kamat, Ganesh Kumar U Lance, Shirley A. Lye, Stephen W
Hughes, Chris P. Kamdar, Chimanlal V. Lancour, Aaron M. Lyon, Daniel P.
Hughes, Phillip W. Kamela, Michal K Lanfear, Terry M Ma, Amanda T.
Humphries, Jeffrey A. Kasbohm, Richard K. Langdon, Donald M. Ma, Hung Q.
Humphries, Mark W. Kastner, Susie S. Lanier, Joe R. Ma, Khe-Tai
Humphries, Nicholas T. Keen, Timothy L. Lanier, Linda K. Macauba, Mary Jane
Huneycutt, Jay M. Keese, Mina M Lanier, Lisa G. MacLeod, Douglas A.
Hungerford, Reta K. Keese, Richard E. Lanoux, Mark D. Madireddy, Ravikanth N.
Hunt, Burt A. Kelly, Margie M. Latchaw, Paul D Mahlie, Janet E.
Hunter, Jen H. Kelly, Richard A. Latham, Michael E. Mailloux, Danielle A
Hunter, Jenaveve K. Kem, Han Laurente, Napoleon B. Maletic, Robert A.
Hunter, Jimmy D. Keney, Nicholas J. Lavin, David C. Malone, Travis S.
Huntington, Russell S Keomany, Khamvanh Lawrence, TeRon L. Mandiki, Tekayela J.
Hurd, Shelley M. Khamvongsa, A Le, Pho Q. Mangvilay, Nga T
Hurford, Jennifer L. Khamvongsa, Keo K Le, Quynh Nhu-Thi Mao, Robert N.
10
Marcucci, Todd L. Minton, Eric R. Nguyen, Minh V. Parker, Rita Ann
Markum, Daryll D Miranda, Miguel D. Nguyen, Peter C. Parker, Robert A.
Marshall, Edwin D Mitchell, James P. Nguyen, Phan Thi Tran Parker, Shannon
Marshall, Richard A Mitchell, Thurston D. Nguyen, Stephen T. Parmar, Sumeet S.
Martin, Carl J Molin, Edward S. Nguyen, Tam Thuc Paya, Armin
Martin, Cathryn Molina, Jose L. Nguyen, Thai Q Payne, Patricia Ann
Martin, Chrystal Molina, Roberto Nguyen, Thanh D. Peacock, Gregg A
Martin, Corey D. Montoya, Reynaldo M. Nguyen, Thanh Van Peacock, Tildon R.
Martin, James C. Moore, Alma M Nguyen, Thi N. Peden, Glenn A.
Martin, Mattie Lee Moore, James D. Nguyen, Tho Phuoc Pena, Carlos
Martin, Michael D Moore, Kerac A Nguyen, Thuy T Pence, Toby W.
Martin, Susan Kay Moore, Mary P Nguyen, Thuy Thi Percival, Gregg J
Martin, William D Moore, Stacy L. Nguyen, Toan Van Perkins, Leah M.
Martinez, Celso I. Morales, Julian L. Nguyen, Trung V. Perkins, Melissa
Martinez, Efrain P. Moralez, Deana M. Nguyen, Van Thi Perkins, Roderick S.
Martinez, Genaro S. Moralez, Jessica Nguyen, Vien N. Perry, Deborah S
Mass, Chiquita L. Moreland Richard, Debra Nichols, Barbara R Perry, Joseph C.
Matthes, John William Morris, Henry S. Nichols, Pamela Peshek, Gary E
Maxwell, Kimberly L. Morrison, Harold R Nicholson, Edmond L. Peters, Kelly R.
Maxwell, Nell R. Morrison, Jeffrey A Nicholson, Sandra Kaye Peterson, J. Mark
May, Jessica A. Morrison, Jennifer J. Nicolau, Rosemarie Petrella, Kathleen M.
Mayer, Patrick G. Morrison, Patrick E. Nielson, Jeffrey H. Petri, Constance R.
Mayhew, Mary J. Morriss, James W. Niemtschk, Michael R Petrill, Daniel C.
Maynard, Kenneth W. Morrow, David D. Nivong, Lune Pettit, Linda S.
Maynard, Sheila K. Moser, Golden B. Nivong, Michael M. Phachaleun, Phanomphay
McBride, Shelah N Mourad, Elie I. Nivong, Vina V. Pham, Cuong Van
McCain, Kevin R. Moyer, Tara T. Nokes, Brad T. Pham, Daniel D
McCarthy, Brian P Mozley, Kathy A. Nokes, Lester R. Pham, Hung V
McCarver, Clint S. Muckler, Stephanie Nolan, Brian K. Pham, Tuan V
McCollum, Roberta Mukalla, Sridhar Nolte, William J. Pham, Yen K.
Mccrory, Jeffrey S Mull, Christopher Nordoff, Carolyn K Phanthavong, Lucky
McDonald, Eric Muniz, Dara Norris, Christopher L. Phaxay, Cristina
McDonald, Mark A. Munson, Nancy K. Ntuaremba, Kaloso Phichitchareunsak,
McElreath, Helen L Muralidhar, Sharad S. Ntumba-Buana, Roger Khathsaphone
McElroy, Billy R. Murray, John C. Nuspel, Joseph S. Phillips, Rita M.
McElroy, Teresa J. Mwaura, John Obasa, Michael O Phillips, Robert F
McGowan, Angela D. Myers Jr., Archie L. Obst, Howard R. Phommachieng, Monat
McIlraith, Kathleen A. Myers, Harold L. Obst, Maryan C Phommachieng, Santi
McIntosh, Shelia Nackpomminh, Angel Obusek, Joseph Phommarath, Keooudone
McKinney, Patrick G. Nagaraj, Alwarkurichi P. O'Connor, Maureen A. Phomvilay, Sanay
McKnight, Linda S Nance, Joseph G. Odhiambo, Anne C. Phonharath, Bounthieng
McKnight, Michael D. Nealey, Jimmie S. Oh, Mervin Phouangaphayvong,
McLain, Ruth A. Neighbors, Kenneth B. Ohlhausen, Lucille Soulaylat
McLemore, Kirk D. Neill, Mary L. Ojeda, Tony Pickering, Terry J
McLeod, Charles E. Nelson, Annette Oldham Jr, Wesley W Pilot, Vickie R.
McMarrow, Scott R. Nelson, Tanjalyn E. Olivier, James L. Pinegar, Kent T
McMullan, Boyd Wayne Newsome, Stephen E. Orebaugh, Brenda K Pirzchalski, Susan L.
McQueen, Karen L Newton, Janice M. O'Reilly, Andrew J. Pita, Alyce M.
McRae, Charles D Nghiem, Hao Nguyen Osborne, Debbie K. Pitts, Kevin R.
Meade, Gary Nguyen, Angela Osorio, Augusto N Plott, Jon E.
Medellin Jr., Antonio Nguyen, Ashley L. Otstott, Aaron D. Plowman, Larry A.
Medina, Theodore Nguyen, Bau H. Owen, Cinda L. Poe, Robert
Mehta, Moses Nguyen, Cecilia Suong Owen, Darrell L Polcari, Daniel S
Mehta, Siddhartha D. Nguyen, Clark Owen, David M. Polk, Jacquelin
Melane, Marcus L. Nguyen, Duong T Owen, Ula Dean Polson, Sidney D.
Meneley, Rodney D Nguyen, Hien C. Owens, Barbara F. Polty, Karen D.
Meng, Xiaohui Nguyen, Hung L. Owens, Bobby R. Porter, Vanessa D.
Mercado, Rafael Nguyen, Joe Owens-Harris, Cecilia T. Portman, Judi E.
Merlick, Jerry L Nguyen, John Oxford, William E. Post, Cory L.
Metayer, Hugues Nguyen, John H. Ozdemir, Eyup Post, William
Mey, Seyla Nguyen, Joseph V. Paksansri, Anusorn A Powers, Karl H.
Milbern, Joleen Nguyen, Kenny T. Palomino, Guadalupe H. Prany, Steve
Miller, Barbara F Nguyen, Kiem T. Palomino, Joe H Prashad, Heimant
Miller, John R Nguyen, Kim N Pan, Pi-Tung P Pratt, Michael K.
Miller, Melvin J. Nguyen, Ky D. Parchesky, Joseph Price, Jill M
Miller, Norma E. Nguyen, Le H Parke, Brad A Price, Nora M.
Miller, Raleigh W. Nguyen, Loan K. Parker, Allen R. Price, Noris
Mills, James R Nguyen, Loan Thi Parker, Christopher A. Pruit, Gaylon Jake
Mills, Rudy L. Nguyen, Mai Phuong N. Parker, Douglas K. Prusak, Walter F.
Mims, Angelyn O. Nguyen, Maria Parker, Larry M. Pulse, Joseph M
11
Qu, Xianping Rushing, Sharon L Skaggs, Justin W. Su, My Ngoc
Quach, Binh T Rutkofsky, Marni Loriel Skeels, Stevan D. Sullivan, Mark A
Quach, Kim Rutledge, Darryl M Skeens, Gina Karlene Sullivan, Nicole D.
Quangvan, R. Vana Ruvalcaba, Marco A. Skelton, Leatrice J Summers, Christy M.
Quetel, Gloria Saeed, Khalid Skrepcinski, Alan J. Sundara, Oudone
Quinwaen, Michelle C Sahin, Veli Slaten, David M. Suraparaju, Uma N
Rademacher, Eric Saiyed, Faizal R. Slaveski, Filip S. Sutthiboon, Doungsri
Radloff, Georgeanne M. Salazar, Frances P. Smead, William E. Swaleh, Felicia A.
Radulescu, Delia Salee, Dannie J. Smith Jr, John E Swanson, Gregg L.
Rafi, Shahid Saluski, Robert A. Smith, Barry W. Sweat, Maria C.
Rahi, Mumtaz Sammit, George F. Smith, Briget A. Swinford, Randall
Rajan, Babu K. Sanders, Bay Thi Smith, Carl A. Szewczul, Mark S.
Ramazani, Louis B. Sanders, Ed J. Smith, Erik C Szymanski, Timothy A.
Rambo, Zenobia D. Sanders, Randall Scott Smith, Eva Sue Tambur, Arthur J.
Ramirez, Daniel Sanders, Saundra L. Smith, Helen C. Tan, Cheow H.
Randall, William Jay Santana, Elizabeth Smith, Kenneth W Tan, Melvin
Rasmussen, James C. Santiago, Justiniano Smith, Maureen R Tan, Tracy L.
Rathnam, Velmurugan Savoy, Anthony R. Smith, Nita K Tanel, Gary A.
Rauscher, Brent A Scales, Pearlene Smith, Noble C. Tarleton, Gerald B.
Reatz, Al Scallorn, Linda S. Smith, Stephen A Taschek, Mark T.
Rebodos, Kieu G Schellenger, Curtis J. Smith, Teresa A. Tate, Lillie M.
Reed, Belinda F. Schmid, Sidney L. Smith, Tonya Taylor, John F
Reed, Delinda Schmitter, Richard E Smith, William D. Taylor, Rex D
Reed, JoEllen A Schorn, Scott R Smoot, Corby Taylor, Rick D.
Reid, Linda L. Schrank, Ronnie Smoot, Heather Tchamkoriyski, Iouriy G.
Reinsch, Donna L. Schroeder, Melissa Lynn Snider II, Douglas E. Tennison Jr, L V
Ren, Xiaojia Schultz, Luvenia A Snider II, Joel M Tennison, Jessica L.
Renfrow, Wally G. Schulz, Robert R. Snyder, Steven E Tennison, Patricia
Renteria, Mary E. Schwartz, Daniel M Soman, Vishwas V. Terbeek, Jennifer A
Renucci, Peter J Scott, Anastasia L. Soto, Jesus C. Tharp, Michael A.
Reviel, Margo L Scott, Dwayne Souryavong, Sirivattana H. Thayoutharaj, Nukadoun
Reza, Tina J Scott, George A. South, Michael B. Thomas III, Stuart P.
Rhoads, Billye J. Scott, Mark S. Southern, Vicki A Thomas, Anthony L
Richard, Sebastien J Scott, Paul S. Southichack, Kimberly N. Thomas, Christopher E
Richardson, Charles B. Scott, Tommy J. Southichack, Somsouk Thomas, Richard D
Richmond, Clay A. Scott, William C. Sowders, Jennifer Thomas, Ronda S.
Richmond, Mark Seal Jr., Ronald J Spears, Bertha M. Thomason, Dianne
Ridgeway, Renwick L Secrest, Amber D. Spears, Jeremy C. Thompson, Armand C.
Ridgway, Matthew J. Seeger, Ronald C. Spencer, Betty Thompson, Cris L.
Riggins, Craig A. Selement, Curtis Lynn Spicer, Barry K. Thompson, Darrell G.
Riggs, George B. Sessom, Griselda Spikes, Henry D. Thompson, Evelyn M.
Rillema, Mitchell J. Sessom, Jerry W. Spikes, Sara Thompson, Gerald V.
Rivera, George M Setiawan, Mohamad A. Spinella, Robert F. Thompson, Julia S.
Rivera, Jerry Seymour, Robert O. Spoor, Thomas J. Thompson, Marcus O.
Roa, Silvino Seymour, Steven C. Spradling, C Delores Thompson, Wanda J.
Roberts, Judith Kaye Seymour, Vickie D. Sprague, Gary W. Thornton, Cindy L.
Roberts, Nellina M Shams, Md. K. Sprague, Joel M. Thornton, Daniel T.
Roberts, Sharon E. Shankaramurthy, Venkat H Stanton, Laurence W Tice, Craig W.
Robinson, Clarence Shannon, Martha Stempinski Jr, Erwin J Tietje, John E.
Robinson, James P Shartzer, Lannie R. Stephens, Thomas B. Tinguely, Paul R
Robinson, Ralph F Sheek, Kipton R. Stephenson, Cynthia D. Tinker, James P.
Robles, Javier Shelby, Michael L. Sterforth, Robert P Tinsley, Terrance D.
Rodgers, Glen E Sheng, Chyi-Ning Stevens, Charles J. Tip, Teng
Rodriguez, David Shepard, Richard F. Stevens, George W. Tipton, Nelga J
Rodriguez, Isela Sherrill, Matthew W. Steward, Barbara B. Tischofer, Edward R.
Rodriguez, Pablo A. Shervin, Andrew A. Steward, Jimmy G. Tobias, Eric M
Rogers, Jason M. Shi, Bing Stewart Jr, Louis R. Todd, JoAnn B.
Rogers, John B. Shiflet, Carrie C. Stiles, Joseph J. Tongrasmee, Kornkool
Rohre, Charles Matt Shiflet, Sharon D. Stone, Patty K. Tortoriello, John F
Rollins, David M. Shiflet, Vickie Carlene Storey, Brandon T Tout, Linda G.
Rooney, Barbara J Shimer, Scott A. Stovall, Matthew J. Townley, Kory P.
Rose, Mark A. Shimko, Gary P. Strabel, Sheryl L. Towns, David M.
Roux, Max D. Siehi, Pamela D Straka, John R. Townsend, Kimberly A
Rowell, Debbie M. Sifuentes, Eulogio Straughn, Micah S. Tran Quang, Sara P
Royal, Lucille L. Silvestri, John A Street, Danny Wayne Tran, Frank
Rubaloff, Denis Simmons, Bryan D. Street, Jason R. Tran, Kim Ha
Ruelas III, John C. Simmons, Mittie K. Street, Matt P. Tran, Lam D
Ruivo, Armindo Simpson, Randall W. Streitmatter, Randal E. Tran, Le Thi
Runde, Michael Singh, Vikas Strovers, Robert Tran, Nguyen C
Rupprecht, Carl F. Sirois, Brian D Stutler, Betty E. Tran, Phong T.
12
Tran, Valerie T. Warfield, Eddie A. Wingfield, Bonnie M.
Travis, Herbert S. Washam, Billy M. Winze, Robert J.
Trentham, Todd A Watel, Jeffrey F. Wise, Mark E.
Trevino, John C Watling, Monica L. Wolfe, Ronny J.
Trudeau, Timothy K. Watson, Bobby G Wolff, Loneta Ann
True, Philip G. Watson, Thomas Wolthuis, Stephen G.
Trumbley, William D. Wawro, Debra D. Womack, Wade J.
Tsan, Lien Bich Ho Wear, Mark A. Womble, Brian R.
Tseng, Chiu-Che Weaver, Charles W Wong, Wendy T
Tshibasu, Banza Weaver, John A. Woo, Robert C
Tshiteya, Guy L. Webb, Carroll D. Wood, John W.
Tucker, Patsy M Weber, Michael J. Wood, Ronald G.
Tunca, Omer Wehe, Kent W. Woods, Marcia
Tune, Justin A Wei, June Woods, Stephen M
Tungcab, Rommel V. Weide, Kenyon K. Woolridge, Saneetra A.
Turner Jr., Allen Weiss, Aaron A. Wright, Devin D.
Turner, Roger J Weng, Yao Wright, Moses S.
Turney, Randall W. Wentworth, Randall W Wu, Jiawann
Tyagi, Vibha Wertz, Michael J. Wu, Jun
Tyler, John C. West, Don W. Wurtz, Christopher T.
Tyson, Robert F. West, Kevin E Wyatt, Anita F
Vakil, Sunil N. Whalen Jr., Jerry R. Wyatt, Pamela J.
Valencia, Oscar A. Whalen, Therese A. Wyatt, Russell D.
Valles, Sheila A. Whatley, John B Wyatt, Trenver D.
Van Geem, Shauna L. Whigham, Brandon E. Xaysongkham, Aurora L
Van Horne, Jeffrey A. Whitcher, Terry P Xie, Linfang
Van Orden, David White, Adrienne D. Xu, Hua
Van, Thao T White, Bernice A. Xu, Minzhe
Vance, Terry L. White, Clarice Xu, Xiaofeng
Vancleave, Lois M. White, Donald G. Yalamanchili, Pratap K.
VanDeMark, Cynthia A. White, Jason E. Yan, Guang
Vanhnasy, Eric Air Whitehead, Joe Lamar Yan, Xiao
Vassil, Cheryl A Whiteman, Scot Yancey, Edwin Glenn
Vaughan, Stephen N. Widner, Kenneth P Yang, Tingli
Vaughn, Tracy P. Widner, William C. Yaone, Chantal B.
Vega, Albert A. Wigianto, Windarti Yarbrough, Brenda B
Vega, Mary A. Wilbanks, Deborah S Yarbrough, Linda K.
Velez, Andre J Wilbanks, Greg S Yarnell, John H.
Verma, Ajay Wilczek, R. Terry Ye, Angela Y
Versyp, James F. Wilkerson, Welton F Ye, Beixing
Vest, Billie M. Wilkins, Brenda A Ye, Pingbo
Vest, Brian R. Wilkinson, John N. Young, James
Vest, Kathie A. Williams Sr., Stanley L Young, Matthew
Vest, Shelley J. Williams, Carl Q. Youtsey, Wesley J.
Vezina, John D. Williams, Eric J. Yu, Minrui
Vickery, Luther R. Williams, Gail D. Yu, Simon
Viengluang, Sisaat Williams, J C Yu, Yang
Vilay, Bob Williams, Joann Zachary, Phelicia
Virdee, Nirmal S. Williams, Joseph M. Zahn, Carol A.
Vo, Long V Williams, Kimetha M. Zaloz, Dave A
Vu, Ha The Williams, Randall G. Zhang, Daguang
Vu, Phan D. Williams, Sharon S. Zhang, Hong
Wa Tshimanga, Williams, Tony D. Zhang, Pan
Tshimanga A. Willis, Billy W. Zhang, Peng-Gang
Wadsworth, Robert L Willmot, Glenn D. Zhang, Xiaodong
Wai, Kevin L Wilson, Anthony C Zhang, Zhiyang
Waldon, Sarah D. Wilson, Brenda Zhao, George Y.
Waldrop, Grant W. Wilson, Cindy J. Zhou, Feng
Walker, Dmytryk V Wilson, Eva Cleo Zhou, Jennifer L
Walker, Linda Wilson, Gerald Zhu, Davis X.
Walker, Linda S. Wilson, Gregory K Zhu, Ming
Walker, Vanessa R. Wilson, Gregory T Zou, Linxiang
Waltower, Rondell M. Wilson, James A
Wang, Huayu Wilson, Kevin D.
Wang, Li T. Wilson, Neta Joyce
Wang, Michael Wilson, Shali T.
Wang, Yi Wilson, Shannon E.
Ward, Stephen W. Wilson, Stephen J.
Ward, Suzan F Wilsterman, Brian W
Ware, John W. Wims, Lisa Marshall
13
SCHEDULE 1.1D
GLOBAL PATENT LICENSES
1. License Agreement, dated April 1, 2002, by and between Marconi
Corporation plc and Alcatel. (This Contract is a Group Contract which
will not be transferred to the Purchaser at the Closing. The Seller has
not made available to the Purchaser a true and complete copy of this
Contract.)
2. License Agreement, dated January 1, 2001, by and between Marconi
Corporation plc and Lucent Technologies GRL Corp. (This Contract is a
Group Contract which will not be transferred to the Purchaser at the
Closing. The Seller has not made available to the Purchaser a true and
complete copy of this Contract.)
3. Agreement, dated December 1, 1999, by and between Marconi Corporation
plc and Lemelson Medical, Education and Research Foundation, Limited
Partnership. (This Contract is a Group Contract which will not be
transferred to the Purchaser at the Closing. The Seller has not made
available to the Purchaser a true and complete copy of this Contract.)
4. License Agreement, dated January 1, 2000, by and between Marconi
Corporation plc and IBM Corp. (This Contract is a Group Contract which
will not be transferred to the Purchaser at the Closing. The Seller has
not made available to the Purchaser a true and complete copy of this
Contract.)
14
SCHEDULE 1.1E
GROUP A AND GROUP B PATENTS
Group A Patents:
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------------------------------------------------------------------------------------
6,418,195 Apparatus for communicating US 09/476079
a diagnostic device with a
telecommunications system
through a remote network unit
--------------------------------------------------------------------------------------------------------------
6,366,717 Apparatus for distributing US 09/532996
optical fiber transmission
paths
--------------------------------------------------------------------------------------------------------------
6,466,728 Attenuator for fiber optic US 09/520082
cables
--------------------------------------------------------------------------------------------------------------
P/63410.USA Bidirectional optical US 09/723804
communications having quick
data recovery without first
establishing timing and
phase lock
--------------------------------------------------------------------------------------------------------------
P/63407.USA Bidirectional optical US 09/723885
communications using on-off
keying to generate a hybrid
form of manchester serial
encoding for one of either
upstream or downstream
transmission
--------------------------------------------------------------------------------------------------------------
P/63395.USA Bidirectional frequency US 09/540955
shift coding using two
different codes for upstream
and downstream
--------------------------------------------------------------------------------------------------------------
5,505,636 CATV power tapping device US 08/328904
--------------------------------------------------------------------------------------------------------------
5,155,746 Clock synchronization scheme US 07/461814
for digital transmission
--------------------------------------------------------------------------------------------------------------
1,340,124 Closed loop control system Canada 612336
for laser
--------------------------------------------------------------------------------------------------------------
4,958,926 Closed loop control system US 07/264356
for laser
--------------------------------------------------------------------------------------------------------------
P/63397.USA (1) Copper based interface US 09/684757
system and data frame format
--------------------------------------------------------------------------------------------------------------
5,260,996 Current limited electronic US 07/624860
ringing generator
--------------------------------------------------------------------------------------------------------------
6,310,784 Densely arranged US 09/410975
electrically
--------------------------------------------------------------------------------------------------------------
----------
(1) P/63397.USA was erroneously assigned by the employee to Marconi Access
Systems rather than Marconi Communications, Inc. The Seller will correct such
error prior to Closing.
15
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------------------------------------------------------------------------------------
shielded communication panels
--------------------------------------------------------------------------------------------------------------
6,542,382 Densely arranged US 09/947154
electrically shielded
communication panels
--------------------------------------------------------------------------------------------------------------
P/63412.USP DFHFC network architecture US 10/199549
--------------------------------------------------------------------------------------------------------------
P/63413.USP DFHFC with high speed data US 10/200534
and VOD
--------------------------------------------------------------------------------------------------------------
P/63393.USA Digital laser driver circuit US 09/539395
--------------------------------------------------------------------------------------------------------------
P/61841.CAP Digital Loop Carrier System Canada 2343241
--------------------------------------------------------------------------------------------------------------
P/61841.USA Digital Loop Carrier System US 09/150817
--------------------------------------------------------------------------------------------------------------
P/63411.USCIP Digital RF return over FTTC US 10/200924
--------------------------------------------------------------------------------------------------------------
1,315,904 Digital transmission system Canada 592917
--------------------------------------------------------------------------------------------------------------
5,046,067 Digital transmission system US 07/547430
--------------------------------------------------------------------------------------------------------------
6,466,572 Distributed ethernet hub US 09/325619
--------------------------------------------------------------------------------------------------------------
P/61873.CAP Distributed ethernet hub Canada 2279343
--------------------------------------------------------------------------------------------------------------
P/61873.USC Distributed ethernet hub US 10/176542
--------------------------------------------------------------------------------------------------------------
5,022,752 Echo cancelling circuit for US 07/411727
use with laser
--------------------------------------------------------------------------------------------------------------
P/63760.US2 Full Service Access Network US 60/437789
--------------------------------------------------------------------------------------------------------------
5,146,476 High gain amplifier for US 07/621536
reception of low level pulse
code modulation
nonreturn-to-zero signals
--------------------------------------------------------------------------------------------------------------
1,288,534 Inductance multiplier Canada 577405
circuit
--------------------------------------------------------------------------------------------------------------
4,767,980 Inductance multiplier US 07/111215
circuit
--------------------------------------------------------------------------------------------------------------
6,609,842 Linear laser driver circuit US 09/536047
--------------------------------------------------------------------------------------------------------------
P/62014.USC Maintaining Balanced Channels US 10/195087
--------------------------------------------------------------------------------------------------------------
P/63761.USP MEDIA ACCESS CONTROL US 10/420024
--------------------------------------------------------------------------------------------------------------
1,331,478 Metallic current limiter Canada 600812
--------------------------------------------------------------------------------------------------------------
5,050,210 Metallic current limiter US 07/504049
--------------------------------------------------------------------------------------------------------------
P/63400.USA Method and system for US 09/703069
remotely maintaining and
provisioning equipment over
a wide area network
--------------------------------------------------------------------------------------------------------------
4,876,630 Mid-plane board and assembly US 07/250974
therefor
--------------------------------------------------------------------------------------------------------------
P/63756.USP Non-metallic optical network US 10/283527
unit with EMI suppression
--------------------------------------------------------------------------------------------------------------
6,460,182 Optical communication system US 09/309717
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
--------------------------------------------------------------------------------------------------------------
P/61846.USC Optical communication system US 09/879395
for transmitting RF
--------------------------------------------------------------------------------------------------------------
16
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------------------------------------------------------------------------------------
signals downstream and
bidirectional telephony signals
which also include RF control
signals upstream
--------------------------------------------------------------------------------------------------------------
P/61846.USC1 Optical communication system US 09/932867
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
--------------------------------------------------------------------------------------------------------------
P/61846.USC1P Optical communication system US 09/633320
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
--------------------------------------------------------------------------------------------------------------
6,396,673 Reduced-loss, high-frequency US 09/415362
signal transmission system
utilizing an over-voltage
and over-current protection
device
--------------------------------------------------------------------------------------------------------------
P/62113.CAP Reduced-loss, high-frequency Canada 2319989
signal transmission system
utilizing an over-voltage
and over-current protection
device
--------------------------------------------------------------------------------------------------------------
5,515,433 Resistance forward telephone US 08/298146
line feed circuit
--------------------------------------------------------------------------------------------------------------
P/63398.USA Scalable time slot US 09/662475
interchanger (TSI)
--------------------------------------------------------------------------------------------------------------
5,067,810 Shared laser tandem optical US 07/541577
time domain reflectometer
--------------------------------------------------------------------------------------------------------------
P/63754.USP Single Fiber Optical Network US 10/199566
--------------------------------------------------------------------------------------------------------------
1,299,790 System for transmitting low Canada 590153
frequency tones through a
digital loop carrier system
--------------------------------------------------------------------------------------------------------------
4,903,292 System for transmitting low US 07/265718
frequency tones through a
digital loop carrier system
--------------------------------------------------------------------------------------------------------------
6,366,464 Card cage for circuit cards US 09/375312
in an optical network unit
--------------------------------------------------------------------------------------------------------------
6,608,900 Load management for an US 09/164495
electrical device
--------------------------------------------------------------------------------------------------------------
6,625,849 Cable strain relief US 09/703115
--------------------------------------------------------------------------------------------------------------
6,535,308 Converting Electrical Signals US 09/249733
--------------------------------------------------------------------------------------------------------------
6,442,035 Card cage with Integral card US 09/703114
guides
--------------------------------------------------------------------------------------------------------------
6,151,226 Four quadrant power US 09/305637
conversion topology
--------------------------------------------------------------------------------------------------------------
6,288,883 Power input protection US 09/130734
circuit
--------------------------------------------------------------------------------------------------------------
17
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------------------------------------------------------------------------------------
6,169,389 Pumped capacitive storage US 09/286055
system
--------------------------------------------------------------------------------------------------------------
6,385,030 Reduced signal loss surge US 09/388630
protection circuit
--------------------------------------------------------------------------------------------------------------
P/62018.CAP Reduced signal loss surge Canada 2316550
protection circuit
--------------------------------------------------------------------------------------------------------------
6,256,205 Fastenerless card cage for US 09/474640
circuit cards
--------------------------------------------------------------------------------------------------------------
6,362,908 Multi-service adaptable US 09/203409
optical network unit
--------------------------------------------------------------------------------------------------------------
P/61846.EPP Optical communication system EP 2000961315.9
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
--------------------------------------------------------------------------------------------------------------
P/61846.EPP1 Optical communication system EP 2001963829.5
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
--------------------------------------------------------------------------------------------------------------
P/61873.MXP Attenuator for fiber optic Mexico 997141
cables
--------------------------------------------------------------------------------------------------------------
P/62014.EPP Maintaining Balanced Channels EP 2000930823
--------------------------------------------------------------------------------------------------------------
P/63400.EPP Method and system for EP 2001125899.3
remotely maintaining and
provisioning equipment over
a wide area network
--------------------------------------------------------------------------------------------------------------
P/63407.EPP Bidirectional optical EP 2001128041.9
communications using on-off
keying to generate a hybrid
form of manchester serial
encoding for one of either
upstream or downstream
transmission
--------------------------------------------------------------------------------------------------------------
P/63410.EPP Bidirectional optical EP 2001128040.1
communications having quick
data recovery without first
establishing timing and
phase lock
--------------------------------------------------------------------------------------------------------------
Group B Patents:
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------------------------------------------------------------------------------------
6,366,712 Apparatus and method for US 09/540956
combining two separate RF
--------------------------------------------------------------------------------------------------------------
18
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------------------------------------------------------------------------------------
signals on a single optical
fiber with monitoring and
alarm capabilities
--------------------------------------------------------------------------------------------------------------
P/63402.USA(2) Copper based interface US 09/684756
system and regulated power
source
--------------------------------------------------------------------------------------------------------------
P/63403.USA Copper based interface US 09/684755
system initialization and
monitoring methods
--------------------------------------------------------------------------------------------------------------
6,353,609 Digital packet network for US 09/100392
the local access loop
--------------------------------------------------------------------------------------------------------------
P/61848.CAP Digital packet network for Canada 2334927
the local access loop
--------------------------------------------------------------------------------------------------------------
P/61848.USC Digital packet network for US 09/992649
the local access loop
--------------------------------------------------------------------------------------------------------------
P/63484.CAP Extracting Frequency Bands Canada 2384190
--------------------------------------------------------------------------------------------------------------
P/63394.CAP Fiber to the home (FTTH) Canada 2373323
multimedia access system
--------------------------------------------------------------------------------------------------------------
P/63394.USA Fiber to the home (FTTH) US 09/537022
multimedia access system
--------------------------------------------------------------------------------------------------------------
P/63394.USP Fiber to the home (FTTH) US 09/794869
multimedia access system
--------------------------------------------------------------------------------------------------------------
6,246,510 Light amplification US 09/300880
apparatus with automatic
monitoring and controls
--------------------------------------------------------------------------------------------------------------
6,496,639 Method and apparatus for US 09/249055
upgrading an optical fiber
communications system
--------------------------------------------------------------------------------------------------------------
P/61845.CAP Method and apparatus for Canada 2362746
upgrading an optical fiber
communications system
--------------------------------------------------------------------------------------------------------------
P/63347.USA Wavelength division US 09/876439
multiplexed (WDM) ring
passive optical network
(PON) with route protection
for replacement of splitter
based passive optical
networks
--------------------------------------------------------------------------------------------------------------
6,278,829 Optical fiber routing and US 09/305579
support apparatus
--------------------------------------------------------------------------------------------------------------
6,195,494 Cable control apparatus for US 09/411024
limiting the movement of
optical fibers
--------------------------------------------------------------------------------------------------------------
P/61845.EPP Method and apparatus for EP 2000913391.9
upgrading an optical fiber
communications system
--------------------------------------------------------------------------------------------------------------
----------
(2) P/63402.USA was erroneously assigned by the employee to Marconi Access
Systems rather than Marconi Communications, Inc. The Seller will correct such
error prior to Closing.
19
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
--------------------------------------------------------------------------------------------------------------
P/61848.BRP Digital packet network for Brazil 9911360
the local access loop
--------------------------------------------------------------------------------------------------------------
P/61848.EPP Digital packet network for EP 99928842.6
the local access loop
--------------------------------------------------------------------------------------------------------------
P/61848.MXP Digital packet network for Mexico 12545
the local access loop
--------------------------------------------------------------------------------------------------------------
P/61875.DEP Light amplification Germany 957238.9
apparatus with automatic
monitoring and controls
--------------------------------------------------------------------------------------------------------------
P/61875.FRP Light amplification France 957238.9
apparatus with automatic
monitoring and controls
--------------------------------------------------------------------------------------------------------------
P/61875.GBP Light amplification UK 957238.9
apparatus with automatic
monitoring and controls
--------------------------------------------------------------------------------------------------------------
P/61875.ITP Light amplification Italy 957238.9
apparatus with automatic
monitoring and controls
--------------------------------------------------------------------------------------------------------------
P/61875.NLP Light amplification Netherlands 957238.9
apparatus with automatic
monitoring and controls
--------------------------------------------------------------------------------------------------------------
P/61875.SEP Light amplification Spain 957238.9
apparatus with automatic
monitoring and controls
--------------------------------------------------------------------------------------------------------------
P/63347.EPP Wavelength division EP 2002253954.8
multiplexed (WDM) ring
passive optical network
(PON) with route protection
for replacement of splitter
based passive optical
networks
--------------------------------------------------------------------------------------------------------------
P/63394.EPP Fiber to the home (FTTH) EP 2001914793.3
multimedia access system
--------------------------------------------------------------------------------------------------------------
P/63484.EPP Extracting Frequency Bands EP 2000971041.9
--------------------------------------------------------------------------------------------------------------
20
SCHEDULE 1.1F
OPPS PATENTS
The attached tables set forth below are incorporated herein by reference:
1. OPPS Patents.
2. LLP Patents.
3. Marconi Test Systems Patent Status Report, dated December 5, 2003.
21
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 373 Communications Circuit 1504723 37193/81 Japan Baumbach 3/3/81
---------------------------------------------------------------------------------------------------------------------------
O Ring and Threaded Design for
Prot R125 US Kaczmarek
---------------------------------------------------------------------------------------------------------------------------
Prot Line Protector 3886408 417064 US Klayum, Nelson 11/19/73
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot Communication Circuit 3794947 187018 US Baumbach 10/6/71
---------------------------------------------------------------------------------------------------------------------------
Line Connector for a
Prot Communications Circuit 3818271 339928 US Baumbach 3/9/73
---------------------------------------------------------------------------------------------------------------------------
Line Protector Having Gas Tube
Prot Surge Arrester 3886411 439348 US Klayum, Nelson 2/4/74
---------------------------------------------------------------------------------------------------------------------------
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a cable
Dist 620/244 sheath) 34752-76 1433-74 Venezuela Troy 06/28/74
---------------------------------------------------------------------------------------------------------------------------
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a cable
Dist 620/243 sheath) 137364 152306 Mexico Troy 7/03/74
---------------------------------------------------------------------------------------------------------------------------
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a cable
Dist 620/242 sheath) P17405873 P17405873 Brazil Troy 7/16/74
---------------------------------------------------------------------------------------------------------------------------
375/ Line Protector for a
Prot abandoned Communications Circuit 000415 Thailand Baumbach 3/7/81
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 372 Communications Circuit 17579 1013/81 Korea Baumbach 3/7/81
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 371 Communications Circuit 0037222 81301200.0 EPO Baumbach 3/81
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 360 Communications Circuit 4907120 612337 USA Baumbach 12/8/88
---------------------------------------------------------------------------------------------------------------------------
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a cable
Dist sheath) 38416575 379792 US Troy 7/16/73
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a Baumbach,
Prot Communication Circuit 3849750 429871 US Nelson 1/2/74
---------------------------------------------------------------------------------------------------------------------------
2137032 GB
---------------------------------------------------------------------------------------------------------------------------
Fiber Pivoting Fiber Bracket USA
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 374 Communications Circuit 16065 7026770 Taiwan Baumbach 2/26/81
---------------------------------------------------------------------------------------------------------------------------
Telephone Network Interface
NID 156 Device USA Baumbach
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 373 Communications Circuit 3/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
O Ring and Threaded Design for
Prot R125 Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot Line Protector 5/27/75 Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot Communication Circuit Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Connector for a
Prot Communications Circuit Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector Having Gas Tube
Prot Surge Arrester 5/27/75 Trexler
---------------------------------------------------------------------------------------------------------------------------
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a cable
Dist 620/244 sheath) 9/76
---------------------------------------------------------------------------------------------------------------------------
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a cable
Dist 620/243 sheath) 2/78
---------------------------------------------------------------------------------------------------------------------------
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a cable
Dist 620/242 sheath) 7/6/74
---------------------------------------------------------------------------------------------------------------------------
375/ Line Protector for a
Prot abandoned Communications Circuit Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 372 Communications Circuit 6/84 Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 371 Communications Circuit 3/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 360 Communications Circuit 3/6/90 Trexler
---------------------------------------------------------------------------------------------------------------------------
Ready Access Closure with Cable
Sleeve(Cable Sheath & Ready
Access Closure Including a cable
Dist sheath) Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot Communication Circuit 11/19/74 Trexler
---------------------------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------------------
Fiber Pivoting Fiber Bracket
Line Protector for a
---------------------------------------------------------------------------------------------------------------------------
Prot 374 Communications Circuit 2/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
Telephone Network Interface
NID 156 Device Trexler
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
Fiber Optic Splice Panel Adapter
FO 157 Ferrule 5121456 579127 US Essert 9/6/90
----------------------------------------------------------------------------------------------------------------------------
Fiber Optic Splice Panel Adapter
FO 157 Ferrule 113514 253027 Japan Essert 5/7/93
----------------------------------------------------------------------------------------------------------------------------
Kaczmarek,
Mayszak,
Prot 158/204 Solid State Module USA Muntean, Rust
----------------------------------------------------------------------------------------------------------------------------
Prot 159 Hybrid Arrester Assembly USA Bonnesen
----------------------------------------------------------------------------------------------------------------------------
160 Test Shoe Assembly with Fuses USA Baumbach
----------------------------------------------------------------------------------------------------------------------------
Spin Module with Self Resulting
Prot 161 Current Limiter USA B. Lynch
----------------------------------------------------------------------------------------------------------------------------
162 Safety Device for Rivet Machines USA
----------------------------------------------------------------------------------------------------------------------------
Prot 163 Flood Cover Locking System 4585141 687057 US R. Marks 12/28/84
----------------------------------------------------------------------------------------------------------------------------
Prot 164 Preformed Cable Assembly USA Ayer
----------------------------------------------------------------------------------------------------------------------------
Automatic Open Over-Voltage
Prot 165 Protector Receptacle USA Saul
----------------------------------------------------------------------------------------------------------------------------
Conn 166 Double Ended Quick Clip USA Ayer
----------------------------------------------------------------------------------------------------------------------------
CO 167 Snap-on Cover for Fanning Strip USA J. Unger
----------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 168 Circuit USA Baumbach
----------------------------------------------------------------------------------------------------------------------------
Back plate with GG block with
Dist 169 connectors USA G. Ayers
----------------------------------------------------------------------------------------------------------------------------
Conn 170 Insulation Displacement Contact USA D. Coulombe
----------------------------------------------------------------------------------------------------------------------------
Conn 171 620/301 Clip Terminal 1026896 99955/1972 Japan 10/6/72
----------------------------------------------------------------------------------------------------------------------------
Conn 171 620/300 Clip Terminal P17206930 P17206930 Brazil 10/5/72
----------------------------------------------------------------------------------------------------------------------------
5 Pin CO Protectgor module w/ W. Rust, S.
Prot 172 fail-safe overvoltage protection USA Bonnesen
----------------------------------------------------------------------------------------------------------------------------
RLS 174 RLS 50 Activator for Cutover US Suffi
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------
Fiber Optic Splice Panel Adapter
FO 157 Ferrule 6/9/92 Trexler
----------------------------------------------------------------------------------------------------------------------------
Fiber Optic Splice Panel Adapter
FO 157 Ferrule 5/7/93 Trexler 3169
----------------------------------------------------------------------------------------------------------------------------
Prot 158/204 Solid State Module Trexler
----------------------------------------------------------------------------------------------------------------------------
Prot 159 Hybrid Arrester Assembly Trexler
----------------------------------------------------------------------------------------------------------------------------
160 Test Shoe Assembly with Fuses Trexler
----------------------------------------------------------------------------------------------------------------------------
Spin Module with Self Resulting
Prot 161 Current Limiter Trexler
----------------------------------------------------------------------------------------------------------------------------
162 Safety Device for Rivet Machines Trexler
----------------------------------------------------------------------------------------------------------------------------
Prot 163 Flood Cover Locking System 4/29/86 MMR 4/29/03
----------------------------------------------------------------------------------------------------------------------------
Prot 164 Preformed Cable Assembly Trexler
----------------------------------------------------------------------------------------------------------------------------
Automatic Open Over-Voltage
Prot 165 Protector Receptacle Trexler
----------------------------------------------------------------------------------------------------------------------------
Conn 166 Double Ended Quick Clip Trexler
----------------------------------------------------------------------------------------------------------------------------
CO 167 Snap-on Cover for Fanning Strip
----------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 168 Circuit Trexler
----------------------------------------------------------------------------------------------------------------------------
Back plate with GG block with
Dist 169 connectors
----------------------------------------------------------------------------------------------------------------------------
Conn 170 Insulation Displacement Contact
----------------------------------------------------------------------------------------------------------------------------
Conn 171 620/301 Clip Terminal
----------------------------------------------------------------------------------------------------------------------------
Conn 171 620/300 Clip Terminal 10/72
----------------------------------------------------------------------------------------------------------------------------
5 Pin CO Protectgor module w/
Prot 172 fail-safe overvoltage protection
----------------------------------------------------------------------------------------------------------------------------
RLS 174 RLS 50 Activator for Cutover Trexler
----------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Dist 175 Terminal Enclosure 907401 USA M. Leschinger
---------------------------------------------------------------------------------------------------------------------------
Mechanical Fiber and Cable
Dist 176 Restraint USA Hartford
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/224 for Protector Module) 6472 6321515 Taiwan 5/9/74
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/236 for Protector Module) 141978 2878/74 Denmark 5/8/74
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/237 for Protector Module) P2475730.5 G7418444.4 Germany 5/8/74
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/240 for Protector Module) 137440 151624 Mexico 6/4/74
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/239 for Protector Module) 1117919 63016-1974 Japan 6/5/74
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/238 for Protector Module) 175246 7407624 Holland 6/6/74
---------------------------------------------------------------------------------------------------------------------------
FO 178 Multiple Optical Fiber Splice USA Hartford
---------------------------------------------------------------------------------------------------------------------------
Ped 179 Moisture Shield for Closure USA Leschinger
---------------------------------------------------------------------------------------------------------------------------
Splices for Single Mode and
FO 180 multimode Fiber Optic Single Fib USA Nadkarni
---------------------------------------------------------------------------------------------------------------------------
Inductor Using Module Fail Short
Prot 181 Spring US Lace
---------------------------------------------------------------------------------------------------------------------------
182 Negative Resistance Repeater 3814866 185167 USA Japenga 9/30/71
---------------------------------------------------------------------------------------------------------------------------
182 620/241 Negative Resistance Repeater P17305503 P17305503 Brazil Japenga 7/20/73
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Central
Office Protector Module w/ Alarm
Prot 183 620/302 Indicator) P17305503 p17305503 BRAZIL Kaczmarek 07/20/73
---------------------------------------------------------------------------------------------------------------------------
Machine for crimping connectors
to wires & connector supply
arrangement (Circuit Board Card
184 620/305 Ejector) 7301752 7301752 Brazil Corvino 3/2/73
---------------------------------------------------------------------------------------------------------------------------
Device for Supporting Coaxial
Cables and the like (Solid State Weber, Rust,
185 620/304 Module) 1083153 97714-1972 Japan Kaczmarek 9/10/72
---------------------------------------------------------------------------------------------------------------------------
Device for Supporting Coaxial
Cables and the like (Solid State Weber, Rust,
185 620/303 Module) 966115 53070-A72 Italy Kaczmarek 9/9/72
---------------------------------------------------------------------------------------------------------------------------
FO 186 Reenterable Splicer for Fiber USA B. Essert
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
Dist 175 Terminal Enclosure
---------------------------------------------------------------------------------------------------------------------------
Mechanical Fiber and Cable
Dist 176 Restraint Trexler
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/224 for Protector Module) 5/74 224
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/236 for Protector Module) 5/74 236
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/237 for Protector Module) 5/74 237
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/240 for Protector Module) 3/78 240
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/239 for Protector Module) 6/74 239
---------------------------------------------------------------------------------------------------------------------------
Clip Terminal & Applicator Tool
Combination (Stamped Dual Pin
Prot 177 620/238 for Protector Module) 6/74 238
---------------------------------------------------------------------------------------------------------------------------
FO 178 Multiple Optical Fiber Splice Trexler
---------------------------------------------------------------------------------------------------------------------------
Ped 179 Moisture Shield for Closure Trexler
---------------------------------------------------------------------------------------------------------------------------
Splices for Single Mode and
FO 180 multimode Fiber Optic Single Fib Trexler
---------------------------------------------------------------------------------------------------------------------------
Inductor Using Module Fail Short
Prot 181 Spring Trexler
---------------------------------------------------------------------------------------------------------------------------
182 Negative Resistance Repeater 6/4/74 Trexler
---------------------------------------------------------------------------------------------------------------------------
182 620/241 Negative Resistance Repeater 7/73
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Central
Office Protector Module w/ Alarm
Prot 183 620/302 Indicator) 07/73
---------------------------------------------------------------------------------------------------------------------------
Machine for crimping connectors
to wires & connector supply
arrangement (Circuit Board Card
184 620/305 Ejector) 6/73
---------------------------------------------------------------------------------------------------------------------------
Device for Supporting Coaxial
Cables and the like (Solid State
185 620/304 Module) 9/72
---------------------------------------------------------------------------------------------------------------------------
Device for Supporting Coaxial
Cables and the like (Solid State
185 620/303 Module) 9/72
---------------------------------------------------------------------------------------------------------------------------
FO 186 Reenterable Splicer for Fiber Trexler
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
RJ11 Customer Premise
Dist 187 Disconnect Device US Suffi
----------------------------------------------------------------------------------------------------------------------------
Prot 188 Gas Tube Surge Arrestors 3588576 USA Kawiecki 6/18/73
----------------------------------------------------------------------------------------------------------------------------
FO 189 Datacom Splice USA Essert
----------------------------------------------------------------------------------------------------------------------------
Single Line Arrestor With Ground
Prot 190/191 Strip 1248431 588796 CANADA Kaczmarek 1/20/89
----------------------------------------------------------------------------------------------------------------------------
Single Line Arrestor With Ground
Prot 190/191 Strip 4878146 188353 USA Kaczmarek 4/29/88
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 192/207 Communications Circuit (PTCR) 1331479 609187 CANADA Gilberts, Rust 8/23/89
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 192/207 Communications Circuit (PTCR) 4876621 281492 USA Gilberts, Rust 12/8/88
----------------------------------------------------------------------------------------------------------------------------
Stamped One Piece Line &
193 Equipment USA Gilberts
----------------------------------------------------------------------------------------------------------------------------
Dist 194 Distribution Post USA Ayer
----------------------------------------------------------------------------------------------------------------------------
Prot 195 Line Protector USA
----------------------------------------------------------------------------------------------------------------------------
196 Telephone Line Loop Extender 3821483 298337 USA Japenga 10/17/72
----------------------------------------------------------------------------------------------------------------------------
Pressure Releasing Clamp for
Dist 197 Use with Environmentally Sealed US Jaycox
----------------------------------------------------------------------------------------------------------------------------
198 Station Protector US
----------------------------------------------------------------------------------------------------------------------------
Fluid-Pressure Operated Splice
for Electrically Conductive
Dist 199 Cables 1299790 590153 Canada P. Dillon 3/3/89
----------------------------------------------------------------------------------------------------------------------------
Fluid-Pressure Operated Splice
for Electrically Conductive
Dist 199 620/270 Cables 53940-1975 Japan P. Dillon 05/07/75
----------------------------------------------------------------------------------------------------------------------------
Grounding Arrangement for
Dist 200 Splice Case 3808353 268446 USA Burtelson 7/3/72
----------------------------------------------------------------------------------------------------------------------------
Grounding Arrangement for
Dist 200 620/306 Splice Case P17302956 P17302956 Brazil Burtelson 04/24/73
----------------------------------------------------------------------------------------------------------------------------
Telephone Jacks and Plugs with
201 Security 563172 39653 US Suffi 4/16/87
----------------------------------------------------------------------------------------------------------------------------
Wire Connector (C.O. Protector
Prot 202 Module) USA Bonnesen, Rust
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------
RJ11 Customer Premise
Dist 187 Disconnect Device Trexler
----------------------------------------------------------------------------------------------------------------------------
Prot 188 Gas Tube Surge Arrestors
----------------------------------------------------------------------------------------------------------------------------
FO 189 Datacom Splice Trexler
----------------------------------------------------------------------------------------------------------------------------
Single Line Arrestor With Ground Ridout &
Prot 190/191 Strip 3/22/89 Maybe
----------------------------------------------------------------------------------------------------------------------------
Single Line Arrestor With Ground
Prot 190/191 Strip 10/31/89 Trexler 10/31/02
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a Ridout &
Prot 192/207 Communications Circuit (PTCR) 8/16/94 Maybe
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comp. Pat.
Prot 192/207 Communications Circuit (PTCR) 10/24/89 Annu. 4/24/97
----------------------------------------------------------------------------------------------------------------------------
Stamped One Piece Line &
193 Equipment Trexler
----------------------------------------------------------------------------------------------------------------------------
Dist 194 Distribution Post Trexler
----------------------------------------------------------------------------------------------------------------------------
Prot 195 Line Protector Trexler
----------------------------------------------------------------------------------------------------------------------------
196 Telephone Line Loop Extender 6/28/74 Trexler
----------------------------------------------------------------------------------------------------------------------------
Pressure Releasing Clamp for
Dist 197 Use with Environmentally Sealed Trexler
----------------------------------------------------------------------------------------------------------------------------
198 Station Protector Trexler
----------------------------------------------------------------------------------------------------------------------------
Fluid-Pressure Operated Splice
for Electrically Conductive Ridout &
Dist 199 Cables 4/28/92 Maybee
----------------------------------------------------------------------------------------------------------------------------
Fluid-Pressure Operated Splice
for Electrically Conductive
Dist 199 620/270 Cables
----------------------------------------------------------------------------------------------------------------------------
Grounding Arrangement for
Dist 200 Splice Case Trexler
----------------------------------------------------------------------------------------------------------------------------
Grounding Arrangement for
Dist 200 620/306 Splice Case 04/73
----------------------------------------------------------------------------------------------------------------------------
Telephone Jacks and Plugs with
201 Security 8/2/89 Trexler
----------------------------------------------------------------------------------------------------------------------------
Wire Connector (C.O. Protector
Prot 202 Module) Trexler
----------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------
Wire Connector (C.O. Protector
Prot 202 620/307 Module) P17303447 P17303447 Brazil Bonnesen, Rust 05/01/73
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Office
Prot 203 620/245 Protector) 1064848 68837-1973 Japan B. Dawson, Suffi 06/20/73
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Office
Prot 203 620/308 Protector) P17305644 P17305644 Brazil B. Dawson, Suffi 07/25/73
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Office
Prot 203 Protector) 4827502 USA B. Dawson, Suffi 4/16/87
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Office
Prot 203 Protector) 1317665 563172 CANADA B. Dawson, Suffi 3/31/88
------------------------------------------------------------------------------------------------------------------------------
Concrete Form Assembly (Heavy
Duty Wire Protector for Outdoor
205 Exposure) USA Baumbach
------------------------------------------------------------------------------------------------------------------------------
Concrete Form Assembly (Heavy
Duty Wire Protector for Outdoor
205 620/247 Exposure) 7420153 742015.3 France Baumbach 06/11/74
------------------------------------------------------------------------------------------------------------------------------
Inductor Formed from Three
Prot 206 Element Gas Tube Ground Lead USA M. Lace
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 208 Communications Circuit 4958253 426791 USA Gilbert, Rust 10/25/89
------------------------------------------------------------------------------------------------------------------------------
Conn 209 Rotatable Terminal Block 3831128 381785 US Paluch 7/23/73
------------------------------------------------------------------------------------------------------------------------------
620/251
Conn 209 (Expired) Rotatable Terminal Block 1197548 83864-1974 Japan Paluch 07/23/74
------------------------------------------------------------------------------------------------------------------------------
Conn 209 620/248 Rotatable Terminal Block G7420458.3 Germany Paluch 06/04/74
------------------------------------------------------------------------------------------------------------------------------
Conn 209 620/249 Rotatable Terminal Block 7408343 Holland Paluch 06/21/74
------------------------------------------------------------------------------------------------------------------------------
Mounting for Flexible P.C. Boards
Prot 210 Used in Protector Modules USA M. Lace
------------------------------------------------------------------------------------------------------------------------------
Improved Line Connector for a
Communications Circuit (Panel
Conn 211 Captive Screw Assembly) US Krzywosz
------------------------------------------------------------------------------------------------------------------------------
Improved Line Connector for a
Communications Circuit (Panel
Conn 211 620/252 Captive Screw Assembly) 149768 Mexico Krzywosz 3/08/74
------------------------------------------------------------------------------------------------------------------------------
Fiber Optic Splice and Multi-
FO 212 Channel Splice Clip US Essert
------------------------------------------------------------------------------------------------------------------------------
FO 213 Keyhole Fiber Optic Splice US Essert
------------------------------------------------------------------------------------------------------------------------------
214 USA Olson
------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------
Wire Connector (C.O. Protector
Prot 202 620/307 Module) 05/73
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Office
Prot 203 620/245 Protector) 06/73
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Office
Prot 203 620/308 Protector) 07/05/73
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Office Comp. Pat.
Prot 203 Protector) 5/2/89 Annu. 11/2/96
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comm.
Cir(Environmentally Protected
Housing for Using Central Office Ridout &
Prot 203 Protector) 5/11/93 Maybe
----------------------------------------------------------------------------------------------------------------------------
Concrete Form Assembly (Heavy
Duty Wire Protector for Outdoor
205 Exposure) Trexler
----------------------------------------------------------------------------------------------------------------------------
Concrete Form Assembly (Heavy
Duty Wire Protector for Outdoor
205 620/247 Exposure) 06/74
----------------------------------------------------------------------------------------------------------------------------
Inductor Formed from Three
Prot 206 Element Gas Tube Ground Lead Trexler
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a Comp. Pat.
Prot 208 Communications Circuit 9/18/90 Annu. 3/18/94
----------------------------------------------------------------------------------------------------------------------------
Conn 209 Rotatable Terminal Block 8/20/74 Trexler
----------------------------------------------------------------------------------------------------------------------------
620/251
Conn 209 (Expired) Rotatable Terminal Block 07/03/74
----------------------------------------------------------------------------------------------------------------------------
Conn 209 620/248 Rotatable Terminal Block
----------------------------------------------------------------------------------------------------------------------------
Conn 209 620/249 Rotatable Terminal Block
----------------------------------------------------------------------------------------------------------------------------
Mounting for Flexible P.C. Boards
Prot 210 Used in Protector Modules Trexler
----------------------------------------------------------------------------------------------------------------------------
Improved Line Connector for a
Communications Circuit (Panel
Conn 211 Captive Screw Assembly) Trexler
----------------------------------------------------------------------------------------------------------------------------
Improved Line Connector for a
Communications Circuit (Panel
Conn 211 620/252 Captive Screw Assembly)
----------------------------------------------------------------------------------------------------------------------------
Fiber Optic Splice and Multi-
FO 212 Channel Splice Clip Trexler
----------------------------------------------------------------------------------------------------------------------------
FO 213 Keyhole Fiber Optic Splice Trexler
----------------------------------------------------------------------------------------------------------------------------
214 Trexler
----------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
Clamping Arrangement and
Dist 215 Method USA C. Pierzchala
----------------------------------------------------------------------------------------------------------------------------
Dist 216 Buried Cable Enclosure USA Leschinger
----------------------------------------------------------------------------------------------------------------------------
Multiple or Single Fiber Optic
FO 217 Splice USA Unger
----------------------------------------------------------------------------------------------------------------------------
Multiple or Single Fiber Optic
FO 217 620/253 Splice 58231 3110-74 Finland Unger 10/24/74
----------------------------------------------------------------------------------------------------------------------------
Multiple or Single Fiber Optic
FO 217 620/254 Splice 138137 153950 Mexico Unger 09/04/74
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/272 Solid State Device) 59684 3111-94 Finland Kaczmarek 10/24/74
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/274 Solid State Device) 106144-1974 Japan Kaczmarek 09/07/74
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
620/276 Mechanism for Three-Leaded
Prot 218 (Expired) Solid State Device) 138216 153951 Mexico Kaczmarek 09/04/74
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
620/275 Mechanism for Three-Leaded
Prot 218 (Expired) Solid State Device) 33919 1901 Venezuela Kaczmarek 09/06/74
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/277 Solid State Device) P2453056.1 Germany Kaczmarek 11/0/74
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/255 Solid State Device) P17408460 P17408460 Brazil Kaczmarek 10/10/74
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/273 Solid State Device) 7411223 Holland Kaczmarek 08/03/74
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 Solid State Device) US Kaczmarek
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
620/278 Surge Arrester(Central Office
Prot 219 (abandoned) Fiber Interconnection Enclosure) 34763 2683 Venezuela Ori 12/01/74
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
620/279 Surge Arrester(Central Office
Prot 219 (granted) Fiber Interconnection Enclosure) 140123 156141 Mexico Ori 01/21/75
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
620/280 Surge Arrester(Central Office
Prot 219 (abandoned) Fiber Interconnection Enclosure) 9346-1975 Japan Ori 01/23/75
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
Surge Arrester(Central Office
Prot 219 620/281 Fiber Interconnection Enclosure) 7503306 7503306 France Ori 02/03/75
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
Surge Arrester(Central Office
Prot 219 620/282 Fiber Interconnection Enclosure) P17500660 P17500660 Brazil Ori 01/31/75
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
Surge Arrester(Central Office
Prot 219 Fiber Interconnection Enclosure) USA Ori
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------
Clamping Arrangement and
Dist 215 Method Trexler
----------------------------------------------------------------------------------------------------------------------------
Dist 216 Buried Cable Enclosure Trexler
----------------------------------------------------------------------------------------------------------------------------
Multiple or Single Fiber Optic
FO 217 Splice Trexler
----------------------------------------------------------------------------------------------------------------------------
Multiple or Single Fiber Optic
FO 217 620/253 Splice 10/80
----------------------------------------------------------------------------------------------------------------------------
Multiple or Single Fiber Optic
FO 217 620/254 Splice 08/78
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/272 Solid State Device) 09/81
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/274 Solid State Device)
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
620/276 Mechanism for Three-Leaded
Prot 218 (Expired) Solid State Device) 08/78
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
620/275 Mechanism for Three-Leaded
Prot 218 (Expired) Solid State Device) 06/76
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/277 Solid State Device)
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/255 Solid State Device) 10/74
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 620/273 Solid State Device)
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communication Circuit (Fail-Safe
Mechanism for Three-Leaded
Prot 218 Solid State Device) Trexler
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
620/278 Surge Arrester(Central Office
Prot 219 (abandoned) Fiber Interconnection Enclosure) 09/76
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
620/279 Surge Arrester(Central Office
Prot 219 (granted) Fiber Interconnection Enclosure) 08/79
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
620/280 Surge Arrester(Central Office
Prot 219 (abandoned) Fiber Interconnection Enclosure)
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
Surge Arrester(Central Office
Prot 219 620/281 Fiber Interconnection Enclosure) 02/75
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
Surge Arrester(Central Office
Prot 219 620/282 Fiber Interconnection Enclosure) 01/75
----------------------------------------------------------------------------------------------------------------------------
Line protector having a Gas Tube
Surge Arrester(Central Office
Prot 219 Fiber Interconnection Enclosure) Trexler
----------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------------
Barnes, Hartfort,
Hilbert, Huggins,
Kula, Longwell,
Meinhard, Pool,
FO 220 Multiple Fiber Optic Splice Body USA Unger
--------------------------------------------------------------------------------------------------------------------------------
Dist 221 Cable Stub Assembly USA Muntean, Unger
--------------------------------------------------------------------------------------------------------------------------------
Prot 222 Sneak Fuse Solid State Module USA
--------------------------------------------------------------------------------------------------------------------------------
Terminal Block Assembly
Prot 223 620/395 (Secondary Solid State Module) USA
--------------------------------------------------------------------------------------------------------------------------------
Prot 224 Line Protector USA Kaczmarek
--------------------------------------------------------------------------------------------------------------------------------
Vent Safe Air Gap for Use with
Prot 225 Gas Tube Arrester USA
--------------------------------------------------------------------------------------------------------------------------------
Compression Spring for
Prot 226 Overvoltage Only C.O. Protectors US Kacmarek
--------------------------------------------------------------------------------------------------------------------------------
gas Tube Tester(Surge Voltage
Prot 227 620/283 Arrester with Fail-safe Feature) 53287-1975 Japan Baumbach 05/06/75
--------------------------------------------------------------------------------------------------------------------------------
gas Tube Tester(Surge Voltage
Prot 227 Arrester with Fail-safe Feature) 4249224 18337 US Baumbach 3/7/79
--------------------------------------------------------------------------------------------------------------------------------
Dist 229 Closure Assy. and Bracket USA Leschinger
--------------------------------------------------------------------------------------------------------------------------------
Prot 230 EPM Insulator USA Nadkarni
--------------------------------------------------------------------------------------------------------------------------------
Prot 231 Gas Filled Surge Arrester 1214508 428138 Canada Toda 5/2/84
--------------------------------------------------------------------------------------------------------------------------------
Prot 231 Gas Filled Surge Arrester 4491893 493231 US Toda 5/10/83
--------------------------------------------------------------------------------------------------------------------------------
Buffer Gripping Teeth on Corelinx
FO 232 (900 Micron Size) USA
--------------------------------------------------------------------------------------------------------------------------------
Surge Voltage Arrester with Vent
Prot 233 Safe Feature 4321649 54667 US A. Gilberts 29041
--------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 234 Communications Circuit 4325100 158913 US Baumbach 6/12/80
--------------------------------------------------------------------------------------------------------------------------------
Ready Access Closure for
Dist 235 Communication Cables 4260848 126973 US Amaya 3/3/80
--------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 236 Communicator Circuit 4262317 22715 US Baumbach 3/22/79
--------------------------------------------------------------------------------------------------------------------------------
"Starburst" Cross-Connect
X-Conn 237 Terminals 4563053 591771 USA Pavel 3/21/84
--------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-------------------------------------------------------------------------------------------------------------------------------
FO 220 Multiple Fiber Optic Splice Body Trexler
-------------------------------------------------------------------------------------------------------------------------------
Dist 221 Cable Stub Assembly Trexler
-------------------------------------------------------------------------------------------------------------------------------
Prot 222 Sneak Fuse Solid State Module Trexler
-------------------------------------------------------------------------------------------------------------------------------
Terminal Block Assembly
Prot 223 620/395 (Secondary Solid State Module) Trexler
-------------------------------------------------------------------------------------------------------------------------------
Prot 224 Line Protector Trexler
-------------------------------------------------------------------------------------------------------------------------------
Vent Safe Air Gap for Use with
Prot 225 Gas Tube Arrester Trexler
-------------------------------------------------------------------------------------------------------------------------------
Compression Spring for
Prot 226 Overvoltage Only C.O. Protectors Trexler
-------------------------------------------------------------------------------------------------------------------------------
gas Tube Tester(Surge Voltage
Prot 227 620/283 Arrester with Fail-safe Feature)
-------------------------------------------------------------------------------------------------------------------------------
gas Tube Tester(Surge Voltage
Prot 227 Arrester with Fail-safe Feature) Trexler
-------------------------------------------------------------------------------------------------------------------------------
Dist 229 Closure Assy. and Bracket Trexler
-------------------------------------------------------------------------------------------------------------------------------
Prot 230 EPM Insulator Trexler
-------------------------------------------------------------------------------------------------------------------------------
Prot 231 Gas Filled Surge Arrester 11/25/86 Comp. Pat. Drop 6/20/96
-------------------------------------------------------------------------------------------------------------------------------
Comp. Pat
Prot 231 Gas Filled Surge Arrester 1/1/85 Annu 7/1/96
-------------------------------------------------------------------------------------------------------------------------------
Buffer Gripping Teeth on Corelinx
FO 232 (900 Micron Size) Trexler
-------------------------------------------------------------------------------------------------------------------------------
Surge Voltage Arrester with Vent
Prot 233 Safe Feature 3/23/82 Trexler 3/23/99
-------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 234 Communications Circuit Trexler
-------------------------------------------------------------------------------------------------------------------------------
Ready Access Closure for
Dist 235 Communication Cables Trexler
-------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 236 Communicator Circuit Trexler
-------------------------------------------------------------------------------------------------------------------------------
"Starburst" Cross-Connect Comp. Pat.
X-Conn 237 Terminals 1/7/86 Annu 7/7/97
-------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------------
Preterminated Block System and
Conn 238 Method of Installing same 4234756 25009 US Jackula, Ziegler 3/29/79
--------------------------------------------------------------------------------------------------------------------------------
Dist 239 Low Profile Marina Terminal USA Marks
--------------------------------------------------------------------------------------------------------------------------------
Surge Voltage Arrester w/
Prot 240 Ventsafe Feature 4241374 7363 US A. Gilberts 1/29/79
--------------------------------------------------------------------------------------------------------------------------------
Conn 241 Terminal Block Assembly 3957335 492057 US Troy 7/26/74
--------------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 242 620/284 Circuit G7623284.3 Germany Baumbach 07/23/76
--------------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 242 620/287 Circuit 17308 Iran Baumbach 05/05/76
--------------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 242 Circuit 3975664 599700 USA Baumbach 7/28/75
--------------------------------------------------------------------------------------------------------------------------------
Prot 243 620/320 Surge Arrester P26418586 Germany A. Gilberts 09/07/76
--------------------------------------------------------------------------------------------------------------------------------
Prot 243 620/288 Surge Arrester 110015-1976 Japan A. Gilberts 09/06/76
--------------------------------------------------------------------------------------------------------------------------------
Prot 243 Surge Arrester 4013927 614742 US A. Gilberts 9/18/75
--------------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 620/285 Connector Assembly G7719950.9 Ger (Gebr.) Paluch 06/25/77
--------------------------------------------------------------------------------------------------------------------------------
620/256 Telephone Distribution Frame
CO 244 (expired) Connector Assembly 7715161 France Paluch 05/07/77
--------------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 620/286 Connector Assembly 7705372 Holland Paluch 05/06/77
--------------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 620/258 Connector Assembly 7704228-1 Sweden Paluch 04/13/77
--------------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 Connector Assembly 4037910 722426 US Paluch 9/13/76
--------------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 620/257 Connector Assembly P2728703.2 Germany Paluch 06/25/77
--------------------------------------------------------------------------------------------------------------------------------
Modulear Distribution Frame B. Brey, Paluch,
CO 246 Assembly 4002856 591037 US Sedlacek 6/27/75
--------------------------------------------------------------------------------------------------------------------------------
Prot 247 Gas Tube Tester 3938034 467066 USA Japenga 5/6/74
--------------------------------------------------------------------------------------------------------------------------------
Prot 248 Line Protector 4208694 950422 US Gilberts 28774
--------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
Preterminated Block System and Quarles &
Conn 238 Method of Installing same 11/18/80 Brady
---------------------------------------------------------------------------------------------------------------------------
Dist 239 Low Profile Marina Terminal Trexler
---------------------------------------------------------------------------------------------------------------------------
Surge Voltage Arrester w/
Prot 240 Ventsafe Feature Trexler
---------------------------------------------------------------------------------------------------------------------------
Conn 241 Terminal Block Assembly 5/18/76 Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 242 620/284 Circuit
---------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 242 620/287 Circuit
---------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 242 Circuit 8/17/76 Trexler 34198
---------------------------------------------------------------------------------------------------------------------------
Prot 243 620/320 Surge Arrester
---------------------------------------------------------------------------------------------------------------------------
Prot 243 620/288 Surge Arrester
---------------------------------------------------------------------------------------------------------------------------
Prot 243 Surge Arrester 3/22/77 Trexler 34415
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 620/285 Connector Assembly
---------------------------------------------------------------------------------------------------------------------------
620/256 Telephone Distribution Frame
CO 244 (expired) Connector Assembly
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 620/286 Connector Assembly
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 620/258 Connector Assembly
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 Connector Assembly Trexler
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 244 620/257 Connector Assembly
---------------------------------------------------------------------------------------------------------------------------
Modulear Distribution Frame
CO 246 Assembly 1/11/77 Trexler 34345
---------------------------------------------------------------------------------------------------------------------------
Prot 247 Gas Tube Tester 2/10/76 Trexler 34010
---------------------------------------------------------------------------------------------------------------------------
Prot 248 Line Protector 29389 Trexler 35598
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication Lundsgaard,
Prot 249 Circuit 4056840 279004 USA Sedlacek 6/1/76
------------------------------------------------------------------------------------------------------------------------------
620/259 Line Protector for Communication Lundsgaard,
Prot 249 (abandoned) Circuit 53779-1977 Japan Sedlacek 05/02/77
------------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication Lundsgaard,
Prot 249 Circuit 1087679 685724 Canada Sedlacek 11/1/77
------------------------------------------------------------------------------------------------------------------------------
Conn 250 Terminal Block 1092177 108963 US Reffay, Sedlacek 12/8/76
------------------------------------------------------------------------------------------------------------------------------
Conn 250 Terminal Block 4059331 659796 USA Reffay, Sedlacek 2/20/76
------------------------------------------------------------------------------------------------------------------------------
Conn 250 TERMINAL BLOCK Brazil Sedlacek, Reffay
------------------------------------------------------------------------------------------------------------------------------
Conn 250 TERMINAL BLOCK USA Sedlacek, Reffay
------------------------------------------------------------------------------------------------------------------------------
Device for Cleaning Greas-filled
Dist 251 Cable Stub 4272300 119095 US Burtelson 29257
------------------------------------------------------------------------------------------------------------------------------
Conn 252 Electrical Connector 1093653 274290 Canada Paluch 3/18/77
------------------------------------------------------------------------------------------------------------------------------
Conn 252 Electrical Connector 4106837 749062 USA Paluch 12/9/76
------------------------------------------------------------------------------------------------------------------------------
Electrical Terminal having means
for Retention in connector
Blocks(ELECTRICAL
Conn 252 CONNECTOR) USA Paluch
------------------------------------------------------------------------------------------------------------------------------
Electrical Terminal having means
for Retention in connector
620/348 Blocks(ELECTRICAL
Conn 252 (expired) CONNECTOR) 1093653 345229 Canada Paluch 02/07/80
------------------------------------------------------------------------------------------------------------------------------
Electrical Terminal having means
for Retention in connector
Blocks(ELECTRICAL
Conn 252 620/260 CONNECTOR) P2712895.6 Germany Paluch 03/04/77
------------------------------------------------------------------------------------------------------------------------------
Conn 253 Cable Bonding Clamp 4195895 8423 US Ziegler 2/1/79
------------------------------------------------------------------------------------------------------------------------------
Terminal Module w/ Dual Binding
Conn 254 Post Terminals 4159159 US Kaucic
------------------------------------------------------------------------------------------------------------------------------
Prot 255 Gas Tube with carbon electrodes US Baumbach
------------------------------------------------------------------------------------------------------------------------------
256 Sentinel Trademark 1092177 108963 US Miskovetz 12/8/76
------------------------------------------------------------------------------------------------------------------------------
256 Sentinel Trademark 1092184 116602 USA Miskovetz 2/22/77
------------------------------------------------------------------------------------------------------------------------------
GAS FILLED SURGE
Prot 257 ARRESTOR 4104693 778992 USA Miskovetz 3/18/77
------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 249 Circuit 11/1/79 Trexler
---------------------------------------------------------------------------------------------------------------------------
620/259 Line Protector for Communication
Prot 249 (abandoned) Circuit
---------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot 249 Circuit 7/28/77 Trexler
---------------------------------------------------------------------------------------------------------------------------
Conn 250 Terminal Block 5/30/78 Trexler
---------------------------------------------------------------------------------------------------------------------------
Conn 250 Terminal Block 11/22/77 Trexler
---------------------------------------------------------------------------------------------------------------------------
Conn 250 TERMINAL BLOCK test
---------------------------------------------------------------------------------------------------------------------------
Conn 250 TERMINAL BLOCK TEST
---------------------------------------------------------------------------------------------------------------------------
Device for Cleaning Greas-filled
Dist 251 Cable Stub 29746 Trexler 35955
---------------------------------------------------------------------------------------------------------------------------
Conn 252 Electrical Connector 1/31/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
Conn 252 Electrical Connector 8/15/78 Trexler
---------------------------------------------------------------------------------------------------------------------------
Electrical Terminal having means
for Retention in connector
Blocks(ELECTRICAL
Conn 252 CONNECTOR) Trexler
---------------------------------------------------------------------------------------------------------------------------
Electrical Terminal having means
for Retention in connector
620/348 Blocks(ELECTRICAL
Conn 252 (expired) CONNECTOR) 01/81
---------------------------------------------------------------------------------------------------------------------------
Electrical Terminal having means
for Retention in connector
Blocks(ELECTRICAL
Conn 252 620/260 CONNECTOR)
---------------------------------------------------------------------------------------------------------------------------
Quaries &
Conn 253 Cable Bonding Clamp 4/1/80 Brady 4/1/97
---------------------------------------------------------------------------------------------------------------------------
Terminal Module w/ Dual Binding
Conn 254 Post Terminals 29032 Trexler 35242
---------------------------------------------------------------------------------------------------------------------------
Prot 255 Gas Tube with carbon electrodes Trexler
---------------------------------------------------------------------------------------------------------------------------
256 Sentinel Trademark 5/30/78 Trexler
---------------------------------------------------------------------------------------------------------------------------
256 Sentinel Trademark 5/30/78 Trexler
---------------------------------------------------------------------------------------------------------------------------
GAS FILLED SURGE
Prot 257 ARRESTOR 8/1/78 Trexler
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
Prot 258 SURGE ARRESTER 4128855 788116 USA Miskovetz 4/18/77
----------------------------------------------------------------------------------------------------------------------------
620/325
Prot 258 (abandoned) SURGE ARRESTER 044729-78 Japan Miskovetz 04-14-78
----------------------------------------------------------------------------------------------------------------------------
620/326
Prot 258 (abandoned) SURGE ARRESTER 35186-78 Australia Miskovetz 04/18/78
----------------------------------------------------------------------------------------------------------------------------
Prot 258 SURGE ARRESTER 1098958 300460 CANADA Miskovetz 4/5/78
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 11469 6711998 TAIWAN Baumbach, Saul 9/26/78
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 4159500 852325 USA Baumbach, Saul 11/17/77
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 78-32246 7832446 FRANCE Baumbach, Saul 9/11/78
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 1105548 311954 CANADA Baumbach, Saul 9/11/78
----------------------------------------------------------------------------------------------------------------------------
Prot 259 MODULAR LINE PROTECTOR USA Baumbach, Saul
----------------------------------------------------------------------------------------------------------------------------
Prot 259 620/330 MODULAR LINE PROTECTOR 4159500 852325 Taiwan Baumbach, Saul 11/07/77
----------------------------------------------------------------------------------------------------------------------------
620/365
Prot 259 (expired) MODULAR LINE PROTECTOR 1113147 365989 A-Canada Baumbach, Saul 12/02/80
----------------------------------------------------------------------------------------------------------------------------
620/366
Prot 259 (expired) MODULAR LINE PROTECTOR 1124778 365990 B-Canada Baumbach, Saul 12/02/80
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 20435 22780 IRAN Baumbach, Saul 10/31/78
----------------------------------------------------------------------------------------------------------------------------
R. Dawson, F.
260 Breakaway Nuts USA Burtelson
----------------------------------------------------------------------------------------------------------------------------
Multi-Purpose Heavy Duty
Prot 261 Protector for Outdoor Exposure USA
----------------------------------------------------------------------------------------------------------------------------
J. Bennett, A.
262 Screw with captive washer USA Gilberts
----------------------------------------------------------------------------------------------------------------------------
Improved Surge Arrestor
Prot 263 Response USA P. Lundsgaard
----------------------------------------------------------------------------------------------------------------------------
Surge Arrestor w/ Internal
Prot 264 Fail-safe USA P. Lundsgaard
----------------------------------------------------------------------------------------------------------------------------
Prot 265 Line Protector 4158869 826035 USA Gilberts 8/19/77
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------
Prot 258 SURGE ARRESTER 12/5/78 Trexler
----------------------------------------------------------------------------------------------------------------------------
620/325
Prot 258 (abandoned) SURGE ARRESTER
----------------------------------------------------------------------------------------------------------------------------
620/326
Prot 258 (abandoned) SURGE ARRESTER
----------------------------------------------------------------------------------------------------------------------------
Prot 258 SURGE ARRESTER 4/7/81 Trexler
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 9/1/79 Trexler
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 6/26/79 Trexler
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 7/21/81 Trexler
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 11/24/81 Trexler
----------------------------------------------------------------------------------------------------------------------------
Prot 259 MODULAR LINE PROTECTOR Trexler
----------------------------------------------------------------------------------------------------------------------------
Prot 259 620/330 MODULAR LINE PROTECTOR 06/79
----------------------------------------------------------------------------------------------------------------------------
620/365
Prot 259 (expired) MODULAR LINE PROTECTOR 11/81
----------------------------------------------------------------------------------------------------------------------------
620/366
Prot 259 (expired) MODULAR LINE PROTECTOR 06/82
----------------------------------------------------------------------------------------------------------------------------
259 Modular Line Protector 10/31/78 Trexler
----------------------------------------------------------------------------------------------------------------------------
260 Breakaway Nuts
----------------------------------------------------------------------------------------------------------------------------
Multi-Purpose Heavy Duty
Prot 261 Protector for Outdoor Exposure Trexler
----------------------------------------------------------------------------------------------------------------------------
262 Screw with captive washer
----------------------------------------------------------------------------------------------------------------------------
Improved Surge Arrestor
Prot 263 Response
----------------------------------------------------------------------------------------------------------------------------
Surge Arrestor w/ Internal
Prot 264 Fail-safe
----------------------------------------------------------------------------------------------------------------------------
Prot 265 Line Protector 6/19/79 Trexler 6/19/96
----------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
Prot 266 620/329 Multi-Arc Gap Surge Arrester P28320607 G7821852.7 Germany Lundsgaard 07/21/78
----------------------------------------------------------------------------------------------------------------------------
Prot 266 Multi-Arc Gap Surge Arrester 7827499 France Lundsgaard 3/19/84
----------------------------------------------------------------------------------------------------------------------------
Prot 266 Multi-Arc Gap Surge Arrester Japan Lundsgaard
----------------------------------------------------------------------------------------------------------------------------
Prot 266 Multi-Arc Gap Surge Arrester 4142220 836585 USA Lundsgaard 9/26/77
----------------------------------------------------------------------------------------------------------------------------
267 HOTSPLICER TRADEMARK 1092569 205492 USA Miskovetz 2/28/79
----------------------------------------------------------------------------------------------------------------------------
CABLE MOLDING APPARATUS
Dist 268 & METHOD 4145176 863257 USA Nelson 12/22/77
----------------------------------------------------------------------------------------------------------------------------
HIGH VOLTAGE CABLE SPLICE
Dist 269 APPARATUS 4004867 244822 CANADA Nelson 2/2/76
----------------------------------------------------------------------------------------------------------------------------
HIGH VOLTAGE CABLE SPLICE
Dist 269 APPARATUS 3970735 545948 USA Nelson 1/31/75
----------------------------------------------------------------------------------------------------------------------------
270 MITS 70 - TRADEMARK USA Miskovetz
----------------------------------------------------------------------------------------------------------------------------
271 LORDEL TRADEMARK 153577 USA Miskovetz 12/27/77
----------------------------------------------------------------------------------------------------------------------------
Conn 272 Terminal Block (BPI) CANADA Harry Ims
----------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 79-01535 7901535 FRANCE Baumbach 1/22/79
----------------------------------------------------------------------------------------------------------------------------
620/331 Line Protector for
Prot 273 (abandoned) Communication Circuit G7900616.9 Germany Baumbach 11/01/79
----------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 21119 23574 IRAN Baumbach 6/19/79
----------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 1362664 004450/79 JAPAN Baumbach 1/17/79
----------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 1094150 990700 CANADA Baumbach 10/18/78
----------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 11955 6711999 TAIWAN Baumbach 9/26/78
----------------------------------------------------------------------------------------------------------------------------
620/324 Line Protector for
Prot 273 (expired) Communication Circuit 4168515 880390 US Baumbach 2/23/78
----------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 620/339 Communication Lines 12952 6811058 Taiwan B. Brey 05/07/79
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
Prot 266 620/329 Multi-Arc Gap Surge Arrester Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot 266 Multi-Arc Gap Surge Arrester Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot 266 Multi-Arc Gap Surge Arrester Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot 266 Multi-Arc Gap Surge Arrester 2/27/79 Trexler
---------------------------------------------------------------------------------------------------------------------------
267 HOTSPLICER TRADEMARK 5/30/88 Trexler
---------------------------------------------------------------------------------------------------------------------------
CABLE MOLDING APPARATUS
Dist 268 & METHOD 3/20/79 Trexler
---------------------------------------------------------------------------------------------------------------------------
HIGH VOLTAGE CABLE SPLICE
Dist 269 APPARATUS 10/17/78 Trexler
---------------------------------------------------------------------------------------------------------------------------
HIGH VOLTAGE CABLE SPLICE
Dist 269 APPARATUS 7/20/76 Trexler
---------------------------------------------------------------------------------------------------------------------------
270 MITS 70 - TRADEMARK Trexler
---------------------------------------------------------------------------------------------------------------------------
271 LORDEL TRADEMARK Trexler
---------------------------------------------------------------------------------------------------------------------------
Conn 272 Terminal Block (BPI)
---------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 12/9/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
620/331 Line Protector for
Prot 273 (abandoned) Communication Circuit
---------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 6/19/79 Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 2/9/87 Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 1/20/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for
Prot 273 Communication Circuit 9/26/78 Trexler
---------------------------------------------------------------------------------------------------------------------------
620/324 Line Protector for
Prot 273 (expired) Communication Circuit 9/18/79 Trexler
---------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 620/339 Communication Lines 7/1/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 620/338 Communication Lines 7914148 7914148 France B. Brey 06/01/79
-----------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 Communication Lines 4160880 911874 US B. Brey 6/2/78
-----------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 620/337 Communication Lines 1118879 327682 Canada B. Brey 5/15/79
-----------------------------------------------------------------------------------------------------------------------------
Modular Termination System for
274 Communication Lines USA B. Brey
-----------------------------------------------------------------------------------------------------------------------------
Prot 275 Stationer Protector USA J. Saul
-----------------------------------------------------------------------------------------------------------------------------
276 620/304 Cable Stripper tool 1083153 97714-1972 Japan 9/10/72
-----------------------------------------------------------------------------------------------------------------------------
276 620/303 Cable Stripper tool 966115 53070-A72 Italy 9/9/72
-----------------------------------------------------------------------------------------------------------------------------
FO 277 Optical Fiber Coupling System 79302126.2 EPC Hooven 10/5/79
-----------------------------------------------------------------------------------------------------------------------------
FO 277 Optical Fiber Coupling System 972680 UA Hooven 12/26/78
-----------------------------------------------------------------------------------------------------------------------------
FO 277 Optical Fiber Coupling System 951534 USA Hooven 10/16/78
-----------------------------------------------------------------------------------------------------------------------------
DEVICE FOR CLEANING A
278 620/328 GREASE FILLED CABLE STUB 4272300 119095 USA Burtelson 2/6/80
-----------------------------------------------------------------------------------------------------------------------------
DEVICE FOR CLEANING A
278 620/349 GREASE FILLED CABLE STUB 4216369 933056 USA Burtelson 8/11/78
-----------------------------------------------------------------------------------------------------------------------------
279 MINI-MAX TRADEMARK 1121782 148805 USA Miskovetz 11/16/77
-----------------------------------------------------------------------------------------------------------------------------
Prot 280 620/344 LINE PROTECTOR 13648 6811854 TAIWAN A. Gilberts 8/16/79
-----------------------------------------------------------------------------------------------------------------------------
Prot 280 620/332 LINE PROTECTOR 4208694 950422 USA A. Gilberts 10/11/78
-----------------------------------------------------------------------------------------------------------------------------
Prot 280 620/343 LINE PROTECTOR 17273 22950 PHILIPPINES A. Gilberts 8/23/79
-----------------------------------------------------------------------------------------------------------------------------
Prot 280 620/342 LINE PROTECTOR 1125843 333735 CANADA A. Gilberts 8/04/79
-----------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 620/345 VENTSAFE FEATURE 1137541 344135 CANADA A. Gilberts 1/22/80
-----------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 VENTSAFE FEATURE 014543 80300224.5 G.BRITAIN A. Gilberts 1/24/80
-----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 620/338 Communication Lines 4/29/86 Trexler
---------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 Communication Lines 7/10/79 Trexler 7/10/96
---------------------------------------------------------------------------------------------------------------------------
Termination System for
CO 274 620/337 Communication Lines 2/23/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
Modular Termination System for
274 Communication Lines Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot 275 Stationer Protector
---------------------------------------------------------------------------------------------------------------------------
276 620/304 Cable Stripper tool 9/72
---------------------------------------------------------------------------------------------------------------------------
276 620/303 Cable Stripper tool 9/72
---------------------------------------------------------------------------------------------------------------------------
FO 277 Optical Fiber Coupling System Trexler
---------------------------------------------------------------------------------------------------------------------------
FO 277 Optical Fiber Coupling System Trexler
---------------------------------------------------------------------------------------------------------------------------
FO 277 Optical Fiber Coupling System Trexler
---------------------------------------------------------------------------------------------------------------------------
DEVICE FOR CLEANING A
278 620/328 GREASE FILLED CABLE STUB 6/9/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
DEVICE FOR CLEANING A
278 620/349 GREASE FILLED CABLE STUB 8/5/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
279 MINI-MAX TRADEMARK 7/10/79 Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot 280 620/344 LINE PROTECTOR 10/1/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot 280 620/332 LINE PROTECTOR 6/17/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot 280 620/343 LINE PROTECTOR 7/15/84 Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot 280 620/342 LINE PROTECTOR 6/15/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 620/345 VENTSAFE FEATURE 12/14/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 VENTSAFE FEATURE 1/24/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 VENTSAFE FEATURE 014543 80300224.5 W.GERMANY A. Gilberts 1/24/80
---------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 620/333 VENTSAFE FEATURE 4241374 7363 USA A. Gilberts 1/29/79
---------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 VENTSAFE FEATURE 18021 7024621 TAIWAN A. Gilberts 1/28/80
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 WITH FAILSAFE FEATURE 0017324 80300493.6 G.BRITAIN Baumbach 2/21/80
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 620/350 WITH FAILSAFE FEATURE 1137542 345938 CANADA Baumbach 2/19/80
---------------------------------------------------------------------------------------------------------------------------
620/351 SURGE VOLTAGE ARRESTER
Prot 282 (granted) WITH FAILSAFE FEATURE 0017324 80300493.6 FRANCE Baumbach 2/21/80
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 WITH FAILSAFE FEATURE P3063019.4 80300493.6 GERMANY Baumbach 2/21/80
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 6220/352 WITH FAILSAFE FEATURE 15327 6910461 TAIWAN Baumbach 02/2/80
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 620/334 WITH FAILSAFE FEATURE 4249224 18337 USA Baumbach 3/7/79
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT P3061718.6 80300593.3 W.GERMANY Baumbach 2/28/80
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 620/335 COMMUNICATION CIRCUIT 4262317 23715 USA Baumbach 3/22/79
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 620/356 COMMUNICATION CIRCUIT 14692 6910479 TAIWAN Baumbach 7/1/81
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 0017337 80300593.3 FRANCE Baumbach 2/28/80
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 620/353 COMMUNICATION CIRCUIT 1137543 346087 CANADA Baumbach 2/20/80
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 0017337 80300593.3 G.BRITAIN Baumbach 2/28/80
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 284 620/358 COMMUNICATION CIRCUIT 17128 6910480 TAIWAN Baumbach 2/23/80
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 284 COMMUNICATION CIRCUIT 4233641 27680 USA Baumbach 4/6/79
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 284 620/357 COMMUNICATION CIRCUIT 1137544 346088 CANADA Baumbach 2/20/80
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER WITH
Prot 285 620/363 VENTSAFE FEATURE 1152557 357040 CANADA A. Gilberts 7/25/80
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 VENTSAFE FEATURE 1/24/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 620/333 VENTSAFE FEATURE 12/23/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
SURGE ARRESTER W/
Prot 281 VENTSAFE FEATURE 1/28/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 WITH FAILSAFE FEATURE 2/21/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 620/350 WITH FAILSAFE FEATURE 12/14/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
620/351 SURGE VOLTAGE ARRESTER
Prot 282 (granted) WITH FAILSAFE FEATURE 2/21/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 WITH FAILSAFE FEATURE 2/21/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 6220/352 WITH FAILSAFE FEATURE 08/81
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 282 620/334 WITH FAILSAFE FEATURE 2/3/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 2/28/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 620/335 COMMUNICATION CIRCUIT 4/14/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 620/356 COMMUNICATION CIRCUIT 9/1/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 2/28/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 620/353 COMMUNICATION CIRCUIT 12/14/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 283 COMMUNICATION CIRCUIT 2/28/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 284 620/358 COMMUNICATION CIRCUIT 6/16/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 284 COMMUNICATION CIRCUIT 11/11/80 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 284 620/357 COMMUNICATION CIRCUIT 12/14/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER WITH
Prot 285 620/363 VENTSAFE FEATURE 8/23/83 Trexler
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 285 620/340 WITH VENTSAFE FEATURE 4321649 54667 USA A. Gilberts 7/5/79
-----------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 285 WITH VENTSAFE FEATURE 0044894 8030592.3 G. BRITAIN A. Gilberts 7/30/80
-----------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 285 620/364 WITH VENTSAFE FEATURE 14984 6912101 TAIWAN A. Gilberts 7/27/81
-----------------------------------------------------------------------------------------------------------------------------
READY ACCESS CLOSURE
620/359 FOR COMMUNICATION
Dist 286 (expired) CABLES 1143807 367303 CANADA Amaya 12/22/80
-----------------------------------------------------------------------------------------------------------------------------
READY ACCESS CLOSURE
FOR COMMUNICATION
Dist 286 620/368 CABLES 4260848 126973 USA Amaya 3/3/80
-----------------------------------------------------------------------------------------------------------------------------
620/369
FO 287 (granted) Fiber Optic Connector 1143975 368483 CANADA Roberts 1/14/81
-----------------------------------------------------------------------------------------------------------------------------
FO 287 620/347 Fiber Optic Connector 113544 USA Roberts 01-21-80
-----------------------------------------------------------------------------------------------------------------------------
FO 287 620/370 Fiber Optic Connector 005845-81 Japan Roberts 01/16/81
-----------------------------------------------------------------------------------------------------------------------------
620/375 Line Protector for a
Prot 288 (ABANDONED) Communications Circuit 000415 THAILAND 03/07/81
-----------------------------------------------------------------------------------------------------------------------------
620/371 Line Protector for a
Prot 288 (GRANTED) Communications Circuit 003722 81301200.2 EPO 03/81
-----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 288 620/372 Communications Circuit 17579 1013-81 KOREA 03/07/81
-----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 288 620/374 Communications Circuit 16065 7026770 TAIWAN 02/26/81
-----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 288 620/370 Communications Circuit 4314304 134744 USA 03/07/80
-----------------------------------------------------------------------------------------------------------------------------
620/373 Line Protector for a
Prot 288 (GRANTED) Communications Circuit 1504723 37193-81 JAPAN 03/03/81
-----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/379 the Same 19078 1314 KOREA Baumbach 4/18/81
-----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/377 the Same 0038621 813010030 EPO Baumbach 3/81
-----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/153 the Same 229150 284811 ARGENTINA Baumbach 3/3/81
-----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/376 the Same 1148605 372925 CANADA Baumbach 3/13/81
-----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/378 the Same 1544660 54937/81 JAPAN Baumbach 4/10/81
-----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 285 620/340 WITH VENTSAFE FEATURE 3/23/82 Trexler
----------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 285 WITH VENTSAFE FEATURE 7/30/80 Trexler
----------------------------------------------------------------------------------------------------------------------------
SURGE VOLTAGE ARRESTER
Prot 285 620/364 WITH VENTSAFE FEATURE 2/25/82 Trexler
----------------------------------------------------------------------------------------------------------------------------
READY ACCESS CLOSURE
620/359 FOR COMMUNICATION
Dist 286 (expired) CABLES 3/29/83 Trexler
----------------------------------------------------------------------------------------------------------------------------
READY ACCESS CLOSURE
FOR COMMUNICATION
Dist 286 620/368 CABLES 4/7/81 Trexler
----------------------------------------------------------------------------------------------------------------------------
620/369
FO 287 (granted) Fiber Optic Connector 4/15/83 Trexler
----------------------------------------------------------------------------------------------------------------------------
FO 287 620/347 Fiber Optic Connector
----------------------------------------------------------------------------------------------------------------------------
FO 287 620/370 Fiber Optic Connector
----------------------------------------------------------------------------------------------------------------------------
620/375 Line Protector for a
Prot 288 (ABANDONED) Communications Circuit
----------------------------------------------------------------------------------------------------------------------------
620/371 Line Protector for a
Prot 288 (GRANTED) Communications Circuit 03/81
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 288 620/372 Communications Circuit 06/84
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 288 620/374 Communications Circuit 02/82
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 288 620/370 Communications Circuit 02/82
----------------------------------------------------------------------------------------------------------------------------
620/373 Line Protector for a
Prot 288 (GRANTED) Communications Circuit 03/81
----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making Comp. Pat.
Dist 289 620/379 the Same 12/27/84 Annu. 12/27/93
----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/377 the Same 3/81
----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/153 the Same 6/30/83 Trexler
----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/376 the Same 6/21/83 Trexler
----------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/378 the Same 2/15/90 Trexler
----------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
620/361/ Protector and Method of Making
Dist 289 Expired the Same 4314302 141290 US Baumbach 4/1//80
---------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/380 the Same 15527 7010669 TAIWAN Baumbach 3/11/81
---------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making GREAT
Dist 289 the Same 0038621 80302592.3 BRITAIN Baumbach 3/10/81
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/222 Connector Assembly 18884 7011939 TAIWAN Baumbach 7/1/81
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 Connector Assembly 224701 286566 ARGENTINA Baumbach 8/27/81
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/384 Connector Assembly 2590-1981 Korea Baumbach 07/16/81
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 Connector Assembly 1157554 381049 CANADA Baumbach 7/3/81
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/367 Connector Assembly 4331839 215742 US Baumbach 12/12/80
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/223 Connector Assembly 000702 Thailand Baumbach 12/02/81
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/385 Connector Assembly 190569 Mexico Baumbach 12/02/81
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/383 Connector Assembly 122352-81 Japan Baumbach 08/03/81
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 19079 1986 KOREA Baumbach 6/3/81
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 223287 285467 ARGENTINA Baumbach 5/27/81
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 620/078 COMM.CIRCUIT 4325100 158913 USA Baumbach 6/12/80
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 1142218 377185 CANADA Baumbach 5/8/81
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 16665 7011338 TAIWAN Baumbach 5/11/81
---------------------------------------------------------------------------------------------------------------------------
Flood Cover Assembly for
Pedestal Closures & Method of
Dist 292 Installing Same 4661651 854532 US Leschinger 4/22/86
---------------------------------------------------------------------------------------------------------------------------
293 TELEGARD TRADEMARK 1188523 299494 USA Miskovetz 2/2/82
---------------------------------------------------------------------------------------------------------------------------
Splice for Electronic Cable and
Dist 294 Related Method 240495 USA Kise 3/4/81
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
620/361/ Protector and Method of Making
Dist 289 Expired the Same 2/2/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 620/380 the Same 9/1/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
Communications Circuit Line
Protector and Method of Making
Dist 289 the Same 7/10/85 Trexler
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/222 Connector Assembly 1/16/83 Trexler
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 Connector Assembly 12/30/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/384 Connector Assembly
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 Connector Assembly 11/22/83 Trexler 3/23/99
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/367 Connector Assembly 5/25/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/223 Connector Assembly
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/385 Connector Assembly
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 290 620/383 Connector Assembly
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 6/3/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 7/31/81 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 620/078 COMM.CIRCUIT 4/13/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 3/1/83 Trexler
---------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
Prot 291 COMM.CIRCUIT 4/1/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
Flood Cover Assembly for
Pedestal Closures & Method of Comp. Pat.
Dist 292 Installing Same 4/28/87 Annu 10/28/94
---------------------------------------------------------------------------------------------------------------------------
293 TELEGARD TRADEMARK 2/2/82 Trexler
---------------------------------------------------------------------------------------------------------------------------
Splice for Electronic Cable and
Dist 294 Related Method Trexler
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Dist 295 Electonic Cable Splice 275976 USA Kise, Trinh 6/22/81
---------------------------------------------------------------------------------------------------------------------------
620/215
Prot 296 (GRANTED) LINE PROTECTOR FOR A COMM. CKT. 1180373 412320 CANADA Baumbach 9/28/82
---------------------------------------------------------------------------------------------------------------------------
Prot 296 620/219 LINE PROTECTOR FOR A COMM. CKT. 152048 194747 MEXICO Baumbach 10/11/82
---------------------------------------------------------------------------------------------------------------------------
620/382
Prot 296 (GRANTED) LINE PROTECTOR FOR A COMM. CKT. 4390921 310473 USA Baumbach 10/13/81
---------------------------------------------------------------------------------------------------------------------------
620/220
Prot 296 (GRANTED) LINE PROTECTOR FOR A COMM. CKT. 82-6931 82-6931 S AFRICA Baumbach 09/01/82
---------------------------------------------------------------------------------------------------------------------------
Prot 296 620/217 LINE PROTECTOR FOR A COMM. CKT. 178230-82 JAPAN Baumbach 10/08/82
---------------------------------------------------------------------------------------------------------------------------
Prot 296 620/214 LINE PROTECTOR FOR A COMM. CKT. 229370 290909 ARGENTINA Baumbach 10/07/82
---------------------------------------------------------------------------------------------------------------------------
620/221
Prot 296 (EXPIRED) LINE PROTECTOR FOR A COMM. CKT. 18693 7113105 TAIWAN Baumbach 9/22/82
---------------------------------------------------------------------------------------------------------------------------
620/218
Prot 296 (EXPIRED) LINE PROTECTOR FOR A COMM. CKT. 22015 4578 KOREA Baumbach 10/12/82
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 297 Communications Circuit 82-7197 S AFRICA Baumbach 9/30/82
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 297 60/388 Communications Circuit 4422121 383278 US Baumbach 5/28/82
---------------------------------------------------------------------------------------------------------------------------
298 TM SAFE USA
---------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 85301950.3 EPC Suffi, Unger 3/20/85
---------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 4808116 907964 USA Suffi, Unger 8/27/86
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 299 Connector Assembly 238392 299818 Argentina Suffi 3/21/85
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 299 Connector Assembly 4808116 901964 US Suffi, Unger 8/27/86
---------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame NI-23048 Taiwan Suffi, Unger
---------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 157911 204690 Mexico Suffi, Unger 3/20/85
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 299 Connector Assembly 23048 74100719 Taiwan Suffi 2/25/85
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
Dist 295 Electonic Cable Splice Trexler
---------------------------------------------------------------------------------------------------------------------------
620/215
Prot 296 (GRANTED) LINE PROTECTOR FOR A COMM. CKT. 1/2/85 Trexler
---------------------------------------------------------------------------------------------------------------------------
Prot 296 620/219 LINE PROTECTOR FOR A COMM. CKT. 5/24/85 Trexler
---------------------------------------------------------------------------------------------------------------------------
620/382
Prot 296 (GRANTED) LINE PROTECTOR FOR A COMM. CKT. 6/28/83 Trexler
---------------------------------------------------------------------------------------------------------------------------
620/220
Prot 296 (GRANTED) LINE PROTECTOR FOR A COMM. CKT. 09/82
---------------------------------------------------------------------------------------------------------------------------
Prot 296 620/217 LINE PROTECTOR FOR A COMM. CKT.
---------------------------------------------------------------------------------------------------------------------------
Prot 296 620/214 LINE PROTECTOR FOR A COMM. CKT. 07/09/83
---------------------------------------------------------------------------------------------------------------------------
620/221
Prot 296 (EXPIRED) LINE PROTECTOR FOR A COMM. CKT. 5/1/83 Texler
---------------------------------------------------------------------------------------------------------------------------
620/218
Prot 296 (EXPIRED) LINE PROTECTOR FOR A COMM. CKT. 7/17/86 Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 297 Communications Circuit 8/31/83 Trexler
---------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 297 60/388 Communications Circuit 12/20/83 Trexler 12/20/94
---------------------------------------------------------------------------------------------------------------------------
298 TM SAFE
---------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame Appleyard
---------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 2/28/89 Jones ETC. 2/28/00
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 299 Connector Assembly 1/31/89 Trexler 1/31/04
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame Comp. Pat.
CO 299 Connector Assembly 2/28/89 Annu. 8/28/96
---------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 8/15/85 Trexler
---------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 12/20/88 Uhthoff,
---------------------------------------------------------------------------------------------------------------------------
Telephone Distribution Frame
CO 299 Connector Assembly 8/16/85 Tiplo
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 60-052569 Japan Suffi, Unger 3/18/85
----------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 1247224 472411 Canada Suffi, Unger 6/7/88
----------------------------------------------------------------------------------------------------------------------------
Access Panel & Fanning Strip -
CO 299 Telephone Dist. Frame USA Suffi, Unger
----------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 32614 85-876 Korea Suffi, Unger 2/13/85
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communications Circuit (portion
Prot 300 of term of patent 4502088 476703 USA Baumbach 3/18/83
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
620/233 Communications Circuit (portion
Prot 300 (EXPIRED) of term of patent 27611 731148 Taiwan Baumbach 3/23/84
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communications Circuit (portion
Prot 300 of term of patent 207511 207511 N. Zealand Baumbach 3/15/84
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communications Circuit (portion
Prot 300 620/232 of term of patent 55520 1373-1984 Korea Baumbach 3/17/89
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
620/230 Communications Circuit (portion
Prot 300 (GRANTED) of term of patent 1216622 449502 Canada Baumbach 3/13/84
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communications Circuit (portion
Prot 300 620/231 of term of patent 49436 49436-1984 Japan Baumbach 3/16/84
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
620/229 Communications Circuit (portion
Prot 300 (GRANTED) of term of patent 233832 296025 ARGENTINA Baumbach 03/06/84
----------------------------------------------------------------------------------------------------------------------------
Line Protector for a
620/234 Communications Circuit (portion Great
Prot 300 (GRANTED) of term of patent 2137032 8407104 Britian Baumbach 3/19/84
----------------------------------------------------------------------------------------------------------------------------
Dist 301 620/391 Plastic Pedestal W/ Venting Cap 4631353 666760 USA R. Marks 10/31/84
----------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 60-244977 Japan Coulombe 10/17/85
----------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 1250135 492372 Canada Coulombe 10/7/85
----------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 4702551 06659580 USA Coulombe 10/11/84
----------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 854016 Norway Coulombe 10/10/85
----------------------------------------------------------------------------------------------------------------------------
620/393 Cable Sheath Retaining Device
Dist 303 (GRANTED) for Aerial Closure 4723053 888253 US Amaya 7/21/86
----------------------------------------------------------------------------------------------------------------------------
304 Customer Fault Insulator USA Baumbach
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame Aoki
------------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 12/20/88 Comp. Pat
------------------------------------------------------------------------------------------------------------------------------
Access Panel & Fanning Strip -
CO 299 Telephone Dist. Frame
------------------------------------------------------------------------------------------------------------------------------
CO 299 Telephone Distribution Frame 10/31/89 Comp. Pat
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communications Circuit (portion
Prot 300 of term of patent 2/26/85 Trexler 2/26/96
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
620/233 Communications Circuit (portion
Prot 300 (EXPIRED) of term of patent 7/1/85 Trexler
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communications Circuit (portion
Prot 300 of term of patent 3/15/84 Trexler
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communications Circuit (portion
Prot 300 620/232 of term of patent 3/17/84 Trexler
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
620/230 Communications Circuit (portion
Prot 300 (GRANTED) of term of patent 8/28/84 Trexler
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Communications Circuit (portion
Prot 300 620/231 of term of patent 3/16/84 Trexler
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
620/229 Communications Circuit (portion
Prot 300 (GRANTED) of term of patent 09/86
------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
620/234 Communications Circuit (portion Comp. Pat.
Prot 300 (GRANTED) of term of patent 3/19/84 Annu. 3/19/94
------------------------------------------------------------------------------------------------------------------------------
Comp. Pat
Dist 301 620/391 Plastic Pedestal W/ Venting Cap 12/23/86 Annu. 6/23/94
------------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced Aoki
------------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Handling and Storing Cabled Ridout &
Dist 302 Spliced 2/21/89 Maybe
------------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Handling and Storing Cabled
Dist 302 Spliced 10/27/87 Jones ETC. 10/11/04
------------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Handling and Storing Cabled Bryns Pantent
Dist 302 Spliced Co
------------------------------------------------------------------------------------------------------------------------------
620/393 Cable Sheath Retaining Device
Dist 303 (GRANTED) for Aerial Closure 2/2/88 Trexler 2/2/05
------------------------------------------------------------------------------------------------------------------------------
304 Customer Fault Insulator Trexler
------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-------------------------------------------------------------------------------------------------------------------------------
T-Carrier Electronic Mechanical
Conn 305 Cross Connect Unit Design USA Hilbert, Neikirk
-------------------------------------------------------------------------------------------------------------------------------
Controlled Access
620/017 Telecommunications Equipment
Conn 306 (GRANTED) Cabinet 4901202 07-035094 US Leschinger 2/24/89
-------------------------------------------------------------------------------------------------------------------------------
Extruded Plastic Hinge Cover for
Conn 307 66 Block 1295027 586960 Canada G. Ayer 12/23/88
-------------------------------------------------------------------------------------------------------------------------------
620/016 Extruded Plastic Hinge Cover for
Conn 307 (ABANDONED) 66 Block 4898550 382003 US G. Ayer 7/17/89
-------------------------------------------------------------------------------------------------------------------------------
620/023 Modular Large Pair Count
Conn 308 (GRANTED) Interface Cabinet 5001602 456078 USA Malewski, Suffi 12/20/89
-------------------------------------------------------------------------------------------------------------------------------
Modular Large Pair Count
Conn 308 Interface Cabinet 1321274 610377-5 CANADA Malewski, Suffi 9/5/89
-------------------------------------------------------------------------------------------------------------------------------
Modular Large Pair Count
Conn 308 Interface Cabinet 97912732.1 PCT-EPC Malewski, Suffi 5/6/99
-------------------------------------------------------------------------------------------------------------------------------
Modular Large Pair Count
Conn 308 Interface Cabinet 993551 PCT- MX Malewski, Suffi 4/15/99
-------------------------------------------------------------------------------------------------------------------------------
620/020
Conn 309 (GRANTED) Insulation Displacing Terminal 4919622 330621 US Suffi 3/30/89
-------------------------------------------------------------------------------------------------------------------------------
Conn 309 Insulation Displacing Terminal 1304463 609823-1 CANADA Suffi 8/30/89
-------------------------------------------------------------------------------------------------------------------------------
SNAP-ON STACKING TELE.
JACK(Telephone Jack Equipped
with Features for Multiple Jack
310 620/024 Mounting) 5044981 510524 US Sommer, Suffi 4/18/90
-------------------------------------------------------------------------------------------------------------------------------
620/019
CO 311 (GRANTED) Cable Mounting Bracket 4911388 316814 USA Muntean, Unger 2/28/89
-------------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR WITH
620/015 SPRING(Improved S Shaped
Prot 312 (GRANTED) Spring for C.O. Protector Module) 4901188 292387 USA A. Gilberts 12/30/88
-------------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR WITH
SPRING(Improved S Shaped
Prot 312 Spring for C.O. Protector Module) 1330825 610338-3 CANADA A. Gilberts 9/5/89
-------------------------------------------------------------------------------------------------------------------------------
620/022 Fiber Optic Splice and Patch
FO 313 (GRANTED) Enclosure 4971421 414715 USA Ori 9/29/89
-------------------------------------------------------------------------------------------------------------------------------
620/025 Locking Mechanism for
X-Conn 314 (GRANTED) Equipment Cabinet 5015019 510941 US Razdolsky 4/19/90
-------------------------------------------------------------------------------------------------------------------------------
620/225 Locking Mechanism for
X-Conn 314 (ABANDONED) Equipment Cabinet 2015599 Canada Razdolsky 4/27/90
-------------------------------------------------------------------------------------------------------------------------------
620/226
FO 315 (ABANDONED) Fiber Optic Splice Case/Terminal 2016652 CANADA Zipper 04/23/90
-------------------------------------------------------------------------------------------------------------------------------
620/400
FO 315 (ABANDONED) Fiber Optic Splice Case/Terminal 5133038 07-646188 DIV Zipper 01/28/91
-------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------
T-Carrier Electronic Mechanical
Conn 305 Cross Connect Unit Design Trexler
------------------------------------------------------------------------------------------------------------------------------
Controlled Access
620/017 Telecommunications Equipment
Conn 306 (GRANTED) Cabinet 2/13/90 Trexler 2/13/97
------------------------------------------------------------------------------------------------------------------------------
Extruded Plastic Hinge Cover for Ridout &
Conn 307 66 Block 1/28/92 Maybee
------------------------------------------------------------------------------------------------------------------------------
620/016 Extruded Plastic Hinge Cover for Ridout &
Conn 307 (ABANDONED) 66 Block 2/6/90 Maybee
------------------------------------------------------------------------------------------------------------------------------
620/023 Modular Large Pair Count
Conn 308 (GRANTED) Interface Cabinet 3/19/91 Trexler 3/19/08
------------------------------------------------------------------------------------------------------------------------------
Modular Large Pair Count Ridout &
Conn 308 Interface Cabinet 8/10/93 Maybe
------------------------------------------------------------------------------------------------------------------------------
Modular Large Pair Count
Conn 308 Interface Cabinet Trexler
------------------------------------------------------------------------------------------------------------------------------
Modular Large Pair Count
Conn 308 Interface Cabinet Trexler
------------------------------------------------------------------------------------------------------------------------------
620/020
Conn 309 (GRANTED) Insulation Displacing Terminal 4/24/90 Trexler 4/24/97
------------------------------------------------------------------------------------------------------------------------------
Ridout &
Conn 309 Insulation Displacing Terminal 6/30/92 Maybe
------------------------------------------------------------------------------------------------------------------------------
SNAP-ON STACKING TELE.
JACK(Telephone Jack Equipped
with Features for Multiple Jack
310 620/024 Mounting) 9/3/91 Trexler/310 9/3/94
------------------------------------------------------------------------------------------------------------------------------
620/019
CO 311 (GRANTED) Cable Mounting Bracket 3/27/90 Trexler 3/27/97
------------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR WITH
620/015 SPRING(Improved S Shaped
Prot 312 (GRANTED) Spring for C.O. Protector Module) 2/13/90 Trexler 2/13/97
------------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR WITH
SPRING(Improved S Shaped Ridout &
Prot 312 Spring for C.O. Protector Module) 7/19/94 Maybe
------------------------------------------------------------------------------------------------------------------------------
620/022 Fiber Optic Splice and Patch
FO 313 (GRANTED) Enclosure 11/20/90 Trexler 11/20/97
------------------------------------------------------------------------------------------------------------------------------
620/025 Locking Mechanism for
X-Conn 314 (GRANTED) Equipment Cabinet 5/14/91 Trexler 5/26/95
------------------------------------------------------------------------------------------------------------------------------
620/225 Locking Mechanism for
X-Conn 314 (ABANDONED) Equipment Cabinet Trexler
------------------------------------------------------------------------------------------------------------------------------
620/226
FO 315 (ABANDONED) Fiber Optic Splice Case/Terminal
------------------------------------------------------------------------------------------------------------------------------
620/400
FO 315 (ABANDONED) Fiber Optic Splice Case/Terminal
------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-------------------------------------------------------------------------------------------------------------------------------
FO 315 Fiber Optic Splice Case/Terminal 5133038 646188 US Zipper 1/28/88
-------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
620/093 CONNECTOR AND BLOCK Ayer, Coulombe,
Conn 316 (GRANTED) THEREFOR 5127845 518541 US Klayum 4/29/90
-------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
620/227 CONNECTOR AND BLOCK Ayer, Coulombe,
Conn 316 (ABANDONED) THEREFOR 2040351 CANADA Klayum 04/1/91
-------------------------------------------------------------------------------------------------------------------------------
Sealed Reenterable Splice
Dist 317 Closure 5235134 735285 US Jaycox 7/24/91
-------------------------------------------------------------------------------------------------------------------------------
Sealed Reenterable Splice
Dist 317 620/228 Closure 5055636 2019977 Canada Jaycox 5/31/90
-------------------------------------------------------------------------------------------------------------------------------
620/027 Environmentally Sealed
Dist 318 (GRANTED) Pedestal/Integrated Pedestal 5117067 735104 US Jaycox 7/23/91
-------------------------------------------------------------------------------------------------------------------------------
620/107 Environmentally Sealed
Dist 318 (GRANTED) Pedestal/Integrated Pedestal 2028500 2028500 CANADA Jaycox 10/24/90
-------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed
Dist 318 Pedestal/Integrated Pedestal 598536 USA Jaycox 10/16/90
-------------------------------------------------------------------------------------------------------------------------------
620/106 Sliding Cable Tray with Cable
Encl 319 (PENDING) Pivot Arm 2027359 2027359 CANADA Witte 10/24/90
-------------------------------------------------------------------------------------------------------------------------------
620/026 Sliding Cable Tray with Cable
Encl 319 (GRANTED) Pivot Arm 5093887 590669 US Witte 9/28/90
-------------------------------------------------------------------------------------------------------------------------------
620/406 Universal Enclosure with Cross-
UE 320 (ABANDONED) Connect 07-680769 USA Webster 04-05-91
-------------------------------------------------------------------------------------------------------------------------------
Universal Enclosure with Cross-
UE 320 620/425 Connect 2052256 680768 CANADA Webster 4/5/91
-------------------------------------------------------------------------------------------------------------------------------
UE 321 UE With Cross Connect (Design) 02/92 Webster
-------------------------------------------------------------------------------------------------------------------------------
UE 321 620/407 UE With Cross Connect (Design) 70052 2409916 DESIGN CA Webster 09-04-81
-------------------------------------------------------------------------------------------------------------------------------
UE 321 620/001 UE With Cross Connect (Design) 332451 662812 US Webster 2/27/91
-------------------------------------------------------------------------------------------------------------------------------
620/032 Universal Enclosure with Electical
UE 322 (GRANTED) Panel 5136463 680767 US Webster 4/5/91
-------------------------------------------------------------------------------------------------------------------------------
Universal Enclosure with Electical
UE 322 Panel 2052133 Canada Webster
-------------------------------------------------------------------------------------------------------------------------------
620/004
UE 323 (GRANTED) UE with Electrical Panel (Design) 344140 662811 US Webster 2/27/91
-------------------------------------------------------------------------------------------------------------------------------
UE 323 620/426 UE with Electrical Panel (Design) 70053 24-09-91-7 CANADA Webster 09-04-91
-------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-------------------------------------------------------------------------------------------------------------------------------
FO 315 Fiber Optic Splice Case/Terminal 7/21/92 Trexler/315 7/21/95
-------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
620/093 CONNECTOR AND BLOCK
Conn 316 (GRANTED) THEREFOR 7/7/92 Trexler/316 7/7/95
-------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
620/227 CONNECTOR AND BLOCK
Conn 316 (ABANDONED) THEREFOR
-------------------------------------------------------------------------------------------------------------------------------
Sealed Reenterable Splice
Dist 317 Closure 8/10/93 Trexler/317 8/10/13
-------------------------------------------------------------------------------------------------------------------------------
Sealed Reenterable Splice
Dist 317 620/228 Closure 10/8/91 Trexler
-------------------------------------------------------------------------------------------------------------------------------
620/027 Environmentally Sealed
Dist 318 (GRANTED) Pedestal/Integrated Pedestal 5/26/92 Trexler 24/10/2010
-------------------------------------------------------------------------------------------------------------------------------
620/107 Environmentally Sealed
Dist 318 (GRANTED) Pedestal/Integrated Pedestal 5/15/01
-------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed
Dist 318 Pedestal/Integrated Pedestal Trexler/318
-------------------------------------------------------------------------------------------------------------------------------
620/106 Sliding Cable Tray with Cable
Encl 319 (PENDING) Pivot Arm 10/24/90 Trexler
-------------------------------------------------------------------------------------------------------------------------------
620/026 Sliding Cable Tray with Cable
Encl 319 (GRANTED) Pivot Arm 3/3/92 Trexler 3/3/09
-------------------------------------------------------------------------------------------------------------------------------
620/406 Universal Enclosure with Cross-
UE 320 (ABANDONED) Connect
-------------------------------------------------------------------------------------------------------------------------------
Universal Enclosure with Cross-
UE 320 620/425 Connect 10/6/92 Trexler
-------------------------------------------------------------------------------------------------------------------------------
UE 321 UE With Cross Connect (Design)
-------------------------------------------------------------------------------------------------------------------------------
UE 321 620/407 UE With Cross Connect (Design)
-------------------------------------------------------------------------------------------------------------------------------
UE 321 620/001 UE With Cross Connect (Design) 1/12/93 Trexler 1/12/07
-------------------------------------------------------------------------------------------------------------------------------
620/032 Universal Enclosure with Electical
UE 322 (GRANTED) Panel 8/4/92 Trexler 8/4/95
-------------------------------------------------------------------------------------------------------------------------------
Universal Enclosure with Electical
UE 322 Panel 9/24/91 Trexler
-------------------------------------------------------------------------------------------------------------------------------
620/004
UE 323 (GRANTED) UE with Electrical Panel (Design) 2/8/94 Trexler 2/8/11
-------------------------------------------------------------------------------------------------------------------------------
UE 323 620/426 UE with Electrical Panel (Design) 2/92
-------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------
UE 323 UE with Electrical Panel (Design) Webster
------------------------------------------------------------------------------------------------------------------------------
FLOOD PROTECTION
Dist 324 620/041 PEDESTAL(Flood Pedestal) 5384427 763348 US Volk 9/20/91
------------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
COMMUNICATIONS
CIRCUIT(R1B1F Retrofit Arrester
Prot 325 620/034 for Type 300 Connector Blocks) 5195015 665660 USA Kaczmarek 3/7/91
------------------------------------------------------------------------------------------------------------------------------
Axially Leaded Diode for Kaczmarek,
Prot 326 Protectors 725210 US Weber 7/3/91
------------------------------------------------------------------------------------------------------------------------------
Gilberts,
Kaczmarek,
Conn 327 Encapsulating Terminal Nut 5147219 704708 US Paluch, Volk 5/16/90
------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913607362 Germany Essert, Ori
------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913067362 France Essert, Ori
------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913607362 0479415 G. Britian Essert, Ori 6/9/92
------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913607362 Japan Essert, Ori
------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 913607362 Sweden Essert, Ori
------------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 5121456 579127 US Essert, Ori 9/6/90
------------------------------------------------------------------------------------------------------------------------------
(DES)334,7
FO 329 Optical Fiber Splicer (Design) 34 579446 US Essert, Ori 9/6/90
------------------------------------------------------------------------------------------------------------------------------
Jaycox,
Dist 330 620/413 Integrated Pedestal 5144510 655641 US Kaczmarek 2/14/91
------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed Insulation
I1 331 Displacement Connector Ter 2055029 Canada Farb, Volk 11/6/91
------------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed Insulation
I1 331 620/033 Displacement Connector Ter 5139440 781257 US Farb, Volk 6/26/91
------------------------------------------------------------------------------------------------------------------------------
Retractable Battery Tray
Encl 332 ABANDONED 6/24/90 L. SUFFI 5198638 796625 US Massacesi 11/22/91
------------------------------------------------------------------------------------------------------------------------------
Encl 332 620/435 Retractable Battery Tray 2056534 CANADA P. Massacesi 11/08/91
------------------------------------------------------------------------------------------------------------------------------
Encl 332 620/263 Retractable Battery Tray 5198638 07-796625 USA P. Massacesi 11/02/91
------------------------------------------------------------------------------------------------------------------------------
ARRESTER ASSEMBLY WITH
SEALED BACK-UP AIR Gilbert,
Prot 333 620/036 GAP(Sealed Back-Up Air Gap) 5227947 758631 US Kaczmarek 9/12/91
------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------
UE 323 UE with Electrical Panel (Design)
----------------------------------------------------------------------------------------------------------------------------
FLOOD PROTECTION
Dist 324 620/041 PEDESTAL(Flood Pedestal) 1/24/95 Trexler
----------------------------------------------------------------------------------------------------------------------------
LINE PROTECTOR FOR A
COMMUNICATIONS
CIRCUIT(R1B1F Retrofit Arrester
Prot 325 620/034 for Type 300 Connector Blocks) 3/16/93 Trexler 3/16/96
----------------------------------------------------------------------------------------------------------------------------
Axially Leaded Diode for
Prot 326 Protectors Trexler
----------------------------------------------------------------------------------------------------------------------------
Conn 327 Encapsulating Terminal Nut 9/15/92 Trexler 9/15/95
----------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Trexler
----------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Trexler
----------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 8/8/92 Trexler
----------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Trexler
----------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Trexler
----------------------------------------------------------------------------------------------------------------------------
FO 328 Polymer Spring Fiber Optic Splice 6/9/92 Trexler 6/9/95
----------------------------------------------------------------------------------------------------------------------------
FO 329 Optical Fiber Splicer (Design) 4/13/93 MMR
----------------------------------------------------------------------------------------------------------------------------
Dist 330 620/413 Integrated Pedestal 9/1/92 Trexler 9/1/09
----------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed Insulation
I1 331 Displacement Connector Ter Trexler 6/11/2011
----------------------------------------------------------------------------------------------------------------------------
Environmentally Sealed Insulation
I1 331 620/033 Displacement Connector Ter 8/18/92 Trexler 8/18/09
----------------------------------------------------------------------------------------------------------------------------
Retractable Battery Tray
Encl 332 ABANDONED 6/24/90 L. SUFFI 3/30/93 Trexler 3/30/10
----------------------------------------------------------------------------------------------------------------------------
Encl 332 620/435 Retractable Battery Tray
----------------------------------------------------------------------------------------------------------------------------
Encl 332 620/263 Retractable Battery Tray 03/93 Trexler
----------------------------------------------------------------------------------------------------------------------------
ARRESTER ASSEMBLY WITH
SEALED BACK-UP AIR
Prot 333 620/036 GAP(Sealed Back-Up Air Gap) 7/13/93 Trexler 7/31/09
----------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------
5-Pin Lead Frame Semi-
Prot 334 Conductor Design US Kaczmarek
-----------------------------------------------------------------------------------------------------------------------------
FO 335 Welded Splice Element 5216736 779393 US Essert 10/18/91
-----------------------------------------------------------------------------------------------------------------------------
Hilbert,
FO 336 620/030 Modular Patch Panel 5127851 735426 US McAndrews 7/25/91
-----------------------------------------------------------------------------------------------------------------------------
Hilbert,
FO 336 Modular Patch Panel 2049842 Canada McAndrews 8/26/91
-----------------------------------------------------------------------------------------------------------------------------
FO 337 620/415 Fiber DSX Patch Panel 5204929 754659 US Mackall, Zipper 9/4/91
-----------------------------------------------------------------------------------------------------------------------------
CO 338 620/416 Front Facing Line Terminal BLK 5156551 771363 US B. Brey, Unger 10/1/91
-----------------------------------------------------------------------------------------------------------------------------
SOLID STATE OVERVOLTAGE
PROTECTOR ASSEMBLY(Cup
and Diode Assembly for Station
Prot 339 Arrester) 2049841 Canada Kaczmarek 8/26/91
-----------------------------------------------------------------------------------------------------------------------------
SOLID STATE OVERVOLTAGE
PROTECTOR ASSEMBLY(Cup
620/417 and Diode Assembly for Station
Prot 339 (ABANDONED) Arrester) 5172296 715418 US Kaczmarek 6/14/91
-----------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/428 INSULATION DISPLACEMENT D-
I1 340 (ABANDONED) CONNECTOR(See 8751 Design) M9107900.4 GERMANY Volk, Farb 11/04/91
-----------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/429 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design) 2019071 D-UK Volk, Farb 11/09/91
-----------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/431 INSULATION DISPLACEMENT D-
I1 340 (ABANDONED) CONNECTOR(See 8751 Design) SWITZERL Volk, Farb
-----------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/430 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design) 912175 D-SWEDEN Volk, Farb 1/01/91
-----------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
INSULATION DISPLACEMENT
I1 340 620/427 CONNECTOR(See 8751 Design) 70172 05-11-91-6 D-CANADA Volk, Farb 11/05/91
-----------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
INSULATION DISPLACEMENT
I1 340 620/003 CONNECTOR(See 8751 Design) 335487 721672 US Volk, Farb 6/26/91
-----------------------------------------------------------------------------------------------------------------------------
Maintenance Termination Unit
(MTU) Module for Plug-in Use
Dist 341 620/038 W/Protector 5260994 765558 US Suffi 9/25/91
-----------------------------------------------------------------------------------------------------------------------------
Over Current/Over Voltage
Method for Power and Data Lines
Prot 342 620/441 INACTIVE 2/13/97 L.SUFFI 2065899 CANADA Gara 04/13/92
-----------------------------------------------------------------------------------------------------------------------------
Over Current/Over Voltage
Method for Power and Data Lines
Prot 342 620/419 INACTIVE 2/13/97 L.SUFFI 5237483 769460 US Gara 10/1/91
-----------------------------------------------------------------------------------------------------------------------------
Strain Relief for 900 U Diameter
FO 343 Tight Buffered Fiber 5134678 732798 US Essert 7/19/91
-----------------------------------------------------------------------------------------------------------------------------
COMPRESSION SPRING FOR
PROTECTOR MODULE(Outdoor
Prot 344 620/268 Protector and Panel) USA Suffi
-----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------
5-Pin Lead Frame Semi-
Prot 334 Conductor Design Trexler
------------------------------------------------------------------------------------------------------------------------------
FO 335 Welded Splice Element 6/1/93 Xxxxxxx 6/1/10
------------------------------------------------------------------------------------------------------------------------------
FO 336 620/030 Modular Patch Panel 7/7/92 Xxxxxxx 7/7/09
------------------------------------------------------------------------------------------------------------------------------
FO 336 Modular Patch Panel Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------
FO 337 620/415 Fiber DSX Patch Panel 4/20/93 Xxxxxxx 4/20/10
------------------------------------------------------------------------------------------------------------------------------
CO 338 620/416 Front Facing Line Terminal BLK 10/20/92 Xxxxxxx 10/20/10
------------------------------------------------------------------------------------------------------------------------------
SOLID STATE OVERVOLTAGE
PROTECTOR ASSEMBLY(Cup
and Diode Assembly for Station
Prot 339 Arrester) Xxxxxxx Drop 5/15/96
------------------------------------------------------------------------------------------------------------------------------
SOLID STATE OVERVOLTAGE
PROTECTOR ASSEMBLY(Cup
620/417 and Diode Assembly for Station
Prot 339 (ABANDONED) Arrester) 12/15/92 Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/428 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design)
------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/429 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design)
------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/431 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design)
------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
620/430 INSULATION DISPLACEMENT
I1 340 (ABANDONED) CONNECTOR(See 8751 Design)
------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
INSULATION DISPLACEMENT
I1 340 620/427 CONNECTOR(See 8751 Design)
------------------------------------------------------------------------------------------------------------------------------
ENVIRONMENTALLLY SEALED
INSULATION DISPLACEMENT
I1 340 620/003 CONNECTOR(See 8751 Design) 5/11/93 Xxxxxxx 5/11/07
------------------------------------------------------------------------------------------------------------------------------
Maintenance Termination Unit
(MTU) Module for Plug-in Use
Dist 341 620/038 W/Protector 11/9/93 Xxxxxxx 11/9/10
------------------------------------------------------------------------------------------------------------------------------
Over Current/Over Voltage
Method for Power and Data Lines
Prot 342 620/441 INACTIVE 2/13/97 L.SUFFI
------------------------------------------------------------------------------------------------------------------------------
Over Current/Over Voltage
Method for Power and Data Lines
Prot 342 620/419 INACTIVE 2/13/97 L.SUFFI 8/17/93 Xxxxxxx 8/17/10
------------------------------------------------------------------------------------------------------------------------------
Strain Relief for 900 U Diameter
FO 343 Tight Buffered Fiber 7/28/92 Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------
COMPRESSION SPRING FOR
PROTECTOR MODULE(Outdoor
Prot 344 620/268 Protector and Panel) Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
FO 345 Polymeric Splice and Connector 08/065937 US 5/24/93
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block 220884 86308018.0 G. Britian Suffi 10/16/86
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block 4652070 789084 US Suffi 10/18/85
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block 220884 86308018.0 Germany Suffi 10/16/86
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block UM-46368 77203863 Taiwan Suffi 10/17/86
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block 220884 86308018.0 Sweden Suffi 10/16/86
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 620/128 Connector Terminal Block 135089 86-8750 Korea Suffi 10/18/86
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 620/432 Connector Terminal Block 2014184 61-246504 Japan Suffi 10/18/86
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block 1241808 520814 Canada Suffi 10/17/86
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block 220884 86308018.0 EPO Suffi 10/16/86
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block 220884 86308018.0 France Suffi 10/16/86
----------------------------------------------------------------------------------------------------------------------------
Drop Resistant Cup Arrester
Prot 347 620/040 Assembly 5341270 960950 US Xxxxxxxxx 10/14/92
----------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use X. Xxxx,
Prot 348 620/436 w/Data Lines 1248054 588543 CANADA Bonnesen 1/18/89
----------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use X. Xxxx,
Prot 348 w/Data Lines 4862311 180382 USA Bonnesen 4/12/88
----------------------------------------------------------------------------------------------------------------------------
Dist 349 Buried Cable Closure 08/049944 USA Xxxxx 4/20/93
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 350 620/039 Connector Terminal Block 5302137 08/052061 USA Suffi 4/22/93
----------------------------------------------------------------------------------------------------------------------------
Encapsulated Cross-Connect
X-Conn 351 Terminal Unit 4605275 708217 USA Pavel 3/5/85
----------------------------------------------------------------------------------------------------------------------------
Encapsulated Cross-Connect
X-Conn 351 620/452 Terminal Unit CHINA Pavel
----------------------------------------------------------------------------------------------------------------------------
Telephone Dist. Frame Connector
CO 352 620012 Assembly-Use w/Central Offic 4854884 202226 USA Xxxxx 6/3/88
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
FO 345 Polymeric Splice and Connector Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block Appleyard 10/16/2006
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Comp. Xxx.
RLS 346 Connector Terminal Block 3/24/87 Annu. 9/24/94
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block Appleyard 10/16/2006
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Comp. Xxx.
RLS 346 Connector Terminal Block 5/20/89 Annu. 5/20/94
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block Appleyard 10/16/2006
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 620/128 Connector Terminal Block Xxx, Xxxx
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 620/432 Connector Terminal Block 4/2/96 Aoki
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Xxxxxx &
RLS 346 Connector Terminal Block 8/23/88 Maybe 8/23/05
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement Appleyard,
RLS 346 Connector Terminal Block 10/9/91 Xxx 10/9/08
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 346 Connector Terminal Block Appleyard
---------------------------------------------------------------------------------------------------------------------------
Drop Resistant Cup Arrester
Prot 347 620/040 Assembly 9/23/94 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use Xxxxxx &
Prot 348 620/436 w/Data Lines 3/21/89 Maybe
---------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use
Prot 348 w/Data Lines 8/29/89 Blackstone 8/29/95
---------------------------------------------------------------------------------------------------------------------------
Dist 349 Buried Cable Closure Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
RLS 350 620/039 Connector Terminal Block 4/12/94 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Encapsulated Cross-Connect Comp. Xxx.
X-Xxxx 351 Terminal Unit 8/12/86 Annu 2/12/94
---------------------------------------------------------------------------------------------------------------------------
Encapsulated Cross-Connect
X-Conn 351 620/452 Terminal Unit
---------------------------------------------------------------------------------------------------------------------------
Telephone Dist. Frame Connector
CO 352 620012 Assembly-Use w/Central Offic 8/8/89 MMR 6/3/08
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
UE 353 620/269 Buried Battery Vault 08/089291 USA Xxxxxxx 7/9/93
----------------------------------------------------------------------------------------------------------------------------
Solid State Overcurrent and
Prot 354 620/455 Overvoltage Protector 08/262881 USA Xxxxx 6/20/94
----------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/126 Protection 83108585 TAIWAN Suffi 11/04/94
----------------------------------------------------------------------------------------------------------------------------
620/125 XXX00 Xxxxxxxx Xxxxx with
RLS 355 (PENDING) Protection 1994-24264 Korean Suffi
----------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/123 Protection 94117040.3 83108585 China Suffi 11/14/94
----------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/124 Protection 91306736.2 94307029.2 European Suffi 9/27/94
----------------------------------------------------------------------------------------------------------------------------
620/042 XXX00 Xxxxxxxx Xxxxx with
RLS 355 (GRANTED) Protection 5451170 08/127895 USA Suffi 9/28/93
----------------------------------------------------------------------------------------------------------------------------
Apparatus for Optically Coupling
an Optical Fiber to an Xxxxxxx-
XX 000 Xxxxx Xxxxxx 00/000000 XXX Xxxxxx 9/29/93
----------------------------------------------------------------------------------------------------------------------------
Dist 357 Underground Splice Case USA Suffi
----------------------------------------------------------------------------------------------------------------------------
Cable Clamp, Body Portion
Therefor and Method of
FO 358 Manufacturing Same 4646395 871138 US Mayszak 6/2/86
----------------------------------------------------------------------------------------------------------------------------
Cable Clamp, Body Portion
Therefor and Method of
FO 358 Manufacturing Same 1231763 482450 Canada Mayszak
----------------------------------------------------------------------------------------------------------------------------
FO 359 620/109 Fiber Optic Cable Manager 08/284830 USA X. Xxxx 8/2/94
----------------------------------------------------------------------------------------------------------------------------
Improved Insulation Displacement
Conn 360 620/046 Connector and Blockl 5575680 08/388401 USA Suffi 2/4/95
----------------------------------------------------------------------------------------------------------------------------
Quick Connect/Disconnect Jaycox, Farb,
Conn 361 620/043 Module 5514005 08/237008 USA Xxxxxxxxx 5/2/94
----------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Enclosing a Xxxxxx (Xxxxx
Xxxx 000 000/000 Xxxxxxxxx) US Lace
----------------------------------------------------------------------------------------------------------------------------
6-Pin Alarm Protector Module Xxxxxxx,
Prot 363 System 4862314 202713 USA XxXxxxxxx 6/3/88
----------------------------------------------------------------------------------------------------------------------------
Surge Arrester with Thermal
Prot 364 620/044 Overload Protection 5523916 08/253391 USA Xxxxxxxxx 9/3/94
----------------------------------------------------------------------------------------------------------------------------
Sealing Apparatus(Cable Clamp,
Body Portion Therefor & Method
FO 365 620/116 of Manufacturing Same) 4604888 638296 USA Mayszak 10/06/86
----------------------------------------------------------------------------------------------------------------------------
Sealing Apparatus(Cable Clamp,
Body Portion Therefor & Xxxxxx
XX 000 xx Xxxxxxxxxxxxx Xxxx) 000000 Xxxxxx Mayszak
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------
UE 353 620/269 Buried Battery Vault Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Solid State Overcurrent and
Prot 354 620/455 Overvoltage Protector Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/126 Protection
---------------------------------------------------------------------------------------------------------------------------
620/125 XXX00 Xxxxxxxx Xxxxx with
RLS 355 (PENDING) Protection Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/123 Protection 9/27/94 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
XXX00 Xxxxxxxx Xxxxx with
RLS 355 620/124 Protection 9/27/94 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
620/042 XXX00 Xxxxxxxx Xxxxx with
RLS 355 (GRANTED) Protection 9/19/95 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Apparatus for Optically Coupling
an Optical Fiber to an Electro-
FO 356 Optic Device Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Dist 357 Underground Splice Case Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Cable Clamp, Body Portion
Therefor and Method of Comp. Xxx.
FO 358 Manufacturing Same 3/3/87 Annu. 9/3/94
---------------------------------------------------------------------------------------------------------------------------
Cable Clamp, Body Portion
Therefor and Method of
FO 358 Manufacturing Same 1/19/88 Comp. Xxx
---------------------------------------------------------------------------------------------------------------------------
FO 359 620/109 Fiber Optic Cable Manager Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Improved Insulation Displacement
Conn 360 620/046 Connector and Blockl 11/19/96 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Quick Connect/Disconnect
Conn 361 620/043 Module 5/7/96 Blackstone
---------------------------------------------------------------------------------------------------------------------------
Method and Apparatus for
Enclosing a Splice (Burst
Dist 362 620/112 Generator) Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
6-Pin Alarm Protector Module
Prot 363 System 8/29/89 MMR 8/29/02
---------------------------------------------------------------------------------------------------------------------------
Surge Arrester with Thermal
Prot 364 620/044 Overload Protection 6/4/96 Blackstone
---------------------------------------------------------------------------------------------------------------------------
Sealing Apparatus(Cable Clamp,
Body Portion Therefor & Method Comp. Xxx.
FO 365 620/116 of Manufacturing Same) 08/88 Annu. 8/16/96
---------------------------------------------------------------------------------------------------------------------------
Sealing Apparatus(Cable Clamp,
Body Portion Therefor & Method
FO 365 of Manufacturing Same) Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------------
Impulse Breakdown Conding Gas
Prot 366 620/007 Discharge Arrestors 4680665 804056 USA Bonnesen, Xxxxxx 12/3/85
------------------------------------------------------------------------------------------------------------------------------------
620/134 Impulse Breakdown Conding Gas
Prot 366 (INACTIVE) Discharge Arrestors 86-10277 Korea Bonnesen, Xxxxxx 12/2/86
------------------------------------------------------------------------------------------------------------------------------------
Impulse Breakdown Conding Gas
Prot 366 620/115 Discharge Arrestors 1287871 523396 Canada Bonnesen, Xxxxxx 11/19/86
------------------------------------------------------------------------------------------------------------------------------------
Radio Jet Reattachment Nozzle
Heat Sink Module for Coolilng
AirBased 368 620/045 Electronics 5553394 08/438691 USA Cosley 5/11/95
------------------------------------------------------------------------------------------------------------------------------------
COMMUNICATIONS MODULAR
DOCKING STYSTEM (Modular
ONU 369 620/090 Broadband Telephone Network) 6104921 08949829 USA Cosley 10/14/97
------------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
Conn 370 620/120 Connector 4682835 935135 USA Suffi 11/26/86
------------------------------------------------------------------------------------------------------------------------------------
Failsafe Mechanism for
Prot 371 Telephone Protector USA Xxxxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
Solid State Current Limiting
Prot 372 Plug-in Module 08/421843 USA Gara 4/13/95
------------------------------------------------------------------------------------------------------------------------------------
MODULAR TERMINAL BLOCK
(Connector for Insulated
Conn 373 620/127 Conductor Cables) 00000000 Japan Suffi 10/30/85
------------------------------------------------------------------------------------------------------------------------------------
MODULAR TERMINAL BLOCK
(Connector for Insulated
Conn 373 620/127 Conductor Cables) 667847 US Suffi 11/2/84
------------------------------------------------------------------------------------------------------------------------------------
Bradshaw,Kaczmarek,
I3 374 NGIDC Xxxxxxxx Xxxxxxxx Xxxxx 000000 00/0000 Xxxxx Xxxxxx Xxxxxxxx 10/15/97
------------------------------------------------------------------------------------------------------------------------------------
620/189 Bradshaw,Kaczmarek,
I3 374 (PENDING) NGIDC Domestic Terminal Block 5779504 60/026859 USA Xxxxxxxx 10/16/96
------------------------------------------------------------------------------------------------------------------------------------
620/211 Bradshaw,Kaczmarek,
I3 374 (ABANDONED) XXXXX Xxxxxxxx Xxxxxxxx Xxxxx XXXXXXXX Xxxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
620/190 Bradshaw,Kaczmarek,
I3 374 (UNFILED) XXXXX Xxxxxxxx Xxxxxxxx Xxxxx XXXXXX Xxxxxxxx
------------------------------------------------------------------------------------------------------------------------------------
Bradshaw,Kaczmarek,
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 0000000 Xxxxxx Xxxxxxxx 10/15/97
------------------------------------------------------------------------------------------------------------------------------------
Bradshaw,Kaczmarek,
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx X-00000 Xxxxxxxxxx Xxxxxxxx 10/14/97
------------------------------------------------------------------------------------------------------------------------------------
620/188 Bradshaw,Kaczmarek,
I3 374 (PENDING) XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 0000-0000 XXXXX Xxxxxxxx 10-15-97
------------------------------------------------------------------------------------------------------------------------------------
620/087 Bradshaw,Kaczmarek,
I3 374 (ALLOWED) NGIDC Domestic Terminal Block 6074240 08/948973 US Xxxxxxxx 10/10/97
------------------------------------------------------------------------------------------------------------------------------------
620/193 Bradshaw,Kaczmarek,
I3 374 (PENDING) NGIDC Xxxxxxxx Xxxxxxxx Xxxxx 0000-00 Xxxxxxxxx Xxxxxxxx 10/14/97
------------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
----------------------------------------------------------------------------------------------------------------------------
Impulse Breakdown Conding Gas Comp. Xxx.
Prot 366 620/007 Discharge Arrestors 7/14/87 Annu. 1/14/95
----------------------------------------------------------------------------------------------------------------------------
620/134 Impulse Breakdown Conding Gas
Prot 366 (INACTIVE) Discharge Arrestors Xxx, Xxxx
----------------------------------------------------------------------------------------------------------------------------
Impulse Breakdown Conding Gas Xxxxxx &
Prot 366 620/115 Discharge Arrestors 8/20/91 Maybe
----------------------------------------------------------------------------------------------------------------------------
Radio Jet Reattachment Nozzle
Heat Sink Module for Coolilng
AirBased 368 620/045 Electronics 9/10/96 Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
COMMUNICATIONS MODULAR
DOCKING STYSTEM (Modular
ONU 369 620/090 Broadband Telephone Network) 8/15/00 Xxxxx ETC 10/14/17
----------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
Conn 370 620/120 Connector Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
Failsafe Mechanism for
Prot 371 Telephone Protector Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
Solid State Current Limiting
Prot 372 Plug-in Module Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
MODULAR TERMINAL BLOCK
(Connector for Insulated
Conn 373 620/127 Conductor Cables)
----------------------------------------------------------------------------------------------------------------------------
MODULAR TERMINAL BLOCK
(Connector for Insulated
Conn 373 620/127 Conductor Cables) Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 10/15/97 Xxxxxxx 10/15/2017
----------------------------------------------------------------------------------------------------------------------------
620/189
I3 374 (PENDING) NGIDC Domestic Terminal Block Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
620/211
I3 374 (ABANDONED) NGIDC Domestic Terminal Block
----------------------------------------------------------------------------------------------------------------------------
620/190
I3 374 (UNFILED) NGIDC Domestic Terminal Block
----------------------------------------------------------------------------------------------------------------------------
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Block Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
620/188
I3 374 (PENDING) NGIDC Domestic Terminal Block
----------------------------------------------------------------------------------------------------------------------------
620/087
I3 374 (ALLOWED) NGIDC Domestic Terminal Block 6/13/00 Xxxxxxx 10/10/17
----------------------------------------------------------------------------------------------------------------------------
620/193
I3 374 (PENDING) NGIDC Domestic Terminal Block Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------------
Bradshaw,
Kaczmarek,
I3 374 000/000 XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 97912732.1 European Xxxxxxxx 1/3/00
----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,
PCT/US96/15 Xxxxxxxxx,
I3 374 NGIDC Domestic Terminal Block 006 Brazil Xxxxxxxx 2/27/98
----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,
620/196 Xxxxxxxxx,
I3 374 (UNFILED) NGIDC Domestic Terminal Block MALAYSIA Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------------
Bradshaw,
Kaczmarek,
I3 374 NGIDC Domestic Terminal Block 86115148 Taiwan Xxxxxxxx 10/15/97
----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,
620/210 Xxxxxxxxx,
I3 374 (PENDING) XXXXX Xxxxxxxx Xxxxxxxx Xxxxx 000000 XXXXXX Xxxxxxxx 04/15/99
----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,
620/195 Xxxxxxxxx,
I3 374 (UNFILED) NGIDC Domestic Terminal Block INDONESIA Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,
620/187 Xxxxxxxxx,
I3 374 (PENDING) NGIDC Domestic Terminal Block P970104745 Argintine Xxxxxxxx 10/16/96
----------------------------------------------------------------------------------------------------------------------------------
374- Xxxxxxx,
I3 CHILE Terminal Block USA Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------------
374- Xxxxxxxx,
I3 PANAMA Terminal Block Panama Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------------
374- Xxxxxxxx,
I3 Taiwan Terminal Block Taiwan Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------------
Xxxxxxxx,
I3 374-ZA Terminal Block USA Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------------
Cup & Diode Assembly for
Overvoltage for
Prot 375 620/058 Telecommunication Lines 5751533 595278 USA Xxxxxxxxx 6/4/98
----------------------------------------------------------------------------------------------------------------------------------
Combined Connection Pedestal X. Xxxxxxxx, L.
Dist 376 620/131 Enclosure 08/555123 USA Xxxxx 11/8/95
----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (UNFILED) Assembly) THAILAND Xxxxxx
----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (UNFILED) Assembly) SINGAPORE Xxxxxx
----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (UNFILED) Assembly) TAIWAN Xxxxxx
----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (UNFILED) Assembly) KOREA Xxxxxx
----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (PENDING) Assembly) 000000 XXXXXX Xxxxxx 09/08/96
----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (PENDING) Assembly) 56221 PHILLIPINES Xxxxxx 04/22/97
----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
--------------------------------------------------------------------------------------------------------------------------------
I3 374 620/209 NGIDC Domestic Terminal Block Xxxxx 10/15/17
--------------------------------------------------------------------------------------------------------------------------------
I3 000 XXXXX Xxxxxxxx Xxxxxxxx Block Xxxxxxx
--------------------------------------------------------------------------------------------------------------------------------
620/196
I3 374 (UNFILED) NGIDC Domestic Terminal Block
--------------------------------------------------------------------------------------------------------------------------------
I3 374 NGIDC Domestic Terminal Block Xxxxxxx
--------------------------------------------------------------------------------------------------------------------------------
620/210
I3 374 (PENDING) NGIDC Domestic Terminal Block
--------------------------------------------------------------------------------------------------------------------------------
620/195
I3 374 (UNFILED) NGIDC Domestic Terminal Block
--------------------------------------------------------------------------------------------------------------------------------
620/187
I3 374 (PENDING) NGIDC Domestic Terminal Block Xxxxxxx
--------------------------------------------------------------------------------------------------------------------------------
000-
X0 XXXXX Xxxxxxxx Xxxxx
--------------------------------------------------------------------------------------------------------------------------------
000-
X0 XXXXXX Xxxxxxxx Xxxxx
--------------------------------------------------------------------------------------------------------------------------------
000-
X0 Xxxxxx Xxxxxxxx Xxxxx
--------------------------------------------------------------------------------------------------------------------------------
I3 000-XX Xxxxxxxx Xxxxx
--------------------------------------------------------------------------------------------------------------------------------
Xxxxxxx,
Cup & Diode Assembly for Bushnell,
Overvoltage for Giangiorgi
Prot 375 620/058 Telecommunication Lines 5/12/98 & Blackstone
--------------------------------------------------------------------------------------------------------------------------------
Combined Connection Pedestal
Dist 376 620/131 Enclosure Xxxxxxx
--------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
--------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
--------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
--------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
--------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (PENDING) Assembly) 9/20/02
--------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (PENDING) Assembly)
--------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (GRANTED) Assembly) 699921 73647/96 Australian Xxxxxx 4/17/97
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Xxxxxxxx Xxxxx Xxxxxxxx,Xxxxxx,
XXXX 000 (XXXXXXXX) Assembly) PANAMA Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (PENDING) Assembly) 41044 0000-00 XXXXX Xxxxxx 09/07/96
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block HONG KONG Bradshaw,Haines,
URLS 377 (UNFILED) Assembly) Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (PENDING) Assembly) 0000/XXX/00 XXXXX Xxxxxx 09/07/96
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
CONNECTOR TERMINAL Xxxxxxxxx,
BLOCK (Modular Terminal Block Bradshaw,Haines,
URLS 377 620/143 Assembly) P960104503 Argentina Xxxxxx 09/05/96
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (PENDING) Assembly) 1636-96 VENEZUELA Xxxxxx 09/05/96
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (UNFILED) Assembly) INDONESIA Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
CONNECTOR TERMINAL Xxxxxxxxx,
BLOCK (Modular Terminal Block Bradshaw,Haines,
URLS 377 Assembly) 203927 981652 Mexico Xxxxxx 2/27/98
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
CONNECTOR TERMINAL Xxxxxxxxx,
BLOCK (Modular Terminal Block Bradshaw,Haines,
URLS 377 620/080 Assembly) 5779504 08/536062 USA Xxxxxx 09/09/95
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
CONNECTOR TERMINAL Xxxxxxxxx,
BLOCK (Modular Terminal Block Bradshaw,Haines,
URLS 377 630/186 Assembly) 0852827 XX Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (UNFILED) Assembly) MALAYSIA Xxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
CONNECTOR TERMINAL Xxxxxxxxx,
BLOCK (Modular Terminal Block PCT/US96/15 Bradshaw,Haines,
URLS 377 Assembly) 006 Brazil Xxxxxx 2/27/98
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
CONNECTOR TERMINAL Xxxxxxxxx,
BLOCK (Modular Terminal Block Bradshaw,Haines,
URLS 377 Assembly) 15006 2229571 Canada Xxxxxx 9/18/96
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
CONNECTOR TERMINAL Xxxxxxxxx,
BLOCK (Modular Terminal Block Bradshaw,Haines,
URLS 377 Assembly) 96196631.9 96196631.9 China Xxxxxx 9/18/96
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
CONNECTOR TERMINAL Xxxxxxxxx,
BLOCK (Modular Terminal Block Bradshaw,Haines,
URLS 377 Assembly) 98.0870 Norway Xxxxxx 2/27/98
-----------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxxxxx,
XXXXXXXXX XXXXXXXX Xxxxxxxxx,
000/000 XXXXX (Modular Terminal Block Bradshaw,Haines,
URLS 377 (ABANDONED) Assembly) 08/555123 USA Xxxxxx 11/08/95
-----------------------------------------------------------------------------------------------------------------------------------
620/149
Prot 378 (INACTIVE) Coaxial Surge Arrester CHILE Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
620/152
Prot 378 (INACTIVE) Coaxial Surge Arrester PHILLIPINES Xxxxxxxx
-----------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (GRANTED) Assembly) 12/17/98 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Xxxxxxxx Xxxxx
XXXX 000 (XXXXXXXX) Assembly)
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (PENDING) Assembly) 4/23/01
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (PENDING) Assembly)
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL
BLOCK (Modular Terminal Block
URLS 377 620/143 Assembly) Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (PENDING) Assembly)
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxx,
CONNECTOR TERMINAL Bushnell,
BLOCK (Modular Terminal Block Giangiorgi &
URLS 377 Assembly) 8/24/01 Blackstone
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL
BLOCK (Modular Terminal Block
URLS 377 620/080 Assembly) 18/09/2016
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL
BLOCK (Modular Terminal Block
URLS 377 630/186 Assembly) 3/27/02
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (UNFILED) Assembly)
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL
BLOCK (Modular Terminal Block
URLS 377 Assembly) Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxx,
CONNECTOR TERMINAL Bushnell,
BLOCK (Modular Terminal Block Giangiorgi &
URLS 377 Assembly) 9/18/96 Blackstone
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT Xxxxxxx,
CONNECTOR TERMINAL Bushnell,
BLOCK (Modular Terminal Block Giangiorgi &
URLS 377 Assembly) 9/18/96 Blackstone
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR TERMINAL
BLOCK (Modular Terminal Block
URLS 377 Assembly) Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
INSULATION DISPLACEMENT
CONNECTOR XXXXXXXX
000/000 XXXXX (Modular Terminal Block
URLS 377 (ABANDONED) Assembly) 7/14/98 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
620/149
Prot 378 (INACTIVE) Coaxial Surge Arrester
---------------------------------------------------------------------------------------------------------------------------------
620/152
Prot 378 (INACTIVE) Coaxial Surge Arrester
---------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-------------------------------------------------------------------------------------------------------------------------
620/150
Prot 378 (INACTIVE) Coaxial Surge Arrester EGYPT Xxxxxxxx
-------------------------------------------------------------------------------------------------------------------------
620/155
Prot 378 (INACTIVE) Coaxial Surge Arrester PCT Xxxxxxxx
-------------------------------------------------------------------------------------------------------------------------
Prot 378 620/142 Coaxial Surge Arrester 5936822 08/926234 US Xxxxxxxx 9/10/97
-------------------------------------------------------------------------------------------------------------------------
620/148
Prot 378 (UNFILED) Coaxial Surge Arrester ARGENTINA Xxxxxxxx
-------------------------------------------------------------------------------------------------------------------------
620/151
Prot 378 (INACTIVE) Coaxial Surge Arrester INDIA Xxxxxxxx
-------------------------------------------------------------------------------------------------------------------------
Prot 378 620/141 Coaxial Surge Arrester 5936822 08/636162 USA Xxxxxxxx 9/29/95
-------------------------------------------------------------------------------------------------------------------------
NID 379 620/084 Network Interface Device 6039578 08-825144 USA Suffi,Xxxx 03/05/97
-------------------------------------------------------------------------------------------------------------------------
620/092 PIVOT LEVER CONNECTOR
Conn 380 (UNFILED) BLOCK(Sealed IDC Connector) USA Jevert,Xxxxxxxxx
-------------------------------------------------------------------------------------------------------------------------
Tuned Electromagnetic
MESA 381 Interference Air Filter 60/038632 USA Xxxx X. Xxxxx 2/19/97
-------------------------------------------------------------------------------------------------------------------------
Tuned Electromagnetic
MESA 381 620/089 Interference Air Filter 6063152 09/025138 US Xxxx X. Xxxxx 2/17/98
-------------------------------------------------------------------------------------------------------------------------
Xxxxx X.
Xxxxxxxx, Xxxxxx
Des. A. Xxxxx, Xxxx
I3 382 620/074 Terminal Block Housing 396475 29/060730 USA Xxxxxxxxx 10/4/96
-------------------------------------------------------------------------------------------------------------------------
Prot 383 620/156 Shunt Protector Device USA X. Xxxxxxxx
-------------------------------------------------------------------------------------------------------------------------
Xxxxxxx Xxxxxx
Prot 384 620/157 Coaxial Protector 5953195 09/020794 USA Xxxxxxxx 2/9/98
-------------------------------------------------------------------------------------------------------------------------
Xxxxxxx Xxxxxx
Prot 384 Coaxial Protector 60/038987 US Xxxxxxxx 2/26/97
-------------------------------------------------------------------------------------------------------------------------
Heat Flux Modulator for Use in X. Xxxxxx, X.
XXXX 385 620/158 Electronic Enclosures USA Cosley
-------------------------------------------------------------------------------------------------------------------------
CODS-II Central Office
CO 386 Distribution 4665546 711384 US Xxxx, Xxxxxxx 3/13/85
-------------------------------------------------------------------------------------------------------------------------
CODS-II Central Office
CO 386 Distribution 1251848 501834 Canada Xxxx, Xxxxxxx 2/14/86
-------------------------------------------------------------------------------------------------------------------------
620/168
MESA 387 (PENDING) Mechanical Interlock Assembly 2244582 Canada Xxxx X. Xxxxxx 8/7/98
-------------------------------------------------------------------------------------------------------------------------
MESA 387 620/160 Mechanical Interlock Assembly 5874698 08/907700 USA Xxxx X. Xxxxxx 8/8/97
-------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-------------------------------------------------------------------------------------------------------------------------------
620/150
Prot 378 (INACTIVE) Coaxial Surge Arrester
-------------------------------------------------------------------------------------------------------------------------------
620/155
Prot 378 (INACTIVE) Coaxial Surge Arrester
-------------------------------------------------------------------------------------------------------------------------------
Prot 378 620/142 Coaxial Surge Arrester Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
620/148
Prot 378 (UNFILED) Coaxial Surge Arrester
-------------------------------------------------------------------------------------------------------------------------------
620/151
Prot 378 (INACTIVE) Coaxial Surge Arrester
-------------------------------------------------------------------------------------------------------------------------------
Prot 378 620/141 Coaxial Surge Arrester Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
NID 379 620/084 Network Interface Device 3/21/00 3/25/17
-------------------------------------------------------------------------------------------------------------------------------
620/092 PIVOT LEVER CONNECTOR
Conn 380 (UNFILED) BLOCK(Sealed IDC Connector) Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
Xxxxxxx,Bushn
Tuned Electromagnetic ell,Giangiorgi
MESA 381 Interference Air Filter & Blackstone
-------------------------------------------------------------------------------------------------------------------------------
Tuned Electromagnetic
MESA 381 620/089 Interference Air Filter 5/16/00 Xxxxxxx 2/17/18
-------------------------------------------------------------------------------------------------------------------------------
I3 382 620/074 Terminal Block Housing 7/28/98 Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
Prot 383 620/156 Shunt Protector Device Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
Prot 384 620/157 Coaxial Protector 9/14/99 Xxxxxxx 3/14/2003
-------------------------------------------------------------------------------------------------------------------------------
Prot 384 Coaxial Protector Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
Heat Flux Modulator for Use in
MESA 385 620/158 Electronic Enclosures Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
CODS-II Central Office Comp. Xxx.
CO 386 Distribution 5/12/87 Annu. 11/12/94
-------------------------------------------------------------------------------------------------------------------------------
CODS-II Central Office
CO 386 Distribution 3/28/89 Comp. Xxx 3/28/06
-------------------------------------------------------------------------------------------------------------------------------
620/168
MESA 387 (PENDING) Mechanical Interlock Assembly Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
MESA 387 620/160 Mechanical Interlock Assembly 2/23/99 Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------------
Fiber Optic Connector Alignment
FO 388 Sleeve US Xxxxxx
---------------------------------------------------------------------------------------------------------------------------------
620/161 Shape Memory Alloy Cooling
AVCC 388 (UNFILED) Device Displacer USA Cosley
---------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
URLS 389 620/091 Connector 09030564 USA Xxxx X. Xxx 2/25/98
---------------------------------------------------------------------------------------------------------------------------------
Insulation Displacement
URLS 389 091 Connector 60040079 US Xxxx X. Xxx 3/7/97
---------------------------------------------------------------------------------------------------------------------------------
Xxxxxxx X.
Xxxxxxxxxx, Xxxx X.
URLS 390 620/162 Wire Trimmer 5961340 09/041182 USA Xxx 3/12/98
---------------------------------------------------------------------------------------------------------------------------------
Xxxxxxx X.
Xxxxxxxxxx, Xxxx X.
URLS 390 Wire Trimmer 60/039082 US Xxx 3/14/97
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxx,
Line Protector for a Xxxxxxx X.
Prot 391 620/164 Communication Circuit 5910877 08/971284 USA Xxxxxxxxx 11/17/97
---------------------------------------------------------------------------------------------------------------------------------
Prot 392 Protector Module USA Xxxxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
Xxxxxxx X.
Xxxxxxxxx,
Prot 393 620/088 Protector Unit 5991136 08/980961 USA Xxxxxx X. Xxxx 12/1/97
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X.Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/212 Terminal Block Housing 0000000 XXXXXXXX Xxxxxx X. Xxxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
XxxxxxX. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/163 Terminal Block Housing DES414466 29/087573 USA Xxxxxx X. Xxxxxxxx 5/6/98
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/185 Terminal Block Housing 046955 Thai Xxxxxx X. Xxxxxxxx 11/5/98
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 000/000 Xxxxxxxx Xxxxx Xxxxxxx 0-0000-0000 XXXXXXXXXXX Xxxxxx X. Xxxxxxxx 11/05/98
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
ZL 98 3 Xxxx Xxxxxxxxx,
I3 394 620/174 Terminal Block Housing 26810.X 98326810.X China Xxxxxx X. Xxxxxxxx 11/5/8
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/177 Terminal Block Housing 74847 RM980000270 Italy Xxxxxx X. Xxxxxxxx 11/4/98
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X.
Xxxxxxxx, Xxxxxx
X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/178 Terminal Block Housing 11942 981107 Mexico Xxxxxx X. Xxxxxxxx 11/5/98
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X.Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/169 Terminal Block Housing 66286 0066286 Argentina Xxxxxx X. Xxxxxxxx 11/6/98
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/180 Terminal Block Housing 0-0000-00000 Phillipines Xxxxxx X. Xxxxxxxx 11/28/00
---------------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/178 Terminal Block Housing 1998-2646 Chilean Xxxxxx X. Xxxxxxxx 11/3/98
---------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
---------------------------------------------------------------------------------------------------------------------------------
Fiber Optic Connector Alignment
FO 388 Sleeve Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
620/161 Shape Memory Alloy Cooling
AVCC 388 (UNFILED) Device Displacer
---------------------------------------------------------------------------------------------------------------------------------
Xxxxxxx
Xxxxxxxx,
Insulation Displacement Giangiorgi &
URLS 389 620/091 Connector Blackstone
---------------------------------------------------------------------------------------------------------------------------------
Xxxxxxx
Xxxxxxxx,
Insulation Displacement Giangiorgi &
URLS 389 091 Connector Blackstone
---------------------------------------------------------------------------------------------------------------------------------
URLS 390 620/162 Wire Trimmer 10/5/99 Xxxxxxx 4/5/2003
---------------------------------------------------------------------------------------------------------------------------------
URLS 390 Wire Trimmer Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
Line Protector for a
Prot 391 620/164 Communication Circuit 6/8/99 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
Prot 392 Protector Module Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
Prot 393 620/088 Protector Unit 11/23/99 Xxxxxxx 12/1/17
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/212 Terminal Block Housing
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/163 Terminal Block Housing 9/28/99 Xxxxxxx 9/28/2013
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/185 Terminal Block Housing Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/180 Terminal Block Housing
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/174 Terminal Block Housing 9/25/99 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/177 Terminal Block Housing 8/3/02 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/178 Terminal Block Housing 11/17/00 Xxxxxxx 11/5/2013
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/169 Terminal Block Housing 11/06/98 Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/180 Terminal Block Housing
---------------------------------------------------------------------------------------------------------------------------------
I3 394 620/178 Terminal Block Housing Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/172 Terminal Block Housing 92461 1998-2716 Canadian Xxxxxx X. Xxxxxxxx 12/5/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 Terminal Block Housing 001042.98 Peruvian Xxxxxx X. Xxxxxxxx 11/3/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 000/000 Xxxxxxxx Xxxxx Xxxxxxx 00000 X-00000 Xxxxxx Xxxxxx X. Xxxxxxxx 11/5/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 000/000 Xxxxxxxx Xxxxx Xxxxxxx 000.000 Xxxxxxxxxxx Xxxxxx X. Xxxxxxxx 11/5/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/181 Terminal Block Housing 144021 144021 SPAIN Xxxxxx X. Xxxxxxxx 11/05/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 000 Xxxxxxxx Xxxxx Xxxxxxx 00000 Xxxxxxxxxxx Xxxxxx X. Xxxxxxxx 11/5/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/184 Terminal Block Housing 069353 87308133 Taiwanese Xxxxxx X. Xxxxxxxx 11/6/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 000/000 Xxxxxxxx Xxxxx Xxxxxxx XX 0000000-0 Xxxxxxxxx Xxxxxx X. Xxxxxxxx 11/6/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/206 Terminal Block Housing 2078965 Britian Xxxxxx X. Xxxxxxxx 11/6/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 Terminal Block Housing 49810873.2 Germany Xxxxxx X. Xxxxxxxx 11/3/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/170 Terminal Block Housing 30470-00 75135-00 Benelux Xxxxxx X. Xxxxxxxx 11/5/98
--------------------------------------------------------------------------------------------------------------------------
Xxxxx X. Xxxxxxxx,
Xxxxxx X. Xxxxx,
Xxxx Xxxxxxxxx,
I3 394 620/175 Terminal Block Housing 532953 986434 France Xxxxxx X. Xxxxxxxx 11/6/98
--------------------------------------------------------------------------------------------------------------------------
Limiter Device for
Prot 000 Xxxxxxxxxxxxxxxxx Xxxxx XXX X. Xxxxxxxxx
--------------------------------------------------------------------------------------------------------------------------
(Outdoor Equipment Cabinet)
Cooling and Airflow
Management of Outdoor Xxx X. Xxxxxx;
Prot 396 624/063 Sealed Enclosures 6119768 09/295643 USA Xxxxxx X. Xxxxxx 4/20/99
--------------------------------------------------------------------------------------------------------------------------
EMI (Electronmagnetic
Interference Shielded Xxxx Xxxxxxx,
MESA 397 620/513 Telemcomm. Enclosure) 2314202 Canada Xxxxxx Xxxxxxx 7/21/00
--------------------------------------------------------------------------------------------------------------------------
EMI (Electronmagnetic
Interference Shielded Xxxx Xxxxxxx,
MESA 397 620/060 Telemcomm. Enclosure) 6303854 09359090 USA Xxxxxx Xxxxxxx 04/20/99
--------------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly PCT/US00/22 X. Xxxxxxxxxx, L.
Proform 398 620/516 with locking mechanism 172 PCT Xxxxx, X. Xxxxxxxx 8/11/00
--------------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly X. Xxxxxxxxxx, L.
Proform 398 620/489 with locking mechanism Canada Xxxxx, X. Xxxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly 6182846 X. Xxxxxxxxxx, L.
Proform 398 620/073 with locking mechanism (B1) 09397441 USA Xxxxx, X. Xxxxxxxx 9/15/99
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-------------------------------------------------------------------------------------------------------------------------
I3 394 620/172 Terminal Block Housing 5/25/01 Xxxxxxx 5/25/2011
-------------------------------------------------------------------------------------------------------------------------
I3 394 Terminal Block Housing Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
I3 394 620/181 Terminal Block Housing 6/22/01 Xxxxxxx 11/4/2008
-------------------------------------------------------------------------------------------------------------------------
I3 394 620/183 Terminal Block Housing Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
I3 394 620/181 Terminal Block Housing
-------------------------------------------------------------------------------------------------------------------------
I3 394 Terminal Block Housing Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
I3 394 620/184 Terminal Block Housing 12/8/00 Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
I3 394 620/171 Terminal Block Housing 6/6/00 Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
I3 394 620/206 Terminal Block Housing Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
I3 394 Terminal Block Housing Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
I3 394 620/170 Terminal Block Housing 07/01/99 Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
I3 394 620/175 Terminal Block Housing Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
Limiter Device for
Prot 395 Telecommunication Lines Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------
(Outdoor Equipment Cabinet)
Cooling and Airflow
Management of Outdoor
Prot 396 624/063 Sealed Enclosures 9/19/00 Xxxxx et al.
-------------------------------------------------------------------------------------------------------------------------
EMI (Electronmagnetic
Interference Shielded
MESA 397 620/513 Telemcomm. Enclosure)
-------------------------------------------------------------------------------------------------------------------------
EMI (Electronmagnetic
Interference Shielded
MESA 397 620/060 Telemcomm. Enclosure) 10/16/01 Xxxxx 7/22/99
-------------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly
Proform 398 620/516 with locking mechanism Xxxxx, etc
-------------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly
Proform 398 620/489 with locking mechanism
-------------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly
Proform 398 620/073 with locking mechanism 2/6/01 Xxxxx etc. 8/21/2020
-------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
-----------------------------------------------------------------------------------------------------------------------
Telecommunications Equipment
399 060 Pedestal USA
-----------------------------------------------------------------------------------------------------------------------
PCT/US00/21 X. Xxxxxxxxxx, L.
Proform 400 620/518 Pedestal Enclosure Assembly 435 PCT Xxxxx, X. Xxxxxxxx 8/4/00
-----------------------------------------------------------------------------------------------------------------------
X. Xxxxxxxxxx, L.
Proform 400 620/492 Pedestal Enclosure Assembly 2315581 Canada Xxxxx, X. Xxxxxxxx 8/4/00
-----------------------------------------------------------------------------------------------------------------------
X. Xxxxxxxxxx, L.
Proform 400 620/072 Pedestal Enclosure Assembly 6198041 09366982 USA Xxxxx, X. Xxxxxxxx 09/03/99
-----------------------------------------------------------------------------------------------------------------------
EMI Shielded X. Xxxxxxx, L.
MESA 401 620/514 Telecommunications Xxxxxxxxx 000000 XXX Xxxxxxx
-----------------------------------------------------------------------------------------------------------------------
EMI Shielded X. Xxxxxxx, L.
MESA 401 620/060 Telecommunications Enclosure 09359090 USA Xxxxxxx 7/22/99
-----------------------------------------------------------------------------------------------------------------------
Blower airflow or single
MESA 402 060 thickness sheet blades USA X. Xxxxxxxxx
-----------------------------------------------------------------------------------------------------------------------
MESA 403 060 High Wind Barrier System USA X. Xxxxxxxxx
-----------------------------------------------------------------------------------------------------------------------
MESA 404 060 Front Post Battery Chamber USA X. Xxxx, X. Xxxxx
-----------------------------------------------------------------------------------------------------------------------
Advanced Vapor Compression X. Xxxxxx, M.
AVCC 405 620/213 Cooling System (AVCC) 09/567528 USA Xxxxxx, X. Xxxxxx
-----------------------------------------------------------------------------------------------------------------------
X. Xxxxxx, J.
Telecommunications Equipment Nesnandy, X. Xxxx,
ONU 406 620/514 Pedestal 000000 Xxxxxx X. Xxxx, X. Xxxxx 7/19/00
-----------------------------------------------------------------------------------------------------------------------
X. Xxxxxx, J.
Telecommunications Equipment Nesnandy, X. Xxxx,
ONU 406 610/087 Pedestal 291106035 USA X. Xxxx, X. Xxxxx 6/6/99
-----------------------------------------------------------------------------------------------------------------------
X. Xxxxxx, J.
Telecommunications Equipment Nesnandy, X. Xxxx,
ONU 406 610/119 Pedestal 147058/2 Spain X. Xxxx, X. Xxxxx 7/16/00
-----------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly X. Xxxxxxxxxx, L.
Proform 407 620/490 Design 94157 2000-0455 Canada Xxxxx, X. Xxxxxxxx 2/15/00
-----------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly X. Xxxxxxxxxx, L.
Proform 407 620/072 Design D430849 29109761 USA Xxxxx, X. Xxxxxxxx 08/10/99
-----------------------------------------------------------------------------------------------------------------------
Grounding Bracket for
Electrical Equipment
Proform 409 620/493 Enclosure Canada Xxxx Xxxxxxxxxx 8/25/00
-----------------------------------------------------------------------------------------------------------------------
Grounding Bracket for
Electrical Equipment PCT/US00/22
Proform 409 620/519 Enclosure 173 PCT Xxxx Xxxxxxxxxx 8/11/00
-----------------------------------------------------------------------------------------------------------------------
Grounding Bracket for
Electrical Equipment
Proform 409 620/082 Enclosure 6252166 09382942 USA Xxxx Xxxxxxxxxx 8/25/99
-----------------------------------------------------------------------------------------------------------------------
Latching Mechanism for
Mounting Plate of Pedestal X. Xxxxxxxxxx, L.
Proform 410 620/491 Closure Assembly Canada Xxxxx, X. Xxxxxxxx 8/22/00
-----------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------
Telecommunications Equipment
399 060 Pedestal Xxxxx etc.
------------------------------------------------------------------------------------------------------------------------
Proform 400 620/518 Pedestal Enclosure Assembly Xxxxx, etc
------------------------------------------------------------------------------------------------------------------------
Proform 400 620/492 Pedestal Enclosure Assembly 7/29/03
------------------------------------------------------------------------------------------------------------------------
Proform 400 620/072 Pedestal Enclosure Assembly 3/6/01 Xxxxx, et 8/4/2019
------------------------------------------------------------------------------------------------------------------------
EMI Shielded
MESA 401 620/514 Telecommunications Enclosure 9/12/00
------------------------------------------------------------------------------------------------------------------------
EMI Shielded
MESA 401 620/060 Telecommunications Enclosure XXXXX ETC.
------------------------------------------------------------------------------------------------------------------------
Blower airflow or single
MESA 402 060 thickness sheet blades XXXXX ETC.
------------------------------------------------------------------------------------------------------------------------
MESA 403 060 High Wind Barrier System XXXXX ETC.
------------------------------------------------------------------------------------------------------------------------
MESA 404 060 Front Post Battery Chamber XXXXX ETC
------------------------------------------------------------------------------------------------------------------------
Advanced Vapor Compression
AVCC 405 620/213 Cooling System (AVCC) XXXXX ETC.
------------------------------------------------------------------------------------------------------------------------
Telecommunications Equipment
ONU 406 620/514 Pedestal Xxxxx, Etc
------------------------------------------------------------------------------------------------------------------------
Telecommunications Equipment
ONU 406 610/087 Pedestal XXXXX ETC.
------------------------------------------------------------------------------------------------------------------------
Telecommunications Equipment
ONU 406 610/119 Pedestal Xxxxx, etc
------------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly
Proform 407 620/490 Design 12/14/01 12/14/2011
------------------------------------------------------------------------------------------------------------------------
Pedestal Closure Assembly
Proform 407 620/072 Design 9/12/00 Xxxxx etc.
------------------------------------------------------------------------------------------------------------------------
Grounding Bracket for
Electrical Equipment
Proform 409 620/493 Enclosure
------------------------------------------------------------------------------------------------------------------------
Grounding Bracket for
Electrical Equipment
Proform 409 620/519 Enclosure
------------------------------------------------------------------------------------------------------------------------
Grounding Bracket for Xxxxx, Day,
Electrical Equipment Xxxxxx,
Proform 409 620/082 Enclosure 6/26/01 Xxxxx
------------------------------------------------------------------------------------------------------------------------
Latching Mechanism for
Mounting Plate of Pedestal
Proform 410 620/491 Closure Assembly
------------------------------------------------------------------------------------------------------------------------
OPPS PATENTS
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
---------------------------------------------------------------------------------------------------------------------------
Latching Mechanism for Mounting X. Xxxxxxxxxx, T.
Plate of Pedestal Closure PCT/US00/22 Xxxxxxxx, L.
Proform 410 620/517 Assembly 166 PCT Xxxxx 8/11/00
---------------------------------------------------------------------------------------------------------------------------
Latching Mechanism for Mounting X. Xxxxxxxxxx, T.
Plate of Pedestal Closure Xxxxxxxx, L.
Proform 410 620/081 Assembly 6244635 09394148 USA Xxxxx 4/20/00
---------------------------------------------------------------------------------------------------------------------------
Multipla Channel Matrix Express
Outdoor enc w/ URLS blk prot on
MESA 413 swing out frnt eqpt door USA Xxxxxx Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Maximizing battery reserve by
MESA 414 620/096 disconnecting non-critical load 6476519 09543483 USA Xxxxx Xxxxxx 4/6/00
---------------------------------------------------------------------------------------------------------------------------
Cooling System for Electronic
Components in an Equipment X. Xxxxxx, M.
MESA 415 630496 Enclosure 6317320 09664655 USA Xxxxxx, X. Xxxxxxx
---------------------------------------------------------------------------------------------------------------------------
Solar Shield for Electonic X. Xxxxxx, J.
MESA 416 620497 Equipment Enclosure 6598668 09548043 USA Xxxxxxxx 4/12/00
---------------------------------------------------------------------------------------------------------------------------
Ground Apparatus for Shielded
I3 417 620/498 Cable and Method of Using Same 6254404 09537021 USA X. Xxxxxxxx 3/28/00
---------------------------------------------------------------------------------------------------------------------------
Termal Block with Reduced
I3 418 620/494 Dielectric Material 6238234 09514071 USA X. Xxxxxxxx 4/21/00
---------------------------------------------------------------------------------------------------------------------------
Terminal Block with Over-torque
I3 419 620/495 protection 09526139 USA X. Xxxxxxxx 3/15/00
---------------------------------------------------------------------------------------------------------------------------
Plastic Cross Flow Exchanger
PHX 420 630/501 (Reltec Plastic UK) 09554358 USA
---------------------------------------------------------------------------------------------------------------------------
Plastic Cross Flow Exchanger
PHX 420 (Reltec Plastic UK) 98952902.9 EP
---------------------------------------------------------------------------------------------------------------------------
Study 000 X0/XX-00 Xxxxx Xxxxxxx Xxxxx XXX
---------------------------------------------------------------------------------------------------------------------------
307 Type & 400/407 Type
Protector blocks & any
Study 422 applications USA
---------------------------------------------------------------------------------------------------------------------------
Xx XxXxxxxx,
Xxxx Xxxxxx, Xxxx
Xxx, Xxxx
Telecommunications Equipment Nesnandy,
ONU 423 610/105 Xxxxxxxx 00000000 Xxxxxx Xxxxxx Xxxx 2/14/00
---------------------------------------------------------------------------------------------------------------------------
Xx XxXxxxxx,
Xxxx Xxxxxx, Xxxx
Xxx, Xxxx
Telecommunications Equipment Nesnandy,
ONU 423 Pedestal USA Xxxxxx Xxxx
---------------------------------------------------------------------------------------------------------------------------
Pin-type electric contact which
can be checked for proper
insertion of & continuity through
Conn 424 its elem USA Xxxx Xxxxxx
---------------------------------------------------------------------------------------------------------------------------
(Continuation of case 389 - IDC
terminal design) Insulation
URLS 000 000-000 Xxxxxxxxxxxx Xxxxxxxx 00000000 XXX Xxxx Xxx 4/12/00
---------------------------------------------------------------------------------------------------------------------------
Plastic Counterflow Heat
PHX 426 620509 Exchanger - design 6364007 09665462 USA X. Xxxxxxx 9/19/00
---------------------------------------------------------------------------------------------------------------------------
System for sealing electrical conn
in terminal blk(Envir Slng of Elect Baum, Sedlecky,
Conn 427 Conn using a gel & greese) 09667m968 USA Aouf 9/22/00
---------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-------------------------------------------------------------------------------------------------------------------------------
Latching Mechanism for Mounting
Plate of Pedestal Closure
Proform 410 620/517 Assembly
-------------------------------------------------------------------------------------------------------------------------------
Latching Mechanism for Mounting
Plate of Pedestal Closure
Proform 410 620/081 Assembly 6/12/01 Xxxxx etc. 22/08/2020
-------------------------------------------------------------------------------------------------------------------------------
Multipla Channel Matrix Express
Outdoor enc w/ URLS blk prot on
MESA 413 swing out frnt eqpt door XXXXX ETC.
-------------------------------------------------------------------------------------------------------------------------------
Maximizing battery reserve by
MESA 414 620/096 disconnecting non-critical load 11/5/2002 XXXXX ETC.
-------------------------------------------------------------------------------------------------------------------------------
Cooling System for Electronic
Components in an Equipment
MESA 415 630496 Enclosure 11/13/01 XXXXX ETC. 9/19/2020
-------------------------------------------------------------------------------------------------------------------------------
Solar Shield for Electonic
MESA 416 620497 Equipment Enclosure 7/29/03 XXXXX ETC.
-------------------------------------------------------------------------------------------------------------------------------
Ground Apparatus for Shielded
I3 417 620/498 Cable and Method of Using Same 7/3/01 JONE ETC. 3/28/01
-------------------------------------------------------------------------------------------------------------------------------
Termal Block with Reduced
I3 418 620/494 Dielectric Material 5/29/01 XXXXX ETC.
-------------------------------------------------------------------------------------------------------------------------------
Terminal Block with Over-torque
I3 419 620/495 protection XXXXX ETC.
-------------------------------------------------------------------------------------------------------------------------------
Plastic Cross Flow Exchanger
PHX 420 630/501 (Reltec Plastic UK) XXXXX ETC
-------------------------------------------------------------------------------------------------------------------------------
Plastic Cross Flow Exchanger
PHX 420 (Reltec Plastic UK)
-------------------------------------------------------------------------------------------------------------------------------
Study 000 X0/XX-00 Xxxxx Xxxxxxx Xxxxx XXXXX ETC.
-------------------------------------------------------------------------------------------------------------------------------
307 Type & 400/407 Type
Protector blocks & any
Study 422 applications XXXXX ETC.
-------------------------------------------------------------------------------------------------------------------------------
Telecommunications Equipment
ONU 423 610/105 Pedestal
-------------------------------------------------------------------------------------------------------------------------------
Telecommunications Equipment
ONU 423 Pedestal XXXXX ETC.
-------------------------------------------------------------------------------------------------------------------------------
Pin-type electric contact which
can be checked for proper
insertion of & continuity through
Conn 424 its elem XXXXX ETC
-------------------------------------------------------------------------------------------------------------------------------
(Continuation of case 389 - IDC
terminal design) Insulation
URLS 000 000-000 Displacement Terminal Xxxxx etc
-------------------------------------------------------------------------------------------------------------------------------
Plastic Counterflow Heat
PHX 426 620509 Exchanger - design 4/2/02
-------------------------------------------------------------------------------------------------------------------------------
System for sealing electrical conn
in terminal blk(Envir Slng of Elect
Conn 427 Conn using a gel & greese)
-------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for X. Xxxxxx, M.
Cooler 432 cooling a batt Philippines Xxxxxx
------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for X. Xxxxxx, M.
Cooler 432 620/213 cooling a batt 6533031 09567528 USA Xxxxxx 5/9/00
------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for X. Xxxxxx, M.
Cooler 432 630636 cooling a batt 6533031 10338341 USA Xxxxxx 1/8/03
------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for X. Xxxxxx, M.
Cooler 432 cooling a batt 01201672.1 EPO Xxxxxx
------------------------------------------------------------------------------------------------------------------------------
Process for making Plastic
PHX 433 Counterflow Heat Exchanger 09664624 USA X. Xxxxxxx 9/19/2000
------------------------------------------------------------------------------------------------------------------------------
High Visibility Cap for a Data
Proform 434 Transmission Pedestal 09800947 USA Xxxx Xxxxxxx 3/6/01
------------------------------------------------------------------------------------------------------------------------------
High Visibility Cap for a Data
Proform 434 Transmission Xxxxxxxx 00000000 XXX Xxxx Xxxxxxx 9/19/00
------------------------------------------------------------------------------------------------------------------------------
Xxx Xxxxxxxx,
TRLS 435 QuickSeal 09783526 USA Xxx Xxxx 2/14/01
------------------------------------------------------------------------------------------------------------------------------
Improved Cooling for Electronic Xxxxxxx Xxxxxx,
Equipment Enclsures using Xxxxxx Xxxxxx,
AVCC 436 effective cold plate/heatsink USA Xxxxxxx Xxxxxx
------------------------------------------------------------------------------------------------------------------------------
Xxxxx Xxxxxx,
Open Compressed Air Vortex Xxxx Xxxxx,
AirBased 437 Tube Heat Management System 6401463 09725539 USA Xxxxxxx Xxxxxx 11/29/00
------------------------------------------------------------------------------------------------------------------------------
Xxxxx Xxxxxx,
Open Compressed Air Vortex PCTUS01442 Xxxx Xxxxx,
AirBased 437 Tube Heat Management System 19 PCT Xxxxxxx Xxxxxx 11/26/01
------------------------------------------------------------------------------------------------------------------------------
Continuously Folded Air to Air
PHX 438 620558 Heat Exchanger Xxxxxxxxxxxx 00000000 XXX Xxxxxx Xxxxxxx 5/10/01
------------------------------------------------------------------------------------------------------------------------------
Xxxxxx Xxxxxxx,
Vented Cap for Equipment Bisher Rayyahin,
ONU 439 620559 Pedestal 6501015 09766766 USA Xxxxxx XxXxxxxx 1/22/01
------------------------------------------------------------------------------------------------------------------------------
Modular Enclosure System for Xxx Xxxxxxx,
Flex 440 Electronci Equipment 09824490 USA Xxxxxx Xxxxxxxx 4/2/01
------------------------------------------------------------------------------------------------------------------------------
Bracket and Shelf Apparatus for Xxxxxxx Xxxxx
MESA 441 620561 Equipment Enclosure 09783420 USA Xxxxxxx 2/14/01
------------------------------------------------------------------------------------------------------------------------------
Coating for improving the Xxx Xxxx, Xxxxxx
Xxxx 442 corrosion resistance USA XxXxxxxx
------------------------------------------------------------------------------------------------------------------------------
Xxxxx Xxxxx, Xxxxx
Xxxx, Xxxxxx
Data Transmission Pedestal with PCT/US02/20 Xxxxxxx, Xxxx
Proform 443 620631 internal service line passage 355 Canada Leschinger 6/26/02
------------------------------------------------------------------------------------------------------------------------------
Xxxxx Xxxxx, Xxxxx
Xxxx, Xxxxxx
Data Transmission Pedestal with Xxxxxxx, Xxxx
Proform 443 620563 internal service line passage 6462269 09900270 USA Leschinger 7/6/2001
------------------------------------------------------------------------------------------------------------------------------
Xxxxx Xxxxx,
Xxxxxx Xxxxxxx,
Proform 444 Proform Pedestal Extention Kit 6455772 09910597 USA Xxxx Xxxxxxxxxx 7/20/01
------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for
Cooler 432 cooling a batt
------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for
Cooler 432 620/213 cooling a batt 3/18/03
------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for
Cooler 432 630636 cooling a batt 3/18/03
------------------------------------------------------------------------------------------------------------------------------
Cooling System to be used to
cool high pow density Elec &
Battery Enc.(Method & apparatus for
Cooler 432 cooling a batt
------------------------------------------------------------------------------------------------------------------------------
Process for making Plastic
PHX 433 Counterflow Heat Exchanger
------------------------------------------------------------------------------------------------------------------------------
High Visibility Cap for a Data
Proform 434 Transmission Pedestal
------------------------------------------------------------------------------------------------------------------------------
High Visibility Cap for a Data
Proform 434 Transmission Pedestal
------------------------------------------------------------------------------------------------------------------------------
TRLS 435 QuickSeal
------------------------------------------------------------------------------------------------------------------------------
Improved Cooling for Electronic
Equipment Enclsures using
AVCC 436 effective cold plate/heatsink
------------------------------------------------------------------------------------------------------------------------------
Open Compressed Air Vortex
AirBased 437 Tube Heat Management System 6/11/02 Xxxxx etc
------------------------------------------------------------------------------------------------------------------------------
Open Compressed Air Vortex
AirBased 437 Tube Heat Management System
------------------------------------------------------------------------------------------------------------------------------
Continuously Folded Air to Air US-2002-
PHX 438 620558 Heat Exchanger Construction 0166657-A1 11/14/2002
------------------------------------------------------------------------------------------------------------------------------
Vented Cap for Equipment 2002-0096346-
ONU 439 620559 Pedestal 12/31/02 A1 7/25/2002
------------------------------------------------------------------------------------------------------------------------------
Modular Enclosure System for US-2002-
Flex 440 Electronci Equipment 0140325-A1 10/3/2002
------------------------------------------------------------------------------------------------------------------------------
Bracket and Shelf Apparatus for
MESA 441 620561 Equipment Enclosure
------------------------------------------------------------------------------------------------------------------------------
Coating for improving the
Conn 442 corrosion resistance
------------------------------------------------------------------------------------------------------------------------------
Data Transmission Pedestal with
Proform 443 620631 internal service line passage
------------------------------------------------------------------------------------------------------------------------------
Data Transmission Pedestal with
Proform 443 620563 internal service line passage 10/8/02 Xxxxx Day
------------------------------------------------------------------------------------------------------------------------------
Proform 444 Proform Pedestal Extention Kit 9/24/2002 620564
------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
------------------------------------------------------------------------------------------------------------------------------
Xxxxx Xxxxx,
PCT/US02/20 Xxxxxx Xxxxxxx,
Proform 444 Proform Pedestal Extention Kit 000 Xxxxxx Xxxx Xxxxxxxxxx 6/26/02
------------------------------------------------------------------------------------------------------------------------------
Xxxxx Xxxxx,
Data Transmission pedestal with Xxxxxx Xxxxxxx,
two piece base (Proform Split Xxxxx Xxxxxxx,
Proform 445 Base) 6598949 09827678 USA Xxxx Xxxxxxxxxx 4/6/01
------------------------------------------------------------------------------------------------------------------------------
Containment System for Batteries Xxxxxxx Xxxxx
MESA 446 620619 of an Equipment Enclosure 2371553 Canada Xxxxxxx 2/14/02
------------------------------------------------------------------------------------------------------------------------------
Containment System for Batteries Xxxxxxx Xxxxx
MESA 446 620566 of an Equipment Enclosure 6629737 09782831 USA Xxxxxxx 2/14/01
------------------------------------------------------------------------------------------------------------------------------
Xxx Xxxx, Xxxxxx
Protective Coating and Method of Xxxxxx, Xx
Xxxx 447 Application of same 09758081 USA XxXxxxxx 1/10/01
------------------------------------------------------------------------------------------------------------------------------
S. Willern, J.
Chip Small Scale Chip Cooler Xxxxxxx, M.
Cooler 449 630570 Xxxxxxxx 00000000 XXX Cosley, X. Xxxxxxx 1/14/02
------------------------------------------------------------------------------------------------------------------------------
Emergency Exhaust System B. Rayyahin, M.
MESA 450 (EES) fro Electronic Enc. (MESA) USA Cosley
------------------------------------------------------------------------------------------------------------------------------
Air Conditioner Assembly for
AVCC 451 Electronic Equipment Enclosure USA X. Xxxxxx
------------------------------------------------------------------------------------------------------------------------------
Prot 452 620573 Coaxial Protector 6636408 09817862 USA X. Xxxxxxxx 3/26/01
------------------------------------------------------------------------------------------------------------------------------
Closed Loop Vortex Tube Cooling
AirBased 453 System USA N. Dukhan
------------------------------------------------------------------------------------------------------------------------------
Process for making and
assembling a plastic heat
PHX 454 620575 exchanger core housing 09852559 USA X. Xxxxxxx 5/10/01
------------------------------------------------------------------------------------------------------------------------------
Card Cage with impingement
AirBased 455 cooling USA X. Xxxxxx
------------------------------------------------------------------------------------------------------------------------------
N. Dukhan, M.
AirBased 456 Enclosure Storage System USA Cosley
------------------------------------------------------------------------------------------------------------------------------
Chip
Cooler 457 PCB Cooling System USA X. Xxxxxx
------------------------------------------------------------------------------------------------------------------------------
Chip
Cooler 458 Hybrid Cooling System USA X. Xxxxxx
------------------------------------------------------------------------------------------------------------------------------
Link 459 Non-Metallic Enclosure USA X. Xxxx, X. Xxxxxx
------------------------------------------------------------------------------------------------------------------------------
X. Xxxxxxx, S.
AVCC 460 Split System Air Conditioner USA Xxxxxx, X. Xxxxxx
------------------------------------------------------------------------------------------------------------------------------
MESA 462 Anti-rattle Door Guide USA X. Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------
MESA 463 Lid Mounted Fan USA X. Xxxxxxx
------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
------------------------------------------------------------------------------------------------------------------------------
Proform 444 Proform Pedestal Extention Kit 620632
------------------------------------------------------------------------------------------------------------------------------
Data Transmission pedestal with
two piece base (Proform Split US-2002-
Proform 445 Base) 7/29/03 Xxxxx 0145367-A1 10/8/2002
------------------------------------------------------------------------------------------------------------------------------
Containment System for Batteries US-2002-
MESA 446 620619 of an Equipment Enclosure 0109440-A1 8/15/2002
------------------------------------------------------------------------------------------------------------------------------
Containment System for Batteries US-2002-
MESA 446 620566 of an Equipment Enclosure 10/7/03 0109440-A1 8/15/2002
------------------------------------------------------------------------------------------------------------------------------
Protective Coating and Method of
Conn 447 Application of same
------------------------------------------------------------------------------------------------------------------------------
Chip Small Scale Chip Cooler US200301319
Cooler 449 630570 Assembly 72A1 7/17/2003
------------------------------------------------------------------------------------------------------------------------------
Emergency Exhaust System
MESA 450 (EES) fro Electronic Enc. (MESA)
------------------------------------------------------------------------------------------------------------------------------
Air Conditioner Assembly for
AVCC 451 Electronic Equipment Enclosure
------------------------------------------------------------------------------------------------------------------------------
US-2002-
Prot 452 620573 Coaxial Protector 10/21/03 0135963-A1 9/26/2002
------------------------------------------------------------------------------------------------------------------------------
Closed Loop Vortex Tube Cooling
AirBased 453 System
------------------------------------------------------------------------------------------------------------------------------
Process for making and
assembling a plastic heat 2002-0166233-
PHX 454 620575 exchanger core housing A1 11/14/2002
------------------------------------------------------------------------------------------------------------------------------
Card Cage with impingement
AirBased 455 cooling
------------------------------------------------------------------------------------------------------------------------------
AirBased 456 Enclosure Storage System
------------------------------------------------------------------------------------------------------------------------------
Chip
Cooler 457 PCB Cooling System
------------------------------------------------------------------------------------------------------------------------------
Chip
Cooler 458 Hybrid Cooling System
------------------------------------------------------------------------------------------------------------------------------
Link 459 Non-Metallic Enclosure
------------------------------------------------------------------------------------------------------------------------------
AVCC 460 Split System Air Conditioner
------------------------------------------------------------------------------------------------------------------------------
MESA 462 Anti-rattle Door Guide
------------------------------------------------------------------------------------------------------------------------------
MESA 463 Lid Mounted Fan
------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
----------------------------------------------------------------------------------------------------------------------------
X. Xxxxxxx, M.
AVCC 464 Fully redundant split system USA Cosley, X. Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
X. Xxxxxxx, M.
AVCC 465 Rack Mounted Evaporator USA Cosley
----------------------------------------------------------------------------------------------------------------------------
X. Xxxxxx,
DC Power efficient, Compact CD X.Xxxxxxx,R.
Cooler 468 620628 Cooling System 6345512 09882655 USA Xxxxxxxxx 6/14/01
----------------------------------------------------------------------------------------------------------------------------
process to extract air pockets
entrapped in sealant such as
TRLS 469 grease, gel USA Xxx Xxxx
----------------------------------------------------------------------------------------------------------------------------
Use of a room temperature
vulcanizing (RTV) rubber as a Xxx Xxxx, Xxx
TRLS 470 cast-in-placfe grommet USA Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------
Improved modular components
and assembly techniques for
terminal blocks (is now part of Xxx Xxxx, Xxx
TRLS 471 case 487) USA Xxxxxxxx
----------------------------------------------------------------------------------------------------------------------------
Economical Sealing Approach for
terminal block construction (is X. Xxxx, D.
TRLS 472 now part of case 487) USA Xxxxxxxx, M. Aouf
----------------------------------------------------------------------------------------------------------------------------
Xxxxx X.
Back-Up DC Vent System for Xxxxxxx, Xxxxxx
Flex 473 Equipment Enclosure 6579168 10038637 USA X. Xxxxxx 1/3/02
----------------------------------------------------------------------------------------------------------------------------
Molded foam seal for air to air
PHX 474 heat exchanger USA Xxx Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
Xxx Xxxxx,
Xxxxxxx Xxxxxxx,
Surge protection cartridge with Xx XxXxxxxx, Xxx
URLS 475 three-way attachment clip 6556411 10114145 USA Xxxx 4/2/02
----------------------------------------------------------------------------------------------------------------------------
use of an over-molded grommets
in environmentally sealing a Xxx Xxxxxxxx,
terminal block (is now part of case Xxx Xxxx, Xxx
TRLS 476 487) USA Aouf
----------------------------------------------------------------------------------------------------------------------------
Chip
Cooler 477 Chip Level Impingement Cooling USA X. Xxxxxx
----------------------------------------------------------------------------------------------------------------------------
VTCR-Voltage temperature
MESA 478 Control Relay USA X. Xxx, X. Xxxxx
----------------------------------------------------------------------------------------------------------------------------
Method of sealing plastic heat
exchanger plates into a stack
arrangement either one seal at a
PHX 479 time USA X. Xxxxxxx
----------------------------------------------------------------------------------------------------------------------------
Over-voltage Protection System
for Telecommunications IDC
URLS 480 terminal block USA A. Gara, X. Xxxxx
----------------------------------------------------------------------------------------------------------------------------
Xxx Xxxxx,
Sub-application for tip clip (used Xxxxxxx Xxxxxxx,
with case 475 surge protection Xx XxXxxxxx,
URLS 481 620642 cartridge) 10114138 USA Xxxx Xxx 4/2/02
----------------------------------------------------------------------------------------------------------------------------
Controlled Volume Sealed
MESA 482 Thermal Management System USA Xxx Xxxxxx
----------------------------------------------------------------------------------------------------------------------------
BellSouth Marconi ASDL Tandem
X-Conn 483 Cabinets USA
----------------------------------------------------------------------------------------------------------------------------
Xxx Xxxxxxxx, Xx
Xxxx 484 F-Drop Adapter USA XxXxxxxx
----------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-------------------------------------------------------------------------------------------------------------------------------
AVCC 464 Fully redundant split system
-------------------------------------------------------------------------------------------------------------------------------
AVCC 465 Rack Mounted Evaporator
-------------------------------------------------------------------------------------------------------------------------------
DC Power efficient, Compact CD
Cooler 468 620628 Cooling System 2/12/02 6/15/2001
-------------------------------------------------------------------------------------------------------------------------------
process to extract air pockets
entrapped in sealant such as
TRLS 469 grease, gel
-------------------------------------------------------------------------------------------------------------------------------
Use of a room temperature
vulcanizing (RTV) rubber as a
TRLS 470 cast-in-placfe grommet
-------------------------------------------------------------------------------------------------------------------------------
Improved modular components
and assembly techniques for
terminal blocks (is now part of
TRLS 471 case 487)
-------------------------------------------------------------------------------------------------------------------------------
Economical Sealing Approach for
terminal block construction (is
TRLS 472 now part of case 487)
-------------------------------------------------------------------------------------------------------------------------------
Back-Up DC Vent System for
Flex 473 Equipment Enclosure 6/17/03
-------------------------------------------------------------------------------------------------------------------------------
Molded foam seal for air to air
PHX 474 heat exchanger
-------------------------------------------------------------------------------------------------------------------------------
Surge protection cartridge with
URLS 475 three-way attachment clip 4/29/03 4/2/2022
-------------------------------------------------------------------------------------------------------------------------------
use of an over-molded grommets
in environmentally sealing a
terminal block (is now part of case
TRLS 476 487)
-------------------------------------------------------------------------------------------------------------------------------
Chip
Cooler 477 Chip Level Impingement Cooling
-------------------------------------------------------------------------------------------------------------------------------
VTCR-Voltage temperature
MESA 478 Control Relay
-------------------------------------------------------------------------------------------------------------------------------
Method of sealing plastic heat
exchanger plates into a stack
arrangement either one seal at a
PHX 479 time
-------------------------------------------------------------------------------------------------------------------------------
Over-voltage Protection System
for Telecommunications IDC
URLS 480 terminal block
-------------------------------------------------------------------------------------------------------------------------------
Sub-application for tip clip (used
with case 475 surge protection
URLS 481 620642 cartridge) 3/26/2003
-------------------------------------------------------------------------------------------------------------------------------
Controlled Volume Sealed
MESA 482 Thermal Management System
-------------------------------------------------------------------------------------------------------------------------------
BellSouth Marconi ASDL Tandem
X-Conn 483 Cabinets
-------------------------------------------------------------------------------------------------------------------------------
Conn 484 F-Drop Adapter
-------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent Serial Filing
Family Number Number Title Number Number Country Inventor Date
--------------------------------------------------------------------------------------------------------------------------
One Dimensional Battery
MESA 485 Restraint System USA Xxx Xxxxx
--------------------------------------------------------------------------------------------------------------------------
Two Dimensional Battery
MESA 486 Restrain USA Xxx Xxxxx
--------------------------------------------------------------------------------------------------------------------------
Xxx Xxxxxxxx,
Xxx Xxxx, Xxx
TRLS 487 Modular Xxxxxxxx Xxxxx Xxxxxxxx 00000000 XXX Aouf 12/31/02
--------------------------------------------------------------------------------------------------------------------------
Improved Pedestal Closure Xx XxXxxxxx,
Proform 488 Assembly (ProFormNG) USA Xxxxx Xxxxxxx
--------------------------------------------------------------------------------------------------------------------------
Plastic Counter Flow Heat
PHX 489 Exchanger USA Xxxx Xxxxxxx
--------------------------------------------------------------------------------------------------------------------------
Quarter Turn Slide Assembly Xx XxXxxxxx,
Proform 490 (Slam Lock) USA Xxxxx Xxxxxxx
--------------------------------------------------------------------------------------------------------------------------
Xxxxxx Xxxxxx,
Xxxxx Xxxxxx,
MESA 491 MESA Mediafiller USA Xxxx Xxxxxx
--------------------------------------------------------------------------------------------------------------------------
Apparatus for Cooling a Battery in Xxxxxx Xxxxxx,
492 an outdoor equipment cabient 10338341 USA Xxxx Xxxxxx 1/8/03
--------------------------------------------------------------------------------------------------------------------------
Exhaust System for Electronic Xxxx Xxxxxx,
493 DIV 620643 Equipment Xxxxxxxxx 00000000 XXX Xxxxxx Xxxxxxxx 6/4/03
--------------------------------------------------------------------------------------------------------------------------
DC-DC Converter Including an
494 Ultra Capacitor USA Xxxxx Giancterino
--------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use
Prot CAN w/Data Lines 1248054 588,543 Canada X. Xxxx, Xxxxxx 32526
--------------------------------------------------------------------------------------------------------------------------
Single Line Arrestor with Ground
Prot CAN Strip 1278431 588,796 Canada Xxxxxxxxx 1/20/89
--------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot CAN Unit 2016652 Canada X. Xxxxxxx, Rust 4/23/90
--------------------------------------------------------------------------------------------------------------------------
Terminal Block for Single Line
D8653 Arrestor 4878146 188.353 USA Xxxxxxxxx 4/29/88
--------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Issue Date Associates Date Number Date
-------------------------------------------------------------------------------------------------------------------------------
One Dimensional Battery
MESA 485 Restraint System
-------------------------------------------------------------------------------------------------------------------------------
Two Demensional Battery
MESA 486 Restrain
-------------------------------------------------------------------------------------------------------------------------------
TRLS 487 Modular Terminal Block Assembly
-------------------------------------------------------------------------------------------------------------------------------
Improved Pedestal Closure
Proform 488 Assembly (ProFormNG)
-------------------------------------------------------------------------------------------------------------------------------
Plastic Counter Flow Heat
PHX 489 Exchanger
-------------------------------------------------------------------------------------------------------------------------------
Quarter Turn Slide Assembly
Proform 490 (Slam Lock)
-------------------------------------------------------------------------------------------------------------------------------
MESA 491 MESA Mediafiller
-------------------------------------------------------------------------------------------------------------------------------
Apparatus for Cooling a Battery in US200300942
492 an outdoor equipment cabient 63A1 22/5/2003
-------------------------------------------------------------------------------------------------------------------------------
Exhaust System for Electronic US200301926
493 DIV 620643 Equipment Enclosure 75A1 16/10/2003
-------------------------------------------------------------------------------------------------------------------------------
DC-DC Converter Including an
494 Ultra Capacitor
-------------------------------------------------------------------------------------------------------------------------------
Overvoltage Protector for Use Xxxxxx &
Prot CAN w/Data Lines 3/21/89 Xxxxxx
-------------------------------------------------------------------------------------------------------------------------------
Single Line Arrestor with Ground Xxxxxx &
Prot CAN Strip 3/22/89 Xxxxxx
-------------------------------------------------------------------------------------------------------------------------------
Line Protector for Communication
Prot CAN Unit Xxxxxxx/315
-------------------------------------------------------------------------------------------------------------------------------
Terminal Block for Single Line
D8653 Arrestor 10/31/89 Xxxxxxx
-------------------------------------------------------------------------------------------------------------------------------
Individual
Product Case Lawyer's Patent
Family Number Number Title Number Serial Number Country Inventor
-----------------------------------------------------------------------------------------------------------------------------------
Power 630002 Control for a series resonant power converter 4,727,469 29216 USA Kammiller
Power 630003 Current Sensing Circuit for use with
decoupled half bridge converter 4,761,727 140874 USA Kammiller
Power 630004 Frequency controlled preload 4,831,507 242558 USA Xxxxxx, Xxxxxxxxx
Power 630005 Power factor correction circuit 4,855,890 265327 USA Kammiller
Power 630006 solid state ringing switch 4,955,053 490068 USA Xxxxxxxx
Power 630007 Voltage controlled preload 5,122,945 693561 USA Marawi
Apparatus for temperature compensating one or
Power 630008 more battery chargers 5,180,962 553228 USA Xxxxxxxxxxxx, Xxxxx
Full bridge phase displaced resonant
transition circuit for obtaining constant
resonant transition current from 0
Power 630009 phase angle to 000 xxxxx xxxxx 5,563,775 260524 USA Kammiller
Power 630010 Drive circuit for SCR device 5,654,661 567299 USA Kammiller
Power supply system including thermal current Goodlive, Kalivas,
Power 630011 limiting protection 5,640,059 576784 USA Kammiller
Variable bandwidth control for power factor
Power 630012 correction 5,619,405 576620 USA Kavivas, Kammiller
Circuitry to maintain proper current
Power 630013 transformer operation 5,610,508 260767 USA Kammiller
Winding construction for use in planar
Power 630014 magnetics 5,559,487 241176 USA Xxxxxxx, Xxx
Power 630015 Method for making a xxxx wire connection 5,517,755 225909 USA Xxxxxx
Power 630028 Modular DC distribution unit and system 5,726,852 717482 USA Xxxxxxxx, Xxxxxxxxxx
Power distribution system with over-current
Power 630029 protection 5,706,157 697239 USA Xxxx, Galecki
Power distribution system with over-current
Power 630054 protection 6,215,633 09/480979 USA Xxxx, Xxxxxxx
Power distribution system with over-current
Power 630055 protection 6,362,943 09/630715 USA Xxxx, Galecki
Power distribution system with over-current
Power 630102 protection 6,449,136 09/782122 USA Xxxx, Xxxxxxx
Power 630040 System level current sensing 5,819,389 726318 USA Xxxxxxxxxxxx, Lock,
Xxxxxxxx, Plow
Reset circuit for current transformer having
Power 630043 short reset interval 5,930,123 08/696505 USA Kammiller
Active clamp used to maintain proper current
Power 630044 transformer operation 5,923,548 08/827235 USA Kammiller
Power 630045 Energy recovery circuit for use in a converter 5,864,471 08/827234 USA Kammiller, Xxxxx
Power 630046 Multisided communications distribution cabinet 5,901,033 08/854894 USA Xxxxxxxx, Michlovic
Multisided communications distribution Cleveland, Crawford,
Power 630047 cabinet having adjustable tie rod 5,982,610 09/085854 USA Michlovic
Power 630048 Modular precharge circuit 5,986,558 09/087241 USA Xxxxxxxx, Michlovic
Individual
Product Case Lawyer's
Family Number Number Title Filing Date Issue Date Associates
-----------------------------------------------------------------------------------------------------------------
Power 630002 Control for a series resonant power converter 23/3/1987 23/3/1988 JDRP
Power 630003 Current Sensing Circuit for use with
decoupled half bridge converter 6/1/1988 2/8/1988 JDRP
Power 630004 Frequency controlled preload 12/9/1988 16/5/1989 JDRP
Power 630005 Power factor correction circuit 27/10/1988 8/8/1989 JDRP
Power 630006 solid state ringing switch 16/3/1990 4/9/1990 JDRP
Power 630007 Voltage controlled preload 30/4/1991 16/6/1992 JDRP
Apparatus for temperature compensating one or
Power 630008 more battery chargers 16/7/1990 19/1/1993 JDRP
Full bridge phase displaced resonant
transition circuit for obtaining constant
resonant transition current from 0
Power 630009 phase angle to 180 phase angle 16/6/1994 8/10/1996 JDRP
Power 630010 Drive circuit for SCR device 5/12/1995 5/8/1997 JDRP
Power supply system including thermal current
Power 630011 limiting protection 21/12/1995 17/6/1997 JDRP
Variable bandwidth control for power factor
Power 630012 correction 21/12/1995 8/4/1997 JDRP
Circuitry to maintain proper current
Power 630013 transformer operation 16/6/1994 11/3/1997 JDRP
Winding construction for use in planar
Power 630014 magnetics 10/5/1994 24/9/1996 JDRP
Power 630015 Method for making a litz wire connection 8/4/1994 21/5/1996 JDRP
Power 630028 Modular DC distribution unit and system 20/9/1996 10/3/1998 JDRP
Power distribution system with over-current
Power 630029 protection 6/2/1996 6/1/1998 JDRP
Power distribution system with over-current
Power 630054 protection 10/1/2000 10/4/2001 JDRP
Power distribution system with over-current
Power 630055 protection 2/8/2000 26/3/2002 JDRP
Power distribution system with over-current
Power 630102 protection 13/2/2001 10/9/2002 JDRP
Power 630040 System level current sensing 3/10/1996 29/9/1998 JDRP
Reset circuit for current transformer having
Power 630043 short reset interval 14/8/1996 27/7/1999 JDRP
Active clamp used to maintain proper current
Power 630044 transformer operation 28/3/1997 13/7/1999 JDRP
Power 630045 Energy recovery circuit for use in a converter 28/3/1997 26/1/1999 JDRP
Power 630046 Multisided communications distribution cabinet 13/5/1997 4/5/1999 JDRP
Multisided communications distribution
Power 630047 cabinet having adjustable tie rod 27/5/1998 9/11/1999 JDRP
Power 630048 Modular precharge circuit 29/5/1998 16/11/1999 JDRP
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Date Number Date
---------------------------------------------------------------------------------------------------------------------
Power 630002 Control for a series resonant power converter 27/3/2007
Current Sensing Circuit for use with
Power 630003 decoupled half bridge converter 6/1/2008
Power 630004 Frequency controlled preload 12/9/2008
Power 630005 Power factor corrction circuit 27/10/2008
Power 630006 solid state ringing switch 16/3/2010
Power 630007 Voltage controlled preload 30/4/2001
Apparatus for temperature compensating one or
Power 630008 more battery chargers 16/7/2010
Full bridge phase displaced resonant
transition circuit for obtaining constant
resonant transition current from 0
Power 630009 phase angle to 180 phase angle 16/6/2014
Power 630010 Drive circuit for SCR device 5/12/2015
Power supply system including thermal current
Power 630011 limiting protection 21/12/2015
Variable bandwidth control for power factor
Power 630012 correction 21/12/2015
Circuitry to maintain proper current
Power 630013 transformer operation 16/6/2014
Winding construction for use in planar
Power 630014 magnetics 10/5/2014
Power 630015 Method for making a litz wire connection 8/4/2014
Power 630028 Modular DC distribution unit and system 20/9/2016
Power distribution system with over-current
Power 630029 protection 26/2/2016
Power distribution system with over-current
Power 630054 protection 26/2/2016
Power distribution system with over-current
Power 630055 protection 26/2/2016
Power distribution system with over-current
Power 630102 protection 26/2/2016
Power 630040 System level current sensing 3/10/2016
Reset circuit for current transformer having
Power 630043 short reset interval 14/8/2106
Active clamp used to maintain proper current
Power 630044 transformer operation 28/3/2017
Power 630045 Energy recovery circuit for use in a converter 28/3/2017
Power 630046 Multisided communications distribution cabinet 13/5/2017
Multisided communications distribution
Power 630047 cabinet having adjustable tie rod 27/5/2018
Power 630048 Modular precharge circuit 29/5/2018
Page 1
Individual
Product Case Lawyer's Patent
Family Number Number Title Number Serial Number Country Inventor
------------------------------------------------------------------------------------------------------------------------------------
Power 630049 Stiffened relay rack 6,349,837 09/709843 USA Serban
printed circuit board mounting system for
Power 630050 bullet breakers 6,414,245 09/726364 USA Lopp, Ruess, Siegmund
Power 630051 Battery disconnect system 6,492,745 09/618085 USA Colley, Giancaterino
Colley, Essi, Garrett,
Power 630060 Battery monitoring system 6,498,491 09/766351 USA Plow
Colley, Essi, Garrett,
Power 630103 Battery monitoring system PCT/US01/1404 PCT Plow
Colley, Essi, Garrett,
Power 630116 Battery monitoring system 2408376 Canada Plow
Colley, Essi, Garrett,
Power 630117 Battery monitoring system PA/a2002/0109 Mexico Plow
Power 630055 Telecommunications power distribution panel 6,358,099 09/703016 USA Kolody, Lewis
Power distribution circuit board with bullet Estep, Kolody, Lewis,
Power 630057 connectors 6,359,770 09/703120 USA McWilliams, Trifiletti
Power distribution circuit board with bullet Estep, Kolody, Lewis,
Power 630110 connectors PCT/US01/4839 PCT McWilliams, Trifiletti
Power distribution circuit board with bullet Estep, Kolody, Lewis,
Power 630124 connectors 2427275 Canada McWilliams, Trifiletti
Power distribution circuit board with bullet Estep, Kolody, Lewis,
Power 630125 connectors PA/a2003/0036 Mexico McWilliams, Trifiletti
circuit for obtaining optimum ZVS operation
Power 630061 in a series connected (split) full bridge USA Kammiller
Power 630062 Inrush limiting circuit using phase control USA Kammiller
Novel coupled inductor with coupling factor
Power 630063 changeable over a wide range USA Kammiller
Power factor correction circuit for high
Power 630064 voltages USA Kammiller
Fattman, Kolody,
Power 630104 Power distribution backplane 09/861148 USA Lewis, Trifiletti
Fattman, Kolody,
Power 630114 Power distribution backplane PCT/US02/1428 PCT Lewis, Trifiletti
Fattman, Kolody,
Power 630122 Power distribution backplane 2415079 Canada Lewis, Trifiletti
Fattman, Kolody,
Power 630123 Power distribution backplane PA/a2003/0004 Mexico Lewis, Trifiletti
Fattman, Kolody,
Power 630105 Combined fuse holder and current monitor 09/861204 USA Lewis, Trifiletti
Fattman, Kolody,
Power 630112 Combined fuse holder and current monitor PCT/US02/1428 PCT Lewis, Trifiletti
Fattman, Kolody,
Power 630120 Combined fuse holder and current monitor 2416047 Canada Lewis, Trifiletti
Fattman, Kolody,
Power 630121 Combined fuse holder and current monitor PA/a2003/0004 Mexico Lewis, Trifiletti
Power systems, power circuits and components Elek, Felty,
Power 630106 for power systems 10/152883 USA Kammiller, Knurek
Individual
Product Case Lawyer's
Family Number Number Title Filing Date Issue Date Associates
-----------------------------------------------------------------------------------------------------------------
Power 630049 Stiffened relay rack 10/11/2000 26/2/2002 JDRP
printed circuit board mounting system for
Power 630050 bullet breakers 30/11/2000 2/7/2002 JDRP
Power 630051 Battery disconnect system 17/7/2000 10/12/2002 JDRP
Power 630060 Battery monitoring system 19/1/2001 24/12/2002 JDRP
Power 630103 Battery monitoring system 19/1/2001 JDRP
Power 630116 Battery monitoring system 19/1/2001 JDRP
Power 630117 Battery monitoring system 19/1/2001 JDRP
Power 630055 Telecommunications power distribution panel 31/10/2000 19/3/2002 JDRP
Power distribution circuit board with bullet
Power 630057 connectors 31/10/2000 19/3/2002 JDRP
Power distribution circuit board with bullet
Power 630110 connectors 31/10/2000 JDRP
Power distribution circuit board with bullet
Power 630124 connectors 31/10/2000 JDRP
Power distribution circuit board with bullet
Power 630125 connectors 25/4/2003 JDRP
circuit for obtaining optimum ZVS operation
Power 630061 in a series connected (split) full bridge 21/5/2002 JDRP
Power 630062 Inrush limiting circuit using phase control 21/5/2002 JDRP
Novel coupled inductor with coupling factor
Power 630063 changeable over a wide range 21/5/2002 JDRP
Power factor correction circuit for high
Power 630064 voltages JDRP
Power 630104 Power distribution backplane 18/5/2001 JDRP
Power 630114 Power distribution backplane 6/5/2002 JDRP
Power 630122 Power distribution backplane 6/5/2002 JDRP
Power 630123 Power distribution backplane 14/1/2003 JDRP
Power 630105 Combined fuse holder and current monitor 18/5/2001 JDRP
Power 630112 Combined fuse holder and current monitor 6/5/2002 JDRP
Power 630120 Combined fuse holder and current monitor 6/5/2002 JDRP
Power 630121 Combined fuse holder and current monitor 15/1/2003 JDRP
Power systems, power circuits and components
Power 630106 for power systems 21/5/2002 JDRP
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Date Number Date
------------------------------------------------------------------------------------------------------------------
Power 630049 Stiffened relay rack 10/11/2020
printed circuit board mounting system for
Power 630050 bullet breakers 30/11/2020
Power 630051 Battery disconnect system 24/5/2021
Power 630060 Battery monitoring system 9/5/2020
Power 630103 Battery monitoring system
Power 630116 Battery monitoring system
Power 630117 Battery monitoring system
Power 630055 Telecommunications power distribution panel 31/10/2020
Power distribution circuit board with bullet
Power 630057 connectors 31/10/2020
Power distribution circuit board with bullet
Power 630110 connectors
Power distribution circuit board with bullet
Power 630124 connectors
Power distribution circuit board with bullet
Power 630125 connectors
circuit for obtaining optimum ZVS operation
Power 630061 in a series connected (split) full bridge
Power 630062 Inrush limiting circuit using phase control
Novel coupled inductor with coupling factor
Power 630063 changeable over a wide range
Power factor correction circuit for high
Power 630064 voltages
Power 630104 Power distribution backplane
Power 630114 Power distribution backplane
Power 630122 Power distribution backplane
Power 630123 Power distribution backplane
Power 630105 Combined fuse holder and current monitor
Power 630112 Combined fuse holder and current monitor
Power 630120 Combined fuse holder and current monitor
Power 630121 Combined fuse holder and current monitor
Power systems, power circuits and components
Power 630106 for power systems
Page 2
Individual
Product Case Lawyer's Patent
Family Number Number Title Number Serial Number Country Inventor
-----------------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and components Elek, Felty,
Power 630115 for power systems PCT/US02/1612 PCT Kammiller, Knurek
Power systems, power circuits and components Elek, Felty,
Power 630118 for power systems 2415235 Canada Kammiller, Knurek
Power systems, power circuits and components Elek, Felty,
Power 630119 for power systems PA/a2003/0006 Mexico Kammiller, Knurek
Power 630107 Improved fan guard assembly USA Kammiller
Adaptive control system for power Elek, Felty,
Power 630108 conditioning unit USA Kammiller, Knurek
Elek, Felty,
Power 630109 Active AC current balance system USA Kammiller, Knurek
Individual
Product Case Lawyer's
Family Number Number Title Filing Date Issue Date Associates
-------------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and components
Power 630115 for power systems 21/5/2002 JDRP
Power systems, power circuits and components
Power 630118 for power systems 21/5/2002 JDRP
Power systems, power circuits and components
Power 630119 for power systems 20/1/2003 JDRP
Power 630107 Improved fan guard assembly JDRP
Adaptive control system for power
Power 630108 conditioning unit JDRP
Power 630109 Active AC current balance system JDRP
Individual
Product Case Lawyer's Expiration Publication Publication
Family Number Number Title Date Number Date
--------------------------------------------------------------------------------------------------------------------
Power systems, power circuits and components
Power 630115 for power systems
Power systems, power circuits and components
Power 630118 for power systems
Power systems, power circuits and components
Power 630119 for power systems
Power 630107 Improved fan guard assembly
Adaptive control system for power
Power 630108 conditioning unit
Power 630109 Active AC current balance system
Page 3
Friday, December 05, 2003 MARCONI TEST SYSTEMS PATENT STATUS REPORT Page 1
------------------------------------------------------------------------------------------------------------------------------------
COUNTRY APP # FILING DATE PATENT# ISSUE DATE CAM ATTORNEY REMARKS
------------------------------------------------------------------------------------------------------------------------------------
FAMILY NUMBER: 560043680001 TITLE: METHOD AND APPARATUS FOR D1GITALLY CONTROLLING INVENTORS:
GAIN IN A TALKING PATH BALTHROP, SR., CHRIS A
MUTZABAUGH, PATRICIA K
PORTER, JOHN M
566898 12/4/95 5,640,433 6/17/97 002 12/17/2004 2nd Maintenance SZCZEBAK, JR., EDWARD J
fee due; 12/17/2008 3rd
Maintenance fee due;
9/11/2012 Expiration date
567140 12/4/95 5,652,712 7/29/97 003 1/29/2005 2nd Maintenance
fee due; 1/29/2009 3rd
Maintenance fee due;
9/11/2012 Expiration date
SCHEDULE 1.1G
PURCHASER'S KNOWLEDGE
1. Keith Pratt
2. Leon Blackburn
3. Amy Paul
4. Jim Sackman
22
SCHEDULE 1.1H
SELLER'S KNOWLEDGE
1. David Smith
2. Mark Pentz
3. Richard McPhail
4. Stanley Wright
5. Dean DeGross
6. Paul Cavanaugh
7. Bobbie Snowball
8. Colin Hoste
9. Mike English
10. Mark Cannata
11. Richard Schroder
12. Douglas Kramer
13. Cynthia Jacovetty
23
SCHEDULE 1.1I
SHARED CONTRACTS
Shared Customer Contracts.
1. Agreement No. PR-6804-A, dated July 31, 1992, between BellSouth
Telecommunications, Inc. and Reliance Comm/Tec Corporation,
Transmission Systems Division (as amended) (92-116-GPS).
2. Letter of Agreement No. PR-7246B-A-00006, CEV, dated March 13, 2000,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding CEV Turnkey Services) (92-116-LOA-6).
3. Subject to Section 6.17 of the Agreement, System Purchase Agreement,
dated as of October 29, 2001, by and between Grande Communications,
Inc. and Marconi Communications, Inc. (01-355-PUR) (as amended by the
Letter Agreement, dated December 16, 2002, between Grande
Communications, Inc. and Marconi Communications, Inc.).
4. Product Purchase Agreement (Contract Number 999999-93-03), dated August
11, 1993, by and between Marconi Communications, Inc. and Telesector
Resources Group, Inc. (as amended) (93-101-GPA).
5. Lab Test Agreement, dated March 27, 2000, between Telesector Resources
Group (d/b/a Bell Atlantic Network Services) and Marconi
Communications, Inc. (00-128-OTH).
6. General Agreement, dated July 7, 1992, between Southwestern Bell
Telephone Company and Reliance Comm/Tec Corporation. (Contract No.
CO412M1) (92-114-GPS).
7. Agreement, dated July 1, 1998, by and between Marconi Communications,
Inc. (f/k/a RELTEC Communications Inc.) and North Supply Company (as
amended) (98-132-VAR; 98-132-VAR-A1; 98-132-VAR-A2; 98-132-VAR-A3).
8. Letter of Purchase (and RELTEC Terms and Conditions of Sale), dated
June 3, 1998, between RELTEC Communications, Inc. and The City of
Gainesville (d/b/a Gainesville Regional Utilities) (98-340-T&C).
9. OEM/Distributor Agreement, dated October 14, 1997, by and between
Siemens Information & Communications Networks, Inc. (f/k/a Siemens
Telecom Networks) and Marconi Communications, Inc. (f/k/a RELTEC
Corporation) (as amended) (97-339-OEM; 97-339-OEM-A1; 97-339-OEM-A2;
97-339-OEM-A3; 97-339-OEM-A4).
10. Purchase and Product Agreement, dated May 4, 1993, by and between The
Southern New England Telephone Company and Reliance Comm/Tec
Corporation. (Agreement Number PP93001NT) (93-132-GPA).
24
11. Letter of Confirmation, dated December 31, 2000, between Marconi
Communications, Inc. and Telia AB; Letter of Understanding, dated
December 4, 2000, between Marconi Communications, Inc. and Skanova
Networks AB (f/k/a Telia AB) (00-619-OTH).
12. Standard General Conditions, dated February 2, 2000, between Marconi
Communications, Inc. and City of Sturgis (99-307-SVC).
13. Master Purchase Agreement, dated January 21, 1993, between Teleport
Communications Group, Inc. and Reliance Comm/Tec Corporation
(93-134-GPA).
14. General Distributor Agreement, dated September 1, 1998, by and between
RELTEC Communications, Inc. and ALLTEL Supply, Inc. (98-306-DST).
15. General Distributor Agreement, dated May 1, 1998, by and between RELTEC
Communications Inc. and Anicom, Inc. (98-307-DST).
16. General Distributor Agreement, dated May 1, 1998, by and between
Marconi Communications, Inc. and Anixter, Inc. (98-549-DST).
17. On-Line Supply Equipment Purchase & Services Agreement, dated August
25, 2000, between Marconi Communications, Inc. and Communications Test
Design, Inc. (as amended) (00-371-PUR).
18. General Distributor Agreement, dated May 1, 1998, by and between RELTEC
Communications Inc. and CSSA (as amended) (98-311-DST).
19. General Distributor Agreement, dated May 1, 1998, by and between RELTEC
Communications Inc. and Dakota Electric Supply Co. (as amended)
(98-312-DST).
20. General Distributor Agreement, dated May 1, 1998, between RELTEC
Communications Inc. and Power & Telephone Supply Company, Inc. (as
amended) (98-319-DST).
21. General Distributor Agreement, dated May 1, 1998, by and between RELTEC
Communications Inc. and Walker & Associates, Inc. (as amended).
22. Agreement, dated July 1, 1998, by and between RELTEC Communications,
Inc. and North Supply Company (as amended).
23. Graybar Electronic Company (sales through standard terms and
conditions).
Shared Vendor Contracts.
1. Master Agreement for Operations Systems Modifications for the
Integration of Network Elements, dated December 31, 1992, by and
between Reliance Comm/Tec Corporation and Bell Research, Inc. (n/k/a
Telcordia Technologies Inc.), as amended (includes various Internal
Technical Analysis Services Orders) (92-112-SVC).
25
2. Contract Labor Agreement, dated September 30, 2002, by and between
Marconi Communications, Inc. and Comforce Telecom, Inc.
Shared Intellectual Property Licenses.
1. Pricing Agreement, dated March 28, 2002, by and between Marconi
Communications, Inc. and Parametric Technology Corporation
(02-0221-SWL).
2. Customer Agreement for Licensed Products, dated August 31, 1999,
between Marconi Communications, Inc. and Parametric Technology
Corporation.
3. Software License Agreement, dated as of December 23, 1998, by and
between Trillium Digital Systems, Inc. and Marconi Communications
S.P.A.
4. Software License Agreement, dated December 24, 1998, by and between
RELTEC Communications, Inc. and Integrated Systems, Inc. (n/k/a Wind
River Systems), as amended (98-609-LIC).
Other Shared Contracts.
1. Electronic Data Interchange Trading Partner Agreement, dated January
15, 2001, by and between North Supply Company and Marconi
Communications, Inc. (00-615-EDI).
2. Electronic Data Interchange Trading Partner Agreement, dated June 1,
1992, by and between US WEST Business Resources, Inc. and Reliance
Comm/Tec Corporation and its subsidiaries Lorain Products, Network
Services Division, Reliable Electric, and Transmission Systems Group
(R-TEC Systems) (as amended) (92-117-EDI).
3. Electronic Data Interchange Trading Partner Agreement, dated December
1, 1998, between Ameritech Services, Inc. and RELTEC Communications
(98-218-EDI).
26
SCHEDULE 2.1(a)
PERSONAL PROPERTY
The attached table (entitled "Fixed Asset Listing for Access Systems Group by
Class/In Descending $ Order Within Class, Excluding CSC Assets, as of
10/31/2003") is incorporated herein by reference. The CSC Assets consist of
those assets currently owned by CSC International Systems Management Inc. or
British Telecommunications PLC set forth on Exhibit 6 of the Transition Services
Agreement that are being transferred to the Purchaser pursuant to the Transition
Services Agreement.
27
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
----------------------------------------------------------------------------------------------------------------
50 70917 0 160140 01/01/1987 1447 COIL WINDING MACHINE NO 4 @ GLOBAL ELECTRONICS
50 70923 0 160140 01/01/1987 1448 COIL WINDING MACHINE NO 13 @ GLOBAL ELECTRONICS
50 70811 0 160220 01/07/1991 2401 ENVIRONMENTAL CHAMBER CONTROLLER
50 70812 0 160220 01/07/1991 2402 ENVIRONMENTAL CHAMBER CONTROLLER
50 70813 0 160220 01/07/1991 2403 ENVIRONMENTAL CHAMBER CONTROLLER
63 91218 0 160220 01/07/1991 10001 TIMS TEST SET
63 91219 0 160220 01/07/1991 10002 TIMS TEST SET
50 70891 0 160501 01/01/1987 10165 RESIST. CAP DEADE BOX
50 70392 0 160220 01/01/1987 15280 DECADE BOX RESISTOR
50 70918 0 160140 01/01/1987 16260 COIL WINDING MACHINE NO 6 @ GLOBAL ELECTRONICS
50 70969 0 160140 01/01/1987 17136 40005 IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINGTON TX
50 70915 0 160140 01/01/1987 17165 COIL WINDING MACHINE NO 1 @ GLOBAL ELECTRONICS
50 70922 0 160140 01/01/1987 17169 COIL WINDING MACHINE NO 15 @ GLOBAL ELECTRONICS
50 70924 0 160140 01/01/1987 17170 COIL WINDING MACHINE NO 14 @ GLOBAL ELECTRONICS
50 70926 0 160140 01/01/1987 17292 357 WINDER @ GLOBAL ELECTRONICS, ARLINGTON, TX 76011
50 70927 0 160140 01/01/1987 17293 345 WINDER @ GLOBAL ELECTRONICS, ARLINGTON, TX, 76011
50 70934 0 160140 01/01/1987 17295 41083 IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINTON TX.
50 70936 0 160140 01/01/1987 17297 40093 IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINGTON TX
50 70720 0 160220 01/07/1989 20025 2814A00801 HP 1615A LOGIC ANALYZER
50 70711 0 160140 01/07/1988 20063 SLC COMMON EQUIPMENT
50 70712 0 160140 01/07/1989 20063 SLC COMMON EQUIPMENT UPGRADE
50 70713 0 160140 01/07/1988 20064 SLC COMMON EQUIPMENT
50 70730 0 160140 01/07/1989 20067 TEST FIXTURE 41-008-10
50 70731 0 160140 01/07/1989 20068 TEST FIXTURE 41-008-20
50 70727 0 160140 01/07/1989 20070 TEST FIXTURE 41-008-33 (@ SANMINA MEXICO
50 70728 0 160140 01/07/1989 20072 TEST FIXTURE 41-008-37
50 70729 0 160140 01/07/1989 20073 TEST FIXTURE 41-008-70
50 70724 0 160140 01/07/1989 20075 TEST FIXTURE 41-008.60 (@ JABIL BEDFORD)
50 70725 0 160140 01/07/1989 20077 TEST FIXTURE 41-008-82/83
50 70733 0 160140 01/07/1989 20079 TEST FIXTURE 41-008-61-SPU (@ JABIL BEDFORD)
50 70734 0 160140 01/07/1989 20080 TEST FIXTURE 41-008-12 AT SANMINA-MEXICO
50 70766 0 160140 01/07/1989 20233 B021734 TEKTRONIX 2430A OSCILLISCOPE
50 70760 0 160220 07/07/1989 20240 2230B028924 TEKTRONIX 2230 100MHZ DIGITAL SCOPE
50 70560 0 160220 01/01/1987 20296 2437000658 PCM TERMINAL TEST SET
50 70565 0 160140 01/01/1987 20303 2437A10099 TRANSMISSION IMPAIRMENT SET (TIMS)
50 70594 0 160220 01/01/1987 20479 2512A19009 FUNCTION GENERATOR
50 70597 0 160220 01/01/1987 20514 8510736 ESD TEST SYSTEM
50 70599 0 160220 01/01/1987 20524 SUBSCRIBER SLC 96 SYSTEM
50 70598 0 160220 01/01/1987 20525 CENTRAL OFFICE SLC 96 SYSTEM
50 70602 0 160140 01/01/1987 20531 B029026 OSCILLOSCOPE W/CART
50 70664 0 160140 01/01/1987 20671 TEST FIXTURE 41-008-22 AT SANMINA-MEXICO
50 70665 0 160140 01/01/1987 20672 TEST FIXTURE 41-008-01
50 70675 0 160140 01/01/1987 20683 TEST FIXTURE 41-007-28/30
50 70676 0 160140 01/01/1987 20699 0989-PH SOLDER MACHINE @ GLOBAL ELECTRONICS, ARLINGTON, TX
50 70684 0 160140 01/01/1987 20756 TEST FIXTURE 43-007-05 (@JABIL BEDFORD)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
-------------------------------------------------------------------------------------------------
COIL WINDING MACHINE NO 4 @ GLOBAL ELECTRONICS $ 2,837.00 $ (2,837.00) $ -
COIL WINDING MACHINE NO 13 @ GLOBAL ELECTRONICS $ 2,621.00 $ (2,621.00) $ -
ENVIRONMENTAL CHAMBER CONTROLLER $ 5,220.20 $ (5,220.20) $ -
ENVIRONMENTAL CHAMBER CONTROLLER $ 5,220.20 $ (5,220.20) $ -
ENVIRONMENTAL CHAMBER CONTROLLER $ 5,220.20 $ (5,220.20) $ -
TIMS TEST SET $ 4,442.65 $ (4,442.65) $ -
TIMS TEST SET $ 4,442.65 $ (4,442.65) $ -
RESIST. CAP DEADE BOX $ 241.00 $ (241.00) $ -
DECADE BOX RESISTOR $ 65.00 $ (65.00) $ -
COIL WINDING MACHINE NO 6 @ GLOBAL ELECTRONICS $ 3,276.00 $ (3,276.00) $ -
IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINGTON TX $ 432.00 $ (432.00) $ -
COIL WINDING MACHINE NO 1 @ GLOBAL ELECTRONICS $ 4,176.00 $ (4,176.00) $ -
COIL WINDING MACHINE NO 15 @ GLOBAL ELECTRONICS $ 3,053.00 $ (3,053.00) $ -
COIL WINDING MACHINE NO 14 @ GLOBAL ELECTRONICS $ 4,407.00 $ (4,407.00) $ -
WINDER @ GLOBAL ELECTRONICS, ARLINGTON, TX 76011 $ 238.00 $ (238.00) $ -
WINDER @ GLOBAL ELECTRONICS, ARLINGTON, TX, 76011 $ 238.00 $ (238.00) $ -
IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINTON TX. $ 533.00 $ (533.00) $ -
IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINGTON TX $ 533.00 $ (533.00) $ -
HP 1615A LOGIC ANALYZER $ 4,173.00 $ (4,173.00) $ -
SLC COMMON EQUIPMENT $ 160,925.17 $ (160,925.17) $ -
SLC COMMON EQUIPMENT UPGRADE $ 34,882.86 $ (34,882.86) $ -
SLC COMMON EQUIPMENT $ 226,308.63 $ (226,308.63) $ -
TEST FIXTURE 41-008-10 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008-20 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008-33 (@ SANMINA MEXICO $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008-37 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008-70 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008.60 (@ JABIL BEDFORD) $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008-82/83 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008-61-SPU (@ JABIL BEDFORD) $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008-12 AT SANMINA-MEXICO $ 3,493.30 $ (3,493.30) $ -
TEKTRONIX 2430A OSCILLISCOPE $ 8,746.40 $ (8,746.40) $ -
TEKTRONIX 2230 100MHZ DIGITAL SCOPE $ 4,520.14 $ (4,520.14) $ -
PCM TERMINAL TEST SET $ 12,100.00 $ (12,100.00) $ -
TRANSMISSION IMPAIRMENT SET (TIMS) $ 3,420.00 $ (3,420.00) $ -
FUNCTION GENERATOR $ 3,998.00 $ (3,998.00) $ -
ESD TEST SYSTEM $ 6,312.00 $ (6,312.00) $ -
SUBSCRIBER SLC 96 SYSTEM $ 13,308.00 $ (13,308.00) $ -
CENTRAL OFFICE SLC 96 SYSTEM $ 11,107.00 $ (11,107.00) $ -
OSCILLOSCOPE W/CART $ 4,818.00 $ (4,818.00) $ -
TEST FIXTURE 41-008-22 AT SANMINA-MEXICO $ 1,086.00 $ (1,086.00) $ -
TEST FIXTURE 41-008-01 $ 1,110.00 $ (1,110.00) $ -
TEST FIXTURE 41-007-28/30 $ 3,549.00 $ (3,549.00) $ -
SOLDER MACHINE @ GLOBAL ELECTRONICS, ARLINGTON, TX $ 39,735.00 $ (39,735.00) $ -
TEST FIXTURE 43-007-05 (@JABIL BEDFORD) $ 1,280.00 $ (1,280.00) $ -
1 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 70686 0 160140 01/01/1987 20760 TEST FIXTURE 41-007-11 (@ JABIL BEDFORD)
50 70692 0 160220 01/01/1987 20779 2631A00558 PROTOCOL ANALYZER
50 70702 0 160711 01/07/1987 20812 B1000 BICONICAL ANTENNA TEST SET
50 70737 0 160220 01/07/1989 20973 2550G00718 HP 8152A OPTICAL AVERAGE POWER METER
50 70833 0 160140 01/07/1992 20997 TEST SET0260 DAML TEST SET (@ JABIL MEMPHIS) TS260
50 70774 0 160220 01/07/1990 21126 AS08212 CARD ENCODER
50 70790 0 160140 01/07/1990 21175 B-351 DISC*S BURN-IN (@ JABIL MEXICO)
50 70792 0 160140 01/07/1990 21176 B-352 DISC*S BURN-IN (@ JABIL MEXICO)
50 71261 0 160220 01/07/1990 21316 8911012 gigaBERT TRANSMITTER
50 71262 0 160220 01/07/1990 21317 8911013 gigaBERT RECEIVER
50 70793 0 160140 01/07/1991 21502 5000106 TPU BOARD TEST SET (@ JABIL MEXICO)
50 70800 0 160220 01/07/1991 21552 188653 BULK CALL GENERATOR
50 70802 0 160220 01/07/1991 21554 168841 BULK CALL GENERATOR
50 70819 0 160140 01/07/1991 21561 CAL 1505 CHANNEL CARD TEST SET DISC*S (T.S. 1505)
50 70816 0 160140 01/07/1991 21563 CHANNEL CARD TEST SET DISC*S (CAL# 1507)
50 70820 0 160140 01/07/1991 21564 DISC*S CHANNEL CARD TEST SET (@JABIL FLORIDA)
50 70818 0 160140 01/07/1991 21565 SWU BOARD TEST SET (@ JABIL MEMPHIS)
50 70827 0 160140 01/07/1992 21661 OLU MOTHERBOARD/DAUGHTERBOARD TEST SET (JABIL BEDF
50 70837 0 160220 01/07/1992 21698 3049U03512 HP 4934A TIMS
50 70845 0 160140 01/07/1992 21766 UDU BOARD TEST SET (@ JABIL MEMPHIS)
50 71033 0 160220 01/07/1993 21786 200 MHZ OSCILLOSCOPE
50 70982 0 160711 01/07/1993 21798 DIGITAL OSCILLOSCOPE
61 91161 0 160409 01/07/1993 22011 MICROFICHE READER/PRINTER
50 70974 0 160140 01/07/1993 22054 FITL OPU/DTU TEST SET (AT ACT)
50 70989 0 160140 01/07/1993 22086 SONET DISC*S BURN-IN (@ JABIL MEMPHIS)
50 71017 0 160140 01/07/1993 22147 FITL T.S. HDT/ONU PWR CRD
50 75859 0 160140 26/05/2000 22148 CAL TS1571 UPGRADE FITL AM/VSB OIU TEST SET ASSET22148 TS1571
50 71091 0 160140 31/05/1994 22148 CAL TS1571 TEST SET #1571 FITL OIU
50 71011 0 160140 01/07/1993 22150 CAL 1551 DISC*S LIU TEST SET (T.S.# 1551)
50 71006 0 160140 01/07/1993 22151 CAL 1517 FITL CHANNEL CARD T/S - (T.S.# 1517)
50 77110 0 160140 30/11/2002 22152 NONE QCU60E TEST UPGRADE - CAL# TS1516
50 71012 0 160140 01/07/1993 22152 DISC*S CH CARD TEST SET (@ JABIL BEDFORD)
50 71005 0 160140 01/07/1993 22153 CAL 1510 FITL CHANNEL CARD T/S (T.S. 1510)
50 71007 0 160140 01/07/1993 22154 CAL1515 FITL CHANNEL CARD T/S (T.S.# 1515)
50 71035 0 160140 01/01/1994 22155 DISC*S CH CARD T/S (@ JABIL FLORIDA)
50 71036 0 160220 01/01/1994 22156 DISC*S CH CARD T/S (LOCATED AT RAC)
50 77109 0 160140 30/11/2002 22157 CAL 1513 QCU60E TEST UPGRADE (CAL# TS1513) (REF SAP71037)
50 71037 0 160140 01/01/1994 22157 CAL 1513 DISC*S CH CARD T/S (CAL# 1513)
50 71056 0 160140 01/03/1994 22159 DISC*S CONFIG T/S
50 71057 0 160140 01/03/1994 22159 DISC*S CONFIG T/S PC
50 71039 0 160140 01/01/1994 22160 TEST SET# TS252 AML II T/S (TS252)
50 71010 0 160140 01/07/1993 22183 SPU 2 ICT FIXTURE (@ JABIL BEDFORD
50 71042 0 160220 01/01/1994 22186 L0587444 RCL METER
50 71015 0 160140 01/07/1993 22190 ICT FIXTURE RP20/25
50 71020 0 160140 01/07/1993 22191 FITL A SYS TEST
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TEST FIXTURE 41-007-11 (@ JABIL BEDFORD) $ 1,231.00 $ (1,231.00) $ -
PROTOCOL ANALYZER $ 4,350.00 $ (4,350.00) $ -
B1000 BICONICAL ANTENNA TEST SET $ 3,764.35 $ (3,764.35) $ -
HP 8152A OPTICAL AVERAGE POWER METER $ 6,735.65 $ (6,735.65) $ -
DAML TEST SET (@ JABIL MEMPHIS) TS260 $ 41,328.08 $ (41,328.08) $ -
CARD ENCODER $ 18,911.63 $ (18,911.63) $ -
DISC*S BURN-IN (@ JABIL MEXICO) $ 38,663.97 $ (38,663.97) $ -
DISC*S BURN-IN (@ JABIL MEXICO) $ 38,663.97 $ (38,663.97) $ -
gigaBERT TRANSMITTER $ 20,330.00 $ (20,330.00) $ -
gigaBERT RECEIVER $ 17,120.00 $ (17,120.00) $ -
TPU BOARD TEST SET (@ JABIL MEXICO) $ 39,288.07 $ (39,288.07) $ -
BULK CALL GENERATOR $ 2,390.86 $ (2,390.86) $ -
BULK CALL GENERATOR $ 2,390.86 $ (2,390.86) $ -
CHANNEL CARD TEST SET DISC*S (T.S. 1505) $ 20,448.98 $ (20,448.98) $ -
CHANNEL CARD TEST SET DISC*S (CAL# 1507) $ 54,096.64 $ (54,096.64) $ -
DISC*S CHANNEL CARD TEST SET (@JABIL FLORIDA) $ 22,797.03 $ (22,797.03) $ -
SWU BOARD TEST SET (@ JABIL MEMPHIS) $ 19,240.26 $ (19,240.26) $ -
OLU MOTHERBOARD/DAUGHTERBOARD TEST SET (JABIL BEDF $ 73,312.48 $ (73,312.48) $ -
HP 4934A TIMS $ 3,093.62 $ (3,093.62) $ -
UDU BOARD TEST SET (@ JABIL MEMPHIS) $ 38,699.03 $ (38,699.03) $ -
200 MHZ OSCILLOSCOPE $ 9,229.29 $ (9,229.29) $ -
DIGITAL OSCILLOSCOPE $ 17,584.55 $ (17,584.55) $ -
MICROFICHE READER/PRINTER $ 1,942.94 $ (1,942.94) $ -
FITL OPU/DTU TEST SET (AT ACT) $ 45,327.10 $ (45,327.10) $ -
SONET DISC*S BURN-IN (@ JABIL MEMPHIS) $ 27,698.70 $ (27,698.70) $ -
FITL T.S. HDT/ONU PWR CRD $ 33,904.76 $ (33,904.76) $ -
UPGRADE FITL AM/VSB OIU TEST SET ASSET22148 TS1571 $ 12,251.61 $ (5,399.04) $ 6,852.57
TEST SET #1571 FITL OIU $ 27,600.29 $ (27,600.29) $ -
DISC*S LIU TEST SET (T.S.# 1551) $ 29,902.14 $ (29,902.14) $ -
FITL CHANNEL CARD T/S - (T.S.# 1517) $ 31,492.77 $ (31,492.77) $ -
QCU60E TEST UPGRADE - CAL# TS1516 $ 4,519.88 $ (699.71) $ 3,820.17
DISC*S CH CARD TEST SET (@ JABIL BEDFORD) $ 29,095.43 $ (29,095.43) $ -
FITL CHANNEL CARD T/S (T.S. 1510) $ 31,311.50 $ (31,311.50) $ -
FITL CHANNEL CARD T/S (T.S.# 1515) $ 30,192.35 $ (30,192.35) $ -
DISC*S CH CARD T/S (@ JABIL FLORIDA) $ 21,700.76 $ (21,700.76) $ -
DISC*S CH CARD T/S (LOCATED AT RAC) $ 19,542.39 $ (19,542.39) $ -
QCU60E TEST UPGRADE (CAL# TS1513) (REF SAP71037) $ 4,519.88 $ (699.71) $ 3,820.17
DISC*S CH CARD T/S (CAL# 1513) $ 19,472.36 $ (19,472.36) $ -
DISC*S CONFIG T/S $ 24,053.09 $ (24,053.09) $ -
DISC*S CONFIG T/S PC $ 1,698.94 $ (1,698.94) $ -
AML II T/S (TS252) $ 32,962.38 $ (32,962.38) $ -
SPU 2 ICT FIXTURE (@ JABIL BEDFORD $ 12,042.69 $ (12,042.69) $ -
RCL METER $ 2,610.47 $ (2,610.47) $ -
ICT FIXTURE RP20/25 $ 3,591.40 $ (3,591.40) $ -
FITL A SYS TEST $ 24,488.38 $ (24,488.38) $ -
2 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
----------------------------------------------------------------------------------------------------------------------
50 71021 0 160140 01/07/1993 22192 FITL B SYS TEST
50 71046 0 160140 01/01/1994 22219 FITL ICT FIXTURE
50 71045 0 160140 01/01/1994 22222 FITL ICT FIXTURE (@JABIL BEDFORD)
50 71048 0 160140 01/01/1994 22225 FITL ICT FIXTURE
50 71049 0 160140 01/01/1994 22226 FITL ICT FIXTURE (@JABIL BEDFORD)
50 71051 0 160140 01/01/1994 22231 FITL ICT FIXTURE (@JABIL BEDFORD)
50 71061 0 160140 02/05/1994 22251 T/S FITL DTU-2 (@ JABIL MEMPHIS)
62 91292 0 160015 30/04/1994 22283 512895 LABEL PRINTER
50 71065 0 160140 30/06/1994 22313 3013A01023 DISTORTION ANALYZER
62 91280 0 160220 15/06/1994 22322 410F1977 UPGRADE SPARC 1 TO 10
50 71083 0 160220 30/09/1994 22352 6428HHL21551 PC
50 71087 0 160220 31/10/1994 22356 2J151890 MILLING MACH
50 71088 0 160220 31/10/1994 22356 2J151890 MILLING MACHING
63 91300 0 160410 31/10/1994 22360 505510 FOLDER/INSERTER
50 71089 0 160220 31/10/1994 22362 M27128 TESTER OTDR
50 71092 0 160140 31/10/1994 22405 ICT FIXTURE
50 71093 0 160140 31/10/1994 22406 ICT FIXTURE (@JABIL BEDFORD)
50 71094 0 160140 31/10/1994 22408 ICT FIXTURE 41-008-38 DLU3 (@JABIL FLORIDA)
50 71097 0 160140 01/03/1994 22409 TEST SET DIU/FIBERISER (@JABIL FLORIDA) TS1529
50 77111 0 160140 30/11/2002 22411 NONE QCU60E TEST UPGRADE - CAL# TS1518
50 71095 0 160140 01/01/1994 22411 T.S.FITL (@ JABIL BEDFORD)
63 91348 0 160220 31/01/1995 22424 446F1846 SERVER
50 77364 0 160140 31/03/2003 22426 CAL 1533 CPU52A FUNCTIONAL TEST UPGRADE ASSET# 22426 TS1533
50 71107 0 160140 28/02/1995 22426 CAL 1533 TEST SET #1533 TPU4/CPU5 (@ JABIL MEXICO)
50 71104 0 160140 01/01/1995 22428 ICT FIXTURE (@ JABIL BEDFORD)
50 71105 0 160140 01/01/1995 22429 ICT FIXTURE
50 71106 0 160140 01/01/1995 22430 ICT FIXTURE
50 71112 0 160140 15/02/1995 22432 CAL 1552 TEST SET # 1552 DISC*S LIU (T.S.# 1552)
50 71103 0 160140 01/01/1995 22438 B475 BURN-IN UPGRADE (TS 1606) (@JABIL MEXICO)
50 71120 0 160140 17/02/1995 22441 ICT FIXTURE
50 71115 0 160140 02/03/1995 22445 TEST SET #1537 DISC*S AU/MU (@ JABIL FLORIDA)
50 71114 0 160140 26/01/1995 22446 TEST SET #1535 DISC*S SPU/TRU (@ JABIL FLORIDA)
50 71119 0 160140 01/01/1995 22453 TEST SET #1536 SONET MDU (@ JABIL MEMPHIS)
50 71298 0 160140 31/01/1997 22453 NONE MDU TEST SET #1536 UPGRADE (@JABIL MEMPHIS)
50 71134 0 160220 30/06/1995 22501 51867A EMULATOR
50 71125 0 160140 30/06/1995 22506 FS4110830 TEST FIXTURE 41-108-30 DCU30
50 71128 0 160220 21/05/1995 22508 1193455 C.O.SIMULATOR
50 71130 0 160220 21/05/1995 22511 1493924 C.O.SIMULATOR
50 71133 0 160140 30/06/1995 22513 CAL 1506 T.S.UPGRADE #1510 DISC*S CHANNEL CARD (TS1506)
50 71131 0 160220 01/03/1995 22515 5086 ANALYZER - FIREBERD
50 71135 0 160140 30/06/1995 22519 CAL 1535 T.S.UPGRADE (T.S. 1535)
50 71136 0 160140 30/06/1995 22520 T.S.UPGRADE
50 71149 0 160220 31/08/1995 22526 5C30008514 COMPSTATION II
50 71147 0 160140 31/08/1995 22540 ICT FIXTURE
50 71148 0 160140 31/08/1995 22541 ICT FIXTURE (@JABIL BEDFORD)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
FITL B SYS TEST $ 24,488.38 $ (24,488.38) $ -
FITL ICT FIXTURE $ 4,146.46 $ (4,146.46) $ -
FITL ICT FIXTURE (@JABIL BEDFORD) $ 9,387.71 $ (9,387.71) $ -
FITL ICT FIXTURE $ 3,593.23 $ (3,593.23) $ -
FITL ICT FIXTURE (@JABIL BEDFORD) $ 5,558.43 $ (5,558.43) $ -
FITL ICT FIXTURE (@JABIL BEDFORD) $ 2,945.80 $ (2,945.80) $ -
T/S FITL DTU-2 (@ JABIL MEMPHIS) $ 10,165.38 $ (10,165.38) $ -
LABEL PRINTER $ 2,391.44 $ (2,391.44) $ -
DISTORTION ANALYZER $ 5,195.73 $ (5,195.73) $ -
UPGRADE SPARC 1 TO 10 $ 12,473.48 $ (12,473.48) $ -
PC $ 2,843.00 $ (2,843.00) $ -
MILLING MACH $ 7,063.29 $ (7,063.29) $ -
MILLING MACHING $ 7,063.29 $ (7,063.29) $ -
FOLDER/INSERTER $ 10,510.50 $ (10,510.50) $ -
TESTER OTDR $ 17,206.93 $ (17,206.93) $ -
ICT FIXTURE $ 3,100.63 $ (3,100.63) $ -
ICT FIXTURE (@JABIL BEDFORD) $ 13,781.63 $ (13,781.63) $ -
ICT FIXTURE 41-008-38 DLU3 (@JABIL FLORIDA) $ 2,838.57 $ (2,838.57) $ -
TEST SET DIU/FIBERISER (@JABIL FLORIDA) TS1529 $ 16,970.60 $ (16,970.60) $ -
QCU60E TEST UPGRADE - CAL# TS1518 $ 4,521.24 $ (700.07) $ 3,821.17
T.S.FITL (@ JABIL BEDFORD) $ 14,618.93 $ (14,618.93) $ -
SERVER $ 21,064.44 $ (21,064.44) $ -
CPU52A FUNCTIONAL TEST UPGRADE ASSET# 22426 TS1533 $ 9,850.75 $ (1,525.08) $ 8,325.67
TEST SET #1533 TPU4/CPU5 (@ JABIL MEXICO) $ 70,489.00 $ (70,489.00) $ -
ICT FIXTURE (@ JABIL BEDFORD) $ 2,115.42 $ (2,115.42) $ -
ICT FIXTURE $ 1,909.27 $ (1,909.27) $ -
ICT FIXTURE $ 1,826.97 $ (1,826.97) $ -
TEST SET # 1552 DISC*S LIU (T.S.# 1552) $ 23,100.00 $ (23,100.00) $ -
BURN-IN UPGRADE (TS 1606) (@JABIL MEXICO) $ 21,248.03 $ (21,248.03) $ -
ICT FIXTURE $ 5,991.40 $ (5,991.40) $ -
TEST SET #1537 DISC*S AU/MU (@ JABIL FLORIDA) $ 22,972.11 $ (22,972.11) $ -
TEST SET #1535 DISC*S SPU/TRU (@ JABIL FLORIDA) $ 37,014.24 $ (37,014.24) $ -
TEST SET #1536 SONET MDU (@ JABIL MEMPHIS) $ 48,030.29 $ (48,030.29) $ -
MDU TEST SET #1536 UPGRADE (@JABIL MEMPHIS) $ 11,927.89 $ (11,927.89) $ -
EMULATOR $ 52,357.95 $ (52,357.95) $ -
TEST FIXTURE 41-108-30 DCU30 $ 2,178.53 $ (2,178.53) $ -
C.O.SIMULATOR $ 12,179.68 $ (12,179.68) $ -
C.O.SIMULATOR $ 12,179.69 $ (12,179.69) $ -
T.S.UPGRADE #1510 DISC*S CHANNEL CARD (TS1506) $ 32,938.44 $ (32,938.44) $ -
ANALYZER - FIREBERD $ 15,633.83 $ (15,633.83) $ -
T.S.UPGRADE (T.S. 1535) $ 14,321.31 $ (14,321.31) $ -
T.S.UPGRADE $ 15,182.32 $ (15,182.32) $ -
COMPSTATION II $ 4,890.44 $ (4,890.44) $ -
ICT FIXTURE $ 1,868.93 $ (1,868.93) $ -
ICT FIXTURE (@JABIL BEDFORD) $ 1,970.16 $ (1,970.16) $ -
3 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------
50 71154 0 160140 31/10/1995 22542 TEST SET# TS254 T.S. AML III (TS254)
63 91431 0 160220 31/10/1995 22553 1A25528 SERVER
50 71152 0 160220 30/09/1995 22554 5H28001821 SPARC5 SUN STATION DRIVE
50 71163 0 160220 15/10/1995 22557 692481 / N80533 EMULATOR 80960CA
50 71164 0 160220 15/10/1995 22558 694287 / N92931 EMULATOR 80960CA
50 71165 0 160220 15/10/1995 22559 707107 / N96195 EMULATOR 80960CA
50 71166 0 160220 15/10/1995 22560 699453 / N95081 EMULATOR 80960CA
50 71167 0 160220 15/10/1995 22561 696098 / N93453 EMULATOR 80960CA
50 71158 0 160220 31/10/1995 22566 7357 FIREBERD 6000A COMMUNICATIONS ANALYZER
50 71159 0 160220 31/10/1995 22567 S7662344 AUTOMATED TEST SYSTEM
50 71160 0 160220 31/10/1995 22568 MONITOR FOR SUN STATION
50 71161 0 160220 31/10/1995 22569 SUN STATION FOR TEST SYSTEM
50 71156 0 160140 31/10/1995 22571 (NONE) ICT FIXTURE TPU3 41-108-61 (@JABIL BEDFORD)
50 71174 0 160140 31/01/1996 22574 ICT FIXTURE TRU2 (@ JABIL FLORIDA)
62 91443 0 160220 31/03/1996 22587 604F0D5B SUN SPARC20 WORKSTATION
62 91442 0 160220 31/03/1996 22589 9544FR1862 MONITOR SUN 17"
63 91436 0 160220 29/02/1996 22602 1B03717 SERVER
50 71178 0 160140 31/01/1996 22607 119142 TEST SET TERADYNE #2
63 91474 0 160220 31/05/1996 22610 9438FC3879 MONITOR - SUN STATION
50 71182 0 160140 29/02/1996 22630 4330001 TEST SET DIGITAL TEST SYSTEM FLUKE 9100FT
50 71193 0 160220 15/05/1996 22633 3001051 RACK MOUNT SS
50 71199 0 160140 30/06/1996 22651 TEST SET ICC/PCU (@ JABIL BEDFORD)
50 71200 0 160140 30/06/1996 22652 CAL TS1618 TEST SET CABLECOMM SYSTEM TEST (TS1618)
50 71191 0 160140 30/04/1996 22653 ICT FIXTURE UDU4 41-108-42 (@ JABIL BEDFORD)
50 71188 0 160140 29/02/1996 22655 ICT FIXTURE DTI 41-808-40 (@ JABIL BEDFORD)
50 71194 0 160220 31/05/1996 22665 US35420617 OSCILLOSCOPE
62 91551 0 160308 31/08/1996 22723 TY62778T6UK PC POWERMAC 7600/120
50 71372 0 160220 01/01/1997 22756 38T96C00516 2-WAY INJECTOR TESTER
50 71373 0 160220 01/01/1997 22757 38P96DB0209 PENTA SCANNER TESTER
50 76965 0 160309 30/04/1996 22762 DC2775-UP DISK COPIER 2000
50 71210 0 160122 30/06/1996 22780 DISC*S TEST SYSTEM
50 71239 0 160220 31/08/1996 22793 0295K216873 X-TERMINAL SYSTEM 19"
50 71240 0 160220 31/08/1996 22794 1094R000040 X-TERMINAL SYSTEM 19"
50 71241 0 160220 31/08/1996 22795 0395K217295 X-TERMINAL SYSTEM 20"
50 71242 0 160220 31/08/1996 22796 1194R000502 X-TERMINAL SYSTEM 20"
50 71244 0 160220 31/08/1996 22798 1194K214193 X-TERMINAL SYSTEM 19"
50 71228 0 160140 31/07/1996 22800 ICT FIXTURE MDU34 41-108-36 (@ JABIL BEDFORD)
62 91561 0 160015 31/08/1996 22802 707628 BARCODE PRINTER
50 71292 0 160140 30/11/1996 22897 NONE STREAKER CARDS FOR CONFIG
62 91652 0 160220 31/10/1996 22910 636F0DC0 LAN SW DEVELOP IN LAS COLINAS
50 71294 0 160220 31/01/1997 22917 484-1-97 HYDRAULIC SHEAR
50 71385 0 160140 28/02/1997 22948 TEST SET DISC*S CH / FITL (@ JABIL FLORIDA)
50 71386 0 160140 28/02/1997 22949 CAL 1549 TEST SET DISC*S CH / FITL (T.S.# 1549)
50 71296 0 160140 31/01/1997 22950 NONE AU/MU TEST SET #1553 (@ JABIL FLORIDA)
50 71297 0 160140 31/01/1997 22951 NONE TRU TEST SET #1554 SPU/TRU (@ JABIL FLORIDA)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
T.S. AML III (TS254) $ 29,866.36 $ (29,866.36) $ -
SERVER $ 2,897.13 $ (2,897.13) $ -
SPARC5 SUN STATION DRIVE $ 6,517.66 $ (6,517.66) $ -
EMULATOR 80960CA $ 23,117.74 $ (23,117.74) $ -
EMULATOR 80960CA $ 23,117.74 $ (23,117.74) $ -
EMULATOR 80960CA $ 31,998.04 $ (31,998.04) $ -
EMULATOR 80960CA $ 31,998.04 $ (31,998.04) $ -
EMULATOR 80960CA $ 23,117.74 $ (23,117.74) $ -
FIREBERD 6000A COMMUNICATIONS ANALYZER $ 13,733.36 $ (13,733.36) $ -
AUTOMATED TEST SYSTEM $ 300,488.75 $ (300,488.75) $ -
MONITOR FOR SUN STATION $ 1,000.00 $ (1,000.00) $ -
SUN STATION FOR TEST SYSTEM $ 7,000.00 $ (7,000.00) $ -
ICT FIXTURE TPU3 41-108-61 (@JABIL BEDFORD) $ 3,470.27 $ (3,470.27) $ -
ICT FIXTURE TRU2 (@ JABIL FLORIDA) $ 4,967.88 $ (4,967.88) $ -
SUN SPARC20 WORKSTATION $ 11,917.03 $ (11,917.03) $ -
MONITOR SUN 17" $ 1,500.00 $ (1,500.00) $ -
SERVER $ 4,040.63 $ (4,040.63) $ -
TEST SET TERADYNE #2 $ 185,120.82 $ (185,120.82) $ -
MONITOR - SUN STATION $ 4,012.61 $ (4,012.61) $ -
TEST SET DIGITAL TEST SYSTEM FLUKE 9100FT $ 80,618.43 $ (80,618.43) $ -
RACK MOUNT SS $ 5,410.00 $ (5,410.00) $ -
TEST SET ICC/PCU (@ JABIL BEDFORD) $ 52,443.85 $ (52,443.85) $ -
TEST SET CABLECOMM SYSTEM TEST (TS1618) $ 52,675.09 $ (52,675.09) $ -
ICT FIXTURE UDU4 41-108-42 (@ JABIL BEDFORD) $ 4,485.79 $ (4,485.79) $ -
ICT FIXTURE DTI 41-808-40 (@ JABIL BEDFORD) $ 3,830.94 $ (3,830.94) $ -
OSCILLOSCOPE $ 7,622.26 $ (7,622.26) $ -
PC POWERMAC 7600/120 $ 3,351.51 $ (3,351.51) $ -
2-WAY INJECTOR TESTER $ 1,348.07 $ (1,348.07) $ -
PENTA SCANNER TESTER $ 2,492.77 $ (2,492.77) $ -
DISK COPIER 2000 $ 2,172.44 $ (2,172.44) $ -
DISC*S TEST SYSTEM $ 12,769.67 $ (12,769.67) $ -
X-TERMINAL SYSTEM 19" $ 2,299.71 $ (2,299.71) $ -
X-TERMINAL SYSTEM 19" $ 2,299.71 $ (2,299.71) $ -
X-TERMINAL SYSTEM 20" $ 2,659.80 $ (2,659.80) $ -
X-TERMINAL SYSTEM 20" $ 2,659.80 $ (2,659.80) $ -
X-TERMINAL SYSTEM 19" $ 2,299.71 $ (2,299.71) $ -
ICT FIXTURE MDU34 41-108-36 (@ JABIL BEDFORD) $ 5,171.60 $ (5,171.60) $ -
BARCODE PRINTER $ 6,622.31 $ (6,622.31) $ -
STREAKER CARDS FOR CONFIG $ 23,955.98 $ (23,955.98) $ -
LAN SW DEVELOP IN LAS COLINAS $ 33,105.11 $ (33,105.11) $ -
HYDRAULIC SHEAR $ 4,094.50 $ (3,705.75) $ 388.75
TEST SET DISC*S CH / FITL (@ JABIL FLORIDA) $ 39,206.07 $ (39,206.07) $ -
TEST SET DISC*S CH / FITL (T.S.# 1549) $ 39,206.07 $ (39,206.07) $ -
AU/MU TEST SET #1553 (@ JABIL FLORIDA) $ 42,839.11 $ (42,839.11) $ -
TRU TEST SET #1554 SPU/TRU (@ JABIL FLORIDA) $ 26,975.22 $ (26,975.22) $ -
4 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 76880 0 160140 31/03/2002 22952 CAL TS1575 UPGRADE FITL ADSL OIU94/95 FUNCT. TEST SOL. TS1575
50 76992 0 160140 31/08/2002 22952 CAL TS1575 UPGRADE FITL ADSL OIU94/95 FUNC TEST SOLN TS# 1575
50 75860 0 160140 26/05/2000 22952 CAL TS1575 UPGRADE FITL AM/VSB TEST SET ASSET# 22952 (TS1575)
50 71295 0 160140 31/01/1997 22952 CAL TS1575 OIU TEST SET (T.S.# 1575)
63 91878 0 160308 30/04/1997 22979 11E1393 STEREO VCR
50 71304 0 160140 31/01/1997 22989 NONE ICT FIXTURE 41-108-41 SCU41 (@ JABIL FLORIDA)
50 71305 0 160140 31/01/1997 22990 NONE ICT FIXTURE MU3 41-008-58 (@JABIL BEDFORD)
50 71300 0 160220 31/03/1997 23004 1097276 C O SIMULATOR
50 71310 0 160220 30/04/1997 23067 1431 T-BERD 224 ANALYZER
50 71307 0 160220 31/03/1997 23068 AN762024 PROTOCOL ANALYZER
50 71311 0 160220 30/04/1997 23069 11220 PORTABLE SPARC STATION
50 71313 0 160220 31/05/1997 23137 NNTM040958ZE PBX SYSTEM
63 91777 0 160220 30/06/1997 23139 SG71303241 NETWORK SERVER
63 100361 0 160220 30/06/2000 23153 MISC SUN OPTIONS ADDED TO UPGRADE ASSET 23153
63 91791 0 160220 31/07/1997 23153 722F138E SUN ENTERPRISE SYSTEM
50 71317 0 160220 31/08/1997 23163 US37210589 LOGIC ANALYZER HP
50 71341 0 160220 30/09/1997 23164 B010333 TEKTRONIX O/E CONVERTER
50 71316 0 160220 30/04/1997 23191 19238-630503-32 CODE TEST PROBE
50 71344 0 160220 30/09/1997 23215 B03260301 RF SIGNAL METER
50 71334 0 160140 31/08/1997 23218 NONE ICT FIXTURE 41-050-29 NCC1 (@JABIL FLORIDA)
50 71336 0 160140 30/06/1997 23219 NONE ICT FIXTURE
50 71335 0 160140 31/08/1997 23220 NONE ICT FIXTURE QOIU6 41-050-10 (@ JABIL BEDFORD)
50 71337 0 160140 31/08/1997 23221 NONE ICT FIXTURE 41-050-05 DIU1 (@ JABIL FLORIDA)
50 71352 0 160220 30/11/1997 23227 B010526 OSCILLOSCOPE 4 CHANNEL DIGITIZING
50 71358 0 160711 31/10/1997 23228 B010610 OSCILLOSCOPE TDS540C
50 71340 0 160140 30/09/1997 23263 B010425 OSCILLOSCOPE TEKTRONIX
50 71320 0 160220 30/09/1997 23276 B030345 OSCILLOSCOPE TEKTRONIX TDS640A
61 101400 0 160220 30/11/2000 23277 96445 UPGRADE WIRELINE SIMULATOR DLS400A TO DLS400N
50 71321 0 160220 30/09/1997 23277 96445 ADSL WIRELINE SIMULATOR
61 103241 0 160220 31/03/2002 23278 NONE-CARDS TELCO NETWORKING EQUIPMENT - ENSTAR
50 71323 0 160220 30/09/1997 23279 1100462 LANTRONICS LRS 16
50 71324 0 160220 30/09/1997 23280 1401421 ROUTER LIVINGSTON ISDN
50 71370 0 160220 31/10/1997 23292 3139A-03703 DC POWER SUPPLY
50 71338 0 160220 30/09/1997 23303 08-351 EDFA FIBER AMPLIFIER
50 71339 0 160220 30/09/1997 23304 08-354 EDFA FIBER AMPLIFIER
50 71342 0 160220 31/10/1997 23305 3710A02181 HP CABLE TV ANALYZER
50 71343 0 160220 31/10/1997 23307 OPTICAL SPECTRUM ANALYZER
50 71359 0 160220 30/11/1997 23321 B070103 OSCILLOSCOPE TDS460A
61 95592 0 160711 31/03/1998 23324 3710A01202 SPECTRUM ANALYZER HP 8591EM
50 71351 0 160220 31/10/1997 23333 BB97380878 TEKELEC CHAMELEON 32+
50 71354 0 160220 30/11/1997 23341 B010623 OSCILLOSCOPE TEKTRONIX
50 71350 0 160220 31/10/1997 23342 B030153 OSCILLOSCOPE TEKTRONIX
61 95589 0 160220 31/03/1998 23343 B050201 OSCILLOSCOPE TEKTRONIX TDS820
61 95593 0 160711 31/03/1998 23344 3430U03106 SIGNAL GENERATOR HP 8657A
61 95594 0 160140 31/03/1998 23345 B011412 LOGIC ANALYZER VXI MAINFRAME
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
UPGRADE FITL ADSL OIU94/95 FUNCT. TEST SOL. TS1575 $ 88,645.11 $ (26,384.44) $ 62,260.67
UPGRADE FITL ADSL OIU94/95 FUNC TEST SOLN TS# 1575 $ 49,613.77 $ (7,678.45) $ 41,935.32
UPGRADE FITL AM/VSB TEST SET ASSET# 22952 (TS1575) $ 12,880.59 $ (5,676.52) $ 7,204.07
OIU TEST SET (T.S.# 1575) $ 46,239.24 $ (46,239.24) $ -
STEREO VCR $ 465.43 $ (465.43) $ -
ICT FIXTURE 41-108-41 SCU41 (@ JABIL FLORIDA) $ 3,685.84 $ (3,685.84) $ -
ICT FIXTURE MU3 41-008-58 (@JABIL BEDFORD) $ 5,273.17 $ (5,273.17) $ -
C O SIMULATOR $ 19,782.91 $ (19,782.91) $ -
T-BERD 224 ANALYZER $ 2,652.13 $ (2,652.13) $ -
PROTOCOL ANALYZER $ 36,507.31 $ (36,507.31) $ -
PORTABLE SPARC STATION $ 28,864.94 $ (28,864.94) $ -
PBX SYSTEM $ 2,870.46 $ (2,870.46) $ -
NETWORK SERVER $ 22,932.56 $ (22,932.56) $ -
MISC SUN OPTIONS ADDED TO UPGRADE ASSET 23153 $ 7,515.26 $ (4,637.59) $ 2,877.67
SUN ENTERPRISE SYSTEM $ 132,006.69 $ (132,006.69) $ -
LOGIC ANALYZER HP $ 42,291.88 $ (42,291.88) $ -
TEKTRONIX O/E CONVERTER $ 3,985.46 $ (3,985.46) $ -
CODE TEST PROBE $ 21,361.50 $ (21,361.50) $ -
RF SIGNAL METER $ 2,606.94 $ (2,606.94) $ -
ICT FIXTURE 41-050-29 NCC1 (@JABIL FLORIDA) $ 3,090.70 $ (3,090.70) $ -
ICT FIXTURE $ 3,459.69 $ (3,459.69) $ -
ICT FIXTURE QOIU6 41-050-10 (@ JABIL BEDFORD) $ 5,297.85 $ (5,297.85) $ -
ICT FIXTURE 41-050-05 DIU1 (@ JABIL FLORIDA) $ 2,734.05 $ (2,734.05) $ -
OSCILLOSCOPE 4 CHANNEL DIGITIZING $ 19,675.90 $ (19,675.90) $ -
OSCILLOSCOPE TDS540C $ 23,176.58 $ (23,176.58) $ -
OSCILLOSCOPE TEKTRONIX $ 19,142.53 $ (19,142.53) $ -
OSCILLOSCOPE TEKTRONIX TDS640A $ 11,120.00 $ (11,120.00) $ -
UPGRADE WIRELINE SIMULATOR DLS400A TO DLS400N $ 7,301.46 $ (3,219.46) $ 4,082.00
ADSL WIRELINE SIMULATOR $ 32,000.00 $ (32,000.00) $ -
TELCO NETWORKING EQUIPMENT - ENSTAR $ 20,186.00 $ (6,008.33) $ 14,177.67
LANTRONICS LRS 16 $ 1,996.00 $ (1,996.00) $ -
ROUTER LIVINGSTON ISDN $ 923.50 $ (923.50) $ -
DC POWER SUPPLY $ 2,661.60 $ (2,661.60) $ -
EDFA FIBER AMPLIFIER $ 41,543.01 $ (41,543.01) $ -
EDFA FIBER AMPLIFIER $ 41,543.01 $ (41,543.01) $ -
HP CABLE TV ANALYZER $ 16,842.42 $ (16,842.42) $ -
OPTICAL SPECTRUM ANALYZER $ 54,187.49 $ (54,187.49) $ -
OSCILLOSCOPE TDS460A $ 12,359.25 $ (12,359.25) $ -
SPECTRUM ANALYZER HP 8591EM $ 28,553.76 $ (21,759.76) $ 6,794.00
TEKELEC CHAMELEON 32+ $ 34,631.93 $ (34,631.93) $ -
OSCILLOSCOPE TEKTRONIX $ 19,674.30 $ (19,674.30) $ -
OSCILLOSCOPE TEKTRONIX $ 23,409.04 $ (23,409.04) $ -
OSCILLOSCOPE TEKTRONIX TDS820 $ 23,180.79 $ (17,663.79) $ 5,517.00
SIGNAL GENERATOR HP 8657A $ 10,769.62 $ (8,208.37) $ 2,561.25
LOGIC ANALYZER VXI MAINFRAME $ 31,424.29 $ (23,947.47) $ 7,476.82
5 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 95590 0 160220 31/03/1998 23346 11199 T-BERD PCM ANALYZER
50 71353 0 160140 30/11/1997 23347 B010622 OSCILLOSCOPE TEKTRONIX
50 75143 0 160140 31/10/1998 23359 UPGRADE TEST SET SWITCHES (@ JABIL BEDFORD(
50 71389 0 160140 30/11/1997 23359 TEST SET MATRIX OIU6 / QOIU6 (@ JABIL BEDFORD)
50 76616 0 160140 31/08/2001 23360 NONE FITL OIU UPGRADE TO RF RETURN OIU49/79 T.S.# 1577
50 75066 0 160140 31/08/1998 23360 NONE TEST SET FITL OIU AM/VSB (@ JABIL BEDFORD)
50 74975 0 160140 30/04/1998 23362 NONE CH CARD TEST SET #1565 (@JABIL FLORIDA)
50 71379 0 160140 31/10/1997 23363 TEST SET MATRIX NCC (Cal# 1704)
50 71387 0 160140 31/05/1997 23364 TEST SET MATRIX NPC (CAL# 1701)
50 71380 0 160140 30/11/1997 23365 TEST SET #1702 MATRIX DPU (@JABIL FLORIDA)
50 75040 0 160140 31/07/1998 23368 NONE ICT Fixture 41-002-02
50 75041 0 160140 31/07/1998 23369 NONE ICT FIXTURE 41-002-01 (@ JABIL BEDFORD)
50 71356 0 160140 31/07/1997 23371 NONE ICT FIXTURE 41-050-08 OIU6 (@JABIL BEDFORD)
61 95591 0 160220 31/03/1998 23372 US36481684 LOGIC ANALYZER HP 16500C
50 76615 0 160140 31/08/2001 23374 CAL 1566 UPGRADE TO OMU90 T.S#1566 (TAG 23374 SAP 71376)
50 71376 0 160140 30/11/1997 23374 CAL 1566 TEST SET SERVICES 1 OMU (CAL# 1566)
50 71357 0 160220 31/10/1997 23390 39700771 MDX MODULAR DIGITAL EXCHANGE
50 71360 0 160220 31/10/1997 23391 S971607 SCIENSCOPE MICROSCOPE
50 71365 0 160220 30/11/1997 23396 BENCHTOP SMT RELOW OVEN
61 95817 0 160220 31/05/1998 23448 9807022 TRILITHIC TUNABLE FILTER
61 100248 0 160220 31/07/1998 23451 5417 COMMUNICATION ANALYZER FIREBERD ME6000 MODEL 40540
61 100238 0 160220 31/05/1998 23452 US37480831 LOGIC ANALYZER HP
61 100239 0 160220 31/05/1998 23453 US37480830 LOGIC ANALYZER HP
61 95735 0 160220 31/05/1998 23462 3983140 MODULAR DIGITAL EXCHANGE
61 100236 0 160220 31/05/1998 23463 B012390 DIGITAL SCOPE TEKTRONIX
61 100237 0 160220 31/05/1998 23464 B012447 DIGITAL SCOPE TEKTRONIX
61 100249 0 160220 31/07/1998 23465 AC-0053 PCM TEST SET - WG-PCM-4
61 95559 0 160220 31/03/1998 23469 AUTOMATED SMT ASSEMBLY STATION
61 95564 0 160220 31/03/1998 23470 6A 13045 506D BGA/SMD REWORK & REPAIR STATION
61 95562 0 160220 31/03/1998 23474 510D BGA/SMD REWORK & REPAIR STATION
61 95595 0 160220 31/03/1998 23509 CA35510391 BROADBAND TEST SYSTEM HP
61 95736 0 160220 30/04/1998 23510 B011992 LOGIC ANALYZER TEKTRONIX
60 95967 0 160220 31/10/1998 23516 802311616 LCD PROJECTOR SHARP XG-NV3XU
60 96497 0 160220 31/10/1998 23517 802311625 LCD PROJECTOR SHARP XG-NV3XU
61 95819 0 160220 31/05/1998 23518 US37006077 DATA ACQUISITION SWITCH
61 95820 0 160220 31/05/1998 23519 US37005963 DATA ACQUISITION SWITCH
61 95818 0 160220 31/05/1998 23534 B010554 RF SIGNAL LEVEL METER RFM151 SIGNAL SCOUT
61 95984 0 160220 30/06/1998 23558 B011149 OSCILLOSCOPE TEKTRONICS TDS784C
61 95986 0 160220 30/06/1998 23560 B011463 DIFFERENTIAL PROBE TEKTRONIX P6247
63 95797 0 160308 31/05/1998 23570 XB8070R6BBV POWERMAC CPU 0956 DEAN ANDERSON
63 95798 0 160422 31/05/1998 23573 XB8070MNBBV POWERMAC CPU0956 PETE ORLEBEKE
60 95730 0 160329 30/04/1998 23581 S010086634D DIGITAL CAMCORDER
61 95768 0 160220 31/05/1998 23598 90031000 LAN NETWORK GROUP
61 96306 0 160220 30/09/1998 23622 US38060359 PROTOTYPE ANALYZER HP 16505A
61 95957 0 160220 30/06/1998 23624 7046300 FLUKE HYDRA BUCKET 2635A-1MB
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
T-BERD PCM ANALYZER $ 28,214.34 $ (21,499.77) $ 6,714.57
OSCILLOSCOPE TEKTRONIX $ 23,176.18 $ (23,176.18) $ -
UPGRADE TEST SET SWITCHES (@ JABIL BEDFORD( $ 3,859.87 $ (2,943.87) $ 916.00
TEST SET MATRIX OIU6 / QOIU6 (@ JABIL BEDFORD) $ 89,090.77 $ (89,090.77) $ -
FITL OIU UPGRADE TO RF RETURN OIU49/79 T.S.# 1577 $ 55,622.70 $ (16,555.45) $ 39,067.25
TEST SET FITL OIU AM/VSB (@ JABIL BEDFORD) $ 119,588.76 $ (91,121.01) $ 28,467.75
CH CARD TEST SET #1565 (@JABIL FLORIDA) $ 31,002.79 $ (23,622.37) $ 7,380.42
TEST SET MATRIX NCC (Cal# 1704) $ 63,072.80 $ (63,072.80) $ -
TEST SET MATRIX NPC (CAL# 1701) $ 55,862.91 $ (55,862.91) $ -
TEST SET #1702 MATRIX DPU (@JABIL FLORIDA) $ 64,345.57 $ (64,345.57) $ -
ICT Fixture 41-002-02 $ 3,950.12 $ (3,014.70) $ 935.42
ICT FIXTURE 41-002-01 (@ JABIL BEDFORD) $ 4,018.65 $ (3,067.08) $ 951.57
ICT FIXTURE 41-050-08 OIU6 (@JABIL BEDFORD) $ 2,267.81 $ (2,267.81) $ -
LOGIC ANALYZER HP 16500C $ 50,717.93 $ (38,645.76) $ 12,072.17
UPGRADE TO OMU90 T.S#1566 (TAG 23374 SAP 71376) $ 97,060.26 $ (28,886.76) $ 68,173.50
TEST SET SERVICES 1 OMU (CAL# 1566) $ 43,184.27 $ (43,184.27) $ -
MDX MODULAR DIGITAL EXCHANGE $ 25,122.24 $ (25,122.24) $ -
SCIENSCOPE MICROSCOPE $ 3,411.89 $ (3,411.89) $ -
BENCHTOP SMT RELOW OVEN $ 10,236.25 $ (10,236.25) $ -
TRILITHIC TUNABLE FILTER $ 6,654.31 $ (5,073.06) $ 1,581.25
COMMUNICATION ANALYZER FIREBERD ME6000 MODEL 40540 $ 10,923.87 $ (8,327.45) $ 2,596.42
LOGIC ANALYZER HP $ 28,009.77 $ (21,344.27) $ 6,665.50
LOGIC ANALYZER HP $ 28,009.77 $ (21,344.27) $ 6,665.50
MODULAR DIGITAL EXCHANGE $ 25,249.42 $ (19,243.10) $ 6,006.32
DIGITAL SCOPE TEKTRONIX $ 22,331.84 $ (17,020.27) $ 5,311.57
DIGITAL SCOPE TEKTRONIX $ 22,331.84 $ (17,020.27) $ 5,311.57
PCM TEST SET - WG-PCM-4 $ 34,653.95 $ (26,407.03) $ 8,246.92
AUTOMATED SMT ASSEMBLY STATION $ 59,131.52 $ (45,055.52) $ 14,076.00
BGA/SMD REWORK & REPAIR STATION $ 44,124.11 $ (33,621.44) $ 10,502.67
BGA/SMD REWORK & REPAIR STATION $ 44,124.11 $ (33,621.44) $ 10,502.67
BROADBAND TEST SYSTEM HP $ 122,473.60 $ (93,317.18) $ 29,156.42
LOGIC ANALYZER TEKTRONIX $ 27,741.20 $ (21,141.53) $ 6,599.67
LCD PROJECTOR SHARP XG-NV3XU $ 8,347.28 $ (4,454.36) $ 3,892.92
LCD PROJECTOR SHARP XG-NV3XU $ 8,347.28 $ (4,454.36) $ 3,892.92
DATA ACQUISITION SWITCH $ 4,183.89 $ (3,189.72) $ 994.17
DATA ACQUISITION SWITCH $ 4,183.86 $ (3,189.69) $ 994.17
RF SIGNAL LEVEL METER RFM151 SIGNAL SCOUT $ 2,552.96 $ (1,947.89) $ 605.07
OSCILLOSCOPE TEKTRONICS TDS784C $ 45,784.29 $ (34,886.87) $ 10,897.42
DIFFERENTIAL PROBE TEKTRONIX P6247 $ 1,540.07 $ (1,179.00) $ 361.07
POWERMAC CPU 0956 DEAN ANDERSON $ 2,347.55 $ (2,299.63) $ 47.92
POWERMAC CPU0956 PETE ORLEBEKE $ 2,347.55 $ (2,299.63) $ 47.92
DIGITAL CAMCORDER $ 4,468.01 $ (2,384.76) $ 2,083.25
LAN NETWORK GROUP $ 31,731.31 $ (24,182.14) $ 7,549.17
PROTOTYPE ANALYZER HP 16505A $ 39,508.24 $ (30,108.17) $ 9,400.07
FLUKE HYDRA BUCKET 2635A-1MB $ 5,177.49 $ (3,947.17) $ 1,230.32
6 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------
61 95816 0 160220 31/05/1998 23628 US34511007 HP LOGIC ANALYZER HP/16500B
61 95764 0 160331 31/05/1998 23646 NONE DISC*S SYSTEM
61 95997 0 160220 30/06/1998 23648 703963 IN-CIRCUIT EMULATOR MODEL 700-07508-00
61 96042 0 160220 30/06/1998 23649 703962 IN-CIRCUIT EMULATOR
61 96043 0 160220 30/06/1998 23650 703961 IN-CIRCUIT EMULATOR 700-07508-00
61 95962 0 160220 30/06/1998 23651 2420A00305 HP4945A TIMS TEST EQMT
61 95766 0 160220 31/05/1998 23652 1003 BROADCOM ADSL/VDSL DEVELOPMENT SYSTEM PCBD
61 95767 0 160220 31/05/1998 23653 1004 BROADCOM ADSL/VDSL DEVELOPMENT SYSTEM PCBD
61 95773 0 160220 31/05/1998 23654 US34005395 FUNCTION GENERATOR HP 33120A
61 95772 0 160220 31/05/1998 23655 9751-0061 DYNALOAD DLF-400-50-250
61 95835 0 160220 31/05/1998 23687 NONE MOPIER HP 5si
63 96835 0 160331 31/12/1998 23759 FW80201115 ULTRA 10 MODEL 300 ULTRASPARC LII PROCESSOR
63 96837 0 160331 31/12/1998 23768 9805KH4424 MONITOR - SUN SYSTEM
61 96315 0 160220 30/09/1998 23787 5983214 REDCOM SHELF
63 96843 0 160220 31/12/1998 23788 9811KH1215 SUN 21" MONITOR
61 96316 0 160220 30/09/1998 23790 9396010 REDCOM SWITCH
61 96212 0 160220 31/07/1998 23820 US37470282 MOTOROLA MPC860/821/801 EMULATOR PROBE
61 96213 0 160220 31/07/1998 23821 US37470283 MOTOROLA MPC860/821/801 EMULATOR PROBE
61 96262 0 160220 31/08/1998 23831 2298164 ANALOG BULK CALL GENERATOR
61 96263 0 160220 31/08/1998 23832 2298162 ANALOG BULK CALL GENERATOR
61 96264 0 160220 31/08/1998 23833 1598099 ANALOG BULK CALL GENERATOR
61 96265 0 160220 31/08/1998 23834 1598101 ANALOG BULK CALL GENERATOR
61 100254 0 160220 30/09/1998 23840 H-11066 INSPECTION LENS / MANTIS HEAD
61 100253 0 160220 30/09/1998 23851 MX1-22691 SOLDER/DESOLDER METCAL SYSTEM
61 96381 0 160220 30/09/1998 23854 P2117 EMULATOR VISION NET ICE
61 96382 0 160220 30/09/1998 23855 P2116 EMULATOR VISION NET ICE
61 96145 0 160220 31/07/1998 23864 97DTU151 TELEPATH DATA TEST UNIT
61 96273 0 160220 31/08/1998 23865 181 MATRIX TEST SET ASX-16C
63 96260 0 160220 31/08/1998 23869 9810KH2205 MONITOR 21" SUN
61 100918 0 160220 30/09/2000 23875 UPGRADE SMARTBITS CARDS ASSET# 23875
61 96760 0 160220 31/12/1998 23875 6358 SMARTBITS
61 100939 0 160220 30/09/2000 23875 ADD ATM SMARTCARDS TO ASSET# 23875
61 100940 0 160220 30/09/2000 23875 6358, 6037, 635 ADD SMARTBITS CARDS TO ASSET# 23875
61 96761 0 160220 31/12/1998 23876 6359 SMARTBITS
61 96510 0 160220 31/10/1998 23877 B010473 OSCILLOSCOPE TDS784D
61 96399 0 160220 30/09/1998 23880 8811 REV. A SMARTBITS TESTER
63 96200 0 160420 31/07/1998 23884 FW81720885 SUN ULTRA5 WKSTATION
63 96201 0 160420 31/07/1998 23885 FW81619219 SUN ULTRA 5 WKSTATION
61 96248 0 160220 31/08/1998 23886 6360 SMARTBITS 20 SLOT EXPANSION UNIT SMB-10
61 96276 0 160220 31/08/1998 23887 8623 SMARTBITS SMB 2000
61 96261 0 160220 31/08/1998 23899 2298167 BASIC RATE ISDN BULK CALL GENERATOR
61 96149 0 160220 31/07/1998 23932 N95679 EMULATOR 80960CA
61 96150 0 160220 31/07/1998 23933 N96696 EMULATOR 80960CF
61 96151 0 160220 31/07/1998 23934 N93451 EMULATOR 80960CA
61 96152 0 160220 31/07/1998 23935 N96512 EMULATOR 80960CA
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
HP LOGIC ANALYZER HP/16500B $ 8,412.11 $ (6,411.29) $ 2,000.82
DISC*S SYSTEM $ 25,452.20 $ (19,397.78) $ 6,054.42
IN-CIRCUIT EMULATOR MODEL 700-07508-00 $ 16,202.58 $ (12,347.01) $ 3,855.57
IN-CIRCUIT EMULATOR $ 16,202.58 $ (12,347.01) $ 3,855.57
IN-CIRCUIT EMULATOR 700-07508-00 $ 16,207.43 $ (12,352.43) $ 3,855.00
HP4945A TIMS TEST EQMT $ 5,489.86 $ (4,187.79) $ 1,302.07
BROADCOM ADSL/VDSL DEVELOPMENT SYSTEM PCBD $ 9,745.05 $ (7,430.63) $ 2,314.42
BROADCOM ADSL/VDSL DEVELOPMENT SYSTEM PCBD $ 9,745.03 $ (7,430.61) $ 2,314.42
FUNCTION GENERATOR HP 33120A $ 1,687.42 $ (1,292.60) $ 394.82
DYNALOAD DLF-400-50-250 $ 2,018.78 $ (1,542.36) $ 476.42
MOPIER HP 5si $ 7,418.59 $ (5,652.92) $ 1,765.67
ULTRA 10 MODEL 300 ULTRASPARC LII PROCESSOR $ 7,140.08 $ (6,993.83) $ 146.25
MONITOR - SUN SYSTEM $ 1,635.54 $ (1,603.04) $ 32.50
REDCOM SHELF $ 20,785.79 $ (15,840.29) $ 4,945.50
SUN 21" MONITOR $ 1,635.51 $ (1,603.01) $ 32.50
REDCOM SWITCH $ 20,785.79 $ (15,840.29) $ 4,945.50
MOTOROLA MPC860/821/801 EMULATOR PROBE $ 3,783.34 $ (2,886.92) $ 896.42
MOTOROLA MPC860/821/801 EMULATOR PROBE $ 3,783.34 $ (2,886.92) $ 896.42
ANALOG BULK CALL GENERATOR $ 17,018.57 $ (12,970.25) $ 4,048.32
ANALOG BULK CALL GENERATOR $ 17,018.57 $ (12,970.25) $ 4,048.32
ANALOG BULK CALL GENERATOR $ 17,018.57 $ (12,970.25) $ 4,048.32
ANALOG BULK CALL GENERATOR $ 17,018.57 $ (12,970.25) $ 4,048.32
INSPECTION LENS / MANTIS HEAD $ 2,874.21 $ (2,193.96) $ 680.25
SOLDER/DESOLDER METCAL SYSTEM $ 1,888.80 $ (1,440.30) $ 448.50
EMULATOR VISION NET ICE $ 16,211.00 $ (12,352.00) $ 3,859.00
EMULATOR VISION NET ICE $ 16,210.98 $ (12,351.98) $ 3,859.00
TELEPATH DATA TEST UNIT $ 8,365.50 $ (6,378.18) $ 1,987.32
MATRIX TEST SET ASX-16C $ 116,810.59 $ (89,002.27) $ 27,808.32
MONITOR 21" SUN $ 1,706.17 $ (1,672.42) $ 33.75
UPGRADE SMARTBITS CARDS ASSET# 23875 $ 62,335.77 $ (27,459.95) $ 34,875.82
SMARTBITS $ 27,169.77 $ (20,704.27) $ 6,465.50
ADD ATM SMARTCARDS TO ASSET# 23875 $ 9,734.38 $ (4,288.81) $ 5,445.57
ADD SMARTBITS CARDS TO ASSET# 23875 $ 6,675.66 $ (2,943.16) $ 3,732.50
SMARTBITS $ 27,169.77 $ (20,704.27) $ 6,465.50
OSCILLOSCOPE TDS784D $ 29,331.43 $ (22,353.18) $ 6,978.25
SMARTBITS TESTER $ 47,744.02 $ (36,379.95) $ 11,364.07
SUN ULTRA5 WKSTATION $ 3,624.51 $ (3,549.51) $ 75.00
SUN ULTRA 5 WKSTATION $ 3,624.51 $ (3,549.51) $ 75.00
SMARTBITS 20 SLOT EXPANSION UNIT SMB-10 $ 20,833.46 $ (15,879.04) $ 4,954.42
SMARTBITS SMB 2000 $ 64,984.02 $ (49,514.70) $ 15,469.32
BASIC RATE ISDN BULK CALL GENERATOR $ 27,214.44 $ (20,736.44) $ 6,478.00
EMULATOR 80960CA $ 11,366.24 $ (8,661.57) $ 2,704.67
EMULATOR 80960CF $ 11,366.24 $ (8,661.57) $ 2,704.67
EMULATOR 80960CA $ 11,366.24 $ (8,661.57) $ 2,704.67
EMULATOR 80960CA $ 11,366.28 $ (8,661.61) $ 2,704.67
7 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
------------------------------------------------------------------------------------------------------------------------
61 100264 0 160220 30/09/1998 23936 2798193 BULK CALL GENERATOR AMERITEC
61 100270 0 160220 30/09/1998 23938 B010209 DIGITIZING OSCILLOSCOPE TD5540D
61 96562 0 160220 30/11/1998 23967 B010972 SIGNAL SCOUT
61 96563 0 160220 30/11/1998 23968 B010981 SIGNAL SCOUT
61 96400 0 160220 30/09/1998 23969 B012471 LOGIC ANALYZER TEKTRONIX
62 97786 0 160220 31/05/1999 23970 9805KH1472 MONITOR 21" SUN MICROSYSTEMS
61 101752 0 160220 28/02/2001 23978 7120937 FLUKE ONE TOUCH 10/100 NETWORK ASSISTANT UPGRADE
61 96602 0 160220 30/11/1998 23979 7095823 FLUKE CABLE ANALYZER
61 96603 0 160220 30/11/1998 23980 7095824 FLUKE CABLE ANALYZER
61 96402 0 160220 30/09/1998 23986 9473 TS4 DYNASCOPE W/STEREO ZOOM
50 75081 0 160140 30/09/1998 24075 DISC*S CHANNEL CARD TEST SET
50 75091 0 160140 30/09/1998 24076 CAL# 1569 DISC*S CHANNEL CARD TEST SET #1569
50 75082 0 160140 30/09/1998 24077 DISC*S CHANNEL CARD TEST SET (CAL# 1578)
50 75083 0 160140 30/09/1998 24078 DISC*S CHANNEL CARD TEST SET (CAL# 1584)
50 75089 0 160140 30/09/1998 24079 CAL# 1568 DISC*S CHANNEL CARD TEST SET #1568
50 75084 0 160140 30/09/1998 24080 DISC*S CHANNEL CARD TEST SET (@ JABIL BEDFORD)
50 75085 0 160140 30/09/1998 24081 DISC*S CHANNEL CARD TEST SET (CAL# 1583)
50 75090 0 160140 30/09/1998 24082 CAL# 1567 DISC*S CHANNEL CARD TEST SET (@JABIL BEDFORD)
50 75086 0 160140 30/09/1998 24083 DISC*S CHANNEL CARD TEST SET
61 96605 0 160220 30/11/1998 24119 US38330227 RF SIGNAL GENERATOR
61 96398 0 160220 30/09/1998 24120 US38300209 LOGIC ANALYZER HP 16700A MPC860
61 96310 0 160220 30/09/1998 24131 CISCO ISDN ROUTER
61 100279 0 160220 30/11/1998 24134 Q10358 BEACON DEVELOPMENT TOOLS QED
61 96604 0 160220 30/11/1998 24147 DB023747 OPTICAL ATTENUATOR
50 75157 0 160140 30/11/1998 24148 1190006 REWORK STATION PACE MBT-250A
50 75159 0 160220 30/11/1998 24150 1190048 REWORK STATION PACE MBT-250A
50 75160 0 160220 30/11/1998 24151 1190044 REWORK STATION PACE MBT-250A
61 96620 0 160220 30/11/1998 24157 59504741 MDX MODULE
62 97979 0 160220 30/06/1999 24163 GN76J DELL SERVER
61 96821 0 160220 31/12/1998 24175 N3518 VNETSC-PP8-X VISION NET 683XX
61 96820 0 160220 31/12/1998 24176 N3517 VNETSC-PP8-X VISION NET 683XX
61 96822 0 160220 31/12/1998 24177 N3519 VNETSC-PP8-X VISION NET 683XX
50 75268 0 160140 28/02/1999 24188 T.S.1625 TEST SET FOR CONFIGURATION
61 96600 0 160220 30/11/1998 24203 B011460 RF ANALYZER (SIGNAL SCOUT)
61 96501 0 160220 31/10/1998 24218 DCS9803522 SNIFFER PRO LAN ANALYZER
61 96482 0 160331 31/10/1998 24248 11915736 REDCOM TELETRAFFIC GENERATOR
61 96483 0 160331 31/10/1998 24249 6983221 REDCOM MDX CLASS 5
61 96489 0 160331 31/10/1998 24253 MESA 6 CABINET AND STOCK EQUIP
61 96863 0 160220 30/12/1998 24257 2850J04984 ACTIVE PROBES FOR SPECTRUM ANALYZER
61 96864 0 160220 30/12/1998 24258 2850J04986 ACTIVE PROBES FOR SPECTRUM ANALYZER
61 96608 0 160220 30/11/1998 24259 DB005042 PRECISION VARIABLE ATTENUATORS VA6B505-SCL
61 96862 0 160220 30/12/1998 24261 380A01371 SPECTRUM ANALYZER EMC RECEIVER
61 96833 0 160220 31/12/1998 24273 9311 SMARTBITS PACKAGE
61 97995 0 160220 30/06/1999 24277 PC PII-300, BX CHIP SET
61 96830 0 160220 31/12/1998 24279 B010211 OSCILLOSCOPE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
BULK CALL GENERATOR AMERITEC $ 33,176.66 $ (25,279.66) $ 7,897.00
DIGITIZING OSCILLOSCOPE TD5540D $ 17,039.99 $ (12,988.42) $ 4,051.57
SIGNAL SCOUT $ 2,619.65 $ (2,000.40) $ 619.25
SIGNAL SCOUT $ 2,619.65 $ (2,000.40) $ 619.25
LOGIC ANALYZER TEKTRONIX $ 45,383.81 $ (34,581.14) $ 10,802.67
MONITOR 21" SUN MICROSYSTEMS $ 1,635.50 $ (1,635.50) $ -
FLUKE ONE TOUCH 10/100 NETWORK ASSISTANT UPGRADE $ 3,038.54 $ (1,341.29) $ 1,697.25
FLUKE CABLE ANALYZER $ 2,322.06 $ (1,770.74) $ 551.32
FLUKE CABLE ANALYZER $ 2,322.06 $ (1,770.74) $ 551.32
TS4 DYNASCOPE W/STEREO ZOOM $ 8,665.00 $ (6,603.18) $ 2,061.82
DISC*S CHANNEL CARD TEST SET $ 37,532.19 $ (28,598.02) $ 8,934.17
DISC*S CHANNEL CARD TEST SET #1569 $ 37,524.68 $ (28,592.93) $ 8,931.75
DISC*S CHANNEL CARD TEST SET (CAL# 1578) $ 37,532.19 $ (28,598.02) $ 8,934.17
DISC*S CHANNEL CARD TEST SET (CAL# 1584) $ 37,532.19 $ (28,598.02) $ 8,934.17
DISC*S CHANNEL CARD TEST SET #1568 $ 37,524.70 $ (28,592.95) $ 8,931.75
DISC*S CHANNEL CARD TEST SET (@ JABIL BEDFORD) $ 37,532.19 $ (28,598.02) $ 8,934.17
DISC*S CHANNEL CARD TEST SET (CAL# 1583) $ 37,509.57 $ (28,581.65) $ 8,927.92
DISC*S CHANNEL CARD TEST SET (@JABIL BEDFORD) $ 37,524.58 $ (28,592.83) $ 8,931.75
DISC*S CHANNEL CARD TEST SET $ 37,509.51 $ (28,581.59) $ 8,927.92
RF SIGNAL GENERATOR $ 7,685.80 $ (5,856.30) $ 1,829.50
LOGIC ANALYZER HP 16700A MPC860 $ 54,709.55 $ (41,684.88) $ 13,024.67
CISCO ISDN ROUTER $ 2,864.57 $ (2,186.75) $ 677.82
BEACON DEVELOPMENT TOOLS QED $ 9,737.09 $ (7,424.09) $ 2,313.00
OPTICAL ATTENUATOR $ 6,905.94 $ (5,264.69) $ 1,641.25
REWORK STATION PACE MBT-250A $ 1,544.40 $ (1,180.33) $ 364.07
REWORK STATION PACE MBT-250A $ 1,544.40 $ (1,180.33) $ 364.07
REWORK STATION PACE MBT-250A $ 1,544.40 $ (1,180.33) $ 364.07
MDX MODULE $ 21,628.32 $ (16,480.82) $ 5,147.50
DELL SERVER $ 12,828.90 $ (12,828.90) $ -
VNETSC-PP8-X VISION NET 683XX $ 7,006.01 $ (5,339.94) $ 1,666.07
VNETSC-PP8-X VISION NET 683XX $ 7,006.01 $ (5,339.94) $ 1,666.07
VNETSC-PP8-X VISION NET 683XX $ 7,008.12 $ (5,344.62) $ 1,663.50
TEST SET FOR CONFIGURATION $ 45,402.70 $ (28,110.78) $ 17,291.92
RF ANALYZER (SIGNAL SCOUT) $ 2,630.02 $ (2,005.35) $ 624.67
SNIFFER PRO LAN ANALYZER $ 19,896.04 $ (15,163.47) $ 4,732.57
REDCOM TELETRAFFIC GENERATOR $ 25,313.66 $ (19,291.59) $ 6,022.07
REDCOM MDX CLASS 5 $ 21,516.55 $ (16,394.73) $ 5,121.82
MESA 6 CABINET AND STOCK EQUIP $ 226,671.94 $ (172,704.44) $ 53,967.50
ACTIVE PROBES FOR SPECTRUM ANALYZER $ 2,386.13 $ (1,820.06) $ 566.07
ACTIVE PROBES FOR SPECTRUM ANALYZER $ 2,386.14 $ (1,820.07) $ 566.07
PRECISION VARIABLE ATTENUATORS VA6B505-SCL $ 2,950.35 $ (2,251.53) $ 698.82
SPECTRUM ANALYZER EMC RECEIVER $ 19,903.33 $ (15,168.33) $ 4,735.00
SMARTBITS PACKAGE $ 45,255.00 $ (34,481.25) $ 10,773.75
PC PII-300, BX CHIP SET $ 2,309.20 $ (1,347.70) $ 961.50
OSCILLOSCOPE $ 18,402.50 $ (14,022.08) $ 4,380.42
8 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------
61 96832 0 160220 31/12/1998 24281 B010496 OSCILLOSCOPE
61 96804 0 160220 31/12/1998 24283 2365M1059 MICROSCOPE
61 96566 0 160309 30/11/1998 24286 5001176/NC00011 NCUBE VIDEO SERVER
61 96564 0 160220 30/11/1998 24290 US38300202 EMULATOR MPC860 HP MOTOROLA 16700A
60 96645 0 160220 30/11/1998 24293 FURNITURE WORKBENCH WRIGHT LINE
60 96646 0 160220 30/11/1998 24294 FURNITURE WORKBENCH WRIGHT LINE
60 96647 0 160220 30/11/1998 24295 FURNITURE WORKBENCH WRIGHT LINE
60 96648 0 160220 30/11/1998 24296 FURNITURE WORKBENCH WRIGHT LINE
61 96910 0 160220 28/02/1999 24303 R96 SYSTEMS FOR R&D LAB
61 96911 0 160220 28/02/1999 24304 R96 SYSTEMS FOR R&D LAB
61 96912 0 160220 28/02/1999 24305 R96 SYSTEMS FOR R&D LAB
61 96913 0 160220 28/02/1999 24306 R96 SYSTEMS FOR R&D LAB
63 96844 0 160420 31/12/1998 24314 FW83640476 ULTRA 10 WORKSTATION
63 96845 0 160420 31/12/1998 24315 3651383-01 SUN 21" MONITOR
63 96851 0 160422 31/12/1998 24317 FW82942844 ULTRA 5 WORKSTATION
62 96853 0 160422 31/12/1998 24318 0131610-9746KE0 SUN 19" MONITOR
63 96852 0 160420 31/12/1998 24320 FW82942846 ULTRA 5 WORKSTATION
61 102468 0 160140 31/05/2001 24327 XYLAN MODULES
61 96865 0 160220 30/12/1998 24330 39273 IN CIRCUIT EMULATOR - SUPERTAP
61 96866 0 160220 30/12/1998 24331 39044 IN CIRCUIT EMULATOR - SUPERTAP
63 96940 0 160220 28/02/1999 24337 SFW84350385 PC SUN ULTRA 10 300MHZ
62 96942 0 160220 28/02/1999 24367 S9838KN0894 MONITOR 21" SUN
61 97586 0 160220 31/03/1999 24370 9527 SMARTBITS SMB-2000
61 97580 0 160220 31/03/1999 24374 9652 SMARTBITS TESTER
60 96890 0 160220 28/02/1999 24379 1005520 SONY DIGITAL VIDEO CAMERA
61 100282 0 160220 31/03/1999 24380 QP003665 SUNSET ISDN SS400
62 97585 0 160140 31/03/1999 24383 2365268 ZXPMS-ZX-1 MINI PMS ZOOM INTERFEROMETER
61 100324 0 160220 31/03/1999 24388 Q10424 Q.E.D. SYSTEM
62 97811 0 160331 31/05/1999 24390 9836KE2477 MONITOR 19" SUN
63 97808 0 160331 31/05/1999 24391 FW85160288 PC SUN ULTRA SOLARIS
50 75265 0 160140 28/02/1999 24418 T.S. 1589 TEST SET DISC*S FITL (PAR 1492A)
50 75266 0 160140 28/02/1999 24419 T.S. 1586 TEST SET DISC*S FITL (@ JABIL MEMPHIS)
50 75267 0 160140 28/02/1999 24420 T.S.1588 TEST SET DISC*S FITL
50 76040 0 160140 30/09/2000 24420 NONE UPGRADE SVC CTR TEST SET FOR FITL POWER NPC
61 96918 0 160711 28/02/1999 24421 1125 CHASE BILOG ANTENNA
61 96919 0 160711 28/02/1999 24422 1127 CHASE BILOG ANTENNA
61 96932 0 160220 28/02/1999 24429 1.30211E+13 ATM EDGE SWITCH
61 97636 0 160220 31/03/1999 24433 88 1262 MDS POWER EQUIPMENT
61 97637 0 160220 31/03/1999 24434 60 MDS POWER EQUIPMENT
61 97644 0 160220 31/03/1999 24436 MDS SHELF / HDT CARDS
61 97651 0 160220 31/03/1999 24437 ONU EQUIPMENT
61 97652 0 160220 31/03/1999 24438 ONU EQUIPMENT
61 97653 0 160220 31/03/1999 24438 ONU EQUIPMENT
61 97654 0 160220 31/03/1999 24440 ONU EQUIPMENT
61 97655 0 160220 31/03/1999 24441 ONU EQUIPMENT
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
OSCILLOSCOPE $ 18,402.50 $ (14,022.08) $ 4,380.42
MICROSCOPE $ 7,647.86 $ (5,830.44) $ 1,817.42
NCUBE VIDEO SERVER $ 74,252.23 $ (56,576.23) $ 17,676.00
EMULATOR MPC860 HP MOTOROLA 16700A $ 72,731.36 $ (55,419.79) $ 17,311.57
FURNITURE WORKBENCH WRIGHT LINE $ 4,218.89 $ (2,251.07) $ 1,967.82
FURNITURE WORKBENCH WRIGHT LINE $ 4,218.89 $ (2,251.07) $ 1,967.82
FURNITURE WORKBENCH WRIGHT LINE $ 4,218.89 $ (2,251.07) $ 1,967.82
FURNITURE WORKBENCH WRIGHT LINE $ 4,218.62 $ (2,250.80) $ 1,967.82
R96 SYSTEMS FOR R&D LAB $ 6,711.69 $ (4,156.12) $ 2,555.57
R96 SYSTEMS FOR R&D LAB $ 6,711.69 $ (4,156.12) $ 2,555.57
R96 SYSTEMS FOR R&D LAB $ 6,711.69 $ (4,156.12) $ 2,555.57
R96 SYSTEMS FOR R&D LAB $ 6,711.66 $ (4,156.09) $ 2,555.57
ULTRA 10 WORKSTATION $ 7,698.18 $ (7,538.61) $ 159.57
SUN 21" MONITOR $ 1,643.63 $ (1,610.31) $ 33.32
ULTRA 5 WORKSTATION $ 4,319.16 $ (4,229.59) $ 89.57
SUN 19" MONITOR $ 1,090.33 $ (1,090.33) $ -
ULTRA 5 WORKSTATION $ 4,319.16 $ (4,229.59) $ 89.57
XYLAN MODULES $ 25,857.94 $ (7,696.77) $ 18,161.17
IN CIRCUIT EMULATOR - SUPERTAP $ 22,137.13 $ (16,870.21) $ 5,266.92
IN CIRCUIT EMULATOR - SUPERTAP $ 22,137.13 $ (16,870.21) $ 5,266.92
PC SUN ULTRA 10 300MHZ $ 5,841.17 $ (5,067.10) $ 774.07
MONITOR 21" SUN $ 1,460.30 $ (1,460.30) $ -
SMARTBITS SMB-2000 $ 19,843.63 $ (12,285.38) $ 7,558.25
SMARTBITS TESTER $ 9,201.25 $ (5,699.33) $ 3,501.92
SONY DIGITAL VIDEO CAMERA $ 3,029.92 $ (1,313.67) $ 1,716.25
SUNSET ISDN SS400 $ 4,844.20 $ (3,005.45) $ 1,838.75
ZXPMS-ZX-1 MINI PMS ZOOM INTERFEROMETER $ 37,276.82 $ (37,276.82) $ -
Q.E.D. SYSTEM $ 13,525.84 $ (8,378.42) $ 5,147.42
MONITOR 19" SUN $ 827.71 $ (827.71) $ -
PC SUN ULTRA SOLARIS $ 6,696.53 $ (5,471.21) $ 1,225.32
TEST SET DISC*S FITL (PAR 1492A) $ 68,781.57 $ (42,579.40) $ 26,202.17
TEST SET DISC*S FITL (@ JABIL MEMPHIS) $ 68,781.57 $ (42,579.40) $ 26,202.17
TEST SET DISC*S FITL $ 68,802.07 $ (42,593.65) $ 26,208.42
UPGRADE SVC CTR TEST SET FOR FITL POWER NPC $ 28,785.13 $ (12,682.38) $ 16,102.75
CHASE BILOG ANTENNA $ 5,515.34 $ (3,415.02) $ 2,100.32
CHASE BILOG ANTENNA $ 5,515.34 $ (3,415.02) $ 2,100.32
ATM EDGE SWITCH $ 38,687.47 $ (23,951.55) $ 14,735.92
1262 MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
9 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 97656 0 160220 31/03/1999 24442 ONU EQUIPMENT
61 97658 0 160220 31/03/1999 24444 ONU EQUIPMENT
61 97638 0 160220 31/03/1999 24445 107 MDS POWER EQUIPMENT
61 97639 0 160220 31/03/1999 24446 104 MDS POWER EQUIPMENT
61 97645 0 160220 31/03/1999 24447 MDS SHELF / HDT CARDS
61 97646 0 160220 31/03/1999 24448 MDS SHELF / HDT CARDS
61 97647 0 160220 31/03/1999 24449 MDS SHELF / HDT CARDS
61 97648 0 160220 31/03/1999 24450 MDS SHELF / HDT CARDS
61 97649 0 160220 31/03/1999 24451 MDS SHELF / HDT CARDS
61 97650 0 160220 31/03/1999 24452 MDS SHELF / HDT CARDS
61 97640 0 160220 31/03/1999 24453 103 MDS POWER EQUIPMENT
61 97641 0 160220 31/03/1999 24454 89 MDS POWER EQUIPMENT
61 97659 0 160220 31/03/1999 24455 ONU EQUIPMENT
61 97660 0 160220 31/03/1999 24456 ONU EQUIPMENT
61 97661 0 160220 31/03/1999 24457 ONU EQUIPMENT
61 97662 0 160220 31/03/1999 24458 ONU EQUIPMENT
61 97842 0 160220 31/05/1999 24465 18990 DEVICE PROGRAMMER BP2200 FOUR SITE
61 97844 0 160220 31/05/1999 24516 99824711 REDCOM SWITCH 40-LINE MDX SYSTEM
61 97845 0 160220 31/05/1999 24517 99824781 RECOM SWITCH 40-LINE MDX SYSTEM
50 75384 0 160140 31/03/1999 24544 NONE BURN-IN CMC OIU
61 97587 0 160220 31/03/1999 24545 90318039 DUAL FE RT BENCH SUITE
50 75393 0 160140 31/03/1999 24546 FITL TEST FIXTURE NPC/UPC
50 75394 0 160140 31/03/1999 24547 FITL TEST FIXTURE NPC/UPC
50 75395 0 160140 31/03/1999 24548 FITL TEST FIXTURE HDT
50 75396 0 160140 31/03/1999 24549 FITL TEST FIXTURE HDT
50 75400 0 160140 31/03/1999 24550 FITL POWER TEST SET MATRIX PLATFORM (CAL# 1706)
61 100283 0 160220 31/05/1999 24557 BN010559 OSCILLOSCOPE TEKTRONIX TDS3054 DIGITIZING
61 97774 0 160220 31/05/1999 24560 1B19941 SERVER LIVINGSTON PORTMASTER
61 97848 0 160220 31/05/1999 24563 US38432392 NETWORK ANALYZER HP RF VECTOR
61 97849 0 160220 31/05/1999 24564 3614A02104 CALIBRATION KIT N-75 HP
50 75719 0 160140 25/02/2000 24568 NONE CMC FITL OIU TEST SET UPGRADE (@JABIL FLORIDA)
50 75455 0 160711 31/05/1999 24602 9012 VIDEO SYSTEM MICROSCOPE
50 75456 0 160220 31/05/1999 24603 B010719 TEKTRONIX TD5540A MANAGER
50 75453 0 160140 31/05/1999 24604 CAL TS1587 TEST SET FITL AM/VSB OIU (TS1587)
50 75865 0 160140 26/05/2000 24604 CAL TS1587 UPGRADE FITL OIU TEST SET ASSET# 24604 (TS1587)
50 75609 0 160140 30/09/1999 24605 FUNCTIONAL TEST SET EDFA FIBERCAST (@JABIL BEDFORD
61 97807 0 160220 31/05/1999 24606 B010810 OSCILLOSCOPE TEKTRONIX 4 CHANNEL TDS3054
61 98045 0 160220 30/06/1999 24607 N4467 EST MPC860 EMULATORS FOR THE FIBERSTAR & 1075 PROJ
61 98046 0 160220 30/06/1999 24608 N4468 EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ
61 98047 0 160220 30/06/1999 24609 N4469 EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ
61 98048 0 160220 30/06/1999 24610 N4470 EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ
61 98049 0 160220 30/06/1999 24611 N4471 EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ
61 98001 0 160220 30/06/1999 24615 315 MULTIPLE FREQ. SIGNAL GENERATOR PSX-6C
61 99816 0 160220 31/03/2000 24616 1106250 SPECTROLINE EPROM ERASER PC-1100A
61 98058 0 160220 30/06/1999 24618 19009 UNIVERSAL PROGRAMMER PF1200/144
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
DEVICE PROGRAMMER BP2200 FOUR SITE $ 37,859.25 $ (22,088.50) $ 15,770.75
REDCOM SWITCH 40-LINE MDX SYSTEM $ 26,966.71 $ (15,734.29) $ 11,232.42
RECOM SWITCH 40-LINE MDX SYSTEM $ 26,966.69 $ (15,734.27) $ 11,232.42
BURN-IN CMC OIU $ 45,494.14 $ (28,167.82) $ 17,326.32
DUAL FE RT BENCH SUITE $ 59,537.50 $ (36,859.33) $ 22,678.17
FITL TEST FIXTURE NPC/UPC $ 17,141.69 $ (10,614.27) $ 6,527.42
FITL TEST FIXTURE NPC/UPC $ 17,141.69 $ (10,614.27) $ 6,527.42
FITL TEST FIXTURE HDT $ 17,141.69 $ (10,614.27) $ 6,527.42
FITL TEST FIXTURE HDT $ 17,141.41 $ (10,613.99) $ 6,527.42
FITL POWER TEST SET MATRIX PLATFORM (CAL# 1706) $ 27,849.53 $ (17,243.61) $ 10,605.92
OSCILLOSCOPE TEKTRONIX TDS3054 DIGITIZING $ 10,061.84 $ (5,872.67) $ 4,189.17
SERVER LIVINGSTON PORTMASTER $ 3,319.55 $ (1,939.63) $ 1,379.92
NETWORK ANALYZER HP RF VECTOR $ 46,121.79 $ (26,906.37) $ 19,215.42
CALIBRATION KIT N-75 HP $ 2,274.63 $ (1,328.21) $ 946.42
CMC FITL OIU TEST SET UPGRADE (@JABIL FLORIDA) $ 13,638.99 $ (8,282.92) $ 5,356.07
VIDEO SYSTEM MICROSCOPE $ 4,763.47 $ (2,782.72) $ 1,980.75
TEKTRONIX TD5540A MANAGER $ 5,061.19 $ (2,956.52) $ 2,104.67
TEST SET FITL AM/VSB OIU (TS1587) $ 76,367.21 $ (44,551.39) $ 31,815.82
UPGRADE FITL OIU TEST SET ASSET# 24604 (TS1587) $ 36,212.65 $ (15,952.83) $ 20,259.82
FUNCTIONAL TEST SET EDFA FIBERCAST (@JABIL BEDFORD $ 75,385.51 $ (43,979.01) $ 31,406.50
OSCILLOSCOPE TEKTRONIX 4 CHANNEL TDS3054 $ 10,819.59 $ (6,313.42) $ 4,506.17
EST MPC860 EMULATORS FOR THE FIBERSTAR & 1075 PROJ $ 7,039.22 $ (4,109.05) $ 2,930.17
EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ $ 7,039.22 $ (4,109.05) $ 2,930.17
EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ $ 7,039.22 $ (4,109.05) $ 2,930.17
EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ $ 7,039.22 $ (4,109.05) $ 2,930.17
EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ $ 7,039.26 $ (4,109.09) $ 2,930.17
MULTIPLE FREQ. SIGNAL GENERATOR PSX-6C $ 16,177.97 $ (9,440.65) $ 6,737.32
SPECTROLINE EPROM ERASER PC-1100A $ 2,113.63 $ (1,283.81) $ 829.82
UNIVERSAL PROGRAMMER PF1200/144 $ 7,251.49 $ (4,230.82) $ 3,020.67
10 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
------------------------------------------------------------------------------------------------------------------
61 98115 0 160711 30/07/1999 24635 AJHJ-T1790026 COMMUNICATIONS ANALYZER
61 98052 0 160220 30/06/1999 24636 BO32678 DIGITIZING OSCILLOSCOPE TDS784D
61 98116 0 160220 30/07/1999 24637 B010308 DSO MODULE MODEL#TLA7D2
61 97780 0 160331 31/05/1999 24638 7983297 REDCOM TELETRAFFIC GENERATOR
61 97782 0 160331 31/05/1999 24641 MESA 6 CABINET SYSTEM & INTERNAL EQUIPMENT
60 97852 0 160309 31/05/1999 24650 91002009A LCD PROJECTOR LT100 XGA
61 97864 0 160220 31/05/1999 24653 5091 SMARTBITS TEST SET 2000+
61 100717 0 160220 31/08/2000 24653 AT-9015 & AT-9045 ATM SMARTCARDS
61 98010 0 160220 30/06/1999 24654 4993540 REDCOM CLASS 5 SWITCH
61 98011 0 160220 30/06/1999 24655 4993539 REDCOM CLASS 5 SWITCH
61 97789 0 160220 31/05/1999 24656 AT&T ROLLING CABINETS FOR DEMO ROOM
61 97790 0 160220 31/05/1999 24657 AT&T ROLLING CABINET FOR DEMO ROOM
63 97792 0 160220 31/05/1999 24658 4529 SERVER HP KAYAK
61 97846 0 160220 31/05/1999 24667 1190034 FIREBERD 6000A COMMUNICATIONS ANALYZER
50 75959 0 160140 31/07/2000 24668 NONE DTU1 TEST SET #1592 (@ JABIL FLORIDA)
50 75879 0 160140 26/05/2000 24669 CAL TS1710 TEST SET FITL POWER #1 NPC2 (TS# 1710)
50 75880 0 160140 26/05/2000 24670 CAL TS1711 TEST SET FITL POWER #2 NPC2 (TS1711)
50 76041 0 160140 30/09/2000 24670 CAL TS1711 UPGRADE MATRIX NPC TEST SET (TS1711)
50 75881 0 160140 26/05/2000 24671 NONE FITL SYSTEM TEST AT CMC (CAL#1589)
50 75882 0 160140 26/05/2000 24672 NONE FITL SYSTEM TEST AT CMC (CAL# 1589)
61 98117 0 160220 30/07/1999 24673 B011561 DIGITAL PHOSPHOR OSCILLOSCOPE
50 75867 0 160140 26/05/2000 24675 NONE BURN-IN EXPANSION NPC AT CMC
50 75868 0 160140 26/05/2000 24676 NONE BURN-IN EXPANSION NPC AT CMC
50 75869 0 160140 26/05/2000 24677 NONE BURN-IN EXPANSION NPC AT CMC
50 75870 0 160140 26/05/2000 24678 NONE BURN-IN EXPANSION NPC AT CMC
50 75871 0 160140 26/05/2000 24679 NONE BURN-IN EXPANSION NPC AT CMC
50 75872 0 160140 26/05/2000 24680 NONE BURN-IN EXPANSION NPC AT CMC
50 75873 0 160140 26/05/2000 24682 NONE BURN-IN EXPANSION DTU AT CMC
50 75874 0 160140 26/05/2000 24682 NONE BURN-IN EXPANSION DTU AT CMC
50 75875 0 160140 26/05/2000 24683 NONE BURN-IN EXPANSION DTU AT CMC
50 75876 0 160140 26/05/2000 24684 NONE BURN-IN EXPANSION DTU AT CMC
50 75877 0 160140 26/05/2000 24685 NONE BURN-IN EXPANSION DTU AT CMC
50 75878 0 160140 26/05/2000 24686 NONE BURN-IN EXPANSION DTU AT CMC
61 98126 0 160220 30/07/1999 24688 3916A03095 1.8 GHZ CABLE TV ANALYZER
50 75863 0 160140 26/05/2000 24689 NONE BURN-IN FITL NPC
50 75864 0 160140 26/05/2000 24690 NONE BURN-IN FITL OIU4X
61 98826 0 160220 30/09/1999 24691 B013220 RF SIGNAL SCOUT ANALYZER TEKTRONIX RFM151
61 98827 0 160220 30/09/1999 24692 112712 RIFOCS POWER METER 555B
61 98825 0 160220 30/09/1999 24697 US38440492 HP RF SIGNAL GENERATOR E4400B
61 98128 0 160220 30/07/1999 24715 3849U03298 LOW COST SIGNAL GENERATOR
61 98118 0 160220 30/07/1999 24719 UT9906108MAX UTI CURVE TRACER
61 100287 0 160220 30/06/1999 24726 D00881 SDH MULTIPLEXER 800101
61 100288 0 160220 30/06/1999 24727 D00317 SDH MULTIPLEXER 800101
61 100289 0 160220 30/06/1999 24728 D00995 SDH MULTIPLEXER 800101
61 100290 0 160220 30/06/1999 24729 D00876 SDH MULTIPLEXER 800101
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
COMMUNICATIONS ANALYZER $ 16,722.80 $ (9,756.38) $ 6,966.42
DIGITIZING OSCILLOSCOPE TDS784D $ 36,980.38 $ (21,573.13) $ 15,407.25
DSO MODULE MODEL#TLA7D2 $ 16,237.50 $ (9,472.83) $ 6,764.67
REDCOM TELETRAFFIC GENERATOR $ 25,319.04 $ (14,774.54) $ 10,544.50
MESA 6 CABINET SYSTEM & INTERNAL EQUIPMENT $ 50,283.65 $ (29,334.33) $ 20,949.32
LCD PROJECTOR LT100 XGA $ 7,181.31 $ (2,936.74) $ 4,244.57
SMARTBITS TEST SET 2000+ $ 44,366.28 $ (25,885.03) $ 18,481.25
AT-9015 & AT-9045 ATM SMARTCARDS $ 7,856.30 $ (3,463.38) $ 4,392.92
REDCOM CLASS 5 SWITCH $ 20,860.86 $ (12,173.79) $ 8,687.07
REDCOM CLASS 5 SWITCH $ 20,860.86 $ (12,173.79) $ 8,687.07
AT&T ROLLING CABINETS FOR DEMO ROOM $ 4,399.91 $ (2,569.84) $ 1,830.07
AT&T ROLLING CABINET FOR DEMO ROOM $ 4,399.90 $ (2,569.83) $ 1,830.07
SERVER HP KAYAK $ 6,640.24 $ (5,428.49) $ 1,211.75
FIREBERD 6000A COMMUNICATIONS ANALYZER $ 24,766.90 $ (14,451.33) $ 10,315.57
DTU1 TEST SET #1592 (@ JABIL FLORIDA) $ 11,562.11 $ (5,093.79) $ 6,468.32
TEST SET FITL POWER #1 NPC2 (TS# 1710) $ 34,029.06 $ (14,991.24) $ 19,037.82
TEST SET FITL POWER #2 NPC2 (TS1711) $ 32,031.71 $ (14,109.04) $ 17,922.67
UPGRADE MATRIX NPC TEST SET (TS1711) $ 3,941.15 $ (1,738.15) $ 2,203.00
FITL SYSTEM TEST AT CMC (CAL#1589) $ 23,226.86 $ (10,233.94) $ 12,992.92
FITL SYSTEM TEST AT CMC (CAL# 1589) $ 23,226.50 $ (10,233.58) $ 12,992.92
DIGITAL PHOSPHOR OSCILLOSCOPE $ 11,950.81 $ (6,974.14) $ 4,976.67
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,827.73 $ (2,127.23) $ 2,700.50
1.8 GHZ CABLE TV ANALYZER $ 16,184.74 $ (9,445.99) $ 6,738.75
BURN-IN FITL NPC $ 1,843.98 $ (813.98) $ 1,030.00
BURN-IN FITL OIU4X $ 1,843.96 $ (813.96) $ 1,030.00
RF SIGNAL SCOUT ANALYZER TEKTRONIX RFM151 $ 2,751.24 $ (1,610.07) $ 1,141.17
RIFOCS POWER METER 555B $ 861.64 $ (505.97) $ 355.67
HP RF SIGNAL GENERATOR E4400B $ 7,995.65 $ (4,667.40) $ 3,328.25
LOW COST SIGNAL GENERATOR $ 12,311.12 $ (7,183.20) $ 5,127.92
UTI CURVE TRACER $ 59,537.90 $ (34,733.73) $ 24,804.17
SDH MULTIPLEXER 800101 $ 10,039.99 $ (5,861.07) $ 4,178.92
SDH MULTIPLEXER 800101 $ 10,039.99 $ (5,861.07) $ 4,178.92
SDH MULTIPLEXER 800101 $ 10,039.99 $ (5,861.07) $ 4,178.92
SDH MULTIPLEXER 800101 $ 10,039.90 $ (5,860.98) $ 4,178.92
11 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------------
61 99365 0 160220 31/12/1999 24738 US91700838 NETSERVER LH4
62 103027 0 160220 31/12/2001 24738 UPGRADE MEMORY & DISK SPACE TO EDC SERVER
63 99366 0 160220 31/12/1999 24739 1064781 DLT70 SURESTORE
63 99367 0 160220 31/12/1999 24742 50991CA0024 PANASONIC SCANNER KV-52055W
61 98004 0 160220 30/06/1999 24749 9915260 TRILITHIC FILTER
61 98002 0 160220 30/06/1999 24750 ACP03150061 CMTS UBR7223
61 98051 0 160220 30/06/1999 24754 N4507 EST EMULATOR MPC860
62 98038 0 160501 30/06/1999 24755 Z6136019 WEBER LASER PRINTER 105SE
61 98085 0 160331 30/06/1999 24763 MT94580 OTDR OPTICAL TIME DOMAIN REFL
61 98086 0 160331 30/06/1999 24765 MT94480 OTDR OPTICAL TIME DOMAIN REFL
61 98824 0 160220 30/09/1999 24858 6.00149E+14 LASER TRANSMITTER MRTL5 AM/VSB
60 98773 0 160220 30/09/1999 24860 77691058 TOSHIBA PROJECTOR 510A
61 100293 0 160220 30/09/1999 24862 1041 PROTOCOL ANALYZER OPTICAL TO ELECTRICAL CONVERTER
61 98777 0 160220 30/09/1999 24863 13725 TTC COMMUNICATIONS ANALYZER 310-P3S
61 98791 0 160220 30/09/1999 24864 N5000 VISION NET MPC860 CONTROLLER
61 98792 0 160220 30/09/1999 24865 N5001 VISION NET MPC860 CONTROLLER
61 98793 0 160220 30/09/1999 24866 N5002 VISION NET MPC860 CONTROLER
61 98794 0 160220 30/09/1999 24867 N5003 VISION NET MPC860 CONTROLLER
63 100351 0 160220 30/06/2000 24869 FW93120117 SUN ULTRA SPARC10 WORKSTATION - BRADY PAMPLIN
61 98786 0 160220 30/09/1999 24871 149584 ATM GENERATOR/ANALYZER AX/4000
61 99096 0 160220 29/10/1999 24872 13774 COMMUNICATION ANALYZER TBERD DS3
61 98828 0 160220 30/09/1999 24873 CC047850 PROGRAMMABLE OPTICAL ATTENUATOR JDS FITEL
61 98236 0 160220 27/08/1999 24889 31203991665 PORTABLE DIGITAL LIGHTWAVE TEST SET
61 98229 0 160220 27/08/1999 24894 154 MASS FUSION SPLICER T-63
61 98230 0 160220 27/08/1999 24895 FSFGSERC4612N3 FUSION SPLICER ROTARY CHUCK T-35SE
62 98234 0 160420 27/08/1999 24896 FW92420079 PC SUN ULTRA 5 WORKSTATION
62 98235 0 160420 27/08/1999 24897 9922KN3135 SUN MONITOR 19"
50 75510 0 160140 27/08/1999 24901 MUX FOR HASS SYSTEM TEST SET
62 98244 0 160420 27/08/1999 24907 FW91610682 PC SUN ULTRA 10 WORKSTATION
50 75509 0 160711 27/08/1999 24913 2499534 BULK CALL GENERATOR
63 98255 0 160220 27/08/1999 24914 SFW85160142 PC SUN ULTRA 10 WORKSTATION
63 98256 0 160220 27/08/1999 24915 SFW85160456 PC SUN ULTRA 10 WORKSTATION
62 98257 0 160220 27/08/1999 24916 9925KN3416 MONITOR SUN 21" X7121A
62 98258 0 160220 27/08/1999 24917 9925K3415 MONITOR SUN 21" X7121A
50 75512 0 160122 27/08/1999 24918 NONE DISC*S TEST SET UPGRADES AT ADTRAN
50 75513 0 160122 27/08/1999 24919 NONE ISDN SCU131 TEST SYSTEM FOR ADTRAN
60 100828 0 160711 31/08/2000 24980 NONE ANTHRO BLACK CART
60 103453 0 160220 30/06/2002 24981 NONE RACK SHELF 42U WITH HARDWARE EQUIPMENT
60 103454 0 160220 30/06/2002 24982 NONE RACK SHELF 22U WITH HARDWARE EQUIPMENT
60 103455 0 160220 30/06/2002 24997 NONE RACK SHELF 22U WITH HARDWARE EQUIPMENT
61 100145 0 160220 30/09/1999 25000 99303788 ATM SWITCH ASX-200BX
61 101156 0 160220 31/10/2000 25002 SUPERVISORY SYSTEM JC08SSL14
61 101174 0 160220 31/10/2000 25004 SUPERVISORY SYSTEM JC08SSL14
50 76881 0 160140 31/03/2002 25010 CAL TS1709 UPGRADE FITL ADSL OIU94/95 FUNCT. TEST SOL. TS1709
50 76993 0 160140 31/08/2002 25010 CAL TS1709 UPGRADE FITL ADSL OIU94/95 FUNC TEST SOLN TS# 1709
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
NETSERVER LH4 $ 27,884.06 $ (16,268.06) $ 11,616.00
UPGRADE MEMORY & DISK SPACE TO EDC SERVER $ 3,593.90 $ (2,495.73) $ 1,098.17
DLT70 SURESTORE $ 7,041.68 $ (5,754.61) $ 1,287.07
PANASONIC SCANNER KV-52055W $ 8,300.43 $ (6,784.36) $ 1,516.07
TRILITHIC FILTER $ 7,030.56 $ (4,104.81) $ 2,925.75
CMTS UBR7223 $ 40,910.43 $ (23,869.01) $ 17,041.42
EST EMULATOR MPC860 $ 6,362.38 $ (3,713.63) $ 2,648.75
WEBER LASER PRINTER 105SE $ 3,309.57 $ (3,309.57) $ -
OTDR OPTICAL TIME DOMAIN REFL $ 22,479.05 $ (13,115.73) $ 9,363.32
OTDR OPTICAL TIME DOMAIN REFL $ 22,479.05 $ (13,115.73) $ 9,363.32
LASER TRANSMITTER MRTL5 AM/VSB $ 3,787.74 $ (2,213.92) $ 1,573.82
TOSHIBA PROJECTOR 510A $ 5,081.07 $ (2,080.00) $ 3,001.07
PROTOCOL ANALYZER OPTICAL TO ELECTRICAL CONVERTER $ 8,910.06 $ (5,200.64) $ 3,709.42
TTC COMMUNICATIONS ANALYZER 310-P3S $ 25,509.81 $ (14,885.06) $ 10,624.75
VISION NET MPC860 CONTROLLER $ 10,125.99 $ (5,909.07) $ 4,216.92
VISION NET MPC860 CONTROLLER $ 10,125.99 $ (5,909.07) $ 4,216.92
VISION NET MPC860 CONTROLER $ 10,125.99 $ (5,909.07) $ 4,216.92
VISION NET MPC860 CONTROLLER $ 10,125.93 $ (5,909.01) $ 4,216.92
SUN ULTRA SPARC10 WORKSTATION - BRADY PAMPLIN $ 6,836.14 $ (4,218.14) $ 2,618.00
ATM GENERATOR/ANALYZER AX/4000 $ 66,104.63 $ (38,562.63) $ 27,542.00
COMMUNICATION ANALYZER TBERD DS3 $ 29,816.47 $ (17,395.47) $ 12,421.00
PROGRAMMABLE OPTICAL ATTENUATOR JDS FITEL $ 5,931.15 $ (3,462.83) $ 2,468.32
PORTABLE DIGITAL LIGHTWAVE TEST SET $ 36,534.38 $ (21,315.38) $ 15,219.00
MASS FUSION SPLICER T-63 $ 45,527.24 $ (26,558.24) $ 18,969.00
FUSION SPLICER ROTARY CHUCK T-35SE $ 37,887.50 $ (22,104.08) $ 15,783.42
PC SUN ULTRA 5 WORKSTATION $ 2,601.33 $ (2,601.33) $ -
SUN MONITOR 19" $ 769.58 $ (769.58) $ -
MUX FOR HASS SYSTEM TEST SET $ 32,296.40 $ (18,841.90) $ 13,454.50
PC SUN ULTRA 10 WORKSTATION $ 4,294.30 $ (4,294.30) $ -
BULK CALL GENERATOR $ 28,648.09 $ (16,714.67) $ 11,933.42
PC SUN ULTRA 10 WORKSTATION $ 5,289.67 $ (4,320.85) $ 968.82
PC SUN ULTRA 10 WORKSTATION $ 5,289.67 $ (4,320.85) $ 968.82
MONITOR SUN 21" X7121A $ 1,460.80 $ (1,460.80) $ -
MONITOR SUN 21" X7121A $ 1,460.81 $ (1,460.81) $ -
DISC*S TEST SET UPGRADES AT ADTRAN $ 11,033.33 $ (6,441.26) $ 4,592.07
ISDN SCU131 TEST SYSTEM FOR ADTRAN $ 14,695.46 $ (8,575.46) $ 6,120.00
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
RACK SHELF 42U WITH HARDWARE EQUIPMENT $ 5,192.80 $ (2,812.73) $ 2,380.07
RACK SHELF 22U WITH HARDWARE EQUIPMENT $ 5,255.55 $ (2,847.55) $ 2,408.00
RACK SHELF 22U WITH HARDWARE EQUIPMENT $ 5,255.55 $ (2,847.55) $ 2,408.00
ATM SWITCH ASX-200BX $ 6,690.90 $ (3,903.58) $ 2,787.32
SUPERVISORY SYSTEM JC08SSL14 $ 2,689.49 $ (1,188.07) $ 1,501.42
SUPERVISORY SYSTEM JC08SSL14 $ 2,812.71 $ (1,240.21) $ 1,572.50
UPGRADE FITL ADSL OIU94/95 FUNCT. TEST SOL. TS1709 $ 103,782.17 $ (30,890.25) $ 72,891.92
UPGRADE FITL ADSL OIU94/95 FUNC TEST SOLN TS# 1709 $ 62,106.66 $ (9,612.59) $ 52,494.07
12 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 75610 0 160140 30/09/1999 25010 CAL TS1709 TEST SET FITL AM/VSB OIU (TS1709)
50 75862 0 160140 26/05/2000 25010 CAL TS1709 UPGRADE FITL AM/VSB TEST SET ASSET# 25010 (TS1709)
50 75858 0 160140 26/05/2000 25010 CAL TS1709 UPGRADE FITL AM/VSB OIU TEST SET ASSET25010 TS1709
63 100364 0 160220 30/06/2000 25043 4REXQ DELL SERVER POWER EDGE 6300
60 98775 0 160220 30/09/1999 25096 SB580-10329 SMART BOARD 580
60 98776 0 160220 30/09/1999 25121 SB580-10328 SMART BOARD 580
60 98774 0 160220 30/09/1999 25122 89692305 TOSHIBA PROJECTOR 510A
50 75611 0 160140 30/09/1999 25124 CMC ICT FIXTURE OIU72
50 75608 0 160140 30/09/1999 25125 CMC ICT FIXTURE DCU301A
61 98901 0 160220 30/09/1999 25132 K839 AMPLIFIED NOICE MODULE NC1107A
63 103620 0 160220 31/05/2001 25133 US93300619 HP NETSERVER LH/4 (TODD HERMAN 7/2002 - QUALITY)
61 101158 0 160220 31/10/2000 25146 MDS SHELF 41-050-51
61 101159 0 160220 31/10/2000 25147 MDS SHELF 41-050-51
61 101160 0 160220 31/10/2000 25148 MDS SHELF 41-050-51
61 101147 0 160220 31/10/2000 25160 MDS SHELVES 41-050-51
61 101149 0 160220 31/10/2000 25162 2006980 MDS SHELVES 41-050-51
61 101161 0 160220 31/10/2000 25163 MDS SHELF 41-050-51
61 101162 0 160220 31/10/2000 25164 MDS SHELF
61 101163 0 160220 31/10/2000 25165 MDS SHELF 41-050-51
61 101176 0 160220 31/10/2000 25166 MDS SHELF 41-050-51
61 101177 0 160220 31/10/2000 25167 MDS SHELF 41-050-51
61 101178 0 160220 31/10/2000 25168 MDS SHELF 41-050-51
61 101179 0 160220 31/10/2000 25169 MDS SHELF 41-050-51
61 101180 0 160220 31/10/2000 25170 MDS SHELF 41-050-51
61 101164 0 160220 31/10/2000 25171 MDS SHELF 41-050-51
61 101165 0 160220 31/10/2000 25172 MDS SHELF 41-050-51
61 99304 0 160220 26/11/1999 25173 NONE SYSTEL SUPERVISORY SYSTEM
62 100303 0 160220 31/12/1999 25212 9937KN0914 SUN MONITOR
63 100306 0 160220 31/12/1999 25213 FW93530153 SUN PC ULTRA 10
63 100307 0 160220 31/12/1999 25214 FW93530001 SUN PC ULTRA 10
62 100305 0 160220 31/12/1999 25216 9937KN0907 SUN MONITOR
61 100308 0 160220 31/12/1999 25217 636H32E2 SUN SERVER E450
63 98995 0 160220 29/10/1999 25235 ESA8C02973 HP DESIGNJET 1050C PLOTTER
63 98994 0 160220 29/10/1999 25236 HP DESIGNJET 1050C PLOTTER
63 98999 0 160220 29/10/1999 25237 22921 HP NETSERVER LH/4 HP D6973A
61 100025 0 160220 26/05/2000 25239 N4872 VISION NET MPC860 EMULATOR
61 100174 0 160220 29/10/1999 25242 790652 SUPERTAP EMULATOR 850
61 100175 0 160220 29/10/1999 25243 790651 SUPERTAP EMULATOR 850
61 100152 0 160220 29/10/1999 25244 790574 SUPERTAP EMULATOR 860
61 100153 0 160220 29/10/1999 25245 149683 AX/4000 BROADBAND TEST SYSTEM
61 100168 0 160220 29/10/1999 25246 P2850 MPC 850 BDM DEBUGGER
61 100167 0 160220 29/10/1999 25248 P2849 MPC 850 BDM DEBUGGER
61 100172 0 160220 29/10/1999 25249 41953 SUPERTAP EMULATOR 68302
61 100173 0 160220 29/10/1999 25250 37053 SUPERTAP EMULATOR 68302
61 100170 0 160220 29/10/1999 25251 P2852 MPC 850 BDM DEBUGGER
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TEST SET FITL AM/VSB OIU (TS1709) $ 98,957.78 $ (57,727.36) $ 41,230.42
UPGRADE FITL AM/VSB TEST SET ASSET# 25010 (TS1709) $ 42,387.62 $ (18,672.30) $ 23,715.32
UPGRADE FITL AM/VSB OIU TEST SET ASSET25010 TS1709 $ 29,528.33 $ (13,009.41) $ 16,518.92
DELL SERVER POWER EDGE 6300 $ 12,937.17 $ (7,979.85) $ 4,957.32
SMART BOARD 580 $ 1,785.23 $ (731.66) $ 1,053.57
SMART BOARD 580 $ 1,785.24 $ (731.67) $ 1,053.57
TOSHIBA PROJECTOR 510A $ 5,081.07 $ (2,080.00) $ 3,001.07
CMC ICT FIXTURE OIU72 $ 6,495.00 $ (3,789.33) $ 2,705.67
CMC ICT FIXTURE DCU301A $ 6,495.00 $ (3,789.33) $ 2,705.67
AMPLIFIED NOICE MODULE NC1107A $ 1,613.00 $ (943.75) $ 669.25
HP NETSERVER LH/4 (TODD HERMAN 7/2002 - QUALITY) $ 54,626.00 $ (16,388.50) $ 38,237.50
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELVES 41-050-51 $ 4,866.06 $ (2,145.06) $ 2,721.00
MDS SHELVES 41-050-51 $ 4,866.06 $ (2,145.06) $ 2,721.00
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
SYSTEL SUPERVISORY SYSTEM $ 8,288.62 $ (4,839.87) $ 3,448.75
SUN MONITOR $ 1,459.85 $ (1,459.85) $ -
SUN PC ULTRA 10 $ 7,237.79 $ (5,872.22) $ 1,365.57
SUN PC ULTRA 10 $ 7,237.79 $ (5,872.22) $ 1,365.57
SUN MONITOR $ 1,459.85 $ (1,459.85) $ -
SUN SERVER E450 $ 22,152.16 $ (12,926.41) $ 9,225.75
HP DESIGNJET 1050C PLOTTER $ 8,573.93 $ (7,003.36) $ 1,570.57
HP DESIGNJET 1050C PLOTTER $ 8,573.95 $ (7,003.38) $ 1,570.57
HP NETSERVER LH/4 HP D6973A $ 32,703.41 $ (26,710.99) $ 5,992.42
VISION NET MPC860 EMULATOR $ 6,331.62 $ (2,790.55) $ 3,541.07
SUPERTAP EMULATOR 850 $ 29,141.52 $ (17,002.52) $ 12,139.00
SUPERTAP EMULATOR 850 $ 29,141.50 $ (17,002.50) $ 12,139.00
SUPERTAP EMULATOR 860 $ 27,303.97 $ (15,931.55) $ 11,372.42
AX/4000 BROADBAND TEST SYSTEM $ 72,365.13 $ (42,214.63) $ 30,150.50
MPC 850 BDM DEBUGGER $ 6,765.63 $ (3,949.71) $ 2,815.92
MPC 850 BDM DEBUGGER $ 6,765.63 $ (3,949.71) $ 2,815.92
SUPERTAP EMULATOR 68302 $ 20,935.88 $ (12,214.63) $ 8,721.25
SUPERTAP EMULATOR 68302 $ 20,935.88 $ (12,214.63) $ 8,721.25
MPC 850 BDM DEBUGGER $ 6,765.63 $ (3,949.71) $ 2,815.92
13 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
---------------------------------------------------------------------------------------------------------------------
61 100169 0 160220 29/10/1999 25252 P2851 MPC 850 BDM DEBUGGER
62 99408 0 160220 31/12/1999 25253 9941-990028-004 AIRFLOW TEMP MONITOR ATM-24
50 75886 0 160140 26/05/2000 25254 NONE TEST SET COPPER RACK SYSTEM (AT MSE, ALA.)
61 99314 0 160220 26/11/1999 25256 42754 AMC NETROM NR540
61 99255 0 160220 26/11/1999 25288 70964 LASER TRANSMITTER MAXLINK
61 99254 0 160220 26/11/1999 25289 406961 & 109910 PLATFORM & POWER SUPPLY FOR LASER TRANSMITTER
63 100365 0 160220 30/06/2000 25303 4MZAV DELL SERVER POWER EDGE 6300
63 100770 0 160220 31/08/2000 25303 18.2 gig SCSI HARD DRIVE
61 99312 0 160220 26/11/1999 25304 43557 AMC NETROM NR540
61 99311 0 160220 26/11/1999 25305 43555 AMC NETROM NR540
61 99310 0 160220 26/11/1999 25306 43558 AMC NETROM NR540
61 99313 0 160220 26/11/1999 25311 40970 AMC NETROM NR540
61 99504 0 160711 25/02/2000 25333 15042 EMISSIONS SCANNER EMSCAM 2.3
61 99918 0 160220 31/03/2000 25334 D930CP41A052 CPQ PROLIANT 6500R SERVER
62 104070 0 160220 25/02/2000 25347 9171RB1K9TA9 MONITOR 21" P1110 ULTRASCAN
61 99389 0 160220 31/12/1999 25353 BC001046 VARIABLE OPTICAL ATTENUATOR
61 99401 0 160711 31/12/1999 25355 HALT ENVIRONMENTAL CHAMBER IN RELIABILITY LAB
50 75659 0 160140 31/12/1999 25357 NONE ICT FIXTURE QCU60B - DOVATRON
62 99396 0 160501 31/12/1999 25361 26147197 WEBER LABEL MAKER PRINTER
50 75724 0 160140 25/02/2000 25370 NONE ENU SYSTEM TEST SET
63 99368 0 160220 31/12/1999 25371 50982CA0154 PANASONIC SCANNER KV-52055W
61 100189 0 160220 25/02/2000 25396 N5837 EST BDM EMULATORS (GLENEAGLES)
61 100190 0 160220 25/02/2000 25397 N5838 EST BDM EMULATOR (GLENEAGLES)
63 99594 0 160220 25/02/2000 25399 CYE05 DELL POWEREDGE 1300 SERVER
61 101717 0 160220 28/02/2001 25402 2602BM9490047 COBALT RAQ2 NETWORK
61 101723 0 160220 28/02/2001 25408 9912-348551 BLACK BOX SERVSWITCH AFFINITY 2X8
61 101724 0 160220 28/02/2001 25409 9912-331272 BLACK BOX SERVSWITCH AFFINITY 2X8
61 101725 0 160220 28/02/2001 25410 9912-331274 BLACK BOX SERVSWITCH AFFINITY 2X8
61 101726 0 160220 28/02/2001 25411 SG93801938 HP PROCURVE SWITCH 8000M
61 101727 0 160220 28/02/2001 25412 SG92201926 HP PROCURVE SWITCH 8000M
60 101716 0 160220 28/02/2001 25415 00408C3B247D AXIS 200+ NETWORK CAMERA
61 101739 0 160220 28/02/2001 25428 3C02AM9510387 COBALT RAQ3i NETWORK SERVER
61 101740 0 160220 28/02/2001 25429 2602BM9490797 COBALT RAQ2 NETWORK
61 101741 0 160220 28/02/2001 25430 3C02AM9500257 COBALT RAQ3i NETWORK SERVER
61 100191 0 160220 25/02/2000 25434 N5877 BDM EMULATOR VISION NET (GLENEAGLES)
61 100322 0 160220 25/02/2000 25435 N5878 BDM EMULATOR VISION NET (GLENEAGLES)
61 99475 0 160220 25/02/2000 25479 149716 AX/4000 BROADBAND TEST SYSTEM
61 100375 0 160220 30/06/2000 25479 401311-02491 ATM VER II GENERATOR/ANALYZER
61 101746 0 160220 28/02/2001 25479 401311-02722 AX/4000 155Mbps ATM GENERATOR/ANALYZER MODULE Vr.2
61 101744 0 160220 28/02/2001 25479 401311-03378 AX/4000 10/100Mb ETHERNET GENERATOR/ANALYZER MODUL
61 101745 0 160220 28/02/2001 25479 401311-03388 AX/4000 10/100Mb ETHERNET GENERATOR/ANALYZER MODUL
61 101750 0 160220 28/02/2001 25479 400326-00204 AX/4000 UTOPIA LEVEL 2 INTERFACE MODULE
61 100376 0 160220 30/06/2000 25479 400308A-00203 DS1/ATM MONITOR INTERFACE 4000308A FOR AX4000
61 101747 0 160220 28/02/2001 25479 401324-00344 AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE
61 101748 0 160220 28/02/2001 25479 401324-00345 AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
MPC 850 BDM DEBUGGER $ 6,765.63 $ (3,949.71) $ 2,815.92
AIRFLOW TEMP MONITOR ATM-24 $ 13,379.70 $ (13,379.70) $ -
TEST SET COPPER RACK SYSTEM (AT MSE, ALA.) $ 8,402.41 $ (3,703.99) $ 4,698.42
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
LASER TRANSMITTER MAXLINK $ 29,928.11 $ (17,460.44) $ 12,467.67
PLATFORM & POWER SUPPLY FOR LASER TRANSMITTER $ 2,815.99 $ (1,646.07) $ 1,169.92
DELL SERVER POWER EDGE 6300 $ 12,937.14 $ (7,979.82) $ 4,957.32
18.2 gig SCSI HARD DRIVE $ 1,011.06 $ (626.49) $ 384.57
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
EMISSIONS SCANNER EMSCAM 2.3 $ 18,943.75 $ (11,504.83) $ 7,438.92
CPQ PROLIANT 6500R SERVER $ 25,646.60 $ (15,571.93) $ 10,074.67
MONITOR 21" P1110 ULTRASCAN $ 999.27 $ (999.27) $ -
VARIABLE OPTICAL ATTENUATOR $ 3,328.69 $ (1,943.37) $ 1,385.32
HALT ENVIRONMENTAL CHAMBER IN RELIABILITY LAB $ 126,813.42 $ (73,979.67) $ 52,833.75
ICT FIXTURE QCU60B - DOVATRON $ 8,634.02 $ (5,039.85) $ 3,594.17
WEBER LABEL MAKER PRINTER $ 3,069.97 $ (3,069.97) $ -
ENU SYSTEM TEST SET $ 41,963.27 $ (25,479.35) $ 16,483.92
PANASONIC SCANNER KV-52055W $ 8,063.31 $ (6,588.24) $ 1,475.07
EST BDM EMULATORS (GLENEAGLES) $ 6,332.63 $ (3,847.56) $ 2,485.07
EST BDM EMULATOR (GLENEAGLES) $ 6,332.62 $ (3,847.55) $ 2,485.07
DELL POWEREDGE 1300 SERVER $ 6,394.15 $ (5,436.23) $ 957.92
COBALT RAQ2 NETWORK $ 1,808.22 $ (798.30) $ 1,009.92
BLACK BOX SERVSWITCH AFFINITY 2X8 $ 3,225.41 $ (1,421.34) $ 1,804.07
BLACK BOX SERVSWITCH AFFINITY 2X8 $ 3,225.41 $ (1,421.34) $ 1,804.07
BLACK BOX SERVSWITCH AFFINITY 2X8 $ 3,225.41 $ (1,421.34) $ 1,804.07
HP PROCURVE SWITCH 8000M $ 6,431.15 $ (2,833.23) $ 3,597.92
HP PROCURVE SWITCH 8000M $ 6,440.98 $ (2,839.23) $ 3,601.75
AXIS 200+ NETWORK CAMERA $ 899.18 $ (277.68) $ 621.50
COBALT RAQ3i NETWORK SERVER $ 2,590.07 $ (1,143.50) $ 1,446.57
COBALT RAQ2 NETWORK $ 1,827.73 $ (806.56) $ 1,021.17
COBALT RAQ3i NETWORK SERVER $ 2,599.83 $ (1,146.83) $ 1,453.00
BDM EMULATOR VISION NET (GLENEAGLES) $ 6,332.63 $ (3,847.56) $ 2,485.07
BDM EMULATOR VISION NET (GLENEAGLES) $ 6,332.62 $ (3,847.55) $ 2,485.07
AX/4000 BROADBAND TEST SYSTEM $ 114,799.13 $ (69,700.81) $ 45,098.32
ATM VER II GENERATOR/ANALYZER $ 16,779.22 $ (7,394.05) $ 9,385.17
AX/4000 155Mbps ATM GENERATOR/ANALYZER MODULE Vr.2 $ 15,770.74 $ (6,946.99) $ 8,823.75
AX/4000 10/100Mb ETHERNET GENERATOR/ANALYZER MODUL $ 13,230.25 $ (5,831.33) $ 7,398.92
AX/4000 10/100Mb ETHERNET GENERATOR/ANALYZER MODUL $ 13,230.25 $ (5,831.33) $ 7,398.92
AX/4000 UTOPIA LEVEL 2 INTERFACE MODULE $ 10,278.63 $ (4,529.56) $ 5,749.07
DS1/ATM MONITOR INTERFACE 4000308A FOR AX4000 $ 3,463.53 $ (1,526.28) $ 1,937.25
AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE $ 2,951.63 $ (1,300.81) $ 1,650.82
AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE $ 2,951.63 $ (1,300.81) $ 1,650.82
14 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 101749 0 160220 28/02/2001 25479 400302-01578 AX/4000 DS-3 INTERFACE MODULE
50 75721 0 160140 25/02/2000 25544 NONE ICT FIXTURE HIU (41-050-21) (@JABIL BEDFORD)
50 75722 0 160140 25/02/2000 25545 NONE ICT FIXTURE QEIU2 (4105019B) (@JABIL BEDFORD)
50 75723 0 160140 25/02/2000 25546 NONE ICT FIXTURE EIU2 (41-050-20) (@JABIL BEDFORD)
50 75718 0 160140 25/02/2000 25547 NONE DCU20 FIXTURE FOR HP79000
50 76163 0 160140 31/12/2000 25549 BOUNDARY SCAN JTAG TEST AND PROGRAMMING SYSTEM
50 75716 0 160140 25/02/2000 25550 NONE DISC*S/FITL TEST SET (CAL# 1591) @ JABIL BEDFORD
50 75717 0 160140 25/02/2000 25551 NONE DISC*S/FITL TEST SET (CAL# 1590)
62 100084 0 160220 26/05/2000 25562 1S3GW00400093 PROJECTOR INFOCUS LP400
50 76502 0 160140 30/06/2001 25571 NONE ADAPTERS FOR OMNI 8300 CONFIG TEST SET #1628
61 100654 0 160220 31/08/2000 25621 23345 BP-1200/84 PROGRAMMER W/48 PIN DIP SOCKET MODULE
61 100382 0 160220 30/06/2000 25622 23354 BP1200/84 PROGRAMMER
50 75861 0 160220 26/05/2000 25625 NONE QUADTECH MEGOHMMETER 1867-9700
61 100777 0 160220 31/08/2000 25642 4.2011E+13 REDBACK CONTROL ENGINE W/ FLASH MEM (CE3-1K-128MB)
61 100778 0 160220 31/08/2000 25643 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 100779 0 160220 31/08/2000 25644 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 100780 0 160220 31/08/2000 25645 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 100781 0 160220 31/08/2000 25646 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 100782 0 160220 31/08/2000 25647 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 101728 0 160220 28/02/2001 25648 APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S
61 101729 0 160220 28/02/2001 25649 APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S
61 101730 0 160220 28/02/2001 25650 APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S
61 101731 0 160220 28/02/2001 25651 APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S
61 101732 0 160220 28/02/2001 25652 BLACK BOX: 84" CABINET BLACK W 16-OU
61 101733 0 160220 28/02/2001 25653 BLACK BOX: 84" CABINET BLACK W 16-OU
61 101735 0 160220 28/02/2001 25654 COBALT RAQ2 NETWORK
61 101736 0 160220 28/02/2001 25655 COBALT RAQ2 NETWORK
61 101737 0 160220 28/02/2001 25656 COBALT RAQ2 NETWORK
61 101738 0 160220 28/02/2001 25657 COBALT RAQ2 NETWORK
63 100105 0 160329 26/05/2000 25659 POWERMAC G4 COMPUTER SYSTEM (ANDY CUMMINGS)
61 100158 0 160220 31/03/2000 25713 99325558 ES3810 FORERUNNER ETHERNET SWITCH W/NWK MGMT MODUL
61 100159 0 160711 31/03/2000 25714 99280051 NETWORK MGMT MODULE SWITCH FOR ES3810
61 100157 0 160220 31/03/2000 25715 99275321 ES-3810/08MX ETHERNET SWITCH
61 99919 0 160220 31/03/2000 25720 081-454-04 HAEFELEY LIGHTNING SURGE TEST SYSTEM
61 99920 0 160711 31/03/2000 25721 B055619 TEKTRONICS OSCILLOSCOPE TDS220
61 99921 0 160711 31/03/2000 25722 3916A03248 CABLE TV ANALYZER MODEL 8591C
61 99922 0 160711 31/03/2000 25723 US39270609 RF SIGNAL GENERATOR CAL# 3467
61 99923 0 160711 31/03/2000 25724 US39340614 RF SIGNAL GENERATOR CAL# 3468
61 99934 0 160220 31/03/2000 25728 MATRIX SYSTEM FOR SW DEVELOPMENT
61 100919 0 160220 30/09/2000 25728 MATRIX SYS FOR SW DEVELOPMENT
61 99935 0 160220 31/03/2000 25729 MATRIX SYSTEM FOR SW DEVELOPMENT
61 100920 0 160220 30/09/2000 25729 MATRIX SYS FOR SW DEVELOPMENT
61 99936 0 160220 31/03/2000 25730 MATRIX SYSTEM FOR SW DEVELOPMENT
61 100921 0 160220 30/09/2000 25730 MATRIX SYS FOR SW DEVELOPMENT
61 99937 0 160220 31/03/2000 25731 MATRIX SYSTEM FOR SW DEVELOPMENT
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
AX/4000 DS-3 INTERFACE MODULE $ 2,951.63 $ (1,300.81) $ 1,650.82
ICT FIXTURE HIU (41-050-21) (@JABIL BEDFORD) $ 2,340.52 $ (1,422.95) $ 917.57
ICT FIXTURE QEIU2 (4105019B) (@JABIL BEDFORD) $ 5,442.19 $ (3,307.02) $ 2,135.17
ICT FIXTURE EIU2 (41-050-20) (@JABIL BEDFORD) $ 3,185.02 $ (1,934.45) $ 1,250.57
DCU20 FIXTURE FOR HP79000 $ 30,000.00 $ (18,215.18) $ 11,784.82
BOUNDARY SCAN JTAG TEST AND PROGRAMMING SYSTEM $ 53,237.24 $ (23,453.07) $ 29,784.17
DISC*S/FITL TEST SET (CAL# 1591) @ JABIL BEDFORD $ 25,622.57 $ (15,559.15) $ 10,063.42
DISC*S/FITL TEST SET (CAL# 1590) $ 25,622.42 $ (15,560.00) $ 10,062.42
PROJECTOR INFOCUS LP400 $ 2,922.73 $ (2,720.66) $ 202.07
ADAPTERS FOR OMNI 8300 CONFIG TEST SET #1628 $ 48,005.43 $ (14,287.93) $ 33,717.50
BP-1200/84 PROGRAMMER W/48 PIN DIP SOCKET MODULE $ 6,706.09 $ (2,957.52) $ 3,748.57
BP1200/84 PROGRAMMER $ 6,706.09 $ (2,957.52) $ 3,748.57
QUADTECH MEGOHMMETER 1867-9700 $ 2,167.73 $ (955.56) $ 1,212.17
REDBACK CONTROL ENGINE W/ FLASH MEM (CE3-1K-128MB) $ 11,947.97 $ (5,263.72) $ 6,684.25
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S $ 2,717.13 $ (1,198.06) $ 1,519.07
APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S $ 2,717.13 $ (1,198.06) $ 1,519.07
APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S $ 2,717.13 $ (1,198.06) $ 1,519.07
APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S $ 2,717.13 $ (1,198.06) $ 1,519.07
BLACK BOX: 84" CABINET BLACK W 16-OU $ 1,563.79 $ (690.47) $ 873.32
BLACK BOX: 84" CABINET BLACK W 16-OU $ 1,563.79 $ (690.47) $ 873.32
COBALT RAQ2 NETWORK $ 1,817.92 $ (801.60) $ 1,016.32
COBALT RAQ2 NETWORK $ 1,827.73 $ (806.56) $ 1,021.17
COBALT RAQ2 NETWORK $ 1,827.73 $ (806.56) $ 1,021.17
COBALT RAQ2 NETWORK $ 1,827.73 $ (806.56) $ 1,021.17
POWERMAC G4 COMPUTER SYSTEM (ANDY CUMMINGS) $ 6,614.01 $ (4,079.76) $ 2,534.25
ES3810 FORERUNNER ETHERNET SWITCH W/NWK MGMT MODUL $ 7,803.94 $ (4,740.37) $ 3,063.57
NETWORK MGMT MODULE SWITCH FOR ES3810 $ 2,294.16 $ (1,394.49) $ 899.67
ES-3810/08MX ETHERNET SWITCH $ 2,512.77 $ (1,527.20) $ 985.57
HAEFELEY LIGHTNING SURGE TEST SYSTEM $ 80,410.15 $ (48,823.48) $ 31,586.67
TEKTRONICS OSCILLOSCOPE TDS220 $ 2,142.93 $ (1,304.01) $ 838.92
CABLE TV ANALYZER MODEL 8591C $ 19,840.84 $ (12,047.59) $ 7,793.25
RF SIGNAL GENERATOR CAL# 3467 $ 9,199.93 $ (5,588.01) $ 3,611.92
RF SIGNAL GENERATOR CAL# 3468 $ 9,199.93 $ (5,588.01) $ 3,611.92
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.28 $ (17,072.53) $ 11,041.75
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.28 $ (17,072.53) $ 11,041.75
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.28 $ (17,072.53) $ 11,041.75
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.28 $ (17,072.53) $ 11,041.75
15 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 100922 0 160220 30/09/2000 25731 MATRIX SYS FOR SW DEVELOPMENT
61 99938 0 160220 31/03/2000 25732 MATRIX SYSTEM FOR SW DEVELOPMENT
61 100923 0 160220 30/09/2000 25732 MATRIX SYS FOR SW DEVELOPMENT
61 99945 0 160220 31/03/2000 25739 HDD SYSTEMS FOR SW LAB
61 99933 0 160220 31/03/2000 25741 149700 AX/4000 BROADBAND TEST SYSTEM
61 100897 0 160220 30/09/2000 25741 149700 UPGRADE AX/4000 BROADBAND TEST SYSTEM ASSET# 25741
61 100894 0 160220 30/09/2000 25742 B011244 O/E CONVERTER
61 100026 0 160220 26/05/2000 25743 N4873 VISION NET MPC860
61 100412 0 160711 30/06/2000 25744 24069 BIDDLE DIELECTRIC TESTER
61 100416 0 160220 30/06/2000 25760 7231 SMARTBITS 2000 MAINFRAME W/ATM SMARTCARDS DS3
61 100417 0 160220 30/06/2000 25761 17061 SMARTBITS 10 W/CARDS
61 100418 0 160220 30/06/2000 25762 17062 SMARTBITS 10 W/CARDS
61 100043 0 160220 30/06/2000 25763 AS0119 ADVANCED NETWORK TESTER ANT-20
61 100784 0 160220 31/08/2000 25763 K-0037 JITTER METER
61 100783 0 160220 31/08/2000 25763 K-0037 JITTER GENERATOR
50 76495 0 160140 30/06/2001 25765 NONE HCU30 FUNCTIONAL TEST FIXTURE
50 76032 0 160140 30/09/2000 25766 SN389 QEIU FUNCTIONAL TEST SET
50 75883 0 160140 26/05/2000 25767 SN384 HIU FUNCTIONAL TEST FIXTURE FOR USE WITH HP7900
50 75884 0 160140 26/05/2000 25769 SN380 EIU2 FUNCTIONAL TEST FIXTURE FOR USE WITH HP7900
50 76505 0 160140 30/06/2001 25770 CAL TS1716 MX BOIU52 / QOIU51 FUNCTIONAL TEST SET (TS1716)
50 76505 1 160140 31/03/2002 25770 CAL TS1716 MX BOIU52 / QOIU51 FUNCTIONAL TEST SET (TS1716)
61 100369 0 160220 30/06/2000 25804 804591 AMC NETROM NR540 / N54-SIMM-90A
61 100370 0 160220 30/06/2000 25805 804592 AMC NETROM NR540 / N54-SIMM-90A
61 100371 0 160220 30/06/2000 25806 804596 AMC NETROM NR540 / N54-SIMM-90A
61 100372 0 160220 30/06/2000 25807 804593 AMC NETROM NR540 / N54-SIMM-90A
61 100373 0 160220 30/06/2000 25808 804595 AMC NETROM NR540 / N54-SIMM-90A
61 100374 0 160220 30/06/2000 25809 804594 AMC NETROM NR540 / N54-SIMM-90A
61 103034 0 160220 31/12/2001 25810 MDS SHELF FOR FTTH NEBS TEST BEDS
61 103035 0 160220 31/12/2001 25811 MDS SHELF FOR FTTH NEBS TEST BEDS
61 103036 0 160220 31/12/2001 25812 COMMON SHELF FOR FTTH NEBS TEST BEDS
61 103037 0 160220 31/12/2001 25813 COMMON SHELF FOR FTTH NEBS TEST BEDS
61 100359 0 160220 30/06/2000 25814 936H21FA SUN DISK ARRAY - STOREDGE D1000
61 100357 0 160220 30/06/2000 25815 5.01537E+11 SUN SERVER ENTERPRISE 3500
61 100360 0 160220 30/06/2000 25816 936H21FB SUN DISK ARRAY - STOREDGE D1000
61 100358 0 160220 30/06/2000 25817 932AA12245 SUN TAPE BACKUP UNIT L1000
61 100653 0 160220 31/08/2000 25818 021H2132 SUN DISK ARRAY FOR ENTERPRISE SERVERS
61 100414 0 160220 30/06/2000 25829 N6482 VISION NET EST EMULATORS
61 100413 0 160220 30/06/2000 25830 N6481 VISION NET EST EMULATOR
61 100415 0 160220 30/06/2000 25831 N6483 VISON NET EST EMULATORS
61 100543 0 160220 31/07/2000 25832 N6518 VisionsNET EMULATORS W/CLICK & TORNADO
61 100546 0 160220 31/07/2000 25833 N6521 VisionsNET EMULATORS W/CLICK & TORNADO
61 100544 0 160220 31/07/2000 25834 N6519 VisionsNET EMULATORS W/CLICK & TORNADO
61 100545 0 160220 31/07/2000 25835 N6520 VisionsNET EMULATORS W/CLICK & TORNADO
61 102165 0 160220 31/03/2001 25838 3002760 RACK MOUNT PC (PLEX WRITER MCC3500)
50 76489 0 160140 30/06/2001 25845 NONE AU341 ICT FIXTURE (@JABIL BEDFORD)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.34 $ (17,072.59) $ 11,041.75
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
HDD SYSTEMS FOR SW LAB $ 16,670.09 $ (10,123.59) $ 6,546.50
AX/4000 BROADBAND TEST SYSTEM $ 139,209.51 $ (84,523.84) $ 54,685.67
UPGRADE AX/4000 BROADBAND TEST SYSTEM ASSET# 25741 $ 84,543.25 $ (37,240.75) $ 47,302.50
O/E CONVERTER $ 3,329.48 $ (1,468.16) $ 1,861.32
VISION NET MPC860 $ 6,331.58 $ (2,790.51) $ 3,541.07
BIDDLE DIELECTRIC TESTER $ 1,624.83 $ (718.76) $ 906.07
SMARTBITS 2000 MAINFRAME W/ATM SMARTCARDS DS3 $ 37,049.51 $ (16,320.09) $ 20,729.42
SMARTBITS 10 W/CARDS $ 60,640.88 $ (26,711.31) $ 33,929.57
SMARTBITS 10 W/CARDS $ 60,640.90 $ (26,711.33) $ 33,929.57
ADVANCED NETWORK TESTER ANT-20 $ 32,644.50 $ (14,381.18) $ 18,263.32
JITTER METER $ 5,737.43 $ (2,528.76) $ 3,208.67
JITTER GENERATOR $ 4,270.28 $ (1,884.71) $ 2,385.57
HCU30 FUNCTIONAL TEST FIXTURE $ 52,215.35 $ (15,541.03) $ 36,674.32
QEIU FUNCTIONAL TEST SET $ 56,082.15 $ (24,703.83) $ 31,378.32
HIU FUNCTIONAL TEST FIXTURE FOR USE WITH HP7900 $ 54,249.40 $ (23,896.23) $ 30,353.17
EIU2 FUNCTIONAL TEST FIXTURE FOR USE WITH HP7900 $ 36,288.45 $ (15,988.03) $ 20,300.42
MX BOIU52 / QOIU51 FUNCTIONAL TEST SET (TS1716) $ 316,933.46 $ (94,328.04) $ 222,605.42
MX BOIU52 / QOIU51 FUNCTIONAL TEST SET (TS1716) $ 946.28 $ (283.61) $ 662.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,924.85 $ (4,372.03) $ 5,552.82
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.78 $ (4,380.11) $ 5,556.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.78 $ (4,380.11) $ 5,556.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.78 $ (4,380.11) $ 5,556.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.78 $ (4,380.11) $ 5,556.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.76 $ (4,380.09) $ 5,556.67
MDS SHELF FOR FTTH NEBS TEST BEDS $ 4,116.86 $ (1,227.44) $ 2,889.42
MDS SHELF FOR FTTH NEBS TEST BEDS $ 4,116.86 $ (1,227.44) $ 2,889.42
COMMON SHELF FOR FTTH NEBS TEST BEDS $ 1,601.83 $ (477.41) $ 1,124.42
COMMON SHELF FOR FTTH NEBS TEST BEDS $ 1,601.83 $ (477.41) $ 1,124.42
SUN DISK ARRAY - STOREDGE D1000 $ 35,858.36 $ (15,796.79) $ 20,061.57
SUN SERVER ENTERPRISE 3500 $ 99,678.16 $ (43,906.84) $ 55,771.32
SUN DISK ARRAY - STOREDGE D1000 $ 35,858.36 $ (15,796.79) $ 20,061.57
SUN TAPE BACKUP UNIT L1000 $ 59,668.51 $ (26,285.44) $ 33,383.07
SUN DISK ARRAY FOR ENTERPRISE SERVERS $ 21,538.88 $ (9,487.81) $ 12,051.07
VISION NET EST EMULATORS $ 7,136.21 $ (3,145.21) $ 3,991.00
VISION NET EST EMULATOR $ 7,136.21 $ (3,145.21) $ 3,991.00
VISON NET EST EMULATORS $ 7,138.35 $ (3,145.35) $ 3,993.00
VisionsNET EMULATORS W/CLICK & TORNADO $ 7,136.92 $ (3,144.92) $ 3,992.00
VisionsNET EMULATORS W/CLICK & TORNADO $ 7,136.93 $ (3,144.93) $ 3,992.00
VisionsNET EMULATORS W/CLICK & TORNADO $ 7,136.92 $ (3,144.92) $ 3,992.00
VisionsNET EMULATORS W/CLICK & TORNADO $ 7,136.92 $ (3,144.92) $ 3,992.00
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
AU341 ICT FIXTURE (@JABIL BEDFORD) $ 2,657.56 $ (791.24) $ 1,866.32
16 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 100404 0 160711 30/06/2000 25848 JP5KC02591 AGILENT NETWORK ANALYZER E5100A
63 100354 0 160220 30/06/2000 25866 EM9931001032 UPS MATRIX 5000XR
63 100355 0 160220 30/06/2000 25868 0017503-9928001 SUN SYSTEM RACK
61 100946 0 160220 30/09/2000 25870 71243 TRANSMITTER MODULE
61 100877 0 160220 30/09/2000 25871 WD-2 409110 HARMONIC PLATFORM W/ POWER SUPPLY & 1550 XMTR 7706
50 75932 0 160140 30/06/2000 25879 NONE ICT FIXTURE DCU20E FOR DOVATRON
50 75934 0 160140 30/06/2000 25880 NONE ICT FIXTURE DCU 10G FOR DOVATRON
50 75933 0 160140 30/06/2000 25881 NONE ICT FIXTURE LIU 40P FOR DOVATRON
50 76879 0 160140 31/03/2002 25896 45-021-69 ICT FIXTURE 45-021-69 OIU92DP
61 100389 0 160220 30/06/2000 25921 38002535 AUTOTAPE LOADER & EXAPACK
50 75969 0 160140 31/07/2000 25937 4102099B QCU60B ICT FIXTURE
61 100947 0 160220 30/09/2000 25974 M3830026 NOISECOM NOISE GENERATOR
50 75993 0 160140 31/08/2000 25984 41-908-30E ICT FIXTURE 41-908-30E (@ JABIL BEDFORD)
50 76547 0 160140 31/07/2001 25987 NONE ICT FIXTURE QDU50 41-050-52 (@JABIL FLORIDA)
50 76497 0 160140 30/06/2001 25988 41-050-33 ICT FIXTURE 41-050-33 TTI TESTRON (@JABIL BEDFORD)
50 75992 0 160140 31/08/2000 25989 41-021-49L4 ICT FIXTURE 41-021-49L4 OIU49 (@JABIL FLORIDA)
50 76498 0 160140 30/06/2001 25990 41-050-30 BBC ICT FIXTURE 41-050-30 BBC - TTI TESTRON (@JABIL FL
50 76499 0 160140 30/06/2001 25992 45-050-53 ICT FIXTURE 45-050-53 CCU1-DS3 (@JABIL BEDFORD)
50 76500 0 160140 30/06/2001 25996 41-050-37 ICT FIXTURE 41-050-37 CCU10MB TTI TESTRON (JABIL F
50 76614 0 160140 31/08/2001 25997 41-008-205A DCU 205/206 ICT FIXTURE 41-008-205A (@JABIL BEDFD)
61 100667 0 160220 31/08/2000 26002 B013182 4-CHANNEL DPO OSCILLOSCOPE
61 100625 0 160220 31/07/2000 26054 DISC*S MX SYSTEM FOR SW LAB
61 100948 0 160220 30/09/2000 26057 US40241315 ESA-E SERIES SPECTRUM ANALYZER
61 100721 0 160220 31/08/2000 26058 B010116 TEKTRONIX LOGIC ANALYZER
61 100666 0 160220 31/08/2000 26073 US38320885 AGILENT POWER SUPPLY
61 100668 0 160220 31/08/2000 26074 E1-0011228 HIGH POWER DECADE RESISTOR (1 OHM RESOLUTION)
61 100669 0 160220 31/08/2000 26075 E1-0011230 HIGH POWER DECADE RESISTOR (0.001 OHM RESOLUTION)
61 100670 0 160220 31/08/2000 26076 E1-0011229 HIGH POWER DECADE RESISTOR (0.01 OHM RESOLUTION)
61 100671 0 160220 31/08/2000 26077 B034719 CURRENT MEASUREMENT SYSTEM (100A)
61 100774 0 160220 31/08/2000 26078 BF-0008 PCM CHANNEL MEASURING SET, PCM-4
61 102168 0 160220 31/03/2001 26094 3002759 RACK MOUNT PC (PLEX WRITER MCC3500)
61 102167 0 160220 31/03/2001 26095 3002758 RACK MOUNT PC (PLEX WRITER MCC3500)
61 102166 0 160220 31/03/2001 26096 3002757 RACK MOUNT PC (PLEX WRITER MCC3500)
61 100772 0 160220 31/08/2000 26121 29378 AND 71435 FLEXDS PCI EMULATOR BOARD WITH JTAG POD 3V/5V
61 100773 0 160220 31/08/2000 26122 29456 AND 71587 FLEXDS PCI EMULATOR BOARD WITH JTAG POD 3V/5V
61 103228 0 160318 31/03/2002 26130 266141 FORE ATM SWITCH ASX-200BX
60 101743 0 160329 28/02/2001 26136 S010010115 SONY DVCAM DSPWS CAMCORDER
60 102981 0 160329 31/10/2001 26136 SONY SHIPPING CASE FOR VIDEO CAMERA ASSET 101743
60 101622 0 160329 28/02/2001 26137 P25779 POWER SUPPLY AND PHOTOGRAPHIC LIGHTING EQUIPMENT
61 100785 0 160220 31/08/2000 26141 US37035488 DATA ACQUISITION/SWITCH UNIT
61 100786 0 160220 31/08/2000 26142 US37035537 DATA ACQUISITION/SWITCH UNIT
61 100787 0 160220 31/08/2000 26143 US37248236 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 100788 0 160220 31/08/2000 26144 US37248237 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 100789 0 160220 31/08/2000 26145 US37248238 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 100790 0 160220 31/08/2000 26146 US37248239 20-CHANNEL ARMATURE MULTIPLEXER MODULE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
AGILENT NETWORK ANALYZER E5100A $ 19,290.32 $ (8,498.00) $ 10,792.32
UPS MATRIX 5000XR $ 5,220.56 $ (3,222.14) $ 1,998.42
SUN SYSTEM RACK $ 7,694.65 $ (4,745.40) $ 2,949.25
TRANSMITTER MODULE $ 26,372.47 $ (11,618.47) $ 14,754.00
HARMONIC PLATFORM W/ POWER SUPPLY & 1550 XMTR 7706 $ 25,963.78 $ (11,439.96) $ 14,523.82
ICT FIXTURE DCU20E FOR DOVATRON $ 5,552.00 $ (2,448.18) $ 3,103.82
ICT FIXTURE DCU 10G FOR DOVATRON $ 5,911.00 $ (2,605.93) $ 3,305.07
ICT FIXTURE LIU 40P FOR DOVATRON $ 8,590.00 $ (3,786.33) $ 4,803.67
ICT FIXTURE 45-021-69 OIU92DP $ 7,268.90 $ (2,164.98) $ 5,103.92
AUTOTAPE LOADER & EXAPACK $ 5,870.39 $ (2,587.82) $ 3,282.57
QCU60B ICT FIXTURE $ 7,976.00 $ (3,515.00) $ 4,461.00
NOISECOM NOISE GENERATOR $ 7,034.24 $ (3,099.49) $ 3,934.75
ICT FIXTURE 41-908-30E (@ JABIL BEDFORD) $ 10,748.28 $ (4,736.28) $ 6,012.00
ICT FIXTURE QDU50 41-050-52 (@JABIL FLORIDA) $ 36,943.68 $ (10,995.51) $ 25,948.17
ICT FIXTURE 41-050-33 TTI TESTRON (@JABIL BEDFORD) $ 5,350.20 $ (1,592.45) $ 3,757.75
ICT FIXTURE 41-021-49L4 OIU49 (@JABIL FLORIDA) $ 5,027.93 $ (2,217.36) $ 2,810.57
ICT FIXTURE 41-050-30 BBC - TTI TESTRON (@JABIL FL $ 5,148.41 $ (1,533.74) $ 3,614.67
ICT FIXTURE 45-050-53 CCU1-DS3 (@JABIL BEDFORD) $ 2,256.25 $ (672.68) $ 1,583.57
ICT FIXTURE 41-050-37 CCU10MB TTI TESTRON (JABIL F $ 10,896.05 $ (3,243.30) $ 7,652.75
DCU 205/206 ICT FIXTURE 41-008-205A (@JABIL BEDFD) $ 6,665.91 $ (1,985.84) $ 4,680.07
4-CHANNEL DPO OSCILLOSCOPE $ 6,628.68 $ (2,920.11) $ 3,708.57
DISC*S MX SYSTEM FOR SW LAB $ 23,022.69 $ (10,141.27) $ 12,881.42
ESA-E SERIES SPECTRUM ANALYZER $ 16,659.08 $ (7,338.41) $ 9,320.67
TEKTRONIX LOGIC ANALYZER $ 21,743.10 $ (9,580.53) $ 12,162.57
AGILENT POWER SUPPLY $ 4,239.49 $ (1,868.99) $ 2,370.50
HIGH POWER DECADE RESISTOR (1 OHM RESOLUTION) $ 1,816.04 $ (802.72) $ 1,013.32
HIGH POWER DECADE RESISTOR (0.001 OHM RESOLUTION) $ 2,314.01 $ (1,021.09) $ 1,292.92
HIGH POWER DECADE RESISTOR (0.01 OHM RESOLUTION) $ 2,030.68 $ (898.43) $ 1,132.25
CURRENT MEASUREMENT SYSTEM (100A) $ 4,436.98 $ (1,954.81) $ 2,482.17
PCM CHANNEL MEASURING SET, PCM-4 $ 56,547.78 $ (24,910.53) $ 31,637.25
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
FLEXDS PCI EMULATOR BOARD WITH JTAG POD 3V/5V $ 4,324.59 $ (1,905.09) $ 2,419.50
FLEXDS PCI EMULATOR BOARD WITH JTAG POD 3V/5V $ 4,324.59 $ (1,905.09) $ 2,419.50
FORE ATM SWITCH ASX-200BX $ 5,626.94 $ (1,674.94) $ 3,952.00
SONY DVCAM DSPWS CAMCORDER $ 32,396.41 $ (9,990.41) $ 22,406.00
SONY SHIPPING CASE FOR VIDEO CAMERA ASSET 101743 $ 419.50 $ (87.00) $ 332.50
POWER SUPPLY AND PHOTOGRAPHIC LIGHTING EQUIPMENT $ 5,333.97 $ (1,646.47) $ 3,687.50
DATA ACQUISITION/SWITCH UNIT $ 1,284.68 $ (567.01) $ 717.67
DATA ACQUISITION/SWITCH UNIT $ 1,284.68 $ (567.01) $ 717.67
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
17 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 100791 0 160220 31/08/2000 26147 US3728240 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 100792 0 160220 31/08/2000 26148 US37248241 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 103354 0 160309 31/05/2002 26149 99353964 Fore ATM Switch ASX-200BX : Rob Mapes
61 103359 0 160309 31/05/2002 26150 99155052 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 101394 0 160220 30/11/2000 26164 BX-0049 DOMINO WAN WITH 1.544 Mb/s INTERFACE CARD
61 101395 0 160220 30/11/2000 26165 AG-0143 DOMINO FE
61 101396 0 160220 30/11/2000 26166 AG-0144 DOMINO FE
62 101376 0 160220 30/11/2000 26168 0014698-9836KN0 SUN 21" MONITOR
63 101375 0 160220 30/11/2000 26170 FW83830233 SUN ULTRA 10 CREATOR PC
61 103229 0 160318 31/03/2002 26172 99325305 FORE 8-PORT ETHERNET SWITCH ES-3810
61 103355 0 160309 31/05/2002 26173 99354008 Fore ATM Switch ASX-200BX : Rob Mapes
63 100768 0 160220 31/08/2000 26218 16IG4 DELL POWEREDGE 6300 SERVER
61 100879 0 160220 30/09/2000 26221 253 MATRIX ASX-16C MULTIPLE FREQUENCY SIGNAL GENERATOR
61 100841 0 160220 30/09/2000 26222 114 MODEL AFS-12WB SWITCHABLE FILTER BANK
61 100811 0 160220 31/08/2000 26226 D907BZQ30263 COMPAQ PROLIANT SERVER
61 100812 0 160220 31/08/2000 26227 D907BZQ30277 COMPAQ PROLIANT SERVER
62 100815 0 160220 31/08/2000 26229 SU3000RM36 SMART UPS 3000 RACKMOUNT
61 100808 0 160220 31/08/2000 26230 5662963 BARCO GEMINI MN 2VHF
61 100809 0 160220 31/08/2000 26232 5642308 BARCO GEMINI MN 2VHF
61 100855 0 160220 30/09/2000 26255 N5597 EST Emulator: visionNET MPC8XX/5XX NET
61 100857 0 160220 30/09/2000 26256 N5599 EST Emulator: visionNET MPC8XX/5XX NET
61 100856 0 160220 30/09/2000 26257 N5598 EST Emulator: visionNET MPC8XX/5XX NET
61 100854 0 160220 30/09/2000 26258 N5596 EST Emulator: visionNET MPC8XX/5XX NET
61 100858 0 160220 30/09/2000 26259 19225 CODETEST 80960CX W/ PROBE & SOFTWARE (ID# 821521)
61 100878 0 160711 30/09/2000 26260 WD-2 409086 HARMONIC PLATFORM W/ POWER SUPPLY & 1550 XMTR 7706
61 100981 0 160220 30/09/2000 26261 N5914 EST 8260 EMULATOR FOR MEDIA GATEWAY
61 101297 0 160220 30/11/2000 26262 N2201314 WINDRIVER VISION ICE II
61 101298 0 160220 30/11/2000 26263 N2201315 WINDRIVER VISION ICE II
61 101299 0 160220 30/11/2000 26264 N2201316 WINDRIVER VISION ICE II
61 101300 0 160220 30/11/2000 26265 N2201317 WINDRIVER VISION ICE II
50 76234 0 160140 28/02/2001 26267 41-050-30 FUNCTIONAL TEST FIXTURE BBC1 41-050-30
50 76235 0 160140 28/02/2001 26268 41-050-30 ICT TEST FIXTURE BBC1 41-050-30
50 76236 0 160140 28/02/2001 26269 41-050-26 ICT TEST FIXTURE BOIU521 41-050-26
50 76237 0 160140 28/02/2001 26270 41-908-30A FUNCTIONAL TEST FIXTURE HCU30A 41-908-30A
50 76239 0 160140 28/02/2001 26272 41-050-24 ICT TEST FIXTURE QOIU511 41-050-24
50 76240 0 160140 28/02/2001 26273 41-050-33 FUNCTIONAL TEST FIXTURE SDC1 41-050-33
50 76241 0 160140 28/02/2001 26274 41-050-33A ICT TEST FIXTURE SDC1A 41-050-33A
61 101048 0 160220 31/10/2000 26279 BD159718 JDS UNIPHASE HAND HELD VARIABLE OPTICAL ATTENUATOR
61 101049 0 160220 31/10/2000 26280 BD159719 JDS UNIPHASE HAND HELD VARIABLE OPTICAL ATTENUATOR
61 100986 0 160220 30/09/2000 26283 7951 SMARTBITS 2000
62 100912 0 160220 30/09/2000 26285 SFW94831323 SUN ULTRA 10 WORKSTATION
62 100914 0 160220 30/09/2000 26286 0014698-9929KN0 SUN 21" MONITOR
62 100913 0 160220 30/09/2000 26287 SFW94831520 SUN ULTRA 10 WORKSTATION
62 100915 0 160220 30/09/2000 26288 0014698-9929KN0 SUN 21" MONITOR
61 100888 0 160220 30/09/2000 26292 7228 SMARTBITS-2000 W/ ML-7710
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.35 $ (176.60) $ 216.75
Fore ATM Switch ASX-200BX : Rob Mapes $ 5,966.35 $ (3,233.03) $ 2,733.32
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 4,103.66 $ (2,222.66) $ 1,881.00
DOMINO WAN WITH 1.544 Mb/s INTERFACE CARD $ 8,499.35 $ (3,747.10) $ 4,752.25
DOMINO FE $ 12,449.72 $ (5,485.47) $ 6,964.25
DOMINO FE $ 12,449.63 $ (5,485.38) $ 6,964.25
SUN 21" MONITOR $ 1,687.83 $ (1,571.16) $ 116.67
SUN ULTRA 10 CREATOR PC $ 6,416.04 $ (3,959.04) $ 2,457.00
FORE 8-PORT ETHERNET SWITCH ES-3810 $ 2,674.23 $ (797.66) $ 1,876.57
Fore ATM Switch ASX-200BX : Rob Mapes $ 5,302.64 $ (2,872.64) $ 2,430.00
DELL POWEREDGE 6300 SERVER $ 12,108.85 $ (7,467.68) $ 4,641.17
MATRIX ASX-16C MULTIPLE FREQUENCY SIGNAL GENERATOR $ 30,964.70 $ (13,640.38) $ 17,324.32
MODEL AFS-12WB SWITCHABLE FILTER BANK $ 20,191.75 $ (8,895.68) $ 11,296.07
COMPAQ PROLIANT SERVER $ 3,626.61 $ (1,600.36) $ 2,026.25
COMPAQ PROLIANT SERVER $ 3,626.61 $ (1,600.36) $ 2,026.25
SMART UPS 3000 RACKMOUNT $ 1,627.79 $ (1,515.29) $ 112.50
BARCO GEMINI MN 2VHF $ 3,906.69 $ (1,723.77) $ 2,182.92
BARCO GEMINI MN 2VHF $ 3,752.70 $ (1,655.95) $ 2,096.75
EST Emulator: visionNET MPC8XX/5XX NET $ 7,623.78 $ (3,359.61) $ 4,264.17
EST Emulator: visionNET MPC8XX/5XX NET $ 7,623.78 $ (3,359.61) $ 4,264.17
EST Emulator: visionNET MPC8XX/5XX NET $ 7,623.78 $ (3,359.61) $ 4,264.17
EST Emulator: visionNET MPC8XX/5XX NET $ 7,623.78 $ (3,359.61) $ 4,264.17
CODETEST 80960CX W/ PROBE & SOFTWARE (ID# 821521) $ 22,014.86 $ (9,697.44) $ 12,317.42
HARMONIC PLATFORM W/ POWER SUPPLY & 1550 XMTR 7706 $ 25,963.76 $ (11,439.94) $ 14,523.82
EST 8260 EMULATOR FOR MEDIA GATEWAY $ 8,989.08 $ (3,962.66) $ 5,026.42
WINDRIVER VISION ICE II $ 6,056.87 $ (2,670.05) $ 3,386.82
WINDRIVER VISION ICE II $ 6,056.87 $ (2,670.05) $ 3,386.82
WINDRIVER VISION ICE II $ 6,056.87 $ (2,670.05) $ 3,386.82
WINDRIVER VISION ICE II $ 6,056.83 $ (2,670.01) $ 3,386.82
FUNCTIONAL TEST FIXTURE BBC1 41-050-30 $ 23,750.00 $ (10,462.25) $ 13,287.75
ICT TEST FIXTURE BBC1 41-050-30 $ 24,675.00 $ (10,869.25) $ 13,805.75
ICT TEST FIXTURE BOIU521 41-050-26 $ 26,751.00 $ (11,784.50) $ 14,966.50
FUNCTIONAL TEST FIXTURE HCU30A 41-908-30A $ 34,950.00 $ (15,395.58) $ 19,554.42
ICT TEST FIXTURE QOIU511 41-050-24 $ 49,156.00 $ (21,654.75) $ 27,501.25
FUNCTIONAL TEST FIXTURE SDC1 41-050-33 $ 26,950.00 $ (11,870.83) $ 15,079.17
ICT TEST FIXTURE SDC1A 41-050-33A $ 24,675.00 $ (10,869.25) $ 13,805.75
JDS UNIPHASE HAND HELD VARIABLE OPTICAL ATTENUATOR $ 2,403.15 $ (1,060.83) $ 1,342.32
JDS UNIPHASE HAND HELD VARIABLE OPTICAL ATTENUATOR $ 2,403.15 $ (1,060.83) $ 1,342.32
SMARTBITS 2000 $ 22,824.04 $ (10,055.29) $ 12,768.75
SUN ULTRA 10 WORKSTATION $ 4,589.61 $ (4,270.86) $ 318.75
SUN 21" MONITOR $ 1,462.11 $ (1,361.29) $ 100.82
SUN ULTRA 10 WORKSTATION $ 4,589.61 $ (4,270.86) $ 318.75
SUN 21" MONITOR $ 1,462.11 $ (1,361.29) $ 100.82
SMARTBITS-2000 W/ ML-7710 $ 77,795.71 $ (34,267.89) $ 43,527.82
18 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------------
61 100884 0 160220 30/09/2000 26293 BR011179 PACE TF2000 BGA/CSP REWORK SYSTEM
61 100896 0 160220 30/09/2000 26294 US40020447 HP LOGIC ANALYZER
61 100895 0 160220 30/09/2000 26295 B014712 TEK PORTABLE OSCILLOSCOPE
61 100881 0 160220 30/09/2000 26297 120GD & 11TAW ABACUS BULK CALL SIMULATOR BASE SYSTEM W/ MODULES
61 100889 0 160220 30/09/2000 26298 17060 SMARTBITS CHASSIS, 20 SLOT
61 100883 0 160220 30/09/2000 26299 991006280N LABCONCO STERILE AIR BENCH
61 100882 0 160220 30/09/2000 26321 11WYJ ABACUS RING GENERATOR SHELF
61 100984 0 160220 30/09/2000 26322 6100061624 ANRITSU MS9710C OPTICAL SPECTRUM ANALYZER
61 101397 0 160220 30/11/2000 26323 BD159732 JDS VARIABLE OPTICAL ATTENUATOR
61 101398 0 160220 30/11/2000 26324 BD159733 JDS VARIABLE OPTICAL ATTENUATOR
61 101399 0 160220 30/11/2000 26325 BD159734 JDS VARIABLE OPTICAL ATTENUATOR
61 101138 0 160220 31/10/2000 26326 GB18300604 AGILENT OMNIBER 718 COMMS ANALYZER WITH OPTIONS
61 100925 0 160220 30/09/2000 26327 UPGRADE ENU COMPONENTS ADDED TO ASSET# 26327
61 100917 0 160220 30/09/2000 26327 MDMS SHELF AND CARDS
61 100932 0 160220 30/09/2000 26328 11993722 REDCOM MDX SHELF
61 100933 0 160220 30/09/2000 26329 11993721 REDCOM MDX SHELF
61 100934 0 160220 30/09/2000 26330 11993720 REDCOM MDX SHELF
61 102702 0 160220 31/07/2001 26331 179232TX MDS SHELF (41-050-51) FOR FP-1060 SYSTEMS TEST
61 103130 0 160220 31/01/2002 26333 378977TX FTTH PHASE II SW TEST BED BAY 1
61 103131 0 160220 31/01/2002 26334 378983TX FTTH PHASE II SW TEST BED BAY 1
61 102985 0 160220 31/10/2001 26335 TEST BED FTTH PHASE II SYSTEMS TEST
61 103023 0 160220 31/12/2001 26335 FTTH PHASE II TEST BED - ADDED CARDS
61 102986 0 160220 31/10/2001 26336 TEST BED FTTH PHASE II SYSTEMS TEST
61 103024 0 160220 31/12/2001 26336 FTTH PHASE II TEST BED - ADDED CARDS
61 103129 0 160220 31/01/2002 26337 179526 FTTH NEB's SHELVES & CARDS
61 100935 0 160220 30/09/2000 26338 4999279 SQUIRT ANALOG BULK CALL GENERATOR
61 100941 0 160220 30/09/2000 26339 4999174 SQUIRT ANALOG BULK CALL GENERATOR
61 100942 0 160220 30/09/2000 26340 4999175 SQUIRT ANALOG BULK CALL GENERATOR
61 100944 0 160220 30/09/2000 26341 4999218 SQUIRT ANALOG BULK CALL GENERATOR
61 100943 0 160220 30/09/2000 26342 4299335 SQUIRT ANALOG BULK CALL GENERATOR
61 100937 0 160220 30/09/2000 26343 4999281 SQUIRT ANALOG BULK CALL GENERATOR
61 100936 0 160220 30/09/2000 26344 4999280 SQUIRT ANALOG BULK CALL GENERATOR
61 100938 0 160220 30/09/2000 26345 4999266 ISDN BULK CALL GENERATOR
61 100945 0 160220 30/09/2000 26346 4999220 SQUIRT ANALOG BULK CALL GENERATOR
61 101103 0 160220 31/10/2000 26347 MDS SHELF 4105051L0
61 101104 0 160220 31/10/2000 26348 MDS SHELF 4105051L0
61 102707 0 160220 31/07/2001 26349 NONE MDS SHELF (41-050-51L0)FOR FTTH II HW TEST BEDS#11
61 101066 0 160220 31/10/2000 26372 00PTSP2063 TPI 550B+ PORTABLE TEST SET
61 101067 0 160220 31/10/2000 26373 00PTSP2064 TPI 550B+ PORTABLE TEST SET
61 102987 0 160220 31/10/2001 26394 TEST BED FTTH PHASE II SYSTEMS TEST
61 103025 0 160220 31/12/2001 26394 FTTH PHASE II TEST BED - ADDED CARDS
61 102709 0 160220 31/07/2001 26395 179536 MDS SHELF (41-050-51L0) FOR SW SUSTAINING GROUP
61 102837 0 160220 31/08/2001 26396 179539 MDS SHELF 41-050-51L0
61 102838 0 160220 31/08/2001 26397 179542 MDS SHELF 41-050-51L0
61 102713 0 160220 31/07/2001 26398 179535 MDS SHELF (41-050-51L0) FOR FTTH SHADOW SYSTEM
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
PACE TF2000 BGA/CSP REWORK SYSTEM $ 33,558.47 $ (14,785.55) $ 18,772.92
HP LOGIC ANALYZER $ 41,463.42 $ (18,266.10) $ 23,197.32
TEK PORTABLE OSCILLOSCOPE $ 9,521.27 $ (4,197.20) $ 5,324.07
ABACUS BULK CALL SIMULATOR BASE SYSTEM W/ MODULES $ 76,718.84 $ (33,793.17) $ 42,925.67
SMARTBITS CHASSIS, 20 SLOT $ 4,460.25 $ (1,967.43) $ 2,492.82
LABCONCO STERILE AIR BENCH $ 8,304.42 $ (3,659.85) $ 4,644.57
ABACUS RING GENERATOR SHELF $ 2,487.07 $ (1,097.75) $ 1,389.32
ANRITSU MS9710C OPTICAL SPECTRUM ANALYZER $ 58,063.14 $ (25,576.89) $ 32,486.25
JDS VARIABLE OPTICAL ATTENUATOR $ 3,227.60 $ (1,424.10) $ 1,803.50
JDS VARIABLE OPTICAL ATTENUATOR $ 3,227.60 $ (1,424.10) $ 1,803.50
JDS VARIABLE OPTICAL ATTENUATOR $ 3,228.57 $ (1,424.07) $ 1,804.50
AGILENT OMNIBER 718 COMMS ANALYZER WITH OPTIONS $ 54,655.45 $ (24,075.13) $ 30,580.32
UPGRADE ENU COMPONENTS ADDED TO ASSET# 26327 $ 66,469.81 $ (29,279.14) $ 37,190.67
MDMS SHELF AND CARDS $ 56,798.30 $ (25,022.05) $ 31,776.25
REDCOM MDX SHELF $ 25,347.44 $ (11,167.27) $ 14,180.17
REDCOM MDX SHELF $ 25,347.44 $ (11,167.27) $ 14,180.17
REDCOM MDX SHELF $ 25,355.08 $ (11,172.51) $ 14,182.57
MDS SHELF (41-050-51) FOR FP-1060 SYSTEMS TEST $ 2,707.39 $ (806.14) $ 1,901.25
FTTH PHASE II SW TEST BED BAY 1 $ 27,190.45 $ (8,094.70) $ 19,095.75
FTTH PHASE II SW TEST BED BAY 1 $ 27,190.44 $ (8,094.69) $ 19,095.75
TEST BED FTTH PHASE II SYSTEMS TEST $ 56,990.12 $ (16,962.62) $ 40,027.50
FTTH PHASE II TEST BED - ADDED CARDS $ 31,203.81 $ (9,287.31) $ 21,916.50
TEST BED FTTH PHASE II SYSTEMS TEST $ 56,990.12 $ (16,962.62) $ 40,027.50
FTTH PHASE II TEST BED - ADDED CARDS $ 31,203.81 $ (9,287.31) $ 21,916.50
FTTH NEB's SHELVES & CARDS $ 9,938.23 $ (2,958.56) $ 6,979.67
SQUIRT ANALOG BULK CALL GENERATOR $ 26,266.21 $ (11,572.46) $ 14,693.75
SQUIRT ANALOG BULK CALL GENERATOR $ 24,941.68 $ (10,988.68) $ 13,953.00
SQUIRT ANALOG BULK CALL GENERATOR $ 24,941.68 $ (10,988.68) $ 13,953.00
SQUIRT ANALOG BULK CALL GENERATOR $ 20,245.06 $ (8,920.64) $ 11,324.42
SQUIRT ANALOG BULK CALL GENERATOR $ 20,245.06 $ (8,920.64) $ 11,324.42
SQUIRT ANALOG BULK CALL GENERATOR $ 26,266.21 $ (11,572.46) $ 14,693.75
SQUIRT ANALOG BULK CALL GENERATOR $ 26,266.21 $ (11,572.46) $ 14,693.75
ISDN BULK CALL GENERATOR $ 22,497.98 $ (9,910.81) $ 12,587.17
SQUIRT ANALOG BULK CALL GENERATOR $ 20,245.06 $ (8,920.64) $ 11,324.42
MDS SHELF 4105051L0 $ 4,113.15 $ (1,814.15) $ 2,299.00
MDS SHELF 4105051L0 $ 4,113.15 $ (1,814.15) $ 2,299.00
MDS SHELF (41-050-51L0)FOR FTTH II HW TEST BEDS#11 $ 4,888.23 $ (1,456.98) $ 3,431.25
TPI 550B+ PORTABLE TEST SET $ 4,993.04 $ (2,201.54) $ 2,791.50
TPI 550B+ PORTABLE TEST SET $ 4,993.02 $ (2,201.52) $ 2,791.50
TEST BED FTTH PHASE II SYSTEMS TEST $ 57,007.24 $ (16,966.92) $ 40,040.32
FTTH PHASE II TEST BED - ADDED CARDS $ 31,213.18 $ (9,291.86) $ 21,921.32
MDS SHELF (41-050-51L0) FOR SW SUSTAINING GROUP $ 2,708.54 $ (806.29) $ 1,902.25
MDS SHELF 41-050-51L0 $ 2,704.44 $ (806.19) $ 1,898.25
MDS SHELF 41-050-51L0 $ 2,704.44 $ (806.19) $ 1,898.25
MDS SHELF (41-050-51L0) FOR FTTH SHADOW SYSTEM $ 4,887.89 $ (1,456.64) $ 3,431.25
19 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 101379 0 160220 30/11/2000 26399 EC069719 HAND-HELD OPTICAL ATTENUATOR VA4 SERIES
61 101064 0 160220 31/10/2000 26401 LANTRONIX LRS32F REMOTE ACCESS SERVER
61 101378 0 160220 30/11/2000 26402 3916A03300 1.8 GHz CABLE TV/VIDEO SPECTRUM ANALYZER
61 101053 0 160220 31/10/2000 26403 CD023538 JDS UNIPHASE VARIABLE OPTICAL ATTENUATOR
62 103151 0 160420 28/02/2002 26406 030C19D7 Sun StorEdge UniPack 20GB 8MM Tape Drive
61 101015 0 160220 31/10/2000 26408 AJHJ-U1500017 FIREBERD 6000A COMMUNICATION ANALYZER
61 101016 0 160220 31/10/2000 26409 AJAA-N1500005 T1/FT1 INTERFACE
61 101017 0 160220 31/10/2000 26410 AJBJ-A1600002 DS1/T1 INTERFACE
61 101018 0 160220 31/10/2000 26411 AJBJ-A1600001 DS1/T1 INTERFACE
61 101019 0 160220 31/10/2000 26412 AJBK-T1300010 DDS DSO A/B INTERFACE
61 101020 0 160220 31/10/2000 26413 AJBK-T1300011 DDS DSO A/B INTERFACE
61 101010 0 160711 31/10/2000 26414 4499454 CRESCENDO ANALOG BASE UNIT W/ MODULES & LINE CARDS
62 101011 0 160422 31/10/2000 26417 XB9011BCHNZ APPLE POWERMAC G4
62 101013 0 160220 31/10/2000 26418 CY9420J3H4B APPLE 15" STUDIO DISPLAY MONITOR M7613
62 101012 0 160220 31/10/2000 26419 XB9011HPHNZ APPLE POWERMAC G4
62 101014 0 160220 31/10/2000 26420 CY9420H8H4B APPLE 15" STUDIO DISPLAY MONITOR M7613
61 101058 0 160220 31/10/2000 26423 15837 T-BERD 310 COMM. ANALYZER W/310-5-DS3 JITTER OPT.
61 101023 0 160220 31/10/2000 26433 2000 CFM AIRFLOW CHAMBER
61 101133 0 160220 31/10/2000 26434 119185 HARMONIC OPTICAL RECEIVER MODULE
61 101135 0 160711 31/10/2000 26435 120P0 ABACUS ADVANCED BULK CALL SIMULATOR
61 101136 0 160220 31/10/2000 26436 120NT ABACUS ADVANCED BULK CALL SIMULATOR
61 101624 0 160220 28/02/2001 26442 3928 NETCOM SYSTEMS SMARTBITS 200 W/ CASE
61 101755 0 160220 28/02/2001 26442 2 each : SMART BITS 10/100 BASE SMARTCARD ML-7710
61 101756 0 160220 28/02/2001 26442 1 each : SMART BITS ATM SMARTCARD AT-9045B
61 101754 0 160711 28/02/2001 26443 4 each : SMART BITS 10/100 BASE SMARTCARD ML-7710
61 101625 0 160711 28/02/2001 26443 3922 NETCOM SYSTEMS SMARTBITS 200 W/ CASE
61 101296 0 160220 30/11/2000 26444 AJHJ-V4100073 TTC FIREBERD 6000A COMMUNICATION ANALYZER W/MODULE
60 101243 0 160140 31/10/2000 26447 TERRA BOOTH
60 101244 0 160140 31/10/2000 26448 NONE TERRA BOOTH
60 101248 0 160140 31/10/2000 26452 TERRA TABLE
60 101249 0 160140 31/10/2000 26453 TERRA TABLE
50 76081 0 160140 31/10/2000 26455 517 SUMITOMO MASS FUSION SPLICER TYPE 63
50 76083 0 160140 31/10/2000 26459 6100021921 ANRITSU MT9810A OPTICAL TEST SYSTEM
50 76084 0 160140 31/10/2000 26460 6100021922 ANRITSU MT9810A OPTICAL TEST SYSTEM
50 76085 0 160140 31/10/2000 26461 6100007562 ANRITSU MN9662A OPTICAL SWITCH
50 76086 0 160140 31/10/2000 26462 6100007563 ANRITSU MN9662A OPTICAL SWITCH
50 76087 0 160140 31/10/2000 26463 92531-2X EXFO LIGHTSOURCE MODULES
50 76088 0 160140 31/10/2000 26464 92577-2X EXFO LIGHT SOURCE MODULES
61 101292 0 160220 30/11/2000 26465 121CZ ZARAK ABACUS BULK CALL RACK W/MODULES
61 101293 0 160220 30/11/2000 26466 121EA ZARAK ABACUS BULK CALL RACK W/MODULES
61 101294 0 160220 30/11/2000 26467 128AG ZARAK ABACUS ADVANCED BULK CALL SIMULATOR CONTROL
61 101295 0 160711 30/11/2000 26468 128AF ZARAK ABACUS ADVANCED BULK CALL SIMULATOR CONTROL
61 102976 0 160220 31/10/2001 26469 TEST BED EQUIP SS & COMMON SHELF
61 103038 0 160711 31/12/2001 26470 TEST BED RT EQUIP FOR FTTH
61 102977 0 160220 31/10/2001 26471 TEST BED EQUIP HDD SC / COT COMMON
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
HAND-HELD OPTICAL ATTENUATOR VA4 SERIES $ 2,403.11 $ (1,060.79) $ 1,342.32
LANTRONIX LRS32F REMOTE ACCESS SERVER $ 4,099.72 $ (1,806.55) $ 2,293.17
1.8 GHz CABLE TV/VIDEO SPECTRUM ANALYZER $ 16,184.03 $ (7,128.71) $ 9,055.32
JDS UNIPHASE VARIABLE OPTICAL ATTENUATOR $ 3,144.66 $ (1,387.16) $ 1,757.50
Sun StorEdge UniPack 20GB 8MM Tape Drive $ 3,170.75 $ (2,202.33) $ 968.42
FIREBERD 6000A COMMUNICATION ANALYZER $ 13,602.38 $ (5,994.38) $ 7,608.00
T1/FT1 INTERFACE $ 3,118.86 $ (1,375.04) $ 1,743.82
DS1/T1 INTERFACE $ 1,987.14 $ (875.82) $ 1,111.32
DS1/T1 INTERFACE $ 1,987.14 $ (875.82) $ 1,111.32
DDS DSO A/B INTERFACE $ 1,665.16 $ (733.99) $ 931.17
DDS DSO A/B INTERFACE $ 1,667.57 $ (737.00) $ 930.57
CRESCENDO ANALOG BASE UNIT W/ MODULES & LINE CARDS $ 28,749.04 $ (12,667.37) $ 16,081.67
APPLE POWERMAC G4 $ 3,810.25 $ (3,546.93) $ 263.32
APPLE 15" STUDIO DISPLAY MONITOR M7613 $ 1,399.28 $ (1,303.03) $ 96.25
APPLE POWERMAC G4 $ 3,810.25 $ (3,546.93) $ 263.32
APPLE 15" STUDIO DISPLAY MONITOR M7613 $ 1,399.28 $ (1,303.03) $ 96.25
T-BERD 310 COMM. ANALYZER W/310-5-DS3 JITTER OPT. $ 15,642.13 $ (6,891.88) $ 8,750.25
2000 CFM AIRFLOW CHAMBER $ 21,650.00 $ (9,537.25) $ 12,112.75
HARMONIC OPTICAL RECEIVER MODULE $ 1,889.15 $ (832.65) $ 1,056.50
ABACUS ADVANCED BULK CALL SIMULATOR $ 16,147.88 $ (7,113.63) $ 9,034.25
ABACUS ADVANCED BULK CALL SIMULATOR $ 16,147.86 $ (7,113.61) $ 9,034.25
NETCOM SYSTEMS SMARTBITS 200 W/ CASE $ 5,142.60 $ (2,266.35) $ 2,876.25
2 each : SMART BITS 10/100 BASE SMARTCARD ML-7710 $ 3,951.00 $ (1,742.58) $ 2,208.42
1 each : SMART BITS ATM SMARTCARD AT-9045B $ 2,441.51 $ (1,076.09) $ 1,365.42
4 each : SMART BITS 10/100 BASE SMARTCARD ML-7710 $ 7,902.02 $ (3,481.60) $ 4,420.42
NETCOM SYSTEMS SMARTBITS 200 W/ CASE $ 5,149.00 $ (2,269.33) $ 2,879.67
TTC FIREBERD 6000A COMMUNICATION ANALYZER W/MODULE $ 12,757.26 $ (5,621.69) $ 7,135.57
TERRA BOOTH $ 6,293.69 $ (1,942.19) $ 4,351.50
TERRA BOOTH $ 6,264.36 $ (1,934.11) $ 4,330.25
TERRA TABLE $ 1,294.04 $ (400.87) $ 893.17
TERRA TABLE $ 1,294.04 $ (400.87) $ 893.17
SUMITOMO MASS FUSION SPLICER TYPE 63 $ 32,703.59 $ (14,405.92) $ 18,297.67
ANRITSU MT9810A OPTICAL TEST SYSTEM $ 7,881.83 $ (3,473.66) $ 4,408.17
ANRITSU MT9810A OPTICAL TEST SYSTEM $ 7,881.83 $ (3,473.66) $ 4,408.17
ANRITSU MN9662A OPTICAL SWITCH $ 7,499.52 $ (3,304.85) $ 4,194.67
ANRITSU MN9662A OPTICAL SWITCH $ 7,499.52 $ (3,304.85) $ 4,194.67
EXFO LIGHTSOURCE MODULES $ 13,499.07 $ (5,948.32) $ 7,550.75
EXFO LIGHT SOURCE MODULES $ 11,352.13 $ (5,001.31) $ 6,350.82
ZARAK ABACUS BULK CALL RACK W/MODULES $ 8,940.38 $ (3,940.88) $ 4,999.50
ZARAK ABACUS BULK CALL RACK W/MODULES $ 8,940.38 $ (3,940.88) $ 4,999.50
ZARAK ABACUS ADVANCED BULK CALL SIMULATOR CONTROL $ 8,940.38 $ (3,940.88) $ 4,999.50
ZARAK ABACUS ADVANCED BULK CALL SIMULATOR CONTROL $ 8,940.33 $ (3,940.83) $ 4,999.50
TEST BED EQUIP SS & COMMON SHELF $ 12,429.82 $ (3,699.82) $ 8,730.00
TEST BED RT EQUIP FOR FTTH $ 69,133.32 $ (20,577.90) $ 48,555.42
TEST BED EQUIP HDD SC / COT COMMON $ 2,389.82 $ (712.32) $ 1,677.50
20 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 103039 0 160220 31/12/2001 26472 TEST BED RT EQUIP FOR MX
61 102978 0 160220 31/10/2001 26473 TEST BED EQUIP SS / COMMON MX
61 103132 0 160220 31/01/2002 26474 NONE FTTH NEBS VIDEO RACK W/ EDFA BOOSTER & DIST
61 102979 0 160220 31/10/2001 26474 TEST BED EQUIP - VIDEO RACK
62 103000 0 160220 31/03/2001 26475 0120409-0036LR3 SUN MICROSYSTEM 17" COLOR MONITOR
63 103001 0 160220 31/03/2001 26476 049H2E29 SUN MICROSYSTEM E250 SERVER
61 102727 0 160220 31/07/2001 26477 63672728 SMARTBITS 2000 W/ ML-7710 (QTY 16) ETHERNET CARDS
61 102728 0 160220 31/07/2001 26478 63672773 SMARTBITS 2000 W/ AT-9045B (QTY 6) ATM SMARTCARDS
61 101134 0 160220 31/10/2000 26479 US38001109 AGILENT E8403A VXI MAINFRAME W/MODULES
61 102801 0 160220 31/08/2001 26479 DE40800809 AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE
61 102802 0 160220 31/08/2001 26479 DE40800815 AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE
61 102803 0 160220 31/08/2001 26479 DE40800821 AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE
61 102804 0 160220 31/08/2001 26479 DE40800820 AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE
61 102813 0 160220 31/08/2001 26479 NONE AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER
61 102814 0 160220 31/08/2001 26479 NONE AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER
61 102815 0 160220 31/08/2001 26479 NONE AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER
61 102816 0 160220 31/08/2001 26479 NONE AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER
61 102805 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102806 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102807 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102808 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102809 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102810 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102811 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102812 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 101626 0 160711 28/02/2001 26480 7762 SMARTBITS 2000+ W/ CARDS: OPTICS LAB
61 101272 0 160220 30/11/2000 26488 DL41586 DLS400 ADSL WIRELINE SIMULATOR W/DL4-NIM (MODULE)
61 101307 0 160220 30/11/2000 26489 4610 TTC FIREBERD 500 INTERNETWORK ANALYZER
50 76168 0 160140 28/02/2001 26493 41-408-86 ICT FIXTURE DISC*S AU3/AU4
50 76090 0 160140 28/02/2001 26494 41-020-48 OMU18 ICT FIXTURE DISC*S 41-020-48 OMU18 (@JABIL FLORIDA
61 101787 0 160220 28/02/2001 26497 10060591L LASER SOURCE TRANSMITTER 1310NM
60 101286 0 160220 30/11/2000 26498 B9M09Z0111C EPSON POWERLITE 710c PROJECTOR
61 101424 0 160140 30/11/2000 26499 B011714 DIGITIZING OSCILLOSCOPE TDS540C
61 102701 0 160220 31/07/2001 26500 0007-102 THERMONICS T-2500BE PRECISION TEMP. FORCING SYSTEM
61 101437 0 160220 31/12/2000 26502 4500BGD TEKTRONIX P6245-ACTIVE 1.5 GHz 10x-PROBE
61 101438 0 160220 31/12/2000 26503 4500BFX TEKTRONIX P6245-ACTIVE 1.5 GHz 10x-PROBE
50 76167 0 160140 28/02/2001 26504 BOIU50 ICT FIXTURE BOIU50
50 76242 0 160140 28/02/2001 26505 41-208-70C ICT FIXTURE DISC*S TRU-21 REV.AA 41-208-70C (FLA.
50 76548 0 160140 31/07/2001 26506 NONE QDU50 - FUNCTIONAL TEST FIXTURE
61 101263 0 160220 30/11/2000 26511 3911A07838 AGILENT RF SPECTRUM ANALYZER W/ ALL INTERNAL OPT.
61 101139 0 160323 31/10/2000 26521 MDS SHELF 41-050-51
61 101140 0 160323 31/10/2000 26522 F/A PANEL 4105002L1
60 101616 0 160220 28/02/2001 26539 3448 SMART BOARD 580 PROJECTION SCREEN : RAC ROOM A314
61 101311 0 160220 30/11/2000 26546 150496 AX/4000 BROADBAND TEST SYS MAINFRAME 16 SLOT W/MOD
61 101380 0 160220 30/11/2000 26548 LASER TRANSMITTER
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TEST BED RT EQUIP FOR MX $ 69,133.30 $ (20,577.88) $ 48,555.42
TEST BED EQUIP SS / COMMON MX $ 12,970.66 $ (3,860.59) $ 9,110.07
FTTH NEBS VIDEO RACK W/ EDFA BOOSTER & DIST $ 55,226.34 $ (16,437.84) $ 38,788.50
TEST BED EQUIP - VIDEO RACK $ 18,434.46 $ (5,487.96) $ 12,946.50
SUN MICROSYSTEM 17" COLOR MONITOR $ 617.62 $ (574.70) $ 42.92
SUN MICROSYSTEM E250 SERVER $ 8,518.78 $ (5,253.78) $ 3,265.00
SMARTBITS 2000 W/ ML-7710 (QTY 16) ETHERNET CARDS $ 53,366.61 $ (15,882.94) $ 37,483.67
SMARTBITS 2000 W/ AT-9045B (QTY 6) ATM SMARTCARDS $ 40,242.58 $ (11,977.16) $ 28,265.42
AGILENT E8403A VXI MAINFRAME W/MODULES $ 106,901.47 $ (47,089.15) $ 59,812.32
AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE $ 7,090.61 $ (2,110.54) $ 4,980.07
AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE $ 7,090.61 $ (2,110.54) $ 4,980.07
AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE $ 7,090.61 $ (2,110.54) $ 4,980.07
AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE $ 7,090.61 $ (2,110.54) $ 4,980.07
AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER $ 5,260.01 $ (1,566.69) $ 3,693.32
AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER $ 5,260.01 $ (1,566.69) $ 3,693.32
AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER $ 5,260.01 $ (1,566.69) $ 3,693.32
AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER $ 5,259.98 $ (1,566.66) $ 3,693.32
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
SMARTBITS 2000+ W/ CARDS: OPTICS LAB $ 53,990.64 $ (23,781.89) $ 30,208.75
DLS400 ADSL WIRELINE SIMULATOR W/DL4-NIM (MODULE) $ 40,312.30 $ (17,757.73) $ 22,554.57
TTC FIREBERD 500 INTERNETWORK ANALYZER $ 16,221.26 $ (7,147.44) $ 9,073.82
ICT FIXTURE DISC*S AU3/AU4 $ 6,107.79 $ (2,692.04) $ 3,415.75
ICT FIXTURE DISC*S 41-020-48 OMU18 (@JABIL FLORIDA $ 7,071.25 $ (3,118.00) $ 3,953.25
LASER SOURCE TRANSMITTER 1310NM $ 4,384.48 $ (1,934.23) $ 2,450.25
EPSON POWERLITE 710c PROJECTOR $ 6,616.24 $ (2,042.42) $ 4,573.82
DIGITIZING OSCILLOSCOPE TDS540C $ 19,108.54 $ (8,417.04) $ 10,691.50
THERMONICS T-2500BE PRECISION TEMP. FORCING SYSTEM $ 23,273.75 $ (6,927.33) $ 16,346.42
TEKTRONIX P6245-ACTIVE 1.5 GHz 10x-PROBE $ 1,834.84 $ (811.27) $ 1,023.57
TEKTRONIX P6245-ACTIVE 1.5 GHz 10x-PROBE $ 1,834.84 $ (811.27) $ 1,023.57
ICT FIXTURE BOIU50 $ 13,556.90 $ (5,972.83) $ 7,584.07
ICT FIXTURE DISC*S TRU-21 REV.AA 41-208-70C (FLA. $ 9,077.86 $ (3,999.44) $ 5,078.42
QDU50 - FUNCTIONAL TEST FIXTURE $ 32,735.11 $ (9,744.36) $ 22,990.75
AGILENT RF SPECTRUM ANALYZER W/ ALL INTERNAL OPT. $ 25,291.97 $ (11,144.15) $ 14,147.82
MDS SHELF 41-050-51 $ 4,870.46 $ (2,146.46) $ 2,724.00
F/A PANEL 4105002L1 $ 1,728.29 $ (762.37) $ 965.92
SMART BOARD 580 PROJECTION SCREEN : RAC ROOM A314 $ 2,259.92 $ (696.75) $ 1,563.17
AX/4000 BROADBAND TEST SYS MAINFRAME 16 SLOT W/MOD $ 46,168.63 $ (20,337.31) $ 25,831.32
LASER TRANSMITTER $ 3,788.14 $ (1,670.32) $ 2,117.82
21 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 101383 0 160220 30/11/2000 26590 9158 30 DEGREE TS4 SYSTEM
61 101382 0 160220 30/11/2000 26591 9675 6 DEGREE TS4 SYSTEM
61 101381 0 160220 30/11/2000 26592 149959 AX/4000 GENERATOR/ANALYZER
61 101514 0 160220 28/02/2001 26593 GB40207862 AGILENT EPM RF POWER METER
61 101407 0 160220 30/11/2000 26595 L827 NOISE BROADBAND GENERAL PURPOSE GENERATOR
61 101425 0 160220 30/11/2000 26602 1858 MODEL 1414 PHOTODETECTOR, 25GHz
61 101423 0 160220 30/11/2000 26603 B013684 DIGITAL PHOSPHOR OSCILLOSCOPE TDS3054
61 101788 0 160220 28/02/2001 26604 813653 DIGITAL SOURCEMETER
61 101520 0 160220 28/02/2001 26605 Q10576 UPGRADE QED-AMD & INTEL 186/188eA W/EXTRA PROBE
61 101431 0 160220 31/12/2000 26606 4799612 BASIC RATE ISDN BULK CALL GENERATOR AM2S-B
61 101432 0 160220 31/12/2000 26608 4999219 SQUIRT ANALOG BULK CALL GENERATOR AM2S-A
50 76546 0 160140 31/07/2001 26618 TEST SET# 1717 RF RETURN AUTO TEST SET #1717 (@JABIL MEMPHIS)
50 76488 0 160140 30/06/2001 26620 NONE HSU FUNCTIONAL TEST SET
50 76488 1 160140 31/03/2002 26620 NONE HSU FUNCTIONAL TEST SET
50 76810 0 160140 28/02/2002 26626 NONE FTTH (QOIU) MFG TEST SET #1718 (2 BAYS)
50 76345 0 160140 31/03/2001 26627 CAL TS1719 DISC*S MX BROADBAND OIU TEST SET #1719
50 76493 0 160140 30/06/2001 26627 CAL TS1719 DISC*S MX BROADBAND OIU TEST SET #1719 ADDITION
50 76245 0 160140 28/02/2001 26629 NONE ICT FIXTURE DTU1D 4102052D AT CMC
63 102507 0 160220 30/06/2001 26631 12260026W CONSOLE SERVER 3200 CHASSIS W/CARDS
61 101523 0 160220 28/02/2001 26632 107117-32 EXFO: LASERLIGHT SOURCE P/N: IQ-2123BLC-88
61 101524 0 160220 28/02/2001 26633 SSXDSL003600804 SUNSET xDSL FULL CHASSIS BASE UNIT W/ MODULES
50 76346 0 160140 31/03/2001 26636 CAL TS1722 DISC*S MX BROADBAND OIU TEST SET #1722
50 76494 0 160140 30/06/2001 26636 CAL TS1722 DISC*S MX BROADBAND OIU TEST SET #1722 ADDITION
61 101654 0 160220 28/02/2001 26637 DL91782 DLS 90 26A WG-9.35KFT WIRELINE SIMULATOR
61 102718 0 160220 31/07/2001 26640 498103 ASX-200BX/AC BOX W/CARDS
61 101789 0 160220 28/02/2001 26643 321179 PROGRAMMABLE RF ATTENUATOR
61 103251 0 160334 31/03/2002 26644 NONE FITL RDT 1, TrainRDT 1-1 (Bay Frame 1-1) w/ 2 ONUs
62 104068 0 160220 30/06/2001 26669 B6YSJ01 DELL OPTIPLEX GX110 PC
50 76336 0 160220 31/03/2001 26681 C0106 CALTEX MICROSCOPE SYSTEM
60 101501 0 160220 28/02/2001 26682 AERO GO PLANK SYSTEM
60 101502 0 160220 28/02/2001 26683 AERO GO PLANK SYSTEM
60 101505 0 160220 28/02/2001 26686 AERO GO PLANK SYSTEM
60 101506 0 160220 28/02/2001 26687 AERO GO PLANK SYSTEM
50 76483 0 160140 30/06/2001 26688 NONE DCU 205/206 FIXTURE - AGILENT
50 76484 0 160140 30/06/2001 26689 NONE DAU1 FIXTURE - AGILENT
50 76634 0 160140 31/08/2001 26690 CAL TS1989 DISC*S COPPER ADSL SYSTEM TEST SET (TS1989)
50 77141 0 160140 31/12/2002 26690 CAL TS1989 IMA SYSTEM TEST SET UPGRADE (TS1989)
50 76634 1 160140 30/06/2002 26690 CAL TS1989 DISC*S COPPER ADSL SYSTEM TEST SET (TS1989)
50 76173 0 160140 28/02/2001 26691 41-208-61J SPU2J FAB REVISION AA ICT FIXTURE 41-208-61J
50 76174 0 160140 28/02/2001 26692 41-408-611A SPU31A FAB REVISION AA ICT FIXTURE 41-408-611A
50 76501 0 160140 30/06/2001 26693 41-050-32 ICT FIXTURE 41-050-32 DPU3 - RNS INTERNATIONAL
50 76377 0 160140 31/05/2001 26694 43-020-74AA OIU72 ICT FIXTURE 43-020-74 REV.AA (JABIL BEDFORD)
50 76343 0 160140 31/03/2001 26695 41-308-22 HSU1 ICT FIXTURE 41-308-22 HSU1 (@ JABIL BEDFORD)
50 76175 0 160140 28/02/2001 26696 41-008-40R LIU1R FAB REVISION AA ICT FIXTURE 41-008-40R
50 76175 1 160140 30/09/2002 26696 41-008-40R LIU2 IN CIRCUIT TEST SET (MODIFICATION TO LIU1R)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
30 DEGREE TS4 SYSTEM $ 6,642.22 $ (2,925.80) $ 3,716.42
6 DEGREE TS4 SYSTEM $ 8,302.78 $ (3,660.21) $ 4,642.57
AX/4000 GENERATOR/ANALYZER $ 25,114.00 $ (11,063.00) $ 14,051.00
AGILENT EPM RF POWER METER $ 5,460.51 $ (2,408.09) $ 3,052.42
NOISE BROADBAND GENERAL PURPOSE GENERATOR $ 7,023.46 $ (3,097.14) $ 3,926.32
MODEL 1414 PHOTODETECTOR, 25GHz $ 4,675.43 $ (2,060.11) $ 2,615.32
DIGITAL PHOSPHOR OSCILLOSCOPE TDS3054 $ 11,280.36 $ (4,970.69) $ 6,309.67
DIGITAL SOURCEMETER $ 3,780.93 $ (1,668.51) $ 2,112.42
UPGRADE QED-AMD & INTEL 186/188eA W/EXTRA PROBE $ 9,845.34 $ (4,339.09) $ 5,506.25
BASIC RATE ISDN BULK CALL GENERATOR AM2S-B $ 44,342.85 $ (19,534.28) $ 24,808.57
SQUIRT ANALOG BULK CALL GENERATOR AM2S-A $ 20,245.02 $ (8,920.60) $ 11,324.42
RF RETURN AUTO TEST SET #1717 (@JABIL MEMPHIS) $ 207,394.49 $ (61,725.49) $ 145,669.00
HSU FUNCTIONAL TEST SET $ 154,660.67 $ (46,030.42) $ 108,630.25
HSU FUNCTIONAL TEST SET $ 848.52 $ (253.70) $ 594.82
FTTH (QOIU) MFG TEST SET #1718 (2 BAYS) $ 110,312.96 $ (32,830.71) $ 77,482.25
DISC*S MX BROADBAND OIU TEST SET #1719 $ 233,020.98 $ (102,641.56) $ 130,379.42
DISC*S MX BROADBAND OIU TEST SET #1719 ADDITION $ 1,629.46 $ (486.39) $ 1,143.07
ICT FIXTURE DTU1D 4102052D AT CMC $ 7,315.00 $ (3,222.58) $ 4,092.42
CONSOLE SERVER 3200 CHASSIS W/CARDS $ 8,043.41 $ (3,352.99) $ 4,690.42
EXFO: LASERLIGHT SOURCE P/N: IQ-2123BLC-88 $ 7,934.73 $ (3,496.23) $ 4,438.50
SUNSET xDSL FULL CHASSIS BASE UNIT W/ MODULES $ 9,818.28 $ (4,326.71) $ 5,491.57
DISC*S MX BROADBAND OIU TEST SET #1722 $ 233,020.77 $ (102,641.35) $ 130,379.42
DISC*S MX BROADBAND OIU TEST SET #1722 ADDITION $ 1,629.45 $ (486.38) $ 1,143.07
DLS 90 26A WG-9.35KFT WIRELINE SIMULATOR $ 6,765.64 $ (2,981.72) $ 3,783.92
ASX-200BX/AC BOX W/CARDS $ 3,314.34 $ (988.84) $ 2,325.50
PROGRAMMABLE RF ATTENUATOR $ 2,707.01 $ (1,193.76) $ 1,513.25
FITL RDT 1, TrainRDT 1-1 (Bay Frame 1-1) w/ 2 ONUs $ 8,963.25 $ (8,030.33) $ 932.92
DELL OPTIPLEX GX110 PC $ 1,590.84 $ (897.59) $ 693.25
CALTEX MICROSCOPE SYSTEM $ 11,908.59 $ (5,249.42) $ 6,659.17
AERO GO PLANK SYSTEM $ 1,489.53 $ (459.46) $ 1,030.07
AERO GO PLANK SYSTEM $ 1,489.53 $ (459.46) $ 1,030.07
AERO GO PLANK SYSTEM $ 1,490.42 $ (461.92) $ 1,028.50
AERO GO PLANK SYSTEM $ 1,490.42 $ (461.92) $ 1,028.50
DCU 205/206 FIXTURE - AGILENT $ 66,577.27 $ (19,816.95) $ 46,760.32
DAU1 FIXTURE - AGILENT $ 66,577.27 $ (19,816.95) $ 46,760.32
DISC*S COPPER ADSL SYSTEM TEST SET (TS1989) $ 80,919.51 $ (24,082.84) $ 56,836.67
IMA SYSTEM TEST SET UPGRADE (TS1989) $ 29,025.43 $ (4,493.51) $ 24,531.92
DISC*S COPPER ADSL SYSTEM TEST SET (TS1989) $ 1,746.79 $ (333.62) $ 1,413.17
SPU2J FAB REVISION AA ICT FIXTURE 41-208-61J $ 16,717.00 $ (7,366.58) $ 9,350.42
SPU31A FAB REVISION AA ICT FIXTURE 41-408-611A $ 18,824.30 $ (8,294.48) $ 10,529.82
ICT FIXTURE 41-050-32 DPU3 - RNS INTERNATIONAL $ 37,494.23 $ (11,159.16) $ 26,335.07
OIU72 ICT FIXTURE 43-020-74 REV.AA (JABIL BEDFORD) $ 11,197.32 $ (3,333.65) $ 7,863.67
ICT FIXTURE 41-308-22 HSU1 (@ JABIL BEDFORD) $ 19,500.93 $ (8,590.11) $ 10,910.82
LIU1R FAB REVISION AA ICT FIXTURE 41-008-40R $ 13,300.95 $ (5,861.88) $ 7,439.07
LIU2 IN CIRCUIT TEST SET (MODIFICATION TO LIU1R) $ 3,586.32 $ (556.57) $ 3,029.75
22 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 76344 0 160140 31/03/2001 26697 41-208-871 AU34 REV AA ICT FIXTURE 41-208-871 AU341 (@ JABIL FLA)
50 76412 0 160140 31/05/2001 26698 41-208-87A AU34 REV. AA ICT FIXTURE 41-208-87A AU34
61 103252 0 160334 31/03/2002 26700 NONE FITL COT, Train 1-1 (Bay Frame 1-0)
61 103253 0 160334 31/03/2002 26701 NONE FITL SS Power
61 103254 0 160334 31/03/2002 26702 NONE FITL RDT 2, TrainRDT 2-2 (Bay Frame 1-2) w/ 2 ONUs
63 102508 0 160220 30/06/2001 26703 045M27EB SUN MICROSYSTEMS NETRA T1125
63 102509 0 160220 30/06/2001 26704 045M2866 SUN MICROSYSTEM NETRA T1125
63 102510 0 160220 30/06/2001 26705 045M288B SUN MICROSYSTEM NETRA T1125
61 101655 0 160220 28/02/2001 26706 DL91716 DLS 90 24A WG-9.35KFT WIRELINE SIMULATOR
61 102719 0 160220 31/07/2001 26707 10191 ESX-48-CHASSIS, 8-SLOT WITH MODULES
60 101742 0 160220 28/02/2001 26718 BLACK BOX: 76" SERVCENTER STATION
61 101734 0 160220 31/01/2002 26719 BLACK BOX: 84" CABINET BLACK W 16-OU
61 102726 0 160220 31/07/2001 26720 DL42537 SPIRENT ADSL WIRELINE SIMULATOR W/2 DLS 5A01 MODUL
61 102726 1 160220 31/03/2003 26720 DL42537 DSL WIRELINE TR 048 UPGRADE TO ASSET# 26720
61 101790 0 160220 28/02/2001 26726 108126-32 EXFO EXPANSION UNIT WITH MODULES IQ-206
50 76334 0 160140 31/03/2001 26727 41-308-70 FLEXTRONICS FUNCTIONAL TEST FIXTURE: DAU1 ADSL Cu
50 76333 0 160140 31/03/2001 26728 41-308-70 FLEXTRONICS ICT TEST FIXTURE: DAU1 ADSL Cu
50 76332 0 160140 31/03/2001 26729 410008205/206 FUNCTIONAL TEST FIXTURE: DCU205/206/207
50 76331 0 160140 31/03/2001 26730 410008205/206 FLEXTRONICS ICT TEST FIXTURE: DCU205A/206A
50 76330 0 160140 31/03/2001 26731 41-050-07A FLEXTRONICS ICT TEST FIXTURE: QCU40A (41-050-07A)
50 76329 0 160140 31/03/2001 26734 41-050-52 FLEXTRONICS FUNCTIONAL TEST FIXTURE: QDU50 ADSL Cu
50 76328 0 160140 31/03/2001 26735 41-050-52 FLEXTRONICS ICT TEST FIXTURE: QDU50 ADSL Cu
50 76335 0 160140 31/03/2001 26736 41-908-30A JABIL ICT TEST FIXTURE: HCU30A (41-908-30A)
61 101751 0 160711 28/02/2001 26737 71281 MAXLink TRANSMITTER MODULE : RAC RELIABILITY LAB
61 101677 0 160711 28/02/2001 26737 11022107 HARMONIC LIGHTWAVES HLP4200 PLATFORM W/POWER SUPPL
61 101753 0 160711 28/02/2001 26737 107091 OPTICAL RECEIVER MODULE FOR HLT CHASSIS
61 101673 0 160711 28/02/2001 26738 B023662 TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB
61 101674 0 160220 28/02/2001 26739 B023663 TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB
61 101675 0 160220 28/02/2001 26740 B023664 TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB
61 101676 0 160220 28/02/2001 26741 M382 NOISE BROADBAND GENERATOR : CHRIS MULL
61 102486 0 160711 31/05/2001 26742 31166 THERMOTRON AST-35 THERMAL TEST CHAMBER #2
61 102118 0 160711 31/03/2001 26743 28931 THERMOTRON ENVIRONMENTAL CHAMBER : RAC OPTICS LAB
61 101684 0 160220 28/02/2001 26744 MAE051AF3 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101685 0 160220 28/02/2001 26745 MAE1B4236 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101686 0 160220 28/02/2001 26746 MAE1B4226 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101687 0 160220 28/02/2001 26747 MAE051ACE EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101688 0 160220 28/02/2001 26748 MAE1B428C EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101689 0 160220 28/02/2001 26749 MAE1B3437 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101690 0 160220 28/02/2001 26750 MAE1B4709 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101691 0 160220 28/02/2001 26751 MAE1B420C EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
63 102511 0 160220 30/06/2001 26752 NONE SUN MICROSYSTEM 72" STOREDGE EXPANSION RACK
61 102456 0 160220 31/05/2001 26757 1038567 ASX-200BX/AC: 2.5 GBPS SWITCH
61 102457 0 160220 31/05/2001 26758 373473 ES-3810/24MX: 24-PORT ETHERNET
61 102458 0 160220 31/05/2001 26759 373469 ES-3810/24MX: 24-PORT ETHERNET
61 103255 0 160334 31/03/2002 26760 NONE MX COT, Train 1-1 (Bay Frame 1-0)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
REV AA ICT FIXTURE 41-208-871 AU341 (@ JABIL FLA) $ 4,654.22 $ (2,051.15) $ 2,603.07
REV. AA ICT FIXTURE 41-208-87A AU34 $ 5,593.46 $ (1,667.14) $ 3,926.32
FITL COT, Train 1-1 (Bay Frame 1-0) $ 5,680.61 $ (5,089.79) $ 590.82
FITL SS Power $ 6,192.81 $ (5,548.24) $ 644.57
FITL RDT 2, TrainRDT 2-2 (Bay Frame 1-2) w/ 2 ONUs $ 8,963.25 $ (8,030.33) $ 932.92
SUN MICROSYSTEMS NETRA T1125 $ 16,443.55 $ (6,852.13) $ 9,591.42
SUN MICROSYSTEM NETRA T1125 $ 16,443.55 $ (6,852.13) $ 9,591.42
SUN MICROSYSTEM NETRA T1125 $ 16,443.55 $ (6,852.13) $ 9,591.42
DLS 90 24A WG-9.35KFT WIRELINE SIMULATOR $ 6,765.62 $ (2,981.70) $ 3,783.92
ESX-48-CHASSIS, 8-SLOT WITH MODULES $ 15,695.13 $ (4,673.56) $ 11,021.57
BLACK BOX: 76" SERVCENTER STATION $ 4,544.85 $ (1,402.28) $ 3,142.57
BLACK BOX: 84" CABINET BLACK W 16-OU $ 1,563.64 $ (466.32) $ 1,097.32
SPIRENT ADSL WIRELINE SIMULATOR W/2 DLS 5A01 MODUL $ 54,832.14 $ (16,321.97) $ 38,510.17
DSL WIRELINE TR 048 UPGRADE TO ASSET# 26720 $ 6,130.83 $ (511.83) $ 5,619.00
EXFO EXPANSION UNIT WITH MODULES IQ-206 $ 32,639.54 $ (14,377.62) $ 18,261.92
FLEXTRONICS FUNCTIONAL TEST FIXTURE: DAU1 ADSL Cu $ 30,600.00 $ (13,480.33) $ 17,119.67
FLEXTRONICS ICT TEST FIXTURE: DAU1 ADSL Cu $ 16,927.00 $ (7,459.08) $ 9,467.92
FUNCTIONAL TEST FIXTURE: DCU205/206/207 $ 32,921.00 $ (14,501.43) $ 18,419.57
FLEXTRONICS ICT TEST FIXTURE: DCU205A/206A $ 45,000.00 $ (19,823.25) $ 25,176.75
FLEXTRONICS ICT TEST FIXTURE: QCU40A (41-050-07A) $ 16,721.00 $ (7,366.58) $ 9,354.42
FLEXTRONICS FUNCTIONAL TEST FIXTURE: QDU50 ADSL Cu $ 4,407.00 $ (1,942.50) $ 2,464.50
FLEXTRONICS ICT TEST FIXTURE: QDU50 ADSL Cu $ 24,550.00 $ (10,816.33) $ 13,733.67
JABIL ICT TEST FIXTURE: HCU30A (41-908-30A) $ 32,408.00 $ (14,275.83) $ 18,132.17
MAXLink TRANSMITTER MODULE : RAC RELIABILITY LAB $ 23,713.92 $ (10,446.25) $ 13,267.67
HARMONIC LIGHTWAVES HLP4200 PLATFORM W/POWER SUPPL $ 2,616.35 $ (1,153.53) $ 1,462.82
OPTICAL RECEIVER MODULE FOR HLT CHASSIS $ 1,889.15 $ (832.65) $ 1,056.50
TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB $ 2,112.14 $ (931.32) $ 1,180.82
TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB $ 2,112.14 $ (931.32) $ 1,180.82
TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB $ 2,112.14 $ (931.32) $ 1,180.82
NOISE BROADBAND GENERATOR : CHRIS MULL $ 7,035.19 $ (3,102.02) $ 3,933.17
THERMOTRON AST-35 THERMAL TEST CHAMBER #2 $ 72,516.19 $ (21,584.52) $ 50,931.67
THERMOTRON ENVIRONMENTAL CHAMBER : RAC OPTICS LAB $ 47,175.35 $ (20,782.03) $ 26,393.32
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.34 $ (265.52) $ 329.82
SUN MICROSYSTEM 72" STOREDGE EXPANSION RACK $ 9,934.75 $ (4,140.83) $ 5,793.92
ASX-200BX/AC: 2.5 GBPS SWITCH $ 4,731.90 $ (1,408.23) $ 3,323.67
ES-3810/24MX: 24-PORT ETHERNET $ 3,526.22 $ (1,050.22) $ 2,476.00
ES-3810/24MX: 24-PORT ETHERNET $ 3,526.22 $ (1,050.22) $ 2,476.00
MX COT, Train 1-1 (Bay Frame 1-0) $ 5,377.97 $ (4,818.40) $ 559.57
23 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
------------------------------------------------------------------------------------------------------------------------
61 103256 0 160334 31/03/2002 26761 NONE MX RDT 1, TrainRDT 1-1 (Bay Frame 1-1) w/ 2 ONUs
61 103257 0 160334 31/03/2002 26762 NONE MX RDT 2, TrainRDT 2-2 (Bay Frame 1-2) w/ 2 ONUs
61 103258 0 160334 31/03/2002 26763 NONE MX SS Power
61 102164 0 160220 31/03/2001 26766 3002756 RACK MOUNT PC (PLEX WRITER MCC3500)
50 76376 0 160711 31/03/2001 26769 10 POWER CROSS RACK
50 76491 0 160711 30/06/2001 26769 10 POWER CROSS RACK PFR1089
61 102138 0 160711 31/03/2001 26770 B014328 TEKTRONIX SIGNAL SCOUT RF SIGNAL LEVEL METER
61 102139 0 160220 31/03/2001 26771 B014329 TEKTRONIX SIGNAL SCOUT RF SIGNAL LEVEL METER
61 102140 0 160711 31/03/2001 26772 B043908 TEKTRONIX CURRENT PROBE SYSTEM
61 102141 0 160711 31/03/2001 26772 B011590 TEKTRONIX 500A CNT PROBE
60 102150 0 160220 31/03/2001 26773 3GW94700424 INFOCUS LP400 PROJECTOR : LES MURRAY
63 102162 0 160220 31/03/2001 26774 S015H22DC SUN ULTRA 60 WORKSTATION
62 102163 0 160422 31/03/2001 26775 SUN 21" FLAT SCREEN MONITOR MODEL# X7136A
61 102149 0 160220 31/03/2001 26776 400326-00107 AX4000 ATM UTOPIA 2 INTERFACE MODULE
61 102157 0 160220 31/03/2001 26777 UL10B3 & UL02D1 MANTIS OPTICAL INSPECTION SYSTEM : HEAD & STAND
61 102121 0 160220 31/03/2001 26778 20456 LECROY 4 CHANNEL 1 GHz SCOPE
61 102123 0 160220 31/03/2001 26779 603 LECROY 4 CHANNEL 500 MHz SCOPE
61 102122 0 160220 31/03/2001 26780 581 LECROY 4 CHANNEL 500 MHz SCOPE
61 102125 0 160220 31/03/2001 26781 2083 LECROY ACTIVE DIFFERENTIAL PROBE
61 102124 0 160220 31/03/2001 26782 2076 LECROY ACTIVE DIFFERENTIAL PROBE
61 102128 0 160220 31/03/2001 26783 332919 LECROY ACTIVE FET PROBE
61 102126 0 160220 31/03/2001 26784 332894 LECROY ACTIVE FET PROBE
61 102127 0 160220 31/03/2001 26785 332904 LECROY ACTIVE FET PROBE
61 102129 0 160220 31/03/2001 26786 342923 LECROY ACTIVE FET PROBE
61 102159 0 160220 31/03/2001 26788 400301-01961 AX/4000 OC-3c/STM-1 SINGLE MODE FIBER MODULE
61 102172 0 160220 31/03/2001 26789 401324-00398 AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE
61 102169 0 160220 31/03/2001 26790 11980-01905 AX/4000 mAX 155 Mb G/A HARDWARE
61 102173 0 160220 31/03/2001 26791 400302-01392 AX/4000 DS-3 INTERFACE MODULE
61 102171 0 160220 31/03/2001 26792 401324-00415 AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE
61 102170 0 160220 31/03/2001 26793 11980-01918 AX/4000 mAX 155 Mb G/A HARDWARE
61 102188 0 160220 31/03/2001 26794 53457 AX4000 4-SLOT CHASSIS
61 103366 0 160220 30/06/2002 26794 NONE ATM OC-12C SM INTERFACE CARD FOR TESTING BLC RDT
61 103368 0 160220 30/06/2002 26794 NONE L2 MAX 622M ATM LICENSE FOR TESTING BLC RDT
61 103367 0 160220 30/06/2002 26794 NONE UPGRD 155M MAX TO 1G FOR TESTING BLC RDT
61 102407 0 160220 31/05/2001 26795 31774 THERMOTRON S/SM8 TEMP TEST CHAMBER (MxR4)
61 102185 0 160220 31/03/2001 26798 401428-0085 AX4000 ETHERNET CONTROL MODULE
61 102186 0 160220 31/03/2001 26799 400308A-00198 AX4000 DS1 MONITOR INTERFACE MODULE
61 102187 0 160220 31/03/2001 26800 400308A-00199 AX4000 DS1 MONITOR INTERFACE MODULE
61 102179 0 160220 31/03/2001 26811 12433 FORE SYSTEMS ESX-2400 W/MODULES
61 102180 0 160220 31/03/2001 26812 FORE SYSTEMS NSC
61 102181 0 160220 31/03/2001 26813 99364051 FORE SYSTEMS ASX-200BX W/MODULES
61 102182 0 160220 31/03/2001 26814 99495049 FORE SYSTEMS ES-3810 CHASSIS W/MODULES
61 102183 0 160220 31/03/2001 26815 BLACKBOX 84" BLACK CABINET W/SHELVES
61 102184 0 160220 31/03/2001 26816 WS0005010390 SMART UPS 3000RM
61 102588 0 160220 30/06/2001 26817 1021203 ATM EQUIPMENT FOR 303 GATEWAY LAB
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
MX RDT 1, TrainRDT 1-1 (Bay Frame 1-1) w/ 2 ONUs $ 17,561.78 $ (15,733.03) $ 1,828.75
MX RDT 2, TrainRDT 2-2 (Bay Frame 1-2) w/ 2 ONUs $ 17,561.78 $ (15,733.03) $ 1,828.75
MX SS Power $ 7,302.58 $ (6,542.16) $ 760.42
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
POWER CROSS RACK $ 137,856.38 $ (60,723.56) $ 77,132.82
POWER CROSS RACK PFR1089 $ 1,761.34 $ (525.34) $ 1,236.00
TEKTRONIX SIGNAL SCOUT RF SIGNAL LEVEL METER $ 2,684.72 $ (1,184.72) $ 1,500.00
TEKTRONIX SIGNAL SCOUT RF SIGNAL LEVEL METER $ 2,684.72 $ (1,184.72) $ 1,500.00
TEKTRONIX CURRENT PROBE SYSTEM $ 3,381.45 $ (1,491.78) $ 1,889.67
TEKTRONIX 500A CNT PROBE $ 2,377.88 $ (1,049.21) $ 1,328.67
INFOCUS LP400 PROJECTOR : LES MURRAY $ 3,409.29 $ (1,052.22) $ 2,357.07
SUN ULTRA 60 WORKSTATION $ 16,337.62 $ (10,075.95) $ 6,261.67
SUN 21" FLAT SCREEN MONITOR MODEL# X7136A $ 1,218.37 $ (1,135.05) $ 83.32
AX4000 ATM UTOPIA 2 INTERFACE MODULE $ 10,283.75 $ (4,531.25) $ 5,752.50
MANTIS OPTICAL INSPECTION SYSTEM : HEAD & STAND $ 2,136.49 $ (943.99) $ 1,192.50
LECROY 4 CHANNEL 1 GHz SCOPE $ 45,818.41 $ (20,183.91) $ 25,634.50
LECROY 4 CHANNEL 500 MHz SCOPE $ 13,653.23 $ (6,016.31) $ 7,636.92
LECROY 4 CHANNEL 500 MHz SCOPE $ 13,653.23 $ (6,016.31) $ 7,636.92
LECROY ACTIVE DIFFERENTIAL PROBE $ 3,918.90 $ (1,726.58) $ 2,192.32
LECROY ACTIVE DIFFERENTIAL PROBE $ 3,918.90 $ (1,726.58) $ 2,192.32
LECROY ACTIVE FET PROBE $ 738.46 $ (327.29) $ 411.17
LECROY ACTIVE FET PROBE $ 738.46 $ (327.29) $ 411.17
LECROY ACTIVE FET PROBE $ 738.46 $ (327.29) $ 411.17
LECROY ACTIVE FET PROBE $ 738.46 $ (327.29) $ 411.17
AX/4000 OC-3c/STM-1 SINGLE MODE FIBER MODULE $ 5,413.23 $ (2,386.73) $ 3,026.50
AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE $ 5,847.92 $ (2,577.60) $ 3,270.32
AX/4000 mAX 155 Mb G/A HARDWARE $ 21,647.71 $ (9,536.96) $ 12,110.75
AX/4000 DS-3 INTERFACE MODULE $ 3,138.99 $ (1,384.92) $ 1,754.07
AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE $ 5,847.92 $ (2,577.60) $ 3,270.32
AX/4000 mAX 155 Mb G/A HARDWARE $ 21,647.71 $ (9,536.96) $ 12,110.75
AX4000 4-SLOT CHASSIS $ 22,463.11 $ (9,897.61) $ 12,565.50
ATM OC-12C SM INTERFACE CARD FOR TESTING BLC RDT $ 10,234.30 $ (1,584.73) $ 8,649.57
L2 MAX 622M ATM LICENSE FOR TESTING BLC RDT $ 8,281.10 $ (1,282.78) $ 6,998.32
UPGRD 155M MAX TO 1G FOR TESTING BLC RDT $ 5,748.00 $ (890.50) $ 4,857.50
THERMOTRON S/SM8 TEMP TEST CHAMBER (MxR4) $ 15,754.94 $ (4,690.02) $ 11,064.92
AX4000 ETHERNET CONTROL MODULE $ 32,472.89 $ (14,303.97) $ 18,168.92
AX4000 DS1 MONITOR INTERFACE MODULE $ 3,464.44 $ (1,527.19) $ 1,937.25
AX4000 DS1 MONITOR INTERFACE MODULE $ 3,464.44 $ (1,527.19) $ 1,937.25
FORE SYSTEMS ESX-2400 W/MODULES $ 7,666.75 $ (3,380.08) $ 4,286.67
FORE SYSTEMS NSC $ 5,882.16 $ (2,593.74) $ 3,288.42
FORE SYSTEMS ASX-200BX W/MODULES $ 3,403.20 $ (1,502.28) $ 1,900.92
FORE SYSTEMS ES-3810 CHASSIS W/MODULES $ 3,035.88 $ (1,339.06) $ 1,696.82
BLACKBOX 84" BLACK CABINET W/SHELVES $ 2,386.54 $ (1,052.47) $ 1,334.07
SMART UPS 3000RM $ 1,322.42 $ (582.67) $ 739.75
ATM EQUIPMENT FOR 303 GATEWAY LAB $ 7,623.90 $ (2,270.73) $ 5,353.17
24 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 102729 0 160220 31/07/2001 26821 NONE ENTROPIA CEB POWER SUPPLY FOR ENTROPIA EVAL. BOARD
61 102487 0 160711 31/05/2001 26822 LC5342296 LECROY OSCILLOSCOPE LC534AL 1 GHz
50 76338 0 160140 31/03/2001 26832 NONE DPU3 FUNCTIONAL TEST ON HP79000
50 76353 0 160140 31/03/2001 26833 HP79000 BBC1 FUNCTIONAL TEST FIXTURE
50 76420 0 160140 31/05/2001 26836 NONE MX ADSL SYSTEM BROADBAND TEST (TS1986)
50 76812 0 160140 31/03/2002 26836 NONE SYSTEM TEST SET TO TEST THE CCU1A (ADDED TO 26836)
50 76492 0 160140 30/06/2001 26837 NONE MX NCC1 FUNCTIONAL TEST SET
50 76348 0 160140 31/03/2001 26845 41-908-95XX HIGH DENSITY SHELF TEST SET
50 76349 0 160140 31/03/2001 26846 45-050-51 MDS BACKPLANE TEST SET FOR MX II
61 102494 0 160220 31/05/2001 26858 10192777 ANDO AQ6317B OPTICAL SPECTRUM ANALYZER
63 102473 0 160220 31/05/2001 26870 CD35L01 DELL POWEREDGE 2400 SERVER
61 103245 0 160220 31/03/2002 26871 150800 MF CHASSIS W/MODULES FOR MX & ACCESS MUX PLATFORM
61 103259 1 160334 31/07/2002 26876 NONE CARDS ADDED TO TRAINING SYSTEM "A" COT
61 103259 0 160334 31/03/2002 26876 NONE TRAINING SYSTEM "A" COT
61 103260 2 160334 30/06/2003 26877 NONE CARDS ADDED TO TRAINING SYSTEM "A" RDT
61 103260 1 160334 31/07/2002 26877 NONE CARDS ADDED TO TRAINING SYSTEM "A" RDT
61 103260 0 160334 31/03/2002 26877 NONE TRAINING SYSTEM "A" RDT
61 103261 0 160334 31/03/2002 26878 NONE TRAINING SYSTEM "A" POWER/SS
61 103265 0 160334 31/03/2002 26879 NONE TRAINING SYSTEM "C" COT
61 103266 0 160334 31/03/2002 26880 NONE TRAINING SYSTEM "C" RDT
61 103267 0 160334 31/03/2002 26881 NONE TRAINING SYSTEM "C" POWER/SS
61 103268 0 160334 31/03/2002 26882 NONE TRAINING SYSTEM "D" COT
61 103269 0 160334 31/03/2002 26883 NONE TRAINING SYSTEM "D" RDT
61 103270 0 160334 31/03/2002 26884 NONE TRAINING SYSTEM "D" POWER/SS
61 103262 0 160334 31/03/2002 26885 NONE TRAINING SYSTEM "B" COT
61 103263 0 160334 31/03/2002 26886 NONE TRAINING SYSTEM "B" RDT
61 103264 0 160334 31/03/2002 26887 NONE TRAINING SYSTEM "B" POWER/SS
62 103154 0 160420 28/02/2002 26890 FW04220850 Sun Ultra 5
60 102488 0 160015 31/05/2001 26893 30542K00 36 VOLT FORKLIFT BATTERY CHARGER : LG18-865F3B
60 102492 0 160015 31/05/2001 26896 30097J00 24 VOLT FORKLIFT BATTERY CHARGER : LG12-865F3B
61 102730 0 160220 31/07/2001 26906 047 REV. 2.5 ENTROPIA EVALUATION BOARD W/ 1 CT-GWC3336 DEVICE
61 102731 0 160220 31/07/2001 26907 041 REV. 2.5 ENTROPIA EVALUATION BOARD W/ 1 CT-GWC3336 DEVICE
50 76428 0 160140 31/05/2001 26922 NONE FACTRON333 TO TERADYNE Z18XX ICT ADAPTER
50 76619 0 160140 31/08/2001 26924 43-050-41 AU50 ICT/FUNTIONAL TEST FO RMX AU50 FAB REVISION AA
50 76414 0 160140 31/05/2001 26926 41-008-70 DISC*S TRU-1 ICT FIXTURE ASSY REV. AA 41-008-70
50 76506 0 160140 30/06/2001 26927 NONE QDC1 FUNCTIONAL TEST FIXTURE 41-050-36
50 76507 0 160140 30/06/2001 26929 NONE QDC1 ICT TEST FIXTURE 41-050-36 (@JABIL BEDFORD)
50 76490 0 160140 30/06/2001 26930 NONE HDXP ICT FIXTURE / TTI TESTRON (@JABIL FLORIDA)
50 76621 0 160140 31/08/2001 26931 NONE OIU94 DAUGHTERBOARD ICT FIXTURE (@ JABIL BEDFORD)
50 76622 0 160140 31/08/2001 26932 NONE OIU94 MOTHERBOARD ICT FIXTURE (@ JABIL BEDFORD)
61 102818 0 160220 31/08/2001 26936 10170517 ANDO TUNABLE LASER SOURCE
61 102821 0 160220 31/08/2001 26937 PEEW103C INTERWATCH 95000 PORTABLE PLATFORM W/ MODULES
50 76503 0 160140 30/06/2001 26938 NONE FITL SYSTEM TEST SET @ BEDFORD
50 76504 0 160140 30/06/2001 26939 NONE FITL SYSTEM TEST SET @ BEDFORD
60 102437 0 160001 31/05/2001 26940 LWXLA0K01459 LIGHTWAVE SCOUT XL PORTABLE PROJECTOR
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
ENTROPIA CEB POWER SUPPLY FOR ENTROPIA EVAL. BOARD $ 7,036.09 $ (2,095.92) $ 4,940.17
LECROY OSCILLOSCOPE LC534AL 1 GHz $ 8,389.98 $ (2,498.41) $ 5,891.57
DPU3 FUNCTIONAL TEST ON HP79000 $ 65,519.35 $ (28,860.35) $ 36,659.00
HP79000 BBC1 FUNCTIONAL TEST FIXTURE $ 42,000.00 $ (18,500.00) $ 23,500.00
MX ADSL SYSTEM BROADBAND TEST (TS1986) $ 92,925.00 $ (27,655.75) $ 65,269.25
SYSTEM TEST SET TO TEST THE CCU1A (ADDED TO 26836) $ 71,137.29 $ (21,172.72) $ 49,964.57
MX NCC1 FUNCTIONAL TEST SET $ 94,548.82 $ (28,138.90) $ 66,409.92
HIGH DENSITY SHELF TEST SET $ 27,692.45 $ (12,201.70) $ 15,490.75
MDS BACKPLANE TEST SET FOR MX II $ 69,457.00 $ (30,596.43) $ 38,860.57
ANDO AQ6317B OPTICAL SPECTRUM ANALYZER $ 46,119.71 $ (13,727.29) $ 32,392.42
DELL POWEREDGE 2400 SERVER $ 5,014.20 $ (2,090.28) $ 2,923.92
MF CHASSIS W/MODULES FOR MX & ACCESS MUX PLATFORM $ 42,177.59 $ (12,553.77) $ 29,623.82
CARDS ADDED TO TRAINING SYSTEM "A" COT $ 1,369.17 $ (776.85) $ 592.32
TRAINING SYSTEM "A" COT $ 2,417.19 $ (2,166.37) $ 250.82
CARDS ADDED TO TRAINING SYSTEM "A" RDT $ 25,625.63 $ (3,843.81) $ 21,781.82
CARDS ADDED TO TRAINING SYSTEM "A" RDT $ 2,593.69 $ (1,470.19) $ 1,123.50
TRAINING SYSTEM "A" RDT $ 8,573.73 $ (7,681.66) $ 892.07
TRAINING SYSTEM "A" POWER/SS $ 3,570.43 $ (3,199.18) $ 371.25
TRAINING SYSTEM "C" COT $ 2,417.19 $ (2,166.37) $ 250.82
TRAINING SYSTEM "C" RDT $ 8,573.73 $ (7,681.66) $ 892.07
TRAINING SYSTEM "C" POWER/SS $ 3,570.43 $ (3,199.18) $ 371.25
TRAINING SYSTEM "D" COT $ 2,417.19 $ (2,166.37) $ 250.82
TRAINING SYSTEM "D" RDT $ 8,573.73 $ (7,681.66) $ 892.07
TRAINING SYSTEM "D" POWER/SS $ 3,570.45 $ (3,199.20) $ 371.25
TRAINING SYSTEM "B" COT $ 2,417.19 $ (2,166.37) $ 250.82
TRAINING SYSTEM "B" RDT $ 8,573.73 $ (7,681.66) $ 892.07
TRAINING SYSTEM "B" POWER/SS $ 3,570.43 $ (3,199.18) $ 371.25
Sun Ultra 5 $ 4,391.76 $ (3,049.76) $ 1,342.00
36 VOLT FORKLIFT BATTERY CHARGER : LG18-865F3B $ 967.80 $ (202.38) $ 765.42
24 VOLT FORKLIFT BATTERY CHARGER : LG12-865F3B $ 967.80 $ (202.38) $ 765.42
ENTROPIA EVALUATION BOARD W/ 1 CT-GWC3336 DEVICE $ 8,659.19 $ (2,579.37) $ 6,079.82
ENTROPIA EVALUATION BOARD W/ 1 CT-GWC3336 DEVICE $ 8,659.19 $ (2,579.37) $ 6,079.82
FACTRON333 TO TERADYNE Z18XX ICT ADAPTER $ 14,072.50 $ (4,189.58) $ 9,882.92
ICT/FUNTIONAL TEST FO RMX AU50 FAB REVISION AA $ 6,116.47 $ (1,821.30) $ 4,295.17
DISC*S TRU-1 ICT FIXTURE ASSY REV. AA 41-008-70 $ 9,216.05 $ (2,744.30) $ 6,471.75
QDC1 FUNCTIONAL TEST FIXTURE 41-050-36 $ 56,371.95 $ (16,780.13) $ 39,591.82
QDC1 ICT TEST FIXTURE 41-050-36 (@JABIL BEDFORD) $ 14,744.26 $ (4,390.34) $ 10,353.92
HDXP ICT FIXTURE / TTI TESTRON (@JABIL FLORIDA) $ 12,675.39 $ (3,773.82) $ 8,901.57
OIU94 DAUGHTERBOARD ICT FIXTURE (@ JABIL BEDFORD) $ 16,099.19 $ (4,791.87) $ 11,307.32
OIU94 MOTHERBOARD ICT FIXTURE (@ JABIL BEDFORD) $ 10,511.05 $ (3,129.23) $ 7,381.82
ANDO TUNABLE LASER SOURCE $ 53,885.65 $ (16,037.15) $ 37,848.50
INTERWATCH 95000 PORTABLE PLATFORM W/ MODULES $ 174,361.52 $ (51,893.77) $ 122,467.75
FITL SYSTEM TEST SET @ BEDFORD $ 14,024.47 $ (4,175.47) $ 9,849.00
FITL SYSTEM TEST SET @ BEDFORD $ 14,024.41 $ (4,175.41) $ 9,849.00
LIGHTWAVE SCOUT XL PORTABLE PROJECTOR $ 2,381.50 $ (497.93) $ 1,883.57
25 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 76421 0 160140 31/05/2001 26941 NONE DCU205/6 FUNCTIONAL TEST FIXTURE 41008205/8206
50 76422 0 160140 31/05/2001 26942 NONE DCU205/6 FUNCTIONAL TEST FIXTURE 41008205/8206
50 76422 1 160140 31/07/2003 26942 NONE ADDED DAU3 (MATERIAL 4130890) TO ASSET# 26942
50 76439 0 160140 31/05/2001 26943 NONE DISC*S MX NPC TEST SET# 1594 & FIXTURES (@JABIL FL
50 76440 0 160140 31/05/2001 26944 NONE DISC*S MX NPC TEST SET# 1593 & FIXTURES (@JABIL FL
50 76438 0 160140 31/05/2001 26945 NONE OPTICAL / RF COMPONENT TEST SET# 1991
50 76458 0 160140 31/05/2001 26946 NONE CPU3 Generics Programming Station
50 76431 0 160140 31/05/2001 26968 NONE JABIL ICT TEST FIXTURE FOR BOIU522
50 76509 0 160140 30/06/2001 26969 NONE QDC1 FUNCTIONAL TEST FIXTURE 41-050-36 @ JABIL
50 76510 0 160140 30/06/2001 26970 NONE QDC1 ICT TEST FIXTURE 41-050-36 @ JABIL
50 76620 0 160140 31/08/2001 26972 43-050-41 AU50 FUNTIONAL TEST FOR MX AU50 FAB REVISION AA
61 102705 0 160220 31/07/2001 26974 NONE EQUIPMENT FOR NEBS TESTING OF HDD
61 102733 0 160711 31/07/2001 26975 5014480 REDCOM CLASS 5 SWITCH
61 102734 0 160711 31/07/2001 26976 5014481 REDCOM CLASS 5 SWITCH
61 102822 0 160220 31/08/2001 26977 4100890L3 COT CHANNEL SHELF WITH CARDS
61 102823 0 160220 31/08/2001 26978 4100890L3 COT -IDT SHELF WITH CARDS
61 102824 0 160220 31/08/2001 26979 4100891L2 FITL RDT SHELF WITH CARDS
61 102825 0 160220 31/08/2001 26980 4102039L3 FITL A ONU CHANNEL SHELF WITH CARDS
61 102826 0 160220 31/08/2001 26981 4102039L3 FITL A ONU CHANNEL SHELF WITH CARDS
61 102827 0 160220 31/08/2001 26982 4102039L3 FITL A ONU CHANNEL SHELF WITH CARDS
61 102828 0 160220 31/08/2001 26983 4102039L3 FITL A ONU CHANNEL SHELF WITH CARDS
50 76617 0 160140 31/08/2001 26984 NONE MDS TEST STATION @ CELESTICA
60 102980 0 160329 31/10/2001 26986 3524 LC-160 LCD TELEPROMPTER
61 103222 0 160220 31/03/2002 26987 PART# 158M-3668 SWFX MODULE (E-011294 REV 3) PART# 158M-366822
60 102982 0 160329 31/10/2001 26988 3319-15444 VINTEN FOLDING DOLLY ON CASTERS
61 103003 0 160220 30/11/2001 26993 74017889 CISCO 7204VXR ROUTER FOR NPI SYSTEMS TEST NETWORK
50 76772 0 160140 31/12/2001 26997 NONE COOMBO SHELF TEST STATION 4130899LX
50 76806 0 160140 28/02/2002 26998 NONE DUPLICATE Factron to Teradyne ICT Adapter
50 76807 0 160140 28/02/2002 26999 2602115 FITL ADSL OIU94 DB Mfg. ICT Test Solution
50 76755 0 160140 30/11/2001 27000 3-Mar FTTH VXI TESTER (@ JABIL BEDFORD)
50 76753 0 160140 31/10/2001 27001 1-Mar FTTH VXI TESTER (@ JABIL BEDFORD)
50 76650 0 160140 30/09/2001 27002 T.S. 1720 VXI PLANT STANDARD DEVELOPMENT STATION
50 76651 0 160140 30/09/2001 27003 2-Mar VXI PLANT STANDARD DEVELOPMENT STATION
50 76627 0 160140 31/08/2001 27005 US38400103 HP86120C MULTIWAVELENGTH METER
50 76628 0 160140 31/08/2001 27006 US41192708 AGILENT E4402B SPECTRUM ANALYZER
50 76629 0 160140 31/08/2001 27007 N/A CUSTOM: FILTER & AMPLIFIER FX1990-1
50 76630 0 160140 31/08/2001 27008 N/A CUSTOM: POWER SUPPLY FX1990-2
50 76808 0 160140 28/02/2002 27013 NONE PCU101 PRODUCT TEST DEV. EQUIP. = BURN-IN
50 76809 0 160140 28/02/2002 27014 NONE PCU101 PRODUCT TEST DEV. EQUIP. = FUNCTIONAL TEST
50 76633 0 160140 31/08/2001 27015 N/A ICT/MFG TOOLS FOR PCU101 @ FLEXTRONICS, FLA.
50 76618 0 160140 31/08/2001 27017 4105092LX COMBO SHELF TEST STATION (AT MSE, GADSDEN, ALA)
61 102887 0 160220 30/09/2001 27018 29471 POD 71564 FLEXDS JTAG EMULATOR
60 102876 0 160220 30/09/2001 27020 NONE TECHNICIAN ESD BENCH
60 102877 0 160220 30/09/2001 27021 NONE TECHNICIAN ESD BENCH
50 76631 0 160140 31/08/2001 27024 1864 PHOTODETECTOR NF1014, 25GHZ, IR K/FC
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
DCU205/6 FUNCTIONAL TEST FIXTURE 41008205/8206 $ 24,778.00 $ (7,375.00) $ 17,403.00
DCU205/6 FUNCTIONAL TEST FIXTURE 41008205/8206 $ 24,778.00 $ (7,375.00) $ 17,403.00
ADDED DAU3 (MATERIAL 4130890) TO ASSET# 26942 $ 421.50 $ (18.44) $ 403.06
DISC*S MX NPC TEST SET# 1594 & FIXTURES (@JABIL FL $ 77,219.44 $ (22,983.77) $ 54,235.67
DISC*S MX NPC TEST SET# 1593 & FIXTURES (@JABIL FL $ 77,219.38 $ (22,983.71) $ 54,235.67
OPTICAL / RF COMPONENT TEST SET# 1991 $ 133,372.97 $ (39,696.80) $ 93,676.17
CPU3 Generics Programming Station $ 7,853.94 $ (2,338.44) $ 5,515.50
JABIL ICT TEST FIXTURE FOR BOIU522 $ 25,029.00 $ (7,450.00) $ 17,579.00
QDC1 FUNCTIONAL TEST FIXTURE 41-050-36 @ JABIL $ 72,473.03 $ (21,571.86) $ 50,901.17
QDC1 ICT TEST FIXTURE 41-050-36 @ JABIL $ 8,122.91 $ (2,420.16) $ 5,702.75
FUNTIONAL TEST FOR MX AU50 FAB REVISION AA $ 9,983.75 $ (2,973.18) $ 7,010.57
EQUIPMENT FOR NEBS TESTING OF HDD $ 35,269.78 $ (10,498.21) $ 24,771.57
REDCOM CLASS 5 SWITCH $ 23,069.26 $ (6,866.94) $ 16,202.32
REDCOM CLASS 5 SWITCH $ 23,069.25 $ (6,866.93) $ 16,202.32
COT CHANNEL SHELF WITH CARDS $ 4,984.98 $ (1,485.91) $ 3,499.07
COT -IDT SHELF WITH CARDS $ 4,984.98 $ (1,485.91) $ 3,499.07
FITL RDT SHELF WITH CARDS $ 4,987.82 $ (1,485.75) $ 3,502.07
FITL A ONU CHANNEL SHELF WITH CARDS $ 3,369.77 $ (1,003.95) $ 2,365.82
FITL A ONU CHANNEL SHELF WITH CARDS $ 3,369.77 $ (1,003.95) $ 2,365.82
FITL A ONU CHANNEL SHELF WITH CARDS $ 3,369.77 $ (1,003.95) $ 2,365.82
FITL A ONU CHANNEL SHELF WITH CARDS $ 3,369.71 $ (1,003.89) $ 2,365.82
MDS TEST STATION @ CELESTICA $ 53,360.00 $ (15,881.75) $ 37,478.25
LC-160 LCD TELEPROMPTER $ 4,763.00 $ (994.25) $ 3,768.75
SWFX MODULE (E-011294 REV 3) PART# 158M-366822 $ 5,639.84 $ (1,679.02) $ 3,960.82
VINTEN FOLDING DOLLY ON CASTERS $ 869.28 $ (182.03) $ 687.25
CISCO 7204VXR ROUTER FOR NPI SYSTEMS TEST NETWORK $ 19,517.48 $ (5,811.41) $ 13,706.07
COOMBO SHELF TEST STATION 4130899LX $ 4,900.00 $ (1,458.33) $ 3,441.67
DUPLICATE Factron to Teradyne ICT Adapter $ 10,825.00 $ (3,223.43) $ 7,601.57
FITL ADSL OIU94 DB Mfg. ICT Test Solution $ 9,349.23 $ (2,783.56) $ 6,565.67
FTTH VXI TESTER (@ JABIL BEDFORD) $ 302,000.00 $ (89,881.75) $ 212,118.25
FTTH VXI TESTER (@ JABIL BEDFORD) $ 302,000.00 $ (89,881.75) $ 212,118.25
VXI PLANT STANDARD DEVELOPMENT STATION $ 418,389.27 $ (124,521.10) $ 293,868.17
VXI PLANT STANDARD DEVELOPMENT STATION $ 418,388.83 $ (124,520.66) $ 293,868.17
HP86120C MULTIWAVELENGTH METER $ 17,661.69 $ (5,260.02) $ 12,401.67
AGILENT E4402B SPECTRUM ANALYZER $ 14,060.53 $ (4,187.46) $ 9,873.07
CUSTOM: FILTER & AMPLIFIER FX1990-1 $ 3,314.32 $ (986.82) $ 2,327.50
CUSTOM: POWER SUPPLY FX1990-2 $ 498.69 $ (149.69) $ 349.00
PCU101 PRODUCT TEST DEV. EQUIP. = BURN-IN $ 89,919.68 $ (26,763.18) $ 63,156.50
PCU101 PRODUCT TEST DEV. EQUIP. = FUNCTIONAL TEST $ 97,647.44 $ (29,061.94) $ 68,585.50
ICT/MFG TOOLS FOR PCU101 @ FLEXTRONICS, FLA. $ 21,200.00 $ (6,310.93) $ 14,889.07
COMBO SHELF TEST STATION (AT MSE, GADSDEN, ALA) $ 6,500.00 $ (1,935.93) $ 4,564.07
FLEXDS JTAG EMULATOR $ 4,324.59 $ (1,287.09) $ 3,037.50
TECHNICIAN ESD BENCH $ 3,327.36 $ (694.61) $ 2,632.75
TECHNICIAN ESD BENCH $ 3,327.32 $ (694.57) $ 2,632.75
PHOTODETECTOR NF1014, 25GHZ, IR K/FC $ 4,298.48 $ (1,282.23) $ 3,016.25
26 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 76632 0 160140 31/08/2001 27025 0107B PHOTODETECTOR NF1414, 25GHZ, IR, K/FC (NEW FOCUS)
62 102847 0 160420 31/08/2001 27027 PR81003194 SUN ULTRA SYSTEM
61 102945 0 160220 31/10/2001 27029 4830 JDS UNIPHASE 1555NM TRANSMITTER
61 102946 0 160220 31/10/2001 27030 4831 JDS UNIPHASE CATV TRANSMITTER
62 102888 0 160420 30/09/2001 27032 PR97012295 SUN ULTRA5 SYSTEM 270MHZ, 4.3GB HD, 256RAM
62 102889 0 160420 30/09/2001 27033 9742GI4752 SUN 20" MONITOR - I.T. ROOM BEDFORD
61 102883 0 160220 30/09/2001 27034 1565 QAM256 / A8300 MODULATOR
61 102884 0 160220 30/09/2001 27035 1059 QAD256 / A8000 DEMODULATOR
61 102879 0 160220 30/09/2001 27036 NONE HIGHPASS CC-1000 FILTER
61 102880 0 160220 30/09/2001 27037 NONE LOWPASS CC-C117 FILTER
61 102881 0 160220 30/09/2001 27038 NONE LOWPASS CC-C137 FILTER
61 102882 0 160220 30/09/2001 27039 9999TE4793 JDS 1550 LASER TRANSMITTER SEMP1280
61 102878 0 160220 30/09/2001 27040 63673074 SMARTBITS SMB-2000
61 102967 0 160220 31/10/2001 27042 29428 FLEXDS JTAG EMULATOR POD# 71485
50 76789 0 160140 28/02/2002 27044 TS1597 FITL SYSTEM TEST SYSTEM FOR JABIL MEMPHIS (TS1597)
61 103246 0 160309 31/03/2002 27045 SWFX200004 SWFX 6X96 CONN/SPLICE
61 103247 0 160309 31/03/2002 27046 YY9TD0121 4P 20 DBM EDFA OPTL AMP (BOOSTER)
61 103249 0 160309 31/03/2002 27048 3003238 23" Rackmount SS Co-Located Application
61 102968 0 160220 31/10/2001 27050 149683 AX4000 MAX TEST SYSTEM FOR FTH
61 103272 0 160318 31/03/2002 27055 794608 HD SHF (HD DISCS SHF)
61 103231 0 160331 31/03/2002 27056 16104473 1 Port ATM Enhanced OC3e/STM1 Multimode Adaptor
61 103239 0 160331 31/03/2002 27061 RIFOCS FIBER OPTICAL POWER METER @ V-LAB
50 76939 0 160140 30/06/2002 27070 ECT JOB# 440647 TRU1C PCBA ICT FIXTURE REPLACEMENT
50 76940 0 160140 30/06/2002 27071 ECT JOB# 440651 SCU3K DB PCBA ICT FIXTURE REPLACEMENT
50 77075 0 160140 30/09/2002 27072 DIU1 / DIU2 IN CIRCUIT TEST SET
61 103237 0 160220 31/03/2002 27074 N5558 VISION NET EMULATOR
61 103275 0 160318 31/03/2002 27075 787056 HD SHF (HD DISCS SHF)
61 103217 0 160220 31/03/2002 27078 44352-02-02 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103218 0 160220 31/03/2002 27079 44352-01-03 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103219 0 160220 31/03/2002 27080 44352-02-01 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103220 0 160220 31/03/2002 27081 44352-02-03 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103221 0 160220 31/03/2002 27082 44352-03-01 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103223 0 160220 31/03/2002 00000 XXXX# 158M-3668 SWFX MODULE (E-011294 REV 3) PART# 158M-366821
61 103183 0 160220 31/03/2002 27084 410332 Harmonic Platform w/1550nm transmitter & power sup
61 103184 0 160220 31/03/2002 27085 4794 JDS 1550 LASER TRANSMITTER
61 103236 0 160331 31/03/2002 27092 NONE PHILIPS OPTICAL LASER TRANSMITTER FOR RF RETURN
61 103278 0 160318 31/03/2002 27093 11GYYCBD0368 4P 20 DBM EDFA OPTL AMP (BOOSTER)
61 103233 0 160331 31/03/2002 27095 B032632 Signal Scout Cable VRF Analyzer - TEK RFM150
61 103279 0 160318 31/03/2002 27096 O56TD0112 8P 20 DBM EDFA OPTL AMP (DIST.)
61 103280 0 160318 31/03/2002 27097 YY6UD0191 4P 20 DBM EDFA OPTL AMP (BOOSTER)
61 103360 0 160309 31/05/2002 27101 99145685 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103357 0 160309 31/05/2002 27102 Fore ATM Switch ASX-200BX @ Sprint in Kansas City
61 103358 0 160309 31/05/2002 27103 Fore ATM Switch ASX-200BX @ Sprint in Kansas City
50 77099 0 160140 31/10/2002 27104 NONE OMU92 IN CIRCUIT TEST SET
50 77142 0 160140 31/12/2002 27105 NONE DAU3 IN CIRCUIT TEST SET
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
PHOTODETECTOR NF1414, 25GHZ, IR, K/FC (NEW FOCUS) $ 4,298.47 $ (1,282.22) $ 3,016.25
SUN ULTRA SYSTEM $ 1,975.80 $ (1,373.23) $ 602.57
JDS UNIPHASE 1555NM TRANSMITTER $ 17,931.34 $ (5,337.84) $ 12,593.50
JDS UNIPHASE CATV TRANSMITTER $ 17,931.34 $ (5,337.84) $ 12,593.50
SUN ULTRA5 SYSTEM 270MHZ, 4.3GB HD, 256RAM $ 1,163.80 $ (808.13) $ 355.67
SUN 20" MONITOR - I.T. ROOM BEDFORD $ 427.48 $ (298.91) $ 128.57
QAM256 / A8300 MODULATOR $ 6,061.97 $ (1,804.15) $ 4,257.82
QAD256 / A8000 DEMODULATOR $ 5,412.53 $ (1,612.03) $ 3,800.50
HIGHPASS CC-1000 FILTER $ 1,569.54 $ (468.79) $ 1,100.75
LOWPASS CC-C117 FILTER $ 3,215.07 $ (958.40) $ 2,256.67
LOWPASS CC-C137 FILTER $ 3,215.07 $ (958.40) $ 2,256.67
JDS 1550 LASER TRANSMITTER SEMP1280 $ 19,018.72 $ (5,660.65) $ 13,358.07
SMARTBITS SMB-2000 $ 37,078.34 $ (11,036.27) $ 26,042.07
FLEXDS JTAG EMULATOR POD# 71485 $ 4,324.59 $ (1,287.09) $ 3,037.50
FITL SYSTEM TEST SYSTEM FOR JABIL MEMPHIS (TS1597) $ 0.01 $ (0.01) $ -
SWFX 6X96 CONN/SPLICE $ 16,773.32 $ (15,026.65) $ 1,746.67
4P 20 DBM EDFA OPTL AMP (BOOSTER) $ 27,917.71 $ (25,009.79) $ 2,907.92
23" Rackmount SS Co-Located Application $ 6,016.83 $ (5,390.58) $ 626.25
AX4000 MAX TEST SYSTEM FOR FTH $ 52,607.34 $ (15,658.67) $ 36,948.67
HD SHF (HD DISCS SHF) $ 4,562.79 $ (4,087.79) $ 475.00
1 Port ATM Enhanced OC3e/STM1 Multimode Adaptor $ 6,370.36 $ (1,898.79) $ 4,471.57
RIFOCS FIBER OPTICAL POWER METER @ V-LAB $ 1,076.98 $ (320.81) $ 756.17
TRU1C PCBA ICT FIXTURE REPLACEMENT $ 11,977.33 $ (1,855.01) $ 10,122.32
SCU3K DB PCBA ICT FIXTURE REPLACEMENT $ 11,867.10 $ (1,837.43) $ 10,029.67
DIU1 / DIU2 IN CIRCUIT TEST SET $ 14,870.30 $ (2,302.88) $ 12,567.42
VISION NET EMULATOR $ 6,332.63 $ (1,885.56) $ 4,447.07
HD SHF (HD DISCS SHF) $ 4,562.79 $ (4,087.79) $ 475.00
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
SWFX MODULE (E-011294 REV 3) PART# 158M-366821 $ 5,639.82 $ (1,679.00) $ 3,960.82
Harmonic Platform w/1550nm transmitter & power sup $ 26,543.44 $ (7,900.44) $ 18,643.00
JDS 1550 LASER TRANSMITTER $ 19,018.71 $ (5,660.64) $ 13,358.07
PHILIPS OPTICAL LASER TRANSMITTER FOR RF RETURN $ 3,788.75 $ (1,128.93) $ 2,659.82
4P 20 DBM EDFA OPTL AMP (BOOSTER) $ 27,926.00 $ (25,017.25) $ 2,908.75
Signal Scout Cable VRF Analyzer - TEK RFM150 $ 2,110.88 $ (629.06) $ 1,481.82
8P 20 DBM EDFA OPTL AMP (DIST.) $ 38,931.63 $ (34,876.21) $ 4,055.42
4P 20 DBM EDFA OPTL AMP (BOOSTER) $ 27,926.00 $ (25,017.25) $ 2,908.75
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 3,211.55 $ (1,739.38) $ 1,472.17
Fore ATM Switch ASX-200BX @ Sprint in Kansas City $ 5,473.92 $ (2,965.50) $ 2,508.42
Fore ATM Switch ASX-200BX @ Sprint in Kansas City $ 5,473.92 $ (2,965.50) $ 2,508.42
OMU92 IN CIRCUIT TEST SET $ 22,413.71 $ (3,468.54) $ 18,945.17
DAU3 IN CIRCUIT TEST SET $ 23,995.81 $ (3,713.49) $ 20,282.32
27 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 77100 0 160140 31/10/2002 27106 NONE QCU602 IN CIRCUIT TEST SET
50 77101 0 160140 31/10/2002 27107 NONE ODU50 / ODU506 IN CIRCUIT TEST SET
50 76994 0 160140 31/08/2002 00000 XXXX XX RACK FUNCT TEST SET; INCLUDES 5 RACKS @MSE,ALA
50 77143 0 160140 31/12/2002 27110 NONE OIU89 IN CIRCUIT TEST SET
50 77144 0 160140 31/12/2002 27111 NONE OPU3 DB IN CIRUCUIT TEST SET
50 77145 0 160140 31/12/2002 27112 NONE OPU3 MB IN CIRCUIT TEST SET
50 77146 0 160140 31/12/2002 27113 NONE BOIU50 / BOIU522 IN CIRCUIT TEST SET
50 77147 0 160140 31/12/2002 27114 NONE CPU52A IN CIRCUIT TEST SET
50 77149 0 160140 31/12/2002 27115 NONE CCU11 IN CIRCUIT TEST SET DAUGHTERBOARD
50 77148 0 160140 31/12/2002 27116 NONE OIU45/48 DAUGHTERBOARD IN CIRCUIT TEST SET
50 76991 0 160140 31/08/2002 27117 ONU LIGHT BACKPLANE ICT FIXTURE
61 103799 0 160220 31/10/2002 27118 99155042 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103801 0 160220 31/10/2002 27119 99165498 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103797 0 160220 31/10/2002 27120 Fore ATM Switch ASX-200BX : Xxx Xxxxx
61 103798 0 160220 31/10/2002 27121 Fore ATM Switch ASX-200BX : Xxx Xxxxx
61 103803 0 160220 31/10/2002 27122 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103817 0 160140 30/11/2002 27123 WS00102B-2690 XXXXXXXX MICROSCOPE SYSTEM/BENCH-TOP/VIDEO INSPECT
50 77352 0 160140 31/03/2003 27125 CAL TS1577 OIU89 FUNCTIONAL TEST SET AT JABIL-MEXICO (TS1577)
61 103818 0 160140 30/11/2002 27126 NONE HH SOURCE, DUAL LASER 1310/1550nm
62 103740 0 160308 30/09/2002 27127 202013317 OLYMPUS E-20N DIGITAL CAMERA & AT3035 MICROPHONE
50 77354 0 160140 31/03/2003 27128 NONE OPU3 FUNCTIONAL TEST SET (TS27128)
50 77180 0 160140 15/10/2002 27130 NONE OMNI 8300 TEST SET #1 (AT LA GRANGE)
50 77181 0 160140 15/10/2002 27131 2-670 OMNI TEST SET #2 (AT LA GRANGE)
50 77178 0 160140 15/10/2002 27132 NONE OMNI 2000 TEST SET UPGRADE (AT LA GRANGE)
50 77150 0 160140 31/12/2002 27133 NONE NPR TEST EQUIPMENT
50 77789 0 160140 31/07/2003 27156 ECT #44108500 T QOIU511B ICT TEST FIXTURE (43-050-35-SD) JABIL-MEX
50 77232 0 160015 15/10/2002 27176 417111542N TOLEDO PLATFORM SCALE MODEL# 8140
50 77183 0 160015 15/10/2002 27177 0699-4685 STRETCH WRAP MACHINE FOR SHIPPING
50 77234 0 160015 15/10/2002 27177 0699-4685 STRETCH WRAP MACHINE FOR SHIPPING (ADDL AMT)
50 77152 0 160015 15/10/2002 27178 965015-1583 LIFT TRUCK, MODEL SLT30 (FROM JABIL 10/02)
50 77151 0 160015 15/10/2002 27179 1EOP240852 LIFT TRUCK, MODEL EOP 15-24P, (FROM JABIL 10/02)
50 77194 0 160015 15/10/2002 27180 16600000769 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 6
50 77192 0 160015 15/10/2002 27181 16600000774 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 11
50 77196 0 160015 15/10/2002 27182 16600000759 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 8
50 77191 0 160015 15/10/2002 27183 16600000762 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 10
50 77195 0 160015 15/10/2002 27184 16600000770 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 7
50 77197 0 160015 15/10/2002 27185 16600000761 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 9
50 77193 0 160015 15/10/2002 27186 16600000775 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 2
50 77189 0 160015 15/10/2002 27187 16400000334 INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT
50 77188 0 160015 15/10/2002 27188 16400000342 INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT
50 77187 0 160015 15/10/2002 27189 16400000344 INTERMEC ANTARES RF VEHICLE T2455
50 77190 0 160015 15/10/2002 27190 20000000162 INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT
50 77161 0 160015 15/10/2002 27191 ANTARES T2481 STATIONARY TERMINAL W/SCANNER
50 77162 0 160015 15/10/2002 27192 ANTARES T2481 STATIONARY TERMINAL W/SCANNER
50 77206 0 160015 15/10/2002 27193 34500000567 THERMAL PRINTER W/ETHERNET
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
QCU602 IN CIRCUIT TEST SET $ 15,372.44 $ (2,381.02) $ 12,991.42
ODU50 / ODU506 IN CIRCUIT TEST SET $ 27,027.86 $ (4,183.69) $ 22,844.17
MX RACK FUNCT TEST SET; INCLUDES 5 RACKS @MSE,ALA $ 12,675.23 $ (1,962.66) $ 10,712.57
OIU89 IN CIRCUIT TEST SET $ 14,000.95 $ (2,168.20) $ 11,832.75
OPU3 DB IN CIRUCUIT TEST SET $ 15,600.60 $ (2,414.85) $ 13,185.75
OPU3 MB IN CIRCUIT TEST SET $ 19,541.41 $ (3,025.09) $ 16,516.32
BOIU50 / BOIU522 IN CIRCUIT TEST SET $ 18,216.75 $ (2,820.18) $ 15,396.57
CPU52A IN CIRCUIT TEST SET $ 21,485.60 $ (3,325.43) $ 18,160.17
CCU11 IN CIRCUIT TEST SET DAUGHTERBOARD $ 12,634.56 $ (1,955.49) $ 10,679.07
OIU45/48 DAUGHTERBOARD IN CIRCUIT TEST SET $ 20,227.28 $ (3,131.11) $ 17,096.17
ONU LIGHT BACKPLANE ICT FIXTURE $ 3,732.24 $ (578.74) $ 3,153.50
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 3,210.64 $ (1,739.47) $ 1,471.17
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 3,210.64 $ (1,739.47) $ 1,471.17
Fore ATM Switch ASX-200BX : Xxx Xxxxx $ 5,522.16 $ (2,992.34) $ 2,529.82
Fore ATM Switch ASX-200BX : Xxx Xxxxx $ 5,773.48 $ (3,128.56) $ 2,644.92
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 3,210.64 $ (1,739.47) $ 1,471.17
XXXXXXXX MICROSCOPE SYSTEM/BENCH-TOP/VIDEO INSPECT $ 445.92 $ (81.67) $ 364.25
OIU89 FUNCTIONAL TEST SET AT JABIL-MEXICO (TS1577) $ 16,090.28 $ (2,491.36) $ 13,598.92
HH SOURCE, DUAL LASER 1310/1550nm $ 3,295.02 $ (595.85) $ 2,699.17
OLYMPUS E-20N DIGITAL CAMERA & AT3035 MICROPHONE $ 2,094.58 $ (757.33) $ 1,337.25
OPU3 FUNCTIONAL TEST SET (TS27128) $ 128,009.96 $ (19,811.96) $ 108,198.00
OMNI 8300 TEST SET #1 (AT LA GRANGE) $ 107,405.80 $ (23,271.98) $ 84,133.82
OMNI TEST SET #2 (AT LA GRANGE) $ 94,721.00 $ (20,524.25) $ 74,196.75
OMNI 2000 TEST SET UPGRADE (AT LA GRANGE) $ 5,059.00 $ (1,096.33) $ 3,962.67
NPR TEST EQUIPMENT $ 18,170.74 $ (2,812.07) $ 15,358.67
QOIU511B ICT TEST FIXTURE (43-050-35-SD) JABIL-MEX $ 22,957.00 $ (728.88) $ 22,228.12
TOLEDO PLATFORM SCALE MODEL# 8140 $ 0.01 $ (0.01) $ -
STRETCH WRAP MACHINE FOR SHIPPING $ 6,608.00 $ (1,432.18) $ 5,175.82
STRETCH WRAP MACHINE FOR SHIPPING (ADDL AMT) $ 200.00 $ (43.33) $ 156.67
LIFT TRUCK, MODEL SLT30 (FROM JABIL 10/02) $ 84,091.24 $ (18,221.32) $ 65,869.92
LIFT TRUCK, MODEL EOP 15-24P, (FROM JABIL 10/02) $ 28,208.55 $ (6,111.73) $ 22,096.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 00 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 00 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT $ 4,319.38 $ (936.38) $ 3,383.00
INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT $ 4,319.38 $ (936.38) $ 3,383.00
INTERMEC ANTARES RF VEHICLE T2455 $ 4,833.01 $ (1,048.09) $ 3,784.92
INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT $ 4,319.38 $ (936.38) $ 3,383.00
ANTARES T2481 STATIONARY TERMINAL W/SCANNER $ 2,910.20 $ (632.28) $ 2,277.92
ANTARES T2481 STATIONARY TERMINAL W/SCANNER $ 2,910.20 $ (632.28) $ 2,277.92
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
28 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-----------------------------------------------------------------------------------------------------------------------
50 77229 0 160184 15/10/2002 27194 34600000212 THERMAL PRINTER W/ETHERNET
50 77186 0 160015 15/10/2002 27195 16500000042 INTERMEC 4420A BARCODE LABEL PRINTER
50 77230 0 160184 15/10/2002 27196 34600000214 THERMAL PRINTER W/ETHERNET
50 77228 0 160184 15/10/2002 27197 34600000215 THERMAL PRINTER W/ETHERNET
63 103830 0 160411 30/09/1999 27198 SB380-3962 SMART BOARD WRITE BOARD 380
50 77215 0 160184 15/10/2002 27199 GAGE VERNIER HEIGHT
50 77283 0 160184 15/10/2002 27200 CALIPERS (HELIOS)
50 77219 0 160184 15/10/2002 27201 PLUG GAGES SET
50 77175 0 160083 15/10/2002 27202 HP79000 FUNCTIONAL TEST SET
50 77174 0 160083 15/10/2002 27202 NONE HP79000 COMMON PLATFORM ADSL UPGRADE
50 77198 0 160184 15/10/2002 27203 000231687RV0065 LEICA GZ4 STEREOMICROSCOPE
50 77199 0 160184 15/10/2002 27204 X-00000 XXXXXX OPTICAL INSPECTION SYSTEM
50 77200 0 160184 15/10/2002 27205 X-00000 XXXXXX OPTICAL INSPECTION SYSTEM
50 77165 0 160184 15/10/2002 27206 1129 BGA REPAIR STATION
50 77182 0 160184 15/10/2002 27207 97T5397 PRESS FIT CONNECTOR MACHINE
50 77176 0 160184 15/10/2002 27209 MCU-1001SE McDRY DRY BOX
50 77155 0 160184 15/10/2002 27210 ACCU-SEAL VACUUM SEALER (FROM JABIL 10/02)
50 77156 0 160184 15/10/2002 27211 ACCU-SEALER CART W/COMPRESSOR
50 77157 0 160083 15/10/2002 27212 US38240523 AGILENT HP3079-6 CT SERIES ICT TEST PLATFORM
50 77158 0 160083 15/10/2002 27212 US38240523 AGILENT HP 3079-6 CT SERIES TEST PLATFORM ADDL
50 77184 0 160184 15/10/2002 27213 511 SUMITOMO MASS FUSION SPLICER TYPE 63
50 77209 0 160083 15/10/2002 27214 CB005959 VARIABLE OPTICAL ATTENUATOR
60 103878 0 160184 15/10/2002 27215 TERRA TABLE
60 103875 0 160184 15/10/2002 00000 XXXX XXXXX XXXXX
00 000000 0 160184 15/10/2002 27217 TERRA TABLE
60 103876 0 160184 15/10/2002 27218 NONE XXXXX XXXXX
60 103880 0 160184 15/10/2002 27219 NONE TERRA TABLE
60 103877 0 160184 15/10/2002 27220 NONE XXXXX XXXXX
60 103882 0 160411 15/10/2002 27221 TRAULSEN REFRIGERATOR
60 103923 0 160015 15/10/2002 27222 TF33613 VERTICAL STORAGE CABINET
50 77204 0 160184 15/10/2002 27223 04-12-0032 SOLDER STATION PACE PRC 200
50 77216 0 160184 15/10/2002 27224 MICROSCOPE
50 77217 0 160083 15/10/2002 27225 Jul-64 MULTIMETER DIGITAL
50 77210 0 160083 15/10/2002 27246 5608 DYNASCOPE
50 77226 0 160083 15/10/2002 27248 2230B28914 TEKTRONIX 2230 100 MHZ DIGITAL SCOPE
50 77225 0 160083 15/10/2002 27250 2230B28957 TEKTRONIX 2230 100MHZ DIGITAL SCOPE
50 77227 0 160083 15/10/2002 27251 B010677/8 XXXXXXXXX 0000X XXXXXXXXXXXX & CPU CONTROLLER
50 77160 0 160083 15/10/2002 27252 T000039510 ALTERA KEY
50 77159 0 160083 15/10/2002 27253 T000039405 ALTERA KEY
50 77203 0 160083 15/10/2002 27254 1589 OSCILLOSCOPE (XXXXXX)
50 77222 0 160083 15/10/2002 27255 1750A01788 SPECTRUM ANALYZER W/CART
50 77224 0 160083 15/10/2002 27256 9007052 TAUTRON 5108 DSI DIGITAL TEST SET
50 77211 0 160083 15/10/2002 27257 2407A04170 ERROR ANALYZER
50 77212 0 160083 15/10/2002 27258 2407A04169 ERROR ANALYZER
50 77221 0 160083 15/10/2002 27259 SONET DISC*S HIGH SPEED OSCILLOSCOPE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
INTERMEC 4420A BARCODE LABEL PRINTER $ 2,292.77 $ (497.52) $ 1,795.25
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
SMART BOARD WRITE BOARD 380 $ 2,598.00 $ (2,108.75) $ 489.25
GAGE VERNIER HEIGHT $ 0.01 $ (0.01) $ -
CALIPERS (HELIOS) $ 0.01 $ (0.01) $ -
PLUG GAGES SET $ 0.01 $ (0.01) $ -
HP79000 FUNCTIONAL TEST SET $ 264,386.56 $ (57,284.06) $ 207,102.50
HP79000 COMMON PLATFORM ADSL UPGRADE $ 127,242.43 $ (27,570.68) $ 99,671.75
LEICA GZ4 STEREOMICROSCOPE $ 1,719.46 $ (373.14) $ 1,346.32
MANTIS OPTICAL INSPECTION SYSTEM $ 2,453.00 $ (532.43) $ 1,920.57
MANTIS OPTICAL INSPECTION SYSTEM $ 2,553.01 $ (554.09) $ 1,998.92
BGA REPAIR STATION $ 42,575.00 $ (9,225.08) $ 33,349.92
PRESS FIT CONNECTOR MACHINE $ 7,046.00 $ (1,527.50) $ 5,518.50
McDRY DRY BOX $ 10,733.00 $ (2,326.43) $ 8,406.57
ACCU-SEAL VACUUM SEALER (FROM JABIL 10/02) $ 2,494.00 $ (541.08) $ 1,952.92
ACCU-SEALER CART W/COMPRESSOR $ 1,100.41 $ (240.34) $ 860.07
AGILENT HP3079-6 CT SERIES ICT TEST PLATFORM $ 327,275.99 $ (70,910.67) $ 256,365.32
AGILENT HP 3079-6 CT SERIES TEST PLATFORM ADDL $ 16,985.02 $ (3,680.60) $ 13,304.42
SUMITOMO MASS FUSION SPLICER TYPE 63 $ 26,030.99 $ (5,641.42) $ 20,389.57
VARIABLE OPTICAL ATTENUATOR $ 841.21 $ (183.79) $ 657.42
TERRA TABLE $ 364.00 $ (56.33) $ 307.67
XXXXX XXXXX $ 4,864.00 $ (753.43) $ 4,110.57
TERRA TABLE $ 364.00 $ (56.33) $ 307.67
XXXXX XXXXX $ 4,864.00 $ (753.43) $ 4,110.57
TERRA TABLE $ 861.95 $ (134.28) $ 727.67
XXXXX XXXXX $ 4,835.99 $ (749.07) $ 4,086.92
TRAULSEN REFRIGERATOR $ 0.01 $ (0.01) $ -
VERTICAL STORAGE CABINET $ 0.01 $ (0.01) $ -
SOLDER XXXXXXX XXXX XXX 000 $ 1,375.86 $ (298.86) $ 1,077.00
MICROSCOPE $ 0.01 $ (0.01) $ -
MULTIMETER DIGITAL $ 0.01 $ (0.01) $ -
DYNASCOPE $ 0.01 $ (0.01) $ -
TEKTRONIX 2230 100 MHZ DIGITAL SCOPE $ 0.01 $ (0.01) $ -
TEKTRONIX 2230 100MHZ DIGITAL SCOPE $ 0.01 $ (0.01) $ -
XXXXXXXXX 0000X XXXXXXXXXXXX & XXX CONTROLLER $ 0.01 $ (0.01) $ -
ALTERA KEY $ 614.61 $ (133.36) $ 481.25
ALTERA KEY $ 614.61 $ (133.36) $ 481.25
OSCILLOSCOPE (XXXXXX) $ 7,457.00 $ (1,616.33) $ 5,840.67
SPECTRUM ANALYZER W/CART $ 0.01 $ (0.01) $ -
TAUTRON 5108 DSI DIGITAL TEST SET $ 0.01 $ (0.01) $ -
ERROR ANALYZER $ 0.01 $ (0.01) $ -
ERROR ANALYZER $ 0.01 $ (0.01) $ -
SONET DISC*S HIGH SPEED OSCILLOSCOPE $ 0.01 $ (0.01) $ -
29 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 77213 0 160083 15/10/2002 27260 DM585004 FLUKE OSCILLOSCOPE
50 77214 0 160083 15/10/2002 27261 142 FREQUENCY STANDARD
50 77171 0 160083 15/10/2002 27262 BACK REFLECTOR
50 77163 0 160184 15/10/2002 27263 ANTARES T2481 STATIONARY TERMINAL W/SCANNER
50 77207 0 160015 15/10/2002 27264 34500000568 THERMAL PRINTER W/ETHERNET
50 77164 0 160184 15/10/2002 27265 ANTARES T2481 STATIONARY TERMINAL W/SCANNER
50 77231 0 160184 15/10/2002 27266 34500000569 THERMAL PRINTER W/ETHERNET
50 77185 0 160184 15/10/2002 27267 33195 XXXXX PART 47-10335-18-05641
50 77177 0 160184 15/10/2002 27268 MICROSCOPE MINI PMS ZOOM INTERFEROMETER 2X-1
50 77205 0 160184 15/10/2002 27269 990303586N STERILE AIR BENCH
60 103874 0 160411 15/10/2002 27270 IS6SL-184435-09 ICE MACHINE - SCOTTSMAN SLE300
50 77202 0 160083 15/10/2002 27271 109852 OPTICAL RETURN LOSS METER
50 77154 0 160083 15/10/2002 27272 109787 575L OPTICAL POWER METER RIFOCS CP-2385
50 77173 0 160083 15/10/2002 27273 P2221 EMULATOR VIXION ICE FROM EST CORP
50 77169 0 160083 15/10/2002 27274 105777 ATTENUATOR - OPTICAL
50 77167 0 160083 15/10/2002 27275 B011320 000 XXx 0 XXXXXXX XXXXX
50 77166 0 160083 15/10/2002 27276 DM566004 200 MHz SCOPE FOR FITL TEST/REPAIR (FLUKE)
50 77218 0 160083 15/10/2002 27277 B019413 OSCILLOSCOPE (TEKTRONIX)
50 77208 0 160083 15/10/2002 27279 CB005958 VARIABLE OPTICAL ATTENUATOR HAND HELD
50 77233 0 160083 15/10/2002 27280 2510A02934 UNIVERSAL COUNTER
50 77298 0 160083 15/10/2002 27281 5800 OSCILLOSCOPE - XXXXXX 9310 (CAL# 3065)
50 77223 0 160083 15/10/2002 27282 SURFACE PLATE
50 77363 0 160140 31/03/2003 27283 32456 DCU207 FUNCTIONAL TEST SET - CIRCUIT CHECK# 32456
50 77363 1 160140 31/07/2003 27283 32456 ADDED DAU3 (MATERIAL 4130890) TO ASSET# 27283
50 77295 0 160411 15/10/2002 27284 MANUFACTURING OVERHEAD HOIST
60 103909 0 160411 15/10/2002 27286 FREEZER (TRAULSEN) - REU CAFE
60 103911 0 160411 15/10/2002 27287 303586 GARLAND OVEN - REU CAFE
60 103905 0 160411 15/10/2002 27288 88F19030 TOASTMASTER CONVECTION OVEN - REU CAFE
60 103906 0 160411 15/10/2002 27289 DESERT XXX - XXX CAFE
60 103907 0 160411 15/10/2002 27290 DRINK COUNTER - REU CAFE
60 103908 0 160411 15/10/2002 27291 EXHAUST HOOD WITH SPRINKER - REU CAFE
60 103910 0 160411 15/10/2002 00000 XXXXXX XXXXX - XXX XXXX
00 000000 0 160411 15/10/2002 27293 CRES-COR CROWN-X HOLDER TRAY S/S - REU CAFE
60 103914 0 160411 15/10/2002 27294 NONE ICE MACHINE MANITOWOC JD-1003W SERIES 1000 - CAFE
60 103913 0 160411 15/10/2002 27295 HOT FOOD UNIT - REU CAFE
60 103915 0 160411 15/10/2002 27296 SALAD BAR WITH ICE PAN - REU CAFE
60 103916 0 160411 15/10/2002 27297 32117 SANDWICH XXX - XXX CAFE
60 103918 0 160411 15/10/2002 27298 SS COUNTER & SINKS - REU CAFE
60 103919 0 160411 15/10/2002 27299 232002C/46P3278 WRANGLER FLOOR SCRUBBER MODEL 20B
60 103920 0 160411 15/10/2002 27300 232002C/46P3278 WRANGLER FLOOR SCRUBBER MODEL 20B
50 77290 0 160083 15/10/2002 27301 1231A00923 GAIN PHASE METER (HP)
50 77309 0 160083 15/10/2002 27302 936-01112 VECTOR Z METER (HP)
50 77292 0 160083 15/10/2002 27303 3404A00163 HP EMULATOR
50 77357 0 160140 31/03/2003 27304 8000721 NCC1B HP3070 IN CIRCUIT TEST FIXTURE AT SANMINA-MX
60 103917 0 160411 15/10/2002 27305 SANDWICH UNIT CUSTOM (DELFIELD) - REU CAFE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
FLUKE OSCILLOSCOPE $ 0.01 $ (0.01) $ -
FREQUENCY STANDARD $ 0.01 $ (0.01) $ -
BACK REFLECTOR $ 0.01 $ (0.01) $ -
ANTARES T2481 STATIONARY TERMINAL W/SCANNER $ 3,370.00 $ (730.18) $ 2,639.82
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
ANTARES T2481 STATIONARY TERMINAL W/SCANNER $ 2,910.20 $ (632.28) $ 2,277.92
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
XXXXX PART 47-10335-18-05641 $ 1,581.73 $ (343.66) $ 1,238.07
MICROSCOPE MINI PMS ZOOM INTERFEROMETER 2X-1 $ 27,482.99 $ (5,955.57) $ 21,527.42
STERILE AIR BENCH $ 3,110.13 $ (675.56) $ 2,434.57
ICE MACHINE - SCOTTSMAN SLE300 $ 2,326.69 $ (360.94) $ 1,965.75
OPTICAL RETURN LOSS METER $ 4,984.00 $ (1,080.58) $ 3,903.42
575L OPTICAL POWER METER RIFOCS CP-2385 $ 1,277.38 $ (277.71) $ 999.67
EMULATOR VIXION ICE FROM EST CORP $ 7,459.00 $ (1,616.33) $ 5,842.67
ATTENUATOR - OPTICAL $ 0.01 $ (0.01) $ -
000 XXx 0 XXXXXXX XXXXX $ 0.01 $ (0.01) $ -
200 MHz SCOPE FOR FITL TEST/REPAIR (FLUKE) $ 0.01 $ (0.01) $ -
OSCILLOSCOPE (TEKTRONIX) $ 596.11 $ (130.11) $ 466.00
VARIABLE OPTICAL ATTENUATOR HAND HELD $ 841.21 $ (183.79) $ 657.42
UNIVERSAL COUNTER $ 0.01 $ (0.01) $ -
OSCILLOSCOPE - XXXXXX 9310 (CAL# 3065) $ 0.01 $ (0.01) $ -
SURFACE PLATE $ 0.01 $ (0.01) $ -
DCU207 FUNCTIONAL TEST SET - CIRCUIT CHECK# 32456 $ 59,880.65 $ (9,268.08) $ 50,612.57
ADDED DAU3 (MATERIAL 4130890) TO ASSET# 27283 $ 421.49 $ (18.44) $ 403.05
MANUFACTURING OVERHEAD HOIST $ 1,546.93 $ (335.76) $ 1,211.17
FREEZER (TRAULSEN) - REU CAFE $ 0.01 $ (0.01) $ -
GARLAND OVEN - REU CAFE $ 0.01 $ (0.01) $ -
TOASTMASTER CONVECTION OVEN - REU CAFE $ 0.01 $ (0.01) $ -
DESERT XXX - XXX CAFE $ 0.01 $ (0.01) $ -
DRINK COUNTER - REU CAFE $ 0.01 $ (0.01) $ -
EXHAUST HOOD WITH SPRINKER - REU CAFE $ 0.01 $ (0.01) $ -
VULCAN XXXXX - XXX CAFE $ 0.01 $ (0.01) $ -
CRES-COR CROWN-X HOLDER TRAY S/S - REU CAFE $ 0.01 $ (0.01) $ -
ICE MACHINE MANITOWOC JD-1003W SERIES 1000 - CAFE $ 1,647.93 $ (255.61) $ 1,392.32
HOT FOOD UNIT - REU CAFE $ 0.01 $ (0.01) $ -
SALAD BAR WITH ICE PAN - REU CAFE $ 0.01 $ (0.01) $ -
SANDWICH XXX - XXX CAFE $ 0.01 $ (0.01) $ -
SS COUNTER & SINKS - REU CAFE $ 0.01 $ (0.01) $ -
WRANGLER FLOOR SCRUBBER MODEL 20B $ 2,079.35 $ (323.18) $ 1,756.17
WRANGLER FLOOR SCRUBBER MODEL 20B $ 2,079.35 $ (323.18) $ 1,756.17
GAIN PHASE METER (HP) $ 0.01 $ (0.01) $ -
VECTOR Z METER (HP) $ 0.01 $ (0.01) $ -
HP EMULATOR $ 0.01 $ (0.01) $ -
NCC1B HP3070 IN CIRCUIT TEST FIXTURE AT SANMINA-MX $ 14,749.87 $ (2,283.55) $ 12,466.32
SANDWICH UNIT CUSTOM (DELFIELD) - REU CAFE $ 0.01 $ (0.01) $ -
30 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 77304 0 160083 15/10/2002 27307 1441A11752 PULSE GENERATOR - HP (CAL# 867)
50 77305 0 160083 15/10/2002 27308 A12207 PULSE GENERATOR - HP (CAL# 866)
50 77282 0 160083 15/10/2002 27309 CABLE SIMULATOR - ADTRAN - CAL# 2516
50 77286 0 160083 15/10/2002 27310 160 DSO TEST SET RECEIVER (CAL# 1622)
50 77287 0 160083 15/10/2002 27311 160 DSO TEST SET TRANSMITTER (CAL# 1621)
50 77303 0 160083 15/10/2002 27312 2513U00344 PCM TEST SET - COLCOM (CAL# 2701)
50 77285 0 160083 15/10/2002 27313 9001203 DS1 TEST SET - TAUTRON (CAL# P005)
50 77310 0 160083 15/10/2002 27314 3013 VOLTMETER HF (RYCOM)
50 77301 0 160083 15/10/2002 27315 827 PCM CABLE TEST SET - SIERRA
50 77302 0 160083 15/10/2002 27316 207 PCM SPAN REPEATER TEST SET - SIERRA
50 77288 0 160083 15/10/2002 27317 1046 ERROR DETECTOR - XXXX XXXXXXX (CAL# 1672)
50 77306 0 160083 15/10/2002 27318 401 SPECTRUM ANALYZER (WILCOM)
50 77307 0 160083 15/10/2002 27319 MPS1361 SPIRENT MPS MULTILINE PRODUCTION SIMULATOR
60 103902 0 160015 15/10/2002 27320 30337K00 24 VOLT FORKLIFT BATTERY CHARGER: LG12-865F3B
60 103903 0 160015 15/10/2002 27321 30556K00 36 VOLT FORKLIFT BATTERY CHARGER: LG18-865F3B
50 77284 0 160015 15/10/2002 27322 4V7600B DELL POWEREDGE 4400 BARCODE SERVER
50 77308 0 160140 15/10/2002 27323 709186 STERILE AIR BENCH (XXXX XXXXXX) - CLEAN ROOM
50 77346 0 160220 15/10/2002 27324 FREQUENCY SEL VOLT - RYCOM (CAL# 0258) XXXX XXXX
50 77294 0 160501 15/10/2002 27325 1174 LOGIC PROGRAMMER - STAG MICRO SYSTEMS
50 77360 0 160140 31/03/2003 27331 JOB# 4408905 NPC2E MOTHERBOARD ICT FIXTURE 4102081E
50 77361 0 160140 31/03/2003 27332 JOB# 4408903 NPC2E DAUGHTERBOARD ICT FIXTURE 4502091
50 77359 0 160140 31/03/2003 27333 JOB# 4408886 NPC/CSC ICT FIXTURE 00-000-00 (SKM-800-D)
50 77296 0 160501 15/10/2002 27334 B012054 OSCILLOSCOPE - TEKTRONIX
50 77280 0 160501 15/10/2002 27335 114608 RIFOCS 558B POWER METER (CAL# 3542)
50 77297 0 160501 15/10/2002 27336 710709 OSCILLOSCOPE - TEKTRONIX (CAL# 1636)
61 103922 0 160220 31/01/2003 27337 2110-0741 NetTest ORL Meter-1310/1550nm SM LTS w/ORL
61 103985 0 160220 31/03/2003 27342 DL43396 SPIRENT XX0-000XX0 XXXX INTEROP WIRELINE SIMULATOR
50 77356 0 160140 31/03/2003 27343 NONE ORL TEST EQUIPMENT AT JABIL-FLORIDA (XXX XXXX)
50 77345 0 160083 15/10/2002 27344 1436 CABLESCAN MODEL 512 (IN BURN-IN STOREROOM 2/03)
50 77347 0 160083 15/10/2002 27345 7100793 HEIGHT GAGE - MITUTOYA (TEST ENGR STOREROOM 2/03)
50 77343 0 160501 15/10/2002 27346 114390 LASER SOURCE 262A RIFOCS (CAL# 3543)@JABIL MEMPHIS
50 77344 0 160083 15/10/2002 27348 908146 BUS ANALYZER I EEE 488 (CAL# 3459)
50 77349 0 160083 15/10/2002 27349 3815G02079 OPTICAL POWER METER HP81525A 27db (IN T.S. 24605)
50 77348 0 160083 15/10/2002 27350 1085 LASER SOURCE 160L VISUAL FAULTFINDER (CLEAN ROOM)
50 77300 0 160083 15/10/2002 27351 B010247 OSCILLOSCOPE - TEKTRONIX TDS784C
50 77299 0 160083 15/10/2002 27352 5771 OSCILLOSCOPE - XXXXXX 9310 (CAL# 3063)
60 103968 0 160015 15/10/2002 27354 TF43691-0002259 VERTICAL STORAGE CABINET (SMT)
50 77351 0 160083 31/03/2003 27355 US38050141 HP79000 FUNCTIONAL TESTER
61 103981 0 160220 31/03/2003 27356 99354011 Fore ATM Switch ASX-200BX: Lab - Xxxxx Xxxx
61 103982 0 160220 31/03/2003 27357 99354012 Fore ATM Switch ASX-200BX: Lab - Xxxxx Xxxx
61 103983 0 160220 31/03/2003 27358 99155195 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103984 0 160220 31/03/2003 27359 99066597 Fore 8-Port Ethernet Switch ES-3810 Chassis
50 77715 0 160140 31/05/2003 27360 FX2017 LVDU FUNCTIONAL TEST FIXTURE (4115001)
61 103987 0 160220 30/04/2003 27361 DL43504 DL4-400S SHDSL (ANNEX A) WIRELINE SIMULATOR
61 103988 0 160220 30/04/2003 27362 NSA1841 XXX-0000 XXXXXXXXXX GENERATOR W/ DLS-5A01H
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
PULSE GENERATOR - HP (CAL# 867) $ 0.01 $ (0.01) $ -
PULSE GENERATOR - HP (CAL# 866) $ 0.01 $ (0.01) $ -
CABLE SIMULATOR - ADTRAN - CAL# 2516 $ 0.01 $ (0.01) $ -
DSO TEST SET RECEIVER (CAL# 1622) $ 0.01 $ (0.01) $ -
DSO TEST SET TRANSMITTER (CAL# 1621) $ 0.01 $ (0.01) $ -
PCM TEST SET - COLCOM (CAL# 2701) $ 0.01 $ (0.01) $ -
DS1 TEST SET - TAUTRON (CAL# P005) $ 0.01 $ (0.01) $ -
VOLTMETER HF (RYCOM) $ 0.01 $ (0.01) $ -
PCM CABLE TEST SET - SIERRA $ 0.01 $ (0.01) $ -
PCM SPAN REPEATER TEST SET - SIERRA $ 0.01 $ (0.01) $ -
ERROR DETECTOR - XXXX XXXXXXX (CAL# 1672) $ 0.01 $ (0.01) $ -
SPECTRUM ANALYZER (WILCOM) $ 0.01 $ (0.01) $ -
SPIRENT MPS MULTILINE PRODUCTION SIMULATOR $ 10,918.05 $ (2,366.05) $ 8,552.00
24 VOLT FORKLIFT BATTERY CHARGER: LG12-865F3B $ 716.81 $ (111.89) $ 604.92
36 VOLT FORKLIFT BATTERY CHARGER: LG18-865F3B $ 716.81 $ (111.89) $ 604.92
DELL POWEREDGE 4400 BARCODE SERVER $ 9,788.97 $ (2,121.15) $ 7,667.82
STERILE AIR BENCH (XXXX XXXXXX) - CLEAN ROOM $ 2,242.26 $ (487.19) $ 1,755.07
FREQUENCY SEL VOLT - RYCOM (CAL# 0258) XXXX XXXX $ 0.01 $ (0.01) $ -
LOGIC PROGRAMMER - STAG MICRO SYSTEMS $ 0.01 $ (0.01) $ -
NPC2E MOTHERBOARD ICT FIXTURE 4102081E $ 6,240.16 $ (966.49) $ 5,273.67
NPC2E DAUGHTERBOARD ICT FIXTURE 4502091 $ 5,818.10 $ (901.43) $ 4,916.67
NPC/CSC ICT FIXTURE 00-000-00 (SKM-800-D) $ 5,278.16 $ (818.59) $ 4,459.57
OSCILLOSCOPE - TEKTRONIX $ 596.11 $ (130.11) $ 466.00
RIFOCS 558B POWER METER (CAL# 3542) $ 684.23 $ (149.16) $ 535.07
OSCILLOSCOPE - TEKTRONIX (CAL# 1636) $ 0.01 $ (0.01) $ -
NetTest ORL Meter-1310/1550nm SM LTS w/ORL $ 3,095.17 $ (480.60) $ 2,614.57
SPIRENT XX0-000XX0 XXXX INTEROP WIRELINE SIMULATOR $ 42,565.27 $ (6,588.52) $ 35,976.75
ORL TEST EQUIPMENT AT JABIL-FLORIDA (XXX XXXX) $ 14,105.28 $ (2,184.28) $ 11,921.00
CABLESCAN MODEL 512 (IN BURN-IN STOREROOM 2/03) $ 0.01 $ (0.01) $ -
HEIGHT GAGE - MITUTOYA (TEST ENGR STOREROOM 2/03) $ 0.01 $ (0.01) $ -
LASER SOURCE 262A RIFOCS (CAL# 3543)@JABIL MEMPHIS $ 2,265.21 $ (492.04) $ 1,773.17
BUS ANALYZER I EEE 488 (CAL# 3459) $ 1,000.44 $ (218.69) $ 781.75
OPTICAL POWER METER HP81525A 27db (IN T.S. 24605) $ 6,590.51 $ (1,428.94) $ 5,161.57
LASER SOURCE 160L VISUAL FAULTFINDER (CLEAN ROOM) $ 755.32 $ (165.00) $ 590.32
OSCILLOSCOPE - TEKTRONIX TDS784C $ 0.01 $ (0.01) $ -
OSCILLOSCOPE - XXXXXX 9310 (CAL# 3063) $ 0.01 $ (0.01) $ -
VERTICAL STORAGE CABINET (SMT) $ 0.01 $ (0.01) $ -
HP79000 FUNCTIONAL TESTER $ 200,000.00 $ (43,333.33) $ 156,666.67
Fore ATM Switch ASX-200BX : Lab - Xxxxx Xxxx $ 6,672.52 $ (1,446.27) $ 5,226.25
Fore ATM Switch ASX-200BX : Lab - Xxxxx Xxxx $ 5,129.92 $ (1,111.42) $ 4,018.50
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 1,334.22 $ (289.97) $ 1,044.25
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 1,334.23 $ (289.98) $ 1,044.25
LVDU FUNCTIONAL TEST FIXTURE (4115001) $ 10,475.59 $ (408.32) $ 10,067.27
DL4-400S SHDSL (ANNEX A) WIRELINE SIMULATOR $ 38,310.20 $ (1,596.70) $ 36,713.50
DLS-5103 IMPAIRMENT GENERATOR W/ DLS-5A01H $ 10,505.94 $ (438.06) $ 10,067.88
31 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 103989 0 160220 30/04/2003 27363 NSA1843 XXX-0000 XXXXXXXXXX GENERATOR W/ DLS-5A01H
50 77716 0 160122 31/05/2003 27364 50000192 EAGLE AUTOMATION SINGLE BAY AUTO TAPER
50 77717 0 160122 31/05/2003 27365 6090865 QUAD TECH INDUCTANCE ANALYZER
50 77718 0 160122 31/05/2003 27366 6040610 QUAD TECH HIGH POT TESTER
50 77791 0 160140 31/08/2003 27367 150233 ADTECH AX/4000 W/MODULES & SOFTWARE IN ASSET#27369
50 77792 0 160140 30/09/2003 27368 4410992 OIU96 IN-CIRCUIT TEST FIXTURE (43-021-01)
50 77790 0 160140 31/08/2003 27369 TEST XXX# 0000 XXX & IMA FVT SYSTEM TEST PLATFORM DUPLICATION
50 77353 0 160140 31/03/2003 27374 JOB# 01D10002 DCU207A IN CIRCUIT TEST FIXTURE AT JABIL-MEXICO
50 77362 0 160140 31/03/2003 27375 NONE CCU11 MOTHERBOARD IN CIRCUIT TEST SET
50 77179 0 160083 15/10/2002 27376 2-714 OMNI 8300 DEVELOPMENT TEST SET (@ REU)
50 77355 0 160140 31/03/2003 27377 TERADYNE 1800 TO SPECTRUM ADAPTER FOR BCC21 ICT
50 77355 1 160140 30/06/2003 27377 DPU2 ICT SOLUTION FOR PRODUCTION ASSEMBLY TEST
50 77358 0 160140 31/03/2003 27412 JOB# 4408710 TRU21B ICT TEST FIXTURE AT JABIL-MEXICO
50 77787 0 160140 31/07/2003 27413 3013252 MARCONI FORE SWITCH ASX-200BX WITH MODULES
50 77788 0 160140 31/07/2003 27414 3013218 MARCONI FORE SWITCH ASX-200BX WITH MODULES
61 104054 0 160220 30/06/2003 27415 025H294F SUN MICROSYSTEMS ENTERPRISE 4500 SERVER (LABRADOR)
61 104055 0 160220 30/06/2003 27416 008H2924 SUN MICROSYSTEMS STOREDGE D1000 DISK ARRAY
61 104052 0 160220 30/06/2003 27417 940H2461 SUN MICROSYSTEMS ENTERPRISE 4500 SERVER (BULLDOG)
61 104053 0 160220 30/06/2003 27418 912H2498 SUN MICROSYSTEMS STOREDGE D1000 DISK ARRAY
50 75923 0 160220 01/07/1990 40016 3002A05286 LOGIC ANALYSIS TEST EQUIPMENT
50 71273 0 160140 01/07/1992 40067 2751F51935 PROTOCOL ANALYZER
50 71285 0 160220 01/07/1993 40077 FIREBIRD 6000
50 71250 0 160220 01/07/1993 40078 i960 CA EMULATOR
63 91599 0 160220 01/07/1993 40094 SUN SERVER
50 71255 0 160220 04/03/1994 40119 X-TERMINALS
50 71256 0 160220 04/03/1994 40120 X-TERMINALS
50 71257 0 160220 31/01/1994 40136 B020150/0AC1/B0 X-TERMINAL
50 71280 0 160220 25/04/1994 40157 C92869 XXXXXXX 0X XXXXX
00 00000 0 160220 30/09/1995 40169 1A24297 SERVER 10 PORTMASTER
50 71259 0 160220 15/10/1995 40171 699454 / N94078 EMULATOR 80960CA
50 75924 0 160220 31/01/1996 40173 B010152 SCOPE - DIGITAL STORAGE
50 70919 0 160140 01/01/1987 145100 COIL WINDING MACHINE NO 8 @ GLOBAL ELECTRONICS
61 97657 0 160220 31/03/1999 2000848 ONU EQUIPMENT
50 70514 0 160220 01/01/1987 16021003 2109A01603 DC POWER SUPPLY
50 70518 0 160220 01/01/1987 16030556 402440 520 CARD DUPLICATOR
50 75440 0 160140 01/08/1996 16100946 SET # 1576 FITL TEST SET
50 75441 0 160140 01/08/1996 16100954 SET # 1545 FITL TEST SET
50 75442 0 160140 01/08/1996 16100955 SET # 1546 FITL TEST SET
50 75443 0 160140 01/08/1996 16100956 SET # 1547 FITL TEST SET
61 102990 0 160220 31/10/2001 4102157L1 YY6UD0195 EDFA BOOSTER FOR FTTH VIDEO TESTING
62 103136 0 160420 28/02/2002 IPN1057 030C0249 Sun StorEdge UniPack 20GB 8MM Tape Drive
63 103603 0 160220 31/03/2001 IPN1062 031H5283 SUN STOREDGE DISK ARRY W/SUX5240A D-1000
63 103604 0 160220 31/03/2001 IPN1086 029H3260 SUN SERVER E420R
63 103607 0 160220 31/03/2001 IPN1087 12140073-15T CONSOLE SWITCH 8200
63 103106 0 160220 31/03/2001 IPN1088 EM029000313 APC MATRIX 5000 UPS
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
DLS-5103 IMPAIRMENT GENERATOR W/ DLS-5A01H $ 10,505.95 $ (438.06) $ 10,067.89
EAGLE AUTOMATION SINGLE BAY AUTO TAPER $ 2,389.93 $ (93.24) $ 2,296.69
QUAD TECH INDUCTANCE ANALYZER $ 1,509.11 $ (58.98) $ 1,450.13
QUAD TECH HIGH POT TESTER $ 1,508.05 $ (58.93) $ 1,449.12
ADTECH AX/4000 W/MODULES & SOFTWARE IN ASSET#27369 $ 44,948.61 $ (1,204.74) $ 43,743.87
OIU96 IN-CIRCUIT TEST FIXTURE (43-021-01) $ 8,723.42 $ (178.40) $ 8,545.02
CCU & IMA FVT SYSTEM TEST PLATFORM DUPLICATION $ 1,965.72 $ (52.77) $ 1,912.95
DCU207A IN CIRCUIT TEST FIXTURE AT JABIL-MEXICO $ 26,073.64 $ (4,035.57) $ 22,038.07
CCU11 MOTHERBOARD IN CIRCUIT TEST SET $ 49,740.88 $ (7,698.06) $ 42,042.82
OMNI 8300 DEVELOPMENT TEST SET (@ REU) $ 13,380.24 $ (2,900.82) $ 10,479.42
TERADYNE 1800 TO SPECTRUM ADAPTER FOR BCC21 ICT $ 7,393.40 $ (1,145.98) $ 6,247.42
DPU2 ICT SOLUTION FOR PRODUCTION ASSEMBLY TEST $ 6,276.03 $ (336.51) $ 5,939.52
TRU21B ICT TEST FIXTURE AT JABIL-MEXICO $ 17,973.83 $ (2,781.83) $ 15,192.00
MARCONI FORE SWITCH ASX-200BX WITH MODULES $ 7,843.02 $ (249.35) $ 7,593.67
MARCONI FORE SWITCH ASX-200BX WITH MODULES $ 7,843.02 $ (249.35) $ 7,593.67
SUN XXXXXXXXXXXX XXXXXXXXXX 0000 XXXXXX (XXXXXXXX) $ 11,527.21 $ (412.10) $ 11,115.11
SUN MICROSYSTEMS STOREDGE D1000 DISK ARRAY $ 1,076.34 $ (38.67) $ 1,037.67
SUN MICROSYSTEMS ENTERPRISE 4500 SERVER (BULLDOG) $ 11,312.00 $ (404.00) $ 10,908.00
SUN MICROSYSTEMS STOREDGE D1000 DISK ARRAY $ 968.96 $ (34.99) $ 933.97
LOGIC ANALYSIS TEST EQUIPMENT $ 21,489.38 $ (21,489.38) $ -
PROTOCOL ANALYZER $ 2,176.68 $ (2,176.68) $ -
FIREBIRD 6000 $ 10,154.76 $ (10,154.76) $ -
i960 CA EMULATOR $ 53,484.48 $ (53,484.48) $ -
SUN SERVER $ 61,276.31 $ (61,276.31) $ -
X-TERMINALS $ 3,521.70 $ (3,521.70) $ -
X-TERMINALS $ 3,521.70 $ (3,521.70) $ -
X-TERMINAL $ 3,665.81 $ (3,665.81) $ -
XXXXXXX 0X XXXXX $ 7,724.84 $ (7,724.84) $ -
SERVER 10 PORTMASTER $ 2,336.70 $ (2,336.70) $ -
EMULATOR 80960CA $ 31,998.04 $ (31,998.04) $ -
SCOPE - DIGITAL STORAGE $ 9,902.13 $ (9,902.13) $ -
COIL WINDING MACHINE NO 8 @ GLOBAL ELECTRONICS $ 2,398.00 $ (2,398.00) $ -
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
DC POWER SUPPLY $ 1,703.00 $ (1,703.00) $ -
520 CARD DUPLICATOR $ 4,261.00 $ (4,261.00) $ -
FITL TEST SET $ 43,509.00 $ (43,509.00) $ -
FITL TEST SET $ 43,509.00 $ (43,509.00) $ -
FITL TEST SET $ 43,509.00 $ (43,509.00) $ -
FITL TEST SET $ 43,509.00 $ (43,509.00) $ -
EDFA BOOSTER FOR FTTH VIDEO TESTING $ 37,779.25 $ (11,246.08) $ 26,533.17
Sun StorEdge UniPack 20GB 8MM Tape Drive $ 3,170.75 $ (2,202.33) $ 968.42
SUN STOREDGE DISK ARRY W/SUX5240A D-1000 $ 17,940.75 $ (11,068.33) $ 6,872.42
SUN SERVER E420R $ 47,940.10 $ (29,568.68) $ 18,371.42
CONSOLE SWITCH 8200 $ 1,875.43 $ (1,159.76) $ 715.67
APC MATRIX 5000 UPS $ 5,725.02 $ (3,531.95) $ 2,193.07
32 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
63 103605 0 160220 31/03/2001 IPN1094 027AA14894 SUN STOREDGE L1000 TAPE LIBRARY
63 103606 0 160220 31/03/2001 IPN1096 0012613-0028006 SUN STOREDGE ENTERPRISE RACK CABINET
63 103608 0 160220 31/03/2001 IPN1230 10630012 PARASCOPE 2000 PROTOCOL ANALYZER
62 103103 0 160422 31/03/2001 IPN1241 0010968-0030LB5 SUN 21" FD AG COLOR MONITOR
62 103104 0 160220 31/03/2001 IPN1243 FW04330552 SUN ULTRA 10 WORKSTATION
62 103105 0 160422 31/03/2001 IPN1246 FW04330176 SUN ULTRA 10 WORKSTATION
62 103149 0 160420 28/02/2002 IPN1273 FW02240004 Sun Ultra 5
60 103881 0 160411 15/10/2002 NONE NONE FURNITURE FOR BEDFORD (ORIG MFG CUBES 1266A)
60 99376 0 160220 31/12/1999 NONE ENGINEERING LAB BENCHES
61 99947 0 160220 31/03/2000 NONE MANUAL CROSS CONNECT FOR RAC SW LAB
61 100445 0 160220 31/07/2000 NONE PC DATA TEST SYSTEMS EQUIPMENT TEST BED
61 103028 0 160220 31/12/2001 NONE NONE TEST CARDS FOR FP3075
61 102839 0 160220 31/08/2001 NONE N/A TEST CARDS FOR FP1075 (SW LAB RAC)
60 103873 0 160015 15/10/2002 NONE NONE REMODEL - WAREHOUSE RACKING, BEDFORD, TX. FACILITY
80 42447 0 160122 30/11/2001 NONE NONE TOOLING: VALOX 3706 BUCKET FOR MX ONU (PN: 115172)
61 97788 0 160220 31/05/1999 NONE TEST EQUIP MATRIX FP1050
61 102845 0 160329 31/08/2001 NONE N/A EQUIPMENT FOR MX TRAINING SYSTEMS
61 101404 0 160220 30/11/2000 NONE NONE FP1075 PHASE II TEST BED CARDS
61 101402 0 160220 30/11/2000 NONE NONE FP1075 PHASE II TEST BED CARDS
61 101403 0 160220 30/11/2000 NONE NONE FP1075 PHASE II TEST BED CARDS
40 20847 0 160411 30/06/2003 NONE NONE INSTALL DATA & VOICE LAN CABLING FOR BEDFORD MOVE
61 102711 0 160220 31/07/2001 NONE NONE TEST BED CARDS FOR SW SUSTAINING GROUP
61 102706 0 160220 31/07/2001 NONE NONE TEST SYSTEM FOR FP1060
80 42284 0 160222 31/05/2001 NONE NONE ZINC DIE CAST TOOLING FOR DISC*S CARD PULLS
50 76482 0 160140 30/06/2001 NONE NONE OMNITESTER TEST CARDS FOR OMNI8300 TESTER
50 76624 0 160331 31/08/2001 NONE NONE DISC*S MX ATM VERIFICATION LAB EQUIPMENT
50 76481 0 160140 30/06/2001 NONE NONE MARCONI TEST CARDS FOR OMNI8300 TESTER
61 100348 0 160323 30/06/2000 NONE POSITRON PLUG-IN EQUIP ADDED TO TRAINING SYS
61 100366 0 160220 30/06/2000 NONE NONE HDD CIRCUIT CARDS FOR TEST BED# 5
80 42445 0 160122 30/11/2001 NONE NONE TOOLING: VALOX 3706 DOOR FOR MX ONU (PART# 115173)
61 100627 0 160220 31/07/2000 NONE ONU CARDS FOR FIBERSTAR/ADSL
61 104058 0 160214 30/06/2003 NONE NONE 18 EA ODU506 CARDS -COPPER ADSL LARGE SYSTEM TEST
80 42460 0 160122 31/12/2001 NONE NONE ONU FRONT TOOLING - P/N 111914
61 101410 0 160220 30/11/2000 NONE P-00103 4-PORT AMPLIFIER W/20dBm PER PORT
80 42507 0 160122 28/02/2002 NONE NONE TOOLING: C2950 DIVIDER FOR MX ONU (PART# 115174)
80 42446 0 160122 30/11/2001 NONE NONE TOOLING: C2950 CARD GUIDE FOR MX ONU- PART# 115175
61 104057 0 160214 30/06/2003 NONE NONE 20 EA DAU3 CARDS -COPPER ADSL LARGE SYSTEM TESTING
61 95596 0 160220 31/03/1998 NONE NONE PORTABLE FITL-A EQUIP & RACKS
80 42654 0 160140 30/04/2003 NONE NONE OIU94 LIGHT-PIPE MOLDING TOOL
80 42594 0 160122 31/07/2002 NONE NONE FITL FP3100 CARD PULL TOOLING (OIU79/OIU89) 119095
80 42450 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 110699)
80 42451 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 108944)
61 102708 0 160220 31/07/2001 NONE NONE CARDS FOR FTTH PHASE II
61 95588 0 160220 31/03/1998 NONE NONE DISC*S EXPRESS & R96 SYSTEM TEST EQUIPMENT
61 102715 0 160220 31/07/2001 NONE NONE CARDS FOR FTTH SHADOW SYSTEM REPLACEMENT
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
SUN STOREDGE L1000 TAPE LIBRARY $ 43,745.18 $ (26,979.36) $ 16,765.82
SUN STOREDGE ENTERPRISE RACK CABINET $ 7,569.93 $ (4,668.11) $ 2,901.82
PARASCOPE 2000 PROTOCOL ANALYZER $ 9,777.68 $ (6,030.68) $ 3,747.00
SUN 21" FD AG COLOR MONITOR $ 1,286.15 $ (1,197.83) $ 88.32
SUN ULTRA 10 WORKSTATION $ 5,377.85 $ (5,005.35) $ 372.50
SUN ULTRA 10 WORKSTATION $ 5,377.82 $ (5,005.32) $ 372.50
Sun Ultra 5 $ 4,391.76 $ (3,049.76) $ 1,342.00
FURNITURE FOR BEDFORD (ORIG MFG CUBES 1266A) $ 148,216.00 $ (22,938.50) $ 125,277.50
ENGINEERING LAB BENCHES $ 152,984.86 $ (62,469.29) $ 90,515.57
MANUAL CROSS CONNECT FOR RAC SW LAB $ 122,061.87 $ (74,112.05) $ 47,949.82
PC DATA TEST SYSTEMS EQUIPMENT TEST BED $ 83,715.47 $ (36,877.15) $ 46,838.32
TEST CARDS FOR FP3075 $ 65,387.87 $ (19,462.37) $ 45,925.50
TEST CARDS FOR FP1075 (SW LAB RAC) $ 63,197.64 $ (18,810.57) $ 44,387.07
REMODEL - WAREHOUSE RACKING, BEDFORD, TX. FACILITY $ 49,618.48 $ (7,680.73) $ 41,937.75
TOOLING: VALOX 3706 BUCKET FOR MX ONU (PN: 115172) $ 132,074.53 $ (91,718.78) $ 40,355.75
TEST EQUIP MATRIX FP1050 $ 84,748.22 $ (49,438.65) $ 35,309.57
EQUIPMENT FOR MX TRAINING SYSTEMS $ 47,619.30 $ (14,174.73) $ 33,444.57
FP1075 PHASE II TEST BED CARDS $ 59,212.29 $ (26,083.72) $ 33,128.57
FP1075 PHASE II TEST BED CARDS $ 59,194.55 $ (26,076.80) $ 33,117.75
FP1075 PHASE II TEST BED CARDS $ 59,194.55 $ (26,076.80) $ 33,117.75
INSTALL DATA & VOICE LAN CABLING FOR BEDFORD MOVE $ 43,975.80 $ (10,994.90) $ 32,980.90
TEST BED CARDS FOR SW SUSTAINING GROUP $ 44,314.76 $ (13,189.84) $ 31,124.92
TEST SYSTEM FOR FP1060 $ 42,911.42 $ (12,772.85) $ 30,138.57
ZINC DIE CAST TOOLING FOR DISC*S CARD PULLS $ 77,031.78 $ (53,496.61) $ 23,535.17
OMNITESTER TEST CARDS FOR OMNI8300 TESTER $ 32,314.93 $ (9,619.18) $ 22,695.75
DISC*S MX ATM VERIFICATION LAB EQUIPMENT $ 30,677.60 $ (9,131.35) $ 21,546.25
MARCONI TEST CARDS FOR OMNI8300 TESTER $ 29,900.99 $ (8,899.99) $ 21,001.00
POSITRON PLUG-IN EQUIP ADDED TO TRAINING SYS $ 35,124.62 $ (15,471.80) $ 19,652.82
HDD CIRCUIT CARDS FOR TEST BED# 5 $ 35,126.35 $ (15,476.10) $ 19,650.25
TOOLING: XXXXX 0000 DOOR FOR MX ONU (PART# 115173) $ 60,625.20 $ (42,102.78) $ 18,522.42
ONU CARDS FOR FIBERSTAR/ADSL $ 32,788.11 $ (14,446.04) $ 18,342.07
18 EA ODU506 CARDS -COPPER ADSL LARGE SYSTEM TEST $ 17,742.61 $ (633.80) $ 17,108.81
ONU FRONT TOOLING - P/N 111914 $ 53,989.68 $ (37,493.93) $ 16,495.75
4-PORT AMPLIFIER W/20dBm PER PORT $ 26,850.27 $ (11,828.95) $ 15,021.32
TOOLING: C2950 DIVIDER FOR MX ONU (PART# 115174) $ 48,712.50 $ (33,828.68) $ 14,883.82
TOOLING: C2950 CARD GUIDE FOR MX ONU- PART# 115175 $ 45,456.36 $ (31,569.61) $ 13,886.75
20 EA DAU3 CARDS -COPPER ADSL LARGE SYSTEM TESTING $ 14,340.60 $ (511.80) $ 13,828.80
PORTABLE FITL-A EQUIP & RACKS $ 56,711.39 $ (43,211.57) $ 13,499.82
OIU94 LIGHT-PIPE MOLDING TOOL $ 12,990.00 $ (1,262.93) $ 11,727.07
FITL FP3100 CARD PULL TOOLING (OIU79/OIU89) 119095 $ 18,088.58 $ (6,532.08) $ 11,556.50
Tooling: FTTH2 OEC Enclosure Assy (PN: 110699) $ 37,127.29 $ (25,784.62) $ 11,342.67
Tooling: FTTH2 OEC Enclosure Assy (PN: 108944) $ 35,396.38 $ (24,581.13) $ 10,815.25
CARDS FOR FTTH PHASE II $ 14,266.29 $ (4,248.72) $ 10,017.57
DISC*S EXPRESS & R96 SYSTEM TEST EQUIPMENT $ 40,595.28 $ (30,933.61) $ 9,661.67
CARDS FOR FTTH SHADOW SYSTEM REPLACEMENT $ 11,211.87 $ (3,337.37) $ 7,874.50
33 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
80 41991 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - 00-00-000
60 95765 0 160319 31/05/1998 NONE NONE FURNITURE - NORCROSS GA
61 97784 0 160220 31/05/1999 NONE TEST PLATFORM EQUIPMENT
61 103284 0 160220 31/03/2002 NONE HW ANALYSIS PROBE MPC823/850 & HE ADAPTERS E5346A
80 42452 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 109803)
61 102886 0 160220 30/09/2001 NONE CARDS: 155M V2 G/A - PN 401311
80 42280 0 160222 31/05/2001 NONE NONE TOOLING NPR-202682 "SLAM" LATCH ASSEMBLY
80 42286 0 160222 31/05/2001 NONE NONE TOOLING FOR FIBER XXXXXXXX XX# 000000
80 42223 0 160122 31/03/2001 NONE 3067 TOOLING DIE CAST QOIU511 CARD PULL (PART# 108417)
80 42449 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 109805)
61 103283 0 160318 31/03/2002 NONE NONE Modules & Misc. Peripheral Trade Show & Demo Equip
60 99315 0 160220 26/11/1999 NONE NONE CABLE TRAYS 12" FOR OPTICS LAB
61 104056 0 160214 30/06/2003 NONE NONE 2 EA CCU11 CARDS -COPPER ADSL LARGE SYSTEM TESTINC
61 102965 0 160220 31/10/2001 NONE 306340014 NETCOM AT-9015 ATM SMARTCARD PLUG-IN CARD
61 102966 0 160220 31/10/2001 NONE 306340031 NETCOM AT-9015 ATM SMARTCARD PLUG-IN CARD
80 42285 0 160122 31/05/2001 NONE NONE TOOLING CUSTOM LIGHTPIPE FOR DOUBLE-WIDE FACEPLATE
80 42448 0 160122 30/11/2001 NONE NONE TOOLING: RF/EMI SHIELDING MASKS FOR MX ONU
61 102849 0 160220 31/08/2001 NONE N/A FTTH PHASE II HW TEST BED #1 (VARIOUS CARDS, ETC.)
61 102850 0 160220 31/08/2001 NONE N/A FTTH PHASE II HW TEST BED #2 (VARIOUS MISC EQUIP)
80 42482 0 160122 31/01/2002 NONE NONE HNU-ASSEMBLY TOOLING (P/N: 45-060-01)
61 99519 0 160220 25/02/2000 NONE NETCOM SMARTCARD BOARDS
80 42453 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 111562)
61 102885 0 160220 30/09/2001 NONE CARDS: ATM DS3 MONITOR I/F
61 100813 0 160220 31/08/2000 NONE NONE MISC PERIPHERAL COMPUTER EQUIPMENT
80 42491 0 160122 28/02/2002 NONE P/N: 106718 TOOLING MODIFICATIONS BATTERY BOX CASE P/N: 106718
61 103128 0 160220 31/01/2002 NONE 112597 SWX CROSS CONNECT
61 103124 0 160220 31/01/2002 NONE 119215 SWX CROSS CONNECT
61 103125 0 160220 31/01/2002 NONE 119217 SWX CROSS CONNECT
61 103126 0 160220 31/01/2002 NONE 112594 SWX CROSS CONNECT
61 103127 0 160220 31/01/2002 NONE 112595 SWX CROSS CONNECT
80 42224 0 160122 31/03/2001 NONE 3067 CARD PULL TOOLING QOIU81/82 & 83 PCB's (#108559)
50 77153 0 160015 15/10/2002 NONE NONE (50) MI RAK UPRIGHT FRAMES 44" x 168"
61 102443 0 160220 31/05/2001 NONE SBC8260-1867 SBC MPC8260 POWER QUICC II W/ ATM FIBER
61 102444 0 160220 31/05/2001 NONE SBC8260-1878 SBC MPC8260 POWER QUICC II W/ ATM FIBER
61 102445 0 160220 31/05/2001 NONE SBC8260-1880 SBC MPC8260 POWER QUICC II W/ ATM FIBER
61 102446 0 160220 31/05/2001 NONE SBC8260-1887 SBC MPC8260 POWER QUICC II W/ ATM FIBER
61 102447 0 160220 31/05/2001 NONE SBC8260-1904 SBC MPC8260 POWER QUICC II W/ ATM FIBER
80 42704 0 160122 30/06/2003 NONE NONE 117580 PLASTIC FACEPLATE TOOL MODIFICATION DCU207B
63 102142 0 160220 31/03/2001 NONE SFW93110186 SUN PC ULTRA 10
63 102143 0 160220 31/03/2001 NONE SFW93110197 SUN PC ULTRA 10
63 102144 0 160220 31/03/2001 NONE SFW93110199 SUN PC ULTRA 10
63 101776 0 160220 28/02/2001 NONE SFW93110183 SUN PC SYSTEM ULTRA 10 FOR IVREA ITALY
63 101777 0 160220 28/02/2001 NONE SFW93110184 SUN PC SYSTEM ULTRA 10 (IN IVREA ITALY)
63 101778 0 160220 28/02/2001 NONE SFW93110195 SUN PC SYSTEM ULTRA 10 (IN IVREA ITALY)
61 97625 0 160329 31/03/1999 NONE NONE TRAINING SYSTEM UPGRADE - ONU'S
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TOOLING MX FACEPLATE - 00-00-000 $ 95,380.98 $ (88,757.66) $ 6,623.32
FURNITURE - NORCROSS GA $ 11,347.12 $ (6,054.20) $ 5,292.92
TEST PLATFORM EQUIPMENT $ 12,593.37 $ (7,350.37) $ 5,243.00
HW ANALYSIS PROBE MPC823/850 & HE ADAPTERS E5346A $ 7,369.67 $ (2,193.92) $ 5,175.75
Tooling: FTTH2 OEC Enclosure Assy (PN: 109803) $ 16,807.65 $ (11,675.08) $ 5,132.57
CARDS: 155M V2 G/A - PN 401311 $ 7,307.48 $ (2,175.48) $ 5,132.00
TOOLING XXX-000000 "XXXX" LATCH ASSEMBLY $ 16,237.50 $ (11,277.08) $ 4,960.42
TOOLING FOR FIBER XXXXXXXX XX# 000000 $ 16,075.12 $ (11,164.20) $ 4,910.92
TOOLING DIE CAST QOIU511 CARD PULL (PART# 108417) $ 69,855.89 $ (65,005.47) $ 4,850.42
Tooling: FTTH2 OEC Enclosure Assy (PN: 109805) $ 15,402.86 $ (10,698.29) $ 4,704.57
Modules & Misc. Peripheral Trade Show & Demo Equip $ 40,748.30 $ (36,504.55) $ 4,243.75
CABLE TRAYS 12" FOR OPTICS LAB $ 6,901.49 $ (2,822.57) $ 4,078.92
2 EA CCU11 CARDS -COPPER ADSL LARGE SYSTEM TESTINC $ 4,185.39 $ (149.20) $ 4,036.19
NETCOM AT-9015 ATM SMARTCARD PLUG-IN CARD $ 5,671.39 $ (1,690.47) $ 3,980.92
NETCOM AT-9015 ATM SMARTCARD PLUG-IN CARD $ 5,671.34 $ (1,690.42) $ 3,980.92
TOOLING CUSTOM LIGHTPIPE FOR DOUBLE-WIDE FACEPLATE $ 12,990.00 $ (9,020.83) $ 3,969.17
TOOLING: RF/EMI SHIELDING MASKS FOR MX ONU $ 12,983.91 $ (9,016.59) $ 3,967.32
FTTH PHASE II HW TEST BED #1 (VARIOUS CARDS, ETC.) $ 5,633.66 $ (1,677.24) $ 3,956.42
FTTH PHASE II HW TEST BED #2 (VARIOUS MISC EQUIP) $ 5,633.63 $ (1,677.21) $ 3,956.42
HNU-ASSEMBLY TOOLING (P/N: 45-060-01) $ 12,861.19 $ (8,933.52) $ 3,927.67
NETCOM SMARTCARD BOARDS $ 9,746.54 $ (5,920.12) $ 3,826.42
Tooling: FTTH2 OEC Enclosure Assy (PN: 111562) $ 12,442.66 $ (8,642.34) $ 3,800.32
CARDS: ATM DS3 MONITOR I/F $ 5,065.50 $ (1,507.83) $ 3,557.67
MISC PERIPHERAL COMPUTER EQUIPMENT $ 6,325.71 $ (2,787.04) $ 3,538.67
TOOLING MODIFICATIONS BATTERY BOX CASE P/N: 106718 $ 11,068.78 $ (7,687.28) $ 3,381.50
SWX CROSS CONNECT $ 4,510.22 $ (1,344.47) $ 3,165.75
SWX CROSS CONNECT $ 4,510.23 $ (1,344.48) $ 3,165.75
SWX CROSS CONNECT $ 4,510.23 $ (1,344.48) $ 3,165.75
SWX CROSS CONNECT $ 4,510.23 $ (1,344.48) $ 3,165.75
SWX CROSS CONNECT $ 4,510.23 $ (1,344.48) $ 3,165.75
CARD PULL TOOLING QOIU81/82 & 83 PCB's (#108559) $ 45,062.31 $ (41,933.56) $ 3,128.75
(50) MI RAK UPRIGHT FRAMES 44" x 168" $ 3,853.48 $ (836.23) $ 3,017.25
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
117580 PLASTIC FACEPLATE TOOL MODIFICATION DCU207B $ 2,922.75 $ (243.88) $ 2,678.87
SUN PC ULTRA 10 $ 6,985.67 $ (4,310.17) $ 2,675.50
SUN PC ULTRA 10 $ 6,985.67 $ (4,310.17) $ 2,675.50
SUN PC ULTRA 10 $ 6,985.67 $ (4,310.17) $ 2,675.50
SUN PC SYSTEM ULTRA 10 FOR IVREA ITALY $ 6,982.87 $ (4,307.80) $ 2,675.07
SUN PC SYSTEM ULTRA 10 (IN IVREA ITALY) $ 6,982.87 $ (4,307.80) $ 2,675.07
SUN PC SYSTEM ULTRA 10 (IN IVREA ITALY) $ 6,982.87 $ (4,307.80) $ 2,675.07
TRAINING SYSTEM UPGRADE - ONU'S $ 7,022.71 $ (4,350.39) $ 2,672.32
34 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
80 41990 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - FACEPLATE 2 73-21-694
80 41992 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - 00-00-000
50 77201 0 160083 15/10/2002 NONE NONE MISC LASERS / SCOPES FOR CLEAN ROOM
80 42705 0 160122 30/06/2003 NONE NONE 107774 PLASTIC FACEPLATE TOOL MODIFICATION (OIU94)
80 42459 0 160122 31/12/2001 NONE NONE FTTH TOOLING NEW EJECTOR 112624 REV AB
80 42481 0 160122 31/01/2002 NONE NONE TOOLING FOR MX ONU MOUNT BOOTS TO LOCK ONU
80 42412 0 160122 30/09/2001 NONE 00-00-000 TOOLING CHANNEL CARD ESD SHIPPING TRAY 00-00-000
80 42413 0 160122 30/09/2001 NONE NONE TOOLING PRA ON DISC*S CARD EJECTOR 107406
61 102448 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
61 102449 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
61 102450 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
61 102451 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
61 102452 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
60 103618 0 160422 31/10/1998 NONE 0898-0065 SPOT COOLER SYSTEM - MODEL 24 HFU 1
50 77293 0 160015 15/10/2002 NONE NONE JETCAPS BARSIMM BARCODE MODULES FOR HP PRINTERS
61 102949 0 160220 31/10/2001 NONE 31222002 NETCOM ML-7710 PLUG-IN CARD
61 102950 0 160220 31/10/2001 NONE 312220046 NETCOM ML-7710 PLUG-IN CARD
61 102951 0 160220 31/10/2001 NONE 312220063 NETCOM ML-7710 PLUG-IN CARD
61 102952 0 160220 31/10/2001 NONE 312220110 NETCOM ML-7710 PLUG-IN CARD
61 102953 0 160220 31/10/2001 NONE 312220167 NETCOM ML-7710 PLUG-IN CARD
61 102954 0 160220 31/10/2001 NONE 312220210 NETCOM ML-7710 PLUG-IN CARD
61 102955 0 160220 31/10/2001 NONE 312220239 NETCOM ML-7710 PLUG-IN CARD
61 102956 0 160220 31/10/2001 NONE 312220371 NETCOM ML-7710 PLUG-IN CARD
61 102957 0 160220 31/10/2001 NONE 312220379 NETCOM ML-7710 PLUG-IN CARD
61 102958 0 160220 31/10/2001 NONE 312220389 NETCOM ML-7710 PLUG-IN CARD
61 102959 0 160220 31/10/2001 NONE 312220399 NETCOM ML-7710 PLUG-IN CARD
61 102960 0 160220 31/10/2001 NONE 312220524 NETCOM ML-7710 PLUG-IN CARD
61 102961 0 160220 31/10/2001 NONE 312220534 NETCOM ML-7710 PLUG-IN CARD
61 102962 0 160220 31/10/2001 NONE 31220659 NETCOM ML-7710 PLUG-IN CARD
61 102963 0 160220 31/10/2001 NONE 312220812 NETCOM ML-7710 PLUG-IN CARD
61 102964 0 160220 31/10/2001 NONE 312220833 NETCOM ML-7710 PLUG-IN CARD
80 41986 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATES - TOP EJECTOR 1 72-66-472
80 41988 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - EJECTOR 1 72-66-474
60 100044 0 160411 26/05/2000 NONE NONE RAC 9' CHRISTMAS TREE AND DECORATIONS
60 103883 0 160411 15/10/2002 NONE NONE CUBE FURNITURE - BEDFORD
80 42024 0 160122 31/07/2000 NONE NONE TOOLING MOLD 00-00-000 BOTTOM EJECTOR
80 41987 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - TOP EJECTOR 2 72-66-473
80 41989 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - EJECTOR 2 72-66-475
80 41985 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATES - BOTTOM EJECTOR 00-00-000
61 99931 0 160323 31/03/2000 NONE POSITRON CARDS & CABLES FOR TRAINING ROOM RAC
61 99930 0 160323 31/03/2000 NONE POSITRON CARDS AND CABLES FOR TRAINING ROOM RAC
80 42108 0 160122 30/11/2000 NONE NONE TOOLING: QCU40 FOR MX ONU CARD PULLS
80 42109 0 160122 30/11/2000 NONE NONE TOOLING SDC1 FOR MX ONU CARD PULLS
61 102584 0 160220 30/06/2001 NONE NONE ALTERA 8259 MEGAFUNCTION IP CORE
61 102732 0 160220 31/07/2001 NONE 014 VER. 1.2 OC3 DAUGHTERCARD OFF OF THE UTOPIA 2 BUS.
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TOOLING MX FACEPLATE - FACEPLATE 2 73-21-694 $ 37,433.33 $ (34,834.16) $ 2,599.17
TOOLING MX FACEPLATE - 00-00-000 $ 37,433.32 $ (34,834.15) $ 2,599.17
MISC LASERS / SCOPES FOR CLEAN ROOM $ 3,209.36 $ (695.86) $ 2,513.50
107774 PLASTIC FACEPLATE TOOL MODIFICATION (OIU94) $ 2,727.90 $ (227.45) $ 2,500.45
FTTH TOOLING NEW EJECTOR 112624 REV AB $ 8,118.75 $ (5,639.83) $ 2,478.92
TOOLING FOR MX ONU MOUNT BOOTS TO LOCK ONU $ 7,577.50 $ (5,262.00) $ 2,315.50
TOOLING CHANNEL CARD ESD SHIPPING TRAY 00-00-000 $ 7,361.00 $ (5,112.50) $ 2,248.50
TOOLING PRA ON DISC*S CARD EJECTOR 107406 $ 7,074.14 $ (4,915.22) $ 2,158.92
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.27 $ (907.02) $ 2,131.25
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.27 $ (907.02) $ 2,131.25
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.27 $ (907.02) $ 2,131.25
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.27 $ (907.02) $ 2,131.25
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.28 $ (907.03) $ 2,131.25
SPOT COOLER SYSTEM - MODEL 24 HFU 1 $ 4,021.49 $ (1,915.57) $ 2,105.92
JETCAPS BARSIMM BARCODE MODULES FOR HP PRINTERS $ 2,647.51 $ (573.69) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
TOOLING MX FACEPLATES - TOP EJECTOR 1 72-66-472 $ 28,671.68 $ (26,681.26) $ 1,990.42
TOOLING MX FACEPLATE - EJECTOR 1 72-66-474 $ 28,671.68 $ (26,681.26) $ 1,990.42
RAC 9' CHRISTMAS TREE AND DECORATIONS $ 2,756.80 $ (850.80) $ 1,906.00
CUBE FURNITURE - BEDFORD $ 2,189.84 $ (339.42) $ 1,850.42
TOOLING XXXX 00-00-000 XXXXXX XXXXXXX $ 26,365.82 $ (24,535.40) $ 1,830.42
TOOLING MX FACEPLATE - TOP EJECTOR 2 72-66-473 $ 25,106.65 $ (23,363.33) $ 1,743.32
TOOLING MX FACEPLATE - EJECTOR 2 72-66-475 $ 25,106.65 $ (23,363.33) $ 1,743.32
TOOLING MX FACEPLATES - BOTTOM EJECTOR 00-00-000 $ 24,321.09 $ (22,633.17) $ 1,687.92
POSITRON CARDS & CABLES FOR TRAINING ROOM RAC $ 4,199.45 $ (2,549.45) $ 1,650.00
POSITRON CARDS AND CABLES FOR TRAINING ROOM RAC $ 4,199.48 $ (2,549.48) $ 1,650.00
TOOLING: QCU40 FOR MX ONU CARD PULLS $ 23,690.00 $ (22,045.43) $ 1,644.57
TOOLING SDC1 FOR MX ONU CARD PULLS $ 22,973.52 $ (21,378.52) $ 1,595.00
ALTERA 8259 MEGAFUNCTION IP CORE $ 2,167.42 $ (646.25) $ 1,521.17
OC3 DAUGHTERCARD OFF OF THE UTOPIA 2 BUS. $ 2,166.78 $ (645.61) $ 1,521.17
35 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
80 42023 0 160122 31/07/2000 NONE NONE TOOLING MOLD 00-00-000 TOP EJECTOR
80 42490 0 160122 28/02/2002 NONE P/N: 106717 TOOLING MODIFICATIONS BATTERY BOX COVER P/N:106717
80 42489 0 160122 28/02/2002 NONE P/N: 115526 TOOLING FOR FP2005 DAU3 CARD PULL - P/N: 115526
50 77291 0 160411 15/10/2002 NONE PR200A-2C-9707- GRAINGER AIR DRYER PR200
80 42256 0 160222 31/05/2001 NONE NONE TOOLING: ELASTOMER FIBER XXXXXXXXX- XXX0 ENCLOSURE
80 42428 0 160122 31/10/2001 NONE NONE TOOLING MOLD FOR FIBER CLIP (UPGRADE)
80 42488 0 160222 28/02/2002 NONE NONE MX FITL Cost Reduction Tooling OIU82/OIU83
80 42034 0 160122 31/07/2000 NONE TOOLING QEIU CARD PULL FACEPLATE 00-00-000
61 103456 0 160220 30/06/2002 NONE NONE MISC PERIPHERIAL EQUIP FOR FTTH DEMO PHILADELPHIA
80 42113 0 160122 30/11/2000 NONE NONE EJECTOR, LATCHING INSERTER BOTTOM 00-00-000
80 42454 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 111392)
80 42110 0 160122 30/11/2000 NONE NONE NCC TOOLING FOR MX ONU CARD PULLS
80 42111 0 160122 30/11/2000 NONE NONE BOIU52 TOOLING FOR MX ONU CARD PULLS
80 42112 0 160122 30/11/2000 NONE NONE BBC1 TOOLING FOR MX ONU CARD PULLS
62 102145 0 160220 31/03/2001 NONE 992YKN0497 SUN MONITOR 21"
62 102146 0 160220 31/03/2001 NONE 9924KNO507 SUN MONITOR 21"
62 102147 0 160220 31/03/2001 NONE 9924KNO512 SUN MONITOR 21"
62 101779 0 160220 28/02/2001 NONE 9924KN0505 SUN 21" MONITOR (IN IVREA ITALY)
62 101780 0 160220 28/02/2001 NONE 9924KN0508 SUN 21" MONITOR (IN IVREA ITALY)
62 101781 0 160220 28/02/2001 NONE 9924KN0511 SUN 21" MONITOR (IN IVREA ITALY)
80 41488 0 160220 31/03/1998 NONE NONE TOOLING CAVITY MATRIX ONU ALUMINUM HOUSING
80 41511 0 160220 30/06/1998 NONE NONE PLENNUM MOLDS WOODFORMING MOLD
80 41892 0 160122 29/10/1999 NONE NONE FIBER CLIP MOLD TOOLING FOR FITL OIU CARDS
80 41904 0 160122 26/11/1999 NONE NONE FIBER SPOOLING TOOLING MOLD CHANGE
80 41932 0 160122 25/02/2000 NONE NONE TOOLING: QCU60 CARD PULL (@ JERYLL)
80 41957 0 160122 31/03/2000 NONE NONE TOOLING UPDATE 00-00-000, -029, -043 CARDGUIDES
80 41958 0 160222 31/03/2000 NONE TOOLING 24 CHANNEL FITL-A ONU CARD CAGE
60 103870 0 160140 15/10/2002 NONE NONE 10 EACH WORKBENCHES
60 103904 0 160411 15/10/2002 NONE COFFEE COUNTER - REU CAFE
62 104069 0 160316 30/06/2001 OPN5052 1W7KG01 DELL LATITUDE LS LAPTOP
62 104065 0 160420 31/07/2001 OPN5125 650Q901 DELL PRECISION MINI-TOWER PC
62 104067 0 160422 31/07/2001 OPN5126 750QP01 DELL PRECISION 530 PC
62 104066 0 160411 31/07/2001 OPN5127 4PVN301 DELL PRECISION 330 PC
50 76486 0 160140 30/06/2001 SDC1 NONE HP79000 SDC1 FUNCTIONAL TEST FIXTURE
60 96491 0 160331 31/10/1998 VERIFICATION SYSTEMS LAB, RACKS, FURN, EQUIP
61 101137 0 160220 31/10/2000 MX ONU CARDS
61 97687 0 160220 31/03/1999 RELTEC EQUIP FOR RIS SW LAB
61 97642 0 160220 31/03/1999 DISC*S EQUIPMENT FOR TESTBEDS
50 76777 0 160140 31/01/2002 NONE DIAGNOSTICS SYSTEM - SDC, QDC, & BBC
60 98800 0 160220 30/09/1999 CABLE TRAYS 12" WIDE RACEWAYS H/W LAB RAC
61 103673 0 160316 31/03/2002 NONE TRAINING SYSTEM WITH MX @ BELLSOUTH DECATUR GA.
61 103671 0 160316 31/03/2002 NONE TRAINING SYSTEM WITH MX @ BELLSOUTH NASHVILLE TN
61 103672 0 160316 31/03/2002 NONE TRAINING SYSTEM WITH MX @ BELLSOUTH JACKSON MS
61 101155 0 160220 31/10/2000 MX HW FOR SYSTEMS TEST (TEST BEDS)
61 101152 0 160220 31/10/2000 MX HW FOR SYSTEMS TEST (TEST BEDS)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TOOLING MOLD 00-00-000 TOP EJECTOR $ 20,267.74 $ (18,860.24) $ 1,407.50
TOOLING MODIFICATIONS BATTERY BOX COVER P/N:106717 $ 4,543.04 $ (3,156.79) $ 1,386.25
TOOLING FOR FP2005 DAU3 CARD PULL - P/N: 115526 $ 4,523.77 $ (3,141.45) $ 1,382.32
GRAINGER AIR DRYER PR200 $ 1,674.29 $ (363.72) $ 1,310.57
TOOLING: ELASTOMER FIBER XXXXXXXXX- XXX0 ENCLOSURE $ 4,113.50 $ (2,857.83) $ 1,255.67
TOOLING MOLD FOR FIBER CLIP (UPGRADE) $ 3,096.00 $ (2,150.00) $ 946.00
MX FITL Cost Reduction Tooling OIU82/OIU83 $ 2,354.44 $ (1,636.37) $ 718.07
TOOLING QEIU CARD PULL FACEPLATE 00-00-000 $ 8,660.10 $ (8,059.28) $ 600.82
MISC PERIPHERIAL EQUIP FOR FTTH DEMO PHILADELPHIA $ 1,254.94 $ (680.27) $ 574.67
EJECTOR, LATCHING INSERTER BOTTOM 00-00-000 $ 5,519.45 $ (5,136.53) $ 382.92
Tooling: FTTH2 OEC Enclosure Assy (PN: 111392) $ 1,103.78 $ (767.46) $ 336.32
NCC TOOLING FOR MX ONU CARD PULLS $ 4,723.38 $ (4,396.31) $ 327.07
BOIU52 TOOLING FOR MX ONU CARD PULLS $ 4,716.79 $ (4,390.54) $ 326.25
BBC1 TOOLING FOR MX ONU CARD PULLS $ 4,716.79 $ (4,390.54) $ 326.25
SUN MONITOR 21" $ 1,462.54 $ (1,361.29) $ 101.25
SUN MONITOR 21" $ 1,462.54 $ (1,361.29) $ 101.25
SUN MONITOR 21" $ 1,465.04 $ (1,364.22) $ 100.82
SUN 21" MONITOR (IN IVREA ITALY) $ 1,459.42 $ (1,359.00) $ 100.42
SUN 21" MONITOR (IN IVREA ITALY) $ 1,459.42 $ (1,359.00) $ 100.42
SUN 21" MONITOR (IN IVREA ITALY) $ 1,459.42 $ (1,359.00) $ 100.42
TOOLING CAVITY MATRIX ONU ALUMINUM HOUSING $ 319,802.01 $ (319,802.01) $ -
PLENNUM MOLDS WOODFORMING MOLD $ 6,842.12 $ (6,842.12) $ -
FIBER CLIP MOLD TOOLING FOR FITL OIU CARDS $ 10,554.38 $ (10,554.38) $ -
FIBER SPOOLING TOOLING MOLD CHANGE $ 7,923.90 $ (7,923.90) $ -
TOOLING: QCU60 CARD PULL (@ JERYLL) $ 43,083.51 $ (43,083.51) $ -
TOOLING UPDATE 00-00-000, -029, -043 CARDGUIDES $ 7,599.15 $ (7,599.15) $ -
TOOLING 24 CHANNEL FITL-A ONU CARD CAGE $ 67,217.83 $ (67,217.83) $ -
10 EACH WORKBENCHES $ 0.01 $ (0.01) $ -
COFFEE COUNTER - REU CAFE $ 0.01 $ (0.01) $ -
DELL LATITUDE LS LAPTOP $ 3,228.14 $ (1,819.27) $ 1,408.87
DELL PRECISION MINI-TOWER PC $ 3,362.99 $ (1,891.37) $ 1,471.62
DELL PRECISION 530 PC $ 3,311.36 $ (1,863.36) $ 1,448.00
DELL PRECISION 330 PC $ 1,848.02 $ (1,042.90) $ 805.12
HP79000 SDC1 FUNCTIONAL TEST FIXTURE $ 52,037.32 $ (15,488.82) $ 36,548.50
VERIFICATION SYSTEMS LAB, RACKS, FURN, EQUIP $ 217,812.17 $ (116,171.35) $ 101,640.82
MX ONU CARDS $ 175,045.23 $ (77,104.66) $ 97,940.57
RELTEC EQUIP FOR RIS SW LAB $ 248,003.00 $ (153,526.93) $ 94,476.07
DISC*S EQUIPMENT FOR TESTBEDS $ 203,786.32 $ (126,156.90) $ 77,629.42
DIAGNOSTICS SYSTEM - SDC, QDC, & BBC $ 45,534.68 $ (13,552.26) $ 31,982.42
CABLE TRAYS 12" WIDE RACEWAYS H/W LAB RAC $ 50,683.73 $ (20,699.66) $ 29,984.07
TRAINING SYSTEM WITH MX @ BELLSOUTH DECATUR GA. $ 42,442.43 $ (12,633.76) $ 29,808.67
TRAINING SYSTEM WITH MX @ BELLSOUTH NASHVILLE TN $ 42,429.66 $ (12,628.84) $ 29,800.82
TRAINING SYSTEM WITH MX @ BELLSOUTH JACKSON MS $ 42,429.66 $ (12,628.84) $ 29,800.82
MX HW FOR SYSTEMS TEST (TEST BEDS) $ 44,699.48 $ (19,689.66) $ 25,009.82
MX HW FOR SYSTEMS TEST (TEST BEDS) $ 44,699.42 $ (19,689.60) $ 25,009.82
36 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-----------------------------------------------------------------------------------------------------------------------
61 101153 0 160220 31/10/2000 MX HW FOR SYSTEMS TEST (TEST BEDS)
61 101154 0 160220 31/10/2000 MX HW FOR SYSTEMS TEST (TEST BEDS)
61 101411 0 160220 30/11/2000 1.2349 AMPLIFER w/20dBm PER XXXX, 0 PORTS DISTRIBUTION
61 101412 0 160220 30/11/2000 1.235 AMPLIFER w/20dBm PER XXXX, 0 PORTS DISTRIBUTION
60 96493 0 160220 31/10/1998 FURNITURE & WORKBENCHES
50 76166 0 160140 28/02/2001 AEROSTAT XC BENCHTOP IONIZERS 80 EACH
61 98090 0 160220 30/06/1999 EAST MT & MISC TESTBED EQUIP
61 101143 0 160220 31/10/2000 25886 DISC*S RDT W/ METALLIC SHELF & 2 FITL SHELVES
61 101144 0 160220 31/10/2000 DISC*S COT W/ METALLIC SHELF
61 101145 0 160220 31/10/2000 DISC*S COT W/ METALLIC SHELF
61 101146 0 160220 31/10/2000 DISC*S RD W/ MX
61 101181 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101182 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101183 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101184 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101185 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101186 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101166 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101167 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101168 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101169 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101170 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101171 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101173 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101172 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
50 75140 0 160140 31/10/1998 DR-II CARD SETS
61 103669 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE HONOLULU, HA.
61 103663 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE TAMPA, FLA
61 103664 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE DURHAM, N.C.
61 103665 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTM GTE EVERETT, WA
61 103666 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE BEAVERTON, OR.
61 103667 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE MONROVIA CA.
61 103668 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE LEWISVILLLE, TX.
61 100764 0 160220 31/08/2000 401311-02711 AX/4000 10/100 Mb ETHERNET GENERATOR/ANALYZER
61 100765 0 160220 31/08/2000 401311-02741 AX/4000 10/100 Mb ETHERNET GENERATOR/ANALYZER
61 101141 0 160323 31/10/2000 MX SYSTEM EQUIPMENT FOR TRAINING LAB
60 96765 0 160001 31/12/1998 30 CHAIRS
50 75142 0 160140 31/10/1998 STREAKER CARDS FOR CONFIG TESTING
50 75141 0 160140 30/11/1998 PLUG-IN CARD FIXTURES FOR OMNI 2000 T.S.
61 98893 0 160220 30/09/1999 TEST EQUIP FROM STOCK FOR MATRIX FP1050
80 42131 0 160122 30/11/2000 HNU-CASE TOOLING (P/N: 105572)
50 75469 0 160140 30/06/1999 TEST FIXTURE - CMC DCU 301A
61 98089 0 160220 30/06/1999 INTERNAL CARDS ENGR LAB NETWORK EQUIP
80 42132 0 160122 30/11/2000 HNU-DOOR TOOLING (P/N: 107058)
80 42066 0 160122 31/10/2000 FTTH TOOLING FOR BATTERY CASE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
MX HW FOR SYSTEMS TEST (TEST BEDS) $ 44,699.42 $ (19,689.60) $ 25,009.82
MX HW FOR SYSTEMS TEST (TEST BEDS) $ 44,699.42 $ (19,689.60) $ 25,009.82
AMPLIFER w/20dBm PER XXXX, 0 PORTS DISTRIBUTION $ 37,776.62 $ (16,640.87) $ 21,135.75
AMPLIFER w/20dBm PER XXXX, 0 PORTS DISTRIBUTION $ 37,776.62 $ (16,640.87) $ 21,135.75
FURNITURE & WORKBENCHES $ 42,881.13 $ (22,876.06) $ 20,005.07
AEROSTAT XC BENCHTOP IONIZERS 80 EACH $ 34,205.02 $ (15,068.77) $ 19,136.25
EAST MT & MISC TESTBED EQUIP $ 41,416.36 $ (24,161.94) $ 17,254.42
DISC*S RDT W/ METALLIC SHELF & 2 FITL SHELVES $ 27,612.26 $ (12,164.51) $ 15,447.75
DISC*S COT W/ METALLIC SHELF $ 27,612.26 $ (12,164.51) $ 15,447.75
DISC*S COT W/ METALLIC SHELF $ 27,612.26 $ (12,164.51) $ 15,447.75
DISC*S RD W/ MX $ 27,612.35 $ (12,164.60) $ 15,447.75
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,343.56 $ (9,403.74) $ 11,939.82
MX TEST BED SYSTEM EQUIP. $ 21,343.67 $ (9,403.85) $ 11,939.82
DR-II CARD SETS $ 36,419.50 $ (27,749.58) $ 8,669.92
NGDLC TRAINING SYSTEM GTE HONOLULU, HA. $ 21,013.80 $ (12,758.98) $ 8,254.82
NGDLC TRAINING SYSTEM GTE TAMPA, FLA $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTEM GTE DURHAM, N.C. $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTM GTE EVERETT, WA $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTEM GTE BEAVERTON, OR. $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTEM GTE MONROVIA CA. $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTEM GTE LEWISVILLLE, TX. $ 20,955.18 $ (12,724.68) $ 8,230.50
AX/4000 10/100 Mb ETHERNET GENERATOR/ANALYZER $ 14,072.33 $ (6,201.41) $ 7,870.92
AX/4000 10/100 Mb ETHERNET GENERATOR/ANALYZER $ 14,072.33 $ (6,201.41) $ 7,870.92
MX SYSTEM EQUIPMENT FOR TRAINING LAB $ 13,175.74 $ (5,806.17) $ 7,369.57
30 CHAIRS $ 14,762.81 $ (7,878.39) $ 6,884.42
STREAKER CARDS FOR CONFIG TESTING $ 28,588.00 $ (21,781.33) $ 6,806.67
PLUG-IN CARD FIXTURES FOR OMNI 2000 T.S. $ 25,108.53 $ (19,130.96) $ 5,977.57
TEST EQUIP FROM STOCK FOR MATRIX FP1050 $ 12,558.30 $ (7,226.38) $ 5,331.92
HNU-CASE TOOLING (P/N: 105572) $ 69,550.64 $ (64,721.07) $ 4,829.57
TEST FIXTURE - CMC DCU 301A $ 10,651.80 $ (6,215.63) $ 4,436.17
INTERNAL CARDS ENGR LAB NETWORK EQUIP $ 10,112.53 $ (5,901.46) $ 4,211.07
HNU-DOOR TOOLING (P/N: 107058) $ 57,776.61 $ (53,764.54) $ 4,012.07
FTTH TOOLING FOR BATTERY CASE $ 57,345.44 $ (53,364.19) $ 3,981.25
37 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------------
10 10119 0 160331 31/10/1998 SIDEWALKS FOR VERIFICATION SYSTEM AREA
61 98900 0 160220 30/09/1999 TEST EQUIP FOR RF RETURN
61 103234 0 160220 31/03/2002 179520 MDS SHELF FOR FP1075 & FP3075 LAB TEST SYS
61 103235 0 160220 31/03/2002 179179 MDS SHELF FOR FP1075 & FP3075 LAB TEST SYS
80 42133 0 160122 30/11/2000 HNU-FIBER-GUIDE TOOLING (P/N: 105573)
61 100924 0 160220 30/09/2000 ONU CARDS FOR FIBERSTAR ADSL ADDED TO SAP# 100627
61 101273 0 160220 30/11/2000 74337 DL4-NIM ADSL NOISE IMPAIRMENT MODULE
61 101150 0 160220 31/10/2000 MDS SHELVES 00-000-00
50 75092 0 160140 30/09/1998 SHORTING BLOCKS XXX XX 00 XXXX
00 000000 0 160220 30/11/2000 119218 SWX CROSS CONNECT
61 100890 0 160220 30/09/2000 N00210017 DS3 45 Mbps ATM SMARTCARD AT-9045B
61 100891 0 160220 30/09/2000 X00000000 DS3 45 Mbps ATM SMARTCARD AT-9045B
61 100892 0 160220 30/09/2000 N00210030 DS3 45 Mbps ATM SMARTCARD AT-9045B
61 100893 0 160220 30/09/2000 N00210031 DS3 45 Mbps ATM SMARTCARD AT-9045B
80 42061 0 160122 30/09/2000 TOOLING: LIGHT PIPE LENS
80 42038 0 160122 31/08/2000 ADSL CU DCU 205/206 TOOLING PART# 103693
61 98795 0 160220 30/09/1999 ATM SMARTCARD AT-9045
61 98796 0 160220 30/09/1999 ATM SMARTCARD AT-9045
61 98797 0 160220 30/09/1999 ATM SMARTCARD AT-9045
61 98798 0 160220 30/09/1999 ATM SMARTCARD AT-9045
80 42022 0 160122 31/07/2000 NONE TOOLING MOLD 00-00-000 FACEPLATE
61 101151 0 160220 31/10/2000 SUPERVISORY SYSTEM JC08SSL14
61 91728 0 160420 30/04/1997 NONE FURNITURE COMPUTER ROOM
80 42067 0 160122 30/09/2000 FTTH OEC HOUSING MOLD TOOL STRAIN RELIEF CLIP
63 103725 0 160001 26/11/1999 892105336 450 LCD Projector for SAP Training Room
80 42173 0 160122 28/02/2001 LIGHTPIPE/CHIP LED TOOLING
80 42062 0 160122 30/09/2000 TOOLING FOR THE FIBER OPTIC ATTENUATOR 00-00-000
80 42043 0 160122 31/08/2000 TOOLING FOR DIU1 & DIU2 CARD PULLS PART# 105597
60 100829 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100830 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100831 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100832 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100833 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100834 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100835 0 160220 31/08/2000 NONE ANTHRO BLACK CART
80 42134 0 160122 30/11/2000 HNU-LOGO TOOLING (P/N: 107059)
80 42055 0 160122 31/08/2000 72-66-471 TOOLING REVISION 00-00-000, QUAD CARD EJECTOR
80 42171 0 160122 28/02/2001 MODIFIED LIGHTPIPES FOR P/N: 106408
80 42172 0 160122 28/02/2001 MODIFIED LIGHTPIPES FOR P/N: 106409
80 42079 0 160122 31/10/2000 TOOLING: EDFA HEATSINK EXTRUSION DIE (#107038)
80 40213 0 160122 01/01/1987 TOOLING 00-00-000
80 40214 0 160122 01/01/1987 TOOLING 00-00-000
80 40215 0 160122 01/01/1987 TOOLING 00-00-000
80 40216 0 160122 01/01/1987 TOOLING 00-00-000,349,350
80 40217 0 160122 01/01/1987 TOOLING 00-00-000
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
SIDEWALKS FOR VERIFICATION SYSTEM AREA $ 5,120.25 $ (1,371.18) $ 3,749.07
TEST EQUIP FOR RF RETURN $ 8,387.10 $ (4,896.53) $ 3,490.57
MDS SHELF FOR FP1075 & FP3075 LAB TEST SYS $ 4,891.53 $ (1,458.28) $ 3,433.25
MDS SHELF FOR FP1075 & FP3075 LAB TEST SYS $ 4,891.49 $ (1,458.24) $ 3,433.25
HNU-FIBER-GUIDE TOOLING (P/N: 105573) $ 47,898.06 $ (44,573.06) $ 3,325.00
ONU CARDS FOR FIBERSTAR ADSL ADDED TO SAP# 100627 $ 5,786.32 $ (2,550.75) $ 3,235.57
DL4-NIM ADSL NOISE IMPAIRMENT MODULE $ 4,968.68 $ (2,188.86) $ 2,779.82
MDS SHELVES 00-000-00 $ 4,866.06 $ (2,145.06) $ 2,721.00
SHORTING BLOCKS LOT OF 20 EACH $ 10,920.00 $ (8,320.00) $ 2,600.00
SWX CROSS CONNECT $ 4,518.74 $ (1,993.57) $ 2,525.17
DS3 45 Mbps ATM SMARTCARD AT-9045B $ 3,835.61 $ (1,689.29) $ 2,146.32
DS3 45 Mbps ATM SMARTCARD AT-9045B $ 3,835.61 $ (1,689.29) $ 2,146.32
DS3 45 Mbps ATM SMARTCARD AT-9045B $ 3,835.61 $ (1,689.29) $ 2,146.32
DS3 45 Mbps ATM SMARTCARD AT-9045B $ 3,835.66 $ (1,689.34) $ 2,146.32
TOOLING: LIGHT PIPE LENS $ 26,196.50 $ (24,378.58) $ 1,817.92
ADSL CU DCU 205/206 TOOLING PART# 103693 $ 25,330.50 $ (23,571.75) $ 1,758.75
ATM SMARTCARD AT-9045 $ 4,080.35 $ (2,381.43) $ 1,698.92
ATM SMARTCARD AT-9045 $ 4,080.35 $ (2,381.43) $ 1,698.92
ATM SMARTCARD AT-9045 $ 4,080.35 $ (2,381.43) $ 1,698.92
ATM SMARTCARD AT-9045 $ 4,080.34 $ (2,381.42) $ 1,698.92
TOOLING MOLD 00-00-000 FACEPLATE $ 24,356.80 $ (22,665.55) $ 1,691.25
SUPERVISORY SYSTEM JC08SSL14 $ 2,815.06 $ (1,242.14) $ 1,572.92
FURNITURE COMPUTER ROOM $ 14,765.11 $ (13,363.94) $ 1,401.17
FTTH OEC HOUSING MOLD TOOL STRAIN RELIEF CLIP $ 19,890.94 $ (18,510.52) $ 1,380.42
450 LCD Projector for SAP Training Room $ 4,830.09 $ (3,923.34) $ 906.75
LIGHTPIPE/CHIP LED TOOLING $ 12,990.32 $ (12,089.50) $ 900.82
TOOLING FOR THE FIBER OPTIC ATTENUATOR 00-00-000 $ 12,567.82 $ (11,696.15) $ 871.67
TOOLING FOR DIU1 & DIU2 CARD PULLS PART# 105597 $ 11,344.62 $ (10,557.12) $ 787.50
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
HNU-LOGO TOOLING (P/N: 107059) $ 7,035.23 $ (6,547.73) $ 487.50
TOOLING REVISION 00-00-000, QUAD CARD EJECTOR $ 2,846.98 $ (2,649.48) $ 197.50
MODIFIED LIGHTPIPES FOR P/N: 106408 $ 2,705.17 $ (2,517.67) $ 187.50
MODIFIED LIGHTPIPES FOR P/N: 106409 $ 2,707.01 $ (2,519.94) $ 187.07
TOOLING: EDFA HEATSINK EXTRUSION DIE (#107038) $ 1,707.64 $ (1,589.72) $ 117.92
TOOLING 00-00-000 $ 5,432.00 $ (5,432.00) $ -
TOOLING 00-00-000 $ 4,611.00 $ (4,611.00) $ -
TOOLING 00-00-000 $ 4,645.00 $ (4,645.00) $ -
TOOLING 00-00-000,349,350 $ 5,090.00 $ (5,090.00) $ -
TOOLING 00-00-000 $ 2,000.00 $ (2,000.00) $ -
38 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------------
80 40218 0 160122 01/01/1987 TOOLING 00-00-000
80 40219 0 160122 01/01/1987 TOOLING 00-00-000/009
80 40220 0 160122 01/01/1987 TOOLING 00-00-000/354
80 40221 0 160122 01/01/1987 TOOLING 00-00-000
80 40222 0 160122 01/01/1987 TOOLING 00-00-000
80 40237 0 160122 01/01/1987 TOOLING 00-00-000/013
80 40238 0 160122 01/01/1987 TOOLING 00-00-000/57/61
80 40240 0 160122 01/07/1989 TOOLING REFURB. P/N 00-00-000
80 40241 0 160122 01/07/1989 PLASTIC INJECTION MOLD # 00-00-000
80 40242 0 160122 01/07/1989 PLASTIC MOLD P/N 00-00-000/72-87-075 #1
80 40247 0 160122 01/07/1990 TOOLING 00-00-000/339
80 40248 0 160122 01/07/1990 MOLD 00-00-000,00-00-000
80 40249 0 160122 01/07/1990 REPAIR MOLD 00-00-000/014
80 40252 0 160122 01/07/1993 DCU10C & 20A CARD PULL
80 40259 0 160122 31/05/1995 TOOLING - MOLDS 00-00-000 COVER & 00-00-000 CLIPS
80 40260 0 160122 31/05/1995 TOOLING - MOLDS FOR 00-00-000 & -014 (PAR 1406P)
80 40262 0 160122 30/06/1996 XXX/XXXXXXX - XXX00X (XXX 0000X)
80 40282 0 160220 31/08/1997 NONE TOOLING ONU SUPPORT BLOCK
80 41554 0 160220 31/10/1998 DOORSTOP TOOLING MATRIX ONU HOUSING
80 41555 0 160140 31/10/1998 EJECTOR TOOLING 00-00-000 REV D
50 70522 0 160015 01/01/1987 20 EA SHELVING UNITS (36X75)
50 70536 0 160411 01/01/1987 84 CAFETERIA CHAIRS
50 70563 0 160430 01/01/1987 ACCOUNTING VAULT STORAGE SHELVES
50 70691 0 160015 01/01/1987 CONVEYOR FLOW RACKS
61 91308 0 160001 31/08/1994 FURNITURE
63 91563 0 160420 30/06/1996 NETWORK REWIRING
63 91565 0 160015 30/09/1996 PALLET RACK WAREHOUSE SHELVING
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TOOLING 00-00-000 $ 3,040.00 $ (3,040.00) $ -
TOOLING 00-00-000/009 $ 13,063.00 $ (13,063.00) $ -
TOOLING 00-00-000/354 $ 7,562.00 $ (7,562.00) $ -
TOOLING 00-00-000 $ 7,562.00 $ (7,562.00) $ -
TOOLING 00-00-000 $ 2,945.00 $ (2,945.00) $ -
TOOLING 00-00-000/013 $ 16,340.00 $ (16,340.00) $ -
TOOLING 00-00-000/57/61 $ 13,063.00 $ (13,063.00) $ -
TOOLING REFURB. P/N 00-00-000 $ 1,872.50 $ (1,872.50) $ -
PLASTIC INJECTION MOLD # 00-00-000 $ 3,964.50 $ (3,964.50) $ -
PLASTIC MOLD P/N 00-00-000/72-87-075 #1 $ 13,016.80 $ (13,016.80) $ -
TOOLING 00-00-000/339 $ 17,820.00 $ (17,820.00) $ -
MOLD 00-00-000,00-00-000 $ 4,320.00 $ (4,320.00) $ -
REPAIR MOLD 00-00-000/014 $ 7,469.25 $ (7,469.25) $ -
DCU10C & 20A CARD PULL $ 19,268.50 $ (19,268.50) $ -
TOOLING - MOLDS 00-00-000 COVER & 00-00-000 CLIPS $ 35,470.77 $ (35,470.77) $ -
TOOLING - MOLDS FOR 00-00-000 & -014 (PAR 1406P) $ 29,262.11 $ (29,262.11) $ -
XXX/XXXXXXX - XXX00X (XXX 0000X) $ 37,712.50 $ (37,712.50) $ -
TOOLING ONU SUPPORT BLOCK $ 7,003.76 $ (7,003.76) $ -
DOORSTOP TOOLING MATRIX ONU HOUSING $ 1,724.00 $ (1,724.00) $ -
EJECTOR TOOLING 00-00-000 REV D $ 21,523.07 $ (21,523.07) $ -
20 EA SHELVING UNITS (36X75) $ 1,092.00 $ (1,092.00) $ -
84 CAFETERIA CHAIRS $ 1,065.00 $ (1,065.00) $ -
ACCOUNTING VAULT STORAGE SHELVES $ 757.00 $ (757.00) $ -
CONVEYOR FLOW RACKS $ 7,257.00 $ (7,257.00) $ -
FURNITURE $ 10,488.63 $ (10,488.63) $ -
NETWORK REWIRING $ 116,728.71 $ (116,728.71) $ -
PALLET RACK WAREHOUSE SHELVING $ 8,722.31 $ (8,722.31) $ -
$33,242,126.13 $(18,729,296.2) $14,512,829.93
39 OF 39
SCHEDULE 2.1(E)
REGISTERED TRADE NAMES
-----------------------------------------------------------------------------------------------------------------------------------
TYPE OF APPLICATION FILING REGISTRATION REGISTRATION XXXXX-
XXXX XXXX STATUS NUMBER DATE NUMBER DATE CLASS OWNER NOTES DICTION
-----------------------------------------------------------------------------------------------------------------------------------
DISC*S Trademark US 73/768696 12/12/1988 1591750 4/17/1990 9 Marconi Renewal US
Registered Communications, due
Inc. 4/17/2010
-----------------------------------------------------------------------------------------------------------------------------------
DEEP FIBER Service US 75/340339 8/13/1997 2516009 12/11/2001 42 Marconi Use US
SOLUTIONS Xxxx Registered Communications, Affidavit
Inc. due
12/11/2007
Renewal
due
12/11/2011
-----------------------------------------------------------------------------------------------------------------------------------
ADVANCED Service US 75/421760 1/22/1988 2508333 11/20/2001 37,41,42 Marconi Use US
COPPER Xxxx Registered Communications, Affidavit
SOLUTIONS Inc. due
11/20/2007
Renewal
due
11/20/2011
-----------------------------------------------------------------------------------------------------------------------------------
INTEGRATED Trademark US 75/083350 4/3/1996 2115249 11/25/1997 38 Marconi S. 8 & US
ACCESS Registered Communications 15
SOLUTIONS Inc. Affidavits
filed
11/25/2003
-----------------------------------------------------------------------------------------------------------------------------------
Certain of the trademarks and service marks set forth in this Schedule
2.1(e) are used and registered by certain Affiliates of the Seller in
jurisdictions other than the U.S. and Canada in connection with the
business, as conducted by the Seller's Affiliates, of designing,
developing, manufacturing, marketing and selling to telecommunications
service providers voice, data and video transport systems for copper
and fiber access networks, and the provision of related technical
services, field support services, repair and replacement services and
ongoing maintenance services for such systems. The Seller and its
Affiliates retain all right, title and interest in such registrations
in jurisdictions other than the U.S. and Canada.
28
SCHEDULE 2.2(c)
CERTAIN CUSTOMER CONTRACTS
1. Letter of Agreement Xx. XX0000X-X-00000, dated December 8, 1999,
between BellSouth Telecommunications, Inc. and Marconi Communications
regarding ADSL data solution for DFITL-A (92-116-LOA-5).
2. Letter of Agreement No. R10437G-L-00003, dated August 24, 2000, between
BellSouth Telecommunications, Inc., Marconi Communications Inc. and
Communications Test Design, Inc. (regarding On-Line Supply Program)
(92-116-LOA-8).
3. Letter of Agreement No. PR7246B-A-00009, dated April 15, 2000, between
BellSouth Telecommunications, Inc. and Marconi Communications/RELTEC
Corp. (regarding Universal Services Fund Deployment) (92-116-LOA-9).
4. Letter of Agreement No. PR7246B-A-00011, dated November 15, 2000,
between BellSouth Telecommunications, Inc. and Marconi Communications
Inc. (as amended) (regarding LVD Panel Scrub) (92-116-LOA-11;
92-116-LOA-11-1).
5. Letter of Agreement No. PR7246B-A-00015, dated March 15, 2001, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding Personnel to Expedite Marconi's Platforms into BST's
Network).
6. Letter of Agreement Xx. XX0000X-X-00000, dated November 12, 2001,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding Non Secure File Transfer Protocol) (92-116-LOA-18).
7. Letter of Agreement No. PR7246B-A-00020, dated August 27, 2001, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding MarcView Data Software) (92-116-LOA-20).
8. Letter of Agreement No. PR7246B-A-00021, dated March 26, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding DISC*S ADSL Products Pricing) (92-116-LOA-21).
9. Letter of Agreement No. PR7246B-A-00022, dated April 9, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding SS Restoration and Analysis) (92-116-LOA-22x).
10. Letter of Agreement No. PR7246B-A-00023, dated June 17, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding temporary change in the payment terms) (92-116-LOA-23).
11. Letter of Agreement No. PR7246B-L-00025, dated July 18, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding Orders for Marconi DFITL Equipment) (92-116-LOA-25).
29
12. Letter of Agreement Xx. XX0000X-X-00000, dated September 20, 2002,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding FiberStar EMS Upgrade) (92-116-LOA-27).
13. Letter of Agreement No. PR7246B-L-00028, dated December 11, 2002,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding Third Party Multiplexer Repair Responsibility)
(92-116-LOA-28).
14. Letter of Agreement No. PR7246B-L-00029, dated December 18, 2002,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding Migration to Marconi's QCU602 Plug-In - HECI Code
SBC269Z) (92-116-LOA-29).
15. Letter Purchase Order No. PR7246B-L-00032, dated March 7, 2003, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding MarcView Data FP 2006 v. 4.0 and MarcView Feature Package
Software Support) (92-116-LOA-32).
16. Letter Purchase Order No. PR7246B-L-00033, dated June 10, 2003, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding MarcView Data FP 2006 v. 4.0.4 and new MarcView Data Server
and Client Applications) (92-116-LOA-33).
17. Letter Purchase Order No. PR7246B-L-00034, dated August 7, 2003,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding DISCS*S FITL with Ethernet Management Software
(FiberStar v 2.0)) (92-116-LOA-34).
18. Letter Purchase Order No. NT-2003-13, dated August 11, 2003, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding DISC*S MX ASDL video program) (03-0205-LPO).
19. DISC*S Product Purchase Agreement, dated May 6, 1998, between Marconi
Communications, Inc. (f/k/a RELTEC Communications Inc.) and Telesector
Resources Group, Inc. (Agreement Number C981300PC002) (as amended)
(98-137-PUR; 98-137-PUR-A1; 98-137-PUR-A2; 98-137-PUR-A3;
98-137-PUR-A4).
20. Purchase and Marketing/Technical Trial Agreement (Contract No.
BA19319), dated January 11, 2002, between Telesector Resources Group,
Inc. (d/b/a Verizon Services Group) and Marconi Communications, Inc.
(as amended) (01-289-FTR; 01-289-FTR-A1).
21. Agreement, dated December 30, 1996, between Telesector Resources Group,
Inc. (d/b/a Xxxx Atlantic Network Services) and RELTEC Communications,
Inc. (as amended) (Contract No. BA17824) (96-262-SUP).
22. Agreement for the Purchase of Plug-In Units, dated as of July 1, 1993,
between Ameritech Services, Inc. and RELTEC Corporation (f/k/a Reliance
Comm/Tec Corporation) (Agreement No. RG60293) (as amended) (93-106-GPS;
93-106-GPS-A1).
30
23. General Procurement Agreement Xx. XXXXX00000, dated August 1, 1991,
between US WEST Business Resources, Inc. and Reliance Comm/Tec
Corporation (91-109-GPS).
24. Agreement Regarding RELTEC Corporation's Terms and Conditions of Sale,
dated February 6, 1996, by and between RELTEC Corporation and Camden
Communications One, Inc. (96-281-T&C).
25. General Purchase Agreement, dated September 13, 2001, by and between
Marconi Communications, Inc. and Heritage Technologies, Ltd.
(01-298-GPA).
26. Original Equipment Manufacturer (OEM) Volume Purchase Agreement, dated
April 30, 1995, between Motorola, Inc. (by and through its CableComm
Products Development Group) and Reliance Comm/Tec Corporation
(95-167-OEM).
27. Value Added Reseller Agreement, dated November 24, 1998, between
WireAmerica of Indiana, Inc. and RELTEC Communications Inc. (regarding
sales of GTE digital loop carrier equipment and parts) (98-770-VAR).
28. License and Purchase Agreement, dated as of March 18, 1998, by and
between RELTEC Communications Inc. and RAYCHEM Corporation
(98-174-LIC).
29. Agreement, dated August 24, 1993, by and between Reliance Comm/Tec
Corporation and Tollgrade Communications, Inc. (as amended)
(93-133-TCL; 93-133-TCL-A1).
30. License and Purchase Agreement, dated as of March 23, 1998, by and
between RELTEC Communications Inc. and Xxxxxxx Industries, Ltd.
(98-175-LIC).
31. Master Purchase Agreement No. 96-117-PUR, dated January 1, 1996,
between Century Service Group, Inc. and RELTEC Corporation and the
Amendments to such Agreement (as amended) (96-117-PUR; 96-117-PUR-A1;
96-117-PUR-A2).
32. Laboratory Trial Agreement, dated as of July 31, 1992, by and between
Ameritech Services, Inc. and Reliance Comm/Tec Corporation,
Transmission Systems Division (Agreement #TA00389) (92-102-TST).
33. Consignment Agreement, dated December 20, 1991, by and between US WEST
Business Resources, Inc. and Reliance Comm/Tec. (91-111-CSN).
34. Letter of Agreement (with appended Terms of Agreement), dated November
23, 1999, between Marconi Communications, Inc. and Xxx Communications,
Inc. (99-661-FTR).
35. Agreement for Prime Standard Designation, dated August 13, 1998, by and
between RELTEC Communications Inc. and North Supply Company
(98-637-SPY).
36. Field Trial Agreement for Equipment, dated July 31, 2001, by and
between Marconi Communications, Inc. and Public Utility District No. 1
of Chelan County (01-1005-FTR).
31
37. Field Trial Agreement for Equipment, dated June 12, 2001, by and
between Marconi Communications, Inc. and City of Palo Alto
(01-399-FTR).
38. Marconi's Standard Terms and Conditions for the customers set forth
below.
a. TECO Energy, Inc.
b. En-Touch Systems, Inc.
c. Knology, Inc.
d. VALOR Telecommunications, LLC
e. Futureway Communications, Inc.
f. Allendale Telephone & Data
g. Worldcom
h. AT&T Local Services
i. Concord Telephone and North State Telephone
j. Litestream Technologies
32
SCHEDULE 2.2(f)
OTHER CONTRACTS
1. Settlement Agreement and Mutual Release, dated as of January 23, 2003,
by and between Telect, Inc. and Marconi Communications, Inc.
2. *Electronic Data Interchange Trading Partner Agreement, dated January
15, 2001, by and between North Supply Company and Marconi
Communications, Inc. (00-615-EDI).
33
SCHEDULE 2.4(x)
EXCLUDED LABORATORY AND OTHER EQUIPMENT
TEST EQUIPMENT AS OF 11/30/03
DEPT ID FA# LIFE CL ACQ DATE TAG# SERIAL# ASSET DESCRIPTION
------- ------ ---- -- ---------- ----- ------------------ --------------------------------------------------
2E+05 20686 20 30 07/31/2000 25981 01509007PA240A 10000 BTU SPOT COOLING UNIT
2E+05 20687 20 30 07/31/2000 25982 X4-250906 100 BTU A/C UNIT
2E+05 70017 7 50 07/01/1992 21731 000000000000648915 HP 4934A XXXX UNIT
2E+05 70018 5 50 07/01/1992 T-9/SX TEST HEAD
2E+05 70019 7 50 07/01/1992 T-9/SX TEST HEAD
2E+05 70020 7 50 07/01/1992 T-9/SX TEST HEAD
2E+05 70021 7 50 07/01/1992 T-9/SX TEST HEAD
2E+05 70022 5 50 07/01/1993 22179 DATA I/O PROGRAMMER
2E+05 70023 5 50 04/30/1994 22346 EB12785 POWERSTATION 570
2E+05 70027 5 50 09/30/1995 22576 26-10429 RISC6000 COMPUTER SYSTEM
2E+05 70029 5 50 03/31/1996 22637 KA551HYPRS ARTS RACK MOUNT XL5100
2E+05 70030 5 50 04/30/1997 23103 NONE DISC*S LAB EQUIPMENT FOR MITS TESTING
2E+05 70031 5 50 01/31/1997 NONE REGRESSION LAB TEST RACK
2E+05 70032 5 50 07/31/1997 23104 MS70242606937 IBM E30 RISC PLATFORM
2E+05 70034 5 50 06/30/1997 23103 NONE DISC*S LAB EQUIP FOR MITS TEST
2E+05 71388 5 50 07/31/1997 23373 TEST SET T9SX
2E+05 76838 5 50 06/30/1997 23366 TEST SET MONFRIG
2E+05 76840 5 50 04/30/1997 23367 TEST SET T2000
2E+05 76841 5 50 09/30/1997 23400 TEST SET NT ARTS
2E+05 76842 7 50 11/30/1998 23747 MITS 2400 BAUD MODEM TESTER
2E+05 95743 10 60 04/30/1998 23586 000000000072854376 LCD PROJECTOR PROSCREEN
2E+05 96155 10 60 07/31/1998 23912 KB025457701601 ELECTRIC 16" PUNCH MODEL 111PM HIGH PRODUCTION
2E+05 96156 10 60 07/31/1998 23913 KB055907300001 16" ELECTRIC TABLE-TOP BINDER--MODEL 110EB
2E+05 96938 10 60 02/28/1999 24427 U018155 THERMAL PRINTER RIMAGE PERFECT IMAGE
2E+05 96939 10 60 02/28/1999 24428 CD202128 CD DUPLICATOR MEDIA FORM CD4004
2E+05 90012 7 61 07/01/1992 21761 AR91310361 PANASONIC TV
2E+05 95556 7 61 03/31/1998 23189 KN719BWA30 SERVER PRIORIS XL FOR REGRESSION TEST
34
DEPT ID FA# LIFE CL ACQ DATE TAG# SERIAL# ASSET DESCRIPTION
------- ------ ---- -- ---------- ----- ------------------ --------------------------------------------------
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2E+05 96153 7 61 07/31/1998 23593 SG8261106H PLOTTER--HP DESIGNJET450C C4715A
2E+05 96745 7 61 12/31/1998 24308 N12273 APPLIED MICROSYSTEMS 68000P
2E+05 96926 7 61 02/28/1999 24425 849F3CA5 ENTERPRISE 250 SERVER
2E+05 99253 7 61 11/26/1999 25293 000000000000093962 RISC 6000 PLATFORM MODEL 140
2E+05 99305 7 61 11/26/1999 25296 SUBSCRIBER LOOP ANALYZER 965DSP-A
2E+05 99566 7 61 02/25/2000 25589 10-00357 IBM RISC 6000 PC SERVER
2E+05 100722 7 61 08/31/2000 26118 HAKO 703 REWORK STATION
2E+05 100723 7 61 08/31/2000 26119 HAKO 852 REWORK STATION
2E+05 100724 7 61 08/31/2000 26120 9912-612 SCIENSCOPE
2E+05 102152 7 61 03/31/2001 26829 000000000009935931 T-800 TEST HEAD CONTROLLER
2E+05 102832 7 61 08/31/2001 26117 DL41781 WIRELINE SIMULATOR DLS400HN
2E+05 102833 7 61 08/31/2001 27022 FORE EQUIP ADSL SYSTEM IN TSD LAB
2E+05 102834 7 61 08/31/2001 27023 000000000003537467 LANTRONIX TERMINAL SERVER 16-PORT RACK MOUNTED
2E+05 102835 7 61 08/31/2001 NONE PART# 4111310L2 MITS CARD FROM STOCK
2E+05 102836 7 61 08/31/2001 NONE NONE REELS OF CABLES FOR CABLE FARM
2E+05 90026 3 62 01/31/1994 22297 C312629 PRINTER
2E+05 90029 3 62 06/30/1995 22502 000040001984500922 LAPTOP PC
2E+05 90035 3 62 08/31/1996 22807 1S264050A78 D8162 LAPTOP PC
2E+05 90038 3 62 08/31/1996 22808 78A3276 LAPTOP PC
2E+05 90040 3 62 10/31/1996 22899 000000000000213959 PENTIUM PC
2E+05 90043 3 62 01/01/1997 22936 628CD02DE438 MONITOR 17"
2E+05 90045 3 62 01/01/1997 22938 624CD02DH496 MONITOR 17"
2E+05 90046 3 62 01/01/1997 22939 626CD02D0968 MONITOR 17"
2E+05 90047 3 62 01/01/1997 22932 A636HYR1Q901 PC COMPAQ PRESARIO
2E+05 90049 3 62 01/01/1997 22934 A634HYR1H889 PC COMPAQ PRESARIO
2E+05 90050 3 62 01/01/1997 22935 6629HYR1G478 PC COMPAQ PRESARIO
2E+05 90053 3 62 01/31/1997 22942 M464100648 MONITOR 20"
2E+05 90054 3 62 01/31/1997 22943 M464100649 MONITOR 20"
2E+05 90055 3 62 03/31/1997 23027 Q564621177 MONITOR VIEWSONIC 21"
2E+05 90059 3 62 02/28/1997 22944 000000000000214229 PENTIUM PC
2E+05 90062 3 62 05/31/1997 22995 Q570534286 MONITOR 21"
2E+05 90071 3 62 10/31/1997 23301 Q772325610 MONITOR 21" VIEWSONIC
2E+05 90072 3 62 10/31/1997 23298 Q772325628 MONITOR 21" VIEWSONIC
2E+05 90073 3 62 10/31/1997 23297 000000000000215382 PENTIUM PC
2E+05 90074 3 62 10/31/1997 23299 Q772122718 MONITOR VIEWSONIC 21"
35
DEPT ID FA# LIFE CL ACQ DATE TAG# SERIAL# ASSET DESCRIPTION
------- ------ ---- -- ---------- ----- ------------------ --------------------------------------------------
2E+05 90078 3 62 10/31/1997 23230 Q772325343 MONITOR VIEWSONIC
2E+05 90079 3 62 10/31/1997 23229 000000000000215569 PENTIUM PC
2E+05 90081 3 62 03/31/1997 23030 J963406173 MONITOR MAG INNOVISION
2E+05 90082 3 62 03/31/1997 23031 J970268358 MONITOR MAG INNOVISION
2E+05 90084 3 62 01/31/1997 22954 000000000000214175 PENTIUM PC
2E+05 90085 3 62 01/31/1997 22955 000000000000214176 PENTIUM PC
2E+05 95812 3 62 05/31/1998 23673 7Y01128EA MONITOR NEC E500 15"
2E+05 95813 3 62 05/31/1998 23674 S7823831DE MONITOR NEC E1100 21"
2E+05 95868 3 62 05/31/1998 23668 JL73694515 MONITOR VIEWSONIC G771
2E+05 95869 3 62 05/31/1998 23670 JL73694715 MONITOR VIEWSONIC G771
2E+05 95870 3 62 05/31/1998 23672 JL73697838 MONITOR VIEWSONIC G771
2E+05 95871 3 62 05/31/1998 23667 US80300504 PC HP VECTRA D5605
2E+05 95873 3 62 05/31/1998 23671 US80300448 PC HP VECTRA D5605
2E+05 96194 3 62 07/31/1998 23917 BQK811C08352 IMPRESSION 15" MONITOR
2E+05 96927 3 62 02/28/1999 24426 9844KC0577 MONITOR 17" SUN
2E+05 97626 3 62 03/31/1999 23920 US80413113 PC D5632N
2E+05 97627 3 62 03/31/1999 23592 000000000000007414 HP VECTRA PC D5607
2E+05 98251 3 62 08/27/1999 24853 W78WA LAPTOP PC DELL INSPIRON 7000
2E+05 98252 3 62 08/27/1999 24854 540-858-56 LAPTOP PC DELL INSPIRON 7000
2E+05 99252 3 62 11/26/1999 25300 U35ZM DELL LAPTOP LATTITUDE PC - XXX XXXXXXXXX
2E+05 99272 3 62 11/26/1999 25299 5U72Y DELL SERVER PC POWEREDGE 1300
2E+05 99306 3 62 11/26/1999 25297 W6Q0Y DELL LAPTOP PC INSPIRON 7000
2E+05 99307 3 62 11/26/1999 25295 H5RN0 DELL LATTITUDE LAPTOP PC XXXX XXXXXX
2E+05 99308 3 62 11/26/1999 25298 H5RFR DELL LATTITUDE LAPTOP PC XXX XXXXX
2E+05 99309 3 62 11/26/1999 25294 WMBYK DELL LATTITUDE LAPTOP PC XXXXX XXXXX
2E+05 99565 3 62 02/25/2000 25588 23-FLFRG MONITOR IBM P72
2E+05 99598 3 62 02/25/2000 25582 80CVI DELL PC DESKTOP PIII
2E+05 99599 3 62 02/25/2000 25587 80D01 DELL PC DESKTOP PIII
2E+05 99600 3 62 02/25/2000 25584 000000000002735915 MONITOR 21" DELL P1110
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2E+05 99602 3 62 02/25/2000 25573 9IC7Z PC DELL DESKTOP GXI (XXXX XXXXXX)
2E+05 99603 3 62 02/25/2000 25574 9171RB1G7BA9 MONITOR 00" XXXX X0000 (XXXX XXXXXX)
2E+05 99604 3 62 02/25/2000 25575 9171RB1G7AA9 MONITOR 21" DELL P1110 (XXXX XXXXX)
2E+05 99605 3 62 02/25/2000 25576 91Z7A DELL PC DESKTOP GXI (XXXX XXXXX)
2E+05 99884 3 62 03/31/2000 25633 DELL P1110 20" MONITOR XXXX XXXXXXX
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36
DEPT ID FA# LIFE CL ACQ DATE TAG# SERIAL# ASSET DESCRIPTION
------- ------ ---- -- ---------- ----- ------------------ --------------------------------------------------
2E+05 99886 3 62 03/31/2000 25880 000000000002723603 DELL P1110 20" MONITOR XXXX XXXXXXX
2E+05 99887 3 62 03/31/2000 25581 76BU1 DELL DESKTOP PC FOR XXXXXX XXXXXX
2E+05 100047 3 62 05/26/2000 25775 H31XI DELL DESKTOP PC P111/MT (XXXXX XXXXX)
2E+05 100048 3 62 05/26/2000 25776 H31XU DELL DESKTOP PC P111/MT (XXXX X'XXXXXX)
2E+05 100049 3 62 05/26/2000 25777 47741-01P-0WJP DELL MONITOR TRINTRON 19" (XXXX X'XXXXXX)
2E+05 100050 3 62 05/26/2000 00000 XXXXXX DELL MONITOR TRINITRON 19" (XXXXX XXXXX)
2E+05 100052 3 62 05/26/2000 25578 000000000008176335 MONITOR DELL P991FD TRINITRON 19" (XXXXXX XXXXXXX)
2E+05 100053 3 62 05/26/2000 25579 G53BR DELL DESKTOP PC P111 FOR (XXXXXX XXXXXXX)
2E+05 100055 3 62 05/26/2000 25585 000000000002792669 DELL 21" MONITOR P1110 (XXXXXX XXXXXXX)
2E+05 100056 3 62 05/26/2000 25583 G4IP2 DELL DESKTOP PC P111 (XXXXXX XXXXXXX)
2E+05 100393 3 62 06/30/2000 25745 USCC147846 HP LASERJET PRINTER 4050TN
2E+05 100394 3 62 06/30/2000 25748 4ANLW DELL PC OPTIPLEX CX1110
2E+05 100395 3 62 06/30/2000 25749 47743-043-1KTZ DELL MONITOR 20" ULTRASCAN
2E+05 100396 3 62 06/30/2000 25747 4ANLQ DELL PC OPTIPLEX CK1110
2E+05 100397 3 62 06/30/2000 25750 47743-043-1WY6 DELL MONITOR 20" ULTRASCAN P1110
2E+05 100398 3 62 06/30/2000 25755 4ANLU DELL PC OPTIPLEX CX1110
2E+05 100399 3 62 06/30/2000 25753 47743-043-1LGQ DELL MONITOR 20" ULTRASCAN P1110
2E+05 100400 3 62 06/30/2000 25754 4ANLY DELL PC OPTIPLEX CX1110
2E+05 100401 3 62 06/30/2000 25752 47743-043-1KTX DELL MONITOR 20" ULTRASCAN P1110
2E+05 100402 3 62 06/30/2000 25746 4ANLZ DELL PC OPTIPLEX CX1110
2E+05 100403 3 62 06/30/2000 25751 47743-043-1KTY DELL MONITOR 20" ULTRASCAN P1110
2E+05 100539 3 62 07/31/2000 25850 6TUF9 DELL LATITUDE CSx LAPTOP
2E+05 100547 3 62 07/31/2000 26039 47741-04Q-50HW DELL P991 19" FD TINITRON MONITOR
2E+05 100548 3 62 07/31/2000 25947 CCSK00B DELL OptiPLEX GX1 PC - (XXXXX XXXXXX)
2E+05 100588 3 62 07/31/2000 25844 C8SD10B DELL PowerEdge 1300 Server
2E+05 100646 3 62 08/31/2000 26041 47801-06T-B0HN DELL 19" M990 MONITOR
2E+05 100761 3 62 10/31/2000 25938 VR59L DELL LATITUDE CPi LAPTOP
2E+05 101055 3 62 10/31/2000 26030 8P7G40B DELL OPTIPLEX GX110 PC
2E+05 101056 3 62 10/31/2000 26031 47741-06T-40TM DELL P991 19" MONITOR
2E+05 101262 3 62 11/30/2000 32 PORT 100 MEGABIT FAST ETHERNET CARD
2E+05 101477 3 62 12/31/2000 26311 1SHG401 DELL PC OPTIPLEX GX110
2E+05 101478 3 62 12/31/2000 26623 3SHG401 DELL PC OPTIPLEX GX110
2E+05 101479 3 62 12/31/2000 26622 A5010P DELL 19" MONITOR P991
2E+05 101480 3 62 12/31/2000 26624 47742-0A5-010R DELL 19" MONITOR P991
2E+05 101481 3 62 12/31/2000 26625 05010Q DELL 19" MONITOR
2E+05 101620 3 62 02/28/2001 26313 4VBJ501 DELL OPTIPLEX GX110 PC : XXXXX XXX
37
DEPT ID FA# LIFE CL ACQ DATE TAG# SERIAL# ASSET DESCRIPTION
------- ------ ---- -- ---------- ------- ------------------ --------------------------------------------------
2E+05 101621 3 62 02/28/2001 26317 47743-09Q-5ZS9 DELL ULTRASCAN P1110 21" MONITOR: XXXXX XXX
2E+05 101670 3 62 02/28/2001 25945 WR0182LGHOE APPLE 21" STUDIO DISPLAY MONITOR: XXXXXXX XXXXXXX
2E+05 101671 3 62 02/28/2001 25852 5WJ810B DELL OPTIPLEX GX110 PC : XXXXXXX XXXXXXX
2E+05 101672 3 62 02/28/2001 25946 47743-05B-2JCK DELL P1110 21" MONITOR : XXXXXXX XXXXXXX
2E+05 102153 3 62 03/31/2001 26828 79WHB01 DELL LATITUDE CPx LAPTOP
2E+05 102409 3 62 05/31/2001 25842 FFJ300B DELL OPTIPLEX GX1: XXXX XXXXXX-KREITMEYER
2E+05 102410 3 62 05/31/2001 26913 47741-03E-2EA8 DELL P991 19" MONITOR: XXXX XXXXXX-KREITMEYER
2E+05 102411 3 62 05/31/2001 26914 47741-03E-2985 DELL P991 19" MONITOR: XXXXXX XXXXXX
2E+05 102423 3 62 05/31/2001 26315 GS2M301 DELL OPTIPLEX GX110 PC: XXXXXX XXXXXX
2E+05 102424 3 62 05/31/2001 26316 47741-096-50TS DELL ULTRASCAN P991 19" MONITOR: XXXXXX XXXXXX
2E+05 102817 3 62 08/31/2001 27010 GC72M01 DELL LATITUDE C600 LAPTOP
2E+05 103369 3 62 06/30/2002 27108 000000000000786065 HP PAVILLION XH535 NOTEBOOK - Xxxx Xxxxxx
2E+05 103977 3 62 06/30/2001 OPN5041 CRBVC01 DELL GX110 OPTIPLEX
2E+05 103979 3 62 12/31/1999 25286 8MAXG DELL PRECISION 410 PC - XXX XXXXX 3/2003
2E+05 103980 3 62 12/31/1999 25281 8MAX9 DELL PRECISION 420 - XXX XXXXX 3/2003
2E+05 103986 3 62 10/31/1996 22851 JPCF115071 PRINTER HP COLOR LASERJET 5
2E+05 90000 5 63 07/01/1989 20203 2725A91399 H.P. 7550A GRAPHICS PLOTTER
2E+05 90007 5 63 07/01/1992 21749 CEV11560163 MITS 8100 PC FOR TEST WORKSTATION
2E+05 90009 5 63 07/01/1992 T8100 PC WORKSTATION
2E+05 90010 5 63 07/01/1992 T8100 PC WORKSTATION
2E+05 90011 5 63 07/01/1992 T8100 PC WORKSTATION
2E+05 90022 5 63 01/25/1994 22200 7401HDJ50986 PORTABLE PC
2E+05 90028 5 63 03/08/1995 22439 000000000000147467 HP SCANJET II
2E+05 90034 5 63 01/31/1996 22606 N152402QXA DEC ALPHASERVER
2E+05 95737 5 63 04/30/1998 23428 US80203188 PENTIUM PC HP VECTRA
2E+05 95738 5 63 04/30/1998 23585 TW73911532 LAPTOP PC HP OMNIBOOK
2E+05 95740 5 63 04/30/1998 23584 TW73912682 LAPTOP PC HP OMNIBOOK
2E+05 95741 5 63 04/30/1998 23590 SUS73817209 PENTIUM PC VECTRA
2E+05 95742 5 63 04/30/1998 23587 SUS80316895 PENTIUM PC VECTRA VE4
2E+05 95745 5 63 04/30/1998 23589 000000000000007422 PC PENTIUM
2E+05 95769 5 63 05/31/1998 23377 Q772325623 VIEWSONIC 21" G810 MONITOR
2E+05 95770 5 63 05/31/1998 23349 000000000000215384 PENTIUM PC P5/200 MMX
2E+05 95783 5 63 05/31/1998 23677 TW74612209 HP OMNIBOOK 3000CTX LAPTOP PC
2E+05 95814 5 63 05/31/1998 23675 SXB8075K3BBV POWERMAC PC
2E+05 96146 5 63 07/31/1998 23921 US75108496 PC VECTRA XX0 X0000
2E+05 96147 5 63 07/31/1998 23919 US80613284 PC HP VECTRA VL6 D5729
38
DEPT ID FA# LIFE CL ACQ DATE TAG# SERIAL# ASSET DESCRIPTION
------- ------ ---- -- ---------- ----- ------------------ --------------------------------------------------
2E+05 96148 5 63 07/31/1998 23591 US80613345 PC HP VECTRA XX0 X0000
2E+05 96164 5 63 07/31/1998 23915 21TOB5J8048U80 NETSERVER/8 V.34
2E+05 96183 5 63 07/31/1998 23793 TW 75210127 HP OMNIBOOK 3000CTX LAPTOP PC
2E+05 96184 5 63 07/31/1998 23910 TW 75210034 HP F1392A OMNIBOOK LAPTOP PC
2E+05 96191 5 63 07/31/1998 23909 5G81367838 VIEWSONIC Q71 .28 1280X1024
2E+05 96192 5 63 07/31/1998 23911 US81719864 HPD5729N VECTRA VLZMT PC
2E+05 96193 5 63 07/31/1998 23916 US81719515 HPD5729N VECTRA VLZMT PC
2E+05 96210 5 63 07/31/1998 23914 US81350998 HP KAYAK AX P2-300 PC
2E+05 96380 5 63 09/30/1998 23918 US82000336 HP SERVER NTSRV LC PII
2E+05 96496 5 63 10/31/1998 23830 TW75211764 LAPTOP PC HP OMNIBOOK HP1392A
2E+05 96498 5 63 10/31/1998 23678 66-C4979 MONITOR 20" IBM P200
2E+05 96499 5 63 10/31/1998 23679 000000000001020923 SERVER PC IBM F40 RS6000
2E+05 96516 5 63 10/31/1998 24217 US88016142 PRINTER HP LASERJET 8000DN
2E+05 96764 5 63 12/31/1998 24219 TW80310548 LAPTOP
2E+05 98253 5 63 08/27/1999 24855 1CNGG PC SERVER DELL POWEREDGE 2300
2E+05 101669 5 63 02/28/2001 25944 XB0161DZHSG POWER MAC G4 : XXXXXXX XXXXXXX
2E+05 102189 5 63 03/31/2001 26844 S702510F707D RS6000 COMPUTER SYSTEM
2E+05 103002 5 63 11/29/2001 26830 117H5DFC SUN MICROSYSTEM ENTERPRISE 250 SERVER
2E+05 103348 5 63 05/31/2002 26844 00F707D SIX 256MB MEMORY CARDS UPGRADE TO ASSET# 26844
39
SCHEDULE 2.5(g)
ASSUMED PROCEEDINGS
1. All of the matters set forth on Schedule 4.11(a) under the heading
"Customer Disputes" other than Items 7 , 8, 10 and 13.
2. Items 5 and 7 set forth on Schedule 4.11(b) under the heading "Supplier
Disputes".
40
SCHEDULE 3.2(g)
CALCULATION PRINCIPLES
The Calculation Principles shall be as follows:
1. No account shall be taken of the effects of the change of ownership
contemplated by the Agreement.
2. No account shall be taken of the costs of the Purchaser, AFCNA, the
Seller, the Parent or Marconi IP in relation to the Agreement
(including the costs of preparation, review, audit and delivery of the
Statement of Working Capital nor any costs relating to any
determination by the Accounting Firm).
3. No account shall be taken of events occurring after the date of
delivery of the Statement of Working Capital or 90 days following the
Closing Date, whichever is the earlier.
4. Income tax assets and liabilities will not be included in the Statement
of Working Capital.
5. There shall be no accrual for any redundancy, restructuring costs or
asset impairment write-downs arising from any restructuring programs
initiated after the date of the Agreement.
6. Reserves against Accounts Receivable shall be determined by reserving
100% of all Accounts Receivable more than 180 days past due as of the
date of the Statement of Working Capital. All other reserves against
Accounts Receivable, including reserves against Accounts Receivables
that appear to be slow moving, that are subject to customer disputes
and that relate to customers whose ability to pay is questionable,
shall be determined in a manner consistent with past practices of the
Access Business.
7. Inventory
(a) The Access Business shall continue to carry out cycle counts
of Inventory at the Bedford Facility prior to the Closing Date
in accordance with normal procedures. The Purchaser and the
Purchaser's independent auditors shall have the right to
observe such cycle counts if practical. The Seller shall use
its reasonable best efforts under the terms of its agreement
with Jabil to obtain a separate confirmation of raw material
Inventory held at Jabil's facility in Guadalajara, Mexico at
Closing, including the right for the Purchaser and the
Purchaser's independent auditors to attend any physical counts
of such Inventory. The composition of the Inventory so
determined shall be used in valuing the Inventory as at the
Closing Date for the purpose of the Statement of Working
Capital. If the Seller is not able to obtain a separate
confirmation of raw material Inventory held at Jabil's
facility in Guadalajara, Mexico, then the reserve described in
Item 7(c)(iii) below shall be used for the purpose of the
Statement of Working Capital.
(b) Inventory will be valued at Standard Cost less reserves as
determined pursuant to Item 7(c) below. "Standard Cost" is
defined as standard cost (calculated in a manner consistent
with past practices of the Access Business), based on the
standards applied by the Seller to the Access Business as of
the close of business on the Business Day immediately
preceding the Closing. Until the Closing Working Capital is
deemed final pursuant to Section 3.2 of the Agreement, the
Purchaser shall use all reasonable efforts to ensure that
appropriate records are maintained in relation to the
determination of the Inventory valuation.
(c) Inventory reserves shall be calculated solely in accordance
with the following principles:
41
i. The reserve for excess Inventory shall equal the
amount of Inventory on hand exceeding nine months'
demand. The reserve for obsolete Inventory shall
equal the amount of Inventory for which there is no
evidence of demand. For purposes of this Item
7(c)(i), demand shall be determined based on the
forecast for demand provided to the Purchaser in an
update letter dated October 28, 2003.
ii. The reserve for Inventory that is in the process of
being repaired or refurnished at the service center
of the Access Business shall equal 80% of Standard
Cost for such Inventory.
iii. Subject to an adjustment based on the confirmation of
raw material Inventory held by Jabil described in
Item 7(a) above, the reserve for Inventory held by
Jabil on account of the Access Business shall equal
90% of Standard Cost for such Inventory.
iv. No reserve will be held for in-transit Inventory from
suppliers.
v. The reserve for Inventory sent to customers for field
trials and Inventory used for engineering evaluations
shall equal 100% of Standard Cost for such Inventory.
vi. The reserves for Inventory shrinkage and differences
in standard costs and current purchase costs shall be
determined in a manner consistent with past practices
of the Access Business.
vii. The reserve for lower of cost or market shall be
determined in a manner consistent with past practices
of the Access Business.
viii. The Statement of Working Capital shall take into
account any necessary reserves for sales returns as
of the Closing. Such reserves shall be calculated in
a manner consistent with past practices of the Access
Business.
ix. There shall be no reserves for Inventory other than
as specified above.
8. In calculating the Closing Working Capital, no account shall
be made of any of the following items as related to the Access
Business: (a) net property, plant & equipment, (b) Bedford
building sale differential, (c) general warranty items, (d)
post-retirement medical benefits, (e) the cash balance
retirement plan, (f) pension liabilities and (g) benefits
under the Seller Benefit Plans providing medical, dental,
vision and prescription drug benefits.
9. A straight-line amortization schedule based on the actual
number of days elapsed shall be used to determine the amount
of the Prepaids for purposes of the Closing Working Capital.
10. Amounts included in the Accrued Compensation and Benefits
liability for payroll, bonuses and accrued vacation pay shall
each be determined in a manner consistent with past practices
of the Access Business.
42
SCHEDULE 4.3(a)
SELLER GOVERNMENTAL CONSENTS
None.
43
SCHEDULE 4.3(b)
SELLER OTHER CONSENTS
1. In order for the Global Security Interest (as defined in Schedules 4.7
and 4.13(a)) on the Assets to be released at the Closing, the Parent is
required to fulfill certain requirements set forth in the Indentures.
2. The Board of Directors of the Parent will adopt resolutions determining
that the Seller and Marconi IP are receiving from the Purchaser an
amount of consideration that is at least equal to the "Fair Market
Value" (as defined in the Senior Indenture and the Junior Indenture
referenced below) of the Assets at the time of the Closing, and such
resolutions will be set forth in an Officer's Certificate (as defined
in the Senior Indenture and the Junior Indenture) delivered to the
Trustee within five (5) London Business Days (as defined in the Senior
Indenture and the Junior Indenture) following the Closing, as required
by (a) the Indenture, dated May 19, 2003, between Marconi Corporation
plc, the Initial Guarantors named therein and Law Debenture Trust
Company of New York with respect to certain Guaranteed Senior Secured
Notes due 2008 (the "Senior Indenture") and (b) the Indenture, dated
May 19, 2003, between Marconi Corporation plc, the Initial Guarantors
named therein and Law Debenture Trust Company of New York with respect
to certain Guaranteed Junior Secured Notes due 2008 (the "Junior
Indenture").
The Contracts set forth below require the consent of the counterparty in order
to be assigned from the Seller to the Purchaser. Please note that the Contracts
marked with an asterisk (*) are Shared Contracts (requiring the consent of the
counterparty in order to assign the Access Portion).
Customer Contracts.
1. * Agreement No. PR-6804-A, dated July 31, 1992, between BellSouth
Telecommunications, Inc. and Reliance Comm/Tec Corporation,
Transmission Systems Division (as amended) (92-116-GPS).
2. Letter of Agreement No. PR7246B-A-00005, dated December 8, 1999,
between BellSouth Telecommunications, Inc. and Marconi Communications
regarding ADSL data solution for DFITL-A (92-116-LOA-5).
3. * Letter of Agreement No. PR-7246B-A-00006, CEV, dated March 13, 2000,
between BellSouth Telecommunications, Inc. and Marconi Communications
Inc. (regarding CEV Turnkey Services) (92-116-LOA-6).
4. Letter of Agreement No. R10437G-L-00003, dated August 24, 2000, between
BellSouth Telecommunications, Inc., Marconi Communications Inc. and
Communications Test Design, Inc. (regarding On-Line Supply Program)
(92-116-LOA-8).
5. Letter of Agreement No. PR7246B-A-00009, dated April 15, 2000, between
BellSouth Telecommunications, Inc. and Marconi Communications/RELTEC
Corp. (regarding Universal Services Fund Deployment) (92-116-LOA-9).
6. Letter of Agreement No. PR7246B-A-00011, dated November 15, 2000,
between BellSouth Telecommunications, Inc. and Marconi Communications
Inc. (as amended) (regarding LVD Panel Scrub) (92-116-LOA-11;
92-116-LOA-11-1).
7. Letter of Agreement No. PR7246B-A-00015, dated March 15, 2001, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding Personnel to Expedite Marconi's Platforms into BST's
Network).
44
8. Letter of Agreement Xx. XX0000X-X-00000, dated November 12, 2001,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding Non Secure File Transfer Protocol) (92-116-LOA-18).
9. Letter of Agreement No. PR7246B-A-00020, dated August 27, 2001, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding MarcView Data Software) (92-116-LOA-20).
10. Letter of Agreement No. PR7246B-A-00021, dated March 26, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding DISC*S ADSL Products Pricing) (92-116-LOA-21).
11. Letter of Agreement No. PR7246B-A-00022, dated April 9, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding SS Restoration and Analysis) (92-116-LOA-22x).
12. Letter of Agreement No. PR7246B-A-00023, dated June 17, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding temporary change in the payment terms) (92-116-LOA-23).
13. Letter of Agreement No. PR7246B-L-00025, dated July 18, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding Orders for Marconi DFITL Equipment) (92-116-LOA-25).
14. Letter of Agreement No. PR7246B-A-00027, dated September 20, 2002,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding FiberStar EMS Upgrade) (92-116-LOA-27).
15. Letter of Agreement No. PR7246B-L-00028, dated December 11, 2002,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding Third Party Multiplexer Repair Responsibility)
(92-116-LOA-28).
16. Letter of Agreement No. PR7246B-L-00029, dated December 18, 2002,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding Migration to Marconi's QCU602 Plug-In - HECI Code
SBC269Z) (92-116-LOA-29).
17. Letter Purchase Order No. PR7246B-L-00032, dated March 7, 2003, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding MarcView Data FP 2006 v. 4.0 and MarcView Feature Package
Software Support) (92-116-LOA-32).
18. Letter Purchase Order No. PR7246B-L-00033, dated June 10, 2003, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding MarcView Data FP 2006 v. 4.0.4 and new MarcView Data Server
and Client Applications) (92-116-LOA-33).
19. Letter Purchase Order No. PR7246B-L-00034, dated August 7, 2003,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding DISCS*S FITL with Ethernet Management Software
(FiberStar v 2.0)) (92-116-LOA-34).
20. Letter Purchase Order No. NT-2003-13, dated August 11, 2003, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding DISC*S MX ASDL video program) (03-0205-LPO).
45
21. * Product Purchase Agreement (Contract Number 999999-93-03), dated
August 11, 1993, by and between Marconi Communications, Inc. and
Telesector Resources Group, Inc. (as amended) (93-101-GPA).
22. DISC*S Product Purchase Agreement, dated May 6, 1998, between Marconi
Communications, Inc. (f/k/a RELTEC Communications Inc.) and Telesector
Resources Group, Inc. (Agreement Number C981300PC002) (as amended)
(98-137-PUR; 98-137-PUR-A1; 98-137-PUR-A2; 98-137-PUR-A3;
98-137-PUR-A4).
23. Purchase and Marketing/Technical Trial Agreement (Contract No.
BA19319), dated January 11, 2002, between Telesector Resources Group,
Inc. (d/b/a Verizon Services Group) and Marconi Communications, Inc.
(as amended) (01-289-FTR; 01-289-FTR-A1).
24. * Lab Test Agreement, dated March 27, 2000, between Telesector
Resources Group (d/b/a Xxxx Atlantic Network Services) and Marconi
Communications, Inc. (00-128-OTH).
25. Agreement, dated December 30, 1996, between Telesector Resources Group,
Inc. (d/b/a Xxxx Atlantic Network Services) and RELTEC Communications,
Inc. (as amended) (Contract No. BA17824) (96-262-SUP).
26. Agreement for the Purchase of Plug-In Units, dated as of July 1, 1993,
between Ameritech Services, Inc. and RELTEC Corporation (f/k/a Reliance
Comm/Tec Corporation) (Agreement No. RG60293) (as amended) (93-106-GPS;
93-106-GPS-A1).
27. * General Agreement, dated July 7, 1992, between Southwestern Xxxx
Telephone Company and Reliance Comm/Tec Corporation (Contract No.
CO412M1) (92-114-GPS).
28. * Consignment Agreement, dated December 20, 1991, by and between US
WEST Business Resources, Inc. and Reliance Comm/Tec. (91-111-CSN).
29. General Procurement Agreement Xx. XXXXX00000, dated August 1, 1991,
between US WEST Business Resources, Inc. and Reliance Comm/Tec
Corporation (91-109-GPS).
30. * Agreement, dated July 1, 1998, by and between Marconi Communications,
Inc. (f/k/a RELTEC Communications Inc.) and North Supply Company (as
amended) (98-132-VAR; 98-132-VAR-A1; 98-132-VAR-A2; 98-132-VAR-A3).
31. * System Purchase Agreement, dated as of October 29, 2001, by and
between Grande Communications, Inc. and Marconi Communications, Inc.
(01-355-PUR) (as amended by the Letter Agreement, dated December 16,
2002, between Grande Communications, Inc. and Marconi Communications,
Inc.).
32. Agreement Regarding RELTEC Corporation's Terms and Conditions of Sale,
dated February 6, 1996, by and between RELTEC Corporation and Camden
Communications One, Inc. (96-281-T&C).
33. * Letter of Purchase (and RELTEC Terms and Conditions of Sale), dated
June 3, 1998, between RELTEC Communications, Inc. and The City of
Gainesville (d/b/a Gainesville Regional Utilities) (98-340-T&C).
34. General Purchase Agreement, dated September 13, 2001, by and between
Marconi Communications, Inc. and Heritage Technologies, Ltd.
(01-298-GPA).
46
35. * OEM/Distributor Agreement, dated October 14, 1997, by and between
Siemens Information & Communications Networks, Inc. (f/k/a Siemens
Telecom Networks) and Marconi Communications, Inc. (f/k/a RELTEC
Corporation) (as amended) (97-339-OEM; 97-339-OEM-A1; 97-339-OEM-A2;
97-339-OEM-A3; 97-339-OEM-A4).
36. * Purchase and Product Agreement, dated May 4, 1993, by and between The
Southern New England Telephone Company and Reliance Comm/Tec
Corporation. (Agreement Number PP93001NT) (93-132-GPA).
37. * Letter of Confirmation, dated December 31, 2000, between Marconi
Communications, Inc. and Telia AB; Letter of Understanding, dated
December 4, 2000, between Marconi Communications, Inc. and Skanova
Networks AB (f/k/a Telia AB) (00-619-OTH).
38. Original Equipment Manufacturer (OEM) Volume Purchase Agreement, dated
April 30, 1995, between Motorola, Inc. (by and through its CableComm
Products Development Group) and Reliance Comm/Tec Corporation
(95-167-OEM).
39. * Master Purchase Agreement, dated January 21, 1993, between Teleport
Communications Group, Inc. and Reliance Comm/Tec Corporation
(93-134-GPA).
40. Value Added Reseller Agreement, dated November 24, 1998, between
WireAmerica of Indiana, Inc. and RELTEC Communications Inc. (regarding
sales of GTE digital loop carrier equipment and parts) (98-770-VAR).
41. Marconi's Standard Terms and Conditions for the customers set forth
below.
a. TECO Energy, Inc.
b. En-Touch Systems, Inc.
c. Knology, Inc.
d. VALOR Telecommunications, LLC
e. Futureway Communications, Inc.
f. Allendale Telephone & Data
g. Worldcom
h. AT&T Local Services
i. Concord Telephone and North State Telephone
j. Litestream Technologies
42. * Standard General Conditions, dated February 2, 2000, between Marconi
Communications, Inc. and City of Sturgis (99-307-SVC).
43. Master Purchase Agreement No. 96-117-PUR, dated January 1, 1996,
between Century Service Group, Inc. and RELTEC Corporation and the
Amendments to such Agreement (as amended) (96-117-PUR; 96-117-PUR-A1;
96-117-PUR-A2).
44. License and Purchase Agreement, dated as of March 18, 1998, by and
between RELTEC Communications Inc. and RAYCHEM Corporation
(98-174-LIC).
45. Agreement, dated August 24, 1993, by and between Reliance Comm/Tec
Corporation and Tollgrade Communications, Inc. (as amended)
(93-133-TCL; 93-133-TCL-A1).
47
46. License and Purchase Agreement, dated as of March 23, 1998, by and
between RELTEC Communications Inc. and Xxxxxxx Industries, Ltd.
(98-175-LIC).
Distributor Contracts.
1. * General Distributor Agreement, dated September 1, 1998, by and
between RELTEC Communications, Inc. and ALLTEL Supply, Inc.
(98-306-DST).
2. * General Distributor Agreement, dated May 1, 1998, by and between
RELTEC Communications Inc. and Anicom, Inc. (98-307-DST).
3. * General Distributor Agreement, dated May 1, 1998, by and between
Marconi Communications, Inc. and Anixter, Inc. (98-549-DST).
4. * On-Line Supply Equipment Purchase & Services Agreement, dated August
25, 2000, between Marconi Communications, Inc. and Communications Test
Design, Inc. (as amended) (00-371-PUR).
5. * General Distributor Agreement, dated May 1, 1998, by and between
RELTEC Communications Inc. and CSSA (as amended) (98-311-DST).
6. * General Distributor Agreement, dated May 1, 1998, by and between
RELTEC Communications Inc. and Dakota Electric Supply Co. (as amended)
(98-312-DST).
7. * General Distributor Agreement, dated May 1, 1998, between RELTEC
Communications Inc. and Power & Telephone Supply Company, Inc. (as
amended) (98-319-DST).
8. * General Distributor Agreement, dated May 1, 1998, by and between
RELTEC Communications Inc. and Xxxxxx & Associates, Inc. (as amended).
9. * Agreement, dated July 1, 1998, by and between RELTEC Communications,
Inc. and North Supply Company (as amended).
10. * Graybar Electronic Company (sales through standard terms and
conditions).
Vendor Contracts.
1. Manufacturing Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc. (This Contract will not be transferred to the
Purchaser at the Closing.)
2. Repair Services Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc. (This Contract will not be transferred to the
Purchaser at the Closing.)
3. Access Transition Agreement, dated May 2, 2003, between Marconi
Communications, Inc. and Jabil Circuit, Inc. (This Contract will not be
transferred to the Purchaser at the Closing. The Seller has not made
available to the Purchaser a true and complete copy of this Contract.)
48
4. U.S. Bedford Rationalization Agreement, dated August 28, 2002, between
Marconi Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi SUD SpA and Jabil Circuit, Inc. (as
amended by the First Amendment to the U.S. Bedford Rationalization
Agreement, dated October 7, 2003). (This Contract will not be
transferred to the Purchaser at the Closing.)
5. Arbitration Agreement, dated January 11, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi SUD SpA,
Marconi Communications GmbH, Marconi Communications Real Estate GmbH,
Marconi Communications, Inc. and Jabil Circuit, Inc.
6. Development Agreement, dated December 13, 2000, by and between Marconi
Communications, Inc. and HCL Technologies Limited (00-286-DEV).
7. * Master Agreement for Operations Systems Modifications for the
Integration of Network Elements, dated December 31, 1992, by and
between Reliance Comm/Tec Corporation and Xxxx Research, Inc. (n/k/a
Telcordia Technologies Inc.), as amended (includes various Internal
Technical Analysis Services Orders) (92-112-SVC).
8. Professional Services Agreement, dated October 31, 2000, by and between
Marconi Communications, Inc. and Wind River Systems, Inc. (00-506-DEV).
9. Letter of Agreement, dated December 5, 2002, between Marconi
Communications, Inc. and SANMINA-SCI Corporation.
10. Document Services Agreement, dated August 23, 1999, by and between
Marconi Communications, Inc. and Xerox Corporation, as amended
(99-554-SVC; 99-554-SVC-A1).
11. Contract Labor Agreement, dated September 6, 2002, by and between
Marconi Communications, Inc. and Matrix Resources, as amended
(02-0943-IND; 02-0943-IND-A1).
12. Hardware Purchase Agreement, dated April 9, 1997, by and between RELTEC
Corporation and Lucent Technologies Inc. (97-310-PUR).
13. Actel Corporation Terms and Conditions (not dated).
14. Services Agreement, dated November 10, 2000, between Oracle Corporation
and Marconi Communications, Inc. (as amended) (00-524-CON).
15. Master Consulting Services Agreement, dated March 15, 2000, between
Marconi Communications, Inc. and Viewlogic Systems, Inc.
16. Master Agreement for the Provision of IT and Project Services, dated
May 23, 2003, between CSC, Marconi Corporation plc and Marconi
Communications Limited (and all ancillary agreements thereto relating
to the provision of services to the Access Business including those
agreements relating to the provision of services by British
Telecommunications PLC), the sale of the Access Business to Purchaser
would result in a reduction of the benefits that CSC must currently
provide to Marconi Corporation plc and Marconi Communications Limited.
(This Contract is a Group Contract which will not be transferred to the
Purchaser at the Closing. The Seller has not made available to the
Purchaser a true and complete copy of this Contract.)
17. * Contract Labor Agreement, dated September 30, 2002, by and between
Marconi Communications, Inc. and Comforce Telecom, Inc.
49
Intellectual Property Licenses.
1. License Agreement, dated January 1, 2001, by and between Marconi
Corporation plc and Lucent Technologies GRL Corp. (also listed at Item
1 of Schedule 1.1D). (This Contract is a Group Contract which will not
be transferred to the Purchaser at the Closing. The Seller has not made
available to the Purchaser a true and complete copy of this Contract.)
2. License Agreement, dated April 1, 2002, by and between Marconi
Corporation plc and Alcatel (also listed at Item 2 of Schedule 1.1D).
(This Contract is a Group Contract which will not be transferred to the
Purchaser at the Closing. The Seller has not made available to the
Purchaser a true and complete copy of this Contract.)
3. License Agreement, dated January 1, 2000, by and between Marconi
Corporation plc and IBM Corp. (also listed at Item 4 of Schedule 1.1D).
(This Contract is a Group Contract which will not be transferred to the
Purchaser at the Closing. The Seller has not made available to the
Purchaser a true and complete copy of this Contract.)
4. Patent License Agreement, effective as of January 1, 1989, Reliance
Comm/Tec Corporation and American Telephone and Telegraph Company
(89-102-LIC).
5. Sublicense Agreement, dated as of November 26, 1986, by and between
Ameritech Services, Inc. and R-TEC Systems.
6. Patent Sublicense Agreement, dated October 1, 1987, by and between
Reliance Comm/Tec Corporation and Pacific Xxxx.
7. Patent Sublicense Agreement, dated October 3, 1988, between US WEST
Business Resources, Inc. (on behalf of The Mountain States Telephone
and Telegraph Company, Northwestern Xxxx Telephone Company) and
Reliance Comm/Tec Corporation, R-TEC Systems Division.
8. Patent License Agreement, dated March 31, 2000, by and between Marconi
Corporation plc and Lucent Technologies GRL Corporation (00-183-TCL).
9. Terms and Conditions of Purchase & Use, dated April 29, 1999, by and
between Agile Software Corporation and RELTEC Communications, Inc., as
amended (99-239-LIC; 99-239-LIC-A1); Terms and Conditions of Product
Support Purchase & Use, dated April 29, 1999, by and between Agile
Software Corporation and RELTEC Communications, Inc. (99-239-LIC);
Terms and Conditions of Professional Services Purchase & Use, dated
April 29, 1999, by and between Agile Software Corporation and RELTEC
Communications, Inc. (99-239-LIC).
10. Software License Agreement, dated September 28, 1998, by and between
RELTEC Communications Inc. and Cadence Design Systems, Inc., as amended
(98-493-LIC; 98-493-LIC-A1); Software Maintenance Agreement, dated
September 28, 1998, by and between RELTEC Communications Inc. and
Cadence Design Systems, Inc. (98-493-LIC-A1).
11. IONA ISV Orbix Development and Runtime License Agreement, dated May 26,
2000, by and between Marconi Communications, Inc. and IONA Technologies
Inc., as amended (99-642-SWL; 99-642-SWL-A1).
50
12. Customer Agreement, dated June 19, 1997, RELTEC Corporation and Mentor
Graphics Corporation, as amended (97-340-LIC; 97-340-LIC-A1); Software
Flow Term License Addendum to Customer Agreement, effective as of
December 31, 1999, by and between Marconi Communications, Inc. and
Mentor Graphics Corporation.
13. Software Production License Agreement, effective as of June 30, 1998,
by and between RELTEC Corporation and Mentor Graphics, through its
Microtec division (98-516-LIC).
14. * Customer Agreement for Licensed Products, dated August 31, 1999,
between Marconi Communications, Inc. and Parametric Technology
Corporation.
15. Master License Agreement, dated March 31, 1997, by and between RELTEC
Corporation and Pure Atria Corporation (97-349-LIC).
16. Software License Agreement for Demonstration Product Development, dated
January 8, 2002, by and between Marconi Communications, Inc. and
RADVision Inc. (01-1555-SWL).
17. * Software License Agreement, dated December 24, 1998, by and between
RELTEC Communications, Inc. and Integrated Systems, Inc. (n/k/a Wind
River Systems), as amended (98-609-LIC).
18. License Agreement for Bellcore EACAT Software, dated January, 19, 1994,
by and between Reliance Comm/Tec, Transmission Systems Group and Xxxx
Communications Research, Inc. (94-106-LIC).
19. Agreement, dated April 13, 1999, by and between RELTEC Communications,
Inc. and Hitachi Semiconductor (America) Inc. (98-630-LIC).
20. Run-Time Library Licensing Agreement, dated March 5, 1997, by and
between RELTEC Corporation (RTEC Systems Division) and DSET Corporation
(96-278-LIC).
21. Shrink-Wrap Product License Agreement with Rational Software
Corporation.
22. VAR Master Agreement, dated December 31, 1999, by and between Marconi
Communications, Inc. and Objectivity, Inc. (99-686-VAR).
23. Master License Agreement for Proprietary Software (Berkeley DB), dated
December 9, 2002, between Sleepycat Software, Inc. and Marconi
Communications, Inc.
24. Ansys, Inc. Software License Agreement, dated January 1, 1998, between
Ansys, Inc., Reltec (as licensee) and DRD Corporation (as distributor).
25. * Software License Agreement, dated as of December 23, 1998, by and
between Trillium Digital Systems, Inc. and Marconi Communications
S.P.A.
26. Software License Agreement with ELANIX, Inc.
27. License Agreement with Statware, Incorporated.
28. Software Program License Agreement, dated October 16, 1997, by and
between Flomerics Incorporated and RELTEC.
51
29. 2002 Term with Re-Mix Addendum to Customer Agreement No. MA4153, dated
January 30, 2003, between Marconi Communications, Inc. and Mentor
Graphics Corporation.
30. License Agreement for Nucleus Software, dated May 26, 1998, between
Accelerated Technology, Inc. and RELTEC Communications Inc.
31. Altera Program License Subscription Agreement with Altera Corporation.
32. License Agreement with Actel Corporation.
33. License Agreement with Lattice Semiconductor Corporation.
34. Software Production License Agreement, dated June 30, 2003, between
Mentor Graphics Corporation and Marconi Communications, Inc.
(03-0564-SWL).
35. License Agreement, dated September 9, 2003, between Mapusoft
Technologies, LLC and Marconi Communications, Inc.
36. Master Software License Agreement with Viewlogic Systems, Inc.;
Software Maintenance Agreement Addendum with Viewlogic Systems, Inc.
37. OrCad License Agreement.
38. License Agreement, dated August 6, 2003, by and between Marconi
Communications, Inc. and BellSouth Corporation.
39. * Pricing Agreement, dated March 28, 2002, by and between Marconi
Communications, Inc. and Parametric Technology Corporation
(02-0221-SWL).
40. OEM Software License Agreement, dated January 23, 2001, by and between
AdventNet, Inc. and Marconi Communications, Inc. (00-101-SWL).
41. Temporary Software License Agreement for AT Software, dated July 10,
2003, between Marconi Communications, Inc. and Mentor Graphics
Corporation (Agreement No. ML06633).
42. Express Logic, Inc. ThreadX* Evaluation Agreement, dated May 22, 2003,
between Express Logic, Inc. and Marconi Communications, Inc.
43. Express Logic, Inc. NetX* Evaluation Agreement, dated May 22, 2003,
between Express Logic, Inc. and Marconi Communications, Inc.
Other Contracts.
1. Citicorp Del-Lease, dated September 27, 2000, by and between Citicorp
Del Lease, Inc. and Marconi Communications, Inc.
2. * Electronic Data Interchange Trading Partner Agreement, dated June 1,
1992, by and between US WEST Business Resources, Inc. and Reliance
Comm/Tec Corporation and its subsidiaries Lorain Products, Network
Services Division, Reliable Electric, and Transmission Systems Group
(R-TEC Systems) (as amended) (92-117-EDI).
52
3. * Electronic Data Interchange Trading Partner Agreement, dated December
1, 1998, between Ameritech Services, Inc. and RELTEC Communications
(98-218-EDI).
4. *Electronic Data Interchange Trading Partner Agreement, dated January
15, 2001, by and between North Supply Company and Marconi
Communications, Inc. (00-615-EDI).
53
SCHEDULE 4.4(a)
MANAGEMENT ACCOUNTS
STATEMENT OF ASSETS & LIABILITIES TO BE TRANSFERRED -
MARCONI ACCESS BALANCE SHEET
$ thousands
SEP-03
NORMALIZED
----------
*Net accounts receivable 15,679
- Gross Trade Receivables 16,035
- Bad Debt Reserve (356)
*Inventories 7,526
*Receivables from suppliers 299
*Prepaids 338
Net PP&E 13,336
--------
TOTAL ASSETS $ 37,178
*Net accounts payable 9,995
*Accrued compensation and benefits 2,737
- Medical Benefits 400
- Vacation 1,674
- AIP -
- Incentives 663
*Warranty - General 2,835
*Warranty - Specific 4,638
- FP3075 1,242
- ECU/MDS Scrub 300
- QCU60C Recall 2,696
- SPU3 400
*Other current liabilities 868
- F/A Inventory Reserve 0
- CTDI Accrual 258
-Personal Property Taxes 438
- Sales & Use Tax Audits/Franchise Taxes 172
--------
TOTAL LIABILITIES $ 21,073
--------
WORKING CAPITAL $ 5,604
54
STATEMENT OF OPERATING PROFIT -
MARCONI ACCESS INCOME STATEMENT
$ thousands
FY03 (1) F04 H1 (2)
-------- ----------
Revenue 147,165 88,881
Growth - %
COGS 123,836 57,147
% of revenue 84.1% 64.3%
Net plant costs 9,779 7,453
% of revenue 6.6% 8.4%
Gross profit 13,551 24,281
Margin - % 9.2% 27.3%
Operating Expenses
R&D 24,212 10,262
% of revenue 16.5% 11.5%
Sales & Marketing 12,190 7,305
% of revenue 8.3% 8.2%
G&A [b] 3,237 1,286
% of revenue 2.2% 1.4%
Total Operating Expenses 39,639 18,853
% of revenue 26.9% 21.2%
Other operating income (expense) 967 (170)
% of revenue 0.7% (0.2%)
Operating Income (25,121) 5,258
Operating margin - % (17.1%) 5.9%
(1) Fiscal year ended 3/31/03
(2) 6 months ended 9/30/03
55
SCHEDULE 4.4(b)
DEVIATIONS FROM UK GAAP
1. The Management Accounts do not include (A) normal recurring year-end
adjustments that have not been and will not be material in amount or
(B) applicable footnotes.
2. With respect to the reserve for fixed asset inventory to book physical
adjustment, a complete physical inventory of fixed assets was initiated
in June 2003 as part of the normal course of operations. At that time,
a reserve was established for the net book value of assets not found in
the inventory. The balance of this reserve as of September 30, 2003
represents the estimated amount to true up the ledger to the physical
inventory. The true up process is expected to be completed by December
2003.
3. The statement of operating profit for the fiscal year ended March 31,
2003 has been adjusted to include pricing for Access Business purchases
from the OPPS Business that reflects the pricing provided to other
customers of the OPPS Business and is consistent with pricing included
in the General Purchase Agreement between the Purchaser and the OPPS
Business.
4. The statement of operating profit for the fiscal year ended March 31,
2003 has been adjusted to include the following costs associated with
the Access Business that were not previously recorded on the books and
records of Access: sales, marketing, supply chain and central
(including tax, legal, treasury, cash management and risk management).
5. The statements of operating profit for the fiscal year ended March 31,
2003 and the six months ended September 30, 2003 do not include any
cost related to the RELTEC Corporation Retirement Plan.
6. The statements of operating profit for the fiscal year ended March 31,
2003 and for the six months ended September 30, 2003 reflect current
service costs for the Marconi USA Employees' Retirement Plan.
7. The statement of operating profit for the fiscal year ended March 31,
2003 and for the six months ended September 30, 2003 do not include any
cost related to the Marconi Catastrophic Medical Program (including the
retiree medical portion of such program) under the Marconi Total
Rewards Plan.
8. The Management Accounts do not include any adjustments related to
Marconi's acquisition of RELTEC, which included the Access Business.
56
SCHEDULE 4.4(c)
ASSETS AND LIABILITIES
Royalty payments due under the Global Patent Licenses have been accounted for by
Marconi Communications, Inc. and certain Affiliates of Marconi Communications,
Inc. but have not been separately allocated to the Access Business or the Other
Businesses.
57
SCHEDULE 4.5
NO OTHER ASSUMED LIABILITIES
None.
58
SCHEDULE 4.6
NO ADVERSE EFFECTS OR CHANGES
None.
59
SCHEDULE 4.7(a)
TITLE TO ASSETS
The Assets are subject to the Liens set forth below.
1. The Assets are subject to a global security interest (the
"Global Security Interest") relating to the Indentures.
(a) The Global Security Interest was created under certain
security agreements, including (i) the Security Agreement,
dated as of May 19, 2003, between Marconi Communications, Inc.
(as pledgor) and The Law Debenture Trust Corporation p.l.c.
(as secured party), and (ii) the Security Agreement, dated as
of May 19, 2003, between Marconi Intellectual Property
(Ringfence) Inc. (as pledgor) and The Law Debenture Trust
Corporation p.l.c. (as secured party).
(b) The Global Security Interest is evidenced by the UCC financing
statements set forth below:
i. File No. 3127555-4, filed on May 19, 2003 with the
Delaware Department of State, UCC Filing Section
(debtor is Marconi Communications, Inc.; secured
party is The Law Debenture Trust Corporation p.l.c.).
ii. File No. 3127516-6, filed on May 19, 2003 with the
Delaware Department of State, UCC Filing Section
(debtor is Marconi Intellectual Property (Ringfence,
Inc.); secured party is The Law Debenture Trust
Corporation p.l.c.).
2. Citicorp Del Lease, Inc. leases certain personal property to Marconi
Communications, Inc. pursuant to the Citicorp Del-Lease, dated
September 27, 2000, by and between Citicorp Del Lease, Inc. and Marconi
Communications, Inc. Citicorp Del Lease, Inc. recorded its security
interest in the leased personal property in the following UCC financing
statement: File No. 00-00626646, filed on November 14, 2000 with the
Delaware Department of State, UCC Filing Section (debtor is Marconi
Communications, Inc.; secured party is Citicorp Del Lease, Inc.). This
security interest will continue after the Closing.
3. The license agreements set forth at Items 1, 2 and 4 of Schedule 1.1D
are incorporated herein by reference.
4. The license agreements set forth in the "Inter-Company Licenses of
Intellectual Property" section of Schedule 4.13(d) are incorporated
herein by reference.
60
SCHEDULE 4.7(b)
AFFILIATE OWNERSHIP OF ASSETS
1. Items 1, 2 and 4 of Schedule 1.1D are incorporated herein by reference.
2. Schedule 4.14(a)(vi) is incorporated herein by reference.
3. Item 17 of Schedule 4.14(a)(xiv) is incorporated herein by reference.
4. The Intellectual Property that is the subject of the Cross License
Agreement and the Alcatel Sublicense and Lucent Sublicense Agreements.
5. The assets, including information technology assets, that are used to
provide administrative or support services (including accounting,
audit, tax, payroll, financial reporting, legal, human resources, sales
and marketing, communications, public relations, strategy and finance,
benefits, real estate, procurement/supply chain services, environmental
services and risk management services) to the Access Business and at
least one Affiliate of the Seller (or business unit thereof).
6. Both the MX technology of the Access Business and the presently used
Accesshub technology are based on the MAT14 technology, which MAT14
technology is being retained by Seller's Affiliates, subject to the
Cross License Agreement (except as set forth in Schedule 1.1A).
7. Schedule 4.8 is incorporated herein by reference.
61
SCHEDULE 4.8
ACCESS BUSINESS ASSETS
Each item set forth below constitutes an exception to the representations and
warranties set forth in Section 4.8 of the Agreement.
1. The assets or Contracts, or any right, title or interest therein,
described in Sections 2.4(b), (g), (j), (m), (u), (v) and (w).
2. Other than as provided in the Transition Services Agreement, the
information technology services rendered by CSC and British
Telecommunications, Inc. pursuant to the CSC Outsourcing Arrangement.
3. The services to be provided by the Seller and its Affiliates to the
Purchaser under the Transition Services Agreement.
4. The Intellectual Property that is the subject of the Cross License
Agreement, the Alcatel Sublicense and Lucent Sublicense Agreements.
5. The Marcview service xxxx.
6. The Group Contracts, except for the Shared Contracts.
7. The goods and services to be supplied by the Seller to the Purchaser
under the Supply Agreements.
8. Schedule 4.7(b) is incorporated herein by reference (excluding Items 1
through 4 of Schedule 4.14(a)(vi) and Items 5 and 6 thereto to the
extent that the agreements listed at such items pertain to intellectual
property matters).
9. Items 1 and 2 set forth in the "Contracts pursuant to which the Seller
or one of its Affiliates is the lender" section of Schedule
4.14(a)(iii) are incorporated herein by reference.
10. Items 1, 2, 3 and 4 of Schedule 4.14(a)(iv) are incorporated herein by
reference.
11. From time to time the Seller engages certain outside counsel and other
professional advisors for the benefit of the Access Business.
12. Xxxx Xxxxx provides management oversight for the Access Business.
62
SCHEDULE 4.9(a)
REAL PROPERTY
The roof at the Bedford Facility needs repair and or replacement with an
estimated cost of $500,000.
63
SCHEDULE 4.10(a)
MATERIAL OWNED PERSONAL PROPERTY
The attached table (entitled "Fixed Asset Listing for Access Systems Group by
Class/In Descending $ Order Within Class, Excluding CSC Assets, as of
10/31/2003") is incorporated herein by reference. The CSC Assets consist of
those assets currently owned by CSC International Systems Management Inc. or
British Telecommunications PLC set forth on Exhibit 6 of the Transition Services
Agreement that are being transferred to the Purchaser pursuant to the Transition
Services Agreement.
64
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
----------------------------------------------------------------------------------------------------------------
50 70917 0 160140 01/01/1987 1447 COIL WINDING MACHINE NO 4 @ GLOBAL ELECTRONICS
50 70923 0 160140 01/01/1987 1448 COIL WINDING MACHINE NO 13 @ GLOBAL ELECTRONICS
50 70811 0 160220 01/07/1991 2401 ENVIRONMENTAL CHAMBER CONTROLLER
50 70812 0 160220 01/07/1991 2402 ENVIRONMENTAL CHAMBER CONTROLLER
50 70813 0 160220 01/07/1991 2403 ENVIRONMENTAL CHAMBER CONTROLLER
63 91218 0 160220 01/07/1991 10001 XXXX TEST SET
63 91219 0 160220 01/07/1991 10002 XXXX TEST SET
50 70891 0 160501 01/01/1987 10165 RESIST. CAP DEADE BOX
50 70392 0 160220 01/01/1987 15280 DECADE BOX RESISTOR
50 70918 0 160140 01/01/1987 16260 COIL WINDING MACHINE NO 6 @ GLOBAL ELECTRONICS
50 70969 0 160140 01/01/1987 17136 40005 IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINGTON TX
50 70915 0 160140 01/01/1987 17165 COIL WINDING MACHINE NO 1 @ GLOBAL ELECTRONICS
50 70922 0 160140 01/01/1987 17169 COIL WINDING MACHINE NO 15 @ GLOBAL ELECTRONICS
50 70924 0 160140 01/01/1987 17170 COIL WINDING MACHINE NO 14 @ GLOBAL ELECTRONICS
50 70926 0 160140 01/01/1987 17292 357 WINDER @ GLOBAL ELECTRONICS, XXXXXXXXX, XX 00000
50 70927 0 160140 01/01/1987 17293 345 WINDER @ GLOBAL ELECTRONICS, XXXXXXXXX, XX, 00000
50 70934 0 160140 01/01/1987 17295 41083 IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINTON TX.
50 70936 0 160140 01/01/1987 17297 40093 IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINGTON TX
50 70720 0 160220 01/07/1989 20025 2814A00801 HP 1615A LOGIC ANALYZER
50 70711 0 160140 01/07/1988 20063 SLC COMMON EQUIPMENT
50 70712 0 160140 01/07/1989 20063 SLC COMMON EQUIPMENT UPGRADE
50 70713 0 160140 01/07/1988 20064 SLC COMMON EQUIPMENT
50 70730 0 160140 01/07/1989 20067 TEST FIXTURE 00-000-00
50 70731 0 160140 01/07/1989 20068 TEST FIXTURE 00-000-00
50 70727 0 160140 01/07/1989 20070 TEST FIXTURE 00-000-00 (@ SANMINA MEXICO
50 70728 0 160140 01/07/1989 20072 TEST FIXTURE 00-000-00
50 70729 0 160140 01/07/1989 20073 TEST FIXTURE 00-000-00
50 70724 0 160140 01/07/1989 20075 TEST FIXTURE 41-008.60 (@ JABIL BEDFORD)
50 70725 0 160140 01/07/1989 20077 TEST FIXTURE 00-000-00/83
50 70733 0 160140 01/07/1989 20079 TEST FIXTURE 41-008-61-SPU (@ JABIL BEDFORD)
50 70734 0 160140 01/07/1989 20080 TEST FIXTURE 00-000-00 AT SANMINA-MEXICO
50 70766 0 160140 01/07/1989 20233 B021734 XXXXXXXXX 0000X XXXXXXXXXXXX
50 70760 0 160220 07/07/1989 20240 2230B028924 TEKTRONIX 2230 100MHZ DIGITAL SCOPE
50 70560 0 160220 01/01/1987 20296 0000000000 PCM TERMINAL TEST SET
50 70565 0 160140 01/01/1987 20303 2437A10099 TRANSMISSION IMPAIRMENT SET (XXXX)
50 70594 0 160220 01/01/1987 20479 2512A19009 FUNCTION GENERATOR
50 70597 0 160220 01/01/1987 20514 8510736 ESD TEST SYSTEM
50 70599 0 160220 01/01/1987 20524 SUBSCRIBER SLC 96 SYSTEM
50 70598 0 160220 01/01/1987 20525 CENTRAL OFFICE SLC 96 SYSTEM
50 70602 0 160140 01/01/1987 20531 B029026 OSCILLOSCOPE W/CART
50 70664 0 160140 01/01/1987 20671 TEST FIXTURE 00-000-00 AT SANMINA-MEXICO
50 70665 0 160140 01/01/1987 20672 TEST FIXTURE 00-000-00
50 70675 0 160140 01/01/1987 20683 TEST FIXTURE 00-000-00/30
50 70676 0 160140 01/01/1987 20699 0989-PH SOLDER MACHINE @ GLOBAL ELECTRONICS, ARLINGTON, TX
50 70684 0 160140 01/01/1987 20756 TEST FIXTURE 00-000-00 (@JABIL BEDFORD)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
-------------------------------------------------------------------------------------------------
COIL WINDING MACHINE NO 4 @ GLOBAL ELECTRONICS $ 2,837.00 $ (2,837.00) $ -
COIL WINDING MACHINE NO 13 @ GLOBAL ELECTRONICS $ 2,621.00 $ (2,621.00) $ -
ENVIRONMENTAL CHAMBER CONTROLLER $ 5,220.20 $ (5,220.20) $ -
ENVIRONMENTAL CHAMBER CONTROLLER $ 5,220.20 $ (5,220.20) $ -
ENVIRONMENTAL CHAMBER CONTROLLER $ 5,220.20 $ (5,220.20) $ -
XXXX TEST SET $ 4,442.65 $ (4,442.65) $ -
XXXX TEST SET $ 4,442.65 $ (4,442.65) $ -
RESIST. CAP DEADE BOX $ 241.00 $ (241.00) $ -
DECADE BOX RESISTOR $ 65.00 $ (65.00) $ -
COIL WINDING MACHINE NO 6 @ GLOBAL ELECTRONICS $ 3,276.00 $ (3,276.00) $ -
IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINGTON TX $ 432.00 $ (432.00) $ -
COIL WINDING MACHINE NO 1 @ GLOBAL ELECTRONICS $ 4,176.00 $ (4,176.00) $ -
COIL WINDING MACHINE NO 15 @ GLOBAL ELECTRONICS $ 3,053.00 $ (3,053.00) $ -
COIL WINDING MACHINE NO 14 @ GLOBAL ELECTRONICS $ 4,407.00 $ (4,407.00) $ -
WINDER @ GLOBAL ELECTRONICS, XXXXXXXXX, XX 00000 $ 238.00 $ (238.00) $ -
WINDER @ GLOBAL ELECTRONICS, XXXXXXXXX, XX, 00000 $ 238.00 $ (238.00) $ -
IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINTON TX. $ 533.00 $ (533.00) $ -
IMPEDANCE METER @ GLOBAL ELECTRONICS, ARLINGTON TX $ 533.00 $ (533.00) $ -
HP 1615A LOGIC ANALYZER $ 4,173.00 $ (4,173.00) $ -
SLC COMMON EQUIPMENT $ 160,925.17 $ (160,925.17) $ -
SLC COMMON EQUIPMENT UPGRADE $ 34,882.86 $ (34,882.86) $ -
SLC COMMON EQUIPMENT $ 226,308.63 $ (226,308.63) $ -
TEST FIXTURE 00-000-00 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 00-000-00 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 00-000-00 (@ SANMINA MEXICO $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 00-000-00 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 00-000-00 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008.60 (@ JABIL BEDFORD) $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 00-000-00/83 $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 41-008-61-SPU (@ JABIL BEDFORD) $ 3,493.30 $ (3,493.30) $ -
TEST FIXTURE 00-000-00 AT SANMINA-MEXICO $ 3,493.30 $ (3,493.30) $ -
XXXXXXXXX 0000X XXXXXXXXXXXX $ 8,746.40 $ (8,746.40) $ -
TEKTRONIX 2230 100MHZ DIGITAL SCOPE $ 4,520.14 $ (4,520.14) $ -
PCM TERMINAL TEST SET $ 12,100.00 $ (12,100.00) $ -
TRANSMISSION IMPAIRMENT SET (XXXX) $ 3,420.00 $ (3,420.00) $ -
FUNCTION GENERATOR $ 3,998.00 $ (3,998.00) $ -
ESD TEST SYSTEM $ 6,312.00 $ (6,312.00) $ -
SUBSCRIBER SLC 96 SYSTEM $ 13,308.00 $ (13,308.00) $ -
CENTRAL OFFICE SLC 96 SYSTEM $ 11,107.00 $ (11,107.00) $ -
OSCILLOSCOPE W/CART $ 4,818.00 $ (4,818.00) $ -
TEST FIXTURE 00-000-00 AT SANMINA-MEXICO $ 1,086.00 $ (1,086.00) $ -
TEST FIXTURE 00-000-00 $ 1,110.00 $ (1,110.00) $ -
TEST FIXTURE 00-000-00/30 $ 3,549.00 $ (3,549.00) $ -
SOLDER MACHINE @ GLOBAL ELECTRONICS, ARLINGTON, TX $ 39,735.00 $ (39,735.00) $ -
TEST FIXTURE 00-000-00 (@JABIL BEDFORD) $ 1,280.00 $ (1,280.00) $ -
1 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 70686 0 160140 01/01/1987 20760 TEST FIXTURE 00-000-00 (@ JABIL BEDFORD)
50 70692 0 160220 01/01/1987 20779 2631A00558 PROTOCOL ANALYZER
50 70702 0 160711 01/07/1987 20812 B1000 BICONICAL ANTENNA TEST SET
50 70737 0 160220 01/07/1989 20973 2550G00718 HP 8152A OPTICAL AVERAGE POWER METER
50 70833 0 160140 01/07/1992 20997 TEST SET0260 DAML TEST SET (@ JABIL MEMPHIS) TS260
50 70774 0 160220 01/07/1990 21126 AS08212 CARD ENCODER
50 70790 0 160140 01/07/1990 21175 B-351 DISC*S BURN-IN (@ JABIL MEXICO)
50 70792 0 160140 01/07/1990 21176 B-352 DISC*S BURN-IN (@ JABIL MEXICO)
50 71261 0 160220 01/07/1990 21316 8911012 gigaBERT TRANSMITTER
50 71262 0 160220 01/07/1990 21317 8911013 gigaBERT RECEIVER
50 70793 0 160140 01/07/1991 21502 5000106 TPU BOARD TEST SET (@ JABIL MEXICO)
50 70800 0 160220 01/07/1991 21552 188653 BULK CALL GENERATOR
50 70802 0 160220 01/07/1991 21554 168841 BULK CALL GENERATOR
50 70819 0 160140 01/07/1991 21561 CAL 1505 CHANNEL CARD TEST SET DISC*S (T.S. 1505)
50 70816 0 160140 01/07/1991 21563 CHANNEL CARD TEST SET DISC*S (CAL# 1507)
50 70820 0 160140 01/07/1991 21564 DISC*S CHANNEL CARD TEST SET (@JABIL FLORIDA)
50 70818 0 160140 01/07/1991 21565 SWU BOARD TEST SET (@ JABIL MEMPHIS)
50 70827 0 160140 01/07/1992 21661 OLU MOTHERBOARD/DAUGHTERBOARD TEST SET (JABIL BEDF
50 70837 0 160220 01/07/1992 21698 3049U03512 HP 4934A XXXX
50 70845 0 160140 01/07/1992 21766 UDU BOARD TEST SET (@ JABIL MEMPHIS)
50 71033 0 160220 01/07/1993 21786 200 MHZ OSCILLOSCOPE
50 70982 0 160711 01/07/1993 21798 DIGITAL OSCILLOSCOPE
61 91161 0 160409 01/07/1993 22011 MICROFICHE READER/PRINTER
50 70974 0 160140 01/07/1993 22054 FITL OPU/DTU TEST SET (AT ACT)
50 70989 0 160140 01/07/1993 22086 SONET DISC*S BURN-IN (@ JABIL MEMPHIS)
50 71017 0 160140 01/07/1993 22147 FITL T.S. HDT/ONU PWR CRD
50 75859 0 160140 26/05/2000 22148 CAL TS1571 UPGRADE FITL AM/VSB OIU TEST SET ASSET22148 TS1571
50 71091 0 160140 31/05/1994 22148 CAL TS1571 TEST SET #1571 FITL OIU
50 71011 0 160140 01/07/1993 22150 CAL 1551 DISC*S LIU TEST SET (T.S.# 1551)
50 71006 0 160140 01/07/1993 22151 CAL 1517 FITL CHANNEL CARD T/S - (T.S.# 1517)
50 77110 0 160140 30/11/2002 22152 NONE QCU60E TEST UPGRADE - CAL# TS1516
50 71012 0 160140 01/07/1993 22152 DISC*S CH CARD TEST SET (@ JABIL BEDFORD)
50 71005 0 160140 01/07/1993 22153 CAL 1510 FITL CHANNEL CARD T/S (T.S. 1510)
50 71007 0 160140 01/07/1993 22154 CAL1515 FITL CHANNEL CARD T/S (T.S.# 1515)
50 71035 0 160140 01/01/1994 22155 DISC*S CH CARD T/S (@ JABIL FLORIDA)
50 71036 0 160220 01/01/1994 22156 DISC*S CH CARD T/S (LOCATED AT RAC)
50 77109 0 160140 30/11/2002 22157 CAL 1513 QCU60E TEST UPGRADE (CAL# TS1513) (REF SAP71037)
50 71037 0 160140 01/01/1994 22157 CAL 1513 DISC*S CH CARD T/S (CAL# 1513)
50 71056 0 160140 01/03/1994 22159 DISC*S CONFIG T/S
50 71057 0 160140 01/03/1994 22159 DISC*S CONFIG T/S PC
50 71039 0 160140 01/01/1994 22160 TEST SET# TS252 AML II T/S (TS252)
50 71010 0 160140 01/07/1993 22183 SPU 2 ICT FIXTURE (@ JABIL BEDFORD
50 71042 0 160220 01/01/1994 22186 L0587444 RCL METER
50 71015 0 160140 01/07/1993 22190 ICT FIXTURE RP20/25
50 71020 0 160140 01/07/1993 22191 FITL A SYS TEST
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TEST FIXTURE 00-000-00 (@ JABIL BEDFORD) $ 1,231.00 $ (1,231.00) $ -
PROTOCOL ANALYZER $ 4,350.00 $ (4,350.00) $ -
B1000 BICONICAL ANTENNA TEST SET $ 3,764.35 $ (3,764.35) $ -
HP 8152A OPTICAL AVERAGE POWER METER $ 6,735.65 $ (6,735.65) $ -
DAML TEST SET (@ JABIL MEMPHIS) TS260 $ 41,328.08 $ (41,328.08) $ -
CARD ENCODER $ 18,911.63 $ (18,911.63) $ -
DISC*S BURN-IN (@ JABIL MEXICO) $ 38,663.97 $ (38,663.97) $ -
DISC*S BURN-IN (@ JABIL MEXICO) $ 38,663.97 $ (38,663.97) $ -
gigaBERT TRANSMITTER $ 20,330.00 $ (20,330.00) $ -
gigaBERT RECEIVER $ 17,120.00 $ (17,120.00) $ -
TPU BOARD TEST SET (@ JABIL MEXICO) $ 39,288.07 $ (39,288.07) $ -
BULK CALL GENERATOR $ 2,390.86 $ (2,390.86) $ -
BULK CALL GENERATOR $ 2,390.86 $ (2,390.86) $ -
CHANNEL CARD TEST SET DISC*S (T.S. 1505) $ 20,448.98 $ (20,448.98) $ -
CHANNEL CARD TEST SET DISC*S (CAL# 1507) $ 54,096.64 $ (54,096.64) $ -
DISC*S CHANNEL CARD TEST SET (@JABIL FLORIDA) $ 22,797.03 $ (22,797.03) $ -
SWU BOARD TEST SET (@ JABIL MEMPHIS) $ 19,240.26 $ (19,240.26) $ -
OLU MOTHERBOARD/DAUGHTERBOARD TEST SET (JABIL BEDF $ 73,312.48 $ (73,312.48) $ -
HP 4934A XXXX $ 3,093.62 $ (3,093.62) $ -
UDU BOARD TEST SET (@ JABIL MEMPHIS) $ 38,699.03 $ (38,699.03) $ -
000 XXX XXXXXXXXXXXX $ 9,229.29 $ (9,229.29) $ -
DIGITAL OSCILLOSCOPE $ 17,584.55 $ (17,584.55) $ -
MICROFICHE READER/PRINTER $ 1,942.94 $ (1,942.94) $ -
FITL OPU/DTU TEST SET (AT ACT) $ 45,327.10 $ (45,327.10) $ -
SONET DISC*S BURN-IN (@ JABIL MEMPHIS) $ 27,698.70 $ (27,698.70) $ -
FITL T.S. HDT/ONU PWR CRD $ 33,904.76 $ (33,904.76) $ -
UPGRADE FITL AM/VSB OIU TEST SET ASSET22148 TS1571 $ 12,251.61 $ (5,399.04) $ 6,852.57
TEST SET #1571 FITL OIU $ 27,600.29 $ (27,600.29) $ -
DISC*S LIU TEST SET (T.S.# 1551) $ 29,902.14 $ (29,902.14) $ -
FITL CHANNEL CARD T/S - (T.S.# 1517) $ 31,492.77 $ (31,492.77) $ -
QCU60E TEST UPGRADE - CAL# TS1516 $ 4,519.88 $ (699.71) $ 3,820.17
DISC*S CH CARD TEST SET (@ JABIL BEDFORD) $ 29,095.43 $ (29,095.43) $ -
FITL CHANNEL CARD T/S (T.S. 1510) $ 31,311.50 $ (31,311.50) $ -
FITL CHANNEL CARD T/S (T.S.# 1515) $ 30,192.35 $ (30,192.35) $ -
DISC*S CH CARD T/S (@ JABIL FLORIDA) $ 21,700.76 $ (21,700.76) $ -
DISC*S CH CARD T/S (LOCATED AT RAC) $ 19,542.39 $ (19,542.39) $ -
QCU60E TEST UPGRADE (CAL# TS1513) (REF SAP71037) $ 4,519.88 $ (699.71) $ 3,820.17
DISC*S CH CARD T/S (CAL# 1513) $ 19,472.36 $ (19,472.36) $ -
DISC*S CONFIG T/S $ 24,053.09 $ (24,053.09) $ -
DISC*S CONFIG T/S PC $ 1,698.94 $ (1,698.94) $ -
AML II T/S (TS252) $ 32,962.38 $ (32,962.38) $ -
SPU 2 ICT FIXTURE (@ JABIL BEDFORD $ 12,042.69 $ (12,042.69) $ -
RCL METER $ 2,610.47 $ (2,610.47) $ -
ICT FIXTURE RP20/25 $ 3,591.40 $ (3,591.40) $ -
FITL A SYS TEST $ 24,488.38 $ (24,488.38) $ -
2 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
----------------------------------------------------------------------------------------------------------------------
50 71021 0 160140 01/07/1993 22192 FITL B SYS TEST
50 71046 0 160140 01/01/1994 22219 FITL ICT FIXTURE
50 71045 0 160140 01/01/1994 22222 FITL ICT FIXTURE (@JABIL BEDFORD)
50 71048 0 160140 01/01/1994 22225 FITL ICT FIXTURE
50 71049 0 160140 01/01/1994 22226 FITL ICT FIXTURE (@JABIL BEDFORD)
50 71051 0 160140 01/01/1994 22231 FITL ICT FIXTURE (@JABIL BEDFORD)
50 71061 0 160140 02/05/1994 22251 T/S FITL DTU-2 (@ JABIL MEMPHIS)
62 91292 0 160015 30/04/1994 22283 512895 LABEL PRINTER
50 71065 0 160140 30/06/1994 22313 3013A01023 DISTORTION ANALYZER
62 91280 0 160220 15/06/1994 22322 410F1977 UPGRADE SPARC 1 TO 10
50 71083 0 160220 30/09/1994 22352 6428HHL21551 PC
50 71087 0 160220 31/10/1994 22356 2J151890 MILLING MACH
50 71088 0 160220 31/10/1994 22356 2J151890 MILLING MACHING
63 91300 0 160410 31/10/1994 22360 505510 FOLDER/INSERTER
50 71089 0 160220 31/10/1994 22362 M27128 TESTER OTDR
50 71092 0 160140 31/10/1994 22405 ICT FIXTURE
50 71093 0 160140 31/10/1994 22406 ICT FIXTURE (@JABIL BEDFORD)
50 71094 0 160140 31/10/1994 22408 ICT FIXTURE 00-000-00 DLU3 (@JABIL FLORIDA)
50 71097 0 160140 01/03/1994 22409 TEST SET DIU/FIBERISER (@JABIL FLORIDA) TS1529
50 77111 0 160140 30/11/2002 22411 NONE QCU60E TEST UPGRADE - CAL# TS1518
50 71095 0 160140 01/01/1994 22411 T.S.FITL (@ JABIL BEDFORD)
63 91348 0 160220 31/01/1995 22424 446F1846 SERVER
50 77364 0 160140 31/03/2003 22426 CAL 1533 CPU52A FUNCTIONAL TEST UPGRADE ASSET# 22426 TS1533
50 71107 0 160140 28/02/1995 22426 CAL 1533 TEST SET #1533 TPU4/CPU5 (@ JABIL MEXICO)
50 71104 0 160140 01/01/1995 22428 ICT FIXTURE (@ JABIL BEDFORD)
50 71105 0 160140 01/01/1995 22429 ICT FIXTURE
50 71106 0 160140 01/01/1995 22430 ICT FIXTURE
50 71112 0 160140 15/02/1995 22432 CAL 1552 TEST SET # 1552 DISC*S LIU (T.S.# 1552)
50 71103 0 160140 01/01/1995 22438 B475 BURN-IN UPGRADE (TS 1606) (@JABIL MEXICO)
50 71120 0 160140 17/02/1995 22441 ICT FIXTURE
50 71115 0 160140 02/03/1995 22445 TEST SET #1537 DISC*S AU/MU (@ JABIL FLORIDA)
50 71114 0 160140 26/01/1995 22446 TEST SET #1535 DISC*S SPU/TRU (@ JABIL FLORIDA)
50 71119 0 160140 01/01/1995 22453 TEST SET #1536 SONET MDU (@ JABIL MEMPHIS)
50 71298 0 160140 31/01/1997 22453 NONE MDU TEST SET #1536 UPGRADE (@JABIL MEMPHIS)
50 71134 0 160220 30/06/1995 22501 51867A EMULATOR
50 71125 0 160140 30/06/1995 22506 FS4110830 TEST FIXTURE 00-000-00 DCU30
50 71128 0 160220 21/05/1995 22508 1193455 C.O.SIMULATOR
50 71130 0 160220 21/05/1995 22511 1493924 C.O.SIMULATOR
50 71133 0 160140 30/06/1995 22513 CAL 1506 T.S.UPGRADE #1510 DISC*S CHANNEL CARD (TS1506)
50 71131 0 160220 01/03/1995 22515 5086 ANALYZER - FIREBERD
50 71135 0 160140 30/06/1995 22519 CAL 1535 T.S.UPGRADE (T.S. 1535)
50 71136 0 160140 30/06/1995 22520 T.S.UPGRADE
50 71149 0 160220 31/08/1995 22526 5C30008514 COMPSTATION II
50 71147 0 160140 31/08/1995 22540 ICT FIXTURE
50 71148 0 160140 31/08/1995 22541 ICT FIXTURE (@JABIL BEDFORD)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
FITL B SYS TEST $ 24,488.38 $ (24,488.38) $ -
FITL ICT FIXTURE $ 4,146.46 $ (4,146.46) $ -
FITL ICT FIXTURE (@JABIL BEDFORD) $ 9,387.71 $ (9,387.71) $ -
FITL ICT FIXTURE $ 3,593.23 $ (3,593.23) $ -
FITL ICT FIXTURE (@JABIL BEDFORD) $ 5,558.43 $ (5,558.43) $ -
FITL ICT FIXTURE (@JABIL BEDFORD) $ 2,945.80 $ (2,945.80) $ -
T/S FITL DTU-2 (@ JABIL MEMPHIS) $ 10,165.38 $ (10,165.38) $ -
LABEL PRINTER $ 2,391.44 $ (2,391.44) $ -
DISTORTION ANALYZER $ 5,195.73 $ (5,195.73) $ -
UPGRADE XXXXX 0 TO 10 $ 12,473.48 $ (12,473.48) $ -
PC $ 2,843.00 $ (2,843.00) $ -
MILLING MACH $ 7,063.29 $ (7,063.29) $ -
MILLING MACHING $ 7,063.29 $ (7,063.29) $ -
FOLDER/INSERTER $ 10,510.50 $ (10,510.50) $ -
TESTER OTDR $ 17,206.93 $ (17,206.93) $ -
ICT FIXTURE $ 3,100.63 $ (3,100.63) $ -
ICT FIXTURE (@JABIL BEDFORD) $ 13,781.63 $ (13,781.63) $ -
ICT FIXTURE 00-000-00 DLU3 (@JABIL FLORIDA) $ 2,838.57 $ (2,838.57) $ -
TEST SET DIU/FIBERISER (@JABIL FLORIDA) TS1529 $ 16,970.60 $ (16,970.60) $ -
QCU60E TEST UPGRADE - CAL# TS1518 $ 4,521.24 $ (700.07) $ 3,821.17
T.S.FITL (@ JABIL BEDFORD) $ 14,618.93 $ (14,618.93) $ -
SERVER $ 21,064.44 $ (21,064.44) $ -
CPU52A FUNCTIONAL TEST UPGRADE ASSET# 22426 TS1533 $ 9,850.75 $ (1,525.08) $ 8,325.67
TEST SET #1533 TPU4/CPU5 (@ JABIL MEXICO) $ 70,489.00 $ (70,489.00) $ -
ICT FIXTURE (@ JABIL BEDFORD) $ 2,115.42 $ (2,115.42) $ -
ICT FIXTURE $ 1,909.27 $ (1,909.27) $ -
ICT FIXTURE $ 1,826.97 $ (1,826.97) $ -
TEST SET # 1552 DISC*S LIU (T.S.# 1552) $ 23,100.00 $ (23,100.00) $ -
BURN-IN UPGRADE (TS 1606) (@JABIL MEXICO) $ 21,248.03 $ (21,248.03) $ -
ICT FIXTURE $ 5,991.40 $ (5,991.40) $ -
TEST SET #1537 DISC*S AU/MU (@ JABIL FLORIDA) $ 22,972.11 $ (22,972.11) $ -
TEST SET #1535 DISC*S SPU/TRU (@ JABIL FLORIDA) $ 37,014.24 $ (37,014.24) $ -
TEST SET #1536 SONET MDU (@ JABIL MEMPHIS) $ 48,030.29 $ (48,030.29) $ -
MDU TEST SET #1536 UPGRADE (@JABIL MEMPHIS) $ 11,927.89 $ (11,927.89) $ -
EMULATOR $ 52,357.95 $ (52,357.95) $ -
TEST FIXTURE 00-000-00 DCU30 $ 2,178.53 $ (2,178.53) $ -
C.O.SIMULATOR $ 12,179.68 $ (12,179.68) $ -
C.O.SIMULATOR $ 12,179.69 $ (12,179.69) $ -
T.S.UPGRADE #1510 DISC*S CHANNEL CARD (TS1506) $ 32,938.44 $ (32,938.44) $ -
ANALYZER - FIREBERD $ 15,633.83 $ (15,633.83) $ -
T.S.UPGRADE (T.S. 1535) $ 14,321.31 $ (14,321.31) $ -
T.S.UPGRADE $ 15,182.32 $ (15,182.32) $ -
COMPSTATION II $ 4,890.44 $ (4,890.44) $ -
ICT FIXTURE $ 1,868.93 $ (1,868.93) $ -
ICT FIXTURE (@JABIL BEDFORD) $ 1,970.16 $ (1,970.16) $ -
3 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------
50 71154 0 160140 31/10/1995 22542 TEST SET# TS254 T.S. AML III (TS254)
63 91431 0 160220 31/10/1995 22553 1A25528 SERVER
50 71152 0 160220 30/09/1995 22554 5H28001821 SPARC5 XXX XXXXXXX XXXXX
00 00000 0 160220 15/10/1995 22557 692481 / N80533 EMULATOR 80960CA
50 71164 0 160220 15/10/1995 22558 694287 / N92931 EMULATOR 80960CA
50 71165 0 160220 15/10/1995 22559 707107 / N96195 EMULATOR 80960CA
50 71166 0 160220 15/10/1995 22560 699453 / N95081 EMULATOR 80960CA
50 71167 0 160220 15/10/1995 22561 696098 / N93453 EMULATOR 80960CA
50 71158 0 160220 31/10/1995 22566 7357 FIREBERD 6000A COMMUNICATIONS ANALYZER
50 71159 0 160220 31/10/1995 22567 S7662344 AUTOMATED TEST SYSTEM
50 71160 0 160220 31/10/1995 22568 MONITOR FOR SUN STATION
50 71161 0 160220 31/10/1995 22569 SUN STATION FOR TEST SYSTEM
50 71156 0 160140 31/10/1995 22571 (NONE) ICT FIXTURE TPU3 00-000-00 (@JABIL BEDFORD)
50 71174 0 160140 31/01/1996 22574 ICT FIXTURE TRU2 (@ JABIL FLORIDA)
62 91443 0 160220 31/03/1996 22587 604F0D5B SUN SPARC20 WORKSTATION
62 91442 0 160220 31/03/1996 22589 9544FR1862 MONITOR SUN 17"
63 91436 0 160220 29/02/1996 22602 1B03717 SERVER
50 71178 0 160140 31/01/1996 22607 119142 TEST SET TERADYNE #2
63 91474 0 160220 31/05/1996 22610 9438FC3879 MONITOR - SUN STATION
50 71182 0 160140 29/02/1996 22630 4330001 TEST SET DIGITAL TEST SYSTEM FLUKE 9100FT
50 71193 0 160220 15/05/1996 22633 3001051 RACK MOUNT SS
50 71199 0 160140 30/06/1996 22651 TEST SET ICC/PCU (@ JABIL BEDFORD)
50 71200 0 160140 30/06/1996 22652 CAL TS1618 TEST SET CABLECOMM SYSTEM TEST (TS1618)
50 71191 0 160140 30/04/1996 22653 ICT FIXTURE UDU4 00-000-00 (@ JABIL BEDFORD)
50 71188 0 160140 29/02/1996 22655 ICT FIXTURE DTI 00-000-00 (@ JABIL BEDFORD)
50 71194 0 160220 31/05/1996 22665 US35420617 OSCILLOSCOPE
62 91551 0 160308 31/08/1996 22723 TY62778T6UK PC POWERMAC 7600/120
50 71372 0 160220 01/01/1997 22756 38T96C00516 2-WAY INJECTOR TESTER
50 71373 0 160220 01/01/1997 22757 38P96DB0209 PENTA SCANNER TESTER
50 76965 0 160309 30/04/1996 22762 DC2775-UP DISK COPIER 2000
50 71210 0 160122 30/06/1996 22780 DISC*S TEST SYSTEM
50 71239 0 160220 31/08/1996 22793 0295K216873 X-TERMINAL SYSTEM 19"
50 71240 0 160220 31/08/1996 22794 1094R000040 X-TERMINAL SYSTEM 19"
50 71241 0 160220 31/08/1996 22795 0395K217295 X-TERMINAL SYSTEM 20"
50 71242 0 160220 31/08/1996 22796 1194R000502 X-TERMINAL SYSTEM 20"
50 71244 0 160220 31/08/1996 22798 1194K214193 X-TERMINAL SYSTEM 19"
50 71228 0 160140 31/07/1996 22800 ICT FIXTURE MDU34 00-000-00 (@ JABIL BEDFORD)
62 91561 0 160015 31/08/1996 22802 707628 BARCODE PRINTER
50 71292 0 160140 30/11/1996 22897 NONE STREAKER CARDS FOR CONFIG
62 91652 0 160220 31/10/1996 22910 636F0DC0 LAN SW DEVELOP IN LAS COLINAS
50 71294 0 160220 31/01/1997 22917 484-1-97 HYDRAULIC SHEAR
50 71385 0 160140 28/02/1997 22948 TEST SET DISC*S CH / FITL (@ JABIL FLORIDA)
50 71386 0 160140 28/02/1997 22949 CAL 1549 TEST SET DISC*S CH / FITL (T.S.# 1549)
50 71296 0 160140 31/01/1997 22950 NONE AU/MU TEST SET #1553 (@ JABIL FLORIDA)
50 71297 0 160140 31/01/1997 22951 NONE TRU TEST SET #1554 SPU/TRU (@ JABIL FLORIDA)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
T.S. AML III (TS254) $ 29,866.36 $ (29,866.36) $ -
SERVER $ 2,897.13 $ (2,897.13) $ -
SPARC5 SUN STATION DRIVE $ 6,517.66 $ (6,517.66) $ -
EMULATOR 80960CA $ 23,117.74 $ (23,117.74) $ -
EMULATOR 80960CA $ 23,117.74 $ (23,117.74) $ -
EMULATOR 80960CA $ 31,998.04 $ (31,998.04) $ -
EMULATOR 80960CA $ 31,998.04 $ (31,998.04) $ -
EMULATOR 80960CA $ 23,117.74 $ (23,117.74) $ -
FIREBERD 6000A COMMUNICATIONS ANALYZER $ 13,733.36 $ (13,733.36) $ -
AUTOMATED TEST SYSTEM $ 300,488.75 $ (300,488.75) $ -
MONITOR FOR SUN STATION $ 1,000.00 $ (1,000.00) $ -
SUN STATION FOR TEST SYSTEM $ 7,000.00 $ (7,000.00) $ -
ICT FIXTURE TPU3 00-000-00 (@JABIL BEDFORD) $ 3,470.27 $ (3,470.27) $ -
ICT FIXTURE TRU2 (@ JABIL FLORIDA) $ 4,967.88 $ (4,967.88) $ -
SUN SPARC20 WORKSTATION $ 11,917.03 $ (11,917.03) $ -
MONITOR SUN 17" $ 1,500.00 $ (1,500.00) $ -
SERVER $ 4,040.63 $ (4,040.63) $ -
TEST SET TERADYNE #2 $ 185,120.82 $ (185,120.82) $ -
MONITOR - SUN STATION $ 4,012.61 $ (4,012.61) $ -
TEST SET DIGITAL TEST SYSTEM FLUKE 9100FT $ 80,618.43 $ (80,618.43) $ -
RACK MOUNT SS $ 5,410.00 $ (5,410.00) $ -
TEST SET ICC/PCU (@ JABIL BEDFORD) $ 52,443.85 $ (52,443.85) $ -
TEST SET CABLECOMM SYSTEM TEST (TS1618) $ 52,675.09 $ (52,675.09) $ -
ICT FIXTURE XXX0 00-000-00 (@ XXXXX XXXXXXX) $ 4,485.79 $ (4,485.79) $ -
ICT FIXTURE DTI 00-000-00 (@ JABIL BEDFORD) $ 3,830.94 $ (3,830.94) $ -
OSCILLOSCOPE $ 7,622.26 $ (7,622.26) $ -
PC POWERMAC 7600/120 $ 3,351.51 $ (3,351.51) $ -
2-WAY INJECTOR TESTER $ 1,348.07 $ (1,348.07) $ -
PENTA SCANNER TESTER $ 2,492.77 $ (2,492.77) $ -
DISK COPIER 2000 $ 2,172.44 $ (2,172.44) $ -
DISC*S TEST SYSTEM $ 12,769.67 $ (12,769.67) $ -
X-TERMINAL SYSTEM 19" $ 2,299.71 $ (2,299.71) $ -
X-TERMINAL SYSTEM 19" $ 2,299.71 $ (2,299.71) $ -
X-TERMINAL SYSTEM 20" $ 2,659.80 $ (2,659.80) $ -
X-TERMINAL SYSTEM 20" $ 2,659.80 $ (2,659.80) $ -
X-TERMINAL SYSTEM 19" $ 2,299.71 $ (2,299.71) $ -
ICT FIXTURE MDU34 00-000-00 (@ JABIL BEDFORD) $ 5,171.60 $ (5,171.60) $ -
BARCODE PRINTER $ 6,622.31 $ (6,622.31) $ -
STREAKER CARDS FOR CONFIG $ 23,955.98 $ (23,955.98) $ -
LAN SW DEVELOP IN LAS COLINAS $ 33,105.11 $ (33,105.11) $ -
HYDRAULIC SHEAR $ 4,094.50 $ (3,705.75) $ 388.75
TEST SET DISC*S CH / FITL (@ JABIL FLORIDA) $ 39,206.07 $ (39,206.07) $ -
TEST SET DISC*S CH / FITL (T.S.# 1549) $ 39,206.07 $ (39,206.07) $ -
AU/MU TEST SET #1553 (@ JABIL FLORIDA) $ 42,839.11 $ (42,839.11) $ -
TRU TEST SET #1554 SPU/TRU (@ JABIL FLORIDA) $ 26,975.22 $ (26,975.22) $ -
4 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 76880 0 160140 31/03/2002 22952 CAL TS1575 UPGRADE FITL ADSL OIU94/95 FUNCT. TEST SOL. TS1575
50 76992 0 160140 31/08/2002 22952 CAL TS1575 UPGRADE FITL ADSL OIU94/95 FUNC TEST SOLN TS# 1575
50 75860 0 160140 26/05/2000 22952 CAL TS1575 UPGRADE FITL AM/VSB TEST SET ASSET# 22952 (TS1575)
50 71295 0 160140 31/01/1997 22952 CAL TS1575 OIU TEST SET (T.S.# 1575)
63 91878 0 160308 30/04/1997 22979 11E1393 STEREO VCR
50 71304 0 160140 31/01/1997 22989 NONE ICT FIXTURE 00-000-00 SCU41 (@ JABIL FLORIDA)
50 71305 0 160140 31/01/1997 22990 NONE ICT FIXTURE MU3 00-000-00 (@JABIL BEDFORD)
50 71300 0 160220 31/03/1997 23004 1097276 C O SIMULATOR
50 71310 0 160220 30/04/1997 23067 1431 T-BERD 224 ANALYZER
50 71307 0 160220 31/03/1997 23068 AN762024 PROTOCOL ANALYZER
50 71311 0 160220 30/04/1997 23069 11220 PORTABLE XXXXX XXXXXXX
00 00000 0 160220 31/05/1997 23137 NNTM040958ZE PBX SYSTEM
63 91777 0 160220 30/06/1997 23139 SG71303241 NETWORK SERVER
63 100361 0 160220 30/06/2000 23153 MISC SUN OPTIONS ADDED TO UPGRADE ASSET 23153
63 91791 0 160220 31/07/1997 23153 722F138E SUN ENTERPRISE SYSTEM
50 71317 0 160220 31/08/1997 23163 US37210589 LOGIC ANALYZER HP
50 71341 0 160220 30/09/1997 23164 B010333 TEKTRONIX O/E CONVERTER
50 71316 0 160220 30/04/1997 23191 19238-630503-32 CODE TEST PROBE
50 71344 0 160220 30/09/1997 23215 B03260301 RF SIGNAL METER
50 71334 0 160140 31/08/1997 23218 NONE ICT FIXTURE 00-000-00 NCC1 (@JABIL FLORIDA)
50 71336 0 160140 30/06/1997 23219 NONE ICT FIXTURE
50 71335 0 160140 31/08/1997 23220 NONE ICT FIXTURE QOIU6 00-000-00 (@ JABIL BEDFORD)
50 71337 0 160140 31/08/1997 23221 NONE ICT FIXTURE 00-000-00 DIU1 (@ JABIL FLORIDA)
50 71352 0 160220 30/11/1997 23227 B010526 OSCILLOSCOPE 4 CHANNEL DIGITIZING
50 71358 0 160711 31/10/1997 23228 B010610 OSCILLOSCOPE TDS540C
50 71340 0 160140 30/09/1997 23263 B010425 OSCILLOSCOPE TEKTRONIX
50 71320 0 160220 30/09/1997 23276 B030345 OSCILLOSCOPE TEKTRONIX TDS640A
61 101400 0 160220 30/11/2000 23277 96445 UPGRADE WIRELINE XXXXXXXXX XXX000X TO DLS400N
50 71321 0 160220 30/09/1997 23277 96445 ADSL WIRELINE SIMULATOR
61 103241 0 160220 31/03/2002 23278 NONE-CARDS TELCO NETWORKING EQUIPMENT - ENSTAR
50 71323 0 160220 30/09/1997 23279 1100462 LANTRONICS LRS 16
50 71324 0 160220 30/09/1997 23280 1401421 ROUTER XXXXXXXXXX ISDN
50 71370 0 160220 31/10/1997 23292 3139A-03703 DC POWER SUPPLY
50 71338 0 160220 30/09/1997 23303 08-351 EDFA FIBER AMPLIFIER
50 71339 0 160220 30/09/1997 23304 08-354 EDFA FIBER AMPLIFIER
50 71342 0 160220 31/10/1997 23305 3710A02181 HP CABLE TV ANALYZER
50 71343 0 160220 31/10/1997 23307 OPTICAL SPECTRUM ANALYZER
50 71359 0 160220 30/11/1997 23321 B070103 OSCILLOSCOPE TDS460A
61 95592 0 160711 31/03/1998 23324 3710A01202 SPECTRUM ANALYZER HP 8591EM
50 71351 0 160220 31/10/1997 23333 BB97380878 TEKELEC CHAMELEON 32+
50 71354 0 160220 30/11/1997 23341 B010623 OSCILLOSCOPE TEKTRONIX
50 71350 0 160220 31/10/1997 23342 B030153 OSCILLOSCOPE TEKTRONIX
61 95589 0 160220 31/03/1998 23343 B050201 OSCILLOSCOPE TEKTRONIX TDS820
61 95593 0 160711 31/03/1998 23344 3430U03106 SIGNAL GENERATOR HP 8657A
61 95594 0 160140 31/03/1998 23345 B011412 LOGIC ANALYZER VXI MAINFRAME
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
UPGRADE FITL ADSL OIU94/95 FUNCT. TEST SOL. TS1575 $ 88,645.11 $ (26,384.44) $ 62,260.67
UPGRADE FITL ADSL OIU94/95 FUNC TEST SOLN TS# 1575 $ 49,613.77 $ (7,678.45) $ 41,935.32
UPGRADE FITL AM/VSB TEST SET ASSET# 22952 (TS1575) $ 12,880.59 $ (5,676.52) $ 7,204.07
OIU TEST SET (T.S.# 1575) $ 46,239.24 $ (46,239.24) $ -
STEREO VCR $ 465.43 $ (465.43) $ -
ICT FIXTURE 00-000-00 SCU41 (@ JABIL FLORIDA) $ 3,685.84 $ (3,685.84) $ -
ICT FIXTURE MU3 00-000-00 (@JABIL BEDFORD) $ 5,273.17 $ (5,273.17) $ -
C O SIMULATOR $ 19,782.91 $ (19,782.91) $ -
T-BERD 224 ANALYZER $ 2,652.13 $ (2,652.13) $ -
PROTOCOL ANALYZER $ 36,507.31 $ (36,507.31) $ -
PORTABLE SPARC STATION $ 28,864.94 $ (28,864.94) $ -
PBX SYSTEM $ 2,870.46 $ (2,870.46) $ -
NETWORK SERVER $ 22,932.56 $ (22,932.56) $ -
MISC SUN OPTIONS ADDED TO UPGRADE ASSET 23153 $ 7,515.26 $ (4,637.59) $ 2,877.67
SUN ENTERPRISE SYSTEM $ 132,006.69 $ (132,006.69) $ -
LOGIC ANALYZER HP $ 42,291.88 $ (42,291.88) $ -
TEKTRONIX O/E CONVERTER $ 3,985.46 $ (3,985.46) $ -
CODE TEST PROBE $ 21,361.50 $ (21,361.50) $ -
RF SIGNAL METER $ 2,606.94 $ (2,606.94) $ -
ICT FIXTURE 00-000-00 NCC1 (@JABIL FLORIDA) $ 3,090.70 $ (3,090.70) $ -
ICT FIXTURE $ 3,459.69 $ (3,459.69) $ -
ICT FIXTURE QOIU6 00-000-00 (@ JABIL BEDFORD) $ 5,297.85 $ (5,297.85) $ -
ICT FIXTURE 00-000-00 DIU1 (@ JABIL FLORIDA) $ 2,734.05 $ (2,734.05) $ -
OSCILLOSCOPE 4 CHANNEL DIGITIZING $ 19,675.90 $ (19,675.90) $ -
OSCILLOSCOPE TDS540C $ 23,176.58 $ (23,176.58) $ -
OSCILLOSCOPE TEKTRONIX $ 19,142.53 $ (19,142.53) $ -
OSCILLOSCOPE TEKTRONIX TDS640A $ 11,120.00 $ (11,120.00) $ -
UPGRADE WIRELINE SIMULATOR DLS400A TO DLS400N $ 7,301.46 $ (3,219.46) $ 4,082.00
ADSL WIRELINE SIMULATOR $ 32,000.00 $ (32,000.00) $ -
TELCO NETWORKING EQUIPMENT - ENSTAR $ 20,186.00 $ (6,008.33) $ 14,177.67
LANTRONICS LRS 16 $ 1,996.00 $ (1,996.00) $ -
ROUTER XXXXXXXXXX ISDN $ 923.50 $ (923.50) $ -
DC POWER SUPPLY $ 2,661.60 $ (2,661.60) $ -
EDFA FIBER AMPLIFIER $ 41,543.01 $ (41,543.01) $ -
EDFA FIBER AMPLIFIER $ 41,543.01 $ (41,543.01) $ -
HP CABLE TV ANALYZER $ 16,842.42 $ (16,842.42) $ -
OPTICAL SPECTRUM ANALYZER $ 54,187.49 $ (54,187.49) $ -
OSCILLOSCOPE TDS460A $ 12,359.25 $ (12,359.25) $ -
SPECTRUM ANALYZER HP 8591EM $ 28,553.76 $ (21,759.76) $ 6,794.00
TEKELEC CHAMELEON 32+ $ 34,631.93 $ (34,631.93) $ -
OSCILLOSCOPE TEKTRONIX $ 19,674.30 $ (19,674.30) $ -
OSCILLOSCOPE TEKTRONIX $ 23,409.04 $ (23,409.04) $ -
OSCILLOSCOPE TEKTRONIX TDS820 $ 23,180.79 $ (17,663.79) $ 5,517.00
SIGNAL GENERATOR HP 8657A $ 10,769.62 $ (8,208.37) $ 2,561.25
LOGIC ANALYZER VXI MAINFRAME $ 31,424.29 $ (23,947.47) $ 7,476.82
5 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 95590 0 160220 31/03/1998 23346 11199 T-BERD PCM ANALYZER
50 71353 0 160140 30/11/1997 23347 B010622 OSCILLOSCOPE TEKTRONIX
50 75143 0 160140 31/10/1998 23359 UPGRADE TEST SET SWITCHES (@ JABIL BEDFORD(
50 71389 0 160140 30/11/1997 23359 TEST SET MATRIX OIU6 / QOIU6 (@ JABIL BEDFORD)
50 76616 0 160140 31/08/2001 23360 NONE FITL OIU UPGRADE TO RF RETURN OIU49/79 T.S.# 1577
50 75066 0 160140 31/08/1998 23360 NONE TEST SET FITL OIU AM/VSB (@ JABIL BEDFORD)
50 74975 0 160140 30/04/1998 23362 NONE CH CARD TEST SET #1565 (@JABIL FLORIDA)
50 71379 0 160140 31/10/1997 23363 TEST SET MATRIX NCC (Cal# 1704)
50 71387 0 160140 31/05/1997 23364 TEST SET MATRIX NPC (CAL# 1701)
50 71380 0 160140 30/11/1997 23365 TEST SET #0000 XXXXXX XXX (@JABIL FLORIDA)
50 75040 0 160140 31/07/1998 23368 NONE ICT Fixture 00-000-00
50 75041 0 160140 31/07/1998 23369 NONE ICT FIXTURE 00-000-00 (@ JABIL BEDFORD)
50 71356 0 160140 31/07/1997 23371 NONE ICT FIXTURE 00-000-00 OIU6 (@JABIL BEDFORD)
61 95591 0 160220 31/03/1998 23372 US36481684 LOGIC ANALYZER HP 16500C
50 76615 0 160140 31/08/2001 23374 CAL 1566 UPGRADE TO OMU90 T.S#1566 (TAG 23374 SAP 71376)
50 71376 0 160140 30/11/1997 23374 CAL 1566 TEST SET SERVICES 1 OMU (CAL# 1566)
50 71357 0 160220 31/10/1997 23390 39700771 MDX MODULAR DIGITAL EXCHANGE
50 71360 0 160220 31/10/1997 23391 S971607 SCIENSCOPE MICROSCOPE
50 71365 0 160220 30/11/1997 23396 BENCHTOP SMT RELOW OVEN
61 95817 0 160220 31/05/1998 23448 9807022 TRILITHIC TUNABLE FILTER
61 100248 0 160220 31/07/1998 23451 5417 COMMUNICATION ANALYZER FIREBERD ME6000 MODEL 40540
61 100238 0 160220 31/05/1998 23452 US37480831 LOGIC ANALYZER HP
61 100239 0 160220 31/05/1998 23453 US37480830 LOGIC ANALYZER HP
61 95735 0 160220 31/05/1998 23462 3983140 MODULAR DIGITAL EXCHANGE
61 100236 0 160220 31/05/1998 23463 B012390 DIGITAL SCOPE TEKTRONIX
61 100237 0 160220 31/05/1998 23464 B012447 DIGITAL SCOPE TEKTRONIX
61 100249 0 160220 31/07/1998 23465 AC-0053 PCM TEST SET - WG-PCM-4
61 95559 0 160220 31/03/1998 23469 AUTOMATED SMT ASSEMBLY STATION
61 95564 0 160220 31/03/1998 23470 6A 13045 506D BGA/SMD REWORK & REPAIR STATION
61 95562 0 160220 31/03/1998 23474 510D BGA/SMD REWORK & REPAIR STATION
61 95595 0 160220 31/03/1998 23509 CA35510391 BROADBAND TEST SYSTEM HP
61 95736 0 160220 30/04/1998 23510 B011992 LOGIC ANALYZER TEKTRONIX
60 95967 0 160220 31/10/1998 23516 802311616 LCD PROJECTOR SHARP XG-NV3XU
60 96497 0 160220 31/10/1998 23517 802311625 LCD PROJECTOR SHARP XG-NV3XU
61 95819 0 160220 31/05/1998 23518 US37006077 DATA ACQUISITION SWITCH
61 95820 0 160220 31/05/1998 23519 US37005963 DATA ACQUISITION SWITCH
61 95818 0 160220 31/05/1998 23534 B010554 XX XXXXXX XXXXX XXXXX XXX000 SIGNAL SCOUT
61 95984 0 160220 30/06/1998 23558 B011149 OSCILLOSCOPE TEKTRONICS TDS784C
61 95986 0 160220 30/06/1998 23560 B011463 DIFFERENTIAL PROBE TEKTRONIX P6247
63 95797 0 160308 31/05/1998 23570 XB8070R6BBV POWERMAC CPU 0956 XXXX XXXXXXXX
63 95798 0 160422 31/05/1998 23573 XB8070MNBBV POWERMAC CPU0956 XXXX XXXXXXXX
60 95730 0 160329 30/04/1998 23581 S010086634D DIGITAL CAMCORDER
61 95768 0 160220 31/05/1998 23598 90031000 LAN NETWORK GROUP
61 96306 0 160220 30/09/1998 23622 US38060359 PROTOTYPE ANALYZER HP 16505A
61 95957 0 160220 30/06/1998 23624 7046300 FLUKE HYDRA BUCKET 2635A-1MB
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
T-BERD PCM ANALYZER $ 28,214.34 $ (21,499.77) $ 6,714.57
OSCILLOSCOPE TEKTRONIX $ 23,176.18 $ (23,176.18) $ -
UPGRADE TEST SET SWITCHES (@ JABIL BEDFORD( $ 3,859.87 $ (2,943.87) $ 916.00
TEST SET MATRIX OIU6 / QOIU6 (@ JABIL BEDFORD) $ 89,090.77 $ (89,090.77) $ -
FITL OIU UPGRADE TO RF RETURN OIU49/79 T.S.# 1577 $ 55,622.70 $ (16,555.45) $ 39,067.25
TEST SET FITL OIU AM/VSB (@ JABIL BEDFORD) $ 119,588.76 $ (91,121.01) $ 28,467.75
CH CARD TEST SET #1565 (@JABIL FLORIDA) $ 31,002.79 $ (23,622.37) $ 7,380.42
TEST SET MATRIX NCC (Cal# 1704) $ 63,072.80 $ (63,072.80) $ -
TEST SET MATRIX NPC (CAL# 1701) $ 55,862.91 $ (55,862.91) $ -
TEST SET #0000 XXXXXX XXX (@JABIL FLORIDA) $ 64,345.57 $ (64,345.57) $ -
ICT Fixture 00-000-00 $ 3,950.12 $ (3,014.70) $ 935.42
ICT FIXTURE 00-000-00 (@ JABIL BEDFORD) $ 4,018.65 $ (3,067.08) $ 951.57
ICT FIXTURE 00-000-00 OIU6 (@JABIL BEDFORD) $ 2,267.81 $ (2,267.81) $ -
LOGIC XXXXXXXX XX 00000X $ 50,717.93 $ (38,645.76) $ 12,072.17
UPGRADE TO OMU90 T.S#1566 (TAG 23374 SAP 71376) $ 97,060.26 $ (28,886.76) $ 68,173.50
TEST SET SERVICES 1 OMU (CAL# 1566) $ 43,184.27 $ (43,184.27) $ -
MDX MODULAR DIGITAL EXCHANGE $ 25,122.24 $ (25,122.24) $ -
SCIENSCOPE MICROSCOPE $ 3,411.89 $ (3,411.89) $ -
BENCHTOP SMT RELOW OVEN $ 10,236.25 $ (10,236.25) $ -
TRILITHIC TUNABLE FILTER $ 6,654.31 $ (5,073.06) $ 1,581.25
COMMUNICATION ANALYZER FIREBERD ME6000 MODEL 40540 $ 10,923.87 $ (8,327.45) $ 2,596.42
LOGIC ANALYZER HP $ 28,009.77 $ (21,344.27) $ 6,665.50
LOGIC ANALYZER HP $ 28,009.77 $ (21,344.27) $ 6,665.50
MODULAR DIGITAL EXCHANGE $ 25,249.42 $ (19,243.10) $ 6,006.32
DIGITAL SCOPE TEKTRONIX $ 22,331.84 $ (17,020.27) $ 5,311.57
DIGITAL SCOPE TEKTRONIX $ 22,331.84 $ (17,020.27) $ 5,311.57
PCM TEST SET - WG-PCM-4 $ 34,653.95 $ (26,407.03) $ 8,246.92
AUTOMATED SMT ASSEMBLY STATION $ 59,131.52 $ (45,055.52) $ 14,076.00
BGA/SMD REWORK & REPAIR STATION $ 44,124.11 $ (33,621.44) $ 10,502.67
BGA/SMD REWORK & REPAIR STATION $ 44,124.11 $ (33,621.44) $ 10,502.67
BROADBAND TEST SYSTEM HP $ 122,473.60 $ (93,317.18) $ 29,156.42
LOGIC ANALYZER TEKTRONIX $ 27,741.20 $ (21,141.53) $ 6,599.67
LCD PROJECTOR SHARP XG-NV3XU $ 8,347.28 $ (4,454.36) $ 3,892.92
LCD PROJECTOR SHARP XG-NV3XU $ 8,347.28 $ (4,454.36) $ 3,892.92
DATA ACQUISITION SWITCH $ 4,183.89 $ (3,189.72) $ 994.17
DATA ACQUISITION SWITCH $ 4,183.86 $ (3,189.69) $ 994.17
XX XXXXXX XXXXX XXXXX XXX000 SIGNAL SCOUT $ 2,552.96 $ (1,947.89) $ 605.07
OSCILLOSCOPE TEKTRONICS TDS784C $ 45,784.29 $ (34,886.87) $ 10,897.42
DIFFERENTIAL PROBE XXXXXXXXX X0000 $ 1,540.07 $ (1,179.00) $ 361.07
POWERMAC CPU 0956 XXXX XXXXXXXX $ 2,347.55 $ (2,299.63) $ 47.92
POWERMAC CPU0956 XXXX XXXXXXXX $ 2,347.55 $ (2,299.63) $ 47.92
DIGITAL CAMCORDER $ 4,468.01 $ (2,384.76) $ 2,083.25
LAN NETWORK GROUP $ 31,731.31 $ (24,182.14) $ 7,549.17
PROTOTYPE ANALYZER HP 16505A $ 39,508.24 $ (30,108.17) $ 9,400.07
FLUKE HYDRA BUCKET 2635A-1MB $ 5,177.49 $ (3,947.17) $ 1,230.32
6 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------
61 95816 0 160220 31/05/1998 23628 US34511007 HP LOGIC ANALYZER HP/16500B
61 95764 0 160331 31/05/1998 23646 NONE DISC*S SYSTEM
61 95997 0 160220 30/06/1998 23648 703963 IN-CIRCUIT EMULATOR MODEL 000-00000-00
61 96042 0 160220 30/06/1998 23649 703962 IN-CIRCUIT EMULATOR
61 96043 0 160220 30/06/1998 23650 703961 IN-CIRCUIT EMULATOR 000-00000-00
61 95962 0 160220 30/06/1998 23651 2420A00305 HP4945A XXXX TEST EQMT
61 95766 0 160220 31/05/1998 23652 1003 BROADCOM ADSL/VDSL DEVELOPMENT SYSTEM PCBD
61 95767 0 160220 31/05/1998 23653 1004 BROADCOM ADSL/VDSL DEVELOPMENT SYSTEM PCBD
61 95773 0 160220 31/05/1998 23654 US34005395 FUNCTION GENERATOR HP 33120A
61 95772 0 160220 31/05/1998 23655 9751-0061 DYNALOAD DLF-400-50-250
61 95835 0 160220 31/05/1998 23687 NONE MOPIER HP 5si
63 96835 0 160331 31/12/1998 23759 FW80201115 ULTRA 10 MODEL 300 ULTRASPARC LII PROCESSOR
63 96837 0 160331 31/12/1998 23768 9805KH4424 MONITOR - SUN SYSTEM
61 96315 0 160220 30/09/1998 23787 5983214 REDCOM SHELF
63 96843 0 160220 31/12/1998 23788 9811KH1215 SUN 21" MONITOR
61 96316 0 160220 30/09/1998 23790 9396010 REDCOM SWITCH
61 96212 0 160220 31/07/1998 23820 US37470282 MOTOROLA MPC860/821/801 EMULATOR PROBE
61 96213 0 160220 31/07/1998 23821 US37470283 MOTOROLA MPC860/821/801 EMULATOR PROBE
61 96262 0 160220 31/08/1998 23831 2298164 ANALOG BULK CALL GENERATOR
61 96263 0 160220 31/08/1998 23832 2298162 ANALOG BULK CALL GENERATOR
61 96264 0 160220 31/08/1998 23833 1598099 ANALOG BULK CALL GENERATOR
61 96265 0 160220 31/08/1998 23834 1598101 ANALOG BULK CALL GENERATOR
00 000000 0 160220 30/09/1998 23840 H-11066 INSPECTION LENS / MANTIS HEAD
61 100253 0 160220 30/09/1998 23851 MX1-22691 SOLDER/DESOLDER METCAL SYSTEM
61 96381 0 160220 30/09/1998 23854 P2117 EMULATOR VISION NET ICE
61 96382 0 160220 30/09/1998 23855 P2116 EMULATOR VISION NET ICE
61 96145 0 160220 31/07/1998 23864 97DTU151 TELEPATH DATA TEST UNIT
61 96273 0 160220 31/08/1998 23865 181 MATRIX TEST SET ASX-16C
63 96260 0 160220 31/08/1998 23869 9810KH2205 MONITOR 21" SUN
61 100918 0 160220 30/09/2000 23875 UPGRADE SMARTBITS CARDS ASSET# 23875
61 96760 0 160220 31/12/1998 23875 6358 SMARTBITS
61 100939 0 160220 30/09/2000 23875 ADD ATM SMARTCARDS TO ASSET# 23875
61 100940 0 160220 30/09/2000 23875 6358, 6037, 635 ADD SMARTBITS CARDS TO ASSET# 23875
61 96761 0 160220 31/12/1998 23876 6359 SMARTBITS
61 96510 0 160220 31/10/1998 23877 B010473 OSCILLOSCOPE TDS784D
61 96399 0 160220 30/09/1998 23880 8811 REV. A SMARTBITS TESTER
63 96200 0 160420 31/07/1998 23884 FW81720885 SUN ULTRA5 WKSTATION
63 96201 0 160420 31/07/1998 23885 FW81619219 SUN ULTRA 5 WKSTATION
61 96248 0 160220 31/08/1998 23886 6360 SMARTBITS 20 SLOT EXPANSION UNIT SMB-10
61 96276 0 160220 31/08/1998 23887 8623 SMARTBITS SMB 2000
61 96261 0 160220 31/08/1998 23899 2298167 BASIC RATE ISDN BULK CALL GENERATOR
61 96149 0 160220 31/07/1998 23932 N95679 EMULATOR 80960CA
61 96150 0 160220 31/07/1998 23933 N96696 EMULATOR 80960CF
61 96151 0 160220 31/07/1998 23934 N93451 EMULATOR 80960CA
61 96152 0 160220 31/07/1998 23935 N96512 EMULATOR 80960CA
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
HP LOGIC ANALYZER HP/16500B $ 8,412.11 $ (6,411.29) $ 2,000.82
DISC*S SYSTEM $ 25,452.20 $ (19,397.78) $ 6,054.42
IN-CIRCUIT EMULATOR MODEL 000-00000-00 $ 16,202.58 $ (12,347.01) $ 3,855.57
IN-CIRCUIT EMULATOR $ 16,202.58 $ (12,347.01) $ 3,855.57
IN-CIRCUIT EMULATOR 000-00000-00 $ 16,207.43 $ (12,352.43) $ 3,855.00
HP4945A XXXX TEST EQMT $ 5,489.86 $ (4,187.79) $ 1,302.07
BROADCOM ADSL/VDSL DEVELOPMENT SYSTEM PCBD $ 9,745.05 $ (7,430.63) $ 2,314.42
BROADCOM ADSL/VDSL DEVELOPMENT SYSTEM PCBD $ 9,745.03 $ (7,430.61) $ 2,314.42
FUNCTION GENERATOR HP 33120A $ 1,687.42 $ (1,292.60) $ 394.82
DYNALOAD DLF-400-50-250 $ 2,018.78 $ (1,542.36) $ 476.42
MOPIER HP 5si $ 7,418.59 $ (5,652.92) $ 1,765.67
ULTRA 10 MODEL 300 ULTRASPARC LII PROCESSOR $ 7,140.08 $ (6,993.83) $ 146.25
MONITOR - SUN SYSTEM $ 1,635.54 $ (1,603.04) $ 32.50
REDCOM SHELF $ 20,785.79 $ (15,840.29) $ 4,945.50
SUN 21" MONITOR $ 1,635.51 $ (1,603.01) $ 32.50
REDCOM SWITCH $ 20,785.79 $ (15,840.29) $ 4,945.50
MOTOROLA MPC860/821/801 EMULATOR PROBE $ 3,783.34 $ (2,886.92) $ 896.42
MOTOROLA MPC860/821/801 EMULATOR PROBE $ 3,783.34 $ (2,886.92) $ 896.42
ANALOG BULK CALL GENERATOR $ 17,018.57 $ (12,970.25) $ 4,048.32
ANALOG BULK CALL GENERATOR $ 17,018.57 $ (12,970.25) $ 4,048.32
ANALOG BULK CALL GENERATOR $ 17,018.57 $ (12,970.25) $ 4,048.32
ANALOG BULK CALL GENERATOR $ 17,018.57 $ (12,970.25) $ 4,048.32
INSPECTION LENS / MANTIS HEAD $ 2,874.21 $ (2,193.96) $ 680.25
SOLDER/DESOLDER METCAL SYSTEM $ 1,888.80 $ (1,440.30) $ 448.50
EMULATOR VISION NET ICE $ 16,211.00 $ (12,352.00) $ 3,859.00
EMULATOR VISION NET ICE $ 16,210.98 $ (12,351.98) $ 3,859.00
TELEPATH DATA TEST UNIT $ 8,365.50 $ (6,378.18) $ 1,987.32
MATRIX TEST SET ASX-16C $ 116,810.59 $ (89,002.27) $ 27,808.32
MONITOR 21" SUN $ 1,706.17 $ (1,672.42) $ 33.75
UPGRADE SMARTBITS CARDS ASSET# 23875 $ 62,335.77 $ (27,459.95) $ 34,875.82
SMARTBITS $ 27,169.77 $ (20,704.27) $ 6,465.50
ADD ATM SMARTCARDS TO ASSET# 23875 $ 9,734.38 $ (4,288.81) $ 5,445.57
ADD SMARTBITS CARDS TO ASSET# 23875 $ 6,675.66 $ (2,943.16) $ 3,732.50
SMARTBITS $ 27,169.77 $ (20,704.27) $ 6,465.50
OSCILLOSCOPE TDS784D $ 29,331.43 $ (22,353.18) $ 6,978.25
SMARTBITS TESTER $ 47,744.02 $ (36,379.95) $ 11,364.07
SUN ULTRA5 WKSTATION $ 3,624.51 $ (3,549.51) $ 75.00
SUN ULTRA 5 WKSTATION $ 3,624.51 $ (3,549.51) $ 75.00
SMARTBITS 20 SLOT EXPANSION UNIT SMB-10 $ 20,833.46 $ (15,879.04) $ 4,954.42
SMARTBITS SMB 2000 $ 64,984.02 $ (49,514.70) $ 15,469.32
BASIC RATE ISDN BULK CALL GENERATOR $ 27,214.44 $ (20,736.44) $ 6,478.00
EMULATOR 80960CA $ 11,366.24 $ (8,661.57) $ 2,704.67
EMULATOR 80960CF $ 11,366.24 $ (8,661.57) $ 2,704.67
EMULATOR 80960CA $ 11,366.24 $ (8,661.57) $ 2,704.67
EMULATOR 80960CA $ 11,366.28 $ (8,661.61) $ 2,704.67
7 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
------------------------------------------------------------------------------------------------------------------------
61 100264 0 160220 30/09/1998 23936 2798193 BULK CALL GENERATOR AMERITEC
61 100270 0 160220 30/09/1998 23938 B010209 DIGITIZING OSCILLOSCOPE TD5540D
61 96562 0 160220 30/11/1998 23967 B010972 SIGNAL SCOUT
61 96563 0 160220 30/11/1998 23968 B010981 SIGNAL SCOUT
61 96400 0 160220 30/09/1998 23969 B012471 LOGIC ANALYZER TEKTRONIX
62 97786 0 160220 31/05/1999 23970 9805KH1472 MONITOR 21" SUN MICROSYSTEMS
61 101752 0 160220 28/02/2001 23978 7120937 FLUKE ONE TOUCH 10/100 NETWORK ASSISTANT UPGRADE
61 96602 0 160220 30/11/1998 23979 7095823 FLUKE CABLE ANALYZER
61 96603 0 160220 30/11/1998 23980 7095824 FLUKE CABLE ANALYZER
61 96402 0 160220 30/09/1998 23986 9473 TS4 DYNASCOPE W/STEREO ZOOM
50 75081 0 160140 30/09/1998 24075 DISC*S CHANNEL CARD TEST SET
50 75091 0 160140 30/09/1998 24076 CAL# 1569 DISC*S CHANNEL CARD TEST SET #1569
50 75082 0 160140 30/09/1998 24077 DISC*S CHANNEL CARD TEST SET (CAL# 1578)
50 75083 0 160140 30/09/1998 24078 DISC*S CHANNEL CARD TEST SET (CAL# 1584)
50 75089 0 160140 30/09/1998 24079 CAL# 1568 DISC*S CHANNEL CARD TEST SET #1568
50 75084 0 160140 30/09/1998 24080 DISC*S CHANNEL CARD TEST SET (@ JABIL BEDFORD)
50 75085 0 160140 30/09/1998 24081 DISC*S CHANNEL CARD TEST SET (CAL# 1583)
50 75090 0 160140 30/09/1998 24082 CAL# 1567 DISC*S CHANNEL CARD TEST SET (@JABIL BEDFORD)
50 75086 0 160140 30/09/1998 24083 DISC*S CHANNEL CARD TEST SET
61 96605 0 160220 30/11/1998 24119 US38330227 RF SIGNAL GENERATOR
61 96398 0 160220 30/09/1998 24120 US38300209 LOGIC ANALYZER HP 16700A MPC860
61 96310 0 160220 30/09/1998 00000 XXXXX XXXX XXXXXX
00 000000 0 160220 30/11/1998 24134 Q10358 BEACON DEVELOPMENT TOOLS QED
61 96604 0 160220 30/11/1998 24147 DB023747 OPTICAL ATTENUATOR
50 75157 0 160140 30/11/1998 24148 1190006 REWORK STATION PACE MBT-250A
50 75159 0 160220 30/11/1998 24150 1190048 REWORK STATION PACE MBT-250A
50 75160 0 160220 30/11/1998 24151 1190044 REWORK STATION PACE MBT-250A
61 96620 0 160220 30/11/1998 24157 59504741 MDX MODULE
62 97979 0 160220 30/06/1999 24163 GN76J DELL SERVER
61 96821 0 160220 31/12/1998 24175 N3518 VNETSC-PP8-X VISION NET 683XX
61 96820 0 160220 31/12/1998 24176 N3517 VNETSC-PP8-X VISION NET 683XX
61 96822 0 160220 31/12/1998 24177 N3519 VNETSC-PP8-X VISION NET 683XX
50 75268 0 160140 28/02/1999 24188 T.S.1625 TEST SET FOR CONFIGURATION
61 96600 0 160220 30/11/1998 24203 B011460 RF ANALYZER (SIGNAL SCOUT)
61 96501 0 160220 31/10/1998 24218 DCS9803522 SNIFFER PRO LAN ANALYZER
61 96482 0 160331 31/10/1998 24248 11915736 REDCOM TELETRAFFIC GENERATOR
61 96483 0 160331 31/10/1998 24249 6983221 REDCOM MDX CLASS 5
61 96489 0 160331 31/10/1998 24253 MESA 6 CABINET AND STOCK EQUIP
61 96863 0 160220 30/12/1998 24257 2850J04984 ACTIVE PROBES FOR SPECTRUM ANALYZER
61 96864 0 160220 30/12/1998 24258 2850J04986 ACTIVE PROBES FOR SPECTRUM ANALYZER
61 96608 0 160220 30/11/1998 24259 DB005042 PRECISION VARIABLE ATTENUATORS VA6B505-SCL
61 96862 0 160220 30/12/1998 24261 380A01371 SPECTRUM ANALYZER EMC RECEIVER
61 96833 0 160220 31/12/1998 24273 9311 SMARTBITS PACKAGE
61 97995 0 160220 30/06/1999 24277 PC PII-300, BX CHIP SET
61 96830 0 160220 31/12/1998 24279 B010211 OSCILLOSCOPE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
BULK CALL GENERATOR AMERITEC $ 33,176.66 $ (25,279.66) $ 7,897.00
DIGITIZING OSCILLOSCOPE TD5540D $ 17,039.99 $ (12,988.42) $ 4,051.57
SIGNAL SCOUT $ 2,619.65 $ (2,000.40) $ 619.25
SIGNAL SCOUT $ 2,619.65 $ (2,000.40) $ 619.25
LOGIC ANALYZER TEKTRONIX $ 45,383.81 $ (34,581.14) $ 10,802.67
MONITOR 21" SUN MICROSYSTEMS $ 1,635.50 $ (1,635.50) $ -
FLUKE ONE TOUCH 10/100 NETWORK ASSISTANT UPGRADE $ 3,038.54 $ (1,341.29) $ 1,697.25
FLUKE CABLE ANALYZER $ 2,322.06 $ (1,770.74) $ 551.32
FLUKE CABLE ANALYZER $ 2,322.06 $ (1,770.74) $ 551.32
TS4 DYNASCOPE W/STEREO ZOOM $ 8,665.00 $ (6,603.18) $ 2,061.82
DISC*S CHANNEL CARD TEST SET $ 37,532.19 $ (28,598.02) $ 8,934.17
DISC*S CHANNEL CARD TEST SET #1569 $ 37,524.68 $ (28,592.93) $ 8,931.75
DISC*S CHANNEL CARD TEST SET (CAL# 1578) $ 37,532.19 $ (28,598.02) $ 8,934.17
DISC*S CHANNEL CARD TEST SET (CAL# 1584) $ 37,532.19 $ (28,598.02) $ 8,934.17
DISC*S CHANNEL CARD TEST SET #1568 $ 37,524.70 $ (28,592.95) $ 8,931.75
DISC*S CHANNEL CARD TEST SET (@ JABIL BEDFORD) $ 37,532.19 $ (28,598.02) $ 8,934.17
DISC*S CHANNEL CARD TEST SET (CAL# 1583) $ 37,509.57 $ (28,581.65) $ 8,927.92
DISC*S CHANNEL CARD TEST SET (@JABIL BEDFORD) $ 37,524.58 $ (28,592.83) $ 8,931.75
DISC*S CHANNEL CARD TEST SET $ 37,509.51 $ (28,581.59) $ 8,927.92
RF SIGNAL GENERATOR $ 7,685.80 $ (5,856.30) $ 1,829.50
LOGIC ANALYZER HP 16700A MPC860 $ 54,709.55 $ (41,684.88) $ 13,024.67
CISCO ISDN ROUTER $ 2,864.57 $ (2,186.75) $ 677.82
BEACON DEVELOPMENT TOOLS QED $ 9,737.09 $ (7,424.09) $ 2,313.00
OPTICAL ATTENUATOR $ 6,905.94 $ (5,264.69) $ 1,641.25
REWORK STATION PACE MBT-250A $ 1,544.40 $ (1,180.33) $ 364.07
REWORK STATION PACE MBT-250A $ 1,544.40 $ (1,180.33) $ 364.07
REWORK STATION PACE MBT-250A $ 1,544.40 $ (1,180.33) $ 364.07
MDX MODULE $ 21,628.32 $ (16,480.82) $ 5,147.50
DELL SERVER $ 12,828.90 $ (12,828.90) $ -
VNETSC-PP8-X VISION NET 683XX $ 7,006.01 $ (5,339.94) $ 1,666.07
VNETSC-PP8-X VISION NET 683XX $ 7,006.01 $ (5,339.94) $ 1,666.07
VNETSC-PP8-X VISION NET 683XX $ 7,008.12 $ (5,344.62) $ 1,663.50
TEST SET FOR CONFIGURATION $ 45,402.70 $ (28,110.78) $ 17,291.92
RF ANALYZER (SIGNAL SCOUT) $ 2,630.02 $ (2,005.35) $ 624.67
SNIFFER PRO LAN ANALYZER $ 19,896.04 $ (15,163.47) $ 4,732.57
REDCOM TELETRAFFIC GENERATOR $ 25,313.66 $ (19,291.59) $ 6,022.07
REDCOM MDX CLASS 5 $ 21,516.55 $ (16,394.73) $ 5,121.82
MESA 6 CABINET AND STOCK EQUIP $ 226,671.94 $ (172,704.44) $ 53,967.50
ACTIVE PROBES FOR SPECTRUM ANALYZER $ 2,386.13 $ (1,820.06) $ 566.07
ACTIVE PROBES FOR SPECTRUM ANALYZER $ 2,386.14 $ (1,820.07) $ 566.07
PRECISION VARIABLE ATTENUATORS VA6B505-SCL $ 2,950.35 $ (2,251.53) $ 698.82
SPECTRUM ANALYZER EMC RECEIVER $ 19,903.33 $ (15,168.33) $ 4,735.00
SMARTBITS PACKAGE $ 45,255.00 $ (34,481.25) $ 10,773.75
PC PII-300, BX CHIP SET $ 2,309.20 $ (1,347.70) $ 961.50
OSCILLOSCOPE $ 18,402.50 $ (14,022.08) $ 4,380.42
8 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------
61 96832 0 160220 31/12/1998 24281 B010496 OSCILLOSCOPE
61 96804 0 160220 31/12/1998 24283 2365M1059 MICROSCOPE
61 96566 0 160309 30/11/1998 24286 5001176/NC00011 NCUBE VIDEO SERVER
61 96564 0 160220 30/11/1998 24290 US38300202 EMULATOR MPC860 HP MOTOROLA 16700A
60 96645 0 160220 30/11/1998 24293 FURNITURE WORKBENCH XXXXXX LINE
60 96646 0 160220 30/11/1998 24294 FURNITURE WORKBENCH XXXXXX LINE
60 96647 0 160220 30/11/1998 24295 FURNITURE WORKBENCH XXXXXX LINE
60 96648 0 160220 30/11/1998 24296 FURNITURE WORKBENCH XXXXXX LINE
61 96910 0 160220 28/02/1999 24303 R96 SYSTEMS FOR R&D LAB
61 96911 0 160220 28/02/1999 24304 R96 SYSTEMS FOR R&D LAB
61 96912 0 160220 28/02/1999 24305 R96 SYSTEMS FOR R&D LAB
61 96913 0 160220 28/02/1999 24306 R96 SYSTEMS FOR R&D LAB
63 96844 0 160420 31/12/1998 24314 FW83640476 ULTRA 10 WORKSTATION
63 96845 0 160420 31/12/1998 24315 3651383-01 SUN 21" MONITOR
63 96851 0 160422 31/12/1998 24317 FW82942844 ULTRA 5 WORKSTATION
62 96853 0 160422 31/12/1998 24318 0131610-9746KE0 SUN 19" MONITOR
63 96852 0 160420 31/12/1998 24320 FW82942846 ULTRA 5 WORKSTATION
61 102468 0 160140 31/05/2001 24327 XYLAN MODULES
61 96865 0 160220 30/12/1998 24330 39273 IN CIRCUIT EMULATOR - SUPERTAP
61 96866 0 160220 30/12/1998 24331 39044 IN CIRCUIT EMULATOR - SUPERTAP
63 96940 0 160220 28/02/1999 24337 SFW84350385 PC SUN ULTRA 10 300MHZ
62 96942 0 160220 28/02/1999 24367 S9838KN0894 MONITOR 21" SUN
61 97586 0 160220 31/03/1999 24370 9527 SMARTBITS SMB-2000
61 97580 0 160220 31/03/1999 24374 9652 SMARTBITS TESTER
60 96890 0 160220 28/02/1999 24379 1005520 SONY DIGITAL VIDEO CAMERA
61 100282 0 160220 31/03/1999 24380 QP003665 SUNSET ISDN SS400
62 97585 0 160140 31/03/1999 24383 2365268 ZXPMS-ZX-1 MINI PMS ZOOM INTERFEROMETER
61 100324 0 160220 31/03/1999 24388 Q10424 Q.E.D. SYSTEM
62 97811 0 160331 31/05/1999 24390 9836KE2477 MONITOR 19" SUN
63 97808 0 160331 31/05/1999 24391 FW85160288 PC SUN ULTRA SOLARIS
50 75265 0 160140 28/02/1999 24418 T.S. 1589 TEST SET DISC*S FITL (PAR 1492A)
50 75266 0 160140 28/02/1999 24419 T.S. 1586 TEST SET DISC*S FITL (@ JABIL MEMPHIS)
50 75267 0 160140 28/02/1999 24420 T.S.1588 TEST SET DISC*S FITL
50 76040 0 160140 30/09/2000 24420 NONE UPGRADE SVC CTR TEST SET FOR FITL POWER NPC
61 96918 0 160711 28/02/1999 24421 1125 CHASE BILOG ANTENNA
61 96919 0 160711 28/02/1999 24422 1127 CHASE BILOG ANTENNA
61 96932 0 160220 28/02/1999 24429 1.30211E+13 ATM EDGE SWITCH
61 97636 0 160220 31/03/1999 24433 88 1262 MDS POWER EQUIPMENT
61 97637 0 160220 31/03/1999 24434 60 MDS POWER EQUIPMENT
61 97644 0 160220 31/03/1999 24436 MDS SHELF / HDT CARDS
61 97651 0 160220 31/03/1999 24437 ONU EQUIPMENT
61 97652 0 160220 31/03/1999 24438 ONU EQUIPMENT
61 97653 0 160220 31/03/1999 24438 ONU EQUIPMENT
61 97654 0 160220 31/03/1999 24440 ONU EQUIPMENT
61 97655 0 160220 31/03/1999 24441 ONU EQUIPMENT
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
OSCILLOSCOPE $ 18,402.50 $ (14,022.08) $ 4,380.42
MICROSCOPE $ 7,647.86 $ (5,830.44) $ 1,817.42
NCUBE VIDEO SERVER $ 74,252.23 $ (56,576.23) $ 17,676.00
EMULATOR MPC860 HP MOTOROLA 16700A $ 72,731.36 $ (55,419.79) $ 17,311.57
FURNITURE WORKBENCH XXXXXX LINE $ 4,218.89 $ (2,251.07) $ 1,967.82
FURNITURE WORKBENCH XXXXXX LINE $ 4,218.89 $ (2,251.07) $ 1,967.82
FURNITURE WORKBENCH XXXXXX LINE $ 4,218.89 $ (2,251.07) $ 1,967.82
FURNITURE WORKBENCH XXXXXX LINE $ 4,218.62 $ (2,250.80) $ 1,967.82
R96 SYSTEMS FOR R&D LAB $ 6,711.69 $ (4,156.12) $ 2,555.57
R96 SYSTEMS FOR R&D LAB $ 6,711.69 $ (4,156.12) $ 2,555.57
R96 SYSTEMS FOR R&D LAB $ 6,711.69 $ (4,156.12) $ 2,555.57
R96 SYSTEMS FOR R&D LAB $ 6,711.66 $ (4,156.09) $ 2,555.57
ULTRA 10 WORKSTATION $ 7,698.18 $ (7,538.61) $ 159.57
SUN 21" MONITOR $ 1,643.63 $ (1,610.31) $ 33.32
ULTRA 5 WORKSTATION $ 4,319.16 $ (4,229.59) $ 89.57
SUN 19" MONITOR $ 1,090.33 $ (1,090.33) $ -
ULTRA 5 WORKSTATION $ 4,319.16 $ (4,229.59) $ 89.57
XYLAN MODULES $ 25,857.94 $ (7,696.77) $ 18,161.17
IN CIRCUIT EMULATOR - SUPERTAP $ 22,137.13 $ (16,870.21) $ 5,266.92
IN CIRCUIT EMULATOR - SUPERTAP $ 22,137.13 $ (16,870.21) $ 5,266.92
PC SUN ULTRA 10 300MHZ $ 5,841.17 $ (5,067.10) $ 774.07
MONITOR 21" SUN $ 1,460.30 $ (1,460.30) $ -
SMARTBITS SMB-2000 $ 19,843.63 $ (12,285.38) $ 7,558.25
SMARTBITS TESTER $ 9,201.25 $ (5,699.33) $ 3,501.92
SONY DIGITAL VIDEO CAMERA $ 3,029.92 $ (1,313.67) $ 1,716.25
SUNSET ISDN SS400 $ 4,844.20 $ (3,005.45) $ 1,838.75
ZXPMS-ZX-1 MINI PMS ZOOM INTERFEROMETER $ 37,276.82 $ (37,276.82) $ -
Q.E.D. SYSTEM $ 13,525.84 $ (8,378.42) $ 5,147.42
MONITOR 19" SUN $ 827.71 $ (827.71) $ -
PC SUN ULTRA SOLARIS $ 6,696.53 $ (5,471.21) $ 1,225.32
TEST SET DISC*S FITL (PAR 1492A) $ 68,781.57 $ (42,579.40) $ 26,202.17
TEST SET DISC*S FITL (@ JABIL MEMPHIS) $ 68,781.57 $ (42,579.40) $ 26,202.17
TEST SET DISC*S FITL $ 68,802.07 $ (42,593.65) $ 26,208.42
UPGRADE SVC CTR TEST SET FOR FITL POWER NPC $ 28,785.13 $ (12,682.38) $ 16,102.75
CHASE BILOG ANTENNA $ 5,515.34 $ (3,415.02) $ 2,100.32
CHASE BILOG ANTENNA $ 5,515.34 $ (3,415.02) $ 2,100.32
ATM EDGE SWITCH $ 38,687.47 $ (23,951.55) $ 14,735.92
1262 MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
9 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 97656 0 160220 31/03/1999 24442 ONU EQUIPMENT
61 97658 0 160220 31/03/1999 24444 ONU EQUIPMENT
61 97638 0 160220 31/03/1999 24445 107 MDS POWER EQUIPMENT
61 97639 0 160220 31/03/1999 24446 104 MDS POWER EQUIPMENT
61 97645 0 160220 31/03/1999 24447 MDS SHELF / HDT CARDS
61 97646 0 160220 31/03/1999 24448 MDS SHELF / HDT CARDS
61 97647 0 160220 31/03/1999 24449 MDS SHELF / HDT CARDS
61 97648 0 160220 31/03/1999 24450 MDS SHELF / HDT CARDS
61 97649 0 160220 31/03/1999 24451 MDS SHELF / HDT CARDS
61 97650 0 160220 31/03/1999 24452 MDS SHELF / HDT CARDS
61 97640 0 160220 31/03/1999 24453 103 MDS POWER EQUIPMENT
61 97641 0 160220 31/03/1999 24454 89 MDS POWER EQUIPMENT
61 97659 0 160220 31/03/1999 24455 ONU EQUIPMENT
61 97660 0 160220 31/03/1999 24456 ONU EQUIPMENT
61 97661 0 160220 31/03/1999 24457 ONU EQUIPMENT
61 97662 0 160220 31/03/1999 24458 ONU EQUIPMENT
61 97842 0 160220 31/05/1999 24465 18990 DEVICE PROGRAMMER BP2200 FOUR SITE
61 97844 0 160220 31/05/1999 24516 99824711 REDCOM SWITCH 40-LINE MDX SYSTEM
61 97845 0 160220 31/05/1999 24517 99824781 RECOM SWITCH 40-LINE MDX SYSTEM
50 75384 0 160140 31/03/1999 24544 NONE BURN-IN CMC OIU
61 97587 0 160220 31/03/1999 24545 90318039 DUAL FE RT BENCH SUITE
50 75393 0 160140 31/03/1999 24546 FITL TEST FIXTURE NPC/UPC
50 75394 0 160140 31/03/1999 24547 FITL TEST FIXTURE NPC/UPC
50 75395 0 160140 31/03/1999 24548 FITL TEST FIXTURE HDT
50 75396 0 160140 31/03/1999 24549 FITL TEST FIXTURE HDT
50 75400 0 160140 31/03/1999 24550 FITL POWER TEST SET MATRIX PLATFORM (CAL# 1706)
61 100283 0 160220 31/05/1999 24557 BN010559 OSCILLOSCOPE TEKTRONIX TDS3054 DIGITIZING
61 97774 0 160220 31/05/1999 24560 1B19941 SERVER XXXXXXXXXX PORTMASTER
61 97848 0 160220 31/05/1999 24563 US38432392 NETWORK ANALYZER HP RF VECTOR
61 97849 0 160220 31/05/1999 24564 3614A02104 CALIBRATION KIT N-75 HP
50 75719 0 160140 25/02/2000 24568 NONE CMC FITL OIU TEST SET UPGRADE (@JABIL FLORIDA)
50 75455 0 160711 31/05/1999 24602 9012 VIDEO SYSTEM MICROSCOPE
50 75456 0 160220 31/05/1999 24603 B010719 TEKTRONIX TD5540A MANAGER
50 75453 0 160140 31/05/1999 24604 CAL TS1587 TEST SET FITL AM/VSB OIU (TS1587)
50 75865 0 160140 26/05/2000 24604 CAL TS1587 UPGRADE FITL OIU TEST SET ASSET# 24604 (TS1587)
50 75609 0 160140 30/09/1999 24605 FUNCTIONAL TEST SET EDFA FIBERCAST (@JABIL BEDFORD
61 97807 0 160220 31/05/1999 24606 B010810 OSCILLOSCOPE TEKTRONIX 4 CHANNEL TDS3054
61 98045 0 160220 30/06/1999 24607 N4467 EST MPC860 EMULATORS FOR THE FIBERSTAR & 1075 PROJ
61 98046 0 160220 30/06/1999 24608 N4468 EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ
61 98047 0 160220 30/06/1999 24609 N4469 EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ
61 98048 0 160220 30/06/1999 24610 N4470 EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ
61 98049 0 160220 30/06/1999 24611 N4471 EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ
61 98001 0 160220 30/06/1999 24615 315 MULTIPLE FREQ. SIGNAL GENERATOR PSX-6C
61 99816 0 160220 31/03/2000 24616 1106250 SPECTROLINE EPROM ERASER PC-1100A
61 98058 0 160220 30/06/1999 24618 19009 UNIVERSAL PROGRAMMER PF1200/144
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS SHELF / HDT CARDS $ 5,838.40 $ (3,618.48) $ 2,219.92
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
MDS POWER EQUIPMENT $ 2,974.74 $ (1,841.67) $ 1,133.07
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
DEVICE PROGRAMMER BP2200 FOUR SITE $ 37,859.25 $ (22,088.50) $ 15,770.75
REDCOM SWITCH 40-LINE MDX SYSTEM $ 26,966.71 $ (15,734.29) $ 11,232.42
RECOM SWITCH 40-LINE MDX SYSTEM $ 26,966.69 $ (15,734.27) $ 11,232.42
BURN-IN CMC OIU $ 45,494.14 $ (28,167.82) $ 17,326.32
DUAL FE RT BENCH SUITE $ 59,537.50 $ (36,859.33) $ 22,678.17
FITL TEST FIXTURE NPC/UPC $ 17,141.69 $ (10,614.27) $ 6,527.42
FITL TEST FIXTURE NPC/UPC $ 17,141.69 $ (10,614.27) $ 6,527.42
FITL TEST FIXTURE HDT $ 17,141.69 $ (10,614.27) $ 6,527.42
FITL TEST FIXTURE HDT $ 17,141.41 $ (10,613.99) $ 6,527.42
FITL POWER TEST SET MATRIX PLATFORM (CAL# 1706) $ 27,849.53 $ (17,243.61) $ 10,605.92
OSCILLOSCOPE TEKTRONIX TDS3054 DIGITIZING $ 10,061.84 $ (5,872.67) $ 4,189.17
SERVER XXXXXXXXXX PORTMASTER $ 3,319.55 $ (1,939.63) $ 1,379.92
NETWORK ANALYZER HP RF VECTOR $ 46,121.79 $ (26,906.37) $ 19,215.42
CALIBRATION KIT N-75 HP $ 2,274.63 $ (1,328.21) $ 946.42
CMC FITL OIU TEST SET UPGRADE (@JABIL FLORIDA) $ 13,638.99 $ (8,282.92) $ 5,356.07
VIDEO SYSTEM MICROSCOPE $ 4,763.47 $ (2,782.72) $ 1,980.75
XXXXXXXXX XX0000X MANAGER $ 5,061.19 $ (2,956.52) $ 2,104.67
TEST SET FITL AM/VSB OIU (TS1587) $ 76,367.21 $ (44,551.39) $ 31,815.82
UPGRADE FITL OIU TEST SET ASSET# 24604 (TS1587) $ 36,212.65 $ (15,952.83) $ 20,259.82
FUNCTIONAL TEST SET EDFA FIBERCAST (@JABIL BEDFORD $ 75,385.51 $ (43,979.01) $ 31,406.50
OSCILLOSCOPE XXXXXXXXX 0 XXXXXXX XXX0000 $ 10,819.59 $ (6,313.42) $ 4,506.17
EST MPC860 EMULATORS FOR THE FIBERSTAR & 1075 PROJ $ 7,039.22 $ (4,109.05) $ 2,930.17
EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ $ 7,039.22 $ (4,109.05) $ 2,930.17
EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ $ 7,039.22 $ (4,109.05) $ 2,930.17
EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ $ 7,039.22 $ (4,109.05) $ 2,930.17
EST MPC860 EMULATOR FOR THE FIBERSTAR & 1075 PROJ $ 7,039.26 $ (4,109.09) $ 2,930.17
MULTIPLE FREQ. SIGNAL GENERATOR PSX-6C $ 16,177.97 $ (9,440.65) $ 6,737.32
SPECTROLINE EPROM ERASER PC-1100A $ 2,113.63 $ (1,283.81) $ 829.82
UNIVERSAL PROGRAMMER PF1200/144 $ 7,251.49 $ (4,230.82) $ 3,020.67
10 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
------------------------------------------------------------------------------------------------------------------
61 98115 0 160711 30/07/1999 00000 XXXX-X0000000 COMMUNICATIONS ANALYZER
61 98052 0 160220 30/06/1999 24636 BO32678 DIGITIZING OSCILLOSCOPE TDS784D
61 98116 0 160220 30/07/1999 24637 B010308 DSO MODULE MODEL#TLA7D2
61 97780 0 160331 31/05/1999 24638 7983297 REDCOM TELETRAFFIC GENERATOR
61 97782 0 160331 31/05/1999 24641 MESA 6 CABINET SYSTEM & INTERNAL EQUIPMENT
60 97852 0 160309 31/05/1999 24650 91002009A LCD PROJECTOR LT100 XGA
61 97864 0 160220 31/05/1999 24653 5091 SMARTBITS TEST SET 2000+
61 100717 0 160220 31/08/2000 24653 AT-9015 & AT-9045 ATM SMARTCARDS
61 98010 0 160220 30/06/1999 24654 4993540 REDCOM CLASS 5 SWITCH
61 98011 0 160220 30/06/1999 24655 4993539 REDCOM CLASS 5 SWITCH
61 97789 0 160220 31/05/1999 24656 AT&T ROLLING CABINETS FOR DEMO ROOM
61 97790 0 160220 31/05/1999 24657 AT&T ROLLING CABINET FOR DEMO ROOM
63 97792 0 160220 31/05/1999 24658 4529 SERVER HP KAYAK
61 97846 0 160220 31/05/1999 24667 1190034 FIREBERD 6000A COMMUNICATIONS ANALYZER
50 75959 0 160140 31/07/2000 24668 NONE DTU1 TEST SET #1592 (@ JABIL FLORIDA)
50 75879 0 160140 26/05/2000 24669 CAL TS1710 TEST SET FITL POWER #1 NPC2 (TS# 1710)
50 75880 0 160140 26/05/2000 24670 CAL TS1711 TEST SET FITL POWER #2 NPC2 (TS1711)
50 76041 0 160140 30/09/2000 24670 CAL TS1711 UPGRADE MATRIX NPC TEST SET (TS1711)
50 75881 0 160140 26/05/2000 24671 NONE FITL SYSTEM TEST AT CMC (CAL#1589)
50 75882 0 160140 26/05/2000 24672 NONE FITL SYSTEM TEST AT CMC (CAL# 1589)
61 98117 0 160220 30/07/1999 24673 B011561 DIGITAL PHOSPHOR OSCILLOSCOPE
50 75867 0 160140 26/05/2000 24675 NONE BURN-IN EXPANSION NPC AT CMC
50 75868 0 160140 26/05/2000 24676 NONE BURN-IN EXPANSION NPC AT CMC
50 75869 0 160140 26/05/2000 24677 NONE BURN-IN EXPANSION NPC AT CMC
50 75870 0 160140 26/05/2000 24678 NONE BURN-IN EXPANSION NPC AT CMC
50 75871 0 160140 26/05/2000 24679 NONE BURN-IN EXPANSION NPC AT CMC
50 75872 0 160140 26/05/2000 24680 NONE BURN-IN EXPANSION NPC AT CMC
50 75873 0 160140 26/05/2000 24682 NONE BURN-IN EXPANSION DTU AT CMC
50 75874 0 160140 26/05/2000 24682 NONE BURN-IN EXPANSION DTU AT CMC
50 75875 0 160140 26/05/2000 24683 NONE BURN-IN EXPANSION DTU AT CMC
50 75876 0 160140 26/05/2000 24684 NONE BURN-IN EXPANSION DTU AT CMC
50 75877 0 160140 26/05/2000 24685 NONE BURN-IN EXPANSION DTU AT CMC
50 75878 0 160140 26/05/2000 24686 NONE BURN-IN EXPANSION DTU AT CMC
61 98126 0 160220 30/07/1999 24688 3916A03095 1.8 GHZ CABLE TV ANALYZER
50 75863 0 160140 26/05/2000 24689 NONE BURN-IN FITL NPC
50 75864 0 160140 26/05/2000 24690 NONE BURN-IN FITL OIU4X
61 98826 0 160220 30/09/1999 24691 B013220 RF SIGNAL SCOUT ANALYZER TEKTRONIX RFM151
61 98827 0 160220 30/09/1999 24692 112712 RIFOCS POWER METER 555B
61 98825 0 160220 30/09/1999 24697 US38440492 HP RF SIGNAL GENERATOR E4400B
61 98128 0 160220 30/07/1999 24715 3849U03298 LOW COST SIGNAL GENERATOR
61 98118 0 160220 30/07/1999 24719 UT9906108MAX UTI CURVE TRACER
61 100287 0 160220 30/06/1999 24726 D00881 SDH MULTIPLEXER 800101
61 100288 0 160220 30/06/1999 24727 D00317 SDH MULTIPLEXER 800101
61 100289 0 160220 30/06/1999 24728 D00995 SDH MULTIPLEXER 800101
61 100290 0 160220 30/06/1999 24729 D00876 SDH MULTIPLEXER 800101
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
COMMUNICATIONS ANALYZER $ 16,722.80 $ (9,756.38) $ 6,966.42
DIGITIZING OSCILLOSCOPE TDS784D $ 36,980.38 $ (21,573.13) $ 15,407.25
DSO MODULE MODEL#TLA7D2 $ 16,237.50 $ (9,472.83) $ 6,764.67
REDCOM TELETRAFFIC GENERATOR $ 25,319.04 $ (14,774.54) $ 10,544.50
MESA 6 CABINET SYSTEM & INTERNAL EQUIPMENT $ 50,283.65 $ (29,334.33) $ 20,949.32
LCD PROJECTOR LT100 XGA $ 7,181.31 $ (2,936.74) $ 4,244.57
SMARTBITS TEST SET 2000+ $ 44,366.28 $ (25,885.03) $ 18,481.25
AT-9015 & AT-9045 ATM SMARTCARDS $ 7,856.30 $ (3,463.38) $ 4,392.92
REDCOM CLASS 5 SWITCH $ 20,860.86 $ (12,173.79) $ 8,687.07
REDCOM CLASS 5 SWITCH $ 20,860.86 $ (12,173.79) $ 8,687.07
AT&T ROLLING CABINETS FOR DEMO ROOM $ 4,399.91 $ (2,569.84) $ 1,830.07
AT&T ROLLING CABINET FOR DEMO ROOM $ 4,399.90 $ (2,569.83) $ 1,830.07
SERVER HP KAYAK $ 6,640.24 $ (5,428.49) $ 1,211.75
FIREBERD 6000A COMMUNICATIONS ANALYZER $ 24,766.90 $ (14,451.33) $ 10,315.57
DTU1 TEST SET #1592 (@ JABIL FLORIDA) $ 11,562.11 $ (5,093.79) $ 6,468.32
TEST SET FITL POWER #1 NPC2 (TS# 1710) $ 34,029.06 $ (14,991.24) $ 19,037.82
TEST SET FITL POWER #2 NPC2 (TS1711) $ 32,031.71 $ (14,109.04) $ 17,922.67
UPGRADE MATRIX NPC TEST SET (TS1711) $ 3,941.15 $ (1,738.15) $ 2,203.00
FITL SYSTEM TEST AT CMC (CAL#1589) $ 23,226.86 $ (10,233.94) $ 12,992.92
FITL SYSTEM TEST AT CMC (CAL# 1589) $ 23,226.50 $ (10,233.58) $ 12,992.92
DIGITAL PHOSPHOR OSCILLOSCOPE $ 11,950.81 $ (6,974.14) $ 4,976.67
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION NPC AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,805.03 $ (2,118.78) $ 2,686.25
BURN-IN EXPANSION DTU AT CMC $ 4,827.73 $ (2,127.23) $ 2,700.50
1.8 GHZ CABLE TV ANALYZER $ 16,184.74 $ (9,445.99) $ 6,738.75
BURN-IN FITL NPC $ 1,843.98 $ (813.98) $ 1,030.00
BURN-IN FITL OIU4X $ 1,843.96 $ (813.96) $ 1,030.00
RF SIGNAL SCOUT ANALYZER TEKTRONIX RFM151 $ 2,751.24 $ (1,610.07) $ 1,141.17
RIFOCS POWER METER 555B $ 861.64 $ (505.97) $ 355.67
HP RF SIGNAL GENERATOR E4400B $ 7,995.65 $ (4,667.40) $ 3,328.25
LOW COST SIGNAL GENERATOR $ 12,311.12 $ (7,183.20) $ 5,127.92
UTI CURVE TRACER $ 59,537.90 $ (34,733.73) $ 24,804.17
XXX XXXXXXXXXXX 000000 $ 10,039.99 $ (5,861.07) $ 4,178.92
XXX XXXXXXXXXXX 000000 $ 10,039.99 $ (5,861.07) $ 4,178.92
XXX XXXXXXXXXXX 000000 $ 10,039.99 $ (5,861.07) $ 4,178.92
XXX XXXXXXXXXXX 000000 $ 10,039.90 $ (5,860.98) $ 4,178.92
11 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------------
61 99365 0 160220 31/12/1999 24738 US91700838 NETSERVER LH4
62 103027 0 160220 31/12/2001 24738 UPGRADE MEMORY & DISK SPACE TO EDC SERVER
63 99366 0 160220 31/12/1999 24739 1064781 DLT70 SURESTORE
63 99367 0 160220 31/12/1999 24742 50991CA0024 PANASONIC SCANNER KV-52055W
61 98004 0 160220 30/06/1999 24749 9915260 TRILITHIC FILTER
61 98002 0 160220 30/06/1999 24750 ACP03150061 CMTS UBR7223
61 98051 0 160220 30/06/1999 24754 N4507 EST EMULATOR MPC860
62 98038 0 160501 30/06/1999 24755 Z6136019 XXXXX LASER PRINTER 105SE
61 98085 0 160331 30/06/1999 24763 MT94580 OTDR OPTICAL TIME DOMAIN REFL
61 98086 0 160331 30/06/1999 24765 MT94480 OTDR OPTICAL TIME DOMAIN REFL
61 98824 0 160220 30/09/1999 24858 6.00149E+14 LASER TRANSMITTER MRTL5 AM/VSB
60 98773 0 160220 30/09/1999 24860 77691058 TOSHIBA PROJECTOR 510A
61 100293 0 160220 30/09/1999 24862 1041 PROTOCOL ANALYZER OPTICAL TO ELECTRICAL CONVERTER
61 98777 0 160220 30/09/1999 24863 13725 TTC COMMUNICATIONS ANALYZER 310-P3S
61 98791 0 160220 30/09/1999 24864 N5000 VISION NET MPC860 CONTROLLER
61 98792 0 160220 30/09/1999 24865 N5001 VISION NET MPC860 CONTROLLER
61 98793 0 160220 30/09/1999 24866 N5002 VISION NET MPC860 CONTROLER
61 98794 0 160220 30/09/1999 24867 N5003 VISION NET MPC860 CONTROLLER
63 100351 0 160220 30/06/2000 24869 FW93120117 SUN ULTRA SPARC10 WORKSTATION - XXXXX XXXXXXX
61 98786 0 160220 30/09/1999 24871 149584 ATM GENERATOR/ANALYZER AX/4000
61 99096 0 160220 29/10/1999 24872 13774 COMMUNICATION ANALYZER TBERD DS3
61 98828 0 160220 30/09/1999 24873 CC047850 PROGRAMMABLE OPTICAL ATTENUATOR JDS FITEL
61 98236 0 160220 27/08/1999 24889 31203991665 PORTABLE DIGITAL LIGHTWAVE TEST SET
61 98229 0 160220 27/08/1999 24894 154 MASS FUSION SPLICER T-63
61 98230 0 160220 27/08/1999 24895 FSFGSERC4612N3 FUSION SPLICER ROTARY XXXXX T-35SE
62 98234 0 160420 27/08/1999 24896 FW92420079 PC SUN ULTRA 5 WORKSTATION
62 98235 0 160420 27/08/1999 24897 9922KN3135 SUN MONITOR 19"
50 75510 0 160140 27/08/1999 24901 MUX FOR XXXX SYSTEM TEST SET
62 98244 0 160420 27/08/1999 24907 FW91610682 PC SUN ULTRA 10 WORKSTATION
50 75509 0 160711 27/08/1999 24913 2499534 BULK CALL GENERATOR
63 98255 0 160220 27/08/1999 24914 SFW85160142 PC SUN ULTRA 10 WORKSTATION
63 98256 0 160220 27/08/1999 24915 SFW85160456 PC SUN ULTRA 10 WORKSTATION
62 98257 0 160220 27/08/1999 24916 9925KN3416 MONITOR SUN 21" X7121A
62 98258 0 160220 27/08/1999 24917 0000X0000 MONITOR SUN 21" X7121A
50 75512 0 160122 27/08/1999 24918 NONE DISC*S TEST SET UPGRADES AT ADTRAN
50 75513 0 160122 27/08/1999 00000 XXXX XXXX SCU131 TEST SYSTEM FOR ADTRAN
60 100828 0 160711 31/08/2000 24980 NONE ANTHRO BLACK CART
60 103453 0 160220 30/06/2002 24981 NONE RACK SHELF 42U WITH HARDWARE EQUIPMENT
60 103454 0 160220 30/06/2002 24982 NONE RACK SHELF 22U WITH HARDWARE EQUIPMENT
60 103455 0 160220 30/06/2002 24997 NONE RACK SHELF 22U WITH HARDWARE EQUIPMENT
61 100145 0 160220 30/09/1999 25000 99303788 ATM SWITCH ASX-200BX
61 101156 0 160220 31/10/2000 25002 SUPERVISORY SYSTEM JC08SSL14
61 101174 0 160220 31/10/2000 25004 SUPERVISORY SYSTEM JC08SSL14
50 76881 0 160140 31/03/2002 25010 CAL TS1709 UPGRADE FITL ADSL OIU94/95 FUNCT. TEST SOL. TS1709
50 76993 0 160140 31/08/2002 25010 CAL TS1709 UPGRADE FITL ADSL OIU94/95 FUNC TEST SOLN TS# 1709
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
NETSERVER LH4 $ 27,884.06 $ (16,268.06) $ 11,616.00
UPGRADE MEMORY & DISK SPACE TO EDC SERVER $ 3,593.90 $ (2,495.73) $ 1,098.17
DLT70 SURESTORE $ 7,041.68 $ (5,754.61) $ 1,287.07
PANASONIC SCANNER KV-52055W $ 8,300.43 $ (6,784.36) $ 1,516.07
TRILITHIC FILTER $ 7,030.56 $ (4,104.81) $ 2,925.75
CMTS UBR7223 $ 40,910.43 $ (23,869.01) $ 17,041.42
EST EMULATOR MPC860 $ 6,362.38 $ (3,713.63) $ 2,648.75
XXXXX LASER PRINTER 105SE $ 3,309.57 $ (3,309.57) $ -
OTDR OPTICAL TIME DOMAIN REFL $ 22,479.05 $ (13,115.73) $ 9,363.32
OTDR OPTICAL TIME DOMAIN REFL $ 22,479.05 $ (13,115.73) $ 9,363.32
LASER TRANSMITTER MRTL5 AM/VSB $ 3,787.74 $ (2,213.92) $ 1,573.82
TOSHIBA PROJECTOR 510A $ 5,081.07 $ (2,080.00) $ 3,001.07
PROTOCOL ANALYZER OPTICAL TO ELECTRICAL CONVERTER $ 8,910.06 $ (5,200.64) $ 3,709.42
TTC COMMUNICATIONS ANALYZER 310-P3S $ 25,509.81 $ (14,885.06) $ 10,624.75
VISION NET MPC860 CONTROLLER $ 10,125.99 $ (5,909.07) $ 4,216.92
VISION NET MPC860 CONTROLLER $ 10,125.99 $ (5,909.07) $ 4,216.92
VISION NET MPC860 CONTROLER $ 10,125.99 $ (5,909.07) $ 4,216.92
VISION NET MPC860 CONTROLLER $ 10,125.93 $ (5,909.01) $ 4,216.92
SUN ULTRA SPARC10 WORKSTATION - XXXXX XXXXXXX $ 6,836.14 $ (4,218.14) $ 2,618.00
ATM GENERATOR/ANALYZER AX/4000 $ 66,104.63 $ (38,562.63) $ 27,542.00
COMMUNICATION ANALYZER TBERD DS3 $ 29,816.47 $ (17,395.47) $ 12,421.00
PROGRAMMABLE OPTICAL ATTENUATOR JDS FITEL $ 5,931.15 $ (3,462.83) $ 2,468.32
PORTABLE DIGITAL LIGHTWAVE TEST SET $ 36,534.38 $ (21,315.38) $ 15,219.00
MASS FUSION SPLICER T-63 $ 45,527.24 $ (26,558.24) $ 18,969.00
FUSION SPLICER ROTARY XXXXX T-35SE $ 37,887.50 $ (22,104.08) $ 15,783.42
PC SUN ULTRA 5 WORKSTATION $ 2,601.33 $ (2,601.33) $ -
SUN MONITOR 19" $ 769.58 $ (769.58) $ -
MUX FOR XXXX SYSTEM TEST SET $ 32,296.40 $ (18,841.90) $ 13,454.50
PC SUN ULTRA 10 WORKSTATION $ 4,294.30 $ (4,294.30) $ -
BULK CALL GENERATOR $ 28,648.09 $ (16,714.67) $ 11,933.42
PC SUN ULTRA 10 WORKSTATION $ 5,289.67 $ (4,320.85) $ 968.82
PC SUN ULTRA 10 WORKSTATION $ 5,289.67 $ (4,320.85) $ 968.82
MONITOR SUN 21" X7121A $ 1,460.80 $ (1,460.80) $ -
MONITOR SUN 21" X7121A $ 1,460.81 $ (1,460.81) $ -
DISC*S TEST SET UPGRADES AT ADTRAN $ 11,033.33 $ (6,441.26) $ 4,592.07
ISDN SCU131 TEST SYSTEM FOR ADTRAN $ 14,695.46 $ (8,575.46) $ 6,120.00
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
RACK SHELF 42U WITH HARDWARE EQUIPMENT $ 5,192.80 $ (2,812.73) $ 2,380.07
RACK SHELF 22U WITH HARDWARE EQUIPMENT $ 5,255.55 $ (2,847.55) $ 2,408.00
RACK SHELF 22U WITH HARDWARE EQUIPMENT $ 5,255.55 $ (2,847.55) $ 2,408.00
ATM SWITCH ASX-200BX $ 6,690.90 $ (3,903.58) $ 2,787.32
SUPERVISORY SYSTEM JC08SSL14 $ 2,689.49 $ (1,188.07) $ 1,501.42
SUPERVISORY SYSTEM JC08SSL14 $ 2,812.71 $ (1,240.21) $ 1,572.50
UPGRADE FITL ADSL OIU94/95 FUNCT. TEST SOL. TS1709 $ 103,782.17 $ (30,890.25) $ 72,891.92
UPGRADE FITL ADSL OIU94/95 FUNC TEST SOLN TS# 1709 $ 62,106.66 $ (9,612.59) $ 52,494.07
12 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 75610 0 160140 30/09/1999 25010 CAL TS1709 TEST SET FITL AM/VSB OIU (TS1709)
50 75862 0 160140 26/05/2000 25010 CAL TS1709 UPGRADE FITL AM/VSB TEST SET ASSET# 25010 (TS1709)
50 75858 0 160140 26/05/2000 25010 CAL TS1709 UPGRADE FITL AM/VSB OIU TEST SET ASSET25010 TS1709
63 100364 0 160220 30/06/2000 25043 4REXQ DELL SERVER POWER EDGE 6300
60 98775 0 160220 30/09/1999 25096 SB580-10329 SMART BOARD 580
60 98776 0 160220 30/09/1999 25121 SB580-10328 SMART BOARD 580
60 98774 0 160220 30/09/1999 25122 89692305 TOSHIBA PROJECTOR 510A
50 75611 0 160140 30/09/1999 25124 CMC ICT FIXTURE OIU72
50 75608 0 160140 30/09/1999 25125 CMC ICT FIXTURE DCU301A
61 98901 0 160220 30/09/1999 25132 K839 AMPLIFIED NOICE MODULE NC1107A
63 103620 0 160220 31/05/2001 25133 US93300619 HP NETSERVER LH/4 (XXXX XXXXXX 7/2002 - QUALITY)
61 101158 0 160220 31/10/2000 25146 MDS SHELF 00-000-00
61 101159 0 160220 31/10/2000 25147 MDS SHELF 00-000-00
61 101160 0 160220 31/10/2000 25148 MDS SHELF 00-000-00
61 101147 0 160220 31/10/2000 25160 MDS SHELVES 00-000-00
61 101149 0 160220 31/10/2000 25162 2006980 MDS SHELVES 00-000-00
61 101161 0 160220 31/10/2000 25163 MDS SHELF 00-000-00
61 101162 0 160220 31/10/2000 25164 MDS SHELF
61 101163 0 160220 31/10/2000 25165 MDS SHELF 00-000-00
61 101176 0 160220 31/10/2000 25166 MDS SHELF 00-000-00
61 101177 0 160220 31/10/2000 25167 MDS SHELF 00-000-00
61 101178 0 160220 31/10/2000 25168 MDS SHELF 00-000-00
61 101179 0 160220 31/10/2000 25169 MDS SHELF 00-000-00
61 101180 0 160220 31/10/2000 25170 MDS SHELF 00-000-00
61 101164 0 160220 31/10/2000 25171 MDS SHELF 00-000-00
61 101165 0 160220 31/10/2000 25172 MDS SHELF 00-000-00
61 99304 0 160220 26/11/1999 25173 NONE SYSTEL SUPERVISORY SYSTEM
62 100303 0 160220 31/12/1999 25212 9937KN0914 SUN MONITOR
63 100306 0 160220 31/12/1999 25213 FW93530153 SUN PC ULTRA 10
63 100307 0 160220 31/12/1999 25214 FW93530001 SUN PC ULTRA 10
62 100305 0 160220 31/12/1999 25216 9937KN0907 SUN MONITOR
61 100308 0 160220 31/12/1999 25217 636H32E2 SUN SERVER E450
63 98995 0 160220 29/10/1999 25235 ESA8C02973 HP DESIGNJET 0000X XXXXXXX
63 98994 0 160220 29/10/1999 25236 HP DESIGNJET 0000X XXXXXXX
63 98999 0 160220 29/10/1999 25237 22921 HP NETSERVER XX/0 XX X0000X
61 100025 0 160220 26/05/2000 25239 N4872 VISION NET MPC860 EMULATOR
61 100174 0 160220 29/10/1999 25242 790652 SUPERTAP EMULATOR 850
61 100175 0 160220 29/10/1999 25243 790651 SUPERTAP EMULATOR 850
61 100152 0 160220 29/10/1999 25244 790574 SUPERTAP EMULATOR 860
61 100153 0 160220 29/10/1999 25245 149683 AX/4000 BROADBAND TEST SYSTEM
61 100168 0 160220 29/10/1999 25246 P2850 MPC 850 BDM DEBUGGER
61 100167 0 160220 29/10/1999 25248 P2849 MPC 850 BDM DEBUGGER
61 100172 0 160220 29/10/1999 25249 41953 SUPERTAP EMULATOR 68302
61 100173 0 160220 29/10/1999 25250 37053 SUPERTAP EMULATOR 68302
61 100170 0 160220 29/10/1999 25251 P2852 MPC 850 BDM DEBUGGER
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TEST SET FITL AM/VSB OIU (TS1709) $ 98,957.78 $ (57,727.36) $ 41,230.42
UPGRADE FITL AM/VSB TEST SET ASSET# 25010 (TS1709) $ 42,387.62 $ (18,672.30) $ 23,715.32
UPGRADE FITL AM/VSB OIU TEST SET ASSET25010 TS1709 $ 29,528.33 $ (13,009.41) $ 16,518.92
DELL SERVER POWER EDGE 6300 $ 12,937.17 $ (7,979.85) $ 4,957.32
SMART BOARD 580 $ 1,785.23 $ (731.66) $ 1,053.57
SMART BOARD 580 $ 1,785.24 $ (731.67) $ 1,053.57
TOSHIBA PROJECTOR 510A $ 5,081.07 $ (2,080.00) $ 3,001.07
CMC ICT FIXTURE OIU72 $ 6,495.00 $ (3,789.33) $ 2,705.67
CMC ICT FIXTURE DCU301A $ 6,495.00 $ (3,789.33) $ 2,705.67
AMPLIFIED NOICE MODULE NC1107A $ 1,613.00 $ (943.75) $ 669.25
HP NETSERVER LH/4 (TODD HERMAN 7/2002 - QUALITY) $ 54,626.00 $ (16,388.50) $ 38,237.50
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELVES 41-050-51 $ 4,866.06 $ (2,145.06) $ 2,721.00
MDS SHELVES 41-050-51 $ 4,866.06 $ (2,145.06) $ 2,721.00
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,867.39 $ (2,146.39) $ 2,721.00
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
MDS SHELF 41-050-51 $ 4,862.56 $ (2,142.99) $ 2,719.57
SYSTEL SUPERVISORY SYSTEM $ 8,288.62 $ (4,839.87) $ 3,448.75
SUN MONITOR $ 1,459.85 $ (1,459.85) $ -
SUN PC ULTRA 10 $ 7,237.79 $ (5,872.22) $ 1,365.57
SUN PC ULTRA 10 $ 7,237.79 $ (5,872.22) $ 1,365.57
SUN MONITOR $ 1,459.85 $ (1,459.85) $ -
SUN SERVER E450 $ 22,152.16 $ (12,926.41) $ 9,225.75
HP DESIGNJET 1050C PLOTTER $ 8,573.93 $ (7,003.36) $ 1,570.57
HP DESIGNJET 1050C PLOTTER $ 8,573.95 $ (7,003.38) $ 1,570.57
HP NETSERVER LH/4 HP D6973A $ 32,703.41 $ (26,710.99) $ 5,992.42
VISION NET MPC860 EMULATOR $ 6,331.62 $ (2,790.55) $ 3,541.07
SUPERTAP EMULATOR 850 $ 29,141.52 $ (17,002.52) $ 12,139.00
SUPERTAP EMULATOR 850 $ 29,141.50 $ (17,002.50) $ 12,139.00
SUPERTAP EMULATOR 860 $ 27,303.97 $ (15,931.55) $ 11,372.42
AX/4000 BROADBAND TEST SYSTEM $ 72,365.13 $ (42,214.63) $ 30,150.50
MPC 850 BDM DEBUGGER $ 6,765.63 $ (3,949.71) $ 2,815.92
MPC 850 BDM DEBUGGER $ 6,765.63 $ (3,949.71) $ 2,815.92
SUPERTAP EMULATOR 68302 $ 20,935.88 $ (12,214.63) $ 8,721.25
SUPERTAP EMULATOR 68302 $ 20,935.88 $ (12,214.63) $ 8,721.25
MPC 850 BDM DEBUGGER $ 6,765.63 $ (3,949.71) $ 2,815.92
13 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
---------------------------------------------------------------------------------------------------------------------
61 100169 0 160220 29/10/1999 25252 P2851 MPC 850 BDM DEBUGGER
62 99408 0 160220 31/12/1999 25253 9941-990028-004 AIRFLOW TEMP MONITOR ATM-24
50 75886 0 160140 26/05/2000 25254 NONE TEST SET COPPER RACK SYSTEM (AT MSE, ALA.)
61 99314 0 160220 26/11/1999 25256 42754 AMC NETROM NR540
61 99255 0 160220 26/11/1999 25288 70964 LASER TRANSMITTER MAXLINK
61 99254 0 160220 26/11/1999 25289 406961 & 109910 PLATFORM & POWER SUPPLY FOR LASER TRANSMITTER
63 100365 0 160220 30/06/2000 25303 4MZAV DELL SERVER POWER EDGE 6300
63 100770 0 160220 31/08/2000 25303 18.2 gig SCSI HARD DRIVE
61 99312 0 160220 26/11/1999 25304 43557 AMC NETROM NR540
61 99311 0 160220 26/11/1999 25305 43555 AMC NETROM NR540
61 99310 0 160220 26/11/1999 25306 43558 AMC NETROM NR540
61 99313 0 160220 26/11/1999 25311 40970 AMC NETROM NR540
61 99504 0 160711 25/02/2000 25333 15042 EMISSIONS SCANNER EMSCAM 2.3
61 99918 0 160220 31/03/2000 25334 D930CP41A052 CPQ PROLIANT 6500R SERVER
62 104070 0 160220 25/02/2000 25347 9171RB1K9TA9 MONITOR 21" P1110 ULTRASCAN
61 99389 0 160220 31/12/1999 25353 BC001046 VARIABLE OPTICAL ATTENUATOR
61 99401 0 160711 31/12/1999 25355 HALT ENVIRONMENTAL CHAMBER IN RELIABILITY LAB
50 75659 0 160140 31/12/1999 25357 NONE ICT FIXTURE QCU60B - DOVATRON
62 99396 0 160501 31/12/1999 25361 26147197 WEBER LABEL MAKER PRINTER
50 75724 0 160140 25/02/2000 25370 NONE ENU SYSTEM TEST SET
63 99368 0 160220 31/12/1999 25371 50982CA0154 PANASONIC SCANNER KV-52055W
61 100189 0 160220 25/02/2000 25396 N5837 EST BDM EMULATORS (GLENEAGLES)
61 100190 0 160220 25/02/2000 25397 N5838 EST BDM EMULATOR (GLENEAGLES)
63 99594 0 160220 25/02/2000 25399 CYE05 DELL POWEREDGE 1300 SERVER
61 101717 0 160220 28/02/2001 25402 2602BM9490047 COBALT RAQ2 NETWORK
61 101723 0 160220 28/02/2001 25408 9912-348551 BLACK BOX SERVSWITCH AFFINITY 2X8
61 101724 0 160220 28/02/2001 25409 9912-331272 BLACK BOX SERVSWITCH AFFINITY 2X8
61 101725 0 160220 28/02/2001 25410 9912-331274 BLACK BOX SERVSWITCH AFFINITY 2X8
61 101726 0 160220 28/02/2001 25411 SG93801938 HP PROCURVE SWITCH 8000M
61 101727 0 160220 28/02/2001 25412 SG92201926 HP PROCURVE SWITCH 8000M
60 101716 0 160220 28/02/2001 25415 00408C3B247D AXIS 200+ NETWORK CAMERA
61 101739 0 160220 28/02/2001 25428 3C02AM9510387 COBALT RAQ3i NETWORK SERVER
61 101740 0 160220 28/02/2001 25429 2602BM9490797 COBALT RAQ2 NETWORK
61 101741 0 160220 28/02/2001 25430 3C02AM9500257 COBALT RAQ3i NETWORK SERVER
61 100191 0 160220 25/02/2000 25434 N5877 BDM EMULATOR VISION NET (GLENEAGLES)
61 100322 0 160220 25/02/2000 25435 N5878 BDM EMULATOR VISION NET (GLENEAGLES)
61 99475 0 160220 25/02/2000 25479 149716 AX/4000 BROADBAND TEST SYSTEM
61 100375 0 160220 30/06/2000 25479 401311-02491 ATM VER II GENERATOR/ANALYZER
61 101746 0 160220 28/02/2001 25479 401311-02722 AX/4000 155Mbps ATM GENERATOR/ANALYZER MODULE Vr.2
61 101744 0 160220 28/02/2001 25479 401311-03378 AX/4000 10/100Mb ETHERNET GENERATOR/ANALYZER MODUL
61 101745 0 160220 28/02/2001 25479 401311-03388 AX/4000 10/100Mb ETHERNET GENERATOR/ANALYZER MODUL
61 101750 0 160220 28/02/2001 25479 400326-00204 AX/4000 UTOPIA LEVEL 2 INTERFACE MODULE
61 100376 0 160220 30/06/2000 25479 400308A-00203 DS1/ATM MONITOR INTERFACE 4000308A FOR AX4000
61 101747 0 160220 28/02/2001 25479 401324-00344 AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE
61 101748 0 160220 28/02/2001 25479 401324-00345 AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
MPC 850 BDM DEBUGGER $ 6,765.63 $ (3,949.71) $ 2,815.92
AIRFLOW TEMP MONITOR ATM-24 $ 13,379.70 $ (13,379.70) $ -
TEST SET COPPER RACK SYSTEM (AT MSE, ALA.) $ 8,402.41 $ (3,703.99) $ 4,698.42
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
LASER TRANSMITTER MAXLINK $ 29,928.11 $ (17,460.44) $ 12,467.67
PLATFORM & POWER SUPPLY FOR LASER TRANSMITTER $ 2,815.99 $ (1,646.07) $ 1,169.92
DELL SERVER POWER EDGE 6300 $ 12,937.14 $ (7,979.82) $ 4,957.32
18.2 gig SCSI HARD DRIVE $ 1,011.06 $ (626.49) $ 384.57
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
AMC NETROM NR540 $ 10,092.09 $ (5,889.27) $ 4,202.82
EMISSIONS SCANNER EMSCAM 2.3 $ 18,943.75 $ (11,504.83) $ 7,438.92
CPQ PROLIANT 6500R SERVER $ 25,646.60 $ (15,571.93) $ 10,074.67
MONITOR 21" P1110 ULTRASCAN $ 999.27 $ (999.27) $ -
VARIABLE OPTICAL ATTENUATOR $ 3,328.69 $ (1,943.37) $ 1,385.32
HALT ENVIRONMENTAL CHAMBER IN RELIABILITY LAB $ 126,813.42 $ (73,979.67) $ 52,833.75
ICT FIXTURE QCU60B - DOVATRON $ 8,634.02 $ (5,039.85) $ 3,594.17
WEBER LABEL MAKER PRINTER $ 3,069.97 $ (3,069.97) $ -
ENU SYSTEM TEST SET $ 41,963.27 $ (25,479.35) $ 16,483.92
PANASONIC SCANNER KV-52055W $ 8,063.31 $ (6,588.24) $ 1,475.07
EST BDM EMULATORS (GLENEAGLES) $ 6,332.63 $ (3,847.56) $ 2,485.07
EST BDM EMULATOR (GLENEAGLES) $ 6,332.62 $ (3,847.55) $ 2,485.07
DELL POWEREDGE 1300 SERVER $ 6,394.15 $ (5,436.23) $ 957.92
COBALT RAQ2 NETWORK $ 1,808.22 $ (798.30) $ 1,009.92
BLACK BOX SERVSWITCH AFFINITY 2X8 $ 3,225.41 $ (1,421.34) $ 1,804.07
BLACK BOX SERVSWITCH AFFINITY 2X8 $ 3,225.41 $ (1,421.34) $ 1,804.07
BLACK BOX SERVSWITCH AFFINITY 2X8 $ 3,225.41 $ (1,421.34) $ 1,804.07
HP PROCURVE SWITCH 8000M $ 6,431.15 $ (2,833.23) $ 3,597.92
HP PROCURVE SWITCH 8000M $ 6,440.98 $ (2,839.23) $ 3,601.75
AXIS 200+ NETWORK CAMERA $ 899.18 $ (277.68) $ 621.50
COBALT RAQ3i NETWORK SERVER $ 2,590.07 $ (1,143.50) $ 1,446.57
COBALT RAQ2 NETWORK $ 1,827.73 $ (806.56) $ 1,021.17
COBALT RAQ3i NETWORK SERVER $ 2,599.83 $ (1,146.83) $ 1,453.00
BDM EMULATOR VISION NET (GLENEAGLES) $ 6,332.63 $ (3,847.56) $ 2,485.07
BDM EMULATOR VISION NET (GLENEAGLES) $ 6,332.62 $ (3,847.55) $ 2,485.07
AX/4000 BROADBAND TEST SYSTEM $ 114,799.13 $ (69,700.81) $ 45,098.32
ATM VER II GENERATOR/ANALYZER $ 16,779.22 $ (7,394.05) $ 9,385.17
AX/4000 155Mbps ATM GENERATOR/ANALYZER MODULE Vr.2 $ 15,770.74 $ (6,946.99) $ 8,823.75
AX/4000 10/100Mb ETHERNET GENERATOR/ANALYZER MODUL $ 13,230.25 $ (5,831.33) $ 7,398.92
AX/4000 10/100Mb ETHERNET GENERATOR/ANALYZER MODUL $ 13,230.25 $ (5,831.33) $ 7,398.92
AX/4000 UTOPIA LEVEL 2 INTERFACE MODULE $ 10,278.63 $ (4,529.56) $ 5,749.07
DS1/ATM MONITOR INTERFACE 4000308A FOR AX4000 $ 3,463.53 $ (1,526.28) $ 1,937.25
AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE $ 2,951.63 $ (1,300.81) $ 1,650.82
AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE $ 2,951.63 $ (1,300.81) $ 1,650.82
14 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 101749 0 160220 28/02/2001 25479 400302-01578 AX/4000 DS-3 INTERFACE MODULE
50 75721 0 160140 25/02/2000 25544 NONE ICT FIXTURE HIU (41-050-21) (@JABIL BEDFORD)
50 75722 0 160140 25/02/2000 25545 NONE ICT FIXTURE QEIU2 (4105019B) (@JABIL BEDFORD)
50 75723 0 160140 25/02/2000 25546 NONE ICT FIXTURE EIU2 (41-050-20) (@JABIL BEDFORD)
50 75718 0 160140 25/02/2000 25547 NONE DCU20 FIXTURE FOR HP79000
50 76163 0 160140 31/12/2000 25549 BOUNDARY SCAN JTAG TEST AND PROGRAMMING SYSTEM
50 75716 0 160140 25/02/2000 25550 NONE DISC*S/FITL TEST SET (CAL# 1591) @ JABIL BEDFORD
50 75717 0 160140 25/02/2000 25551 NONE DISC*S/FITL TEST SET (CAL# 1590)
62 100084 0 160220 26/05/2000 25562 1S3GW00400093 PROJECTOR INFOCUS LP400
50 76502 0 160140 30/06/2001 25571 NONE ADAPTERS FOR OMNI 8300 CONFIG TEST SET #1628
61 100654 0 160220 31/08/2000 25621 23345 BP-1200/84 PROGRAMMER W/48 PIN DIP SOCKET MODULE
61 100382 0 160220 30/06/2000 25622 23354 BP1200/84 PROGRAMMER
50 75861 0 160220 26/05/2000 25625 NONE QUADTECH MEGOHMMETER 1867-9700
61 100777 0 160220 31/08/2000 25642 4.2011E+13 REDBACK CONTROL ENGINE W/ FLASH MEM (CE3-1K-128MB)
61 100778 0 160220 31/08/2000 25643 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 100779 0 160220 31/08/2000 25644 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 100780 0 160220 31/08/2000 25645 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 100781 0 160220 31/08/2000 25646 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 100782 0 160220 31/08/2000 25647 5.03103E+12 REDBACK ETHERNET 2x10/100 BaseT CARD
61 101728 0 160220 28/02/2001 25648 APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S
61 101729 0 160220 28/02/2001 25649 APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S
61 101730 0 160220 28/02/2001 25650 APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S
61 101731 0 160220 28/02/2001 25651 APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S
61 101732 0 160220 28/02/2001 25652 BLACK BOX: 84" CABINET BLACK W 16-OU
61 101733 0 160220 28/02/2001 25653 BLACK BOX: 84" CABINET BLACK W 16-OU
61 101735 0 160220 28/02/2001 25654 COBALT RAQ2 NETWORK
61 101736 0 160220 28/02/2001 25655 COBALT RAQ2 NETWORK
61 101737 0 160220 28/02/2001 25656 COBALT RAQ2 NETWORK
61 101738 0 160220 28/02/2001 25657 COBALT RAQ2 NETWORK
63 100105 0 160329 26/05/2000 25659 POWERMAC G4 COMPUTER SYSTEM (ANDY CUMMINGS)
61 100158 0 160220 31/03/2000 25713 99325558 ES3810 FORERUNNER ETHERNET SWITCH W/NWK MGMT MODUL
61 100159 0 160711 31/03/2000 25714 99280051 NETWORK MGMT MODULE SWITCH FOR ES3810
61 100157 0 160220 31/03/2000 25715 99275321 ES-3810/08MX ETHERNET SWITCH
61 99919 0 160220 31/03/2000 25720 081-454-04 HAEFELEY LIGHTNING SURGE TEST SYSTEM
61 99920 0 160711 31/03/2000 25721 B055619 TEKTRONICS OSCILLOSCOPE TDS220
61 99921 0 160711 31/03/2000 25722 3916A03248 CABLE TV ANALYZER MODEL 8591C
61 99922 0 160711 31/03/2000 25723 US39270609 RF SIGNAL GENERATOR CAL# 3467
61 99923 0 160711 31/03/2000 25724 US39340614 RF SIGNAL GENERATOR CAL# 3468
61 99934 0 160220 31/03/2000 25728 MATRIX SYSTEM FOR SW DEVELOPMENT
61 100919 0 160220 30/09/2000 25728 MATRIX SYS FOR SW DEVELOPMENT
61 99935 0 160220 31/03/2000 25729 MATRIX SYSTEM FOR SW DEVELOPMENT
61 100920 0 160220 30/09/2000 25729 MATRIX SYS FOR SW DEVELOPMENT
61 99936 0 160220 31/03/2000 25730 MATRIX SYSTEM FOR SW DEVELOPMENT
61 100921 0 160220 30/09/2000 25730 MATRIX SYS FOR SW DEVELOPMENT
61 99937 0 160220 31/03/2000 25731 MATRIX SYSTEM FOR SW DEVELOPMENT
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
AX/4000 DS-3 INTERFACE MODULE $ 2,951.63 $ (1,300.81) $ 1,650.82
ICT FIXTURE HIU (41-050-21) (@JABIL BEDFORD) $ 2,340.52 $ (1,422.95) $ 917.57
ICT FIXTURE QEIU2 (4105019B) (@JABIL BEDFORD) $ 5,442.19 $ (3,307.02) $ 2,135.17
ICT FIXTURE EIU2 (41-050-20) (@JABIL BEDFORD) $ 3,185.02 $ (1,934.45) $ 1,250.57
DCU20 FIXTURE FOR HP79000 $ 30,000.00 $ (18,215.18) $ 11,784.82
BOUNDARY SCAN JTAG TEST AND PROGRAMMING SYSTEM $ 53,237.24 $ (23,453.07) $ 29,784.17
DISC*S/FITL TEST SET (CAL# 1591) @ JABIL BEDFORD $ 25,622.57 $ (15,559.15) $ 10,063.42
DISC*S/FITL TEST SET (CAL# 1590) $ 25,622.42 $ (15,560.00) $ 10,062.42
PROJECTOR INFOCUS LP400 $ 2,922.73 $ (2,720.66) $ 202.07
ADAPTERS FOR OMNI 8300 CONFIG TEST SET #1628 $ 48,005.43 $ (14,287.93) $ 33,717.50
BP-1200/84 PROGRAMMER W/48 PIN DIP SOCKET MODULE $ 6,706.09 $ (2,957.52) $ 3,748.57
BP1200/84 PROGRAMMER $ 6,706.09 $ (2,957.52) $ 3,748.57
QUADTECH MEGOHMMETER 1867-9700 $ 2,167.73 $ (955.56) $ 1,212.17
REDBACK CONTROL ENGINE W/ FLASH MEM (CE3-1K-128MB) $ 11,947.97 $ (5,263.72) $ 6,684.25
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
REDBACK ETHERNET 2x10/100 BaseT CARD $ 4,418.39 $ (1,950.07) $ 2,468.32
APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S $ 2,717.13 $ (1,198.06) $ 1,519.07
APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S $ 2,717.13 $ (1,198.06) $ 1,519.07
APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S $ 2,717.13 $ (1,198.06) $ 1,519.07
APC SMART UPS 2200 RACKMOUNT W/ POWERCHUTE PLUS S $ 2,717.13 $ (1,198.06) $ 1,519.07
BLACK BOX: 84" CABINET BLACK W 16-OU $ 1,563.79 $ (690.47) $ 873.32
BLACK BOX: 84" CABINET BLACK W 16-OU $ 1,563.79 $ (690.47) $ 873.32
COBALT RAQ2 NETWORK $ 1,817.92 $ (801.60) $ 1,016.32
COBALT RAQ2 NETWORK $ 1,827.73 $ (806.56) $ 1,021.17
COBALT RAQ2 NETWORK $ 1,827.73 $ (806.56) $ 1,021.17
COBALT RAQ2 NETWORK $ 1,827.73 $ (806.56) $ 1,021.17
POWERMAC G4 COMPUTER SYSTEM (ANDY CUMMINGS) $ 6,614.01 $ (4,079.76) $ 2,534.25
ES3810 FORERUNNER ETHERNET SWITCH W/NWK MGMT MODUL $ 7,803.94 $ (4,740.37) $ 3,063.57
NETWORK MGMT MODULE SWITCH FOR ES3810 $ 2,294.16 $ (1,394.49) $ 899.67
ES-3810/08MX ETHERNET SWITCH $ 2,512.77 $ (1,527.20) $ 985.57
HAEFELEY LIGHTNING SURGE TEST SYSTEM $ 80,410.15 $ (48,823.48) $ 31,586.67
TEKTRONICS OSCILLOSCOPE TDS220 $ 2,142.93 $ (1,304.01) $ 838.92
CABLE TV ANALYZER MODEL 8591C $ 19,840.84 $ (12,047.59) $ 7,793.25
RF SIGNAL GENERATOR CAL# 3467 $ 9,199.93 $ (5,588.01) $ 3,611.92
RF SIGNAL GENERATOR CAL# 3468 $ 9,199.93 $ (5,588.01) $ 3,611.92
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.28 $ (17,072.53) $ 11,041.75
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.28 $ (17,072.53) $ 11,041.75
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.28 $ (17,072.53) $ 11,041.75
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.28 $ (17,072.53) $ 11,041.75
15 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 100922 0 160220 30/09/2000 25731 MATRIX SYS FOR SW DEVELOPMENT
61 99938 0 160220 31/03/2000 25732 MATRIX SYSTEM FOR SW DEVELOPMENT
61 100923 0 160220 30/09/2000 25732 MATRIX SYS FOR SW DEVELOPMENT
61 99945 0 160220 31/03/2000 25739 HDD SYSTEMS FOR SW LAB
61 99933 0 160220 31/03/2000 25741 149700 AX/4000 BROADBAND TEST SYSTEM
61 100897 0 160220 30/09/2000 25741 149700 UPGRADE AX/4000 BROADBAND TEST SYSTEM ASSET# 25741
61 100894 0 160220 30/09/2000 25742 B011244 O/E CONVERTER
61 100026 0 160220 26/05/2000 25743 N4873 VISION NET MPC860
61 100412 0 160711 30/06/2000 25744 24069 BIDDLE DIELECTRIC TESTER
61 100416 0 160220 30/06/2000 25760 7231 SMARTBITS 2000 MAINFRAME W/ATM SMARTCARDS DS3
61 100417 0 160220 30/06/2000 25761 17061 SMARTBITS 10 W/CARDS
61 100418 0 160220 30/06/2000 25762 17062 SMARTBITS 10 W/CARDS
61 100043 0 160220 30/06/2000 25763 AS0119 ADVANCED NETWORK TESTER ANT-20
61 100784 0 160220 31/08/2000 25763 K-0037 JITTER METER
61 100783 0 160220 31/08/2000 25763 K-0037 JITTER GENERATOR
50 76495 0 160140 30/06/2001 25765 NONE HCU30 FUNCTIONAL TEST FIXTURE
50 76032 0 160140 30/09/2000 25766 SN389 QEIU FUNCTIONAL TEST SET
50 75883 0 160140 26/05/2000 25767 SN384 HIU FUNCTIONAL TEST FIXTURE FOR USE WITH HP7900
50 75884 0 160140 26/05/2000 25769 SN380 EIU2 FUNCTIONAL TEST FIXTURE FOR USE WITH HP7900
50 76505 0 160140 30/06/2001 25770 CAL TS1716 MX BOIU52 / QOIU51 FUNCTIONAL TEST SET (TS1716)
50 76505 1 160140 31/03/2002 25770 CAL TS1716 MX BOIU52 / QOIU51 FUNCTIONAL TEST SET (TS1716)
61 100369 0 160220 30/06/2000 25804 804591 AMC NETROM NR540 / N54-SIMM-90A
61 100370 0 160220 30/06/2000 25805 804592 AMC NETROM NR540 / N54-SIMM-90A
61 100371 0 160220 30/06/2000 25806 804596 AMC NETROM NR540 / N54-SIMM-90A
61 100372 0 160220 30/06/2000 25807 804593 AMC NETROM NR540 / N54-SIMM-90A
61 100373 0 160220 30/06/2000 25808 804595 AMC NETROM NR540 / N54-SIMM-90A
61 100374 0 160220 30/06/2000 25809 804594 AMC NETROM NR540 / N54-SIMM-90A
61 103034 0 160220 31/12/2001 25810 MDS SHELF FOR FTTH NEBS TEST BEDS
61 103035 0 160220 31/12/2001 25811 MDS SHELF FOR FTTH NEBS TEST BEDS
61 103036 0 160220 31/12/2001 25812 COMMON SHELF FOR FTTH NEBS TEST BEDS
61 103037 0 160220 31/12/2001 25813 COMMON SHELF FOR FTTH NEBS TEST BEDS
61 100359 0 160220 30/06/2000 25814 936H21FA SUN DISK ARRAY - STOREDGE D1000
61 100357 0 160220 30/06/2000 25815 5.01537E+11 SUN SERVER ENTERPRISE 3500
61 100360 0 160220 30/06/2000 25816 936H21FB SUN DISK ARRAY - STOREDGE D1000
61 100358 0 160220 30/06/2000 25817 932AA12245 SUN TAPE BACKUP UNIT L1000
61 100653 0 160220 31/08/2000 25818 021H2132 SUN DISK ARRAY FOR ENTERPRISE SERVERS
61 100414 0 160220 30/06/2000 25829 N6482 VISION NET EST EMULATORS
61 100413 0 160220 30/06/2000 25830 N6481 VISION NET EST EMULATOR
61 100415 0 160220 30/06/2000 25831 N6483 VISON NET EST EMULATORS
61 100543 0 160220 31/07/2000 25832 N6518 VisionsNET EMULATORS W/CLICK & TORNADO
61 100546 0 160220 31/07/2000 25833 N6521 VisionsNET EMULATORS W/CLICK & TORNADO
61 100544 0 160220 31/07/2000 25834 N6519 VisionsNET EMULATORS W/CLICK & TORNADO
61 100545 0 160220 31/07/2000 25835 N6520 VisionsNET EMULATORS W/CLICK & TORNADO
61 102165 0 160220 31/03/2001 25838 3002760 RACK MOUNT PC (PLEX WRITER MCC3500)
50 76489 0 160140 30/06/2001 25845 NONE AU341 ICT FIXTURE (@JABIL BEDFORD)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
MATRIX SYSTEM FOR SW DEVELOPMENT $ 28,114.34 $ (17,072.59) $ 11,041.75
MATRIX SYS FOR SW DEVELOPMENT $ 2,339.78 $ (1,033.21) $ 1,306.57
HDD SYSTEMS FOR SW LAB $ 16,670.09 $ (10,123.59) $ 6,546.50
AX/4000 BROADBAND TEST SYSTEM $ 139,209.51 $ (84,523.84) $ 54,685.67
UPGRADE AX/4000 BROADBAND TEST SYSTEM ASSET# 25741 $ 84,543.25 $ (37,240.75) $ 47,302.50
O/E CONVERTER $ 3,329.48 $ (1,468.16) $ 1,861.32
VISION NET MPC860 $ 6,331.58 $ (2,790.51) $ 3,541.07
BIDDLE DIELECTRIC TESTER $ 1,624.83 $ (718.76) $ 906.07
SMARTBITS 2000 MAINFRAME W/ATM SMARTCARDS DS3 $ 37,049.51 $ (16,320.09) $ 20,729.42
SMARTBITS 10 W/CARDS $ 60,640.88 $ (26,711.31) $ 33,929.57
SMARTBITS 10 W/CARDS $ 60,640.90 $ (26,711.33) $ 33,929.57
ADVANCED NETWORK TESTER ANT-20 $ 32,644.50 $ (14,381.18) $ 18,263.32
JITTER METER $ 5,737.43 $ (2,528.76) $ 3,208.67
JITTER GENERATOR $ 4,270.28 $ (1,884.71) $ 2,385.57
HCU30 FUNCTIONAL TEST FIXTURE $ 52,215.35 $ (15,541.03) $ 36,674.32
QEIU FUNCTIONAL TEST SET $ 56,082.15 $ (24,703.83) $ 31,378.32
HIU FUNCTIONAL TEST FIXTURE FOR USE WITH HP7900 $ 54,249.40 $ (23,896.23) $ 30,353.17
EIU2 FUNCTIONAL TEST FIXTURE FOR USE WITH HP7900 $ 36,288.45 $ (15,988.03) $ 20,300.42
MX BOIU52 / QOIU51 FUNCTIONAL TEST SET (TS1716) $ 316,933.46 $ (94,328.04) $ 222,605.42
MX BOIU52 / QOIU51 FUNCTIONAL TEST SET (TS1716) $ 946.28 $ (283.61) $ 662.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,924.85 $ (4,372.03) $ 5,552.82
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.78 $ (4,380.11) $ 5,556.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.78 $ (4,380.11) $ 5,556.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.78 $ (4,380.11) $ 5,556.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.78 $ (4,380.11) $ 5,556.67
AMC NETROM NR540 / N54-SIMM-90A $ 9,936.76 $ (4,380.09) $ 5,556.67
MDS SHELF FOR FTTH NEBS TEST BEDS $ 4,116.86 $ (1,227.44) $ 2,889.42
MDS SHELF FOR FTTH NEBS TEST BEDS $ 4,116.86 $ (1,227.44) $ 2,889.42
COMMON SHELF FOR FTTH NEBS TEST BEDS $ 1,601.83 $ (477.41) $ 1,124.42
COMMON SHELF FOR FTTH NEBS TEST BEDS $ 1,601.83 $ (477.41) $ 1,124.42
SUN DISK ARRAY - STOREDGE D1000 $ 35,858.36 $ (15,796.79) $ 20,061.57
SUN SERVER ENTERPRISE 3500 $ 99,678.16 $ (43,906.84) $ 55,771.32
SUN DISK ARRAY - STOREDGE D1000 $ 35,858.36 $ (15,796.79) $ 20,061.57
SUN TAPE BACKUP UNIT L1000 $ 59,668.51 $ (26,285.44) $ 33,383.07
SUN DISK ARRAY FOR ENTERPRISE SERVERS $ 21,538.88 $ (9,487.81) $ 12,051.07
VISION NET EST EMULATORS $ 7,136.21 $ (3,145.21) $ 3,991.00
VISION NET EST EMULATOR $ 7,136.21 $ (3,145.21) $ 3,991.00
VISON NET EST EMULATORS $ 7,138.35 $ (3,145.35) $ 3,993.00
VisionsNET EMULATORS W/CLICK & TORNADO $ 7,136.92 $ (3,144.92) $ 3,992.00
VisionsNET EMULATORS W/CLICK & TORNADO $ 7,136.93 $ (3,144.93) $ 3,992.00
VisionsNET EMULATORS W/CLICK & TORNADO $ 7,136.92 $ (3,144.92) $ 3,992.00
VisionsNET EMULATORS W/CLICK & TORNADO $ 7,136.92 $ (3,144.92) $ 3,992.00
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
AU341 ICT FIXTURE (@JABIL BEDFORD) $ 2,657.56 $ (791.24) $ 1,866.32
16 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 100404 0 160711 30/06/2000 25848 JP5KC02591 AGILENT NETWORK ANALYZER E5100A
63 100354 0 160220 30/06/2000 25866 EM9931001032 UPS MATRIX 5000XR
63 100355 0 160220 30/06/2000 25868 0017503-9928001 SUN SYSTEM RACK
61 100946 0 160220 30/09/2000 25870 71243 TRANSMITTER MODULE
61 100877 0 160220 30/09/2000 25871 WD-2 409110 HARMONIC PLATFORM W/ POWER SUPPLY & 1550 XMTR 7706
50 75932 0 160140 30/06/2000 25879 NONE ICT FIXTURE DCU20E FOR DOVATRON
50 75934 0 160140 30/06/2000 25880 NONE ICT FIXTURE DCU 10G FOR DOVATRON
50 75933 0 160140 30/06/2000 25881 NONE ICT FIXTURE LIU 40P FOR DOVATRON
50 76879 0 160140 31/03/2002 25896 45-021-69 ICT FIXTURE 45-021-69 OIU92DP
61 100389 0 160220 30/06/2000 25921 38002535 AUTOTAPE LOADER & EXAPACK
50 75969 0 160140 31/07/2000 25937 4102099B QCU60B ICT FIXTURE
61 100947 0 160220 30/09/2000 25974 M3830026 NOISECOM NOISE GENERATOR
50 75993 0 160140 31/08/2000 25984 41-908-30E ICT FIXTURE 41-908-30E (@ JABIL BEDFORD)
50 76547 0 160140 31/07/2001 25987 NONE ICT FIXTURE QDU50 41-050-52 (@JABIL FLORIDA)
50 76497 0 160140 30/06/2001 25988 41-050-33 ICT FIXTURE 41-050-33 TTI TESTRON (@JABIL BEDFORD)
50 75992 0 160140 31/08/2000 25989 41-021-49L4 ICT FIXTURE 41-021-49L4 OIU49 (@JABIL FLORIDA)
50 76498 0 160140 30/06/2001 25990 41-050-30 BBC ICT FIXTURE 41-050-30 BBC - TTI TESTRON (@JABIL FL
50 76499 0 160140 30/06/2001 25992 45-050-53 ICT FIXTURE 45-050-53 CCU1-DS3 (@JABIL BEDFORD)
50 76500 0 160140 30/06/2001 25996 41-050-37 ICT FIXTURE 41-050-37 CCU10MB TTI TESTRON (JABIL F
50 76614 0 160140 31/08/2001 25997 41-008-205A DCU 205/206 ICT FIXTURE 41-008-205A (@JABIL BEDFD)
61 100667 0 160220 31/08/2000 26002 B013182 4-CHANNEL DPO OSCILLOSCOPE
61 100625 0 160220 31/07/2000 26054 DISC*S MX SYSTEM FOR SW LAB
61 100948 0 160220 30/09/2000 26057 US40241315 ESA-E SERIES SPECTRUM ANALYZER
61 100721 0 160220 31/08/2000 26058 B010116 TEKTRONIX LOGIC ANALYZER
61 100666 0 160220 31/08/2000 26073 US38320885 AGILENT POWER SUPPLY
61 100668 0 160220 31/08/2000 26074 E1-0011228 HIGH POWER DECADE RESISTOR (1 OHM RESOLUTION)
61 100669 0 160220 31/08/2000 26075 E1-0011230 HIGH POWER DECADE RESISTOR (0.001 OHM RESOLUTION)
61 100670 0 160220 31/08/2000 26076 E1-0011229 HIGH POWER DECADE RESISTOR (0.01 OHM RESOLUTION)
61 100671 0 160220 31/08/2000 26077 B034719 CURRENT MEASUREMENT SYSTEM (100A)
61 100774 0 160220 31/08/2000 26078 BF-0008 PCM CHANNEL MEASURING SET, PCM-4
61 102168 0 160220 31/03/2001 26094 3002759 RACK MOUNT PC (PLEX WRITER MCC3500)
61 102167 0 160220 31/03/2001 26095 3002758 RACK MOUNT PC (PLEX WRITER MCC3500)
61 102166 0 160220 31/03/2001 26096 3002757 RACK MOUNT PC (PLEX WRITER MCC3500)
61 100772 0 160220 31/08/2000 26121 29378 AND 71435 FLEXDS PCI EMULATOR BOARD WITH JTAG POD 3V/5V
61 100773 0 160220 31/08/2000 26122 29456 AND 71587 FLEXDS PCI EMULATOR BOARD WITH JTAG POD 3V/5V
61 103228 0 160318 31/03/2002 26130 266141 FORE ATM SWITCH ASX-200BX
60 101743 0 160329 28/02/2001 26136 S010010115 SONY DVCAM DSPWS CAMCORDER
60 102981 0 160329 31/10/2001 26136 SONY SHIPPING CASE FOR VIDEO CAMERA ASSET 101743
60 101622 0 160329 28/02/2001 26137 P25779 POWER SUPPLY AND PHOTOGRAPHIC LIGHTING EQUIPMENT
61 100785 0 160220 31/08/2000 26141 US37035488 DATA ACQUISITION/SWITCH UNIT
61 100786 0 160220 31/08/2000 26142 US37035537 DATA ACQUISITION/SWITCH UNIT
61 100787 0 160220 31/08/2000 26143 US37248236 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 100788 0 160220 31/08/2000 26144 US37248237 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 100789 0 160220 31/08/2000 26145 US37248238 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 100790 0 160220 31/08/2000 26146 US37248239 20-CHANNEL ARMATURE MULTIPLEXER MODULE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
AGILENT NETWORK ANALYZER E5100A $ 19,290.32 $ (8,498.00) $ 10,792.32
UPS MATRIX 5000XR $ 5,220.56 $ (3,222.14) $ 1,998.42
SUN SYSTEM RACK $ 7,694.65 $ (4,745.40) $ 2,949.25
TRANSMITTER MODULE $ 26,372.47 $ (11,618.47) $ 14,754.00
HARMONIC PLATFORM W/ POWER SUPPLY & 1550 XMTR 7706 $ 25,963.78 $ (11,439.96) $ 14,523.82
ICT FIXTURE DCU20E FOR DOVATRON $ 5,552.00 $ (2,448.18) $ 3,103.82
ICT FIXTURE DCU 10G FOR DOVATRON $ 5,911.00 $ (2,605.93) $ 3,305.07
ICT FIXTURE LIU 40P FOR DOVATRON $ 8,590.00 $ (3,786.33) $ 4,803.67
ICT FIXTURE 45-021-69 OIU92DP $ 7,268.90 $ (2,164.98) $ 5,103.92
AUTOTAPE LOADER & EXAPACK $ 5,870.39 $ (2,587.82) $ 3,282.57
QCU60B ICT FIXTURE $ 7,976.00 $ (3,515.00) $ 4,461.00
NOISECOM NOISE GENERATOR $ 7,034.24 $ (3,099.49) $ 3,934.75
ICT FIXTURE 41-908-30E (@ JABIL BEDFORD) $ 10,748.28 $ (4,736.28) $ 6,012.00
ICT FIXTURE QDU50 41-050-52 (@JABIL FLORIDA) $ 36,943.68 $ (10,995.51) $ 25,948.17
ICT FIXTURE 41-050-33 TTI TESTRON (@JABIL BEDFORD) $ 5,350.20 $ (1,592.45) $ 3,757.75
ICT FIXTURE 41-021-49L4 OIU49 (@JABIL FLORIDA) $ 5,027.93 $ (2,217.36) $ 2,810.57
ICT FIXTURE 41-050-30 BBC - TTI TESTRON (@JABIL FL $ 5,148.41 $ (1,533.74) $ 3,614.67
ICT FIXTURE 45-050-53 CCU1-DS3 (@JABIL BEDFORD) $ 2,256.25 $ (672.68) $ 1,583.57
ICT FIXTURE 41-050-37 CCU10MB TTI TESTRON (JABIL F $ 10,896.05 $ (3,243.30) $ 7,652.75
DCU 205/206 ICT FIXTURE 41-008-205A (@JABIL BEDFD) $ 6,665.91 $ (1,985.84) $ 4,680.07
4-CHANNEL DPO OSCILLOSCOPE $ 6,628.68 $ (2,920.11) $ 3,708.57
DISC*S MX SYSTEM FOR SW LAB $ 23,022.69 $ (10,141.27) $ 12,881.42
ESA-E SERIES SPECTRUM ANALYZER $ 16,659.08 $ (7,338.41) $ 9,320.67
TEKTRONIX LOGIC ANALYZER $ 21,743.10 $ (9,580.53) $ 12,162.57
AGILENT POWER SUPPLY $ 4,239.49 $ (1,868.99) $ 2,370.50
HIGH POWER DECADE RESISTOR (1 OHM RESOLUTION) $ 1,816.04 $ (802.72) $ 1,013.32
HIGH POWER DECADE RESISTOR (0.001 OHM RESOLUTION) $ 2,314.01 $ (1,021.09) $ 1,292.92
HIGH POWER DECADE RESISTOR (0.01 OHM RESOLUTION) $ 2,030.68 $ (898.43) $ 1,132.25
CURRENT MEASUREMENT SYSTEM (100A) $ 4,436.98 $ (1,954.81) $ 2,482.17
PCM CHANNEL MEASURING SET, PCM-4 $ 56,547.78 $ (24,910.53) $ 31,637.25
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
FLEXDS PCI EMULATOR BOARD WITH JTAG POD 3V/5V $ 4,324.59 $ (1,905.09) $ 2,419.50
FLEXDS PCI EMULATOR BOARD WITH JTAG POD 3V/5V $ 4,324.59 $ (1,905.09) $ 2,419.50
FORE ATM SWITCH ASX-200BX $ 5,626.94 $ (1,674.94) $ 3,952.00
SONY DVCAM DSPWS CAMCORDER $ 32,396.41 $ (9,990.41) $ 22,406.00
SONY SHIPPING CASE FOR VIDEO CAMERA ASSET 101743 $ 419.50 $ (87.00) $ 332.50
POWER SUPPLY AND PHOTOGRAPHIC LIGHTING EQUIPMENT $ 5,333.97 $ (1,646.47) $ 3,687.50
DATA ACQUISITION/SWITCH UNIT $ 1,284.68 $ (567.01) $ 717.67
DATA ACQUISITION/SWITCH UNIT $ 1,284.68 $ (567.01) $ 717.67
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
17 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 100791 0 160220 31/08/2000 26147 US3728240 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 100792 0 160220 31/08/2000 26148 US37248241 20-CHANNEL ARMATURE MULTIPLEXER MODULE
61 103354 0 160309 31/05/2002 26149 99353964 Fore ATM Switch ASX-200BX : Rob Mapes
61 103359 0 160309 31/05/2002 26150 99155052 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 101394 0 160220 30/11/2000 26164 BX-0049 DOMINO WAN WITH 1.544 Mb/s INTERFACE CARD
61 101395 0 160220 30/11/2000 26165 AG-0143 DOMINO FE
61 101396 0 160220 30/11/2000 26166 AG-0144 DOMINO FE
62 101376 0 160220 30/11/2000 26168 0014698-9836KN0 SUN 21" MONITOR
63 101375 0 160220 30/11/2000 26170 FW83830233 SUN ULTRA 10 CREATOR PC
61 103229 0 160318 31/03/2002 26172 99325305 FORE 8-PORT ETHERNET SWITCH ES-3810
61 103355 0 160309 31/05/2002 26173 99354008 Fore ATM Switch ASX-200BX : Rob Mapes
63 100768 0 160220 31/08/2000 26218 16IG4 DELL POWEREDGE 6300 SERVER
61 100879 0 160220 30/09/2000 26221 253 MATRIX ASX-16C MULTIPLE FREQUENCY SIGNAL GENERATOR
61 100841 0 160220 30/09/2000 26222 114 MODEL AFS-12WB SWITCHABLE FILTER BANK
61 100811 0 160220 31/08/2000 26226 D907BZQ30263 COMPAQ PROLIANT SERVER
61 100812 0 160220 31/08/2000 26227 D907BZQ30277 COMPAQ PROLIANT SERVER
62 100815 0 160220 31/08/2000 26229 SU3000RM36 SMART UPS 3000 RACKMOUNT
61 100808 0 160220 31/08/2000 26230 5662963 BARCO GEMINI MN 2VHF
61 100809 0 160220 31/08/2000 26232 5642308 BARCO GEMINI MN 2VHF
61 100855 0 160220 30/09/2000 26255 N5597 EST Emulator: visionNET MPC8XX/5XX NET
61 100857 0 160220 30/09/2000 26256 N5599 EST Emulator: visionNET MPC8XX/5XX NET
61 100856 0 160220 30/09/2000 26257 N5598 EST Emulator: visionNET MPC8XX/5XX NET
61 100854 0 160220 30/09/2000 26258 N5596 EST Emulator: visionNET MPC8XX/5XX NET
61 100858 0 160220 30/09/2000 26259 19225 CODETEST 80960CX W/ PROBE & SOFTWARE (ID# 821521)
61 100878 0 160711 30/09/2000 26260 WD-2 409086 HARMONIC PLATFORM W/ POWER SUPPLY & 1550 XMTR 7706
61 100981 0 160220 30/09/2000 26261 N5914 EST 8260 EMULATOR FOR MEDIA GATEWAY
61 101297 0 160220 30/11/2000 26262 N2201314 WINDRIVER VISION ICE II
61 101298 0 160220 30/11/2000 26263 N2201315 WINDRIVER VISION ICE II
61 101299 0 160220 30/11/2000 26264 N2201316 WINDRIVER VISION ICE II
61 101300 0 160220 30/11/2000 26265 N2201317 WINDRIVER VISION ICE II
50 76234 0 160140 28/02/2001 26267 41-050-30 FUNCTIONAL TEST FIXTURE BBC1 41-050-30
50 76235 0 160140 28/02/2001 26268 41-050-30 ICT TEST FIXTURE BBC1 41-050-30
50 76236 0 160140 28/02/2001 26269 41-050-26 ICT TEST FIXTURE BOIU521 41-050-26
50 76237 0 160140 28/02/2001 26270 41-908-30A FUNCTIONAL TEST FIXTURE HCU30A 41-908-30A
50 76239 0 160140 28/02/2001 26272 41-050-24 ICT TEST FIXTURE QOIU511 41-050-24
50 76240 0 160140 28/02/2001 26273 41-050-33 FUNCTIONAL TEST FIXTURE SDC1 41-050-33
50 76241 0 160140 28/02/2001 26274 41-050-33A ICT TEST FIXTURE SDC1A 41-050-33A
61 101048 0 160220 31/10/2000 26279 BD159718 JDS UNIPHASE HAND HELD VARIABLE OPTICAL ATTENUATOR
61 101049 0 160220 31/10/2000 26280 BD159719 JDS UNIPHASE HAND HELD VARIABLE OPTICAL ATTENUATOR
61 100986 0 160220 30/09/2000 26283 7951 SMARTBITS 2000
62 100912 0 160220 30/09/2000 26285 SFW94831323 SUN ULTRA 10 WORKSTATION
62 100914 0 160220 30/09/2000 26286 0014698-9929KN0 SUN 21" MONITOR
62 100913 0 160220 30/09/2000 26287 SFW94831520 SUN ULTRA 10 WORKSTATION
62 100915 0 160220 30/09/2000 26288 0014698-9929KN0 SUN 21" MONITOR
61 100888 0 160220 30/09/2000 26292 7228 SMARTBITS-2000 W/ ML-7710
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.40 $ (176.65) $ 216.75
20-CHANNEL ARMATURE MULTIPLEXER MODULE $ 393.35 $ (176.60) $ 216.75
Fore ATM Switch ASX-200BX : Rob Mapes $ 5,966.35 $ (3,233.03) $ 2,733.32
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 4,103.66 $ (2,222.66) $ 1,881.00
DOMINO WAN WITH 1.544 Mb/s INTERFACE CARD $ 8,499.35 $ (3,747.10) $ 4,752.25
DOMINO FE $ 12,449.72 $ (5,485.47) $ 6,964.25
DOMINO FE $ 12,449.63 $ (5,485.38) $ 6,964.25
SUN 21" MONITOR $ 1,687.83 $ (1,571.16) $ 116.67
SUN ULTRA 10 CREATOR PC $ 6,416.04 $ (3,959.04) $ 2,457.00
FORE 8-PORT ETHERNET SWITCH ES-3810 $ 2,674.23 $ (797.66) $ 1,876.57
Fore ATM Switch ASX-200BX : Rob Mapes $ 5,302.64 $ (2,872.64) $ 2,430.00
DELL POWEREDGE 6300 SERVER $ 12,108.85 $ (7,467.68) $ 4,641.17
MATRIX ASX-16C MULTIPLE FREQUENCY SIGNAL GENERATOR $ 30,964.70 $ (13,640.38) $ 17,324.32
MODEL AFS-12WB SWITCHABLE FILTER BANK $ 20,191.75 $ (8,895.68) $ 11,296.07
COMPAQ PROLIANT SERVER $ 3,626.61 $ (1,600.36) $ 2,026.25
COMPAQ PROLIANT SERVER $ 3,626.61 $ (1,600.36) $ 2,026.25
SMART UPS 3000 RACKMOUNT $ 1,627.79 $ (1,515.29) $ 112.50
BARCO GEMINI MN 2VHF $ 3,906.69 $ (1,723.77) $ 2,182.92
BARCO GEMINI MN 2VHF $ 3,752.70 $ (1,655.95) $ 2,096.75
EST Emulator: visionNET MPC8XX/5XX NET $ 7,623.78 $ (3,359.61) $ 4,264.17
EST Emulator: visionNET MPC8XX/5XX NET $ 7,623.78 $ (3,359.61) $ 4,264.17
EST Emulator: visionNET MPC8XX/5XX NET $ 7,623.78 $ (3,359.61) $ 4,264.17
EST Emulator: visionNET MPC8XX/5XX NET $ 7,623.78 $ (3,359.61) $ 4,264.17
CODETEST 80960CX W/ PROBE & SOFTWARE (ID# 821521) $ 22,014.86 $ (9,697.44) $ 12,317.42
HARMONIC PLATFORM W/ POWER SUPPLY & 1550 XMTR 7706 $ 25,963.76 $ (11,439.94) $ 14,523.82
EST 8260 EMULATOR FOR MEDIA GATEWAY $ 8,989.08 $ (3,962.66) $ 5,026.42
WINDRIVER VISION ICE II $ 6,056.87 $ (2,670.05) $ 3,386.82
WINDRIVER VISION ICE II $ 6,056.87 $ (2,670.05) $ 3,386.82
WINDRIVER VISION ICE II $ 6,056.87 $ (2,670.05) $ 3,386.82
WINDRIVER VISION ICE II $ 6,056.83 $ (2,670.01) $ 3,386.82
FUNCTIONAL TEST FIXTURE BBC1 41-050-30 $ 23,750.00 $ (10,462.25) $ 13,287.75
ICT TEST FIXTURE BBC1 41-050-30 $ 24,675.00 $ (10,869.25) $ 13,805.75
ICT TEST FIXTURE BOIU521 41-050-26 $ 26,751.00 $ (11,784.50) $ 14,966.50
FUNCTIONAL TEST FIXTURE HCU30A 41-908-30A $ 34,950.00 $ (15,395.58) $ 19,554.42
ICT TEST FIXTURE QOIU511 41-050-24 $ 49,156.00 $ (21,654.75) $ 27,501.25
FUNCTIONAL TEST FIXTURE SDC1 41-050-33 $ 26,950.00 $ (11,870.83) $ 15,079.17
ICT TEST FIXTURE SDC1A 41-050-33A $ 24,675.00 $ (10,869.25) $ 13,805.75
JDS UNIPHASE HAND HELD VARIABLE OPTICAL ATTENUATOR $ 2,403.15 $ (1,060.83) $ 1,342.32
JDS UNIPHASE HAND HELD VARIABLE OPTICAL ATTENUATOR $ 2,403.15 $ (1,060.83) $ 1,342.32
SMARTBITS 2000 $ 22,824.04 $ (10,055.29) $ 12,768.75
SUN ULTRA 10 WORKSTATION $ 4,589.61 $ (4,270.86) $ 318.75
SUN 21" MONITOR $ 1,462.11 $ (1,361.29) $ 100.82
SUN ULTRA 10 WORKSTATION $ 4,589.61 $ (4,270.86) $ 318.75
SUN 21" MONITOR $ 1,462.11 $ (1,361.29) $ 100.82
SMARTBITS-2000 W/ ML-7710 $ 77,795.71 $ (34,267.89) $ 43,527.82
18 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------------
61 100884 0 160220 30/09/2000 26293 BR011179 PACE TF2000 BGA/CSP REWORK SYSTEM
61 100896 0 160220 30/09/2000 26294 US40020447 HP LOGIC ANALYZER
61 100895 0 160220 30/09/2000 26295 B014712 TEK PORTABLE OSCILLOSCOPE
61 100881 0 160220 30/09/2000 26297 120GD & 11TAW ABACUS BULK CALL SIMULATOR BASE SYSTEM W/ MODULES
61 100889 0 160220 30/09/2000 26298 17060 SMARTBITS CHASSIS, 20 SLOT
61 100883 0 160220 30/09/2000 26299 991006280N LABCONCO STERILE AIR BENCH
61 100882 0 160220 30/09/2000 26321 11WYJ ABACUS RING GENERATOR SHELF
61 100984 0 160220 30/09/2000 26322 6100061624 ANRITSU MS9710C OPTICAL SPECTRUM ANALYZER
61 101397 0 160220 30/11/2000 26323 BD159732 JDS VARIABLE OPTICAL ATTENUATOR
61 101398 0 160220 30/11/2000 26324 BD159733 JDS VARIABLE OPTICAL ATTENUATOR
61 101399 0 160220 30/11/2000 26325 BD159734 JDS VARIABLE OPTICAL ATTENUATOR
61 101138 0 160220 31/10/2000 26326 GB18300604 AGILENT OMNIBER 718 COMMS ANALYZER WITH OPTIONS
61 100925 0 160220 30/09/2000 26327 UPGRADE ENU COMPONENTS ADDED TO ASSET# 26327
61 100917 0 160220 30/09/2000 26327 MDMS SHELF AND CARDS
61 100932 0 160220 30/09/2000 26328 11993722 REDCOM MDX SHELF
61 100933 0 160220 30/09/2000 26329 11993721 REDCOM MDX SHELF
61 100934 0 160220 30/09/2000 26330 11993720 REDCOM MDX SHELF
61 102702 0 160220 31/07/2001 26331 179232TX MDS SHELF (41-050-51) FOR FP-1060 SYSTEMS TEST
61 103130 0 160220 31/01/2002 26333 378977TX FTTH PHASE II SW TEST BED BAY 1
61 103131 0 160220 31/01/2002 26334 378983TX FTTH PHASE II SW TEST BED BAY 1
61 102985 0 160220 31/10/2001 26335 TEST BED FTTH PHASE II SYSTEMS TEST
61 103023 0 160220 31/12/2001 26335 FTTH PHASE II TEST BED - ADDED CARDS
61 102986 0 160220 31/10/2001 26336 TEST BED FTTH PHASE II SYSTEMS TEST
61 103024 0 160220 31/12/2001 26336 FTTH PHASE II TEST BED - ADDED CARDS
61 103129 0 160220 31/01/2002 26337 179526 FTTH NEB's SHELVES & CARDS
61 100935 0 160220 30/09/2000 26338 4999279 SQUIRT ANALOG BULK CALL GENERATOR
61 100941 0 160220 30/09/2000 26339 4999174 SQUIRT ANALOG BULK CALL GENERATOR
61 100942 0 160220 30/09/2000 26340 4999175 SQUIRT ANALOG BULK CALL GENERATOR
61 100944 0 160220 30/09/2000 26341 4999218 SQUIRT ANALOG BULK CALL GENERATOR
61 100943 0 160220 30/09/2000 26342 4299335 SQUIRT ANALOG BULK CALL GENERATOR
61 100937 0 160220 30/09/2000 26343 4999281 SQUIRT ANALOG BULK CALL GENERATOR
61 100936 0 160220 30/09/2000 26344 4999280 SQUIRT ANALOG BULK CALL GENERATOR
61 100938 0 160220 30/09/2000 26345 4999266 ISDN BULK CALL GENERATOR
61 100945 0 160220 30/09/2000 26346 4999220 SQUIRT ANALOG BULK CALL GENERATOR
61 101103 0 160220 31/10/2000 26347 MDS SHELF 4105051L0
61 101104 0 160220 31/10/2000 26348 MDS SHELF 4105051L0
61 102707 0 160220 31/07/2001 26349 NONE MDS SHELF (41-050-51L0)FOR FTTH II HW TEST BEDS#11
61 101066 0 160220 31/10/2000 26372 00PTSP2063 TPI 550B+ PORTABLE TEST SET
61 101067 0 160220 31/10/2000 26373 00PTSP2064 TPI 550B+ PORTABLE TEST SET
61 102987 0 160220 31/10/2001 26394 TEST BED FTTH PHASE II SYSTEMS TEST
61 103025 0 160220 31/12/2001 26394 FTTH PHASE II TEST BED - ADDED CARDS
61 102709 0 160220 31/07/2001 26395 179536 MDS SHELF (41-050-51L0) FOR SW SUSTAINING GROUP
61 102837 0 160220 31/08/2001 26396 179539 MDS SHELF 41-050-51L0
61 102838 0 160220 31/08/2001 26397 179542 MDS SHELF 41-050-51L0
61 102713 0 160220 31/07/2001 26398 179535 MDS SHELF (41-050-51L0) FOR FTTH SHADOW SYSTEM
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
PACE TF2000 BGA/CSP REWORK SYSTEM $ 33,558.47 $ (14,785.55) $ 18,772.92
HP LOGIC ANALYZER $ 41,463.42 $ (18,266.10) $ 23,197.32
TEK PORTABLE OSCILLOSCOPE $ 9,521.27 $ (4,197.20) $ 5,324.07
ABACUS BULK CALL SIMULATOR BASE SYSTEM W/ MODULES $ 76,718.84 $ (33,793.17) $ 42,925.67
SMARTBITS CHASSIS, 20 SLOT $ 4,460.25 $ (1,967.43) $ 2,492.82
LABCONCO STERILE AIR BENCH $ 8,304.42 $ (3,659.85) $ 4,644.57
ABACUS RING GENERATOR SHELF $ 2,487.07 $ (1,097.75) $ 1,389.32
ANRITSU MS9710C OPTICAL SPECTRUM ANALYZER $ 58,063.14 $ (25,576.89) $ 32,486.25
JDS VARIABLE OPTICAL ATTENUATOR $ 3,227.60 $ (1,424.10) $ 1,803.50
JDS VARIABLE OPTICAL ATTENUATOR $ 3,227.60 $ (1,424.10) $ 1,803.50
JDS VARIABLE OPTICAL ATTENUATOR $ 3,228.57 $ (1,424.07) $ 1,804.50
AGILENT OMNIBER 718 COMMS ANALYZER WITH OPTIONS $ 54,655.45 $ (24,075.13) $ 30,580.32
UPGRADE ENU COMPONENTS ADDED TO ASSET# 26327 $ 66,469.81 $ (29,279.14) $ 37,190.67
MDMS SHELF AND CARDS $ 56,798.30 $ (25,022.05) $ 31,776.25
REDCOM MDX SHELF $ 25,347.44 $ (11,167.27) $ 14,180.17
REDCOM MDX SHELF $ 25,347.44 $ (11,167.27) $ 14,180.17
REDCOM MDX SHELF $ 25,355.08 $ (11,172.51) $ 14,182.57
MDS SHELF (41-050-51) FOR FP-1060 SYSTEMS TEST $ 2,707.39 $ (806.14) $ 1,901.25
FTTH PHASE II SW TEST BED BAY 1 $ 27,190.45 $ (8,094.70) $ 19,095.75
FTTH PHASE II SW TEST BED BAY 1 $ 27,190.44 $ (8,094.69) $ 19,095.75
TEST BED FTTH PHASE II SYSTEMS TEST $ 56,990.12 $ (16,962.62) $ 40,027.50
FTTH PHASE II TEST BED - ADDED CARDS $ 31,203.81 $ (9,287.31) $ 21,916.50
TEST BED FTTH PHASE II SYSTEMS TEST $ 56,990.12 $ (16,962.62) $ 40,027.50
FTTH PHASE II TEST BED - ADDED CARDS $ 31,203.81 $ (9,287.31) $ 21,916.50
FTTH NEB's SHELVES & CARDS $ 9,938.23 $ (2,958.56) $ 6,979.67
SQUIRT ANALOG BULK CALL GENERATOR $ 26,266.21 $ (11,572.46) $ 14,693.75
SQUIRT ANALOG BULK CALL GENERATOR $ 24,941.68 $ (10,988.68) $ 13,953.00
SQUIRT ANALOG BULK CALL GENERATOR $ 24,941.68 $ (10,988.68) $ 13,953.00
SQUIRT ANALOG BULK CALL GENERATOR $ 20,245.06 $ (8,920.64) $ 11,324.42
SQUIRT ANALOG BULK CALL GENERATOR $ 20,245.06 $ (8,920.64) $ 11,324.42
SQUIRT ANALOG BULK CALL GENERATOR $ 26,266.21 $ (11,572.46) $ 14,693.75
SQUIRT ANALOG BULK CALL GENERATOR $ 26,266.21 $ (11,572.46) $ 14,693.75
ISDN BULK CALL GENERATOR $ 22,497.98 $ (9,910.81) $ 12,587.17
SQUIRT ANALOG BULK CALL GENERATOR $ 20,245.06 $ (8,920.64) $ 11,324.42
MDS SHELF 4105051L0 $ 4,113.15 $ (1,814.15) $ 2,299.00
MDS SHELF 4105051L0 $ 4,113.15 $ (1,814.15) $ 2,299.00
MDS SHELF (41-050-51L0)FOR FTTH II HW TEST BEDS#11 $ 4,888.23 $ (1,456.98) $ 3,431.25
TPI 550B+ PORTABLE TEST SET $ 4,993.04 $ (2,201.54) $ 2,791.50
TPI 550B+ PORTABLE TEST SET $ 4,993.02 $ (2,201.52) $ 2,791.50
TEST BED FTTH PHASE II SYSTEMS TEST $ 57,007.24 $ (16,966.92) $ 40,040.32
FTTH PHASE II TEST BED - ADDED CARDS $ 31,213.18 $ (9,291.86) $ 21,921.32
MDS SHELF (41-050-51L0) FOR SW SUSTAINING GROUP $ 2,708.54 $ (806.29) $ 1,902.25
MDS SHELF 41-050-51L0 $ 2,704.44 $ (806.19) $ 1,898.25
MDS SHELF 41-050-51L0 $ 2,704.44 $ (806.19) $ 1,898.25
MDS SHELF (41-050-51L0) FOR FTTH SHADOW SYSTEM $ 4,887.89 $ (1,456.64) $ 3,431.25
19 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 101379 0 160220 30/11/2000 26399 EC069719 HAND-HELD OPTICAL ATTENUATOR VA4 SERIES
61 101064 0 160220 31/10/2000 26401 LANTRONIX LRS32F REMOTE ACCESS SERVER
61 101378 0 160220 30/11/2000 26402 3916A03300 1.8 GHz CABLE TV/VIDEO SPECTRUM ANALYZER
61 101053 0 160220 31/10/2000 26403 CD023538 JDS UNIPHASE VARIABLE OPTICAL ATTENUATOR
62 103151 0 160420 28/02/2002 26406 030C19D7 Sun StorEdge UniPack 20GB 8MM Tape Drive
61 101015 0 160220 31/10/2000 26408 AJHJ-U1500017 FIREBERD 6000A COMMUNICATION ANALYZER
61 101016 0 160220 31/10/2000 26409 AJAA-N1500005 T1/FT1 INTERFACE
61 101017 0 160220 31/10/2000 26410 AJBJ-A1600002 DS1/T1 INTERFACE
61 101018 0 160220 31/10/2000 26411 AJBJ-A1600001 DS1/T1 INTERFACE
61 101019 0 160220 31/10/2000 26412 AJBK-T1300010 DDS DSO A/B INTERFACE
61 101020 0 160220 31/10/2000 26413 AJBK-T1300011 DDS DSO A/B INTERFACE
61 101010 0 160711 31/10/2000 26414 4499454 CRESCENDO ANALOG BASE UNIT W/ MODULES & LINE CARDS
62 101011 0 160422 31/10/2000 26417 XB9011BCHNZ APPLE POWERMAC G4
62 101013 0 160220 31/10/2000 26418 CY9420J3H4B APPLE 15" STUDIO DISPLAY MONITOR M7613
62 101012 0 160220 31/10/2000 26419 XB9011HPHNZ APPLE POWERMAC G4
62 101014 0 160220 31/10/2000 26420 CY9420H8H4B APPLE 15" STUDIO DISPLAY MONITOR M7613
61 101058 0 160220 31/10/2000 26423 15837 T-BERD 310 COMM. ANALYZER W/310-5-DS3 JITTER OPT.
61 101023 0 160220 31/10/2000 26433 2000 CFM AIRFLOW CHAMBER
61 101133 0 160220 31/10/2000 26434 119185 HARMONIC OPTICAL RECEIVER MODULE
61 101135 0 160711 31/10/2000 26435 120P0 ABACUS ADVANCED BULK CALL SIMULATOR
61 101136 0 160220 31/10/2000 26436 120NT ABACUS ADVANCED BULK CALL SIMULATOR
61 101624 0 160220 28/02/2001 26442 3928 NETCOM SYSTEMS SMARTBITS 200 W/ CASE
61 101755 0 160220 28/02/2001 26442 2 each : SMART BITS 10/100 BASE SMARTCARD ML-7710
61 101756 0 160220 28/02/2001 26442 1 each : SMART BITS ATM SMARTCARD AT-9045B
61 101754 0 160711 28/02/2001 26443 4 each : SMART BITS 10/100 BASE SMARTCARD ML-7710
61 101625 0 160711 28/02/2001 26443 3922 NETCOM SYSTEMS SMARTBITS 200 W/ CASE
61 101296 0 160220 30/11/2000 26444 AJHJ-V4100073 TTC FIREBERD 6000A COMMUNICATION ANALYZER W/MODULE
60 101243 0 160140 31/10/2000 26447 TERRA BOOTH
60 101244 0 160140 31/10/2000 26448 NONE TERRA BOOTH
60 101248 0 160140 31/10/2000 26452 TERRA TABLE
60 101249 0 160140 31/10/2000 26453 TERRA TABLE
50 76081 0 160140 31/10/2000 26455 517 SUMITOMO MASS FUSION SPLICER TYPE 63
50 76083 0 160140 31/10/2000 26459 6100021921 ANRITSU MT9810A OPTICAL TEST SYSTEM
50 76084 0 160140 31/10/2000 26460 6100021922 ANRITSU MT9810A OPTICAL TEST SYSTEM
50 76085 0 160140 31/10/2000 26461 6100007562 ANRITSU MN9662A OPTICAL SWITCH
50 76086 0 160140 31/10/2000 26462 6100007563 ANRITSU MN9662A OPTICAL SWITCH
50 76087 0 160140 31/10/2000 26463 92531-2X EXFO LIGHTSOURCE MODULES
50 76088 0 160140 31/10/2000 26464 92577-2X EXFO LIGHT SOURCE MODULES
61 101292 0 160220 30/11/2000 26465 121CZ ZARAK ABACUS BULK CALL RACK W/MODULES
61 101293 0 160220 30/11/2000 26466 121EA ZARAK ABACUS BULK CALL RACK W/MODULES
61 101294 0 160220 30/11/2000 26467 128AG ZARAK ABACUS ADVANCED BULK CALL SIMULATOR CONTROL
61 101295 0 160711 30/11/2000 26468 128AF ZARAK ABACUS ADVANCED BULK CALL SIMULATOR CONTROL
61 102976 0 160220 31/10/2001 26469 TEST BED EQUIP SS & COMMON SHELF
61 103038 0 160711 31/12/2001 26470 TEST BED RT EQUIP FOR FTTH
61 102977 0 160220 31/10/2001 26471 TEST BED EQUIP HDD SC / COT COMMON
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
HAND-HELD OPTICAL ATTENUATOR VA4 SERIES $ 2,403.11 $ (1,060.79) $ 1,342.32
LANTRONIX LRS32F REMOTE ACCESS SERVER $ 4,099.72 $ (1,806.55) $ 2,293.17
1.8 GHz CABLE TV/VIDEO SPECTRUM ANALYZER $ 16,184.03 $ (7,128.71) $ 9,055.32
JDS UNIPHASE VARIABLE OPTICAL ATTENUATOR $ 3,144.66 $ (1,387.16) $ 1,757.50
Sun StorEdge UniPack 20GB 8MM Tape Drive $ 3,170.75 $ (2,202.33) $ 968.42
FIREBERD 6000A COMMUNICATION ANALYZER $ 13,602.38 $ (5,994.38) $ 7,608.00
T1/FT1 INTERFACE $ 3,118.86 $ (1,375.04) $ 1,743.82
DS1/T1 INTERFACE $ 1,987.14 $ (875.82) $ 1,111.32
DS1/T1 INTERFACE $ 1,987.14 $ (875.82) $ 1,111.32
DDS DSO A/B INTERFACE $ 1,665.16 $ (733.99) $ 931.17
DDS DSO A/B INTERFACE $ 1,667.57 $ (737.00) $ 930.57
CRESCENDO ANALOG BASE UNIT W/ MODULES & LINE CARDS $ 28,749.04 $ (12,667.37) $ 16,081.67
APPLE POWERMAC G4 $ 3,810.25 $ (3,546.93) $ 263.32
APPLE 15" STUDIO DISPLAY MONITOR M7613 $ 1,399.28 $ (1,303.03) $ 96.25
APPLE POWERMAC G4 $ 3,810.25 $ (3,546.93) $ 263.32
APPLE 15" STUDIO DISPLAY MONITOR M7613 $ 1,399.28 $ (1,303.03) $ 96.25
T-BERD 310 COMM. ANALYZER W/310-5-DS3 JITTER OPT. $ 15,642.13 $ (6,891.88) $ 8,750.25
2000 CFM AIRFLOW CHAMBER $ 21,650.00 $ (9,537.25) $ 12,112.75
HARMONIC OPTICAL RECEIVER MODULE $ 1,889.15 $ (832.65) $ 1,056.50
ABACUS ADVANCED BULK CALL SIMULATOR $ 16,147.88 $ (7,113.63) $ 9,034.25
ABACUS ADVANCED BULK CALL SIMULATOR $ 16,147.86 $ (7,113.61) $ 9,034.25
NETCOM SYSTEMS SMARTBITS 200 W/ CASE $ 5,142.60 $ (2,266.35) $ 2,876.25
2 each : SMART BITS 10/100 BASE SMARTCARD ML-7710 $ 3,951.00 $ (1,742.58) $ 2,208.42
1 each : SMART BITS ATM SMARTCARD AT-9045B $ 2,441.51 $ (1,076.09) $ 1,365.42
4 each : SMART BITS 10/100 BASE SMARTCARD ML-7710 $ 7,902.02 $ (3,481.60) $ 4,420.42
NETCOM SYSTEMS SMARTBITS 200 W/ CASE $ 5,149.00 $ (2,269.33) $ 2,879.67
TTC FIREBERD 6000A COMMUNICATION ANALYZER W/MODULE $ 12,757.26 $ (5,621.69) $ 7,135.57
TERRA BOOTH $ 6,293.69 $ (1,942.19) $ 4,351.50
TERRA BOOTH $ 6,264.36 $ (1,934.11) $ 4,330.25
TERRA TABLE $ 1,294.04 $ (400.87) $ 893.17
TERRA TABLE $ 1,294.04 $ (400.87) $ 893.17
SUMITOMO MASS FUSION SPLICER TYPE 63 $ 32,703.59 $ (14,405.92) $ 18,297.67
ANRITSU MT9810A OPTICAL TEST SYSTEM $ 7,881.83 $ (3,473.66) $ 4,408.17
ANRITSU MT9810A OPTICAL TEST SYSTEM $ 7,881.83 $ (3,473.66) $ 4,408.17
ANRITSU MN9662A OPTICAL SWITCH $ 7,499.52 $ (3,304.85) $ 4,194.67
ANRITSU MN9662A OPTICAL SWITCH $ 7,499.52 $ (3,304.85) $ 4,194.67
EXFO LIGHTSOURCE MODULES $ 13,499.07 $ (5,948.32) $ 7,550.75
EXFO LIGHT SOURCE MODULES $ 11,352.13 $ (5,001.31) $ 6,350.82
ZARAK ABACUS BULK CALL RACK W/MODULES $ 8,940.38 $ (3,940.88) $ 4,999.50
ZARAK ABACUS BULK CALL RACK W/MODULES $ 8,940.38 $ (3,940.88) $ 4,999.50
ZARAK ABACUS ADVANCED BULK CALL SIMULATOR CONTROL $ 8,940.38 $ (3,940.88) $ 4,999.50
ZARAK ABACUS ADVANCED BULK CALL SIMULATOR CONTROL $ 8,940.33 $ (3,940.83) $ 4,999.50
TEST BED EQUIP SS & COMMON SHELF $ 12,429.82 $ (3,699.82) $ 8,730.00
TEST BED RT EQUIP FOR FTTH $ 69,133.32 $ (20,577.90) $ 48,555.42
TEST BED EQUIP HDD SC / COT COMMON $ 2,389.82 $ (712.32) $ 1,677.50
20 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 103039 0 160220 31/12/2001 26472 TEST BED RT EQUIP FOR MX
61 102978 0 160220 31/10/2001 26473 TEST BED EQUIP SS / COMMON MX
61 103132 0 160220 31/01/2002 26474 NONE FTTH NEBS VIDEO RACK W/ EDFA BOOSTER & DIST
61 102979 0 160220 31/10/2001 26474 TEST BED EQUIP - VIDEO RACK
62 103000 0 160220 31/03/2001 26475 0120409-0036LR3 SUN MICROSYSTEM 17" COLOR MONITOR
63 103001 0 160220 31/03/2001 26476 049H2E29 SUN MICROSYSTEM E250 SERVER
61 102727 0 160220 31/07/2001 26477 63672728 SMARTBITS 2000 W/ ML-7710 (QTY 16) ETHERNET CARDS
61 102728 0 160220 31/07/2001 26478 63672773 SMARTBITS 2000 W/ AT-9045B (QTY 6) ATM SMARTCARDS
61 101134 0 160220 31/10/2000 26479 US38001109 AGILENT E8403A VXI MAINFRAME W/MODULES
61 102801 0 160220 31/08/2001 26479 DE40800809 AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE
61 102802 0 160220 31/08/2001 26479 DE40800815 AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE
61 102803 0 160220 31/08/2001 26479 DE40800821 AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE
61 102804 0 160220 31/08/2001 26479 DE40800820 AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE
61 102813 0 160220 31/08/2001 26479 NONE AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER
61 102814 0 160220 31/08/2001 26479 NONE AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER
61 102815 0 160220 31/08/2001 26479 NONE AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER
61 102816 0 160220 31/08/2001 26479 NONE AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER
61 102805 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102806 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102807 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102808 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102809 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102810 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102811 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 102812 0 160220 31/08/2001 26479 NONE AGILENT E4838A 660 Mbit/s GENERATOR MODULE
61 101626 0 160711 28/02/2001 26480 7762 SMARTBITS 2000+ W/ CARDS: OPTICS LAB
61 101272 0 160220 30/11/2000 26488 DL41586 DLS400 ADSL WIRELINE SIMULATOR W/DL4-NIM (MODULE)
61 101307 0 160220 30/11/2000 26489 4610 TTC FIREBERD 500 INTERNETWORK ANALYZER
50 76168 0 160140 28/02/2001 26493 41-408-86 ICT FIXTURE DISC*S AU3/AU4
50 76090 0 160140 28/02/2001 26494 41-020-48 OMU18 ICT FIXTURE DISC*S 41-020-48 OMU18 (@JABIL FLORIDA
61 101787 0 160220 28/02/2001 26497 10060591L LASER SOURCE TRANSMITTER 1310NM
60 101286 0 160220 30/11/2000 26498 B9M09Z0111C EPSON POWERLITE 710c PROJECTOR
61 101424 0 160140 30/11/2000 26499 B011714 DIGITIZING OSCILLOSCOPE TDS540C
61 102701 0 160220 31/07/2001 26500 0007-102 THERMONICS T-2500BE PRECISION TEMP. FORCING SYSTEM
61 101437 0 160220 31/12/2000 26502 4500BGD TEKTRONIX P6245-ACTIVE 1.5 GHz 10x-PROBE
61 101438 0 160220 31/12/2000 26503 4500BFX TEKTRONIX P6245-ACTIVE 1.5 GHz 10x-PROBE
50 76167 0 160140 28/02/2001 26504 BOIU50 ICT FIXTURE BOIU50
50 76242 0 160140 28/02/2001 26505 41-208-70C ICT FIXTURE DISC*S TRU-21 REV.AA 41-208-70C (FLA.
50 76548 0 160140 31/07/2001 26506 NONE QDU50 - FUNCTIONAL TEST FIXTURE
61 101263 0 160220 30/11/2000 26511 3911A07838 AGILENT RF SPECTRUM ANALYZER W/ ALL INTERNAL OPT.
61 101139 0 160323 31/10/2000 26521 MDS SHELF 41-050-51
61 101140 0 160323 31/10/2000 26522 F/A PANEL 4105002L1
60 101616 0 160220 28/02/2001 26539 3448 SMART BOARD 580 PROJECTION SCREEN : RAC ROOM A314
61 101311 0 160220 30/11/2000 26546 150496 AX/4000 BROADBAND TEST SYS MAINFRAME 16 SLOT W/MOD
61 101380 0 160220 30/11/2000 26548 LASER TRANSMITTER
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TEST BED RT EQUIP FOR MX $ 69,133.30 $ (20,577.88) $ 48,555.42
TEST BED EQUIP SS / COMMON MX $ 12,970.66 $ (3,860.59) $ 9,110.07
FTTH NEBS VIDEO RACK W/ EDFA BOOSTER & DIST $ 55,226.34 $ (16,437.84) $ 38,788.50
TEST BED EQUIP - VIDEO RACK $ 18,434.46 $ (5,487.96) $ 12,946.50
SUN MICROSYSTEM 17" COLOR MONITOR $ 617.62 $ (574.70) $ 42.92
SUN MICROSYSTEM E250 SERVER $ 8,518.78 $ (5,253.78) $ 3,265.00
SMARTBITS 2000 W/ ML-7710 (QTY 16) ETHERNET CARDS $ 53,366.61 $ (15,882.94) $ 37,483.67
SMARTBITS 2000 W/ AT-9045B (QTY 6) ATM SMARTCARDS $ 40,242.58 $ (11,977.16) $ 28,265.42
AGILENT E8403A VXI MAINFRAME W/MODULES $ 106,901.47 $ (47,089.15) $ 59,812.32
AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE $ 7,090.61 $ (2,110.54) $ 4,980.07
AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE $ 7,090.61 $ (2,110.54) $ 4,980.07
AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE $ 7,090.61 $ (2,110.54) $ 4,980.07
AGILENT E4832A 660MHz GENERATOR/ANALYZER MODULE $ 7,090.61 $ (2,110.54) $ 4,980.07
AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER $ 5,260.01 $ (1,566.69) $ 3,693.32
AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER $ 5,260.01 $ (1,566.69) $ 3,693.32
AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER $ 5,260.01 $ (1,566.69) $ 3,693.32
AGILENT E4835A 660 Msa/s TWO DIFFERENTIAL ANALYZER $ 5,259.98 $ (1,566.66) $ 3,693.32
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
AGILENT E4838A 660 Mbit/s GENERATOR MODULE $ 1,254.08 $ (375.08) $ 879.00
SMARTBITS 2000+ W/ CARDS: OPTICS LAB $ 53,990.64 $ (23,781.89) $ 30,208.75
DLS400 ADSL WIRELINE SIMULATOR W/DL4-NIM (MODULE) $ 40,312.30 $ (17,757.73) $ 22,554.57
TTC FIREBERD 500 INTERNETWORK ANALYZER $ 16,221.26 $ (7,147.44) $ 9,073.82
ICT FIXTURE DISC*S AU3/AU4 $ 6,107.79 $ (2,692.04) $ 3,415.75
ICT FIXTURE DISC*S 41-020-48 OMU18 (@JABIL FLORIDA $ 7,071.25 $ (3,118.00) $ 3,953.25
LASER SOURCE TRANSMITTER 1310NM $ 4,384.48 $ (1,934.23) $ 2,450.25
EPSON POWERLITE 710c PROJECTOR $ 6,616.24 $ (2,042.42) $ 4,573.82
DIGITIZING OSCILLOSCOPE TDS540C $ 19,108.54 $ (8,417.04) $ 10,691.50
THERMONICS T-2500BE PRECISION TEMP. FORCING SYSTEM $ 23,273.75 $ (6,927.33) $ 16,346.42
TEKTRONIX P6245-ACTIVE 1.5 GHz 10x-PROBE $ 1,834.84 $ (811.27) $ 1,023.57
TEKTRONIX P6245-ACTIVE 1.5 GHz 10x-PROBE $ 1,834.84 $ (811.27) $ 1,023.57
ICT FIXTURE BOIU50 $ 13,556.90 $ (5,972.83) $ 7,584.07
ICT FIXTURE DISC*S TRU-21 REV.AA 41-208-70C (FLA. $ 9,077.86 $ (3,999.44) $ 5,078.42
QDU50 - FUNCTIONAL TEST FIXTURE $ 32,735.11 $ (9,744.36) $ 22,990.75
AGILENT RF SPECTRUM ANALYZER W/ ALL INTERNAL OPT. $ 25,291.97 $ (11,144.15) $ 14,147.82
MDS SHELF 41-050-51 $ 4,870.46 $ (2,146.46) $ 2,724.00
F/A PANEL 4105002L1 $ 1,728.29 $ (762.37) $ 965.92
SMART BOARD 580 PROJECTION SCREEN : RAC ROOM A314 $ 2,259.92 $ (696.75) $ 1,563.17
AX/4000 BROADBAND TEST SYS MAINFRAME 16 SLOT W/MOD $ 46,168.63 $ (20,337.31) $ 25,831.32
LASER TRANSMITTER $ 3,788.14 $ (1,670.32) $ 2,117.82
21 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 101383 0 160220 30/11/2000 26590 9158 30 DEGREE TS4 SYSTEM
61 101382 0 160220 30/11/2000 26591 9675 6 DEGREE TS4 SYSTEM
61 101381 0 160220 30/11/2000 26592 149959 AX/4000 GENERATOR/ANALYZER
61 101514 0 160220 28/02/2001 26593 GB40207862 AGILENT EPM RF POWER METER
61 101407 0 160220 30/11/2000 26595 L827 NOISE BROADBAND GENERAL PURPOSE GENERATOR
61 101425 0 160220 30/11/2000 26602 1858 MODEL 1414 PHOTODETECTOR, 25GHz
61 101423 0 160220 30/11/2000 26603 B013684 DIGITAL PHOSPHOR OSCILLOSCOPE TDS3054
61 101788 0 160220 28/02/2001 26604 813653 DIGITAL SOURCEMETER
61 101520 0 160220 28/02/2001 26605 Q10576 UPGRADE QED-AMD & INTEL 186/188eA W/EXTRA PROBE
61 101431 0 160220 31/12/2000 26606 4799612 BASIC RATE ISDN BULK CALL GENERATOR AM2S-B
61 101432 0 160220 31/12/2000 26608 4999219 SQUIRT ANALOG BULK CALL GENERATOR AM2S-A
50 76546 0 160140 31/07/2001 26618 TEST SET# 1717 RF RETURN AUTO TEST SET #1717 (@JABIL MEMPHIS)
50 76488 0 160140 30/06/2001 26620 NONE HSU FUNCTIONAL TEST SET
50 76488 1 160140 31/03/2002 26620 NONE HSU FUNCTIONAL TEST SET
50 76810 0 160140 28/02/2002 26626 NONE FTTH (QOIU) MFG TEST SET #1718 (2 BAYS)
50 76345 0 160140 31/03/2001 26627 CAL TS1719 DISC*S MX BROADBAND OIU TEST SET #1719
50 76493 0 160140 30/06/2001 26627 CAL TS1719 DISC*S MX BROADBAND OIU TEST SET #1719 ADDITION
50 76245 0 160140 28/02/2001 26629 NONE ICT FIXTURE DTU1D 4102052D AT CMC
63 102507 0 160220 30/06/2001 26631 12260026W CONSOLE SERVER 3200 CHASSIS W/CARDS
61 101523 0 160220 28/02/2001 26632 107117-32 EXFO: LASERLIGHT SOURCE P/N: IQ-2123BLC-88
61 101524 0 160220 28/02/2001 26633 SSXDSL003600804 SUNSET xDSL FULL CHASSIS BASE UNIT W/ MODULES
50 76346 0 160140 31/03/2001 26636 CAL TS1722 DISC*S MX BROADBAND OIU TEST SET #1722
50 76494 0 160140 30/06/2001 26636 CAL TS1722 DISC*S MX BROADBAND OIU TEST SET #1722 ADDITION
61 101654 0 160220 28/02/2001 26637 DL91782 DLS 90 26A WG-9.35KFT WIRELINE SIMULATOR
61 102718 0 160220 31/07/2001 26640 498103 ASX-200BX/AC BOX W/CARDS
61 101789 0 160220 28/02/2001 26643 321179 PROGRAMMABLE RF ATTENUATOR
61 103251 0 160334 31/03/2002 26644 NONE FITL RDT 1, TrainRDT 1-1 (Bay Frame 1-1) w/ 2 ONUs
62 104068 0 160220 30/06/2001 26669 B6YSJ01 DELL OPTIPLEX GX110 PC
50 76336 0 160220 31/03/2001 26681 C0106 CALTEX MICROSCOPE SYSTEM
60 101501 0 160220 28/02/2001 26682 AERO GO PLANK SYSTEM
60 101502 0 160220 28/02/2001 26683 AERO GO PLANK SYSTEM
60 101505 0 160220 28/02/2001 26686 AERO GO PLANK SYSTEM
60 101506 0 160220 28/02/2001 26687 AERO GO PLANK SYSTEM
50 76483 0 160140 30/06/2001 26688 NONE DCU 205/206 FIXTURE - AGILENT
50 76484 0 160140 30/06/2001 26689 NONE DAU1 FIXTURE - AGILENT
50 76634 0 160140 31/08/2001 26690 CAL TS1989 DISC*S COPPER ADSL SYSTEM TEST SET (TS1989)
50 77141 0 160140 31/12/2002 26690 CAL TS1989 IMA SYSTEM TEST SET UPGRADE (TS1989)
50 76634 1 160140 30/06/2002 26690 CAL TS1989 DISC*S COPPER ADSL SYSTEM TEST SET (TS1989)
50 76173 0 160140 28/02/2001 26691 41-208-61J SPU2J FAB REVISION AA ICT FIXTURE 41-208-61J
50 76174 0 160140 28/02/2001 26692 41-408-611A SPU31A FAB REVISION AA ICT FIXTURE 41-408-611A
50 76501 0 160140 30/06/2001 26693 41-050-32 ICT FIXTURE 41-050-32 DPU3 - RNS INTERNATIONAL
50 76377 0 160140 31/05/2001 26694 43-020-74AA OIU72 ICT FIXTURE 43-020-74 REV.AA (JABIL BEDFORD)
50 76343 0 160140 31/03/2001 26695 41-308-22 HSU1 ICT FIXTURE 41-308-22 HSU1 (@ JABIL BEDFORD)
50 76175 0 160140 28/02/2001 26696 41-008-40R LIU1R FAB REVISION AA ICT FIXTURE 41-008-40R
50 76175 1 160140 30/09/2002 26696 41-008-40R LIU2 IN CIRCUIT TEST SET (MODIFICATION TO LIU1R)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
30 DEGREE TS4 SYSTEM $ 6,642.22 $ (2,925.80) $ 3,716.42
6 DEGREE TS4 SYSTEM $ 8,302.78 $ (3,660.21) $ 4,642.57
AX/4000 GENERATOR/ANALYZER $ 25,114.00 $ (11,063.00) $ 14,051.00
AGILENT EPM RF POWER METER $ 5,460.51 $ (2,408.09) $ 3,052.42
NOISE BROADBAND GENERAL PURPOSE GENERATOR $ 7,023.46 $ (3,097.14) $ 3,926.32
MODEL 1414 PHOTODETECTOR, 25GHz $ 4,675.43 $ (2,060.11) $ 2,615.32
DIGITAL PHOSPHOR OSCILLOSCOPE TDS3054 $ 11,280.36 $ (4,970.69) $ 6,309.67
DIGITAL SOURCEMETER $ 3,780.93 $ (1,668.51) $ 2,112.42
UPGRADE QED-AMD & INTEL 186/188eA W/EXTRA PROBE $ 9,845.34 $ (4,339.09) $ 5,506.25
BASIC RATE ISDN BULK CALL GENERATOR AM2S-B $ 44,342.85 $ (19,534.28) $ 24,808.57
SQUIRT ANALOG BULK CALL GENERATOR AM2S-A $ 20,245.02 $ (8,920.60) $ 11,324.42
RF RETURN AUTO TEST SET #1717 (@JABIL MEMPHIS) $ 207,394.49 $ (61,725.49) $ 145,669.00
HSU FUNCTIONAL TEST SET $ 154,660.67 $ (46,030.42) $ 108,630.25
HSU FUNCTIONAL TEST SET $ 848.52 $ (253.70) $ 594.82
FTTH (QOIU) MFG TEST SET #1718 (2 BAYS) $ 110,312.96 $ (32,830.71) $ 77,482.25
DISC*S MX BROADBAND OIU TEST SET #1719 $ 233,020.98 $ (102,641.56) $ 130,379.42
DISC*S MX BROADBAND OIU TEST SET #1719 ADDITION $ 1,629.46 $ (486.39) $ 1,143.07
ICT FIXTURE DTU1D 4102052D AT CMC $ 7,315.00 $ (3,222.58) $ 4,092.42
CONSOLE SERVER 3200 CHASSIS W/CARDS $ 8,043.41 $ (3,352.99) $ 4,690.42
EXFO: LASERLIGHT SOURCE P/N: IQ-2123BLC-88 $ 7,934.73 $ (3,496.23) $ 4,438.50
SUNSET xDSL FULL CHASSIS BASE UNIT W/ MODULES $ 9,818.28 $ (4,326.71) $ 5,491.57
DISC*S MX BROADBAND OIU TEST SET #1722 $ 233,020.77 $ (102,641.35) $ 130,379.42
DISC*S MX BROADBAND OIU TEST SET #1722 ADDITION $ 1,629.45 $ (486.38) $ 1,143.07
DLS 90 26A WG-9.35KFT WIRELINE SIMULATOR $ 6,765.64 $ (2,981.72) $ 3,783.92
ASX-200BX/AC BOX W/CARDS $ 3,314.34 $ (988.84) $ 2,325.50
PROGRAMMABLE RF ATTENUATOR $ 2,707.01 $ (1,193.76) $ 1,513.25
FITL RDT 1, TrainRDT 1-1 (Bay Frame 1-1) w/ 2 ONUs $ 8,963.25 $ (8,030.33) $ 932.92
DELL OPTIPLEX GX110 PC $ 1,590.84 $ (897.59) $ 693.25
CALTEX MICROSCOPE SYSTEM $ 11,908.59 $ (5,249.42) $ 6,659.17
AERO GO PLANK SYSTEM $ 1,489.53 $ (459.46) $ 1,030.07
AERO GO PLANK SYSTEM $ 1,489.53 $ (459.46) $ 1,030.07
AERO GO PLANK SYSTEM $ 1,490.42 $ (461.92) $ 1,028.50
AERO GO PLANK SYSTEM $ 1,490.42 $ (461.92) $ 1,028.50
DCU 205/206 FIXTURE - AGILENT $ 66,577.27 $ (19,816.95) $ 46,760.32
DAU1 FIXTURE - AGILENT $ 66,577.27 $ (19,816.95) $ 46,760.32
DISC*S COPPER ADSL SYSTEM TEST SET (TS1989) $ 80,919.51 $ (24,082.84) $ 56,836.67
IMA SYSTEM TEST SET UPGRADE (TS1989) $ 29,025.43 $ (4,493.51) $ 24,531.92
DISC*S COPPER ADSL SYSTEM TEST SET (TS1989) $ 1,746.79 $ (333.62) $ 1,413.17
SPU2J FAB REVISION AA ICT FIXTURE 41-208-61J $ 16,717.00 $ (7,366.58) $ 9,350.42
SPU31A FAB REVISION AA ICT FIXTURE 41-408-611A $ 18,824.30 $ (8,294.48) $ 10,529.82
ICT FIXTURE 41-050-32 DPU3 - RNS INTERNATIONAL $ 37,494.23 $ (11,159.16) $ 26,335.07
OIU72 ICT FIXTURE 43-020-74 REV.AA (JABIL BEDFORD) $ 11,197.32 $ (3,333.65) $ 7,863.67
ICT FIXTURE 41-308-22 HSU1 (@ JABIL BEDFORD) $ 19,500.93 $ (8,590.11) $ 10,910.82
LIU1R FAB REVISION AA ICT FIXTURE 41-008-40R $ 13,300.95 $ (5,861.88) $ 7,439.07
LIU2 IN CIRCUIT TEST SET (MODIFICATION TO LIU1R) $ 3,586.32 $ (556.57) $ 3,029.75
22 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 76344 0 160140 31/03/2001 26697 41-208-871 AU34 REV AA ICT FIXTURE 41-208-871 AU341 (@ JABIL FLA)
50 76412 0 160140 31/05/2001 26698 41-208-87A AU34 REV. AA ICT FIXTURE 41-208-87A AU34
61 103252 0 160334 31/03/2002 26700 NONE FITL COT, Train 1-1 (Bay Frame 1-0)
61 103253 0 160334 31/03/2002 26701 NONE FITL SS Power
61 103254 0 160334 31/03/2002 26702 NONE FITL RDT 2, TrainRDT 2-2 (Bay Frame 1-2) w/ 2 ONUs
63 102508 0 160220 30/06/2001 26703 045M27EB SUN MICROSYSTEMS NETRA T1125
63 102509 0 160220 30/06/2001 26704 045M2866 SUN MICROSYSTEM NETRA T1125
63 102510 0 160220 30/06/2001 26705 045M288B SUN MICROSYSTEM NETRA T1125
61 101655 0 160220 28/02/2001 26706 DL91716 DLS 90 24A WG-9.35KFT WIRELINE SIMULATOR
61 102719 0 160220 31/07/2001 26707 10191 ESX-48-CHASSIS, 8-SLOT WITH MODULES
60 101742 0 160220 28/02/2001 26718 BLACK BOX: 76" SERVCENTER STATION
61 101734 0 160220 31/01/2002 26719 BLACK BOX: 84" CABINET BLACK W 16-OU
61 102726 0 160220 31/07/2001 26720 DL42537 SPIRENT ADSL WIRELINE SIMULATOR W/2 DLS 5A01 MODUL
61 102726 1 160220 31/03/2003 26720 DL42537 DSL WIRELINE TR 048 UPGRADE TO ASSET# 26720
61 101790 0 160220 28/02/2001 26726 108126-32 EXFO EXPANSION UNIT WITH MODULES IQ-206
50 76334 0 160140 31/03/2001 26727 41-308-70 FLEXTRONICS FUNCTIONAL TEST FIXTURE: DAU1 ADSL Cu
50 76333 0 160140 31/03/2001 26728 41-308-70 FLEXTRONICS ICT TEST FIXTURE: DAU1 ADSL Cu
50 76332 0 160140 31/03/2001 26729 410008205/206 FUNCTIONAL TEST FIXTURE: DCU205/206/207
50 76331 0 160140 31/03/2001 26730 410008205/206 FLEXTRONICS ICT TEST FIXTURE: DCU205A/206A
50 76330 0 160140 31/03/2001 26731 41-050-07A FLEXTRONICS ICT TEST FIXTURE: QCU40A (41-050-07A)
50 76329 0 160140 31/03/2001 26734 41-050-52 FLEXTRONICS FUNCTIONAL TEST FIXTURE: QDU50 ADSL Cu
50 76328 0 160140 31/03/2001 26735 41-050-52 FLEXTRONICS ICT TEST FIXTURE: QDU50 ADSL Cu
50 76335 0 160140 31/03/2001 26736 41-908-30A JABIL ICT TEST FIXTURE: HCU30A (41-908-30A)
61 101751 0 160711 28/02/2001 26737 71281 MAXLink TRANSMITTER MODULE : RAC RELIABILITY LAB
61 101677 0 160711 28/02/2001 26737 11022107 HARMONIC LIGHTWAVES HLP4200 PLATFORM W/POWER SUPPL
61 101753 0 160711 28/02/2001 26737 107091 OPTICAL RECEIVER MODULE FOR HLT CHASSIS
61 101673 0 160711 28/02/2001 26738 B023662 TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB
61 101674 0 160220 28/02/2001 26739 B023663 TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB
61 101675 0 160220 28/02/2001 26740 B023664 TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB
61 101676 0 160220 28/02/2001 26741 M382 NOISE BROADBAND GENERATOR : CHRIS MULL
61 102486 0 160711 31/05/2001 26742 31166 THERMOTRON AST-35 THERMAL TEST CHAMBER #2
61 102118 0 160711 31/03/2001 26743 28931 THERMOTRON ENVIRONMENTAL CHAMBER : RAC OPTICS LAB
61 101684 0 160220 28/02/2001 26744 MAE051AF3 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101685 0 160220 28/02/2001 26745 MAE1B4236 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101686 0 160220 28/02/2001 26746 MAE1B4226 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101687 0 160220 28/02/2001 26747 MAE051ACE EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101688 0 160220 28/02/2001 26748 MAE1B428C EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101689 0 160220 28/02/2001 26749 MAE1B3437 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101690 0 160220 28/02/2001 26750 MAE1B4709 EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
61 101691 0 160220 28/02/2001 26751 MAE1B420C EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER
63 102511 0 160220 30/06/2001 26752 NONE SUN MICROSYSTEM 72" STOREDGE EXPANSION RACK
61 102456 0 160220 31/05/2001 26757 1038567 ASX-200BX/AC: 2.5 GBPS SWITCH
61 102457 0 160220 31/05/2001 26758 373473 ES-3810/24MX: 24-PORT ETHERNET
61 102458 0 160220 31/05/2001 26759 373469 ES-3810/24MX: 24-PORT ETHERNET
61 103255 0 160334 31/03/2002 26760 NONE MX COT, Train 1-1 (Bay Frame 1-0)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
REV AA ICT FIXTURE 41-208-871 AU341 (@ JABIL FLA) $ 4,654.22 $ (2,051.15) $ 2,603.07
REV. AA ICT FIXTURE 41-208-87A AU34 $ 5,593.46 $ (1,667.14) $ 3,926.32
FITL COT, Train 1-1 (Bay Frame 1-0) $ 5,680.61 $ (5,089.79) $ 590.82
FITL SS Power $ 6,192.81 $ (5,548.24) $ 644.57
FITL RDT 2, TrainRDT 2-2 (Bay Frame 1-2) w/ 2 ONUs $ 8,963.25 $ (8,030.33) $ 932.92
SUN MICROSYSTEMS NETRA T1125 $ 16,443.55 $ (6,852.13) $ 9,591.42
SUN MICROSYSTEM NETRA T1125 $ 16,443.55 $ (6,852.13) $ 9,591.42
SUN MICROSYSTEM NETRA T1125 $ 16,443.55 $ (6,852.13) $ 9,591.42
DLS 90 24A WG-9.35KFT WIRELINE SIMULATOR $ 6,765.62 $ (2,981.70) $ 3,783.92
ESX-48-CHASSIS, 8-SLOT WITH MODULES $ 15,695.13 $ (4,673.56) $ 11,021.57
BLACK BOX: 76" SERVCENTER STATION $ 4,544.85 $ (1,402.28) $ 3,142.57
BLACK BOX: 84" CABINET BLACK W 16-OU $ 1,563.64 $ (466.32) $ 1,097.32
SPIRENT ADSL WIRELINE SIMULATOR W/2 DLS 5A01 MODUL $ 54,832.14 $ (16,321.97) $ 38,510.17
DSL WIRELINE TR 048 UPGRADE TO ASSET# 26720 $ 6,130.83 $ (511.83) $ 5,619.00
EXFO EXPANSION UNIT WITH MODULES IQ-206 $ 32,639.54 $ (14,377.62) $ 18,261.92
FLEXTRONICS FUNCTIONAL TEST FIXTURE: DAU1 ADSL Cu $ 30,600.00 $ (13,480.33) $ 17,119.67
FLEXTRONICS ICT TEST FIXTURE: DAU1 ADSL Cu $ 16,927.00 $ (7,459.08) $ 9,467.92
FUNCTIONAL TEST FIXTURE: DCU205/206/207 $ 32,921.00 $ (14,501.43) $ 18,419.57
FLEXTRONICS ICT TEST FIXTURE: DCU205A/206A $ 45,000.00 $ (19,823.25) $ 25,176.75
FLEXTRONICS ICT TEST FIXTURE: QCU40A (41-050-07A) $ 16,721.00 $ (7,366.58) $ 9,354.42
FLEXTRONICS FUNCTIONAL TEST FIXTURE: QDU50 ADSL Cu $ 4,407.00 $ (1,942.50) $ 2,464.50
FLEXTRONICS ICT TEST FIXTURE: QDU50 ADSL Cu $ 24,550.00 $ (10,816.33) $ 13,733.67
JABIL ICT TEST FIXTURE: HCU30A (41-908-30A) $ 32,408.00 $ (14,275.83) $ 18,132.17
MAXLink TRANSMITTER MODULE : RAC RELIABILITY LAB $ 23,713.92 $ (10,446.25) $ 13,267.67
HARMONIC LIGHTWAVES HLP4200 PLATFORM W/POWER SUPPL $ 2,616.35 $ (1,153.53) $ 1,462.82
OPTICAL RECEIVER MODULE FOR HLT CHASSIS $ 1,889.15 $ (832.65) $ 1,056.50
TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB $ 2,112.14 $ (931.32) $ 1,180.82
TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB $ 2,112.14 $ (931.32) $ 1,180.82
TEKTRONIX OPTICAL ATTENUATOR : RAC RELIABILITY LAB $ 2,112.14 $ (931.32) $ 1,180.82
NOISE BROADBAND GENERATOR : CHRIS MULL $ 7,035.19 $ (3,102.02) $ 3,933.17
THERMOTRON AST-35 THERMAL TEST CHAMBER #2 $ 72,516.19 $ (21,584.52) $ 50,931.67
THERMOTRON ENVIRONMENTAL CHAMBER : RAC OPTICS LAB $ 47,175.35 $ (20,782.03) $ 26,393.32
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.38 $ (265.56) $ 329.82
EFFICIENT NETWORKS SPEEDSTREAM 5660 DSL ROUTER $ 595.34 $ (265.52) $ 329.82
SUN MICROSYSTEM 72" STOREDGE EXPANSION RACK $ 9,934.75 $ (4,140.83) $ 5,793.92
ASX-200BX/AC: 2.5 GBPS SWITCH $ 4,731.90 $ (1,408.23) $ 3,323.67
ES-3810/24MX: 24-PORT ETHERNET $ 3,526.22 $ (1,050.22) $ 2,476.00
ES-3810/24MX: 24-PORT ETHERNET $ 3,526.22 $ (1,050.22) $ 2,476.00
MX COT, Train 1-1 (Bay Frame 1-0) $ 5,377.97 $ (4,818.40) $ 559.57
23 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
------------------------------------------------------------------------------------------------------------------------
61 103256 0 160334 31/03/2002 26761 NONE MX RDT 1, TrainRDT 1-1 (Bay Frame 1-1) w/ 2 ONUs
61 103257 0 160334 31/03/2002 26762 NONE MX RDT 2, TrainRDT 2-2 (Bay Frame 1-2) w/ 2 ONUs
61 103258 0 160334 31/03/2002 26763 NONE MX SS Power
61 102164 0 160220 31/03/2001 26766 3002756 RACK MOUNT PC (PLEX WRITER MCC3500)
50 76376 0 160711 31/03/2001 26769 10 POWER CROSS RACK
50 76491 0 160711 30/06/2001 26769 10 POWER CROSS RACK PFR1089
61 102138 0 160711 31/03/2001 26770 B014328 TEKTRONIX SIGNAL SCOUT RF SIGNAL LEVEL METER
61 102139 0 160220 31/03/2001 26771 B014329 TEKTRONIX SIGNAL SCOUT RF SIGNAL LEVEL METER
61 102140 0 160711 31/03/2001 26772 B043908 TEKTRONIX CURRENT PROBE SYSTEM
61 102141 0 160711 31/03/2001 26772 B011590 TEKTRONIX 500A CNT PROBE
60 102150 0 160220 31/03/2001 26773 3GW94700424 INFOCUS LP400 PROJECTOR : LES MURRAY
63 102162 0 160220 31/03/2001 26774 S015H22DC SUN ULTRA 60 WORKSTATION
62 102163 0 160422 31/03/2001 26775 SUN 21" FLAT SCREEN MONITOR MODEL# X7136A
61 102149 0 160220 31/03/2001 26776 400326-00107 AX4000 ATM UTOPIA 2 INTERFACE MODULE
61 102157 0 160220 31/03/2001 26777 UL10B3 & UL02D1 MANTIS OPTICAL INSPECTION SYSTEM : HEAD & STAND
61 102121 0 160220 31/03/2001 26778 20456 LECROY 4 CHANNEL 1 GHz SCOPE
61 102123 0 160220 31/03/2001 26779 603 LECROY 4 CHANNEL 500 MHz SCOPE
61 102122 0 160220 31/03/2001 26780 581 LECROY 4 CHANNEL 500 MHz SCOPE
61 102125 0 160220 31/03/2001 26781 2083 LECROY ACTIVE DIFFERENTIAL PROBE
61 102124 0 160220 31/03/2001 26782 2076 LECROY ACTIVE DIFFERENTIAL PROBE
61 102128 0 160220 31/03/2001 26783 332919 LECROY ACTIVE FET PROBE
61 102126 0 160220 31/03/2001 26784 332894 LECROY ACTIVE FET PROBE
61 102127 0 160220 31/03/2001 26785 332904 LECROY ACTIVE FET PROBE
61 102129 0 160220 31/03/2001 26786 342923 LECROY ACTIVE FET PROBE
61 102159 0 160220 31/03/2001 26788 400301-01961 AX/4000 OC-3c/STM-1 SINGLE MODE FIBER MODULE
61 102172 0 160220 31/03/2001 26789 401324-00398 AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE
61 102169 0 160220 31/03/2001 26790 11980-01905 AX/4000 mAX 155 Mb G/A HARDWARE
61 102173 0 160220 31/03/2001 26791 400302-01392 AX/4000 DS-3 INTERFACE MODULE
61 102171 0 160220 31/03/2001 26792 401324-00415 AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE
61 102170 0 160220 31/03/2001 26793 11980-01918 AX/4000 mAX 155 Mb G/A HARDWARE
61 102188 0 160220 31/03/2001 26794 53457 AX4000 4-SLOT CHASSIS
61 103366 0 160220 30/06/2002 26794 NONE ATM OC-12C SM INTERFACE CARD FOR TESTING BLC RDT
61 103368 0 160220 30/06/2002 26794 NONE L2 MAX 622M ATM LICENSE FOR TESTING BLC RDT
61 103367 0 160220 30/06/2002 26794 NONE UPGRD 155M MAX TO 1G FOR TESTING BLC RDT
61 102407 0 160220 31/05/2001 26795 31774 THERMOTRON S/SM8 TEMP TEST CHAMBER (MxR4)
61 102185 0 160220 31/03/2001 26798 401428-0085 AX4000 ETHERNET CONTROL MODULE
61 102186 0 160220 31/03/2001 26799 400308A-00198 AX4000 DS1 MONITOR INTERFACE MODULE
61 102187 0 160220 31/03/2001 26800 400308A-00199 AX4000 DS1 MONITOR INTERFACE MODULE
61 102179 0 160220 31/03/2001 26811 12433 FORE SYSTEMS ESX-2400 W/MODULES
61 102180 0 160220 31/03/2001 26812 FORE SYSTEMS NSC
61 102181 0 160220 31/03/2001 26813 99364051 FORE SYSTEMS ASX-200BX W/MODULES
61 102182 0 160220 31/03/2001 26814 99495049 FORE SYSTEMS ES-3810 CHASSIS W/MODULES
61 102183 0 160220 31/03/2001 26815 BLACKBOX 84" BLACK CABINET W/SHELVES
61 102184 0 160220 31/03/2001 26816 WS0005010390 SMART UPS 3000RM
61 102588 0 160220 30/06/2001 26817 1021203 ATM EQUIPMENT FOR 303 GATEWAY LAB
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
MX RDT 1, TrainRDT 1-1 (Bay Frame 1-1) w/ 2 ONUs $ 17,561.78 $ (15,733.03) $ 1,828.75
MX RDT 2, TrainRDT 2-2 (Bay Frame 1-2) w/ 2 ONUs $ 17,561.78 $ (15,733.03) $ 1,828.75
MX SS Power $ 7,302.58 $ (6,542.16) $ 760.42
RACK MOUNT PC (PLEX WRITER MCC3500) $ 9,764.37 $ (4,302.12) $ 5,462.25
POWER CROSS RACK $ 137,856.38 $ (60,723.56) $ 77,132.82
POWER CROSS RACK PFR1089 $ 1,761.34 $ (525.34) $ 1,236.00
TEKTRONIX SIGNAL SCOUT RF SIGNAL LEVEL METER $ 2,684.72 $ (1,184.72) $ 1,500.00
TEKTRONIX SIGNAL SCOUT RF SIGNAL LEVEL METER $ 2,684.72 $ (1,184.72) $ 1,500.00
TEKTRONIX CURRENT PROBE SYSTEM $ 3,381.45 $ (1,491.78) $ 1,889.67
TEKTRONIX 500A CNT PROBE $ 2,377.88 $ (1,049.21) $ 1,328.67
INFOCUS LP400 PROJECTOR : LES MURRAY $ 3,409.29 $ (1,052.22) $ 2,357.07
SUN ULTRA 60 WORKSTATION $ 16,337.62 $ (10,075.95) $ 6,261.67
SUN 21" FLAT SCREEN MONITOR MODEL# X7136A $ 1,218.37 $ (1,135.05) $ 83.32
AX4000 ATM UTOPIA 2 INTERFACE MODULE $ 10,283.75 $ (4,531.25) $ 5,752.50
MANTIS OPTICAL INSPECTION SYSTEM : HEAD & STAND $ 2,136.49 $ (943.99) $ 1,192.50
LECROY 4 CHANNEL 1 GHz SCOPE $ 45,818.41 $ (20,183.91) $ 25,634.50
LECROY 4 CHANNEL 500 MHz SCOPE $ 13,653.23 $ (6,016.31) $ 7,636.92
LECROY 4 CHANNEL 500 MHz SCOPE $ 13,653.23 $ (6,016.31) $ 7,636.92
LECROY ACTIVE DIFFERENTIAL PROBE $ 3,918.90 $ (1,726.58) $ 2,192.32
LECROY ACTIVE DIFFERENTIAL PROBE $ 3,918.90 $ (1,726.58) $ 2,192.32
LECROY ACTIVE FET PROBE $ 738.46 $ (327.29) $ 411.17
LECROY ACTIVE FET PROBE $ 738.46 $ (327.29) $ 411.17
LECROY ACTIVE FET PROBE $ 738.46 $ (327.29) $ 411.17
LECROY ACTIVE FET PROBE $ 738.46 $ (327.29) $ 411.17
AX/4000 OC-3c/STM-1 SINGLE MODE FIBER MODULE $ 5,413.23 $ (2,386.73) $ 3,026.50
AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE $ 5,847.92 $ (2,577.60) $ 3,270.32
AX/4000 mAX 155 Mb G/A HARDWARE $ 21,647.71 $ (9,536.96) $ 12,110.75
AX/4000 DS-3 INTERFACE MODULE $ 3,138.99 $ (1,384.92) $ 1,754.07
AX/4000 ETHERNET 10baseT/100baseT INTERFACE MODULE $ 5,847.92 $ (2,577.60) $ 3,270.32
AX/4000 mAX 155 Mb G/A HARDWARE $ 21,647.71 $ (9,536.96) $ 12,110.75
AX4000 4-SLOT CHASSIS $ 22,463.11 $ (9,897.61) $ 12,565.50
ATM OC-12C SM INTERFACE CARD FOR TESTING BLC RDT $ 10,234.30 $ (1,584.73) $ 8,649.57
L2 MAX 622M ATM LICENSE FOR TESTING BLC RDT $ 8,281.10 $ (1,282.78) $ 6,998.32
UPGRD 155M MAX TO 1G FOR TESTING BLC RDT $ 5,748.00 $ (890.50) $ 4,857.50
THERMOTRON S/SM8 TEMP TEST CHAMBER (MxR4) $ 15,754.94 $ (4,690.02) $ 11,064.92
AX4000 ETHERNET CONTROL MODULE $ 32,472.89 $ (14,303.97) $ 18,168.92
AX4000 DS1 MONITOR INTERFACE MODULE $ 3,464.44 $ (1,527.19) $ 1,937.25
AX4000 DS1 MONITOR INTERFACE MODULE $ 3,464.44 $ (1,527.19) $ 1,937.25
FORE SYSTEMS ESX-2400 W/MODULES $ 7,666.75 $ (3,380.08) $ 4,286.67
FORE SYSTEMS NSC $ 5,882.16 $ (2,593.74) $ 3,288.42
FORE SYSTEMS ASX-200BX W/MODULES $ 3,403.20 $ (1,502.28) $ 1,900.92
FORE SYSTEMS ES-3810 CHASSIS W/MODULES $ 3,035.88 $ (1,339.06) $ 1,696.82
BLACKBOX 84" BLACK CABINET W/SHELVES $ 2,386.54 $ (1,052.47) $ 1,334.07
SMART UPS 3000RM $ 1,322.42 $ (582.67) $ 739.75
ATM EQUIPMENT FOR 303 GATEWAY LAB $ 7,623.90 $ (2,270.73) $ 5,353.17
24 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 102729 0 160220 31/07/2001 26821 NONE ENTROPIA CEB POWER SUPPLY FOR ENTROPIA EVAL. BOARD
61 102487 0 160711 31/05/2001 26822 LC5342296 LECROY OSCILLOSCOPE LC534AL 1 GHz
50 76338 0 160140 31/03/2001 26832 NONE DPU3 FUNCTIONAL TEST ON HP79000
50 76353 0 160140 31/03/2001 26833 HP79000 BBC1 FUNCTIONAL TEST FIXTURE
50 76420 0 160140 31/05/2001 26836 NONE MX ADSL SYSTEM BROADBAND TEST (TS1986)
50 76812 0 160140 31/03/2002 26836 NONE SYSTEM TEST SET TO TEST THE CCU1A (ADDED TO 26836)
50 76492 0 160140 30/06/2001 26837 NONE MX NCC1 FUNCTIONAL TEST SET
50 76348 0 160140 31/03/2001 26845 41-908-95XX HIGH DENSITY SHELF TEST SET
50 76349 0 160140 31/03/2001 26846 45-050-51 MDS BACKPLANE TEST SET FOR MX II
61 102494 0 160220 31/05/2001 26858 10192777 ANDO AQ6317B OPTICAL SPECTRUM ANALYZER
63 102473 0 160220 31/05/2001 26870 CD35L01 DELL POWEREDGE 2400 SERVER
61 103245 0 160220 31/03/2002 26871 150800 MF CHASSIS W/MODULES FOR MX & ACCESS MUX PLATFORM
61 103259 1 160334 31/07/2002 26876 NONE CARDS ADDED TO TRAINING SYSTEM "A" COT
61 103259 0 160334 31/03/2002 26876 NONE TRAINING SYSTEM "A" COT
61 103260 2 160334 30/06/2003 26877 NONE CARDS ADDED TO TRAINING SYSTEM "A" RDT
61 103260 1 160334 31/07/2002 26877 NONE CARDS ADDED TO TRAINING SYSTEM "A" RDT
61 103260 0 160334 31/03/2002 26877 NONE TRAINING SYSTEM "A" RDT
61 103261 0 160334 31/03/2002 26878 NONE TRAINING SYSTEM "A" POWER/SS
61 103265 0 160334 31/03/2002 26879 NONE TRAINING SYSTEM "C" COT
61 103266 0 160334 31/03/2002 26880 NONE TRAINING SYSTEM "C" RDT
61 103267 0 160334 31/03/2002 26881 NONE TRAINING SYSTEM "C" POWER/SS
61 103268 0 160334 31/03/2002 26882 NONE TRAINING SYSTEM "D" COT
61 103269 0 160334 31/03/2002 26883 NONE TRAINING SYSTEM "D" RDT
61 103270 0 160334 31/03/2002 26884 NONE TRAINING SYSTEM "D" POWER/SS
61 103262 0 160334 31/03/2002 26885 NONE TRAINING SYSTEM "B" COT
61 103263 0 160334 31/03/2002 26886 NONE TRAINING SYSTEM "B" RDT
61 103264 0 160334 31/03/2002 26887 NONE TRAINING SYSTEM "B" POWER/SS
62 103154 0 160420 28/02/2002 26890 FW04220850 Sun Ultra 5
60 102488 0 160015 31/05/2001 26893 30542K00 36 VOLT FORKLIFT BATTERY CHARGER : LG18-865F3B
60 102492 0 160015 31/05/2001 26896 30097J00 24 VOLT FORKLIFT BATTERY CHARGER : LG12-865F3B
61 102730 0 160220 31/07/2001 26906 047 REV. 2.5 ENTROPIA EVALUATION BOARD W/ 1 CT-GWC3336 DEVICE
61 102731 0 160220 31/07/2001 26907 041 REV. 2.5 ENTROPIA EVALUATION BOARD W/ 1 CT-GWC3336 DEVICE
50 76428 0 160140 31/05/2001 26922 NONE FACTRON333 TO TERADYNE Z18XX ICT ADAPTER
50 76619 0 160140 31/08/2001 26924 43-050-41 AU50 ICT/FUNTIONAL TEST FO RMX AU50 FAB REVISION AA
50 76414 0 160140 31/05/2001 26926 41-008-70 DISC*S TRU-1 ICT FIXTURE ASSY REV. AA 41-008-70
50 76506 0 160140 30/06/2001 26927 NONE QDC1 FUNCTIONAL TEST FIXTURE 41-050-36
50 76507 0 160140 30/06/2001 26929 NONE QDC1 ICT TEST FIXTURE 41-050-36 (@JABIL BEDFORD)
50 76490 0 160140 30/06/2001 26930 NONE HDXP ICT FIXTURE / TTI TESTRON (@JABIL FLORIDA)
50 76621 0 160140 31/08/2001 26931 NONE OIU94 DAUGHTERBOARD ICT FIXTURE (@ JABIL BEDFORD)
50 76622 0 160140 31/08/2001 26932 NONE OIU94 MOTHERBOARD ICT FIXTURE (@ JABIL BEDFORD)
61 102818 0 160220 31/08/2001 26936 10170517 ANDO TUNABLE LASER SOURCE
61 102821 0 160220 31/08/2001 26937 PEEW103C INTERWATCH 95000 PORTABLE PLATFORM W/ MODULES
50 76503 0 160140 30/06/2001 26938 NONE FITL SYSTEM TEST SET @ BEDFORD
50 76504 0 160140 30/06/2001 26939 NONE FITL SYSTEM TEST SET @ BEDFORD
60 102437 0 160001 31/05/2001 26940 LWXLA0K01459 LIGHTWAVE SCOUT XL PORTABLE PROJECTOR
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
ENTROPIA CEB POWER SUPPLY FOR ENTROPIA EVAL. BOARD $ 7,036.09 $ (2,095.92) $ 4,940.17
LECROY OSCILLOSCOPE LC534AL 1 GHz $ 8,389.98 $ (2,498.41) $ 5,891.57
DPU3 FUNCTIONAL TEST ON HP79000 $ 65,519.35 $ (28,860.35) $ 36,659.00
HP79000 BBC1 FUNCTIONAL TEST FIXTURE $ 42,000.00 $ (18,500.00) $ 23,500.00
MX ADSL SYSTEM BROADBAND TEST (TS1986) $ 92,925.00 $ (27,655.75) $ 65,269.25
SYSTEM TEST SET TO TEST THE CCU1A (ADDED TO 26836) $ 71,137.29 $ (21,172.72) $ 49,964.57
MX NCC1 FUNCTIONAL TEST SET $ 94,548.82 $ (28,138.90) $ 66,409.92
HIGH DENSITY SHELF TEST SET $ 27,692.45 $ (12,201.70) $ 15,490.75
MDS BACKPLANE TEST SET FOR MX II $ 69,457.00 $ (30,596.43) $ 38,860.57
ANDO AQ6317B OPTICAL SPECTRUM ANALYZER $ 46,119.71 $ (13,727.29) $ 32,392.42
DELL POWEREDGE 2400 SERVER $ 5,014.20 $ (2,090.28) $ 2,923.92
MF CHASSIS W/MODULES FOR MX & ACCESS MUX PLATFORM $ 42,177.59 $ (12,553.77) $ 29,623.82
CARDS ADDED TO TRAINING SYSTEM "A" COT $ 1,369.17 $ (776.85) $ 592.32
TRAINING SYSTEM "A" COT $ 2,417.19 $ (2,166.37) $ 250.82
CARDS ADDED TO TRAINING SYSTEM "A" RDT $ 25,625.63 $ (3,843.81) $ 21,781.82
CARDS ADDED TO TRAINING SYSTEM "A" RDT $ 2,593.69 $ (1,470.19) $ 1,123.50
TRAINING SYSTEM "A" RDT $ 8,573.73 $ (7,681.66) $ 892.07
TRAINING SYSTEM "A" POWER/SS $ 3,570.43 $ (3,199.18) $ 371.25
TRAINING SYSTEM "C" COT $ 2,417.19 $ (2,166.37) $ 250.82
TRAINING SYSTEM "C" RDT $ 8,573.73 $ (7,681.66) $ 892.07
TRAINING SYSTEM "C" POWER/SS $ 3,570.43 $ (3,199.18) $ 371.25
TRAINING SYSTEM "D" COT $ 2,417.19 $ (2,166.37) $ 250.82
TRAINING SYSTEM "D" RDT $ 8,573.73 $ (7,681.66) $ 892.07
TRAINING SYSTEM "D" POWER/SS $ 3,570.45 $ (3,199.20) $ 371.25
TRAINING SYSTEM "B" COT $ 2,417.19 $ (2,166.37) $ 250.82
TRAINING SYSTEM "B" RDT $ 8,573.73 $ (7,681.66) $ 892.07
TRAINING SYSTEM "B" POWER/SS $ 3,570.43 $ (3,199.18) $ 371.25
Sun Ultra 5 $ 4,391.76 $ (3,049.76) $ 1,342.00
36 VOLT FORKLIFT BATTERY CHARGER : LG18-865F3B $ 967.80 $ (202.38) $ 765.42
24 VOLT FORKLIFT BATTERY CHARGER : LG12-865F3B $ 967.80 $ (202.38) $ 765.42
ENTROPIA EVALUATION BOARD W/ 1 CT-GWC3336 DEVICE $ 8,659.19 $ (2,579.37) $ 6,079.82
ENTROPIA EVALUATION BOARD W/ 1 CT-GWC3336 DEVICE $ 8,659.19 $ (2,579.37) $ 6,079.82
FACTRON333 TO TERADYNE Z18XX ICT ADAPTER $ 14,072.50 $ (4,189.58) $ 9,882.92
ICT/FUNTIONAL TEST FO RMX AU50 FAB REVISION AA $ 6,116.47 $ (1,821.30) $ 4,295.17
DISC*S TRU-1 ICT FIXTURE ASSY REV. AA 41-008-70 $ 9,216.05 $ (2,744.30) $ 6,471.75
QDC1 FUNCTIONAL TEST FIXTURE 41-050-36 $ 56,371.95 $ (16,780.13) $ 39,591.82
QDC1 ICT TEST FIXTURE 41-050-36 (@JABIL BEDFORD) $ 14,744.26 $ (4,390.34) $ 10,353.92
HDXP ICT FIXTURE / TTI TESTRON (@JABIL FLORIDA) $ 12,675.39 $ (3,773.82) $ 8,901.57
OIU94 DAUGHTERBOARD ICT FIXTURE (@ JABIL BEDFORD) $ 16,099.19 $ (4,791.87) $ 11,307.32
OIU94 MOTHERBOARD ICT FIXTURE (@ JABIL BEDFORD) $ 10,511.05 $ (3,129.23) $ 7,381.82
ANDO TUNABLE LASER SOURCE $ 53,885.65 $ (16,037.15) $ 37,848.50
INTERWATCH 95000 PORTABLE PLATFORM W/ MODULES $ 174,361.52 $ (51,893.77) $ 122,467.75
FITL SYSTEM TEST SET @ BEDFORD $ 14,024.47 $ (4,175.47) $ 9,849.00
FITL SYSTEM TEST SET @ BEDFORD $ 14,024.41 $ (4,175.41) $ 9,849.00
LIGHTWAVE SCOUT XL PORTABLE PROJECTOR $ 2,381.50 $ (497.93) $ 1,883.57
25 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 76421 0 160140 31/05/2001 26941 NONE DCU205/6 FUNCTIONAL TEST FIXTURE 41008205/8206
50 76422 0 160140 31/05/2001 26942 NONE DCU205/6 FUNCTIONAL TEST FIXTURE 41008205/8206
50 76422 1 160140 31/07/2003 26942 NONE ADDED DAU3 (MATERIAL 4130890) TO ASSET# 26942
50 76439 0 160140 31/05/2001 26943 NONE DISC*S MX NPC TEST SET# 1594 & FIXTURES (@JABIL FL
50 76440 0 160140 31/05/2001 26944 NONE DISC*S MX NPC TEST SET# 1593 & FIXTURES (@JABIL FL
50 76438 0 160140 31/05/2001 26945 NONE OPTICAL / RF COMPONENT TEST SET# 1991
50 76458 0 160140 31/05/2001 26946 NONE CPU3 Generics Programming Station
50 76431 0 160140 31/05/2001 26968 NONE JABIL ICT TEST FIXTURE FOR BOIU522
50 76509 0 160140 30/06/2001 26969 NONE QDC1 FUNCTIONAL TEST FIXTURE 41-050-36 @ JABIL
50 76510 0 160140 30/06/2001 26970 NONE QDC1 ICT TEST FIXTURE 41-050-36 @ JABIL
50 76620 0 160140 31/08/2001 26972 43-050-41 AU50 FUNTIONAL TEST FOR MX AU50 FAB REVISION AA
61 102705 0 160220 31/07/2001 26974 NONE EQUIPMENT FOR NEBS TESTING OF HDD
61 102733 0 160711 31/07/2001 26975 5014480 REDCOM CLASS 5 SWITCH
61 102734 0 160711 31/07/2001 26976 5014481 REDCOM CLASS 5 SWITCH
61 102822 0 160220 31/08/2001 26977 4100890L3 COT CHANNEL SHELF WITH CARDS
61 102823 0 160220 31/08/2001 26978 4100890L3 COT -IDT SHELF WITH CARDS
61 102824 0 160220 31/08/2001 26979 4100891L2 FITL RDT SHELF WITH CARDS
61 102825 0 160220 31/08/2001 26980 4102039L3 FITL A ONU CHANNEL SHELF WITH CARDS
61 102826 0 160220 31/08/2001 26981 4102039L3 FITL A ONU CHANNEL SHELF WITH CARDS
61 102827 0 160220 31/08/2001 26982 4102039L3 FITL A ONU CHANNEL SHELF WITH CARDS
61 102828 0 160220 31/08/2001 26983 4102039L3 FITL A ONU CHANNEL SHELF WITH CARDS
50 76617 0 160140 31/08/2001 26984 NONE MDS TEST STATION @ CELESTICA
60 102980 0 160329 31/10/2001 26986 3524 LC-160 LCD TELEPROMPTER
61 103222 0 160220 31/03/2002 26987 PART# 158M-3668 SWFX MODULE (E-011294 REV 3) PART# 158M-366822
60 102982 0 160329 31/10/2001 26988 3319-15444 VINTEN FOLDING DOLLY ON CASTERS
61 103003 0 160220 30/11/2001 26993 74017889 CISCO 7204VXR ROUTER FOR NPI SYSTEMS TEST NETWORK
50 76772 0 160140 31/12/2001 26997 NONE COOMBO SHELF TEST STATION 4130899LX
50 76806 0 160140 28/02/2002 26998 NONE DUPLICATE Factron to Teradyne ICT Adapter
50 76807 0 160140 28/02/2002 26999 2602115 FITL ADSL OIU94 DB Mfg. ICT Test Solution
50 76755 0 160140 30/11/2001 27000 3-Mar FTTH VXI TESTER (@ JABIL BEDFORD)
50 76753 0 160140 31/10/2001 27001 1-Mar FTTH VXI TESTER (@ JABIL BEDFORD)
50 76650 0 160140 30/09/2001 27002 T.S. 1720 VXI PLANT STANDARD DEVELOPMENT STATION
50 76651 0 160140 30/09/2001 27003 2-Mar VXI PLANT STANDARD DEVELOPMENT STATION
50 76627 0 160140 31/08/2001 27005 US38400103 HP86120C MULTIWAVELENGTH METER
50 76628 0 160140 31/08/2001 27006 US41192708 AGILENT E4402B SPECTRUM ANALYZER
50 76629 0 160140 31/08/2001 27007 N/A CUSTOM: FILTER & AMPLIFIER FX1990-1
50 76630 0 160140 31/08/2001 27008 N/A CUSTOM: POWER SUPPLY FX1990-2
50 76808 0 160140 28/02/2002 27013 NONE PCU101 PRODUCT TEST DEV. EQUIP. = BURN-IN
50 76809 0 160140 28/02/2002 27014 NONE PCU101 PRODUCT TEST DEV. EQUIP. = FUNCTIONAL TEST
50 76633 0 160140 31/08/2001 27015 N/A ICT/MFG TOOLS FOR PCU101 @ FLEXTRONICS, FLA.
50 76618 0 160140 31/08/2001 27017 4105092LX COMBO SHELF TEST STATION (AT MSE, GADSDEN, ALA)
61 102887 0 160220 30/09/2001 27018 29471 POD 71564 FLEXDS JTAG EMULATOR
60 102876 0 160220 30/09/2001 27020 NONE TECHNICIAN ESD BENCH
60 102877 0 160220 30/09/2001 27021 NONE TECHNICIAN ESD BENCH
50 76631 0 160140 31/08/2001 27024 1864 PHOTODETECTOR NF1014, 25GHZ, IR K/FC
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
DCU205/6 FUNCTIONAL TEST FIXTURE 41008205/8206 $ 24,778.00 $ (7,375.00) $ 17,403.00
DCU205/6 FUNCTIONAL TEST FIXTURE 41008205/8206 $ 24,778.00 $ (7,375.00) $ 17,403.00
ADDED DAU3 (MATERIAL 4130890) TO ASSET# 26942 $ 421.50 $ (18.44) $ 403.06
DISC*S MX NPC TEST SET# 1594 & FIXTURES (@JABIL FL $ 77,219.44 $ (22,983.77) $ 54,235.67
DISC*S MX NPC TEST SET# 1593 & FIXTURES (@JABIL FL $ 77,219.38 $ (22,983.71) $ 54,235.67
OPTICAL / RF COMPONENT TEST SET# 1991 $ 133,372.97 $ (39,696.80) $ 93,676.17
CPU3 Generics Programming Station $ 7,853.94 $ (2,338.44) $ 5,515.50
JABIL ICT TEST FIXTURE FOR BOIU522 $ 25,029.00 $ (7,450.00) $ 17,579.00
QDC1 FUNCTIONAL TEST FIXTURE 41-050-36 @ JABIL $ 72,473.03 $ (21,571.86) $ 50,901.17
QDC1 ICT TEST FIXTURE 41-050-36 @ JABIL $ 8,122.91 $ (2,420.16) $ 5,702.75
FUNTIONAL TEST FOR MX AU50 FAB REVISION AA $ 9,983.75 $ (2,973.18) $ 7,010.57
EQUIPMENT FOR NEBS TESTING OF HDD $ 35,269.78 $ (10,498.21) $ 24,771.57
REDCOM CLASS 5 SWITCH $ 23,069.26 $ (6,866.94) $ 16,202.32
REDCOM CLASS 5 SWITCH $ 23,069.25 $ (6,866.93) $ 16,202.32
COT CHANNEL SHELF WITH CARDS $ 4,984.98 $ (1,485.91) $ 3,499.07
COT -IDT SHELF WITH CARDS $ 4,984.98 $ (1,485.91) $ 3,499.07
FITL RDT SHELF WITH CARDS $ 4,987.82 $ (1,485.75) $ 3,502.07
FITL A ONU CHANNEL SHELF WITH CARDS $ 3,369.77 $ (1,003.95) $ 2,365.82
FITL A ONU CHANNEL SHELF WITH CARDS $ 3,369.77 $ (1,003.95) $ 2,365.82
FITL A ONU CHANNEL SHELF WITH CARDS $ 3,369.77 $ (1,003.95) $ 2,365.82
FITL A ONU CHANNEL SHELF WITH CARDS $ 3,369.71 $ (1,003.89) $ 2,365.82
MDS TEST STATION @ CELESTICA $ 53,360.00 $ (15,881.75) $ 37,478.25
LC-160 LCD TELEPROMPTER $ 4,763.00 $ (994.25) $ 3,768.75
SWFX MODULE (E-011294 REV 3) PART# 158M-366822 $ 5,639.84 $ (1,679.02) $ 3,960.82
VINTEN FOLDING DOLLY ON CASTERS $ 869.28 $ (182.03) $ 687.25
CISCO 7204VXR ROUTER FOR NPI SYSTEMS TEST NETWORK $ 19,517.48 $ (5,811.41) $ 13,706.07
COOMBO SHELF TEST STATION 4130899LX $ 4,900.00 $ (1,458.33) $ 3,441.67
DUPLICATE Factron to Teradyne ICT Adapter $ 10,825.00 $ (3,223.43) $ 7,601.57
FITL ADSL OIU94 DB Mfg. ICT Test Solution $ 9,349.23 $ (2,783.56) $ 6,565.67
FTTH VXI TESTER (@ JABIL BEDFORD) $ 302,000.00 $ (89,881.75) $ 212,118.25
FTTH VXI TESTER (@ JABIL BEDFORD) $ 302,000.00 $ (89,881.75) $ 212,118.25
VXI PLANT STANDARD DEVELOPMENT STATION $ 418,389.27 $ (124,521.10) $ 293,868.17
VXI PLANT STANDARD DEVELOPMENT STATION $ 418,388.83 $ (124,520.66) $ 293,868.17
HP86120C MULTIWAVELENGTH METER $ 17,661.69 $ (5,260.02) $ 12,401.67
AGILENT E4402B SPECTRUM ANALYZER $ 14,060.53 $ (4,187.46) $ 9,873.07
CUSTOM: FILTER & AMPLIFIER FX1990-1 $ 3,314.32 $ (986.82) $ 2,327.50
CUSTOM: POWER SUPPLY FX1990-2 $ 498.69 $ (149.69) $ 349.00
PCU101 PRODUCT TEST DEV. EQUIP. = BURN-IN $ 89,919.68 $ (26,763.18) $ 63,156.50
PCU101 PRODUCT TEST DEV. EQUIP. = FUNCTIONAL TEST $ 97,647.44 $ (29,061.94) $ 68,585.50
ICT/MFG TOOLS FOR PCU101 @ FLEXTRONICS, FLA. $ 21,200.00 $ (6,310.93) $ 14,889.07
COMBO SHELF TEST STATION (AT MSE, GADSDEN, ALA) $ 6,500.00 $ (1,935.93) $ 4,564.07
FLEXDS JTAG EMULATOR $ 4,324.59 $ (1,287.09) $ 3,037.50
TECHNICIAN ESD BENCH $ 3,327.36 $ (694.61) $ 2,632.75
TECHNICIAN ESD BENCH $ 3,327.32 $ (694.57) $ 2,632.75
PHOTODETECTOR NF1014, 25GHZ, IR K/FC $ 4,298.48 $ (1,282.23) $ 3,016.25
26 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 76632 0 160140 31/08/2001 27025 0107B PHOTODETECTOR NF1414, 25GHZ, IR, K/FC (NEW FOCUS)
62 102847 0 160420 31/08/2001 27027 PR81003194 SUN ULTRA SYSTEM
61 102945 0 160220 31/10/2001 27029 4830 JDS UNIPHASE 1555NM TRANSMITTER
61 102946 0 160220 31/10/2001 27030 4831 JDS UNIPHASE CATV TRANSMITTER
62 102888 0 160420 30/09/2001 27032 PR97012295 SUN ULTRA5 SYSTEM 270MHZ, 4.3GB HD, 256RAM
62 102889 0 160420 30/09/2001 27033 9742GI4752 SUN 20" MONITOR - I.T. ROOM BEDFORD
61 102883 0 160220 30/09/2001 27034 1565 QAM256 / A8300 MODULATOR
61 102884 0 160220 30/09/2001 27035 1059 QAD256 / A8000 DEMODULATOR
61 102879 0 160220 30/09/2001 27036 NONE HIGHPASS CC-1000 FILTER
61 102880 0 160220 30/09/2001 27037 NONE LOWPASS CC-C117 FILTER
61 102881 0 160220 30/09/2001 27038 NONE LOWPASS CC-C137 FILTER
61 102882 0 160220 30/09/2001 27039 9999TE4793 JDS 1550 LASER TRANSMITTER SEMP1280
61 102878 0 160220 30/09/2001 27040 63673074 SMARTBITS SMB-2000
61 102967 0 160220 31/10/2001 27042 29428 FLEXDS JTAG EMULATOR POD# 71485
50 76789 0 160140 28/02/2002 27044 TS1597 FITL SYSTEM TEST SYSTEM FOR JABIL MEMPHIS (TS1597)
61 103246 0 160309 31/03/2002 27045 SWFX200004 SWFX 6X96 CONN/SPLICE
61 103247 0 160309 31/03/2002 27046 YY9TD0121 4P 20 DBM EDFA OPTL AMP (BOOSTER)
61 103249 0 160309 31/03/2002 27048 3003238 23" Rackmount SS Co-Located Application
61 102968 0 160220 31/10/2001 27050 149683 AX4000 MAX TEST SYSTEM FOR FTH
61 103272 0 160318 31/03/2002 27055 794608 HD SHF (HD DISCS SHF)
61 103231 0 160331 31/03/2002 27056 16104473 1 Port ATM Enhanced OC3e/STM1 Multimode Adaptor
61 103239 0 160331 31/03/2002 27061 RIFOCS FIBER OPTICAL POWER METER @ V-LAB
50 76939 0 160140 30/06/2002 27070 ECT JOB# 440647 TRU1C PCBA ICT FIXTURE REPLACEMENT
50 76940 0 160140 30/06/2002 27071 ECT JOB# 440651 SCU3K DB PCBA ICT FIXTURE REPLACEMENT
50 77075 0 160140 30/09/2002 27072 DIU1 / DIU2 IN CIRCUIT TEST SET
61 103237 0 160220 31/03/2002 27074 N5558 VISION NET EMULATOR
61 103275 0 160318 31/03/2002 27075 787056 HD SHF (HD DISCS SHF)
61 103217 0 160220 31/03/2002 27078 44352-02-02 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103218 0 160220 31/03/2002 27079 44352-01-03 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103219 0 160220 31/03/2002 27080 44352-02-01 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103220 0 160220 31/03/2002 27081 44352-02-03 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103221 0 160220 31/03/2002 27082 44352-03-01 2x32 LWX Modular Housing for the CATV (55-870MHz)
61 103223 0 160220 31/03/2002 27083 PART# 158M-3668 SWFX MODULE (E-011294 REV 3) PART# 158M-366821
61 103183 0 160220 31/03/2002 27084 410332 Harmonic Platform w/1550nm transmitter & power sup
61 103184 0 160220 31/03/2002 27085 4794 JDS 1550 LASER TRANSMITTER
61 103236 0 160331 31/03/2002 27092 NONE PHILIPS OPTICAL LASER TRANSMITTER FOR RF RETURN
61 103278 0 160318 31/03/2002 27093 11GYYCBD0368 4P 20 DBM EDFA OPTL AMP (BOOSTER)
61 103233 0 160331 31/03/2002 27095 B032632 Signal Scout Cable VRF Analyzer - TEK RFM150
61 103279 0 160318 31/03/2002 27096 O56TD0112 8P 20 DBM EDFA OPTL AMP (DIST.)
61 103280 0 160318 31/03/2002 27097 YY6UD0191 4P 20 DBM EDFA OPTL AMP (BOOSTER)
61 103360 0 160309 31/05/2002 27101 99145685 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103357 0 160309 31/05/2002 27102 Fore ATM Switch ASX-200BX @ Sprint in Kansas City
61 103358 0 160309 31/05/2002 27103 Fore ATM Switch ASX-200BX @ Sprint in Kansas City
50 77099 0 160140 31/10/2002 27104 NONE OMU92 IN CIRCUIT TEST SET
50 77142 0 160140 31/12/2002 27105 NONE DAU3 IN CIRCUIT TEST SET
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
PHOTODETECTOR NF1414, 25GHZ, IR, K/FC (NEW FOCUS) $ 4,298.47 $ (1,282.22) $ 3,016.25
SUN ULTRA SYSTEM $ 1,975.80 $ (1,373.23) $ 602.57
JDS UNIPHASE 1555NM TRANSMITTER $ 17,931.34 $ (5,337.84) $ 12,593.50
JDS UNIPHASE CATV TRANSMITTER $ 17,931.34 $ (5,337.84) $ 12,593.50
SUN ULTRA5 SYSTEM 270MHZ, 4.3GB HD, 256RAM $ 1,163.80 $ (808.13) $ 355.67
SUN 20" MONITOR - I.T. ROOM BEDFORD $ 427.48 $ (298.91) $ 128.57
QAM256 / A8300 MODULATOR $ 6,061.97 $ (1,804.15) $ 4,257.82
QAD256 / A8000 DEMODULATOR $ 5,412.53 $ (1,612.03) $ 3,800.50
HIGHPASS CC-1000 FILTER $ 1,569.54 $ (468.79) $ 1,100.75
LOWPASS CC-C117 FILTER $ 3,215.07 $ (958.40) $ 2,256.67
LOWPASS CC-C137 FILTER $ 3,215.07 $ (958.40) $ 2,256.67
JDS 1550 LASER TRANSMITTER SEMP1280 $ 19,018.72 $ (5,660.65) $ 13,358.07
SMARTBITS SMB-2000 $ 37,078.34 $ (11,036.27) $ 26,042.07
FLEXDS JTAG EMULATOR POD# 71485 $ 4,324.59 $ (1,287.09) $ 3,037.50
FITL SYSTEM TEST SYSTEM FOR JABIL MEMPHIS (TS1597) $ 0.01 $ (0.01) $ -
SWFX 6X96 CONN/SPLICE $ 16,773.32 $ (15,026.65) $ 1,746.67
4P 20 DBM EDFA OPTL AMP (BOOSTER) $ 27,917.71 $ (25,009.79) $ 2,907.92
23" Rackmount SS Co-Located Application $ 6,016.83 $ (5,390.58) $ 626.25
AX4000 MAX TEST SYSTEM FOR FTH $ 52,607.34 $ (15,658.67) $ 36,948.67
HD SHF (HD DISCS SHF) $ 4,562.79 $ (4,087.79) $ 475.00
1 Port ATM Enhanced OC3e/STM1 Multimode Adaptor $ 6,370.36 $ (1,898.79) $ 4,471.57
RIFOCS FIBER OPTICAL POWER METER @ V-LAB $ 1,076.98 $ (320.81) $ 756.17
TRU1C PCBA ICT FIXTURE REPLACEMENT $ 11,977.33 $ (1,855.01) $ 10,122.32
SCU3K DB PCBA ICT FIXTURE REPLACEMENT $ 11,867.10 $ (1,837.43) $ 10,029.67
DIU1 / DIU2 IN CIRCUIT TEST SET $ 14,870.30 $ (2,302.88) $ 12,567.42
VISION NET EMULATOR $ 6,332.63 $ (1,885.56) $ 4,447.07
HD SHF (HD DISCS SHF) $ 4,562.79 $ (4,087.79) $ 475.00
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
2x32 LWX Modular Housing for the CATV (55-870MHz) $ 5,953.75 $ (1,773.18) $ 4,180.57
SWFX MODULE (E-011294 REV 3) PART# 158M-366821 $ 5,639.82 $ (1,679.00) $ 3,960.82
Harmonic Platform w/1550nm transmitter & power sup $ 26,543.44 $ (7,900.44) $ 18,643.00
JDS 1550 LASER TRANSMITTER $ 19,018.71 $ (5,660.64) $ 13,358.07
PHILIPS OPTICAL LASER TRANSMITTER FOR RF RETURN $ 3,788.75 $ (1,128.93) $ 2,659.82
4P 20 DBM EDFA OPTL AMP (BOOSTER) $ 27,926.00 $ (25,017.25) $ 2,908.75
Signal Scout Cable VRF Analyzer - TEK RFM150 $ 2,110.88 $ (629.06) $ 1,481.82
8P 20 DBM EDFA OPTL AMP (DIST.) $ 38,931.63 $ (34,876.21) $ 4,055.42
4P 20 DBM EDFA OPTL AMP (BOOSTER) $ 27,926.00 $ (25,017.25) $ 2,908.75
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 3,211.55 $ (1,739.38) $ 1,472.17
Fore ATM Switch ASX-200BX @ Sprint in Kansas City $ 5,473.92 $ (2,965.50) $ 2,508.42
Fore ATM Switch ASX-200BX @ Sprint in Kansas City $ 5,473.92 $ (2,965.50) $ 2,508.42
OMU92 IN CIRCUIT TEST SET $ 22,413.71 $ (3,468.54) $ 18,945.17
DAU3 IN CIRCUIT TEST SET $ 23,995.81 $ (3,713.49) $ 20,282.32
27 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 77100 0 160140 31/10/2002 27106 NONE QCU602 IN CIRCUIT TEST SET
50 77101 0 160140 31/10/2002 27107 NONE ODU50 / ODU506 IN CIRCUIT TEST SET
50 76994 0 160140 31/08/2002 00000 XXXX XX RACK FUNCT TEST SET; INCLUDES 5 RACKS @MSE,ALA
50 77143 0 160140 31/12/2002 27110 NONE OIU89 IN CIRCUIT TEST SET
50 77144 0 160140 31/12/2002 27111 NONE OPU3 DB IN CIRUCUIT TEST SET
50 77145 0 160140 31/12/2002 27112 NONE OPU3 MB IN CIRCUIT TEST SET
50 77146 0 160140 31/12/2002 27113 NONE BOIU50 / BOIU522 IN CIRCUIT TEST SET
50 77147 0 160140 31/12/2002 27114 NONE CPU52A IN CIRCUIT TEST SET
50 77149 0 160140 31/12/2002 27115 NONE CCU11 IN CIRCUIT TEST SET DAUGHTERBOARD
50 77148 0 160140 31/12/2002 27116 NONE OIU45/48 DAUGHTERBOARD IN CIRCUIT TEST SET
50 76991 0 160140 31/08/2002 27117 ONU LIGHT BACKPLANE ICT FIXTURE
61 103799 0 160220 31/10/2002 27118 99155042 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103801 0 160220 31/10/2002 27119 99165498 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103797 0 160220 31/10/2002 27120 Fore ATM Switch ASX-200BX : Xxx Xxxxx
61 103798 0 160220 31/10/2002 27121 Fore ATM Switch ASX-200BX : Xxx Xxxxx
61 103803 0 160220 31/10/2002 27122 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103817 0 160140 30/11/2002 27123 WS00102B-2690 XXXXXXXX MICROSCOPE SYSTEM/BENCH-TOP/VIDEO INSPECT
50 77352 0 160140 31/03/2003 27125 CAL TS1577 OIU89 FUNCTIONAL TEST SET AT JABIL-MEXICO (TS1577)
61 103818 0 160140 30/11/2002 27126 NONE HH SOURCE, DUAL LASER 1310/1550nm
62 103740 0 160308 30/09/2002 27127 202013317 OLYMPUS E-20N DIGITAL CAMERA & AT3035 MICROPHONE
50 77354 0 160140 31/03/2003 27128 NONE OPU3 FUNCTIONAL TEST SET (TS27128)
50 77180 0 160140 15/10/2002 27130 NONE OMNI 8300 TEST SET #1 (AT LA GRANGE)
50 77181 0 160140 15/10/2002 27131 2-670 OMNI TEST SET #2 (AT LA GRANGE)
50 77178 0 160140 15/10/2002 27132 NONE OMNI 2000 TEST SET UPGRADE (AT LA GRANGE)
50 77150 0 160140 31/12/2002 27133 NONE NPR TEST EQUIPMENT
50 77789 0 160140 31/07/2003 27156 ECT #44108500 T QOIU511B ICT TEST FIXTURE (43-050-35-SD) JABIL-MEX
50 77232 0 160015 15/10/2002 27176 417111542N TOLEDO PLATFORM SCALE MODEL# 8140
50 77183 0 160015 15/10/2002 27177 0699-4685 STRETCH WRAP MACHINE FOR SHIPPING
50 77234 0 160015 15/10/2002 27177 0699-4685 STRETCH WRAP MACHINE FOR SHIPPING (ADDL AMT)
50 77152 0 160015 15/10/2002 27178 965015-1583 LIFT TRUCK, MODEL SLT30 (FROM JABIL 10/02)
50 77151 0 160015 15/10/2002 27179 1EOP240852 LIFT TRUCK, MODEL EOP 15-24P, (FROM JABIL 10/02)
50 77194 0 160015 15/10/2002 27180 16600000769 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 6
50 77192 0 160015 15/10/2002 27181 16600000774 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 11
50 77196 0 160015 15/10/2002 27182 16600000759 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 8
50 77191 0 160015 15/10/2002 27183 16600000762 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 10
50 77195 0 160015 15/10/2002 27184 16600000770 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 7
50 77197 0 160015 15/10/2002 27185 16600000761 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 9
50 77193 0 160015 15/10/2002 27186 16600000775 INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD UNIT 2
50 77189 0 160015 15/10/2002 27187 16400000334 INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT
50 77188 0 160015 15/10/2002 27188 16400000342 INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT
50 77187 0 160015 15/10/2002 27189 16400000344 INTERMEC ANTARES RF VEHICLE T2455
50 77190 0 160015 15/10/2002 27190 20000000162 INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT
50 77161 0 160015 15/10/2002 27191 ANTARES T2481 STATIONARY TERMINAL W/SCANNER
50 77162 0 160015 15/10/2002 27192 ANTARES T2481 STATIONARY TERMINAL W/SCANNER
50 77206 0 160015 15/10/2002 27193 34500000567 THERMAL PRINTER W/ETHERNET
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
QCU602 IN CIRCUIT TEST SET $ 15,372.44 $ (2,381.02) $ 12,991.42
ODU50 / ODU506 IN CIRCUIT TEST SET $ 27,027.86 $ (4,183.69) $ 22,844.17
MX RACK FUNCT TEST SET; INCLUDES 5 RACKS @MSE,ALA $ 12,675.23 $ (1,962.66) $ 10,712.57
OIU89 IN CIRCUIT TEST SET $ 14,000.95 $ (2,168.20) $ 11,832.75
OPU3 DB IN CIRUCUIT TEST SET $ 15,600.60 $ (2,414.85) $ 13,185.75
OPU3 MB IN CIRCUIT TEST SET $ 19,541.41 $ (3,025.09) $ 16,516.32
BOIU50 / BOIU522 IN CIRCUIT TEST SET $ 18,216.75 $ (2,820.18) $ 15,396.57
CPU52A IN CIRCUIT TEST SET $ 21,485.60 $ (3,325.43) $ 18,160.17
CCU11 IN CIRCUIT TEST SET DAUGHTERBOARD $ 12,634.56 $ (1,955.49) $ 10,679.07
OIU45/48 DAUGHTERBOARD IN CIRCUIT TEST SET $ 20,227.28 $ (3,131.11) $ 17,096.17
ONU LIGHT BACKPLANE ICT FIXTURE $ 3,732.24 $ (578.74) $ 3,153.50
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 3,210.64 $ (1,739.47) $ 1,471.17
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 3,210.64 $ (1,739.47) $ 1,471.17
Fore ATM Switch ASX-200BX : Xxx Xxxxx $ 5,522.16 $ (2,992.34) $ 2,529.82
Fore ATM Switch ASX-200BX : Xxx Xxxxx $ 5,773.48 $ (3,128.56) $ 2,644.92
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 3,210.64 $ (1,739.47) $ 1,471.17
XXXXXXXX MICROSCOPE SYSTEM/BENCH-TOP/VIDEO INSPECT $ 445.92 $ (81.67) $ 364.25
OIU89 FUNCTIONAL TEST SET AT JABIL-MEXICO (TS1577) $ 16,090.28 $ (2,491.36) $ 13,598.92
HH SOURCE, DUAL LASER 1310/1550nm $ 3,295.02 $ (595.85) $ 2,699.17
OLYMPUS E-20N DIGITAL CAMERA & AT3035 MICROPHONE $ 2,094.58 $ (757.33) $ 1,337.25
OPU3 FUNCTIONAL TEST SET (TS27128) $ 128,009.96 $ (19,811.96) $ 108,198.00
OMNI 8300 TEST SET #1 (AT LA GRANGE) $ 107,405.80 $ (23,271.98) $ 84,133.82
OMNI TEST SET #2 (AT LA GRANGE) $ 94,721.00 $ (20,524.25) $ 74,196.75
OMNI 2000 TEST SET UPGRADE (AT LA GRANGE) $ 5,059.00 $ (1,096.33) $ 3,962.67
NPR TEST EQUIPMENT $ 18,170.74 $ (2,812.07) $ 15,358.67
QOIU511B ICT TEST FIXTURE (43-050-35-SD) JABIL-MEX $ 22,957.00 $ (728.88) $ 22,228.12
TOLEDO PLATFORM SCALE MODEL# 8140 $ 0.01 $ (0.01) $ -
STRETCH WRAP MACHINE FOR SHIPPING $ 6,608.00 $ (1,432.18) $ 5,175.82
STRETCH WRAP MACHINE FOR SHIPPING (ADDL AMT) $ 200.00 $ (43.33) $ 156.67
LIFT TRUCK, MODEL SLT30 (FROM JABIL 10/02) $ 84,091.24 $ (18,221.32) $ 65,869.92
LIFT TRUCK, MODEL EOP 15-24P, (FROM JABIL 10/02) $ 28,208.55 $ (6,111.73) $ 22,096.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 00 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 00 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RUGGEDIZED T2425 HANDHELD XXXX 0 $ 2,469.58 $ (534.76) $ 1,934.82
INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT $ 4,319.38 $ (936.38) $ 3,383.00
INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT $ 4,319.38 $ (936.38) $ 3,383.00
INTERMEC ANTARES RF VEHICLE T2455 $ 4,833.01 $ (1,048.09) $ 3,784.92
INTERMEC ANTARES RF VEHICLE T2455: ON FORKLIFT $ 4,319.38 $ (936.38) $ 3,383.00
ANTARES T2481 STATIONARY TERMINAL W/SCANNER $ 2,910.20 $ (632.28) $ 2,277.92
ANTARES T2481 STATIONARY TERMINAL W/SCANNER $ 2,910.20 $ (632.28) $ 2,277.92
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
28 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-----------------------------------------------------------------------------------------------------------------------
50 77229 0 160184 15/10/2002 27194 34600000212 THERMAL PRINTER W/ETHERNET
50 77186 0 160015 15/10/2002 27195 16500000042 INTERMEC 4420A BARCODE LABEL PRINTER
50 77230 0 160184 15/10/2002 27196 34600000214 THERMAL PRINTER W/ETHERNET
50 77228 0 160184 15/10/2002 27197 34600000215 THERMAL PRINTER W/ETHERNET
63 103830 0 160411 30/09/1999 27198 SB380-3962 SMART BOARD WRITE BOARD 380
50 77215 0 160184 15/10/2002 27199 GAGE VERNIER HEIGHT
50 77283 0 160184 15/10/2002 27200 CALIPERS (HELIOS)
50 77219 0 160184 15/10/2002 27201 PLUG GAGES SET
50 77175 0 160083 15/10/2002 27202 HP79000 FUNCTIONAL TEST SET
50 77174 0 160083 15/10/2002 27202 NONE HP79000 COMMON PLATFORM ADSL UPGRADE
50 77198 0 160184 15/10/2002 27203 000231687RV0065 LEICA GZ4 STEREOMICROSCOPE
50 77199 0 160184 15/10/2002 27204 X-00000 XXXXXX OPTICAL INSPECTION SYSTEM
50 77200 0 160184 15/10/2002 27205 X-00000 XXXXXX OPTICAL INSPECTION SYSTEM
50 77165 0 160184 15/10/2002 27206 1129 BGA REPAIR STATION
50 77182 0 160184 15/10/2002 27207 97T5397 PRESS FIT CONNECTOR MACHINE
50 77176 0 160184 15/10/2002 27209 MCU-1001SE McDRY DRY BOX
50 77155 0 160184 15/10/2002 27210 ACCU-SEAL VACUUM SEALER (FROM JABIL 10/02)
50 77156 0 160184 15/10/2002 27211 ACCU-SEALER CART W/COMPRESSOR
50 77157 0 160083 15/10/2002 27212 US38240523 AGILENT HP3079-6 CT SERIES ICT TEST PLATFORM
50 77158 0 160083 15/10/2002 27212 US38240523 AGILENT HP 3079-6 CT SERIES TEST PLATFORM ADDL
50 77184 0 160184 15/10/2002 27213 511 SUMITOMO MASS FUSION SPLICER TYPE 63
50 77209 0 160083 15/10/2002 27214 CB005959 VARIABLE OPTICAL ATTENUATOR
60 103878 0 160184 15/10/2002 27215 TERRA TABLE
60 103875 0 160184 15/10/2002 00000 XXXX XXXXX XXXXX
00 000000 0 160184 15/10/2002 27217 TERRA TABLE
60 103876 0 160184 15/10/2002 27218 NONE XXXXX XXXXX
60 103880 0 160184 15/10/2002 27219 NONE TERRA TABLE
60 103877 0 160184 15/10/2002 27220 NONE XXXXX XXXXX
60 103882 0 160411 15/10/2002 27221 TRAULSEN REFRIGERATOR
60 103923 0 160015 15/10/2002 27222 TF33613 VERTICAL STORAGE CABINET
50 77204 0 160184 15/10/2002 27223 04-12-0032 SOLDER STATION PACE PRC 200
50 77216 0 160184 15/10/2002 27224 MICROSCOPE
50 77217 0 160083 15/10/2002 27225 Jul-64 MULTIMETER DIGITAL
50 77210 0 160083 15/10/2002 27246 5608 DYNASCOPE
50 77226 0 160083 15/10/2002 27248 2230B28914 TEKTRONIX 2230 100 MHZ DIGITAL SCOPE
50 77225 0 160083 15/10/2002 27250 2230B28957 TEKTRONIX 2230 100MHZ DIGITAL SCOPE
50 77227 0 160083 15/10/2002 27251 B010677/8 XXXXXXXXX 0000X XXXXXXXXXXXX & CPU CONTROLLER
50 77160 0 160083 15/10/2002 27252 T000039510 ALTERA KEY
50 77159 0 160083 15/10/2002 27253 T000039405 ALTERA KEY
50 77203 0 160083 15/10/2002 27254 1589 OSCILLOSCOPE (XXXXXX)
50 77222 0 160083 15/10/2002 27255 1750A01788 SPECTRUM ANALYZER W/CART
50 77224 0 160083 15/10/2002 27256 9007052 TAUTRON 5108 DSI DIGITAL TEST SET
50 77211 0 160083 15/10/2002 27257 2407A04170 ERROR ANALYZER
50 77212 0 160083 15/10/2002 27258 2407A04169 ERROR ANALYZER
50 77221 0 160083 15/10/2002 27259 SONET DISC*S HIGH SPEED OSCILLOSCOPE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
INTERMEC 4420A BARCODE LABEL PRINTER $ 2,292.77 $ (497.52) $ 1,795.25
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
SMART BOARD WRITE BOARD 380 $ 2,598.00 $ (2,108.75) $ 489.25
GAGE VERNIER HEIGHT $ 0.01 $ (0.01) $ -
CALIPERS (HELIOS) $ 0.01 $ (0.01) $ -
PLUG GAGES SET $ 0.01 $ (0.01) $ -
HP79000 FUNCTIONAL TEST SET $ 264,386.56 $ (57,284.06) $ 207,102.50
HP79000 COMMON PLATFORM ADSL UPGRADE $ 127,242.43 $ (27,570.68) $ 99,671.75
LEICA GZ4 STEREOMICROSCOPE $ 1,719.46 $ (373.14) $ 1,346.32
MANTIS OPTICAL INSPECTION SYSTEM $ 2,453.00 $ (532.43) $ 1,920.57
MANTIS OPTICAL INSPECTION SYSTEM $ 2,553.01 $ (554.09) $ 1,998.92
BGA REPAIR STATION $ 42,575.00 $ (9,225.08) $ 33,349.92
PRESS FIT CONNECTOR MACHINE $ 7,046.00 $ (1,527.50) $ 5,518.50
McDRY DRY BOX $ 10,733.00 $ (2,326.43) $ 8,406.57
ACCU-SEAL VACUUM SEALER (FROM JABIL 10/02) $ 2,494.00 $ (541.08) $ 1,952.92
ACCU-SEALER CART W/COMPRESSOR $ 1,100.41 $ (240.34) $ 860.07
AGILENT HP3079-6 CT SERIES ICT TEST PLATFORM $ 327,275.99 $ (70,910.67) $ 256,365.32
AGILENT HP 3079-6 CT SERIES TEST PLATFORM ADDL $ 16,985.02 $ (3,680.60) $ 13,304.42
SUMITOMO MASS FUSION SPLICER TYPE 63 $ 26,030.99 $ (5,641.42) $ 20,389.57
VARIABLE OPTICAL ATTENUATOR $ 841.21 $ (183.79) $ 657.42
TERRA TABLE $ 364.00 $ (56.33) $ 307.67
XXXXX XXXXX $ 4,864.00 $ (753.43) $ 4,110.57
TERRA TABLE $ 364.00 $ (56.33) $ 307.67
XXXXX XXXXX $ 4,864.00 $ (753.43) $ 4,110.57
TERRA TABLE $ 861.95 $ (134.28) $ 727.67
XXXXX XXXXX $ 4,835.99 $ (749.07) $ 4,086.92
TRAULSEN REFRIGERATOR $ 0.01 $ (0.01) $ -
VERTICAL STORAGE CABINET $ 0.01 $ (0.01) $ -
SOLDER XXXXXXX XXXX XXX 000 $ 1,375.86 $ (298.86) $ 1,077.00
MICROSCOPE $ 0.01 $ (0.01) $ -
MULTIMETER DIGITAL $ 0.01 $ (0.01) $ -
DYNASCOPE $ 0.01 $ (0.01) $ -
TEKTRONIX 2230 100 MHZ DIGITAL SCOPE $ 0.01 $ (0.01) $ -
TEKTRONIX 2230 100MHZ DIGITAL SCOPE $ 0.01 $ (0.01) $ -
XXXXXXXXX 0000X XXXXXXXXXXXX & XXX CONTROLLER $ 0.01 $ (0.01) $ -
ALTERA KEY $ 614.61 $ (133.36) $ 481.25
ALTERA KEY $ 614.61 $ (133.36) $ 481.25
OSCILLOSCOPE (XXXXXX) $ 7,457.00 $ (1,616.33) $ 5,840.67
SPECTRUM ANALYZER W/CART $ 0.01 $ (0.01) $ -
TAUTRON 5108 DSI DIGITAL TEST SET $ 0.01 $ (0.01) $ -
ERROR ANALYZER $ 0.01 $ (0.01) $ -
ERROR ANALYZER $ 0.01 $ (0.01) $ -
SONET DISC*S HIGH SPEED OSCILLOSCOPE $ 0.01 $ (0.01) $ -
29 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 77213 0 160083 15/10/2002 27260 DM585004 FLUKE OSCILLOSCOPE
50 77214 0 160083 15/10/2002 27261 142 FREQUENCY STANDARD
50 77171 0 160083 15/10/2002 27262 BACK REFLECTOR
50 77163 0 160184 15/10/2002 27263 ANTARES T2481 STATIONARY TERMINAL W/SCANNER
50 77207 0 160015 15/10/2002 27264 34500000568 THERMAL PRINTER W/ETHERNET
50 77164 0 160184 15/10/2002 27265 ANTARES T2481 STATIONARY TERMINAL W/SCANNER
50 77231 0 160184 15/10/2002 27266 34500000569 THERMAL PRINTER W/ETHERNET
50 77185 0 160184 15/10/2002 27267 33195 XXXXX PART 47-10335-18-05641
50 77177 0 160184 15/10/2002 27268 MICROSCOPE MINI PMS ZOOM INTERFEROMETER 2X-1
50 77205 0 160184 15/10/2002 27269 990303586N STERILE AIR BENCH
60 103874 0 160411 15/10/2002 27270 IS6SL-184435-09 ICE MACHINE - SCOTTSMAN SLE300
50 77202 0 160083 15/10/2002 27271 109852 OPTICAL RETURN LOSS METER
50 77154 0 160083 15/10/2002 27272 109787 575L OPTICAL POWER METER RIFOCS CP-2385
50 77173 0 160083 15/10/2002 27273 P2221 EMULATOR VIXION ICE FROM EST CORP
50 77169 0 160083 15/10/2002 27274 105777 ATTENUATOR - OPTICAL
50 77167 0 160083 15/10/2002 27275 B011320 000 XXx 0 XXXXXXX XXXXX
50 77166 0 160083 15/10/2002 27276 DM566004 200 MHz SCOPE FOR FITL TEST/REPAIR (FLUKE)
50 77218 0 160083 15/10/2002 27277 B019413 OSCILLOSCOPE (TEKTRONIX)
50 77208 0 160083 15/10/2002 27279 CB005958 VARIABLE OPTICAL ATTENUATOR HAND HELD
50 77233 0 160083 15/10/2002 27280 2510A02934 UNIVERSAL COUNTER
50 77298 0 160083 15/10/2002 27281 5800 OSCILLOSCOPE - XXXXXX 9310 (CAL# 3065)
50 77223 0 160083 15/10/2002 27282 SURFACE PLATE
50 77363 0 160140 31/03/2003 27283 32456 DCU207 FUNCTIONAL TEST SET - CIRCUIT CHECK# 32456
50 77363 1 160140 31/07/2003 27283 32456 ADDED DAU3 (MATERIAL 4130890) TO ASSET# 27283
50 77295 0 160411 15/10/2002 27284 MANUFACTURING OVERHEAD HOIST
60 103909 0 160411 15/10/2002 27286 FREEZER (TRAULSEN) - REU CAFE
60 103911 0 160411 15/10/2002 27287 303586 GARLAND OVEN - REU CAFE
60 103905 0 160411 15/10/2002 27288 88F19030 TOASTMASTER CONVECTION OVEN - REU CAFE
60 103906 0 160411 15/10/2002 27289 DESERT XXX - XXX CAFE
60 103907 0 160411 15/10/2002 27290 DRINK COUNTER - REU CAFE
60 103908 0 160411 15/10/2002 27291 EXHAUST HOOD WITH SPRINKER - REU CAFE
60 103910 0 160411 15/10/2002 00000 XXXXXX XXXXX - XXX XXXX
00 000000 0 160411 15/10/2002 27293 CRES-COR CROWN-X HOLDER TRAY S/S - REU CAFE
60 103914 0 160411 15/10/2002 27294 NONE ICE MACHINE MANITOWOC JD-1003W SERIES 1000 - CAFE
60 103913 0 160411 15/10/2002 27295 HOT FOOD UNIT - REU CAFE
60 103915 0 160411 15/10/2002 27296 SALAD BAR WITH ICE PAN - REU CAFE
60 103916 0 160411 15/10/2002 27297 32117 SANDWICH XXX - XXX CAFE
60 103918 0 160411 15/10/2002 27298 SS COUNTER & SINKS - REU CAFE
60 103919 0 160411 15/10/2002 27299 232002C/46P3278 WRANGLER FLOOR SCRUBBER MODEL 20B
60 103920 0 160411 15/10/2002 27300 232002C/46P3278 WRANGLER FLOOR SCRUBBER MODEL 20B
50 77290 0 160083 15/10/2002 27301 1231A00923 GAIN PHASE METER (HP)
50 77309 0 160083 15/10/2002 27302 936-01112 VECTOR Z METER (HP)
50 77292 0 160083 15/10/2002 27303 3404A00163 HP EMULATOR
50 77357 0 160140 31/03/2003 27304 8000721 NCC1B HP3070 IN CIRCUIT TEST FIXTURE AT SANMINA-MX
60 103917 0 160411 15/10/2002 27305 SANDWICH UNIT CUSTOM (DELFIELD) - REU CAFE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
FLUKE OSCILLOSCOPE $ 0.01 $ (0.01) $ -
FREQUENCY STANDARD $ 0.01 $ (0.01) $ -
BACK REFLECTOR $ 0.01 $ (0.01) $ -
ANTARES T2481 STATIONARY TERMINAL W/SCANNER $ 3,370.00 $ (730.18) $ 2,639.82
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
ANTARES T2481 STATIONARY TERMINAL W/SCANNER $ 2,910.20 $ (632.28) $ 2,277.92
THERMAL PRINTER W/ETHERNET $ 2,669.96 $ (578.46) $ 2,091.50
XXXXX PART 47-10335-18-05641 $ 1,581.73 $ (343.66) $ 1,238.07
MICROSCOPE MINI PMS ZOOM INTERFEROMETER 2X-1 $ 27,482.99 $ (5,955.57) $ 21,527.42
STERILE AIR BENCH $ 3,110.13 $ (675.56) $ 2,434.57
ICE MACHINE - SCOTTSMAN SLE300 $ 2,326.69 $ (360.94) $ 1,965.75
OPTICAL RETURN LOSS METER $ 4,984.00 $ (1,080.58) $ 3,903.42
575L OPTICAL POWER METER RIFOCS CP-2385 $ 1,277.38 $ (277.71) $ 999.67
EMULATOR VIXION ICE FROM EST CORP $ 7,459.00 $ (1,616.33) $ 5,842.67
ATTENUATOR - OPTICAL $ 0.01 $ (0.01) $ -
000 XXx 0 XXXXXXX XXXXX $ 0.01 $ (0.01) $ -
200 MHz SCOPE FOR FITL TEST/REPAIR (FLUKE) $ 0.01 $ (0.01) $ -
OSCILLOSCOPE (TEKTRONIX) $ 596.11 $ (130.11) $ 466.00
VARIABLE OPTICAL ATTENUATOR HAND HELD $ 841.21 $ (183.79) $ 657.42
UNIVERSAL COUNTER $ 0.01 $ (0.01) $ -
OSCILLOSCOPE - XXXXXX 9310 (CAL# 3065) $ 0.01 $ (0.01) $ -
SURFACE PLATE $ 0.01 $ (0.01) $ -
DCU207 FUNCTIONAL TEST SET - CIRCUIT CHECK# 32456 $ 59,880.65 $ (9,268.08) $ 50,612.57
ADDED DAU3 (MATERIAL 4130890) TO ASSET# 27283 $ 421.49 $ (18.44) $ 403.05
MANUFACTURING OVERHEAD HOIST $ 1,546.93 $ (335.76) $ 1,211.17
FREEZER (TRAULSEN) - REU CAFE $ 0.01 $ (0.01) $ -
GARLAND OVEN - REU CAFE $ 0.01 $ (0.01) $ -
TOASTMASTER CONVECTION OVEN - REU CAFE $ 0.01 $ (0.01) $ -
DESERT XXX - XXX CAFE $ 0.01 $ (0.01) $ -
DRINK COUNTER - REU CAFE $ 0.01 $ (0.01) $ -
EXHAUST HOOD WITH SPRINKER - REU CAFE $ 0.01 $ (0.01) $ -
VULCAN XXXXX - XXX CAFE $ 0.01 $ (0.01) $ -
CRES-COR CROWN-X HOLDER TRAY S/S - REU CAFE $ 0.01 $ (0.01) $ -
ICE MACHINE MANITOWOC JD-1003W SERIES 1000 - CAFE $ 1,647.93 $ (255.61) $ 1,392.32
HOT FOOD UNIT - REU CAFE $ 0.01 $ (0.01) $ -
SALAD BAR WITH ICE PAN - REU CAFE $ 0.01 $ (0.01) $ -
SANDWICH XXX - XXX CAFE $ 0.01 $ (0.01) $ -
SS COUNTER & SINKS - REU CAFE $ 0.01 $ (0.01) $ -
WRANGLER FLOOR SCRUBBER MODEL 20B $ 2,079.35 $ (323.18) $ 1,756.17
WRANGLER FLOOR SCRUBBER MODEL 20B $ 2,079.35 $ (323.18) $ 1,756.17
GAIN PHASE METER (HP) $ 0.01 $ (0.01) $ -
VECTOR Z METER (HP) $ 0.01 $ (0.01) $ -
HP EMULATOR $ 0.01 $ (0.01) $ -
NCC1B HP3070 IN CIRCUIT TEST FIXTURE AT SANMINA-MX $ 14,749.87 $ (2,283.55) $ 12,466.32
SANDWICH UNIT CUSTOM (DELFIELD) - REU CAFE $ 0.01 $ (0.01) $ -
30 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
50 77304 0 160083 15/10/2002 27307 1441A11752 PULSE GENERATOR - HP (CAL# 867)
50 77305 0 160083 15/10/2002 27308 A12207 PULSE GENERATOR - HP (CAL# 866)
50 77282 0 160083 15/10/2002 27309 CABLE SIMULATOR - ADTRAN - CAL# 2516
50 77286 0 160083 15/10/2002 27310 160 DSO TEST SET RECEIVER (CAL# 1622)
50 77287 0 160083 15/10/2002 27311 160 DSO TEST SET TRANSMITTER (CAL# 1621)
50 77303 0 160083 15/10/2002 27312 2513U00344 PCM TEST SET - COLCOM (CAL# 2701)
50 77285 0 160083 15/10/2002 27313 9001203 DS1 TEST SET - TAUTRON (CAL# P005)
50 77310 0 160083 15/10/2002 27314 3013 VOLTMETER HF (RYCOM)
50 77301 0 160083 15/10/2002 27315 827 PCM CABLE TEST SET - SIERRA
50 77302 0 160083 15/10/2002 27316 207 PCM SPAN REPEATER TEST SET - SIERRA
50 77288 0 160083 15/10/2002 27317 1046 ERROR DETECTOR - XXXX XXXXXXX (CAL# 1672)
50 77306 0 160083 15/10/2002 27318 401 SPECTRUM ANALYZER (WILCOM)
50 77307 0 160083 15/10/2002 27319 MPS1361 SPIRENT MPS MULTILINE PRODUCTION SIMULATOR
60 103902 0 160015 15/10/2002 27320 30337K00 24 VOLT FORKLIFT BATTERY CHARGER: LG12-865F3B
60 103903 0 160015 15/10/2002 27321 30556K00 36 VOLT FORKLIFT BATTERY CHARGER: LG18-865F3B
50 77284 0 160015 15/10/2002 27322 4V7600B DELL POWEREDGE 4400 BARCODE SERVER
50 77308 0 160140 15/10/2002 27323 709186 STERILE AIR BENCH (XXXX XXXXXX) - CLEAN ROOM
50 77346 0 160220 15/10/2002 27324 FREQUENCY SEL VOLT - RYCOM (CAL# 0258) XXXX XXXX
50 77294 0 160501 15/10/2002 27325 1174 LOGIC PROGRAMMER - STAG MICRO SYSTEMS
50 77360 0 160140 31/03/2003 27331 JOB# 4408905 NPC2E MOTHERBOARD ICT FIXTURE 4102081E
50 77361 0 160140 31/03/2003 27332 JOB# 4408903 NPC2E DAUGHTERBOARD ICT FIXTURE 4502091
50 77359 0 160140 31/03/2003 27333 JOB# 4408886 NPC/CSC ICT FIXTURE 00-000-00 (SKM-800-D)
50 77296 0 160501 15/10/2002 27334 B012054 OSCILLOSCOPE - TEKTRONIX
50 77280 0 160501 15/10/2002 27335 114608 RIFOCS 558B POWER METER (CAL# 3542)
50 77297 0 160501 15/10/2002 27336 710709 OSCILLOSCOPE - TEKTRONIX (CAL# 1636)
61 103922 0 160220 31/01/2003 27337 2110-0741 NetTest ORL Meter-1310/1550nm SM LTS w/ORL
61 103985 0 160220 31/03/2003 27342 DL43396 SPIRENT XX0-000XX0 XXXX INTEROP WIRELINE SIMULATOR
50 77356 0 160140 31/03/2003 27343 NONE ORL TEST EQUIPMENT AT JABIL-FLORIDA (XXX XXXX)
50 77345 0 160083 15/10/2002 27344 1436 CABLESCAN MODEL 512 (IN BURN-IN STOREROOM 2/03)
50 77347 0 160083 15/10/2002 27345 7100793 HEIGHT GAGE - MITUTOYA (TEST ENGR STOREROOM 2/03)
50 77343 0 160501 15/10/2002 27346 114390 LASER SOURCE 262A RIFOCS (CAL# 3543)@JABIL MEMPHIS
50 77344 0 160083 15/10/2002 27348 908146 BUS ANALYZER I EEE 488 (CAL# 3459)
50 77349 0 160083 15/10/2002 27349 3815G02079 OPTICAL POWER METER HP81525A 27db (IN T.S. 24605)
50 77348 0 160083 15/10/2002 27350 1085 LASER SOURCE 160L VISUAL FAULTFINDER (CLEAN ROOM)
50 77300 0 160083 15/10/2002 27351 B010247 OSCILLOSCOPE - TEKTRONIX TDS784C
50 77299 0 160083 15/10/2002 27352 5771 OSCILLOSCOPE - XXXXXX 9310 (CAL# 3063)
60 103968 0 160015 15/10/2002 27354 TF43691-0002259 VERTICAL STORAGE CABINET (SMT)
50 77351 0 160083 31/03/2003 27355 US38050141 HP79000 FUNCTIONAL TESTER
61 103981 0 160220 31/03/2003 27356 99354011 Fore ATM Switch ASX-200BX: Lab - Xxxxx Xxxx
61 103982 0 160220 31/03/2003 27357 99354012 Fore ATM Switch ASX-200BX: Lab - Xxxxx Xxxx
61 103983 0 160220 31/03/2003 27358 99155195 Fore 8-Port Ethernet Switch ES-3810 Chassis
61 103984 0 160220 31/03/2003 27359 99066597 Fore 8-Port Ethernet Switch ES-3810 Chassis
50 77715 0 160140 31/05/2003 27360 FX2017 LVDU FUNCTIONAL TEST FIXTURE (4115001)
61 103987 0 160220 30/04/2003 27361 DL43504 DL4-400S SHDSL (ANNEX A) WIRELINE SIMULATOR
61 103988 0 160220 30/04/2003 27362 NSA1841 XXX-0000 XXXXXXXXXX GENERATOR W/ DLS-5A01H
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
PULSE GENERATOR - HP (CAL# 867) $ 0.01 $ (0.01) $ -
PULSE GENERATOR - HP (CAL# 866) $ 0.01 $ (0.01) $ -
CABLE SIMULATOR - ADTRAN - CAL# 2516 $ 0.01 $ (0.01) $ -
DSO TEST SET RECEIVER (CAL# 1622) $ 0.01 $ (0.01) $ -
DSO TEST SET TRANSMITTER (CAL# 1621) $ 0.01 $ (0.01) $ -
PCM TEST SET - COLCOM (CAL# 2701) $ 0.01 $ (0.01) $ -
DS1 TEST SET - TAUTRON (CAL# P005) $ 0.01 $ (0.01) $ -
VOLTMETER HF (RYCOM) $ 0.01 $ (0.01) $ -
PCM CABLE TEST SET - SIERRA $ 0.01 $ (0.01) $ -
PCM SPAN REPEATER TEST SET - SIERRA $ 0.01 $ (0.01) $ -
ERROR DETECTOR - XXXX XXXXXXX (CAL# 1672) $ 0.01 $ (0.01) $ -
SPECTRUM ANALYZER (WILCOM) $ 0.01 $ (0.01) $ -
SPIRENT MPS MULTILINE PRODUCTION SIMULATOR $ 10,918.05 $ (2,366.05) $ 8,552.00
24 VOLT FORKLIFT BATTERY CHARGER: LG12-865F3B $ 716.81 $ (111.89) $ 604.92
36 VOLT FORKLIFT BATTERY CHARGER: LG18-865F3B $ 716.81 $ (111.89) $ 604.92
DELL POWEREDGE 4400 BARCODE SERVER $ 9,788.97 $ (2,121.15) $ 7,667.82
STERILE AIR BENCH (XXXX XXXXXX) - CLEAN ROOM $ 2,242.26 $ (487.19) $ 1,755.07
FREQUENCY SEL VOLT - RYCOM (CAL# 0258) XXXX XXXX $ 0.01 $ (0.01) $ -
LOGIC PROGRAMMER - STAG MICRO SYSTEMS $ 0.01 $ (0.01) $ -
NPC2E MOTHERBOARD ICT FIXTURE 4102081E $ 6,240.16 $ (966.49) $ 5,273.67
NPC2E DAUGHTERBOARD ICT FIXTURE 4502091 $ 5,818.10 $ (901.43) $ 4,916.67
NPC/CSC ICT FIXTURE 00-000-00 (SKM-800-D) $ 5,278.16 $ (818.59) $ 4,459.57
OSCILLOSCOPE - TEKTRONIX $ 596.11 $ (130.11) $ 466.00
RIFOCS 558B POWER METER (CAL# 3542) $ 684.23 $ (149.16) $ 535.07
OSCILLOSCOPE - TEKTRONIX (CAL# 1636) $ 0.01 $ (0.01) $ -
NetTest ORL Meter-1310/1550nm SM LTS w/ORL $ 3,095.17 $ (480.60) $ 2,614.57
SPIRENT XX0-000XX0 XXXX INTEROP WIRELINE SIMULATOR $ 42,565.27 $ (6,588.52) $ 35,976.75
ORL TEST EQUIPMENT AT JABIL-FLORIDA (XXX XXXX) $ 14,105.28 $ (2,184.28) $ 11,921.00
CABLESCAN MODEL 512 (IN BURN-IN STOREROOM 2/03) $ 0.01 $ (0.01) $ -
HEIGHT GAGE - MITUTOYA (TEST ENGR STOREROOM 2/03) $ 0.01 $ (0.01) $ -
LASER SOURCE 262A RIFOCS (CAL# 3543)@JABIL MEMPHIS $ 2,265.21 $ (492.04) $ 1,773.17
BUS ANALYZER I EEE 488 (CAL# 3459) $ 1,000.44 $ (218.69) $ 781.75
OPTICAL POWER METER HP81525A 27db (IN T.S. 24605) $ 6,590.51 $ (1,428.94) $ 5,161.57
LASER SOURCE 160L VISUAL FAULTFINDER (CLEAN ROOM) $ 755.32 $ (165.00) $ 590.32
OSCILLOSCOPE - TEKTRONIX TDS784C $ 0.01 $ (0.01) $ -
OSCILLOSCOPE - XXXXXX 9310 (CAL# 3063) $ 0.01 $ (0.01) $ -
VERTICAL STORAGE CABINET (SMT) $ 0.01 $ (0.01) $ -
HP79000 FUNCTIONAL TESTER $ 200,000.00 $ (43,333.33) $ 156,666.67
Fore ATM Switch ASX-200BX : Lab - Xxxxx Xxxx $ 6,672.52 $ (1,446.27) $ 5,226.25
Fore ATM Switch ASX-200BX : Lab - Xxxxx Xxxx $ 5,129.92 $ (1,111.42) $ 4,018.50
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 1,334.22 $ (289.97) $ 1,044.25
Fore 8-Port Ethernet Switch ES-3810 Chassis $ 1,334.23 $ (289.98) $ 1,044.25
LVDU FUNCTIONAL TEST FIXTURE (4115001) $ 10,475.59 $ (408.32) $ 10,067.27
DL4-400S SHDSL (ANNEX A) WIRELINE SIMULATOR $ 38,310.20 $ (1,596.70) $ 36,713.50
DLS-5103 IMPAIRMENT GENERATOR W/ DLS-5A01H $ 10,505.94 $ (438.06) $ 10,067.88
31 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
61 103989 0 160220 30/04/2003 27363 NSA1843 XXX-0000 XXXXXXXXXX GENERATOR W/ DLS-5A01H
50 77716 0 160122 31/05/2003 27364 50000192 EAGLE AUTOMATION SINGLE BAY AUTO TAPER
50 77717 0 160122 31/05/2003 27365 6090865 QUAD TECH INDUCTANCE ANALYZER
50 77718 0 160122 31/05/2003 27366 6040610 QUAD TECH HIGH POT TESTER
50 77791 0 160140 31/08/2003 27367 150233 ADTECH AX/4000 W/MODULES & SOFTWARE IN ASSET#27369
50 77792 0 160140 30/09/2003 27368 4410992 OIU96 IN-CIRCUIT TEST FIXTURE (43-021-01)
50 77790 0 160140 31/08/2003 27369 TEST XXX# 0000 XXX & IMA FVT SYSTEM TEST PLATFORM DUPLICATION
50 77353 0 160140 31/03/2003 27374 JOB# 01D10002 DCU207A IN CIRCUIT TEST FIXTURE AT JABIL-MEXICO
50 77362 0 160140 31/03/2003 27375 NONE CCU11 MOTHERBOARD IN CIRCUIT TEST SET
50 77179 0 160083 15/10/2002 27376 2-714 OMNI 8300 DEVELOPMENT TEST SET (@ REU)
50 77355 0 160140 31/03/2003 27377 TERADYNE 1800 TO SPECTRUM ADAPTER FOR BCC21 ICT
50 77355 1 160140 30/06/2003 27377 DPU2 ICT SOLUTION FOR PRODUCTION ASSEMBLY TEST
50 77358 0 160140 31/03/2003 27412 JOB# 4408710 TRU21B ICT TEST FIXTURE AT JABIL-MEXICO
50 77787 0 160140 31/07/2003 27413 3013252 MARCONI FORE SWITCH ASX-200BX WITH MODULES
50 77788 0 160140 31/07/2003 27414 3013218 MARCONI FORE SWITCH ASX-200BX WITH MODULES
61 104054 0 160220 30/06/2003 27415 025H294F SUN MICROSYSTEMS ENTERPRISE 4500 SERVER (LABRADOR)
61 104055 0 160220 30/06/2003 27416 008H2924 SUN MICROSYSTEMS STOREDGE D1000 DISK ARRAY
61 104052 0 160220 30/06/2003 27417 940H2461 SUN MICROSYSTEMS ENTERPRISE 4500 SERVER (BULLDOG)
61 104053 0 160220 30/06/2003 27418 912H2498 SUN MICROSYSTEMS STOREDGE D1000 DISK ARRAY
50 75923 0 160220 01/07/1990 40016 3002A05286 LOGIC ANALYSIS TEST EQUIPMENT
50 71273 0 160140 01/07/1992 40067 2751F51935 PROTOCOL ANALYZER
50 71285 0 160220 01/07/1993 40077 FIREBIRD 6000
50 71250 0 160220 01/07/1993 40078 i960 CA EMULATOR
63 91599 0 160220 01/07/1993 40094 SUN SERVER
50 71255 0 160220 04/03/1994 40119 X-TERMINALS
50 71256 0 160220 04/03/1994 40120 X-TERMINALS
50 71257 0 160220 31/01/1994 40136 B020150/0AC1/B0 X-TERMINAL
50 71280 0 160220 25/04/1994 40157 C92869 XXXXXXX 0X XXXXX
00 00000 0 160220 30/09/1995 40169 1A24297 SERVER 10 PORTMASTER
50 71259 0 160220 15/10/1995 40171 699454 / N94078 EMULATOR 80960CA
50 75924 0 160220 31/01/1996 40173 B010152 SCOPE - DIGITAL STORAGE
50 70919 0 160140 01/01/1987 145100 COIL WINDING MACHINE NO 8 @ GLOBAL ELECTRONICS
61 97657 0 160220 31/03/1999 2000848 ONU EQUIPMENT
50 70514 0 160220 01/01/1987 16021003 2109A01603 DC POWER SUPPLY
50 70518 0 160220 01/01/1987 16030556 402440 520 CARD DUPLICATOR
50 75440 0 160140 01/08/1996 16100946 SET # 1576 FITL TEST SET
50 75441 0 160140 01/08/1996 16100954 SET # 1545 FITL TEST SET
50 75442 0 160140 01/08/1996 16100955 SET # 1546 FITL TEST SET
50 75443 0 160140 01/08/1996 16100956 SET # 1547 FITL TEST SET
61 102990 0 160220 31/10/2001 4102157L1 YY6UD0195 EDFA BOOSTER FOR FTTH VIDEO TESTING
62 103136 0 160420 28/02/2002 IPN1057 030C0249 Sun StorEdge UniPack 20GB 8MM Tape Drive
63 103603 0 160220 31/03/2001 IPN1062 031H5283 SUN STOREDGE DISK ARRY W/SUX5240A D-1000
63 103604 0 160220 31/03/2001 IPN1086 029H3260 SUN SERVER E420R
63 103607 0 160220 31/03/2001 IPN1087 12140073-15T CONSOLE SWITCH 8200
63 103106 0 160220 31/03/2001 IPN1088 EM029000313 APC MATRIX 5000 UPS
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
DLS-5103 IMPAIRMENT GENERATOR W/ DLS-5A01H $ 10,505.95 $ (438.06) $ 10,067.89
EAGLE AUTOMATION SINGLE BAY AUTO TAPER $ 2,389.93 $ (93.24) $ 2,296.69
QUAD TECH INDUCTANCE ANALYZER $ 1,509.11 $ (58.98) $ 1,450.13
QUAD TECH HIGH POT TESTER $ 1,508.05 $ (58.93) $ 1,449.12
ADTECH AX/4000 W/MODULES & SOFTWARE IN ASSET#27369 $ 44,948.61 $ (1,204.74) $ 43,743.87
OIU96 IN-CIRCUIT TEST FIXTURE (43-021-01) $ 8,723.42 $ (178.40) $ 8,545.02
CCU & IMA FVT SYSTEM TEST PLATFORM DUPLICATION $ 1,965.72 $ (52.77) $ 1,912.95
DCU207A IN CIRCUIT TEST FIXTURE AT JABIL-MEXICO $ 26,073.64 $ (4,035.57) $ 22,038.07
CCU11 MOTHERBOARD IN CIRCUIT TEST SET $ 49,740.88 $ (7,698.06) $ 42,042.82
OMNI 8300 DEVELOPMENT TEST SET (@ REU) $ 13,380.24 $ (2,900.82) $ 10,479.42
TERADYNE 1800 TO SPECTRUM ADAPTER FOR BCC21 ICT $ 7,393.40 $ (1,145.98) $ 6,247.42
DPU2 ICT SOLUTION FOR PRODUCTION ASSEMBLY TEST $ 6,276.03 $ (336.51) $ 5,939.52
TRU21B ICT TEST FIXTURE AT JABIL-MEXICO $ 17,973.83 $ (2,781.83) $ 15,192.00
MARCONI FORE SWITCH ASX-200BX WITH MODULES $ 7,843.02 $ (249.35) $ 7,593.67
MARCONI FORE SWITCH ASX-200BX WITH MODULES $ 7,843.02 $ (249.35) $ 7,593.67
SUN XXXXXXXXXXXX XXXXXXXXXX 0000 XXXXXX (XXXXXXXX) $ 11,527.21 $ (412.10) $ 11,115.11
SUN MICROSYSTEMS STOREDGE D1000 DISK ARRAY $ 1,076.34 $ (38.67) $ 1,037.67
SUN MICROSYSTEMS ENTERPRISE 4500 SERVER (BULLDOG) $ 11,312.00 $ (404.00) $ 10,908.00
SUN MICROSYSTEMS STOREDGE D1000 DISK ARRAY $ 968.96 $ (34.99) $ 933.97
LOGIC ANALYSIS TEST EQUIPMENT $ 21,489.38 $ (21,489.38) $ -
PROTOCOL ANALYZER $ 2,176.68 $ (2,176.68) $ -
FIREBIRD 6000 $ 10,154.76 $ (10,154.76) $ -
i960 CA EMULATOR $ 53,484.48 $ (53,484.48) $ -
SUN SERVER $ 61,276.31 $ (61,276.31) $ -
X-TERMINALS $ 3,521.70 $ (3,521.70) $ -
X-TERMINALS $ 3,521.70 $ (3,521.70) $ -
X-TERMINAL $ 3,665.81 $ (3,665.81) $ -
XXXXXXX 0X XXXXX $ 7,724.84 $ (7,724.84) $ -
SERVER 10 PORTMASTER $ 2,336.70 $ (2,336.70) $ -
EMULATOR 80960CA $ 31,998.04 $ (31,998.04) $ -
SCOPE - DIGITAL STORAGE $ 9,902.13 $ (9,902.13) $ -
COIL WINDING MACHINE NO 8 @ GLOBAL ELECTRONICS $ 2,398.00 $ (2,398.00) $ -
ONU EQUIPMENT $ 583.82 $ (362.82) $ 221.00
DC POWER SUPPLY $ 1,703.00 $ (1,703.00) $ -
520 CARD DUPLICATOR $ 4,261.00 $ (4,261.00) $ -
FITL TEST SET $ 43,509.00 $ (43,509.00) $ -
FITL TEST SET $ 43,509.00 $ (43,509.00) $ -
FITL TEST SET $ 43,509.00 $ (43,509.00) $ -
FITL TEST SET $ 43,509.00 $ (43,509.00) $ -
EDFA BOOSTER FOR FTTH VIDEO TESTING $ 37,779.25 $ (11,246.08) $ 26,533.17
Sun StorEdge UniPack 20GB 8MM Tape Drive $ 3,170.75 $ (2,202.33) $ 968.42
SUN STOREDGE DISK ARRY W/SUX5240A D-1000 $ 17,940.75 $ (11,068.33) $ 6,872.42
SUN SERVER E420R $ 47,940.10 $ (29,568.68) $ 18,371.42
CONSOLE SWITCH 8200 $ 1,875.43 $ (1,159.76) $ 715.67
APC MATRIX 5000 UPS $ 5,725.02 $ (3,531.95) $ 2,193.07
32 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
63 103605 0 160220 31/03/2001 IPN1094 027AA14894 SUN STOREDGE L1000 TAPE LIBRARY
63 103606 0 160220 31/03/2001 IPN1096 0012613-0028006 SUN STOREDGE ENTERPRISE RACK CABINET
63 103608 0 160220 31/03/2001 IPN1230 10630012 PARASCOPE 2000 PROTOCOL ANALYZER
62 103103 0 160422 31/03/2001 IPN1241 0010968-0030LB5 SUN 21" FD AG COLOR MONITOR
62 103104 0 160220 31/03/2001 IPN1243 FW04330552 SUN ULTRA 10 WORKSTATION
62 103105 0 160422 31/03/2001 IPN1246 FW04330176 SUN ULTRA 10 WORKSTATION
62 103149 0 160420 28/02/2002 IPN1273 FW02240004 Sun Ultra 5
60 103881 0 160411 15/10/2002 NONE NONE FURNITURE FOR BEDFORD (ORIG MFG CUBES 1266A)
60 99376 0 160220 31/12/1999 NONE ENGINEERING LAB BENCHES
61 99947 0 160220 31/03/2000 NONE MANUAL CROSS CONNECT FOR RAC SW LAB
61 100445 0 160220 31/07/2000 NONE PC DATA TEST SYSTEMS EQUIPMENT TEST BED
61 103028 0 160220 31/12/2001 NONE NONE TEST CARDS FOR FP3075
61 102839 0 160220 31/08/2001 NONE N/A TEST CARDS FOR FP1075 (SW LAB RAC)
60 103873 0 160015 15/10/2002 NONE NONE REMODEL - WAREHOUSE RACKING, BEDFORD, TX. FACILITY
80 42447 0 160122 30/11/2001 NONE NONE TOOLING: VALOX 3706 BUCKET FOR MX ONU (PN: 115172)
61 97788 0 160220 31/05/1999 NONE TEST EQUIP MATRIX FP1050
61 102845 0 160329 31/08/2001 NONE N/A EQUIPMENT FOR MX TRAINING SYSTEMS
61 101404 0 160220 30/11/2000 NONE NONE FP1075 PHASE II TEST BED CARDS
61 101402 0 160220 30/11/2000 NONE NONE FP1075 PHASE II TEST BED CARDS
61 101403 0 160220 30/11/2000 NONE NONE FP1075 PHASE II TEST BED CARDS
40 20847 0 160411 30/06/2003 NONE NONE INSTALL DATA & VOICE LAN CABLING FOR BEDFORD MOVE
61 102711 0 160220 31/07/2001 NONE NONE TEST BED CARDS FOR SW SUSTAINING GROUP
61 102706 0 160220 31/07/2001 NONE NONE TEST SYSTEM FOR FP1060
80 42284 0 160222 31/05/2001 NONE NONE ZINC DIE CAST TOOLING FOR DISC*S CARD PULLS
50 76482 0 160140 30/06/2001 NONE NONE OMNITESTER TEST CARDS FOR OMNI8300 TESTER
50 76624 0 160331 31/08/2001 NONE NONE DISC*S MX ATM VERIFICATION LAB EQUIPMENT
50 76481 0 160140 30/06/2001 NONE NONE MARCONI TEST CARDS FOR OMNI8300 TESTER
61 100348 0 160323 30/06/2000 NONE POSITRON PLUG-IN EQUIP ADDED TO TRAINING SYS
61 100366 0 160220 30/06/2000 NONE NONE HDD CIRCUIT CARDS FOR TEST BED# 5
80 42445 0 160122 30/11/2001 NONE NONE TOOLING: VALOX 3706 DOOR FOR MX ONU (PART# 115173)
61 100627 0 160220 31/07/2000 NONE ONU CARDS FOR FIBERSTAR/ADSL
61 104058 0 160214 30/06/2003 NONE NONE 18 EA ODU506 CARDS -COPPER ADSL LARGE SYSTEM TEST
80 42460 0 160122 31/12/2001 NONE NONE ONU FRONT TOOLING - P/N 111914
61 101410 0 160220 30/11/2000 NONE P-00103 4-PORT AMPLIFIER W/20dBm PER PORT
80 42507 0 160122 28/02/2002 NONE NONE TOOLING: C2950 DIVIDER FOR MX ONU (PART# 115174)
80 42446 0 160122 30/11/2001 NONE NONE TOOLING: C2950 CARD GUIDE FOR MX ONU- PART# 115175
61 104057 0 160214 30/06/2003 NONE NONE 20 EA DAU3 CARDS -COPPER ADSL LARGE SYSTEM TESTING
61 95596 0 160220 31/03/1998 NONE NONE PORTABLE FITL-A EQUIP & RACKS
80 42654 0 160140 30/04/2003 NONE NONE OIU94 LIGHT-PIPE MOLDING TOOL
80 42594 0 160122 31/07/2002 NONE NONE FITL FP3100 CARD PULL TOOLING (OIU79/OIU89) 119095
80 42450 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 110699)
80 42451 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 108944)
61 102708 0 160220 31/07/2001 NONE NONE CARDS FOR FTTH PHASE II
61 95588 0 160220 31/03/1998 NONE NONE DISC*S EXPRESS & R96 SYSTEM TEST EQUIPMENT
61 102715 0 160220 31/07/2001 NONE NONE CARDS FOR FTTH SHADOW SYSTEM REPLACEMENT
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
SUN STOREDGE L1000 TAPE LIBRARY $ 43,745.18 $ (26,979.36) $ 16,765.82
SUN STOREDGE ENTERPRISE RACK CABINET $ 7,569.93 $ (4,668.11) $ 2,901.82
PARASCOPE 2000 PROTOCOL ANALYZER $ 9,777.68 $ (6,030.68) $ 3,747.00
SUN 21" FD AG COLOR MONITOR $ 1,286.15 $ (1,197.83) $ 88.32
SUN ULTRA 10 WORKSTATION $ 5,377.85 $ (5,005.35) $ 372.50
SUN ULTRA 10 WORKSTATION $ 5,377.82 $ (5,005.32) $ 372.50
Sun Ultra 5 $ 4,391.76 $ (3,049.76) $ 1,342.00
FURNITURE FOR BEDFORD (ORIG MFG CUBES 1266A) $ 148,216.00 $ (22,938.50) $ 125,277.50
ENGINEERING LAB BENCHES $ 152,984.86 $ (62,469.29) $ 90,515.57
MANUAL CROSS CONNECT FOR RAC SW LAB $ 122,061.87 $ (74,112.05) $ 47,949.82
PC DATA TEST SYSTEMS EQUIPMENT TEST BED $ 83,715.47 $ (36,877.15) $ 46,838.32
TEST CARDS FOR FP3075 $ 65,387.87 $ (19,462.37) $ 45,925.50
TEST CARDS FOR FP1075 (SW LAB RAC) $ 63,197.64 $ (18,810.57) $ 44,387.07
REMODEL - WAREHOUSE RACKING, BEDFORD, TX. FACILITY $ 49,618.48 $ (7,680.73) $ 41,937.75
TOOLING: VALOX 3706 BUCKET FOR MX ONU (PN: 115172) $ 132,074.53 $ (91,718.78) $ 40,355.75
TEST EQUIP MATRIX FP1050 $ 84,748.22 $ (49,438.65) $ 35,309.57
EQUIPMENT FOR MX TRAINING SYSTEMS $ 47,619.30 $ (14,174.73) $ 33,444.57
FP1075 PHASE II TEST BED CARDS $ 59,212.29 $ (26,083.72) $ 33,128.57
FP1075 PHASE II TEST BED CARDS $ 59,194.55 $ (26,076.80) $ 33,117.75
FP1075 PHASE II TEST BED CARDS $ 59,194.55 $ (26,076.80) $ 33,117.75
INSTALL DATA & VOICE LAN CABLING FOR BEDFORD MOVE $ 43,975.80 $ (10,994.90) $ 32,980.90
TEST BED CARDS FOR SW SUSTAINING GROUP $ 44,314.76 $ (13,189.84) $ 31,124.92
TEST SYSTEM FOR FP1060 $ 42,911.42 $ (12,772.85) $ 30,138.57
ZINC DIE CAST TOOLING FOR DISC*S CARD PULLS $ 77,031.78 $ (53,496.61) $ 23,535.17
OMNITESTER TEST CARDS FOR OMNI8300 TESTER $ 32,314.93 $ (9,619.18) $ 22,695.75
DISC*S MX ATM VERIFICATION LAB EQUIPMENT $ 30,677.60 $ (9,131.35) $ 21,546.25
MARCONI TEST CARDS FOR OMNI8300 TESTER $ 29,900.99 $ (8,899.99) $ 21,001.00
POSITRON PLUG-IN EQUIP ADDED TO TRAINING SYS $ 35,124.62 $ (15,471.80) $ 19,652.82
HDD CIRCUIT CARDS FOR TEST BED# 5 $ 35,126.35 $ (15,476.10) $ 19,650.25
TOOLING: XXXXX 0000 DOOR FOR MX ONU (PART# 115173) $ 60,625.20 $ (42,102.78) $ 18,522.42
ONU CARDS FOR FIBERSTAR/ADSL $ 32,788.11 $ (14,446.04) $ 18,342.07
18 EA ODU506 CARDS -COPPER ADSL LARGE SYSTEM TEST $ 17,742.61 $ (633.80) $ 17,108.81
ONU FRONT TOOLING - P/N 111914 $ 53,989.68 $ (37,493.93) $ 16,495.75
4-PORT AMPLIFIER W/20dBm PER PORT $ 26,850.27 $ (11,828.95) $ 15,021.32
TOOLING: C2950 DIVIDER FOR MX ONU (PART# 115174) $ 48,712.50 $ (33,828.68) $ 14,883.82
TOOLING: C2950 CARD GUIDE FOR MX ONU- PART# 115175 $ 45,456.36 $ (31,569.61) $ 13,886.75
20 EA DAU3 CARDS -COPPER ADSL LARGE SYSTEM TESTING $ 14,340.60 $ (511.80) $ 13,828.80
PORTABLE FITL-A EQUIP & RACKS $ 56,711.39 $ (43,211.57) $ 13,499.82
OIU94 LIGHT-PIPE MOLDING TOOL $ 12,990.00 $ (1,262.93) $ 11,727.07
FITL FP3100 CARD PULL TOOLING (OIU79/OIU89) 119095 $ 18,088.58 $ (6,532.08) $ 11,556.50
Tooling: FTTH2 OEC Enclosure Assy (PN: 110699) $ 37,127.29 $ (25,784.62) $ 11,342.67
Tooling: FTTH2 OEC Enclosure Assy (PN: 108944) $ 35,396.38 $ (24,581.13) $ 10,815.25
CARDS FOR FTTH PHASE II $ 14,266.29 $ (4,248.72) $ 10,017.57
DISC*S EXPRESS & R96 SYSTEM TEST EQUIPMENT $ 40,595.28 $ (30,933.61) $ 9,661.67
CARDS FOR FTTH SHADOW SYSTEM REPLACEMENT $ 11,211.87 $ (3,337.37) $ 7,874.50
33 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
80 41991 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - 00-00-000
60 95765 0 160319 31/05/1998 NONE NONE FURNITURE - NORCROSS GA
61 97784 0 160220 31/05/1999 NONE TEST PLATFORM EQUIPMENT
61 103284 0 160220 31/03/2002 NONE HW ANALYSIS PROBE MPC823/850 & HE ADAPTERS E5346A
80 42452 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 109803)
61 102886 0 160220 30/09/2001 NONE CARDS: 155M V2 G/A - PN 401311
80 42280 0 160222 31/05/2001 NONE NONE TOOLING NPR-202682 "SLAM" LATCH ASSEMBLY
80 42286 0 160222 31/05/2001 NONE NONE TOOLING FOR FIBER XXXXXXXX XX# 000000
80 42223 0 160122 31/03/2001 NONE 3067 TOOLING DIE CAST QOIU511 CARD PULL (PART# 108417)
80 42449 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 109805)
61 103283 0 160318 31/03/2002 NONE NONE Modules & Misc. Peripheral Trade Show & Demo Equip
60 99315 0 160220 26/11/1999 NONE NONE CABLE TRAYS 12" FOR OPTICS LAB
61 104056 0 160214 30/06/2003 NONE NONE 2 EA CCU11 CARDS -COPPER ADSL LARGE SYSTEM TESTINC
61 102965 0 160220 31/10/2001 NONE 306340014 NETCOM AT-9015 ATM SMARTCARD PLUG-IN CARD
61 102966 0 160220 31/10/2001 NONE 306340031 NETCOM AT-9015 ATM SMARTCARD PLUG-IN CARD
80 42285 0 160122 31/05/2001 NONE NONE TOOLING CUSTOM LIGHTPIPE FOR DOUBLE-WIDE FACEPLATE
80 42448 0 160122 30/11/2001 NONE NONE TOOLING: RF/EMI SHIELDING MASKS FOR MX ONU
61 102849 0 160220 31/08/2001 NONE N/A FTTH PHASE II HW TEST BED #1 (VARIOUS CARDS, ETC.)
61 102850 0 160220 31/08/2001 NONE N/A FTTH PHASE II HW TEST BED #2 (VARIOUS MISC EQUIP)
80 42482 0 160122 31/01/2002 NONE NONE HNU-ASSEMBLY TOOLING (P/N: 45-060-01)
61 99519 0 160220 25/02/2000 NONE NETCOM SMARTCARD BOARDS
80 42453 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 111562)
61 102885 0 160220 30/09/2001 NONE CARDS: ATM DS3 MONITOR I/F
61 100813 0 160220 31/08/2000 NONE NONE MISC PERIPHERAL COMPUTER EQUIPMENT
80 42491 0 160122 28/02/2002 NONE P/N: 106718 TOOLING MODIFICATIONS BATTERY BOX CASE P/N: 106718
61 103128 0 160220 31/01/2002 NONE 112597 SWX CROSS CONNECT
61 103124 0 160220 31/01/2002 NONE 119215 SWX CROSS CONNECT
61 103125 0 160220 31/01/2002 NONE 119217 SWX CROSS CONNECT
61 103126 0 160220 31/01/2002 NONE 112594 SWX CROSS CONNECT
61 103127 0 160220 31/01/2002 NONE 112595 SWX CROSS CONNECT
80 42224 0 160122 31/03/2001 NONE 3067 CARD PULL TOOLING QOIU81/82 & 83 PCB's (#108559)
50 77153 0 160015 15/10/2002 NONE NONE (50) MI RAK UPRIGHT FRAMES 44" x 168"
61 102443 0 160220 31/05/2001 NONE SBC8260-1867 SBC MPC8260 POWER QUICC II W/ ATM FIBER
61 102444 0 160220 31/05/2001 NONE SBC8260-1878 SBC MPC8260 POWER QUICC II W/ ATM FIBER
61 102445 0 160220 31/05/2001 NONE SBC8260-1880 SBC MPC8260 POWER QUICC II W/ ATM FIBER
61 102446 0 160220 31/05/2001 NONE SBC8260-1887 SBC MPC8260 POWER QUICC II W/ ATM FIBER
61 102447 0 160220 31/05/2001 NONE SBC8260-1904 SBC MPC8260 POWER QUICC II W/ ATM FIBER
80 42704 0 160122 30/06/2003 NONE NONE 117580 PLASTIC FACEPLATE TOOL MODIFICATION DCU207B
63 102142 0 160220 31/03/2001 NONE SFW93110186 SUN PC ULTRA 10
63 102143 0 160220 31/03/2001 NONE SFW93110197 SUN PC ULTRA 10
63 102144 0 160220 31/03/2001 NONE SFW93110199 SUN PC ULTRA 10
63 101776 0 160220 28/02/2001 NONE SFW93110183 SUN PC SYSTEM ULTRA 10 FOR IVREA ITALY
63 101777 0 160220 28/02/2001 NONE SFW93110184 SUN PC SYSTEM ULTRA 10 (IN IVREA ITALY)
63 101778 0 160220 28/02/2001 NONE SFW93110195 SUN PC SYSTEM ULTRA 10 (IN IVREA ITALY)
61 97625 0 160329 31/03/1999 NONE NONE TRAINING SYSTEM UPGRADE - ONU'S
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TOOLING MX FACEPLATE - 00-00-000 $ 95,380.98 $ (88,757.66) $ 6,623.32
FURNITURE - NORCROSS GA $ 11,347.12 $ (6,054.20) $ 5,292.92
TEST PLATFORM EQUIPMENT $ 12,593.37 $ (7,350.37) $ 5,243.00
HW ANALYSIS PROBE MPC823/850 & HE ADAPTERS E5346A $ 7,369.67 $ (2,193.92) $ 5,175.75
Tooling: FTTH2 OEC Enclosure Assy (PN: 109803) $ 16,807.65 $ (11,675.08) $ 5,132.57
CARDS: 155M V2 G/A - PN 401311 $ 7,307.48 $ (2,175.48) $ 5,132.00
TOOLING XXX-000000 "XXXX" LATCH ASSEMBLY $ 16,237.50 $ (11,277.08) $ 4,960.42
TOOLING FOR FIBER XXXXXXXX XX# 000000 $ 16,075.12 $ (11,164.20) $ 4,910.92
TOOLING DIE CAST QOIU511 CARD PULL (PART# 108417) $ 69,855.89 $ (65,005.47) $ 4,850.42
Tooling: FTTH2 OEC Enclosure Assy (PN: 109805) $ 15,402.86 $ (10,698.29) $ 4,704.57
Modules & Misc. Peripheral Trade Show & Demo Equip $ 40,748.30 $ (36,504.55) $ 4,243.75
CABLE TRAYS 12" FOR OPTICS LAB $ 6,901.49 $ (2,822.57) $ 4,078.92
2 EA CCU11 CARDS -COPPER ADSL LARGE SYSTEM TESTINC $ 4,185.39 $ (149.20) $ 4,036.19
NETCOM AT-9015 ATM SMARTCARD PLUG-IN CARD $ 5,671.39 $ (1,690.47) $ 3,980.92
NETCOM AT-9015 ATM SMARTCARD PLUG-IN CARD $ 5,671.34 $ (1,690.42) $ 3,980.92
TOOLING CUSTOM LIGHTPIPE FOR DOUBLE-WIDE FACEPLATE $ 12,990.00 $ (9,020.83) $ 3,969.17
TOOLING: RF/EMI SHIELDING MASKS FOR MX ONU $ 12,983.91 $ (9,016.59) $ 3,967.32
FTTH PHASE II HW TEST BED #1 (VARIOUS CARDS, ETC.) $ 5,633.66 $ (1,677.24) $ 3,956.42
FTTH PHASE II HW TEST BED #2 (VARIOUS MISC EQUIP) $ 5,633.63 $ (1,677.21) $ 3,956.42
HNU-ASSEMBLY TOOLING (P/N: 45-060-01) $ 12,861.19 $ (8,933.52) $ 3,927.67
NETCOM SMARTCARD BOARDS $ 9,746.54 $ (5,920.12) $ 3,826.42
Tooling: FTTH2 OEC Enclosure Assy (PN: 111562) $ 12,442.66 $ (8,642.34) $ 3,800.32
CARDS: ATM DS3 MONITOR I/F $ 5,065.50 $ (1,507.83) $ 3,557.67
MISC PERIPHERAL COMPUTER EQUIPMENT $ 6,325.71 $ (2,787.04) $ 3,538.67
TOOLING MODIFICATIONS BATTERY BOX CASE P/N: 106718 $ 11,068.78 $ (7,687.28) $ 3,381.50
SWX CROSS CONNECT $ 4,510.22 $ (1,344.47) $ 3,165.75
SWX CROSS CONNECT $ 4,510.23 $ (1,344.48) $ 3,165.75
SWX CROSS CONNECT $ 4,510.23 $ (1,344.48) $ 3,165.75
SWX CROSS CONNECT $ 4,510.23 $ (1,344.48) $ 3,165.75
SWX CROSS CONNECT $ 4,510.23 $ (1,344.48) $ 3,165.75
CARD PULL TOOLING QOIU81/82 & 83 PCB's (#108559) $ 45,062.31 $ (41,933.56) $ 3,128.75
(50) MI RAK UPRIGHT FRAMES 44" x 168" $ 3,853.48 $ (836.23) $ 3,017.25
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
SBC MPC8260 POWER QUICC II W/ ATM FIBER $ 3,922.26 $ (1,169.51) $ 2,752.75
117580 PLASTIC FACEPLATE TOOL MODIFICATION DCU207B $ 2,922.75 $ (243.88) $ 2,678.87
SUN PC ULTRA 10 $ 6,985.67 $ (4,310.17) $ 2,675.50
SUN PC ULTRA 10 $ 6,985.67 $ (4,310.17) $ 2,675.50
SUN PC ULTRA 10 $ 6,985.67 $ (4,310.17) $ 2,675.50
SUN PC SYSTEM ULTRA 10 FOR IVREA ITALY $ 6,982.87 $ (4,307.80) $ 2,675.07
SUN PC SYSTEM ULTRA 10 (IN IVREA ITALY) $ 6,982.87 $ (4,307.80) $ 2,675.07
SUN PC SYSTEM ULTRA 10 (IN IVREA ITALY) $ 6,982.87 $ (4,307.80) $ 2,675.07
TRAINING SYSTEM UPGRADE - ONU'S $ 7,022.71 $ (4,350.39) $ 2,672.32
34 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
80 41990 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - FACEPLATE 2 73-21-694
80 41992 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - 00-00-000
50 77201 0 160083 15/10/2002 NONE NONE MISC LASERS / SCOPES FOR CLEAN ROOM
80 42705 0 160122 30/06/2003 NONE NONE 107774 PLASTIC FACEPLATE TOOL MODIFICATION (OIU94)
80 42459 0 160122 31/12/2001 NONE NONE FTTH TOOLING NEW EJECTOR 112624 REV AB
80 42481 0 160122 31/01/2002 NONE NONE TOOLING FOR MX ONU MOUNT BOOTS TO LOCK ONU
80 42412 0 160122 30/09/2001 NONE 00-00-000 TOOLING CHANNEL CARD ESD SHIPPING TRAY 00-00-000
80 42413 0 160122 30/09/2001 NONE NONE TOOLING PRA ON DISC*S CARD EJECTOR 107406
61 102448 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
61 102449 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
61 102450 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
61 102451 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
61 102452 0 160220 31/05/2001 XXXX XXXXXX0000-0000 860 MODULAR DEVELOPMENT PLATFORM BOARD PRO
60 103618 0 160422 31/10/1998 NONE 0898-0065 SPOT COOLER SYSTEM - MODEL 24 HFU 1
50 77293 0 160015 15/10/2002 NONE NONE JETCAPS BARSIMM BARCODE MODULES FOR HP PRINTERS
61 102949 0 160220 31/10/2001 NONE 31222002 NETCOM ML-7710 PLUG-IN CARD
61 102950 0 160220 31/10/2001 NONE 312220046 NETCOM ML-7710 PLUG-IN CARD
61 102951 0 160220 31/10/2001 NONE 312220063 NETCOM ML-7710 PLUG-IN CARD
61 102952 0 160220 31/10/2001 NONE 312220110 NETCOM ML-7710 PLUG-IN CARD
61 102953 0 160220 31/10/2001 NONE 312220167 NETCOM ML-7710 PLUG-IN CARD
61 102954 0 160220 31/10/2001 NONE 312220210 NETCOM ML-7710 PLUG-IN CARD
61 102955 0 160220 31/10/2001 NONE 312220239 NETCOM ML-7710 PLUG-IN CARD
61 102956 0 160220 31/10/2001 NONE 312220371 NETCOM ML-7710 PLUG-IN CARD
61 102957 0 160220 31/10/2001 NONE 312220379 NETCOM ML-7710 PLUG-IN CARD
61 102958 0 160220 31/10/2001 NONE 312220389 NETCOM ML-7710 PLUG-IN CARD
61 102959 0 160220 31/10/2001 NONE 312220399 NETCOM ML-7710 PLUG-IN CARD
61 102960 0 160220 31/10/2001 NONE 312220524 NETCOM ML-7710 PLUG-IN CARD
61 102961 0 160220 31/10/2001 NONE 312220534 NETCOM ML-7710 PLUG-IN CARD
61 102962 0 160220 31/10/2001 NONE 31220659 NETCOM ML-7710 PLUG-IN CARD
61 102963 0 160220 31/10/2001 NONE 312220812 NETCOM ML-7710 PLUG-IN CARD
61 102964 0 160220 31/10/2001 NONE 312220833 NETCOM ML-7710 PLUG-IN CARD
80 41986 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATES - TOP EJECTOR 1 72-66-472
80 41988 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - EJECTOR 1 72-66-474
60 100044 0 160411 26/05/2000 NONE NONE RAC 9' CHRISTMAS TREE AND DECORATIONS
60 103883 0 160411 15/10/2002 NONE NONE CUBE FURNITURE - BEDFORD
80 42024 0 160122 31/07/2000 NONE NONE TOOLING MOLD 00-00-000 BOTTOM EJECTOR
80 41987 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - TOP EJECTOR 2 72-66-473
80 41989 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATE - EJECTOR 2 72-66-475
80 41985 0 160122 26/05/2000 NONE NONE TOOLING MX FACEPLATES - BOTTOM EJECTOR 00-00-000
61 99931 0 160323 31/03/2000 NONE POSITRON CARDS & CABLES FOR TRAINING ROOM RAC
61 99930 0 160323 31/03/2000 NONE POSITRON CARDS AND CABLES FOR TRAINING ROOM RAC
80 42108 0 160122 30/11/2000 NONE NONE TOOLING: QCU40 FOR MX ONU CARD PULLS
80 42109 0 160122 30/11/2000 NONE NONE TOOLING SDC1 FOR MX ONU CARD PULLS
61 102584 0 160220 30/06/2001 NONE NONE ALTERA 8259 MEGAFUNCTION IP CORE
61 102732 0 160220 31/07/2001 NONE 014 VER. 1.2 OC3 DAUGHTERCARD OFF OF THE UTOPIA 2 BUS.
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TOOLING MX FACEPLATE - FACEPLATE 2 73-21-694 $ 37,433.33 $ (34,834.16) $ 2,599.17
TOOLING MX FACEPLATE - 00-00-000 $ 37,433.32 $ (34,834.15) $ 2,599.17
MISC LASERS / SCOPES FOR CLEAN ROOM $ 3,209.36 $ (695.86) $ 2,513.50
107774 PLASTIC FACEPLATE TOOL MODIFICATION (OIU94) $ 2,727.90 $ (227.45) $ 2,500.45
FTTH TOOLING NEW EJECTOR 112624 REV AB $ 8,118.75 $ (5,639.83) $ 2,478.92
TOOLING FOR MX ONU MOUNT BOOTS TO LOCK ONU $ 7,577.50 $ (5,262.00) $ 2,315.50
TOOLING CHANNEL CARD ESD SHIPPING TRAY 00-00-000 $ 7,361.00 $ (5,112.50) $ 2,248.50
TOOLING PRA ON DISC*S CARD EJECTOR 107406 $ 7,074.14 $ (4,915.22) $ 2,158.92
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.27 $ (907.02) $ 2,131.25
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.27 $ (907.02) $ 2,131.25
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.27 $ (907.02) $ 2,131.25
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.27 $ (907.02) $ 2,131.25
860 MODULAR DEVELOPMENT PLATFORM BOARD PRO $ 3,038.28 $ (907.03) $ 2,131.25
SPOT COOLER SYSTEM - MODEL 24 HFU 1 $ 4,021.49 $ (1,915.57) $ 2,105.92
JETCAPS BARSIMM BARCODE MODULES FOR HP PRINTERS $ 2,647.51 $ (573.69) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
NETCOM ML-7710 PLUG-IN CARD $ 2,952.87 $ (879.05) $ 2,073.82
TOOLING MX FACEPLATES - TOP EJECTOR 1 72-66-472 $ 28,671.68 $ (26,681.26) $ 1,990.42
TOOLING MX FACEPLATE - EJECTOR 1 72-66-474 $ 28,671.68 $ (26,681.26) $ 1,990.42
RAC 9' CHRISTMAS TREE AND DECORATIONS $ 2,756.80 $ (850.80) $ 1,906.00
CUBE FURNITURE - BEDFORD $ 2,189.84 $ (339.42) $ 1,850.42
TOOLING XXXX 00-00-000 XXXXXX XXXXXXX $ 26,365.82 $ (24,535.40) $ 1,830.42
TOOLING MX FACEPLATE - TOP EJECTOR 2 72-66-473 $ 25,106.65 $ (23,363.33) $ 1,743.32
TOOLING MX FACEPLATE - EJECTOR 2 72-66-475 $ 25,106.65 $ (23,363.33) $ 1,743.32
TOOLING MX FACEPLATES - BOTTOM EJECTOR 00-00-000 $ 24,321.09 $ (22,633.17) $ 1,687.92
POSITRON CARDS & CABLES FOR TRAINING ROOM RAC $ 4,199.45 $ (2,549.45) $ 1,650.00
POSITRON CARDS AND CABLES FOR TRAINING ROOM RAC $ 4,199.48 $ (2,549.48) $ 1,650.00
TOOLING: QCU40 FOR MX ONU CARD PULLS $ 23,690.00 $ (22,045.43) $ 1,644.57
TOOLING SDC1 FOR MX ONU CARD PULLS $ 22,973.52 $ (21,378.52) $ 1,595.00
ALTERA 8259 MEGAFUNCTION IP CORE $ 2,167.42 $ (646.25) $ 1,521.17
OC3 DAUGHTERCARD OFF OF THE UTOPIA 2 BUS. $ 2,166.78 $ (645.61) $ 1,521.17
35 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
--------------------------------------------------------------------------------------------------------------------------
80 42023 0 160122 31/07/2000 NONE NONE TOOLING MOLD 00-00-000 TOP EJECTOR
80 42490 0 160122 28/02/2002 NONE P/N: 106717 TOOLING MODIFICATIONS BATTERY BOX COVER P/N:106717
80 42489 0 160122 28/02/2002 NONE P/N: 115526 TOOLING FOR FP2005 DAU3 CARD PULL - P/N: 115526
50 77291 0 160411 15/10/2002 NONE PR200A-2C-9707- GRAINGER AIR DRYER PR200
80 42256 0 160222 31/05/2001 NONE NONE TOOLING: ELASTOMER FIBER XXXXXXXXX- XXX0 ENCLOSURE
80 42428 0 160122 31/10/2001 NONE NONE TOOLING MOLD FOR FIBER CLIP (UPGRADE)
80 42488 0 160222 28/02/2002 NONE NONE MX FITL Cost Reduction Tooling OIU82/OIU83
80 42034 0 160122 31/07/2000 NONE TOOLING QEIU CARD PULL FACEPLATE 00-00-000
61 103456 0 160220 30/06/2002 NONE NONE MISC PERIPHERIAL EQUIP FOR FTTH DEMO PHILADELPHIA
80 42113 0 160122 30/11/2000 NONE NONE EJECTOR, LATCHING INSERTER BOTTOM 00-00-000
80 42454 0 160222 30/11/2001 NONE NONE Tooling: FTTH2 OEC Enclosure Assy (PN: 111392)
80 42110 0 160122 30/11/2000 NONE NONE NCC TOOLING FOR MX ONU CARD PULLS
80 42111 0 160122 30/11/2000 NONE NONE BOIU52 TOOLING FOR MX ONU CARD PULLS
80 42112 0 160122 30/11/2000 NONE NONE BBC1 TOOLING FOR MX ONU CARD PULLS
62 102145 0 160220 31/03/2001 NONE 992YKN0497 SUN MONITOR 21"
62 102146 0 160220 31/03/2001 NONE 9924KNO507 SUN MONITOR 21"
62 102147 0 160220 31/03/2001 NONE 9924KNO512 SUN MONITOR 21"
62 101779 0 160220 28/02/2001 NONE 9924KN0505 SUN 21" MONITOR (IN IVREA ITALY)
62 101780 0 160220 28/02/2001 NONE 9924KN0508 SUN 21" MONITOR (IN IVREA ITALY)
62 101781 0 160220 28/02/2001 NONE 9924KN0511 SUN 21" MONITOR (IN IVREA ITALY)
80 41488 0 160220 31/03/1998 NONE NONE TOOLING CAVITY MATRIX ONU ALUMINUM HOUSING
80 41511 0 160220 30/06/1998 NONE NONE PLENNUM MOLDS WOODFORMING MOLD
80 41892 0 160122 29/10/1999 NONE NONE FIBER CLIP MOLD TOOLING FOR FITL OIU CARDS
80 41904 0 160122 26/11/1999 NONE NONE FIBER SPOOLING TOOLING MOLD CHANGE
80 41932 0 160122 25/02/2000 NONE NONE TOOLING: QCU60 CARD PULL (@ JERYLL)
80 41957 0 160122 31/03/2000 NONE NONE TOOLING UPDATE 00-00-000, -029, -043 CARDGUIDES
80 41958 0 160222 31/03/2000 NONE TOOLING 24 CHANNEL FITL-A ONU CARD CAGE
60 103870 0 160140 15/10/2002 NONE NONE 10 EACH WORKBENCHES
60 103904 0 160411 15/10/2002 NONE COFFEE COUNTER - REU CAFE
62 104069 0 160316 30/06/2001 OPN5052 1W7KG01 DELL LATITUDE LS LAPTOP
62 104065 0 160420 31/07/2001 OPN5125 650Q901 DELL PRECISION MINI-TOWER PC
62 104067 0 160422 31/07/2001 OPN5126 750QP01 DELL PRECISION 530 PC
62 104066 0 160411 31/07/2001 OPN5127 4PVN301 DELL PRECISION 330 PC
50 76486 0 160140 30/06/2001 SDC1 NONE HP79000 SDC1 FUNCTIONAL TEST FIXTURE
60 96491 0 160331 31/10/1998 VERIFICATION SYSTEMS LAB, RACKS, FURN, EQUIP
61 101137 0 160220 31/10/2000 MX ONU CARDS
61 97687 0 160220 31/03/1999 RELTEC EQUIP FOR RIS SW LAB
61 97642 0 160220 31/03/1999 DISC*S EQUIPMENT FOR TESTBEDS
50 76777 0 160140 31/01/2002 NONE DIAGNOSTICS SYSTEM - SDC, QDC, & BBC
60 98800 0 160220 30/09/1999 CABLE TRAYS 12" WIDE RACEWAYS H/W LAB RAC
61 103673 0 160316 31/03/2002 NONE TRAINING SYSTEM WITH MX @ BELLSOUTH DECATUR GA.
61 103671 0 160316 31/03/2002 NONE TRAINING SYSTEM WITH MX @ BELLSOUTH NASHVILLE TN
61 103672 0 160316 31/03/2002 NONE TRAINING SYSTEM WITH MX @ BELLSOUTH JACKSON MS
61 101155 0 160220 31/10/2000 MX HW FOR SYSTEMS TEST (TEST BEDS)
61 101152 0 160220 31/10/2000 MX HW FOR SYSTEMS TEST (TEST BEDS)
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TOOLING MOLD 00-00-000 TOP EJECTOR $ 20,267.74 $ (18,860.24) $ 1,407.50
TOOLING MODIFICATIONS BATTERY BOX COVER P/N:106717 $ 4,543.04 $ (3,156.79) $ 1,386.25
TOOLING FOR FP2005 DAU3 CARD PULL - P/N: 115526 $ 4,523.77 $ (3,141.45) $ 1,382.32
GRAINGER AIR DRYER PR200 $ 1,674.29 $ (363.72) $ 1,310.57
TOOLING: ELASTOMER FIBER XXXXXXXXX- XXX0 ENCLOSURE $ 4,113.50 $ (2,857.83) $ 1,255.67
TOOLING MOLD FOR FIBER CLIP (UPGRADE) $ 3,096.00 $ (2,150.00) $ 946.00
MX FITL Cost Reduction Tooling OIU82/OIU83 $ 2,354.44 $ (1,636.37) $ 718.07
TOOLING QEIU CARD PULL FACEPLATE 00-00-000 $ 8,660.10 $ (8,059.28) $ 600.82
MISC PERIPHERIAL EQUIP FOR FTTH DEMO PHILADELPHIA $ 1,254.94 $ (680.27) $ 574.67
EJECTOR, LATCHING INSERTER BOTTOM 00-00-000 $ 5,519.45 $ (5,136.53) $ 382.92
Tooling: FTTH2 OEC Enclosure Assy (PN: 111392) $ 1,103.78 $ (767.46) $ 336.32
NCC TOOLING FOR MX ONU CARD PULLS $ 4,723.38 $ (4,396.31) $ 327.07
BOIU52 TOOLING FOR MX ONU CARD PULLS $ 4,716.79 $ (4,390.54) $ 326.25
BBC1 TOOLING FOR MX ONU CARD PULLS $ 4,716.79 $ (4,390.54) $ 326.25
SUN MONITOR 21" $ 1,462.54 $ (1,361.29) $ 101.25
SUN MONITOR 21" $ 1,462.54 $ (1,361.29) $ 101.25
SUN MONITOR 21" $ 1,465.04 $ (1,364.22) $ 100.82
SUN 21" MONITOR (IN IVREA ITALY) $ 1,459.42 $ (1,359.00) $ 100.42
SUN 21" MONITOR (IN IVREA ITALY) $ 1,459.42 $ (1,359.00) $ 100.42
SUN 21" MONITOR (IN IVREA ITALY) $ 1,459.42 $ (1,359.00) $ 100.42
TOOLING CAVITY MATRIX ONU ALUMINUM HOUSING $ 319,802.01 $ (319,802.01) $ -
PLENNUM MOLDS WOODFORMING MOLD $ 6,842.12 $ (6,842.12) $ -
FIBER CLIP MOLD TOOLING FOR FITL OIU CARDS $ 10,554.38 $ (10,554.38) $ -
FIBER SPOOLING TOOLING MOLD CHANGE $ 7,923.90 $ (7,923.90) $ -
TOOLING: QCU60 CARD PULL (@ JERYLL) $ 43,083.51 $ (43,083.51) $ -
TOOLING UPDATE 00-00-000, -029, -043 CARDGUIDES $ 7,599.15 $ (7,599.15) $ -
TOOLING 24 CHANNEL FITL-A ONU CARD CAGE $ 67,217.83 $ (67,217.83) $ -
10 EACH WORKBENCHES $ 0.01 $ (0.01) $ -
COFFEE COUNTER - REU CAFE $ 0.01 $ (0.01) $ -
DELL LATITUDE LS LAPTOP $ 3,228.14 $ (1,819.27) $ 1,408.87
DELL PRECISION MINI-TOWER PC $ 3,362.99 $ (1,891.37) $ 1,471.62
DELL PRECISION 530 PC $ 3,311.36 $ (1,863.36) $ 1,448.00
DELL PRECISION 330 PC $ 1,848.02 $ (1,042.90) $ 805.12
HP79000 SDC1 FUNCTIONAL TEST FIXTURE $ 52,037.32 $ (15,488.82) $ 36,548.50
VERIFICATION SYSTEMS LAB, RACKS, FURN, EQUIP $ 217,812.17 $ (116,171.35) $ 101,640.82
MX ONU CARDS $ 175,045.23 $ (77,104.66) $ 97,940.57
RELTEC EQUIP FOR RIS SW LAB $ 248,003.00 $ (153,526.93) $ 94,476.07
DISC*S EQUIPMENT FOR TESTBEDS $ 203,786.32 $ (126,156.90) $ 77,629.42
DIAGNOSTICS SYSTEM - SDC, QDC, & BBC $ 45,534.68 $ (13,552.26) $ 31,982.42
CABLE TRAYS 12" WIDE RACEWAYS H/W LAB RAC $ 50,683.73 $ (20,699.66) $ 29,984.07
TRAINING SYSTEM WITH MX @ BELLSOUTH DECATUR GA. $ 42,442.43 $ (12,633.76) $ 29,808.67
TRAINING SYSTEM WITH MX @ BELLSOUTH NASHVILLE TN $ 42,429.66 $ (12,628.84) $ 29,800.82
TRAINING SYSTEM WITH MX @ BELLSOUTH JACKSON MS $ 42,429.66 $ (12,628.84) $ 29,800.82
MX HW FOR SYSTEMS TEST (TEST BEDS) $ 44,699.48 $ (19,689.66) $ 25,009.82
MX HW FOR SYSTEMS TEST (TEST BEDS) $ 44,699.42 $ (19,689.60) $ 25,009.82
36 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-----------------------------------------------------------------------------------------------------------------------
61 101153 0 160220 31/10/2000 MX HW FOR SYSTEMS TEST (TEST BEDS)
61 101154 0 160220 31/10/2000 MX HW FOR SYSTEMS TEST (TEST BEDS)
61 101411 0 160220 30/11/2000 1.2349 AMPLIFER w/20dBm PER XXXX, 0 PORTS DISTRIBUTION
61 101412 0 160220 30/11/2000 1.235 AMPLIFER w/20dBm PER XXXX, 0 PORTS DISTRIBUTION
60 96493 0 160220 31/10/1998 FURNITURE & WORKBENCHES
50 76166 0 160140 28/02/2001 AEROSTAT XC BENCHTOP IONIZERS 80 EACH
61 98090 0 160220 30/06/1999 EAST MT & MISC TESTBED EQUIP
61 101143 0 160220 31/10/2000 25886 DISC*S RDT W/ METALLIC SHELF & 2 FITL SHELVES
61 101144 0 160220 31/10/2000 DISC*S COT W/ METALLIC SHELF
61 101145 0 160220 31/10/2000 DISC*S COT W/ METALLIC SHELF
61 101146 0 160220 31/10/2000 DISC*S RD W/ MX
61 101181 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101182 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101183 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101184 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101185 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101186 0 160220 31/10/2000 MX HW TEST BED EQUIP.
61 101166 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101167 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101168 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101169 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101170 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101171 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101173 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
61 101172 0 160220 31/10/2000 MX TEST BED SYSTEM EQUIP.
50 75140 0 160140 31/10/1998 DR-II CARD SETS
61 103669 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE HONOLULU, HA.
61 103663 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE TAMPA, FLA
61 103664 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE DURHAM, N.C.
61 103665 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTM GTE EVERETT, WA
61 103666 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE BEAVERTON, OR.
61 103667 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE MONROVIA CA.
61 103668 0 160316 25/02/2000 NONE NGDLC TRAINING SYSTEM GTE LEWISVILLLE, TX.
61 100764 0 160220 31/08/2000 401311-02711 AX/4000 10/100 Mb ETHERNET GENERATOR/ANALYZER
61 100765 0 160220 31/08/2000 401311-02741 AX/4000 10/100 Mb ETHERNET GENERATOR/ANALYZER
61 101141 0 160323 31/10/2000 MX SYSTEM EQUIPMENT FOR TRAINING LAB
60 96765 0 160001 31/12/1998 30 CHAIRS
50 75142 0 160140 31/10/1998 STREAKER CARDS FOR CONFIG TESTING
50 75141 0 160140 30/11/1998 PLUG-IN CARD FIXTURES FOR OMNI 2000 T.S.
61 98893 0 160220 30/09/1999 TEST EQUIP FROM STOCK FOR MATRIX FP1050
80 42131 0 160122 30/11/2000 HNU-CASE TOOLING (P/N: 105572)
50 75469 0 160140 30/06/1999 TEST FIXTURE - CMC DCU 301A
61 98089 0 160220 30/06/1999 INTERNAL CARDS ENGR LAB NETWORK EQUIP
80 42132 0 160122 30/11/2000 HNU-DOOR TOOLING (P/N: 107058)
80 42066 0 160122 31/10/2000 FTTH TOOLING FOR BATTERY CASE
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
MX HW FOR SYSTEMS TEST (TEST BEDS) $ 44,699.42 $ (19,689.60) $ 25,009.82
MX HW FOR SYSTEMS TEST (TEST BEDS) $ 44,699.42 $ (19,689.60) $ 25,009.82
AMPLIFER w/20dBm PER XXXX, 0 PORTS DISTRIBUTION $ 37,776.62 $ (16,640.87) $ 21,135.75
AMPLIFER w/20dBm PER XXXX, 0 PORTS DISTRIBUTION $ 37,776.62 $ (16,640.87) $ 21,135.75
FURNITURE & WORKBENCHES $ 42,881.13 $ (22,876.06) $ 20,005.07
AEROSTAT XC BENCHTOP IONIZERS 80 EACH $ 34,205.02 $ (15,068.77) $ 19,136.25
EAST MT & MISC TESTBED EQUIP $ 41,416.36 $ (24,161.94) $ 17,254.42
DISC*S RDT W/ METALLIC SHELF & 2 FITL SHELVES $ 27,612.26 $ (12,164.51) $ 15,447.75
DISC*S COT W/ METALLIC SHELF $ 27,612.26 $ (12,164.51) $ 15,447.75
DISC*S COT W/ METALLIC SHELF $ 27,612.26 $ (12,164.51) $ 15,447.75
DISC*S RD W/ MX $ 27,612.35 $ (12,164.60) $ 15,447.75
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX HW TEST BED EQUIP. $ 23,838.25 $ (10,502.08) $ 13,336.17
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,365.20 $ (9,414.13) $ 11,951.07
MX TEST BED SYSTEM EQUIP. $ 21,343.56 $ (9,403.74) $ 11,939.82
MX TEST BED SYSTEM EQUIP. $ 21,343.67 $ (9,403.85) $ 11,939.82
DR-II CARD SETS $ 36,419.50 $ (27,749.58) $ 8,669.92
NGDLC TRAINING SYSTEM GTE HONOLULU, HA. $ 21,013.80 $ (12,758.98) $ 8,254.82
NGDLC TRAINING SYSTEM GTE TAMPA, FLA $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTEM GTE DURHAM, N.C. $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTM GTE EVERETT, WA $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTEM GTE BEAVERTON, OR. $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTEM GTE MONROVIA CA. $ 20,955.18 $ (12,724.68) $ 8,230.50
NGDLC TRAINING SYSTEM GTE LEWISVILLLE, TX. $ 20,955.18 $ (12,724.68) $ 8,230.50
AX/4000 10/100 Mb ETHERNET GENERATOR/ANALYZER $ 14,072.33 $ (6,201.41) $ 7,870.92
AX/4000 10/100 Mb ETHERNET GENERATOR/ANALYZER $ 14,072.33 $ (6,201.41) $ 7,870.92
MX SYSTEM EQUIPMENT FOR TRAINING LAB $ 13,175.74 $ (5,806.17) $ 7,369.57
30 CHAIRS $ 14,762.81 $ (7,878.39) $ 6,884.42
STREAKER CARDS FOR CONFIG TESTING $ 28,588.00 $ (21,781.33) $ 6,806.67
PLUG-IN CARD FIXTURES FOR OMNI 2000 T.S. $ 25,108.53 $ (19,130.96) $ 5,977.57
TEST EQUIP FROM STOCK FOR MATRIX FP1050 $ 12,558.30 $ (7,226.38) $ 5,331.92
HNU-CASE TOOLING (P/N: 105572) $ 69,550.64 $ (64,721.07) $ 4,829.57
TEST FIXTURE - CMC DCU 301A $ 10,651.80 $ (6,215.63) $ 4,436.17
INTERNAL CARDS ENGR LAB NETWORK EQUIP $ 10,112.53 $ (5,901.46) $ 4,211.07
HNU-DOOR TOOLING (P/N: 107058) $ 57,776.61 $ (53,764.54) $ 4,012.07
FTTH TOOLING FOR BATTERY CASE $ 57,345.44 $ (53,364.19) $ 3,981.25
37 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------------
10 10119 0 160331 31/10/1998 SIDEWALKS FOR VERIFICATION SYSTEM AREA
61 98900 0 160220 30/09/1999 TEST EQUIP FOR RF RETURN
61 103234 0 160220 31/03/2002 179520 MDS SHELF FOR FP1075 & FP3075 LAB TEST SYS
61 103235 0 160220 31/03/2002 179179 MDS SHELF FOR FP1075 & FP3075 LAB TEST SYS
80 42133 0 160122 30/11/2000 HNU-FIBER-GUIDE TOOLING (P/N: 105573)
61 100924 0 160220 30/09/2000 ONU CARDS FOR FIBERSTAR ADSL ADDED TO SAP# 100627
61 101273 0 160220 30/11/2000 74337 DL4-NIM ADSL NOISE IMPAIRMENT MODULE
61 101150 0 160220 31/10/2000 MDS SHELVES 00-000-00
50 75092 0 160140 30/09/1998 SHORTING BLOCKS XXX XX 00 XXXX
00 000000 0 160220 30/11/2000 119218 SWX CROSS CONNECT
61 100890 0 160220 30/09/2000 N00210017 DS3 45 Mbps ATM SMARTCARD AT-9045B
61 100891 0 160220 30/09/2000 X00000000 DS3 45 Mbps ATM SMARTCARD AT-9045B
61 100892 0 160220 30/09/2000 N00210030 DS3 45 Mbps ATM SMARTCARD AT-9045B
61 100893 0 160220 30/09/2000 N00210031 DS3 45 Mbps ATM SMARTCARD AT-9045B
80 42061 0 160122 30/09/2000 TOOLING: LIGHT PIPE LENS
80 42038 0 160122 31/08/2000 ADSL CU DCU 205/206 TOOLING PART# 103693
61 98795 0 160220 30/09/1999 ATM SMARTCARD AT-9045
61 98796 0 160220 30/09/1999 ATM SMARTCARD AT-9045
61 98797 0 160220 30/09/1999 ATM SMARTCARD AT-9045
61 98798 0 160220 30/09/1999 ATM SMARTCARD AT-9045
80 42022 0 160122 31/07/2000 NONE TOOLING MOLD 00-00-000 FACEPLATE
61 101151 0 160220 31/10/2000 SUPERVISORY SYSTEM JC08SSL14
61 91728 0 160420 30/04/1997 NONE FURNITURE COMPUTER ROOM
80 42067 0 160122 30/09/2000 FTTH OEC HOUSING MOLD TOOL STRAIN RELIEF CLIP
63 103725 0 160001 26/11/1999 892105336 450 LCD Projector for SAP Training Room
80 42173 0 160122 28/02/2001 LIGHTPIPE/CHIP LED TOOLING
80 42062 0 160122 30/09/2000 TOOLING FOR THE FIBER OPTIC ATTENUATOR 00-00-000
80 42043 0 160122 31/08/2000 TOOLING FOR DIU1 & DIU2 CARD PULLS PART# 105597
60 100829 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100830 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100831 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100832 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100833 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100834 0 160220 31/08/2000 NONE ANTHRO BLACK CART
60 100835 0 160220 31/08/2000 NONE ANTHRO BLACK CART
80 42134 0 160122 30/11/2000 HNU-LOGO TOOLING (P/N: 107059)
80 42055 0 160122 31/08/2000 72-66-471 TOOLING REVISION 00-00-000, QUAD CARD EJECTOR
80 42171 0 160122 28/02/2001 MODIFIED LIGHTPIPES FOR P/N: 106408
80 42172 0 160122 28/02/2001 MODIFIED LIGHTPIPES FOR P/N: 106409
80 42079 0 160122 31/10/2000 TOOLING: EDFA HEATSINK EXTRUSION DIE (#107038)
80 40213 0 160122 01/01/1987 TOOLING 00-00-000
80 40214 0 160122 01/01/1987 TOOLING 00-00-000
80 40215 0 160122 01/01/1987 TOOLING 00-00-000
80 40216 0 160122 01/01/1987 TOOLING 00-00-000,349,350
80 40217 0 160122 01/01/1987 TOOLING 00-00-000
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
SIDEWALKS FOR VERIFICATION SYSTEM AREA $ 5,120.25 $ (1,371.18) $ 3,749.07
TEST EQUIP FOR RF RETURN $ 8,387.10 $ (4,896.53) $ 3,490.57
MDS SHELF FOR FP1075 & FP3075 LAB TEST SYS $ 4,891.53 $ (1,458.28) $ 3,433.25
MDS SHELF FOR FP1075 & FP3075 LAB TEST SYS $ 4,891.49 $ (1,458.24) $ 3,433.25
HNU-FIBER-GUIDE TOOLING (P/N: 105573) $ 47,898.06 $ (44,573.06) $ 3,325.00
ONU CARDS FOR FIBERSTAR ADSL ADDED TO SAP# 100627 $ 5,786.32 $ (2,550.75) $ 3,235.57
DL4-NIM ADSL NOISE IMPAIRMENT MODULE $ 4,968.68 $ (2,188.86) $ 2,779.82
MDS SHELVES 00-000-00 $ 4,866.06 $ (2,145.06) $ 2,721.00
SHORTING BLOCKS LOT OF 20 EACH $ 10,920.00 $ (8,320.00) $ 2,600.00
SWX CROSS CONNECT $ 4,518.74 $ (1,993.57) $ 2,525.17
DS3 45 Mbps ATM SMARTCARD AT-9045B $ 3,835.61 $ (1,689.29) $ 2,146.32
DS3 45 Mbps ATM SMARTCARD AT-9045B $ 3,835.61 $ (1,689.29) $ 2,146.32
DS3 45 Mbps ATM SMARTCARD AT-9045B $ 3,835.61 $ (1,689.29) $ 2,146.32
DS3 45 Mbps ATM SMARTCARD AT-9045B $ 3,835.66 $ (1,689.34) $ 2,146.32
TOOLING: LIGHT PIPE LENS $ 26,196.50 $ (24,378.58) $ 1,817.92
ADSL CU DCU 205/206 TOOLING PART# 103693 $ 25,330.50 $ (23,571.75) $ 1,758.75
ATM SMARTCARD AT-9045 $ 4,080.35 $ (2,381.43) $ 1,698.92
ATM SMARTCARD AT-9045 $ 4,080.35 $ (2,381.43) $ 1,698.92
ATM SMARTCARD AT-9045 $ 4,080.35 $ (2,381.43) $ 1,698.92
ATM SMARTCARD AT-9045 $ 4,080.34 $ (2,381.42) $ 1,698.92
TOOLING MOLD 00-00-000 FACEPLATE $ 24,356.80 $ (22,665.55) $ 1,691.25
SUPERVISORY SYSTEM JC08SSL14 $ 2,815.06 $ (1,242.14) $ 1,572.92
FURNITURE COMPUTER ROOM $ 14,765.11 $ (13,363.94) $ 1,401.17
FTTH OEC HOUSING MOLD TOOL STRAIN RELIEF CLIP $ 19,890.94 $ (18,510.52) $ 1,380.42
450 LCD Projector for SAP Training Room $ 4,830.09 $ (3,923.34) $ 906.75
LIGHTPIPE/CHIP LED TOOLING $ 12,990.32 $ (12,089.50) $ 900.82
TOOLING FOR THE FIBER OPTIC ATTENUATOR 00-00-000 $ 12,567.82 $ (11,696.15) $ 871.67
TOOLING FOR DIU1 & DIU2 CARD PULLS PART# 105597 $ 11,344.62 $ (10,557.12) $ 787.50
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
ANTHRO BLACK CART $ 823.35 $ (256.78) $ 566.57
HNU-LOGO TOOLING (P/N: 107059) $ 7,035.23 $ (6,547.73) $ 487.50
TOOLING REVISION 00-00-000, QUAD CARD EJECTOR $ 2,846.98 $ (2,649.48) $ 197.50
MODIFIED LIGHTPIPES FOR P/N: 106408 $ 2,705.17 $ (2,517.67) $ 187.50
MODIFIED LIGHTPIPES FOR P/N: 106409 $ 2,707.01 $ (2,519.94) $ 187.07
TOOLING: EDFA HEATSINK EXTRUSION DIE (#107038) $ 1,707.64 $ (1,589.72) $ 117.92
TOOLING 00-00-000 $ 5,432.00 $ (5,432.00) $ -
TOOLING 00-00-000 $ 4,611.00 $ (4,611.00) $ -
TOOLING 00-00-000 $ 4,645.00 $ (4,645.00) $ -
TOOLING 00-00-000,349,350 $ 5,090.00 $ (5,090.00) $ -
TOOLING 00-00-000 $ 2,000.00 $ (2,000.00) $ -
38 OF 39
FIXED ASSET LISTING FOR ACCESS SYSTEMS GROUP
BY CLASS / IN DESCENDING $ ORDER WITHIN CLASS
EXCLUDING CSC ASSETS
AS OF 10/31/2003
ASSET SAP SAP SAP CAP ASSET
CLASS ASSET# SUB# DEPT# DATE TAG# SERIAL# DESCRIPTION
-------------------------------------------------------------------------------------------------------------------------
80 40218 0 160122 01/01/1987 TOOLING 00-00-000
80 40219 0 160122 01/01/1987 TOOLING 00-00-000/009
80 40220 0 160122 01/01/1987 TOOLING 00-00-000/354
80 40221 0 160122 01/01/1987 TOOLING 00-00-000
80 40222 0 160122 01/01/1987 TOOLING 00-00-000
80 40237 0 160122 01/01/1987 TOOLING 00-00-000/013
80 40238 0 160122 01/01/1987 TOOLING 00-00-000/57/61
80 40240 0 160122 01/07/1989 TOOLING REFURB. P/N 00-00-000
80 40241 0 160122 01/07/1989 PLASTIC INJECTION MOLD # 00-00-000
80 40242 0 160122 01/07/1989 PLASTIC MOLD P/N 00-00-000/72-87-075 #1
80 40247 0 160122 01/07/1990 TOOLING 00-00-000/339
80 40248 0 160122 01/07/1990 MOLD 00-00-000,00-00-000
80 40249 0 160122 01/07/1990 REPAIR MOLD 00-00-000/014
80 40252 0 160122 01/07/1993 DCU10C & 20A CARD PULL
80 40259 0 160122 31/05/1995 TOOLING - MOLDS 00-00-000 COVER & 00-00-000 CLIPS
80 40260 0 160122 31/05/1995 TOOLING - MOLDS FOR 00-00-000 & -014 (PAR 1406P)
80 40262 0 160122 30/06/1996 XXX/XXXXXXX - XXX00X (XXX 0000X)
80 40282 0 160220 31/08/1997 NONE TOOLING ONU SUPPORT BLOCK
80 41554 0 160220 31/10/1998 DOORSTOP TOOLING MATRIX ONU HOUSING
80 41555 0 160140 31/10/1998 EJECTOR TOOLING 00-00-000 REV D
50 70522 0 160015 01/01/1987 20 EA SHELVING UNITS (36X75)
50 70536 0 160411 01/01/1987 84 CAFETERIA CHAIRS
50 70563 0 160430 01/01/1987 ACCOUNTING VAULT STORAGE SHELVES
50 70691 0 160015 01/01/1987 CONVEYOR FLOW RACKS
61 91308 0 160001 31/08/1994 FURNITURE
63 91563 0 160420 30/06/1996 NETWORK REWIRING
63 91565 0 160015 30/09/1996 PALLET RACK WAREHOUSE SHELVING
ACQUIRED ACCUM DEPR NBV
DESCRIPTION VALUE AS OF 10/31/03 AS OF 10/31/03
------------------------------------------------------------------------------------------------------------------------
TOOLING 00-00-000 $ 3,040.00 $ (3,040.00) $ -
TOOLING 00-00-000/009 $ 13,063.00 $ (13,063.00) $ -
TOOLING 00-00-000/354 $ 7,562.00 $ (7,562.00) $ -
TOOLING 00-00-000 $ 7,562.00 $ (7,562.00) $ -
TOOLING 00-00-000 $ 2,945.00 $ (2,945.00) $ -
TOOLING 00-00-000/013 $ 16,340.00 $ (16,340.00) $ -
TOOLING 00-00-000/57/61 $ 13,063.00 $ (13,063.00) $ -
TOOLING REFURB. P/N 00-00-000 $ 1,872.50 $ (1,872.50) $ -
PLASTIC INJECTION MOLD # 00-00-000 $ 3,964.50 $ (3,964.50) $ -
PLASTIC MOLD P/N 00-00-000/72-87-075 #1 $ 13,016.80 $ (13,016.80) $ -
TOOLING 00-00-000/339 $ 17,820.00 $ (17,820.00) $ -
MOLD 00-00-000,00-00-000 $ 4,320.00 $ (4,320.00) $ -
REPAIR MOLD 00-00-000/014 $ 7,469.25 $ (7,469.25) $ -
DCU10C & 20A CARD PULL $ 19,268.50 $ (19,268.50) $ -
TOOLING - MOLDS 00-00-000 COVER & 00-00-000 CLIPS $ 35,470.77 $ (35,470.77) $ -
TOOLING - MOLDS FOR 00-00-000 & -014 (PAR 1406P) $ 29,262.11 $ (29,262.11) $ -
XXX/XXXXXXX - XXX00X (XXX 0000X) $ 37,712.50 $ (37,712.50) $ -
TOOLING ONU SUPPORT BLOCK $ 7,003.76 $ (7,003.76) $ -
DOORSTOP TOOLING MATRIX ONU HOUSING $ 1,724.00 $ (1,724.00) $ -
EJECTOR TOOLING 00-00-000 REV D $ 21,523.07 $ (21,523.07) $ -
20 EA SHELVING UNITS (36X75) $ 1,092.00 $ (1,092.00) $ -
84 CAFETERIA CHAIRS $ 1,065.00 $ (1,065.00) $ -
ACCOUNTING VAULT STORAGE SHELVES $ 757.00 $ (757.00) $ -
CONVEYOR FLOW RACKS $ 7,257.00 $ (7,257.00) $ -
FURNITURE $ 10,488.63 $ (10,488.63) $ -
NETWORK REWIRING $ 116,728.71 $ (116,728.71) $ -
PALLET RACK WAREHOUSE SHELVING $ 8,722.31 $ (8,722.31) $ -
$33,242,126.13 $(18,729,296.2) $14,512,829.93
39 OF 39
SCHEDULE 4.10(b)
MATERIAL PERSONAL PROPERTY LEASES
1. U.S. Bedford Rationalization Agreement, dated August 28, 2002, between
Marconi Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi SUD SpA and Jabil Circuit, Inc. (as amended
by the First Amendment to the U.S. Bedford Rationalization Agreement, dated
October 7, 2003) (solely with respect to any personal property items listed
as "Group 1" assets in Schedule 3 of the U.S. Bedford Rationalization
Agreement) (This Contract will not be transferred to the Purchaser at the
Closing).
2. Citicorp Del-Lease, dated September 27, 2000, by and between Citicorp Del
Lease, Inc. and Marconi Communications, Inc.
3. Document Services Agreement, dated August 23, 1999, by and between Marconi
Communications, Inc. and Xerox Corporation, as amended (99-554-SVC;
99-554-SVC-A1).
4. Letter of Intent, dated October 31, 2002, delivered by Computer Sciences
Corporation to the Seller (pursuant to which the Seller leases from CSC
approximately 100 Xxxxxx Line technical work benches, shelves, task chairs
and 2-drawer storage cabinets, all of which CSC leases from National City
Leasing Corporation).
5. Vehicle Management Services Cash Collateral Agreement (with Interest),
dated January 31, 2002, between X.X. Xxxxxxxx Trust, PHH Vehicle Management
Services, LLC and Marconi Communications, Inc. (02-0068-OTH). (This
Contract is a Group Contract which will not be transferred to the Purchaser
at the Closing. The Seller has not made available to the Purchaser a true
and complete copy of this Contract.)
65
SCHEDULE 4.11(a)
MATERIAL CUSTOMERS
Set forth below are those customers to which the Access Business made more than
five percent (5%) of its sales during its most recent full fiscal year or during
the six month period ended September 30, 2003:
1. BellSouth Telecommunications, Inc. and its Affiliates.
2. Sprint and its Affiliates (to which the Access Business sells products and
services through North Supply Company).
3. Communications Test Design, Inc. and its Affiliates ("CTDI"). CTDI is an
authorized reseller of Access products to BellSouth Telecommunications,
Inc.
Customer Disputes.
1. There was a delay in the development and rollout of the Feature Package
3075 (which is an upgrade to the DISC*S MX FTTC product line). As a result
of this delay, the Access Business did not deliver the Feature Package 3075
until after certain target dates that are stipulated in the Seller's
agreements with BellSouth and Sprint. In accordance with the terms of these
agreements, the Access Business has provided and continues to provide an
accelerated upgrade of the Feature Package 3075 at no cost to the
customers.
2. Certain pins have been bending (or are susceptible to bending) in the
back-plane of approximately 120 Matrix Distribution Shelves deployed in
certain customers' systems (the "MDS Shelves") when cards are inserted into
the slot. The Access Business and OPPS are working together to redesign the
MDS Shelves with "keyed" slots in order to eliminate the bending phenomenon
at the point of insertion. In connection with this redesign process, the
OPPS Business is retrofitting the environmental control units (the "ECUs")
in Mesa NT cabinets in order to rectify an issue relating to the power
cable connection at the ECU. The redesign process also includes (a)
replacement and modification of optional DC generator alarming and (b)
certain incidental plastic cover modifications.
3. There have been certain failures in the field with respect to quad-channel
unit 60 cards (the "QCU 60 cards") sold by the Access Business to BellSouth
for use on BellSouth's FITL A platform. The Access Business and BellSouth
have agreed to a conditional recall (also known as a "Class AC Recall").
Pursuant to the Class AC Recall, if a BellSouth field-service engineer
determines that a QCU 60 card in the field has a defect that was caused by
the Access Business, then the Access Business will replace such QCU 60 card
at no cost to BellSouth. Pursuant to the Letter of Agreement No.
PR7246B-A-00021, dated March 26, 2002, between BellSouth
Telecommunications, Inc. and Marconi Communications, Inc. (regarding DISC*S
ADSL Products Pricing) (92-116-LOA-21), the Seller's liabilities associated
with this matter are limited to the "unconditional return and repair for
2000 QCU 60C units per month . . . not to exceed a forty eight (48) month
66
period . . ." The actual number of units returned since March 2002 has
averaged approximately 500 units per month (though the average number of
units returned per month has increased during the past several months).
Under a plan recently proposed by the Access Business, returned QCU 60
cards would be replaced with a later model (i.e., the QCU 602 card) rather
than a modified QCU 60 card. BellSouth is reviewing this proposal.
4. Under certain circumstances, the MX and FITL RDT systems deployed with
BellSouth and Sprint have experienced one or both of the following
problems: (a) a common card duplex switch (the "CPU-to-SPU Communications
Failure") and (b) an alarm on the offline common card set (the "SPU Failure
Alarm"). Both of these problems could affect any MX or FITL RDT system
which has high message traffic between the optical network units and the
common shelf. In order to address the CPU-to-SPU Communications Failure and
SPU Failure Alarm problems, the Access Business has developed two new
versions of the SPU3 card: (a) the SPU3D (MRCN516 - new production) and (b)
the SPU3Y (MRCN517 - reworked units). The Access Business has offered to
provide SPU3D or SPU3Y replacement cards at no cost to BellSouth or Sprint
for all MX and/or FITL systems.
5. A certain quantity of low-voltage-disconnect ("LVD") panels installed by
the Access Business for use on BellSouth and Sprint platforms in certain
MESA outdoor cabinet configurations had failed or were susceptible to
failure. The LVD panels at issue (part numbers 000-0000-0000 and
009-1000-1024) were supplied to the Access Business by Telect, Inc. By
October 2001, the Access Business had finished providing BellSouth and
Sprint with replacement equipment to replace most of the failed LVD panels
(90% of the applicable LVD panels had been deployed in BellSouth and Sprint
systems). The Access Business is recovering the costs associated with this
matter by obtaining product credits from Telect, Inc. pursuant to a
Settlement Agreement and Mutual Release, dated as of January 23, 2003, by
and between Telect, Inc. and Marconi Communications, Inc.
6. Sprint requested authorization to return approximately $1.8 million worth
of non-custom and custom-built Access equipment that was provided pursuant
to the Agreement, dated July 1, 1998, by and between Marconi
Communications, Inc. (f.k.a. RELTEC Communications Inc.) and North Supply
Company (as amended) (98-132-VAR-A1; 98-132-VAR-A2; 98-132-VAR-A3) (the
"Sprint Agreement"). The Sprint Agreement does not require the Access
Business to accept custom-built product returns. The Access Business asked
Sprint to re-consider its decision to return the applicable equipment and
instead deploy such equipment. Sprint is considering a proposal whereby (a)
Sprint would retain $500,000 worth of custom-built equipment, (b) the
Access Business would accept the return of the remaining custom-built
equipment with no restocking charge and (c) the Access Business would
accept the return of the non-custom equipment with a 15% restocking charge.
Under this proposal, the Access Business would receive a net product return
of approximately $1.1 million.
7. In 2002, the Access Business endeavored to collect an overdue receivable of
approximately $164,000 owed to the Access Business by Litestream. In
response to the Access Business' request for payment, Litestream sent a
letter to the Seller dated
67
December 9, 2002, claiming that the Access Business (a) materially
overcharged Litestream for certain equipment and (b) misrepresented the
capabilities and costs of certain equipment. The Access Business disputed
these claims. Pursuant to a letter dated April 21, 2003, the parties agreed
to a settlement of the receivable dispute whereby Litestream paid
approximately 80% of the receivable to the Access Business. On April 22,
2003, the Access Business received a check from Litestream in the amount of
$131,625.65.
8. Certain disputes arose between the Access Business and the County of Chelan
in Washington concerning each party's rights and obligations with respect
to the County's construction of a fiber optic telecommunications system
utilizing certain Fiber-to-the-Home equipment of the Access Business. These
disputes were settled pursuant to the Release and Settlement Agreement,
dated November 13, 2002, by and between Public Utility District No. 1 of
Chelan County and Marconi Communications, Inc.
9. There are certain failures on the FA-400-175-001 Master Fan Controller
Shelf (the "Fan Control Boards") provided by ebm Industries, Inc. In 2002,
the Access Business received a Product Service Engineering Complaint from
BellSouth indicating that certain Fan Control Boards included in certain
MESA cabinet configurations were catching fire due to a short in the
capacitors included in the Fan Control Boards. See Item 7 under the
"Supplier Disputes" heading of Schedule 4.11(b).
10. In March 2002, Sprint notified the Access Business that Sprint had placed
the Access Business on "suspension," meaning that Sprint had suspended the
purchase of new systems from the Access Business. As of the date of the
Agreement, the Access Business was still in "suspension" status with
Sprint.
11. Items 3,4 and 5 on Schedule 4.24(a) and Item 3 on Schedule 4.24(c) are
incorporated herein by reference.
12. Sprint has requested a return of circuit board inventory of approximately
$300,000. This inventory was returned by Sprint because it exceeded the
amount of inventory of this product considered by Sprint as necessary for
its current needs.
13. In April 2002, Century Telephone informally notified the Access Business
that Century had placed the Access Business on suspension. The Access
Business continues to sell to Century at a lower volume than prior to April
2002.
14. In MX and FITL ADSL deployments, the CCU11 cards (estimated 600 units
deployed) with a faulty clock driver component are in the process of being
replaced. The Access Business has committed to fully replace the CCU11
cards at no charge.
15. The matters identified in the letter dated December 8, 2003 from N. Xxxxx
Xxxx (BellSouth Telecommunications, Inc.) to Xxxxx Xxxxx (Marconi
Communications, Inc.) are incorporated herein by reference. A copy of the
letter is attached hereto.
16. TMC and EOC data link failures have been observed at random times with
68
DISC*S systems connected to the DMS-100 switch using the GR-303 interface. This
alarmed condition typically lasts 45 seconds and has no impact on established
calls, but will prevent new call originations during that time. The source of
the alarm is a "flow control" condition in which the RDT signals to the switch
to stop and restart message transmission. Flow control is a normal condition
which happens frequently with all GR-303 RDTs. The DISC*S TRU2A implemented
software for this condition in a way which is standard according to ITU
specifications, but is unusual compared to the rest of the industry. The DISC*S
approach operates with all switches except the DMS-100, which occasionally will
declare a data link failure alarm. Marconi has chosen to enhance the interface
in the TRU2B card to provide flow control with an alternative ITU specification
which is also typical for other GR-303 RDTs. The Access Business has issued, by
way of the PCN, an upgrade to any TRU2A cards in systems served off of a DMS-100
switch at no costs to all customers. The total cost to the Access Business for
this upgrade may be as high as $315,392. This condition has existed for a
considerable period of time and is substantially transparent to normal
operations, and thus, many customers may not choose to implement this change.
69
[BELLSOUTH LOGO]
BELLSOUTH TELECOMMUNICATIONS, INC.
BellSouth Center
000 Xxxx Xxxxxxxxx Xxxxxx, X.X.
Xxxxxxx, Xxxxxxx 00000
December 8, 2003
Mr. Xxxx Xxxxx
Xxxxxxx Communications, Inc.
0000 Xxxxxx Xxxxxxx
Xxxxxxxxxxx, XX 00000
Re: Open Issues Summary
Dear Xxxx,
I am following up on your request for BellSouth's concurrence to allow the
release of all contracts, amendments, letters of agreement and letter purchase
orders between Marconi and BellSouth ("Contract Documents") to representatives
of Advanced Fibre Communications ("AFC"). We would like to be supportive in this
regard but I also want to be sure that some appropriate documentation of current
opportunities and issues be provided along with the Contract Documents so that a
more complete picture of the current relationship between BellSouth and Marconi
is provided. With your agreement, I would like this letter and attachments to
serve as that documentation. Assuming that this approach meets with your
approval, BellSouth would move forward on granting any approval for the
disclosure of the Contract Documents to AFC provided a copy of this letter and
the Open Issues Summary list, in their entirety, is simultaneously given to the
representatives of AFC.
As you are aware, there has been considerable dialogue between various parties
within BellSouth and Marconi concerning a variety of open issues with respect to
Marconi equipment that is used in the BellSouth Network. These issues differ in
terms of their criticality and relative importance, but collectively constitute
a representative sample of the challenges we face together in managing the
BellSouth Network. Some time has passed since there was formal correspondence
between BellSouth and Marconi regarding a number of these issues and I felt that
this was a good time to re-state them and bring them current. The list I have
enclosed, while fairly extensive, should not necessarily be considered
exhaustive. As our companies work together each day, new problems and challenges
inevitably arise while others are forced into the background. I encourage you to
add any additional matters that we may have missed through this process. The
means by which we move forward will be driven by the collaboration of our
considerable efforts in resolving these issues. I think you will agree that any
prospective purchaser of Marconi should be aware of the attached material and
the need for their resolution.
Sincerely,
N. Xxxxx Xxxx
Vice President - Technology Planning & Deployment
BellSouth Telecommunications, Inc.
Encl.
PRIVATE/PROPRIETARY/SECURE
Contains Private and/or Proprietary Information.
May Not Be Used Or Disclosed Outside The BellSouth Companies Except
Pursuant To A Written Agreement. Must Be Securely Stored When Not In Use.
GENERAL TECHNICAL AND/OR BUSINESS ISSUES (ITEMIZED):
- BellSouth believes that the Marconi FTTC product should continue on an
aggressive price performance improvement curve (especially if it
becomes part of a broader portfolio and increases in volume).
BellSouth anticipates continuing pricing reductions for the currently
deployed FTTC product. BellSouth anticipates price improvements on the
order of 6% in 2004, and perhaps one-third over the course of five
years.
- BellSouth needs a path to the future for the MX product. BellSouth
requires an acceptable path to the "next NGDLC" that was discussed
with Marconi/AFC in Atlanta. BellSouth's desire is to be able to add
the cards needed for the services required (e.g., FTTB, GR-909 FTTC,
FTTH, Copper, etc.). The Marconi assets can, in BellSouth's
estimation, play a good role in this regard but would require the
development of a complete, acceptable roadmap.
- BellSouth needs the active engagement of a Marconi Quality Team to
coordinate the management of improving product Failure Frequencies,
minimizing PCNs and improving their introduction, minimizing PSECs and
improving their resolution, and any other specific quality issues. The
recent quality history from Marconi does not meet BellSouth's
requirements:
- In MX and FITL ADSL deployments, recent CCU11 failures are
resulting in significant system impairment and considerable costs
to BellSouth to manage service outages, card swap-outs, software
fixes and related issues. The CCU11 cards (estimated 600 units
deployed) with a faulty clock driver component are in the process
of being replaced. BellSouth understands that all errant CCU11s
are expected to be purged over the next few weeks.
- Other recent product quality issues have included:
- An unacceptably long new feature introduction for the
FP3075 feature package requiring multiple software
releases. BellSouth understands Version 1.8, received two
weeks ago, should be the final release prior to general
rollout
- Introduction and deployment of OIU72s with improperly set
factory adjust resistors resulting in erroneous alarms and
associated BellSouth dispatches. This unnecessary alarm had
to be masked by BellSouth's OSS and will be permanently
masked via a future Marconi firmware release.
- Faulty SDRAM component introduced with CPU52 resulting in
system service outages, and associated BellSouth
dispatches. BellSouth understands all 165 CPU52s with this
condition are in the process of being replaced via a Class
A PCN.
- Introduction of MDS backplanes with bent pins resulting in
replacement at ~100 sites, which BellSouth understands are
in the process of being replaced.
- Introduction of OIU74 DFITL ADSL capability that was
incompatible with working ISDN lines.
- Marcview EMS PC hardware introduced without proper factory
setup resulting in field turn-up problems. BellSouth
understands all errant PCs have been replaced.
PRIVATE/PROPRIETARY/SECURE
Contains Private and/or Proprietary Information.
May Not Be Used Or Disclosed Outside The BellSouth Companies Except
Pursuant To A Written Agreement. Must Be Securely Stored When Not In Use.
GENERAL NARROWBAND TECHNICAL AND/OR BUSINESS ISSUES (ITEMIZED):
- Marcview Voice EMS Windows XP support
- Marcview Voice EMS support of CO-WAN
- Marcview Voice EMS support for increased number of NE's up to 272
- DISCS Common Shelf - Expanded Bandwidth Capacity - with each shelf's
NB capacity increased to support two MDS shelves and 336 ONUs each
provisioned for 24-DS0s
- Marconi funded Telcordia GR-303 interoperability testing associated
with the above feature
- TEMS support for flow-through F1/F2 cross-connects and special
services provisioning
- MLT drop test enhancements to include TA-909 detection/reporting of
optical facility and LU failures.
- GR-303 multi-hosting
- CPU "gold card" upgrade capability
- 4:1 ISDN PM
- Full NEBS compliance
- DCU44 dual special services CU
- -190VDC network power system with 1:N protected current limiters
- Redesigned Common Shelf with five PCUs to defer cost and eliminate
logic power supply shelf
- QCU402 for enhanced compatibility with CW-CID CPE (SR3004)
- Marcview Alarm Analyzer tool
- Softswitch interface on DISCS platform to support packet voice
services
- Future fixes associated with numerous Engineering Complaints
- Field scrubs associated with MDS bent pins,
- GR909 or G.983 development path to support next generation FTTx
FP3075/3080 - ENHANCED/EXPANDED BANDWIDTH FOR MX
BellSouth asserted its position that significant delays in Marconi's
delivery of this FP has resulted in >$1M of stranded investment. Upon
approval and deployment of feature packages after FP3075, existing DPU2s
will require changeout to DPU3 circuit packs. At this point, DPU2s will be
largely unusable elsewhere in the network. BellSouth believes that Marconi
should bear the cost of replacing all of these circuit packs and BellSouth
appreciates Marconi's letter dated December 5, 2003, concurring in this.
FP3075 has just been received in the BellSouth lab representing the first
major step toward the long-anticipated evolution to FP3080, which is the
desired and committed load for BellSouth. FP3080 will provide substantial
benefits in the form of increased density as the embedded base becomes
exhausted. In the meantime, BellSouth routinely manages a convoluted
process to manage product credits, discounts and reimbursement of expenses
associated with capacity exhaustion. To summarize, the above features are
to be made available at no additional cost (software or hardware) to
BellSouth. Further, and in accordance with current business agreements with
Marconi, any new or additional hardware or plug-in associated with MX
deployment after FP1070 which would require a change-out to provide for
enhanced/expanded bandwidth capacity is expected to be provided to
BellSouth at no cost.
PRIVATE/PROPRIETARY/SECURE
Contains Private and/or Proprietary Information.
May Not Be Used Or Disclosed Outside The BellSouth Companies Except
Pursuant To A Written Agreement. Must Be Securely Stored When Not In Use.
GENERAL BROADBAND TECHNICAL AND/OR BUSINESS ISSUES (ITEMIZED):
- FP2006 v 4.2.0 - 250 NE capacity increase, EMS re-synch status
indication, EMS Inventory Report for HW and SW, CCU polling time req.
improve.
- FP2006 v 4.2.1 - SAR Tool (CORBA IDL methods expedite), MX Equipment
Pre-Provisioning Utility Rel. 2.0
- FP2006 v 6.0 - 350 NE support in EMS, MX pre-provisioning EMS Wizard,
Cascade Rename (TID Rename) Feature
- FP2006 v 7.0 - Extra diagnostics support (QOIU, OMU, BBC craft), 17.5
Mbps throughput on MX
- Increased data rates for MX, CCU-2 BOIU-xxx, and QOIU-xxx
- ADSL2+ MX Channel units
GENERAL VIDEO TECHNICAL AND/OR BUSINESS ISSUES (ITEMIZED):
- FITL-A video and ADSL/ADSL2+ implementation with RF return
- RF return for FITL-A with Ethernet
- RF return for MX video
- Provide a proposal by December 31, 2003, to upgrade video optics from
750 MHz to 870 MHz across all three platforms (IFITL, DFITL, MX) at
BellSouth price-points
- Develop a proposal by December 31, 2003, with Scientific Atlanta and
Motorola for a 55-1 and/or 55-2 return path capability across all
three platforms, at BellSouth price-points
- Provide a proposal by December 31, 2003, for an Ethernet return path
capability (i.e., Ethernet set-top return) on all three platforms at
BellSouth price-points
QCU60C PCN
An LOA was executed in March 2002 that provided for the PCN to begin 10/01/2002.
Marconi was to deliver 2000 QCU60E cards as seed stock. BellSouth and Marconi
subsequently decided that the QCU60Cs should be replaced with a newer,
un-modified, version, the QCU602.
Marconi has made a proposal to provide the QCU602 as a replacement for the
QCU60C (not a reworked card) at a cost of $35 each. Currently, a BellSouth team
is reviewing the various accounting, process and cost implications of accepting
the offer. Central to the offer is Marconi's agreement to provide 6500 QCU602
cards per month above the current steady-state requirement. If accepted by
BellSouth it would likely begin in February 2004. The increased card quantities
would allow the PCN to be completed in the first quarter of 2005. Until specific
funding is approved, the rework program will continue.
PRIVATE/PROPRIETARY/SECURE
Contains Private and/or Proprietary Information.
May Not Be Used Or Disclosed Outside The BellSouth Companies Except
Pursuant To A Written Agreement. Must Be Securely Stored When Not In Use.
SCHEDULE 4.11(b)
MATERIAL SUPPLIERS
Set forth below are those suppliers from which the Access Business purchased
goods or services for which the aggregate purchase price exceeds five percent
(5%) of the total value of goods and services purchased by the Access Business
during its most recent full fiscal year or during the six month period ended
September 30, 2003.
1. Jabil Circuit, Inc.
2. OPPS business units of the Seller.
3. SANMINA-SCI Corporation
4. Mid-South Industries, Inc.
Supplier Disputes.
1. K-TEC (n/k/a Suntron) claimed that the Access Business was obligated to
purchase from K-TEC approximately $310,000-worth of fuse and alarm panels
for Access cabinets. The Seller believed that the Access Business was not
obligated to purchase these fuse and alarm panels from K-TEC because K-TEC
purchased such panels knowing that the Access Business had already made a
design change in its cabinets which rendered the panels purchased by K-TEC
obsolete. The parties agreed to a settlement of this dispute whereby the
Seller purchased the fuse and alarm panels from K-TEC for approximately
$77,500.
2. Celestica claimed that the Access Business was obligated to purchase from
Celestica approximately $1.5 million-worth of channel shelves for Access
cabinets. Celestica contended that it manufactured these channel shelves
based on requirements forecasts provided by the Seller's OPPS facility in
LaGrange, Georgia. The Seller disputed Celestica's claim that such
forecasts were ever provided, and Celestica did not provide any
documentation to support its claim in this regard. On October 25, 2002,
Celestica sent an e-mail to the Access Business threatening to file an
action if the $1.5 million claim was not settled. The parties agreed to a
settlement of this dispute whereby the Seller would pay approximately
$550,000 to Celestica upon delivery to and final acceptance by the Seller
of the channel shelves.
3. ACT Manufacturing, Inc. ("Old ACT") claims that the Seller owes Old ACT
$235,878.59 representing accounts receivable for certain goods and services
provided to the Seller by Old ACT (the "ACT Receivable"). The Seller
disputes this claim. Additional details regarding this matter are set forth
at Item 1 under the "Pending and Threatened Proceedings and Claims against
the Seller" heading of Schedule 4.12.
4. ACT Electronics, Inc. ("New ACT") and the Seller had a dispute regarding
whether the Seller had an obligation to purchase from New ACT certain
inventory that New ACT previously had purchased from ACT Manufacturing,
Inc. This matter was resolved pursuant to the Settlement Agreement, dated
as of November 2002, by and between ACT Electronics, Inc. and Marconi
Communications, Inc.
70
5. A certain quantity of low-voltage-disconnect ("LVD") panels supplied to the
Access Business by Telect, Inc. (part numbers 000-0000-0000 and
009-1000-1024) have failed or are still in use and are susceptible to
failure. The Access Business recovered the costs associated with this
matter by obtaining product credits from Telect pursuant to a Settlement
Agreement and Mutual Release, dated as of January 23, 2003, by and between
Telect, Inc. and Marconi Communications, Inc.
6. Verizon claimed that the Seller owed it approximately $56,236.34 in
connection with two purchase orders relating to the development of test
software and a test fixture for the QCU 401 card. The Seller disputed this
claim. Pursuant to an e-mail dated October 20, 2003, the parties agreed to
a settlement of this dispute whereby the Seller will pay $33,000 to Verizon
upon receipt by the Seller of a copy of the test software.
7. There are certain failures on the FA-400-175-001 Master Fan Controller
Shelf (the "Fan Control Boards") provided by ebm Industries, Inc. In 2002,
the Access Business received a Product Service Engineering Complaint from
BellSouth indicating that certain Fan Control Boards included in certain
MESA cabinet configurations were catching fire due to a short in the
capacitors included in the Fan Control Boards. Approximately 6,000 cabinets
deployed by the Access Business are affected by these failures. According
to QualTest & Control Inc. (a third-party investigator commissioned by the
Access Business), these failures were caused by a design defect in the Fan
Control Boards. ebm Industries, Inc. disputes this claim.
8. Item 8 under the "Pending and Threatened Proceedings and Claims against the
Seller" heading in Schedule 4.12 is incorporated herein by reference.
Changes in Relationship
1. In connection with the transactions contemplated by the Agreement, there
will be changes to the supplier relationship between the Access Business
and OPPS Business pursuant to the Transition Services Agreement and the
OPPS Supply Agreement.
71
SCHEDULE 4.11(c)
MATERIAL DISTRIBUTORS/SALES REPRESENTATIVES
Set forth below is a list of the written Contracts with the material
distributors and sales representatives of the products of the Access Business.
Contracts listed below with an asterisk (*) are designated as Shared Contracts.
1. * General Distributor Agreement, dated September 1, 1998, by and between
RELTEC Communications Inc. and ALLTEL Supply Inc.
2. * General Distributor Agreement, dated May 1, 1998, by and between RELTEC
Communications Inc. and Anicom, Inc.
3. * General Distributor Agreement, dated May 1, 1998, by and between Marconi
Communications, Inc. and Anixter Inc.
4. * On-Line Supply Equipment Purchase and Services Agreement, dated August
25, 2000, by and between Marconi Communications, Inc. and Communications
Test Design, Inc. (as amended).
5. * General Distributor Agreement, dated May 1, 1998, by and between RELTEC
Communications Inc. and CSSA (as amended).
6. * General Distributor Agreement, dated May 1, 1998, by and between RELTEC
Communications Inc. and Dakota Electric Supply Co. (as amended).
7. * General Distributor Agreement, dated May 1, 1998, by and between RELTEC
Communications Inc. and Power and Telephone Supply Company, Inc. (as
amended).
8. * General Distributor Agreement, dated May 1, 1998, by and between RELTEC
Communications Inc. and Xxxxxx & Associations, Inc. (as amended).
9. * Agreement, dated July 1, 1998, by and between RELTEC Communications, Inc.
and North Supply Company (as amended).
10. * Graybar Electronic Company (sales through standard terms and conditions).
72
SCHEDULE 4.12
PROCEEDINGS
Pending and Threatened Proceedings and Claims against the Seller.
1. ACT Manufacturing, Inc. ("Old ACT") claims that the Seller owes Old ACT
$235,878.59 representing accounts receivable for certain goods and services
provided to the Seller by Old ACT (the "ACT Receivable"). The Seller
disputes this claim.
(a) Pursuant to a Settlement Agreement, dated as of November 2002, by and
between ACT Electronics, Inc. ("New ACT") and the Seller (the
"Settlement Agreement"), New ACT is obligated to indemnify the Seller
for any losses incurred by the Seller to the extent arising from the
ACT Receivable. The aggregate indemnification liability of New ACT
under the Settlement Agreement is $235,878.59 plus any costs of
defense incurred by the Seller pursuant to the Settlement Agreement.
The Seller cannot assert any indemnification claims against New ACT
unless and until a lawsuit is brought against the Seller seeking
payment of the ACT Receivable. Pursuant to the Settlement Agreement,
the Seller is prohibited from entering into any agreement with Old ACT
relating to the ACT Receivable without the express written consent of
New ACT. Moreover, pursuant to the Settlement Agreement, the Seller
cannot admit any liability with respect to, or settle, compromise or
discharge, any Old ACT claims relating to the ACT Receivable for which
any sums are recoverable from New ACT without the prior written
consent of New Act, such consent not to be unreasonably withheld or
delayed.
(b) The Seller received a letter dated January 6, 2003 from an attorney
representing Old ACT reiterating Old ACT's claim in connection with
the ACT Receivable and requesting that the Seller engage in settlement
discussions with Old ACT. In accordance with the provisions of the
Settlement Agreement, (i) the Seller has sent a copy of the January 6,
2003 letter to New ACT and (ii) in a letter dated January 13, 2003 to
New ACT, the Seller asserted its right to be indemnified by New ACT in
respect of Old ACT's claim.
2. On May 14, 2001, Xxxxxx X. Xxxxxxxx filed a charge of race and age
discrimination against the Seller with the Fort Worth Human Relations
Commission and the Equal Employment Opportunity Commission. (HRC Charge #
31AA1276; EEOC Charge # 31AA10276). The Seller disputes this claim. In
connection with the termination of Xxxxxxxx' employment with the Seller,
Xxxxxxxx and the Seller entered into an Employee Separation Agreement and
General Release, dated May 31, 2001, pursuant to which Brookins executed a
general release of claims against the Seller. The Equal Employment
Opportunity Commission has not yet sent the Seller a dismissal letter
relating to the discrimination charge.
3. In a letter dated August 29, 2002, Xxxxx X. XxXxxx, formerly employed with
the Seller as a salesman for the Access Business, claimed (through his
attorney) that the Seller owes McCain approximately $160,000 representing a
commission for allegedly booking approximately $11 million of equipment
sales to Grande Communications, Inc. on or about March 3, 2000. The Seller
disputes this claim.
4. Workers' compensation claims are pending against the Seller with respect to
the Access Employees set forth below:
(a) Xxxxxxx Xxxxx
73
(b) Xxx X. Xxxxxxxxxx
(c) Xxxx Xxxxxxxxx
5. All of the matters set forth under (i) the "Customer Disputes" heading of
Schedule 4.11(a) and (ii) the "Supplier Disputes" heading of Schedule
4.11(b) are incorporated herein by reference.
6. Schedule 4.13(e)(i) is incorporated herein by reference.
7. Schedule 4.21 is incorporated herein by reference.
8. In a letter dated October 31, 2003, the liquidating CEO of ACT
Manufacturing, Inc., ACT Manufacturing US Holdings, LLC, CMC Industries,
Inc. and ACT Manufacturing Securities Corporation (collectively, the
"Debtors," which such Debtors have filed voluntary petitions of relief
under Chapter 11 of the United States Bankruptcy Code) claimed that all or
a portion of certain payments received from the Debtors by the Seller in
the amount of $646,070.05 may be avoidable and recoverable by the
liquidating CEO (i.e., as a preferential transfer) pursuant to Sections 547
and 550 of the Bankruptcy Code.
Proceedings and Claims initiated by the Seller.
1. Schedule 4.13(e)(iii) is incorporated herein by reference.
2. The Seller filed proofs of claim with respect to receivables owed to the
Seller by the following customers of the Access Business (both of which are
in Chapter 7 bankruptcy proceedings):
a. North American Telecommunications Corporation - receivable in the
amount of approximately $2.5 million relating to the Access Business.
b. Tess Communications Inc. - receivable in the amount of approximately
$40,000 relating to the Access Business.
Settlement Agreements and Stipulations.
1. Settlement Agreement, dated January 19, 2000, between Advanced Fibre
Communications, Inc. and Marconi Communications, Inc.
2. Settlement Agreement and Release of Claims, dated September 27, 2000,
between Marconi Communications, Inc. and Cadence Design Systems, Inc. (and
Agreed Order of Dismissal with Prejudice, dated October 2, 2000, issued by
Judge Xxxxx Xxxxx of the District Court of Dallas County, Texas (116th
Judicial District).
3. Stipulation, dated as of June 5, 2002, by and between Marconi
Communications, Inc. and ACT Manufacturing, Inc. (as approved by an order
of the U.S. Bankruptcy Court, District of Massachusetts, Western Division,
dated June 19, 2002).
74
4. Settlement Agreement, dated as of November 2002, by and between ACT
Electronics, Inc. and Marconi Communications, Inc.
5. Release and Settlement Agreement, dated November 13, 2002, by and between
Public Utility District No. 1 of Chelan County and Marconi Communications,
Inc.
6. Settlement Agreement and Mutual Release, dated as of January 23, 2003, by
and between Telect, Inc. and Marconi Communications, Inc.
7. Settlement Agreement, dated as of May 9, 2002, by and between Objectivity,
Inc. and Marconi Communications, Inc. (and related Stipulation and Order
for Dismissal of Action, dated May 20, 2002, between Xxxx & Xxxxxxx LLP, on
behalf of Objectivity, Inc., and Xxxxxx & Xxxxxxx, on behalf of Marconi
Communications, Inc., as approved by Judge Xxxxxx Xxxxx of United States
District Court for the Northern District of California, San Xxxx Division).
8. Settlement Agreement, dated July 3, 2002, by and between Teccor
Electronics, Inc. and Marconi Communications, Inc.
75
SCHEDULE 4.13(a)
TRANSFERRED PATENTS, TRANSFERRED TRADEMARKS AND TRANSFERRED TECHNOLOGY
Transferred Patents:
[Please note that the following patents listed within this bracketed section are
specifically excluded from transfer, and are not to be considered included in
this Schedule 4.13(a). Such patents are included for reference only. However,
those patents marked with an asterisk (*) will be subject to the terms and
conditions of the Cross License Agreement:
6,108,183 *
6,427,045 *
93,381
93,924
D430,865
D436,101
6,316,722
93,796
D432,079
95,990
D446,207
6,322,400 *
6,548,753 *]
Group A Patents:
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
-------------------------------------------------------------------------------------------------------------
6,418,195 Apparatus for communicating US 09/476079
a diagnostic device with a
telecommunications system
through a remote network unit
6,366,717 Apparatus for distributing US 09/532996
optical fiber transmission
paths
6,466,728 Attenuator for fiber optic US 09/520082
cables
P/63410.USA Bidirectional optical US 09/723804
communications having quick
data recovery without first
establishing timing and
phase lock
P/63407.USA Bidirectional optical US 09/723885
communications using on-off
keying to generate a hybrid
form of manchester serial
encoding for one of either
upstream or downstream
76
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
-------------------------------------------------------------------------------------------------------------
transmission
P/63395.USA Bidirectional frequency US 09/540955
shift coding using two
different codes for upstream
and downstream
5,505,636 CATV power tapping device US 08/328904
5,155,746 Clock synchronization scheme US 07/461814
for digital transmission
1,340,124 Closed loop control system Canada 612336
for laser
4,958,926 Closed loop control system US 07/264356
for laser
P/63397.USA(3) Copper based interface US 09/684757
system and data frame format
5,260,996 Current limited electronic US 07/624860
ringing generator
6,310,784 Densely arranged US 09/410975
electrically shielded
communication panels
6,542,382 Densely arranged US 09/947154
electrically shielded
communication panels
P/63412.USP DFHFC network architecture US 10/199549
P/63413.USP DFHFC with high speed data US 10/200534
and VOD
P/63393.USA Digital laser driver circuit US 09/000000
P/61841.CAP Digital Loop Carrier System Canada 2343241
P/61841.USA Digital Loop Carrier System US 09/150817
P/63411.USCIP Digital RF return over FTTC US 10/200924
1,315,904 Digital transmission system Canada 592917
5,046,067 Digital transmission system US 07/547430
6,466,572 Distributed ethernet hub US 09/325619
P/61873.CAP Distributed xxxxxxxx xxx Xxxxxx 0000000
P/61873.USC Distributed ethernet hub US 10/176542
5,022,752 Echo cancelling circuit for US 07/411727
use with laser
P/63760.US2 Full Service Access Network US 60/437789
5,146,476 High gain amplifier for US 07/621536
reception of low level pulse
code modulation
nonreturn-to-zero signals
1,288,534 Inductance multiplier Canada 577405
circuit
4,767,980 Inductance multiplier US 07/111215
circuit
----------------------------
(3) P/63397.USA was erroneously assigned by the employee to Marconi Access
Systems rather than Marconi Communications, Inc. The Seller will correct such
error prior to Closing.
77
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
-------------------------------------------------------------------------------------------------------------
6,609,842 Linear laser driver circuit US 09/000000
P/62014.USC Maintaining Balanced Channels US 10/195087
P/63761.USP MEDIA ACCESS CONTROL US 10/420024
1,331,478 Metallic current limiter Canada 600812
5,050,210 Metallic current limiter US 07/504049
P/63400.USA Method and system for US 09/703069
remotely maintaining and
provisioning equipment over
a wide area network
4,876,630 Mid-plane board and assembly US 07/250974
therefor
P/63756.USP Non-metallic optical network US 10/283527
unit with EMI suppression
6,460,182 Optical communication system US 09/309717
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
P/61846.USC Optical communication system US 09/879395
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
P/61846.USC1 Optical communication system US 09/932867
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
P/61846.USC1P Optical communication system US 09/633320
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
6,396,673 Reduced-loss, high-frequency US 09/415362
signal transmission system
utilizing an over-voltage
and over-current protection
device
P/62113.CAP Reduced-loss, high-frequency Canada 2319989
signal transmission system
utilizing an over-voltage
and over-current protection
device
5,515,433 Resistance forward telephone US 08/298146
line feed circuit
P/63398.USA Scalable time slot US 09/662475
78
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
-------------------------------------------------------------------------------------------------------------
interchanger (TSI)
5,067,810 Shared laser tandem optical US 07/541577
time domain reflectometer
P/63754.USP Single Fiber Optical Network US 10/199566
1,299,790 System for transmitting low Canada 590153
frequency tones through a
digital loop carrier system
4,903,292 System for transmitting low US 07/265718
frequency tones through a
digital loop carrier system
6,366,464 Card cage for circuit cards US 09/375312
in an optical network unit
6,608,900 Load management for an US 09/164495
electrical device
6,625,849 Cable strain relief US 09/703115
6,535,308 Converting Electrical Signals US 09/249733
6,442,035 Card cage with Integral card US 09/703114
guides
6,151,226 Four quadrant power US 09/305637
conversion topology
6,288,883 Power input protection US 09/130734
circuit
6,169,389 Pumped capacitive storage US 09/286055
system
6,385,030 Reduced signal loss surge US 09/388630
protection circuit
P/62018.CAP Reduced signal loss surge Canada 2316550
protection circuit
6,256,205 Fastenerless card cage for US 09/474640
circuit cards
6,362,908 Multi-service adaptable US 09/203409
optical network unit
P/61846.EPP Optical communication system EP 2000961315.9
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
P/61846.EPP1 Optical communication system EP 2001963829.5
for transmitting RF signals
downstream and bidirectional
telephony signals which also
include RF control signals
upstream
P/61873.MXP Attenuator for fiber optic Mexico 997141
cables
P/62014.EPP Maintaining Balanced Channels EP 2000930823
79
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
-------------------------------------------------------------------------------------------------------------
P/63400.EPP Method and system for EP 0000000000.3
remotely maintaining and
provisioning equipment over
a wide area network
P/63407.EPP Bidirectional optical EP 2001128041.9
communications using on-off
keying to generate a hybrid
form of manchester serial
encoding for one of either
upstream or downstream
transmission
P/63410.EPP Bidirectional optical EP 2001128040.1
communications having quick
data recovery without first
establishing timing and
phase lock
Group B Patents:
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
-----------------------------------------------------------------------------------------------------------
6,366,712 Apparatus and method for US 09/540956
combining two separate RF
signals on a single optical
fiber with monitoring and
alarm capabilities
P/63402.USA(4) Copper based interface US 09/684756
system and regulated power
source
P/63403.USA Copper based interface US 09/684755
system initialization and
monitoring methods
6,353,609 Digital packet network for US 09/100392
the local access loop
P/61848.CAP Digital packet network for Canada 2334927
the local access loop
P/61848.USC Digital packet network for US 09/992649
the local access loop
P/63484.CAP Extracting Frequency Bands Canada 2384190
P/63394.CAP Fiber to the home (FTTH) Canada 2373323
multimedia access system
P/63394.USA Fiber to the home (FTTH) US 09/537022
multimedia access system
P/63394.USP Fiber to the home (FTTH) US 09/794869
multimedia access system
6,246,510 Light amplification US 09/300880
---------------------------
(4) P/63402.USA was erroneously assigned by the employee to Marconi Access
Systems rather than Marconi Communications, Inc. The Seller will correct such
error prior to Closing.
80
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
-----------------------------------------------------------------------------------------------------------
apparatus with automatic
monitoring and controls
6,496,639 Method and apparatus for US 09/249055
upgrading an optical fiber
communications system
P/61845.CAP Method and apparatus for Canada 2362746
upgrading an optical fiber
communications system
P/63347.USA Wavelength division US 09/876439
multiplexed (WDM) ring
passive optical network
(PON) with route protection
for replacement of splitter
based passive optical
networks
6,278,829 Optical fiber routing and US 09/305579
support apparatus
6,195,494 Cable control apparatus for US 09/411024
limiting the movement of
optical fibers
P/61845.EPP Method and apparatus for EP 2000913391.9
upgrading an optical fiber
communications system
P/61848.BRP Digital packet network for Brazil 9911360
the local access loop
P/61848.EPP Digital packet network for EP 99928842.6
the local access loop
P/61848.MXP Digital packet network for Mexico 12545
the local access loop
P/61875.DEP Light amplification Germany 957238.9
apparatus with automatic
monitoring and controls
P/61875.FRP Light amplification France 957238.9
apparatus with automatic
monitoring and controls
P/61875.GBP Light amplification UK 957238.9
apparatus with automatic
monitoring and controls
P/61875.ITP Light amplification Italy 957238.9
apparatus with automatic
monitoring and controls
P/61875.NLP Light amplification Netherlands 957238.9
apparatus with automatic
monitoring and controls
P/61875.SEP Light amplification Spain 957238.9
apparatus with automatic
monitoring and controls
81
PATENT NUMBER OR CASE REFERENCE PATENT DESCRIPTION JURISDICTION APPLICATION NUMBER
-----------------------------------------------------------------------------------------------------------
P/63347.EPP Wavelength division EP 2002253954.8
multiplexed (WDM) ring
passive optical network
(PON) with route protection
for replacement of splitter
based passive optical
networks
P/63394.EPP Fiber to the home (FTTH) EP 2001914793.3
multimedia access system
P/63484.EPP Extracting Frequency Bands EP 2000971041.9
Transferred Trademarks
TYPE
OF APPLICATION FILING REGISTRATION REGISTRATION XXXXX-
XXXX XXXX STATUS NUMBER DATE NUMBER DATE CLASS OWNER NOTES DICTION
------------------------------------------------------------------------------------------------------------------------------------
DISC*S Trademark US 73/768696 12/12/1988 1591750 4/17/1990 9 Marconi Renewal US
Registered Communications, due
Inc. 4/17/2010
DEEP FIBER Service US 75/340339 8/13/1997 2516009 12/11/2001 42 Marconi Use US
SOLUTIONS Xxxx Registered Communications, Affidavit
Inc. due
12/11/2007
Renewal
due
12/11/2011
ADVANCED Service US 75/421760 1/22/1988 2508333 11/20/2001 37,41,42 Marconi Use US
COPPER Xxxx Registered Communications, Affidavit
SOLUTIONS Inc. due
11/20/2007
Renewal
due
11/20/2011
INTEGRATED Trademark US 75/083350 4/3/1996 2115249 11/25/1997 38 Marconi S. 8 & 15 US
ACCESS Registered Communications Affidavits
SOLUTIONS Inc. filed
11/25/2003
Certain of the trademarks and service marks set forth in this Schedule 4.13(a)
are used and registered by certain Affiliates of the Seller in jurisdictions
other than the U.S. and Canada in connection with the business, as conducted by
the Seller's Affiliates, of designing, developing, manufacturing, marketing and
selling to telecommunications service providers voice, data and video transport
systems for copper and fiber access networks, and the provision of related
technical services, field support services, repair and replacement services and
ongoing maintenance services for such systems. The Seller and its Affiliates
retain all right, title and interest in such registrations in jurisdictions
other than the U.S. and Canada.
82
SCHEDULE 4.13(B)(I)
TRANSFERRED INTELLECTUAL PROPERTY - ADMINISTRATIVE ACTIONS
None.
83
SCHEDULE 4.13(B)(II)
TRANSFERRED INTELLECTUAL PROPERTY - EFFECTIVENESS
None.
84
SCHEDULE 4.13(c)
OWNERSHIP OF TRANSFERRED PATENTS, TRANSFERRED TRADEMARKS AND
TRANSFERRED TECHNOLOGY
The items set forth below are incorporated herein by reference.
1. The licenses to the Transferred Patents granted under the cross-license
agreements set forth at Items 1, 2 and 4 of Schedule 1.1D.
2. The licenses to the Transferred Patents granted under the agreements set
forth in the "Inter-Company Licenses of Intellectual Property" section of
Schedule 4.13(d).
3. Item 1 of Schedule 4.7(a).
85
SCHEDULE 4.13(d)
INBOUND LICENSES
Please note that the Contracts marked with an asterisk (*) are designated as
Shared Contracts (requiring the consent of the counterparty in order to assign
the Access Portion from the Seller to the Purchaser).
Material Licensed Intellectual Property.
1. License Agreement, dated January 1, 2000, by and between Marconi
Corporation plc and IBM Corp. (also listed on Schedule 1.1D) (This Contract
is a Group Contract which will not be transferred to the Purchaser at the
Closing. The Seller has not made available to the Purchaser a true and
complete copy of this Contract.)
2. License Agreement, dated January 1, 2001, by and between Marconi
Corporation plc and Lucent Technologies GRL Corp. (also listed on Schedule
1.1D) (This Contract is a Group Contract which will not be transferred to
the Purchaser at the Closing. The Seller has not made available to the
Purchaser a true and complete copy of this Contract.)
3. License Agreement, dated April 1, 2002, by and between Marconi Corporation
plc and Alcatel. (also listed on Schedule 1.1D) (This Contract is a Group
Contract which will not be transferred to the Purchaser at the Closing. The
Seller has not made available to the Purchaser a true and complete copy of
this Contract.)
4. Agreement, dated December 1, 1999, by and between Marconi plc and the
Lemelson Medical, Education and Research Foundation, Limited Partnership
(00-477-LIC). (also listed on Schedule 1.1D) (This Contract is a Group
Contract which will not be transferred to the Purchaser at the Closing. The
Seller has not made available to the Purchaser a true and complete copy of
this Contract.)
5. Patent License Agreement, effective as of January 1, 1989, Reliance
Comm/Tec Corporation and American Telephone and Telegraph Company
(89-102-LIC).
6. Sublicense Agreement, dated as of November 26, 1986, by and between
Ameritech Services, Inc. and R-TEC Systems.
7. Patent Sublicense Agreement, dated October 1, 1987, by and between Reliance
Comm/Tec Corporation and Pacific Xxxx.
8. Patent Sublicense Agreement, dated October 3, 1988, between US WEST
Business Resources, Inc. (on behalf of The Mountain States Telephone and
Telegraph Company, Northwestern Xxxx Telephone Company) and Reliance
Comm/Tec Corporation, R-TEC Systems Division.
9. Patent License Agreement, dated March 31, 2000, by and between Marconi
Corporation plc and Lucent Technologies GRL Corporation (00-183-TCL). (This
Contract will not be transferred to the Purchaser at the Closing.)
10. OEM Software License Agreement, dated January 23, 2001, by and between
AdventNet, Inc. and Marconi Communications, Inc. (00-101-SWL).
86
11. Terms and Conditions of Purchase & Use, dated April 29, 1999, by and
between Agile Software Corporation and RELTEC Communications, Inc., as
amended (99-239-LIC; 99-239-LIC-A1); Terms and Conditions of Product
Support Purchase & Use, dated April 29, 1999, by and between Agile Software
Corporation and RELTEC Communications, Inc. (99-239-LIC); Terms and
Conditions of Professional Services Purchase & Use, dated April 29, 1999,
by and between Agile Software Corporation and RELTEC Communications, Inc.
(99-239-LIC).
12. Software License Agreement, dated September 28, 1998, by and between RELTEC
Communications Inc. and Cadence Design Systems, Inc., as amended
(98-493-LIC; 98-493-LIC-A1); Software Maintenance Agreement, dated
September 28, 1998, by and between Reltec Communications Inc. and Cadence
Design Systems, Inc. (98-493-LIC-A1).
13. IONA ISV Orbix Development and Runtime License Agreement, dated May 26,
2000, by and between Marconi Communications, Inc. and IONA Technologies
Inc., as amended (99-642-SWL; 99-642-SWL-A1).
14. Customer Agreement, dated June 19, 1997, RELTEC Corporation and Mentor
Graphics Corporation, as amended (97-340-LIC; 97-340-LIC-A1); Software Flow
Term License Addendum to Customer Agreement, effective as of December 31,
1999, by and between Marconi Communications, Inc. and Mentor Graphics
Corporation.
15. Software Production License Agreement, effective as of June 30, 1998, by
and between RELTEC Corporation and Mentor Graphics, through its Microtec
division (98-516-LIC).
16. * Pricing Agreement, dated March 28, 2002, by and between Marconi
Communications, Inc. and Parametric Technology Corporation (02-0221-SWL).
17. * Customer Agreement for Licensed Products, dated August 31, 1999, between
Marconi Communications, Inc. and Parametric Technology Corporation.
18. Master License Agreement, dated March 31, 1997, by and between RELTEC
Corporation and Pure Atria Corporation (97-349-LIC).
19. Software License Agreement for Demonstration Product Development, dated
January 8, 2002, by and between Marconi Communications, Inc. and RADVision
Inc. (01-1555-SWL).
20. * Software License Agreement, dated December 24, 1998, by and between
RELTEC Communications, Inc. and Integrated Systems, Inc. (n/k/a Wind River
Systems), as amended (98-609-LIC).
21. License Agreement for Bellcore EACAT Software, dated January, 19, 1994, by
and between Reliance Comm/Tec, Transmission Systems Group and Xxxx
Communications Research, Inc. (94-106-LIC).
22. Agreement, dated April 13, 1999, by and between RELTEC Communications, Inc.
and Hitachi Semiconductor (America) Inc. (98-630-LIC).
87
23. Run-Time Library Licensing Agreement, dated March 5, 1997, by and between
RELTEC Corporation (RTEC Systems Division) and DSET Corporation
(96-278-LIC).
24. Shrink-Wrap Product License Agreement with Rational Software Corporation.
25. VAR Master Agreement, dated December 31, 1999, by and between Marconi
Communications, Inc. and Objectivity, Inc. (99-686-VAR).
26. Master License Agreement for Proprietary Software (Berkeley DB), dated
December 9, 2002, between Sleepycat Software, Inc. and Marconi
Communications, Inc.
27. Ansys, Inc. Software License Agreement, dated January 1, 1998, between
Ansys,Inc., Reltec (as licensee) and DRD Corporation (as distributor).
28. * Software License Agreement, dated as of December 23, 1998, by and between
Trillium Digital Systems, Inc. and Marconi Communications S.P.A.
29. Software License Agreement with ELANIX, Inc.
30. License Agreement with Statware, Incorporated.
31. Standard Software License Agreement with SwiftView, Inc.
32. Software Program License Agreement, dated October 16, 1997, by and between
Flomerics Incorporated and RELTEC.
33. Xilinx Annual Software License Extension Agreement, dated June 12, 2002,
between Xilinx, Inc. and Marconi Communications, Inc.
34. 2002 Term with Re-Mix Addendum to Customer Agreement No. MA4153, dated
January 30, 2003, between Marconi Communications, Inc. and Mentor Graphics
Corporation.
35. License Agreement for Nucleus Software, dated May 26, 1998, between
Accelerated Technology, Inc. and RELTEC Communications Inc.
36. Software License Agreement between Marconi Communications, Inc. and
Accelerated Technology, Inc. (03-0251-SWL).
37. Altera Program License Subscription Agreement with Altera Corporation.
38. License Agreement with Actel Corporation.
39. End-User License Agreement with Microsoft Corporation.
40. License Agreement with Lattice Semiconductor Corporation.
41. Master Software License Agreement with Viewlogic Systems, Inc.; Software
Maintenance Agreement Addendum with Viewlogic Systems, Inc. (The copies of
these agreements that are on file with the Seller are not executed or
dated.)
88
42. Software Production License Agreement, dated June 30, 2003, between Mentor
Graphics Corporation and Marconi Communications, Inc. (03-0564-SWL).
43. License Agreement, dated September 9, 2003, between Mapusoft Technologies,
LLC and Marconi Communications, Inc.
44. Software Support Service Agreement, dated January 4, 1999, between Reliance
Comm Tec and Hewlett-Packard Company.
45. OrCad License Agreement.
46. Temporary Software License Agreement for AT Software, dated July 10, 2003,
between Marconi Communications, Inc. and Mentor Graphics Corporation
(Agreement No. ML06633).
47. Express Logic, Inc. ThreadX* Evaluation Agreement, dated May 22, 2003,
between Express Logic, Inc. and Marconi Communications, Inc.
48. Express Logic, Inc. NetX* Evaluation Agreement, dated May 22, 2003, between
Express Logic, Inc. and Marconi Communications, Inc.
49. The Seller has paid a license fee to NComm, Inc. in exchange for the use of
the T1 Trunk Management Software. (The Seller and NComm, Inc. are currently
negotiating a license agreement to document this use right.)
50. The Seller licenses from third-party licensors the software tools set forth
in the attached table, entitled "Access Capitalized Software,
160-12-10-100, October 2003".
a. The Seller has not been able to locate true and complete copies of the
Contracts relating to the software tools set forth in the attached
table and has therefore not made available to the Purchaser true and
complete copies of all of such Contracts.
b. The Seller makes no representations or warranties relating to any of
the financial statement figures set forth in the attached table.
51. The Seller licenses the software tools set forth below pursuant to
shrink-wrap license agreements. (The Seller has not been able to locate
true and complete copies of Contracts relating to the software tools set
forth below and has therefore not made available to the Purchaser true and
complete copy of such Contracts.)
LICENSOR SOFTWARE TOOL
-------- -------------
Autodesk Autocad
Chronology Timing Designer
Oracle Oracle
Virtual Photonics PTDS
52. In addition to the software licenses set forth above, the Seller licenses
certain software tools from the licensors set forth below. (The Seller has
not been able to locate a true and complete copy of the Contract relating
to the software tool set forth below and has therefore not made available
to the Purchaser a true and complete copy of such Contract.)
89
LICENSOR SOFTWARE TOOL
-------- -------------
Mitel Semiconductor Inc. IMA Drivers
Inter-Company Licenses of Intellectual Property.
The Seller has not made available to the Purchaser true and complete copies of
the Contracts set forth below.
1. Patent License Agreement, dated May 19, 2003, by and among Marconi
Intellectual Property (Ringfence) Inc. and Marconi Corporation plc and
Marconi Communications, Inc. (as amended on July 1, 2003). (This Contract
will not be transferred to the Purchaser at the Closing.)
2. Patent Assignment, dated as of May 19, 2003, by and among Marconi
Communications, Inc. and Marconi Intellectual Property (Ringfence) Inc. (as
amended on June 30, 2003). (This Contract will not be transferred to the
Purchaser at the Closing.)
3. Intellectual Property License, dated May 19, 2003, between Marconi
Corporation plc and certain of its subsidiaries. (This Contract will not be
transferred to the Purchaser at the Closing.)
4. Research and Development Cost Sharing Agreement, dated April 1, 1999 (as
amended by Deeds of Variation dated March 31, 2003 and May 19, 2003). (This
Contract will not be transferred to the Purchaser at the Closing.)
90
ACCESS
CAPITALIZED SOFTWARE
160-12-10-100
OCTOBER 2003
4/1/03 TO 4/1/03 TO 4/1/03 TO
ASSET MONTH 3/31/03 10/31/03 10/31/03 10/31/03 10/31/03 RETIRE RETIRE
DESCRIPTION ADDED PAR# BALANCE TRANSFERS ADDS RETIREMENTS BALANCE NOTES MONTH
PATENTS & LICENSES:
PATENTS XXX 1,456,000.00 1,456,000.00
------------ ------------
Subtotal - Patents & Licenses 1,456,000.00 0.00 0.00 0.00 1,456,000.00
1989:
LAPD SOFTWARE 178NP 46,225.00 46,225.00
------------ ------------
Subtotal - 1991 46,225.00 0.00 0.00 0.00 46,225.00
1992:
LAN SOFTWARE (From POY) 1180P 7,516.72 7,516.72
DEBUGGER SOFTWARE (From POY) 1182P 3,994.55 3,994.55
TPU960 COMPILER (From POY) 1186P 7,498.13 7,498.13
7 LAYER STACK PROTOCOL (From POY) 1179P 105,941.25 105,941.25
-------------------------------------------------------------
Subtotal - 1992 124,950.65 0.00 0.00 0.00 124,950.65
1993:
SYBASE SOFTWARE 198DP 35,744.00 35,744.00
-------------------------------------------------------------
Subtotal - 1993 35,744.00 0.00 0.00 0.00 35,744.00
1994:
PVC LICENSE UPGRADE 177XP 3,665.36 3,665.36
PCCS LICENSE UPGRADE 176YP 9,304.13 9,304.13
SATURN DATABASE 178YP 27,603.76 27,603.76
ACTION LOGIC SYSTEM 1033P 3,246.13 3,246.13
EACAT 178WP 44,075.00 44,075.00
SYBASE 196DP 21,202.00 21,202.00
BRB-i960 Compiler License 1041P 20,140.13 20,140.13
-------------------------------------------------------------
Subtotal - 1994 129,236.51 0.00 0.00 0.00 129,236.51
1995:
DSET Tools 178WP 140,658.38 140,658.38
Integrated Sys. C++ 178WP 39,970.42 39,970.42
Integrated Sys. C++/XRAY 960 1607P 44,854.07 44,854.07
DSET DSG/ASN.C Tool kit 1705P 22,190.75 22,190.75
Integrated Systems C++/xray/i960 1705P 32,492.14 32,492.14
Integrated Systems C++Compiler 960 1607P 15,948.81 15,948.81
Schlumberger Technologies 1715P 107,250.00 107,250.00
DSET-GDMO Agent Tester (2 seats) 1608P 40,347.50 40,347.50
-------------------------------------------------------------
Subtotal - 1995 443,712.07 0.00 0.00 0.00 443,712.07
1996:
CATE PKG SW SCHLUMBERGER 1729P 12,930.00 12,930.00
MRI LICENSES 1737P 11,860.74 11,860.74
PSOS UTILITIES 1739P 3,236.01 3,236.01
DSET GDMO SW TOOL SUITE 1738P 25,519.94 25,519.94
INTEGRATED SYSTEMS SW: XRAY C++ 198FP 11,954.31 11,954.31
-------------------------------------------------------------
Subtotal - 1996 65,501.00 0.00 0.00 0.00 65,501.00
1997:
CLEARCASE USER 201+ LICENSE (60 EA) 1008B 142,230.00 142,230.00
RATIONAL ROSE C++ LICENSE (22 EA) 1008B 57,212.29 57,212.29
SODA BASE PRODUCT LICENSE (10 EA) 1008B 21,720.35 21,720.35
RATIONAL ROSE C++ LICENSE (40 EA) 1008B 103,871.00 103,871.00
STONEBRIDGE LEGATO JUKEBOX LICENSE 1117B 3,017.00 3,017.00
STONEBRIDGE LEGATO NETWORKER LIC. 1117B 5,170.92 5,170.92
SW FOR SMB-1000 (NETCOM SYSTEMS) 1121B 5,376.72 5,376.72
REQUISITE PRO VER 2.5 1119B 9,999.47 9,999.47
SW: REQUISITE PRO LICENSES 1119B 25,332.02 25,332.02
SW: FLOTHERM 1213B 16,237.50 16,237.50
SW: MICROSIM PSPICE 1226B 26,349.19 26,349.19
-------------------------------------------------------------
Subtotal - 1997 416,516.46 0.00 0.00 0.00 416,516.46
1998:
DSET PSOS 1270B 16,272.50 16,272.50
RATIONAL SODA WORD FLOATING, 95NT 1274B 43,430.79 43,430.79
APPLICATION EXTENDER (DATA FILM MGMT) 1211B 5,417.67 5,417.67
NUCLEUS PLUS EMBEDDED CONTROL O/S 1346B 40,576.09 40,576.09
PRO-E MECHANICAL DESIGN TOOL SW 1359B 189,302.40 0.00 * 189,302.40
AUTHORWARE INTERACTIVE STUDIO 4.0 1164B 3,751.72 3,751.72
XYLAN ENTERPRISE MANAGEMENT CONSOLE 1589A 26,871.80 26,871.80
HP OPENVIEW NETWORK NODE MGR 1474B 14,067.84 14,067.84
OFFICE 97 1451B 220,997.41 220,997.41
STONEBRIDGE NETWORK NODE MGR 1647B 5,141.88 5,141.88
-------------------------------------------------------------
Subtotal - 1998 565,830.10 0.00 0.00 0.00 565,830.10
JAN 1999 THRU MARCH 1999:
HP OPENVIEW NETWORK NODE MGR
ENTERPRISE 3/99 1738B 33,748.02 33,748.02
DEV PARTNER JAVA 3/99 1751B 4,968.67 4,968.67
-------------------------------------------------------------
Subtotal - 1/1/99 THRU 3/31/99 38,716.69 0.00 0.00 0.00 38,716.69
ACCESS
CAPITALIZED SOFTWARE
160-12-10-100
OCTOBER 2003
4/1/03 TO 4/1/03 TO 4/1/03 TO
ASSET MONTH 3/31/03 10/31/03 10/31/03 10/31/03 10/31/03 RETIRE RETIRE
DESCRIPTION ADDED PAR# BALANCE TRANSFERS ADDS RETIREMENTS BALANCE NOTES MONTH
------------------------------------------------------------------------------------------------------------------------------------
APR 1999 THRU MAR 2000:
SUN VISUAL WORKSHOP C++ 3.0 4/99 1803B 29,167.96 29,167.96
ELRON INTERNET MANAGER CORP LICENSE 4/99 CORP 4,502.83 4,502.83
VIEWDRAW FOR WINDOWS 6/99 1855B 1,810.20 1,810.20*
ALLEGRO PCB INTERFACE 6/99 1855B 1,414.22 1,414.22
POWER BUILDER & STORE PROCEDURES 6/99 1907B 12,990.00 12,990.00
PSD LONG-HAUL BUNDLE 8/99 1960B 86,689.84 86,689.84
DATA DISPLAY & DOC 8/99 1960B 4,398.19 4,398.19
SIMPLE TESTER VER 2.5 9/99 1982B 3,788.75 3,788.75
CLEARQUEST MS SQL SERVER DATABASE SW 10/99 110A 10,825.83 10,825.83
XXXXXXX XX XXXXXXX XX (00 XXXXXXXXXXX) 10/99 111A 21,650.00 21,650.00
CLEARQUEST MS SQL SERVER DATABASE SW 12/99 110A 3,098.53 3,098.53
1 PDT PSPICE POWER ANALYZER 12/99 106C 6,489.59 6,489.59
LABVIEW PROFESSIONAL DEV SYS FOR NT 2/00 192C 3,748.39 3,748.39
SWIFTVIEW & SWIFTSTAMP 2/00 1889B 1,623.75 1,623.75
AGILESOFT WORKPLACE 2/00 1889B 34,757.92 34,757.92
RATIONAL SUITE ANALYST & DEVELOPMENT
STUDIO 3/00 1876B 164,547.68 164,547.68
pRISM & DEV TOOLS FOR pSOS & PPC 3/00 1877B 316,523.00 316,523.00
RATIONAL SUITE CLEARQUEST LICENSES 3/00 182C 274,031.62 274,031.62
---------------------------------------------------------
Subtotal - 4/1/99 Thru 3/31/00 982,058.30 0.00 0.00 0.00 982,058.30
TRANSFERS FROM LEP 4/00:
MENTOR GRAPHICS 1997 1122G 112,696.80 112,696.80
KADAK SW 1997 1038B 4,746.39 4,746.39
PARADIGM DEBUG SW 1997 1038B 4,523.35 4,523.35
C++ TOOLSET 1997 1038B 5,642.53 5,642.53
HP OPENVIEW 1997 1038B 15,393.18 15,393.18
KADAK AMX86 VER 3.05 1998 1038B 4,400.00 4,400.00
pRISM & pSOS V2.0 FLOATING LICENSE 10/99 1959B 105,086.57 105,086.57
pRISM & pSOS V2.0 FLOATING LICENSE 12/99 1959B 5,529.15 5,529.15
ORBIX WEB V.3.2 SOFTWARE 12/99 153B 6,484.18 6,484.18
TCP/IP SW TO SUPPORT BBC SW FOR MX 2/00 194C 15,690.78 15,690.78
HP AC++LTU FOR SERVERS 3/00 1996B 2,589.35 2,589.35
---------------------------------------------------------
Subtotal - TRANSFERS FROM LEP 4/00 282,782.28 0.00 0.00 0.00 282,782.28
APR 2000 THRU MAR 2001:
HELPDESK SOFTWARE 6/00 1954B 13,800.24 13,800.24
SOLARIS 9-16 CPU SERVER LICENSE UPGRADE 6/00 147A 10,173.34 10,173.34
SIMPLE TESTER VER 3.0 SOFTWARE 6/00 151B 3,788.75 3,788.75
ORBIX NOTIFICATION PLATFORM: NT/UNIX 6/00 131C 21,650.01 21,650.01
RATIONAL DEVELOPMENT SUITE & STUDIO 6/00 176E 51,197.91 51,197.91
XXXXXXXX XXXXXXX TEST SOFTWARE 6/00 101F 3,572.25 3,572.25
STATIT E-QC SOFTWARE 7/00 142D 36,813.12 36,813.12
5 DYNAMIC E-QC LICENSES 7/00 142D 4,338.12 4,338.12
PRISM +PRO C++ FLOATING LICENSE 7/00 157D 45,979.19 45,979.19
DIAB RTA SUITE P+ V2.0 FLOATING LICENSE 7/00 157D 4,059.38 4,059.38
25-CLIENT CONNECTIONS SULSBY9-551-2022
SYNTEGRA 7/00 184D 6,257.28 6,257.28
EXCEED 6.2 LICENSES UPGRADE (212 EA) 7/00 165E 3,003.20 3,003.20*
MAESTRO SOLO 6.2 LICENSES
UPGRADE (212 EA) 7/00 165E 1,356.61 1,356.61*
ADDITIONAL AGILE LICENSES 7/00 131F 27,007.19 27,007.19
pRISM+ PRO C++ 8/00 173C 45,979.19 45,979.19
DIABLO RTA SUITE P+ V2.0 8/00 173C 4,059.38 4,059.38
3 ISI DIAB DATA COMPILER LIC 8/00 156D 15,409.93 15,409.93
SNIFFER PRO SOFTWARE W/CARD 8/00 199D 13,520.43 13,520.43
XXXX XXXXX SW LIC 8/00 147F 190,509.18 190,509.18
RSOFT OPTICAL COMPONENT MODELING SW 8/00 196F 23,815.00 23,815.00
ANSYS STRUCTURAL SW UPGRADE 8/00 141G 2,982.29 2,982.29*
JTEST FOR WINDOWS NT 8/00 167G 18,916.69 18,916.69
HYE LEVEL ADS & IS SOFTWARE 9/00 137D 5,412.50 5,412.50
DATA SOURCE MEDIA VISIO PROF. V5 SW 9/00 163B 7,550.44 7,550.44
TRILLIUM SW FOR BROADBAND ACCESS ATM 11/00 150G 46,477.15 46,477.15
CHARIOT CONSOLE 200 SW 2/01 119D 34,488.45 34,488.45
APPLICATION SCANNER V1.2 2/01 119D 5,748.08 5,748.08
PTDS EXPERT SINGLE-PROCESS CD-ROM
LICENSE 2/01 125H 32,475.00 32,475.00
PARASOFT SOLARIS 2.X CODEWIZARD FOR
SUN/SPARC 3/01 194J 27,008.38 27,008.38
---------------------------------------------------------
Subtotal - 4/1/00 Thru 3/31/01 707,348.68 0.00 0.00 0.00 707,348.68
APR 2001 THRU MAR 2002:
NETCOM SMART XDSL PERFORMANCE
ANALYSIS SW 05/2001 190C 3,784.01 3,784.01
ORACLE DATABASE ENTERPRISE
EDITION (18 EA) 05/2001 112K 3,887.26 3,887.26
PRISM+ PRO FOR C++ LICENSES (3 SEATS) 06/2001 185K 27,587.51 27,587.51
ADSL JPC CORBA ORBIX 2000
(JAVA) UPGRADE 07/2001 161K 43,498.10 43,498.10
ORACLE DB STD ED SUBSCRIBER
LICENSES (12) 07/2001 193K 519.60 519.60
AGILE iCM SUBSCRIBER LICENSES (59) 07/2001 193K 7,935.54 7,935.54
AGILE CM SUBSCRIBER LICEENSES (59) 07/2001 193K 10,955.98 10,955.98
TORNADO STANDARD WITH DIAB C/C++ AND
RTA SUITE 07/2001 105M 5,457.27 5,457.27
VxWORKS RTOS DEVELOPMENT SYSTEM 07/2001 105M 19,535.18 19,535.18
MITEL IMA DRIVER SW LICENSE FOR
FP2005 IMA DEVELOP 07/2001 119M 32,475.00 32,475.00
NCOMM's T1 TRUNK MGT SOFTWARE 07/2001 120M 43,300.00 43,300.00
ACCESS
CAPITALIZED SOFTWARE
160-12-10-100
OCTOBER 2003
4/1/03 TO
ASSET MONTH 3/31/03 10/31/03
DESCRIPTION ADDED PAR# BALANCE TRANSFERS
----------- ----- ---- ------- ---------
T1 TMS MAINTENANCE MODULE 07/2001 120M 21,650.00
SPIRENT L2 155M V2 ETHERNET LICENSE 09/2001 136M 5,358.38
BELLSOUTH NMS-MARCONI EMS INTERFACE - PINNACLE 12/2001 127K 422,546.25
-----------------------
Subtotal - 4/1/01 Thru 3/31/02 648,490.08 0.00
APR 2002 THRU MAR 2003:
ADVENTNET AGENT TOOLKIT FOR ADSL NE SIMULATION 5/2002 195M 7,306.88
JABIL BUY-BACK - FABMASTER SW FOR HP3070 OUTPUT 12/2002 JABIL-BUY BACK 16,775.78
JABIL BUY-BACK - FABMASTER SW FOR PRODUCTION 12/2002 JABIL-BUY BACK 4,879.73
-----------------------
Subtotal - 4/1/02 Thru 3/31/03 28,962.39 0.00
APR 2003 THRU MAR 2004:
DOCFRAME DEVELOPER - FRAMEMAKER 7 8/2003 177P 0.00
-----------------------
Subtotal - 4/1/03 Thru 10/31/03 0.00 0.00
-----------------------------------------------------------------------------------------------------
GRAND TOTAL 5,972,074.21 0.00
G/L BALANCE
DIFFERENCE
4/1/03 TO 4/1/03 TO
ASSET 10/31/03 10/31/03 10/31/03 RETIRE RETIRE
DESCRIPTION ADDS RETIREMENTS BALANCE NOTES MONTH
----------- --------- ------------ -------- ------ -------
T1 TMS MAINTENANCE MODULE 21,650.00
SPIRENT L2 155M V2 ETHERNET LICENSE 5,358.38
BELLSOUTH NMS-MARCONI EMS INTERFACE - PINNACLE 422,546.25
--------------------------------------
Subtotal - 4/1/01 Thru 3/31/02 0.00 0.00 648,490.08
APR 2002 THRU MAR 2003:
ADVENTNET AGENT TOOLKIT FOR ADSL NE SIMULATION 7,306.88
JABIL BUY-BACK - FABMASTER SW FOR HP3070 OUTPUT 16,775.78
JABIL BUY-BACK - FABMASTER SW FOR PRODUCTION 4,879.73
--------------------------------------
Subtotal - 4/1/02 Thru 3/31/03 0.00 0.00 28,962.39
APR 2003 THRU MAR 2004:
DOCFRAME DEVELOPER - FRAMEMAKER 7 3,382.81 3,382.81
--------------------------------------
Subtotal - 4/1/03 Thru 10/31/03 3,382.81 0.00 3,382.81
-------------------------------------------------------------------------------------------
GRAND TOTAL 3,382.81 0.00 5,975,457.02
G/L BALANCE 5,975,457.02
------------
DIFFERENCE 0.00
SCHEDULE 4.13(e)(i)
TRANSFERRED INTELLECTUAL PROPERTY - INFRINGEMENT AND CLAIMS
Infringement Claims by Third Parties against Seller.
1. In November 1997, Advanced Fibre Communications, Inc. ("AFC") filed a
lawsuit against the Seller in California state court styled Advanced Fibre
Communications, Inc. v. RELTEC Corp., No. 217899 (Superior Court of Sonoma
County, California). The lawsuit alleged trade secret misappropriation,
tortious interference with contract and other causes of action on the
theory that the Seller's digital loop carrier product (Matrix Express)
incorporated trade secrets and other confidential and proprietary materials
of AFC. This matter was settled pursuant to the Settlement Agreement, dated
January 19, 2000, between Advanced Fibre Communications, Inc. and Marconi
Communications, Inc.
2. In a letter dated May 26, 1999, Alcatel, USA ("Alcatel") claimed that the
Seller's predecessor, RELTEC Corporation ("RELTEC"), infringed nine patents
issued to Alcatel in the U.S. relating to digital loop carriers (U.S.
Patent Nos. 5,088,089; 5,161,152; 5,185,736; 5,191,456; 5,594,576;
4,799,216; 4,984,234; 5,214,651 and 5,134,614). RELTEC's analysis concluded
that none of these nine patents were infringed by RELTEC's digital loop
carrier products. This matter was settled pursuant to the License
Agreement, dated April 1, 2002, by and between Marconi Corporation plc and
Alcatel (which such agreement was entered into between Alcatel and Marconi
Corporation plc primarily in order to settle certain disputes not relating
to the Access Business).
3. In October 2001, Objectivity, Inc. ("Objectivity") filed a lawsuit against
the Seller in California federal court styled Objectivity, Inc. x. Xxxxxxx
Communications, Inc. and Xxxx South Corporation, No. C 01-20927 JF (PVT)
(United States District Court for the Northern District of California). The
lawsuit alleged that the Seller (a) infringed Objectivity's copyright in
certain software licensed to the Seller pursuant to the VAR Master
Agreement, dated December 31, 1999, by and between Marconi Communications,
Inc. and Objectivity, Inc. and (b) misappropriated certain trade secrets of
Objectivity. This matter was settled pursuant to the Settlement Agreement,
dated as of May 9, 2002, by and between Objectivity, Inc. and Marconi
Communications, Inc. (and related Stipulation and Order for Dismissal of
Action, dated May 20, 2002, between Xxxx & Xxxxxxx LLP, on behalf of
Objectivity, Inc., and Xxxxxx & Xxxxxxx, on behalf of Marconi
Communications, Inc., as approved by Judge Xxxxxx Xxxxx of United States
District Court for the Northern District of California, San Xxxx Division).
4. In April 2001, QPSX Communications Pty Ltd and related companies ("QPSX")
claimed that its US patent 5,050,166 and related foreign counterpart
patents (including Canadian patent 1309519) were applicable to ATM
Standards ITU-T 1.363.3/4 and ITU-T 1.363.5 as practiced by Seller, and
notified Seller of a patent infringement suit filed by QPSX in Germany
against Deutche Telecom A. G. and Siemens A.G. in respect patent EP 0 308
449 B1, one of the counterpart patents. That litigation is ongoing.
Subsequently the above US patent was reissued as US RE 37, 494 E. In early
December 2003, QPSX drew the attention of Seller to a further patent US
5,689,499, in which QPSX claims to have an exclusive license, in connection
with a statistical multiplexing technique which is applicable to
91
ATM.
5. In October 2002, following earlier correspondence, France Telecom provided
an analysis regarding Marconi ATM switches in relation to their US patents
5,400,336; 5,297,140; 5,600,645 and related foreign counterpart patents.
France Telecom alleged that these patents are relevant to ATM standards
ITU-T I.356, I.363.1, I.371 and ATMF Traffic Management Specification
Version 4 af-tm-0056.000 as practiced by Seller, and suggested that Seller
required a license. Seller denied infringement, and FT subsequently
concentrated just on US patent 5,400,336. In June 2003, Seller alleged that
the US'336 patent was invalid and repeated that Seller's targeted products
did not infringe said patent. In December 0000, Xxxxxx Telecom responded to
Seller's allegation of invalidity, and this response has yet to be fully
reviewed.
92
SCHEDULE 4.13(e)(ii)
TRANSFERRED INTELLECTUAL PROPERTY - PENDING CHALLENGES OR ADVERSARIAL
PROCEEDINGS
Schedule 4.13(e)(i) is incorporated herein by reference.
93
SCHEDULE 4.13(e)(iii)
TRANSFERRED INTELLECTUAL PROPERTY - INFRINGEMENT
1. The Seller is aware that there is a possibility that Sprint may have
disclosed to a competitor of the Access Business trade secrets, software
and other protected proprietary information related to the Power
Configurator software program. Additionally, there is a possibility that
such competitor of the Access Business may have used this proprietary
information to the detriment of Seller.
2. On November 10, 1999, the Seller sued Cadence Design Systems, Inc.
("Cadence") for breach of a certain software license agreement, dated
September 28, 1998. (Marconi Communications, Inc., f/k/a RELTEC
Communications, Inc. v. Cadence Design Systems, Inc., Cause No. DV99-8933
in the 000xx Xxxxxxxx Xxxxx xx Xxxxxx Xxxxxx, Xxxxx.) Cadence filed a
counterclaim alleging that the Seller breached a certain software license
agreement, dated September 28, 1998, between Cadence and the Seller by
assigning its rights, duties and obligations under the agreement without
Cadence's prior written consent. This matter was settled pursuant to the
Settlement Agreement and Release of Claims, dated September 27, 2000,
between Marconi Communications, Inc. and Cadence Design Systems, Inc. (and
Agreed Order of Dismissal with Prejudice, dated October 2, 2000, issued by
Judge Xxxxx Xxxxx of the District Court of Dallas County, Texas (116th
Judicial District).
94
SCHEDULE 4.14(a)
CONTRACTS
Those portions of the Contracts set forth in this Schedule 4.14(a) that relate
to the Other Businesses have not been made available to the Purchaser.
The Contracts set forth below and marked with an asterisk (*) are Shared
Contracts.
(i) Contracts involving annual payments in excess of $100,000.
1. *On-Line Supply Equipment Purchase & Services Agreement, dated August
25, 2000, between Marconi Communications, Inc. and Communications Test
Design, Inc. (as amended) (00-371-PUR).
2. Marconi's Standard Terms and Conditions for Graybar Electric Company
as a distributor for the Access Business.
3. Loan and Security Agreement, dated as of October 29, 2001, and as
subsequently amended, among Grande Communications Networks, Inc.,
Grande Communications, Inc., Grande Communications Holdings, Inc. (and
certain Affiliates thereof), the Lenders thereto, General Electric
Capital Corporation (as Administrative Agent) and GECC Capital Markets
Group, Inc. (as Lead Arranger). (Note that Marconi Finance, Inc. is a
Lender pursuant to this agreement.) (This Contract will not be
transferred to the Purchaser at the Closing.)
4. Manufacturing Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc. (This Contract will not be transferred to the
Purchaser at the Closing.)
5. Repair Services Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc. (This Contract will not be transferred to the
Purchaser at the Closing.)
6. U.S. Bedford Rationalization Agreement, dated August 28, 2002, between
Marconi Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi SUD SpA and Jabil Circuit, Inc. (as
amended by the First Amendment to the U.S. Bedford Rationalization
Agreement, dated October 7, 2003) (This Contract will not be
transferred to the Purchaser at the Closing.)
7. Access Transition Agreement, dated May 2, 2003, between Marconi
Communications, Inc. and Jabil Circuit, Inc. (This Contract will not
be transferred to the Purchaser at the Closing. The Seller has not
made available to the Purchaser a true and complete copy of this
Contract.)
95
8. Consignment Agreement, dated March 9, 2001, by and between Marconi
Communications, Inc. and xxXxxxx.xxx, Inc., as amended (01-106-OTH;
01-106-OTH-A1).
9. Development Agreement, dated December 13, 2000, by and between Marconi
Communications, Inc. and HCL Technologies Limited (00-286-DEV).
10. Engineering Services Agreement, signed on March 23, 2001, by and
between Marconi Communications, Inc., and HCL Technologies America
Inc.(00-579-IND).
11. Independent Contractor Agreement, dated August 6, 2001, by and between
Marconi Communications, Inc. and Click2learn Placement Services
(01-972-SVC).
12. Contract Labor Agreement, dated September 6, 2002, by and between
Marconi Communications, Inc. and Matrix Resources, as amended
(02-0943-IND; 02-0943-IND-A1).
13. * Master Agreement for Operations Systems Modifications for the
Integration of Network Elements, dated December 31, 1992, by and
between Reliance Comm/Tec Corporation and Xxxx Research, Inc. (n/k/a
Telcordia Technologies Inc.), as amended (includes various Internal
Technical Analysis Services Orders) (92-112-SVC).
14. Master Agreement for the Provision of IT and Project Services, dated
May 23, 2003, between CSC, Marconi Corporation plc and Marconi
Communications Limited (and all ancillary agreements thereto relating
to the provision of services to the Access Business including those
agreements relating to the provision of services by British
Telecommunications PLC). (This Contract is a Group Contract which will
not be transferred to the Purchaser at the Closing. The Seller has not
made available to the Purchaser a true and complete copy of this
Contract.)
15. Letter of Agreement, dated December 5, 2002, between Marconi
Communications, Inc. and SANMINA-SCI Corporation.
16. Document Services Agreement dated August 23, 1999, by and between
Marconi Communications, Inc. and Xerox Corporation, as amended
(99-554-SVC).
17. Customer Agreement, dated June 19, 1997, RELTEC Corporation and Mentor
Graphics Corporation, as amended (97-340-LIC;97-340-LIC-A1); Software
Flow Term License Addendum to Customer Agreement, effective as of
December 31, 1999, by and between Marconi Communications, Inc. and
Mentor Graphics Corporation.
18. * Software License Agreement, dated December 24, 1998, by and between
RELTEC Communications, Inc. and Integrated Systems, Inc. (n/k/a Wind
River Systems), as amended (98-609-LIC).
19. Shrink-Wrap Product License Agreement with Rational Software
Corporation.
96
20. Master License Agreement for Proprietary Software (Berkeley DB), dated
December 9, 2002, between Sleepycat Software, Inc. and Marconi
Communications, Inc.
21. Software License Agreement between Marconi Communications, Inc. and
Accelerated Technology, Inc. (and related purchase order)
(03-0251-SWL).
22. Software Production License Agreement, dated June 30, 2003, between
Mentor Graphics Corporation and Marconi Communications, Inc.
(03-0564-SWL).
23. Vehicle Management Services Cash Collateral Agreement (with Interest),
dated January 31, 2002, between X.X. Xxxxxxxx Trust, PHH Vehicle
Management Services, LLC and Marconi Communications, Inc.
(02-0068-OTH). (This Contract is a Group Contract which will not be
transferred to the Purchaser at the Closing. The Seller has not made
available to the Purchaser a true and complete copy of this Contract.)
24. The following vendors of the Access Business. These vendors sell
products and services to the Access Business pursuant to Marconi's
standard terms and conditions for vendors.
- Adtran, Inc.
- Systel Rugged Electronics
- Texatronics, Inc.
- Mid-South Industries, Inc.
25. * Agreement No. PR-6804-A, dated July 31, 1992, between BellSouth
Telecommunications, Inc. and Reliance Comm/Tec Corporation,
Transmission Systems Division (as amended) (92-116-GPS).
26. Letter of Agreement No. PR7246B-A-00005, dated December 8, 1999,
between BellSouth Telecommunications, Inc. and Marconi Communications
regarding ADSL data solution for DFITL-A (92-116-LOA-5).
27. Letter of Agreement No. R10437G-L-00003, dated August 24, 2000,
between BellSouth Telecommunications, Inc., Marconi Communications
Inc. and Communications Test Design, Inc. (regarding On-Line Supply
Program) (92-116-LOA-8).
28. Letter of Agreement No. PR7246B-A-00009, dated April 15, 2000, between
BellSouth Telecommunications, Inc. and Marconi Communications/Reltec
Corp. (regarding Universal Services Fund Deployment) (92-116-LOA-9).
29. Letter of Agreement No. PR7246B-A-00020, dated August 27, 2001,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding MarcView Data Software) (92-116-LOA-20).
97
30. Letter of Agreement Xx. XX0000X-X-00000, dated March 26, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding DISC*S ADSL Products Pricing) (92-116-LOA-21).
31. Letter of Agreement No. PR7246B-A-00022, dated April 9, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding temporary change in payment terms) (92-116-LOA-22x).
32. Letter of Agreement No. PR7246B-L-00025, dated July 18, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding Orders for Marconi DFITL Equipment) (92-116-LOA-25).
33. Letter of Agreement No. PR7246B-L-00029, dated December 18, 2002,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding Migration to Marconi's QCU602 Plug-In - HECI Code
SBC269Z) (92-116-LOA-29).
34. Letter Purchase Order No. PR7246B-L-00032, dated March 7, 2003,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding MarcView Data FP 2006 v. 4.0 and MarcView Feature
Package Software Support) (92-116-LOA-32).
35. Letter Purchase Order No. PR7246B-L-00033, dated June 10, 2003,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding MarcView Data FP 2006 v. 4.0.4 and new MarcView Data
Server and Client Applications) (92-116-LOA-33).
36. Letter Purchase Order No. PR7246B-L-00034, dated August 7, 2003,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding DISCS*S FITL with Ethernet Management Software
(FiberStar v 2.0)) (92-116-LOA-34).
37. Letter Purchase Order No. NT-2003-13, dated August 11, 2003, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding DISC*S MX ASDL video program) (03-0205-LPO).
38. * Product Purchase Agreement (Contract Number 999999-93-03), dated
August 11, 1993, by and between Marconi Communications, Inc. and
Telesector Resources Group, Inc. (as amended) (93-101-GPA).
39. Purchase and Marketing/Technical Trial Agreement (Contract No.
BA19319), dated January 11, 2002, between Telesector Resources Group,
Inc. (d/b/a Verizon Services Group) and Marconi Communications, Inc.
(as amended) (01-289-FTR; 01-289-FTR-A1).
40. * General Agreement, dated July 7, 1992, between Southwestern Xxxx
Telephone Company and Reliance Comm/Tec Corporation. (Contract No.
CO412M1) (92-114-GPS) (The Seller has not made available to the
Purchaser a true and complete copy of this agreement.).
98
41. * Consignment Agreement, dated December 20, 1991, by and between US
WEST Business Resources, Inc. and Reliance Comm/Tec. (91-111-CSN).
42. * Agreement, dated July 1, 1998, by and between Marconi
Communications, Inc. (f/k/a RELTEC Communications Inc.) and North
Supply Company (as amended) (98-132-VAR; 98-132-VAR-A1; 98-132-VAR-A2;
98-132-VAR-A3).
43. Agreement for Prime Standard Designation, dated August 13, 1998, by
and between RELTEC Communications Inc. and North Supply Company
(98-637-SPY).
44. * System Purchase Agreement, dated as of October 29, 2001, by and
between Grande Communications, Inc. and Marconi Communications, Inc.
(01-355-PUR) (as amended by the Letter Agreement, dated December 16,
2002, between Grande Communications, Inc. and Marconi Communications,
Inc.).
45. Master Purchase Agreement No. 96-117-PUR, dated January 1, 1996,
between Century Service Group, Inc. and RELTEC Corporation and the
Amendments to such Agreement (as amended) (96-117-PUR; 96-117-PUR-A1;
96-117-PUR-A2).
46. The following customers of the Access Business. These customers
purchase products and services from the Access Business pursuant to
Marconi's standard terms and conditions for customers.
- Knology, Inc.
- VALOR Telecommunications, LLC
- Futureway Communications, Inc.
- Concord Telephone and North State Telephone purchase
products through Graybar Electric Company (which is a
reseller/distributor for the Access Business).
47. Settlement Agreement, dated January 19, 2000, between Advanced Fibre
Communications, Inc. and Marconi Communications, Inc.
48. Settlement Agreement, dated as of November 2002, by and between ACT
Electronics, Inc. and Marconi Communications, Inc.
49. Settlement Agreement and Mutual Release, dated as of January 23, 2003,
by and between Telect, Inc. and Marconi Communications, Inc.
50. Settlement Agreement, dated as of May 9, 2002, by and between
Objectivity, Inc. and Marconi Communications, Inc. (and related
Stipulation and Order for Dismissal of Action, dated May 20, 2002,
between Xxxx & Xxxxxxx LLP, on behalf of Objectivity, Inc., and Xxxxxx
& Xxxxxxx LLP, on behalf of Marconi Communications, Inc., as approved
by Judge Xxxxxx Xxxxx of United States District Court for the Northern
District of California, San Xxxx Division).
99
51. Settlement Agreement and Release of Claims, dated September 27, 2000,
between Marconi Communications, Inc. and Cadence Design Systems, Inc.
(and Agreed Order of Dismissal with Prejudice, dated October 2, 2000,
issued by Judge Xxxxx Xxxxx of the District Court of Dallas County,
Texas (116th Judicial District)).
52. Stipulation, dated as of June 5, 2002, by and between Marconi
Communications, Inc. and ACT Manufacturing, Inc. (as approved by an
order of the U.S. Bankruptcy Court, District of Massachusetts, Western
Division, dated June 19, 2002).
53. Release and Settlement Agreement, dated November 13, 2002, by and
between Public Utility District No. 1 of Chelan County and Marconi
Communications, Inc.
(ii) Distribution Contracts, etc.
1. * General Distributor Agreement, dated September 1, 1998, by and
between RELTEC Communications, Inc. and ALLTEL Supply, Inc.
(98-306-DST).
2. * General Distributor Agreement, dated May 1, 1998, by and between
RELTEC Communications Inc. and Anicom, Inc. (98-307-DST).
3. * General Distributor Agreement, dated May 1, 1998, by and between
Marconi Communications, Inc. and Anixter, Inc. (98-549-DST).
4. * On-Line Supply Equipment Purchase & Services Agreement, dated August
25, 2000, between Marconi Communications, Inc. and Communications Test
Design, Inc. (as amended) (00-371-PUR).
5. * General Distributor Agreement, dated May 1, 1998, by and between
RELTEC Communications Inc. and CSSA (as amended) (98-311-DST).
6. * General Distributor Agreement, dated May 1, 1998, by and between
RELTEC Communications Inc. and Dakota Electric Supply Co. (as amended)
(98-312-DST).
7. * General Distributor Agreement, dated May 1, 1998, between RELTEC
Communications Inc. and Power & Telephone Supply Company, Inc. (as
amended) (98-319-DST).
8. * General Distributor Agreement, dated May 1, 1998, by and between
RELTEC Communications Inc. and Xxxxxx & Associates, Inc. (as amended).
9. * Graybar Electronic Company (sales through standard terms and
conditions).
10. * Agreement, dated July 1, 1998, by and between RELTEC Communications,
Inc. and North Supply Company (as amended).
100
(iii) Contracts relating to Debts or Liens.
Set forth below are Contracts pursuant to which the Seller or one of its
Affiliates is the lender:
1. Loan and Security Agreement, dated as of October 29, 2001, and as
subsequently amended, among Grande Communications Networks, Inc.,
Grande Communications, Inc., Grande Communications Holdings, Inc. (and
certain Affiliates thereof), the Lenders thereto, General Electric
Capital Corporation (as Administrative Agent) and GECC Capital Markets
Group, Inc. (as Lead Arranger). (Note that Marconi Finance, Inc. is a
Lender pursuant to this agreement.) (This Contract will not be
transferred to the Purchaser at the Closing.)
2. Agreements relating to the assignment by Marconi Finance, Inc. to
Comerica Bank-California of $10,000,000 of the Facility A Commitment
under the Grande Credit Facility. (These Contracts will not be
transferred to the Purchaser at the Closing.)
(a) Standard Terms and Conditions for Par/Near Par Trade
Confirmations, dated December 27, 2002, between Marconi Finance,
Inc. and Comerica Bank-California.
(b) Assignment Agreement, dated as of December 27, 2002, by and
between Marconi Finance, Inc. and Comerica Bank-California (and
acknowledged and consented to by General Electric Capital
Corporation).
3. Items 5, 6 and 7 of Schedule 4.14(a)(vii) are incorporated herein by
reference.
Set forth below are Contracts pursuant to which (a) the Seller or one of
its Affiliates is a borrower or guarantor and/or (b) Liens are granted on
the Assets. (The Seller has not made available to the Purchaser true and
complete copies of the Contracts set forth in Items 1, 2 and 7 below.)
1. The Assets are subject to a global security interest (the "Global
Security Interest") relating to the Indentures.
a. The Global Security Interest was created under certain security
agreements, including (i) the Security Agreement, dated as of May
19, 2003, between Marconi Communications, Inc. (as pledgor) and
The Law Debenture Trust Corporation p.l.c. (as secured party),
and (ii) the Security Agreement, dated as of May 19, 2003,
between Marconi Intellectual Property (Ringfence) Inc. (as
pledgor) and The Law Debenture Trust Corporation p.l.c. (as
secured party).
b. The Global Security Interest is evidenced by the UCC financing
statements set forth below:
i. File No. 3127555-4, filed on May 19, 2003 with the Delaware
Department of State, UCC Filing Section (debtor is Marconi
101
Communications, Inc.; secured party is The Law Debenture
Trust Corporation p.l.c.).
ii. File No. 3127516-6, filed on May 19, 2003 with the Delaware
Department of State, UCC Filing Section (debtor is Marconi
Intellectual Property (Ringfence, Inc.); secured party is
The Law Debenture Trust Corporation p.l.c.).
2. The Indentures (and all loan notes, guarantees, security agreements
and other agreements relating thereto).
3. Manufacturing Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc. (This Contract will not be transferred to the
Purchaser at the Closing)
Pursuant to Section 43 of this agreement, Marconi Communications
Limited unconditionally and irrevocably guarantees to Jabil
Circuit, Inc. the due and punctual performance and observance by
Marconi Communications, Inc. of all of its obligations,
commitments and undertakings under or pursuant to the agreement
and agrees to indemnify Jabil Circuit, Inc. in respect of any
breach by Marconi Communications, Inc. of any of its obligations,
commitments and undertakings under or pursuant to the agreement.
4. Repair Services Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc. (This Contract will not be transferred to the
Purchaser at the Closing).
Pursuant to Section 47 of this agreement, Marconi Communications
Limited unconditionally and irrevocably guarantees to Jabil
Circuit, Inc. the due and punctual performance and observance by
Marconi Communications, Inc. of all of its obligations,
commitments and undertakings under or pursuant to the agreement
and agrees to indemnify Jabil Circuit, Inc. in respect of any
breach by Marconi Communications, Inc. of any of its obligations,
commitments and undertakings under or pursuant to the agreement.
5. U.S. Bedford Rationalization Agreement, dated August 28, 2002, between
Marconi Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi SUD SpA and Jabil Circuit, Inc. (as
amended by the First Amendment to the U.S. Bedford Rationalization
Agreement, dated October 7, 2003) (This Contract will not be
transferred to the Purchaser at the Closing).
Irrevocable Standby Letters of Credit Number MRGI 4659961 and
Number MGRI 4659978 issued by Barclays Bank plc on May 13, 2002
on
102
behalf of the Marconi Communications, Inc. in favor of Jabil
Circuit, Inc. (The Seller has not made available to the Purchaser
true and complete copies of these Contracts).
6. Citicorp Del-Lease, dated September 27, 2000, by and between Citicorp
Del Lease, Inc. and Marconi Communications, Inc.
7. Participation Agreement and Irrevocable Guaranty, dated December 17,
1999, by and between Marconi Communications, Inc. and AT&T Corp. (and
consented to by K-II Telecommunications Partners, Inc.). (This
Contract is a Group Contract which will not be transferred to the
Purchaser at the Closing. The Seller has not made available to the
Purchaser a true and complete copy of this Contract.)
(iv) Vendor Contracts involving commitments of more than $100,000 on an annual
basis.
1. Manufacturing Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc. (This Contract will not be transferred to the
Purchaser at the Closing.)
2. Repair Services Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc. (This Contract will not be transferred to the
Purchaser at the Closing.)
3. U.S. Bedford Rationalization Agreement, dated August 28, 2002, between
Marconi Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi SUD SpA and Jabil Circuit, Inc. (as
amended by the First Amendment to the U.S. Bedford Rationalization
Agreement, dated October 7, 2003) (This Contract will not be
transferred to the Purchaser at the Closing.)
4. Access Transition Agreement, dated May 2, 2003, between Marconi
Communications, Inc. and Jabil Circuit, Inc. (This Contract will not
be transferred to the Purchaser at the Closing. The Seller has not
made available to the Purchaser a true and complete copy of this
Contract.)
5. Consignment Agreement, dated March 9, 2001, by and between Marconi
Communications, Inc. and xxXxxxx.xxx, Inc., as amended (01-106-OTH;
01-106-OTH-A1).
6. Development Agreement, dated December 13, 2000, by and between Marconi
Communications, Inc. and HCL Technologies Limited (00-286-DEV).
7. Engineering Services Agreement, signed on March 23, 2001, by and
between Marconi Communications, Inc., and HCL Technologies America
Inc.(00-579-IND).
103
8. Independent Contractor Agreement, dated August 6, 2001, by and between
Marconi Communications, Inc. and Click2learn Placement Services
(01-972-SVC).
9. Contract Labor Agreement, dated September 6, 2002, by and between
Marconi Communications, Inc. and Matrix Resources, as amended
(02-0943-IND; 02-0943-IND-A1).
10. * Master Agreement for Operations Systems Modifications for the
Integration of Network Elements, dated December 31, 1992, by and
between Reliance Comm/Tec Corporation and Xxxx Research, Inc. (n/k/a
Telcordia Technologies Inc.), as amended (includes various Internal
Technical Analysis Services Orders) (92-112-SVC).
11. Letter of Agreement, dated December 5, 2002, between Marconi
Communications, Inc. and SANMINA-SCI Corporation.
12. Purchase Order, dated September 13, 2002, between Marconi
Communications, Inc. and Xspedius Management Co., LLC.
13. Services Agreement, dated November 10, 2000, between Oracle
Corporation and Marconi Communications, Inc. (as amended)
(00-524-CON).
14. Master Consulting Services Agreement, dated March 15, 2000, between
Marconi Communications, Inc. and Viewlogic Systems, Inc.
15. Consulting Agreement for Engineering Services, dated December 19,
2000, by and between Marconi Communications, Inc. and ProE Solid
Design Co. (00-672-CON).
16. The following entities are significant vendors of the Access Business.
These vendors sell products and services to the Access Business
pursuant to Marconi's standard terms and conditions for vendors.
- Adtran, Inc.
- Systel Rugged Electronics
- Texatronics, Inc.
- Mid-South Industries, Inc.
17. Master Agreement for the Provision of IT and Project Services, dated
May 23, 2003, between CSC, Marconi Corporation plc and Marconi
Communications Limited (and all ancillary agreements thereto relating
to the provision of services to the Access Business including those
agreements relating to the provision of services by British
Telecommunications PLC ) (This Contract is a Group Contract which will
not be transferred to the Purchaser at the Closing. The Seller has not
made available to the Purchaser a true and complete copy of this
Contract.)
104
18. * Contract Labor Agreement, dated September 30, 2002, by and between
Marconi Communications, Inc. and Comforce Telecom, Inc.
19. Generic Requirements Participation Agreement (Contract No. Insert No.
3IATMA), dated October 9, 2003, between Marconi Communications, Inc.
and Telcordia Technologies, Inc.
(v) Non-Competition Covenants and Other Restrictive Covenants.
1. Manufacturing Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc.
The Seller and certain of its Affiliates are obligated to fulfill
certain exclusivity obligations set forth in Section 3.2 of this
agreement.
2. Repair Services Agreement, dated June 13, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi
Communications, Inc., Marconi Communications GmbH, Marconi SUD SpA and
Jabil Circuit, Inc.
The Seller and certain of its Affiliates are obligated to fulfill
certain exclusivity obligations set forth in Section 3 of this
agreement.
(vi) Material Contracts with any Affiliate of the Seller.
The Seller has not made available to the Purchaser true and complete copies
of the Contracts set forth in this Schedule 4.14(a)(vi).
1. Patent License Agreement, dated May 19, 2003, by and among Marconi
Intellectual Property (Ringfence) Inc. and Marconi Corporation plc and
Marconi Communications, Inc. (as amended on July 1, 2003).
2. Patent Assignment, dated as of May 19, 2003, by and among Marconi
Communications, Inc. and Marconi Intellectual Property (Ringfence)
Inc. (as amended on June 30, 2003).
3. Intellectual Property License, dated as of May 19, 2003, between
Marconi Corporation plc and certain of its subsidiaries.
4. Research and Development Cost Sharing Agreement, dated April 1, 1999
(as amended by Deeds of Variation dated March 31, 2003 and May 19,
2003).
5. Relationship Agreement, dated May 16, 2003, by and between Marconi
Corporation plc and Marconi Communications, Inc. (as amended and
supplemented).
6. Intercompany Terms and Conditions among Marconi Communications, Inc.
and certain of its Affiliates (relating to the sale of equipment,
software, services and support services), dated May 16, 2003.
105
(vii) Contracts with Officers, Directors or Employees of the Seller or any of
its Affiliates.
1. The agreements set forth in the "Special Severance Agreements" section
of Schedule 4.17 are incorporated herein by reference.
2. The agreements set forth in the "Change of Control Agreements" section
of Schedule 4.17 are incorporated herein by reference.
3. The agreements set forth in the "Additional Change of Control
Agreements" section of Schedule 4.17 are incorporated herein by
reference.
4. The agreements relating to Item 3 of the "Employee Incentive Plans"
heading of Schedule 4.17 are incorporated herein by reference.
5. Payroll Deduction Note, dated March 18, 2003, between Massimo Galliano
and Marconi Communications, Inc.
6. Payroll Deduction Note, dated April 14, 2003, between Xxxx X. Xxxxx
and Marconi Communications, Inc.
7. Payroll Deduction Note, dated April 14, 2003, between Mulwa K. Mangeli
and Marconi Communications, Inc.
(viii) Contracts pursuant to which Seller is a lessor or sublessor of any
Assets or any portion of Bedford Facility.
None.
(ix) Licenses relating to Transferred Intellectual Property or Transferred
Technology.
1. The license agreements set forth in Items 1, 2 and 4 at Schedule 1.1D
are incorporated herein by reference.
2. The license agreements set forth under the heading "Inter-Company
Licenses of Intellectual Property" on Schedule 4.13(d) are
incorporated herein by reference.
3. License Agreement, dated August 6, 2003, by and between Marconi
Communications, Inc. and BellSouth Corporation.
4. License and Purchase Agreement, dated as of March 18, 1998, by and
between RELTEC Communications Inc. and RAYCHEM Corporation
(98-174-LIC).
5. Agreement, dated August 24, 1993, by and between Reliance Comm/Tec
Corporation and Tollgrade Communications, Inc. (as amended)
(93-133-TCL; 93-133-TCL-A1).
106
6. License and Purchase Agreement, dated as of March 23, 1998, by and
between RELTEC Communications Inc. and Xxxxxxx Industries, Ltd.
(98-175-LIC).
7. Customer Contracts, vendor Contracts and other Contracts pursuant to
which the Seller licenses Transferred Intellectual Property to the
counter-parties to such Contracts in order to enable such
counter-parties to perform under such Contracts.
(x) Confidentiality Agreements.
1. Reciprocal Non-Disclosure Agreement, dated July 17, 2001, between
Marconi Communications, Inc. and ADTRAN, Inc.
2. Reciprocal Non-Disclosure Agreement, dated August 24, 2001, between
Marconi Communications, Inc. and Alcatel Microelectronics N.V.
3. Mutual Confidentiality Agreement, dated February 6, 2001, between
Marconi Communications, Inc. and Blonder Tongue Laboratories, Inc.
4. Mutual Confidentiality Agreement, dated May 31, 2001, between Marconi
Communications, Inc. and Broadcom Corporation (as amended).
5. Non-Mutual Confidentiality Agreement, dated September 25, 2000,
between Marconi Communications, Inc. and Celestica.
6. Mutual Confidentiality Agreement, dated as of October 31, 1997, by and
between RELTEC Corporation and Xxxxxxx Industries, Limited.
7. Mutual Confidentiality Agreement, dated as of March 20, 1998, by and
between RELTEC Communications Inc. and Xxxxxxx Industries, Ltd.
8. Reciprocal Non-Disclosure Agreement between Marconi Communications,
Inc. and Communications Test Design, Inc. (not dated).
9. Confidentiality Agreement, dated as of June 3, 1996, between RELTEC
Corporation and Communications Test Design, Inc.
10. Mutual Confidentiality Agreement, dated October 23, 2001, between
Marconi Communications, Inc. and Corning Cable Systems LLC (as
amended).
11. Confidential Disclosure Agreement, dated as of July 5, 2000, by and
between Marconi Communications, Inc. and Corning Incorporated.
12. Mutual Confidentiality Agreement, dated as of August 24, 1998, by and
between RELTEC Communications Inc. and ECI Telecom Ltd.
13. Mutual Non-Disclosure Agreement, dated March 14, 1997, between
Ericsson Inc. and RELTEC Corporation.
14. Mutual Confidentiality Agreement, dated July 20, 2000, between Marconi
Communications, Inc. and Fiberwave.
107
15. Mutual Nondisclosure Agreement by and between Fujitsu Network
Communications, Inc. and Marconi Communications, Inc. (not dated).
16. Mutual Confidentiality Agreement, dated October 31, 1996, by and
between RELTEC Corporation and Harmonic Lightwaves.
17. Reciprocal Non-Disclosure Agreement, dated October 31, 2001, between
Marconi Communications, Inc. and Hitachi Semiconductor (America) Inc.
18. Reciprocal Non-Disclosure Agreement, dated December 18, 2001, between
Marconi Communications, Inc. and Iamba Technologies, Inc.
19. Mutual Confidentiality Agreement, dated August 16, 2000, between
Marconi Communications, Inc. and iPool Corporation.
20. Mutual Confidentiality Agreement, dated August 28, 2000, between
Marconi Communications, Inc. and JDS Uniphase Corporation.
21. Reciprocal Non-Disclosure Agreement, dated October 12, 2001, between
Marconi Communications, Inc. and Lucent Technologies Inc.
22. Non-Disclosure Agreement, dated October 2, 2000, by and between
Marconi Communications, Inc. and Lucent Technologies Inc.
23. Mutual Confidentiality Agreement, dated March 29, 2001, between
Marconi Communications, Inc. and NEC Corporation (Networks - Japan).
24. Mutual Confidentiality Agreement, dated February 19, 2001, between
Marconi Communications, Inc. and NEC Electronics, Inc.
25. Mutual Confidentiality Agreement between Marconi Communications, Inc.
and Nippon Telegraph and Telephone Corporation (not dated).
26. Reciprocal Non-Disclosure Agreement, dated February 19, 2002, between
Marconi Communications, Inc. and Nortel Networks, Inc.
27. Reciprocal Non-Disclosure Agreement, dated June 28, 2002, between
Marconi Communications, Inc. and Paradyne Corporation.
28. Non-Mutual Confidentiality Agreement between Marconi Communications,
Inc. and Paradyne (not dated).
29. Reciprocal Non-Disclosure Agreement, dated July 30, 2001, between
Marconi Communications, Inc. and Pirelli Communications Cables and
Systems USA, LLC.
30. Non-Mutual Confidentiality Agreement between Marconi Communications,
Inc. and Precision Communication Services, Inc. (not dated).
31. Non-Mutual Confidentiality Agreement between Marconi Communications,
Inc. and Restor Telecom, Inc. (not dated).
108
32. Mutual Confidentiality Agreement between Marconi Communications, Inc.
and Scientific-Atlanta Inc. (not dated).
33. Mutual Confidentiality Agreement, dated April 27, 2001, between
Marconi Communications, Inc. and Siemens Ltd., I&C Access Division.
34. Mutual Confidentiality Agreement, dated February 26, 2001, between
Marconi Communications, Inc. and Telect, Inc.
35. Reciprocal Non-Disclosure Agreement, dated April 23, 2002, between
Marconi Communications, Inc. and Zhone Technologies Ltd.
36. Mutual Non-Disclosure Agreement, dated October 29, 2003, between
Motorola, Inc. and Marconi Communications, Inc. (The Seller has not
made available to the Purchaser a true and complete copy of this
agreement.)
(xi) Sales Orders.
The attached table (entitled "Access Customer Sales Orders -
12/22/03") is incorporated herein by reference.
(xii) Non-Ordinary Course Contracts providing for sale of Assets or Granting
Exclusive Rights to use Assets.
None.
(xiii) Contracts with Governmental Authorities.
1. Release and Settlement Agreement, dated November 13, 2002, by and
between Public Utility District No. 1 of Chelan County and
Marconi Communications, Inc.
2. Field Trial Agreement for Equipment, dated July 31, 2001, by and
between Marconi Communications, Inc. and Public Utility District
No. 1 of Chelan County (01-1005-FTR).
3. Field Trial Agreement for Equipment, dated June 12, 2001, by and
between Marconi Communications, Inc. and City of Palo Alto
(01-399-FTR).
4. *Standard General Conditions, dated February 2, 2000, between
Marconi Communications, Inc. and City of Sturgis (99-307-SVC).
5. *Letter of Purchase (and RELTEC Terms and Conditions of Sale),
dated June 3, 1998, between RELTEC Communications, Inc. and The
City of Gainesville (d/b/a Gainesville Regional Utilities)
(98-340-T&C).
(xiv) Group Contracts.
The Seller has not made available to the Purchaser true and complete
copies of the Group Contracts except for the Contracts listed in
Schedule 1.1I.
109
1. License Agreement, dated January 1, 2000, by and between Marconi
Corporation plc and IBM Corp. (also listed at Schedule 1.1D).
2. License Agreement, dated January 1, 2001, by and between Marconi
Corporation plc and Lucent Technologies GRL Corp. (also listed at
Schedule 1.1D).
3. License Agreement, dated April 1, 2002, by and between Marconi
Corporation plc and Alcatel (also listed at Schedule 1.1D).
4. Agreement, dated December 1, 1999, by and between Marconi plc and the
Lemelson Medical, Education and Research Foundation, Limited
Partnership (also listed at Schedule 1.1D).
5. Telecommunications Services.
(a) Agreement of General Partnership and Indemnity of K-II
Telecommunications Partners, Inc., dated as of April 18, 1991,
and as amended February 1, 1997 and April 1, 1999, by and among
each of the parties listed on Schedule I thereto. (This agreement
has been or will be assigned to British Telecommunications PLC in
connection with the CSC Outsourcing Arrangement.)
(b) Agreement to Enter Partnership, dated as of November 3, 1999, by
and between K-II Telecommunications Partners, Inc. and Marconi
Communications, Inc. (This agreement has been or will be assigned
to British Telecommunications PLC in connection with the CSC
Outsourcing Arrangement.)
(c) Participation Agreement and Irrevocable Guaranty, dated December
17, 1999, by and between Marconi Communications, Inc. and AT&T
Corp. (and consented to by K-II Telecommunications Partners,
Inc.) (99-101-OTH). (This agreement has been or will be assigned
to British Telecommunications PLC in connection with the CSC
Outsourcing Arrangement.)
6. Master Agreement, dated March 31, 2002, between Xxxx & Bradstreet and
Marconi Communications, Inc. (02-0895-T&C).
7. Master Lease Agreement No. 12070 between XXX Xxxxxxxxxxx and Xxxxxxx
Communications, Inc. (executed in 2000) (as amended) (00-010-LSE).
(This agreement has been or will be assigned to British
Telecommunications PLC in connection with the CSC Outsourcing
Arrangement.)
8. Software License Agreement, dated March 21, 2000, between XXX
Xxxxxxxxxxx and Marconi Communications, Inc. (00-010-SWL). (This
agreement has been or will be assigned to British Telecommunications
PLC in connection with the CSC Outsourcing Arrangement.)
9. Master Lease Agreement, dated March 6, 1996, between Hewlett-Packard
Corporation and Marconi Communications, Inc. (96-281-LSE).
110
10. Agreement with InfoWorld Enterprise Solutions (98-555-T&C).
11. Master Purchase Agreement, dated December 12, 2000, between NEC
Business Network Solutions, Inc. and Marconi Communications, Inc.
(00-519-PUR). (This agreement has been or will be assigned to British
Telecommunications PLC in connection with the CSC Outsourcing
Arrangement.)
12. Maintenance Service Agreement, dated November 3, 2000, between NEC
Business Network Solutions, Inc. and Marconi Communications, Inc.
(00-519-MNT). (This agreement has been or will be assigned to British
Telecommunications PLC in connection with the CSC Outsourcing
Arrangement.)
13. Vehicle Management Services Cash Collateral Agreement (with Interest),
dated January 31, 2002, between X.X. Xxxxxxxx Trust, PHH Vehicle
Management Services, LLC and Marconi Communications, Inc.
(02-0068-OTH).
14. Teleconferencing Services Agreement, dated February 20, 2002, between
SBC Global Services, Inc. and Marconi Communications, Inc.
(02-0011-SVC).
15. Software License Agreement, dated June 30, 1999, between Software
Experts and Marconi Communications, Inc. (99-695-SWL).
16. Property Tax Compliance and Consulting Agreement by and between
Advantax Management Corporation and Marconi Communications, Inc.
17. Master Agreement for the Provision of IT and Project Services, dated
May 23, 2003, between CSC, Marconi Corporation plc and Marconi
Communications Limited (and all ancillary agreements thereto relating
to the provision of services to the Access Business including those
agreements relating to the provision of services by British
Telecommunications PLC ).
18. All of the Contracts set forth on Schedule 1.1I are incorporated
herein by reference.
19. SAP America, Inc. R/3 Software End-User Value License Agreement, dated
March 31, 1997, by and between SAP America, Inc. and RELTEC
Corporation (and related Appendices).
(xv) Contracts for Joint Ventures, Partnerships or Similar Arrangements.
None.
(xvi) Other Material Written Agreements.
1. *Letter of Agreement No. PR-7246B-A-00006, CEV, dated March 13, 2000,
between BellSouth Telecommunications, Inc. and Marconi Communications
Inc. (regarding CEV Turnkey Services) (92-116-LOA-6).
111
2. Letter of Agreement Xx. XX0000X-X-00000, dated November 15, 2000,
between BellSouth Telecommunications, Inc. and Marconi Communications
Inc. (as amended) (regarding LVD Panel Scrub) (92-116-LOA-11;
92-116-LOA-11-1).
3. Letter of Agreement No. PR7246B-A-00018, dated November 12, 2001,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding Non Secure File Transfer Protocol) (92-116-LOA-18).
4. Letter of Agreement No. PR7246B-A-00023, dated June 17, 2002, between
BellSouth Telecommunications, Inc. and Marconi Communications, Inc.
(regarding temporary change in the payment terms) (92-116-LOA-23).
5. Letter of Agreement No. PR7246B-A-00027, dated September 20, 2002,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding FiberStar EMS Upgrade) (92-116-LOA-27).
6. Letter of Agreement No. PR7246B-L-00028, dated December 11, 2002,
between BellSouth Telecommunications, Inc. and Marconi Communications,
Inc. (regarding Third Party Multiplexer Repair Responsibility)
(92-116-LOA-28).
7. License Agreement, dated August 6, 2003, by and between Marconi
Communications, Inc. and BellSouth Corporation (92-116-LOA-XX).
8. DISC*S Product Purchase Agreement, dated May 6, 1998, between Marconi
Communications, Inc. (f/k/a RELTEC Communications Inc.) and Telesector
Resources Group, Inc. (Agreement Number C981300PC002) (as amended)
(98-137-PUR; 98-137-PUR-A1; 98-137-PUR-A2; 98-137-PUR-A3;
98-137-PUR-A4).
9. *Lab Test Agreement, dated March 27, 2000, between Telesector
Resources Group (d/b/a Xxxx Atlantic Network Services) and Marconi
Communications, Inc. (00-128-OTH).
10. Agreement, dated December 30, 1996, between Telesector Resources
Group, Inc. (d/b/a Xxxx Atlantic Network Services) and RELTEC
Communications, Inc. (as amended) (Contract No. BA17824) (96-262-SUP).
11. Agreement for the Purchase of Plug-In Units, dated as of July 1, 1993,
between Ameritech Services, Inc. and RELTEC Corporation (f/k/a
Reliance Comm/Tec Corporation) (Agreement No. RG60293) (as amended)
(93-106-GPS; 93-106-GPS-A1).
12. Laboratory Trial Agreement, dated as of July 31, 1992, by and between
Ameritech Services, Inc. and Reliance Comm/Tec Corporation,
Transmission Systems Division (Agreement #TA00389) (92-102-TST).
13. *Electronic Data Interchange Trading Partner Agreement, dated December
1, 1998, between Ameritech Services, Inc. and RELTEC Communications
(98-218-EDI).
112
14. General Procurement Agreement Xx. XXXXX00000, dated August 1, 1991,
between US WEST Business Resources, Inc. and Reliance Comm/Tec
Corporation (91-109-GPS).
15. *Electronic Data Interchange Trading Partner Agreement, dated June 1,
1992, by and between US WEST Business Resources, Inc. and Reliance
Comm/Tec Corporation and its subsidiaries Lorain Products, Network
Services Division, Reliable Electric, and Transmission Systems Group
(R-TEC Systems) (as amended) (92-117-EDI).
16. Letter of Agreement (with appended Terms of Agreement), dated November
23, 1999, between Marconi Communications, Inc. and Xxx Communications,
Inc. (99-661-FTR).
17. *Electronic Data Interchange Trading Partner Agreement, dated January
15, 2001, by and between North Supply Company and Marconi
Communications, Inc. (00-615-EDI).
18. Agreement Regarding RELTEC Corporation's Terms and Conditions of Sale,
dated February 6, 1996, by and between RELTEC Corporation and Camden
Communications One, Inc. (96-281-T&C).
20. General Purchase Agreement, dated September 13, 2001, by and between
Marconi Communications, Inc. and Heritage Technologies, Ltd.
(01-298-GPA).
21. General Purchase Agreement No. HO32020679, dated August 5, 2002,
between Lucent Technologies Inc. and Marconi Communications, Inc. (as
amended) (00-655-GPA; 00-655-GPA-A1). (This Contract will not be
transferred to the Purchaser at the Closing.)
22. License and Purchase Agreement, dated as of March 18, 1998, by and
between RELTEC Communications Inc. and RAYCHEM Corporation
(98-174-LIC).
23. *OEM/Distributor Agreement, dated October 14, 1997, by and between
Siemens Information & Communications Networks, Inc. (f/k/a Siemens
Telecom Networks) and Marconi Communications, Inc. (f/k/a RELTEC
Corporation) (as amended) (97-339-OEM; 97-339-OEM-A1; 97-339-OEM-A2;
97-339-OEM-A3; 97-339-OEM-A4).
24. *Purchase and Product Agreement, dated May 4, 1993, by and between The
Southern New England Telephone Company and Reliance Comm/Tec
Corporation. (Agreement Number PP93001NT) (93-132-GPA).
25. *Letter of Confirmation, dated December 31, 2000, between Marconi
Communications, Inc. and Telia AB; Letter of Understanding, dated
December 4, 2000, between Marconi Communications, Inc. and Skanova
Networks AB (f/k/a Telia AB) (00-619-OTH).
113
26. Agreement, dated August 24, 1993, by and between Reliance Comm/Tec
Corporation and Tollgrade Communications, Inc. (as amended)
(93-133-TCL; 93-133-TCL-A1).
27. License and Purchase Agreement, dated as of March 23, 1998, by and
between RELTEC Communications Inc. and Xxxxxxx Industries, Ltd.
(98-175-LIC).
28. Original Equipment Manufacturer (OEM) Volume Purchase Agreement, dated
April 30, 1995, between Motorola, Inc. (by and through its CableComm
Products Development Group) and Reliance Comm/Tec Corporation
(95-167-OEM).
29. *Master Purchase Agreement, dated January 21, 1993, between Teleport
Communications Group, Inc. and Reliance Comm/Tec Corporation
(93-134-GPA).
30. Value Added Reseller Agreement, dated November 24, 1998, between
WireAmerica of Indiana, Inc. and RELTEC Communications Inc. (regarding
sales of GTE digital loop carrier equipment and parts) (98-770-VAR).
31. Arbitration Agreement, dated January 11, 2001, between Marconi
Communications Limited, Marconi Communications SpA, Marconi SUD SpA,
Marconi Communications GmbH, Marconi Communications Real Estate GmbH,
Marconi Communications, Inc. and Jabil Circuit, Inc
32. Vending Service Agreement, dated October 21, 2002, by and between
Marconi Communications, Inc. and All Seasons Services, Inc.
(02-1014-OTH).
33. Independent Contractor Agreement, dated October 1, 2002, by and
between Marconi Communications, Inc. and Xxx Xxxxxxxx (02-0971-IND).
34. Hardware Purchase Agreement, dated April 9, 1997, by and between
RELTEC Corporation ("Buyer") and Lucent Technologies Inc. ("Seller")
(97-310-PUR).
35. Actel Corporation Terms and Conditions (not dated).
36. Independent Contractor Agreement, dated February 20, 2003, between
Marconi Communications, Inc. and North Pointe Resource Group (as
amended) (03-0090-IND and 03-0090-IND-A1).
36. Software License Agreement, dated September 28, 1998, by and between
RELTEC Communications Inc. and Cadence Design Systems, Inc., as
amended (98-493-LIC; 98-493-LIC-A1); Software Maintenance Agreement,
dated September 28, 1998, by and between RELTEC Communications Inc.
and Cadence Design Systems, Inc. (98-493-LIC-A1).
114
ACCESS CUSTOMER SALES ORDERS 12/22/03
Sales Ord. Customer Name Value
429419 ALLENDALE TELEPHONE COMP 7,201.09
429419 TOTAL 7,201.09
490455 ALLENDALE TELEPHONE COMP 2,104.91
490455 TOTAL 2,104.91
495614 AMERITECH SERVICES 440
495614 TOTAL 440
457476 BELLSOUTH TELECOM 5,600.00
457476 TOTAL 5,600.00
458286 BELLSOUTH TELECOM 5,600.00
458286 TOTAL 5,600.00
474255 BELLSOUTH TELECOM 4,483.00
474255 TOTAL 4,483.00
479778 BELLSOUTH TELECOM 4,408.00
479778 TOTAL 4,408.00
479782 BELLSOUTH TELECOM 4,533.00
479782 TOTAL 4,533.00
479783 BELLSOUTH TELECOM 1,096.00
479783 TOTAL 1,096.00
480548 BELLSOUTH TELECOM 4,533.00
480548 TOTAL 4,533.00
482025 BELLSOUTH TELECOM 244
482025 TOTAL 244
482049 BELLSOUTH TELECOM 31,668.00
482049 BELLSOUTH TELECOM 7,800.00
482049 BELLSOUTH TELECOM 18,000.00
482049 TOTAL 57,468.00
482072 BELLSOUTH TELECOM 4,483.00
482072 TOTAL 4,483.00
483666 BELLSOUTH TELECOM 400
483666 TOTAL 400
483790 BELLSOUTH TELECOM 4,533.00
483790 BELLSOUTH TELECOM 548
483790 TOTAL 5081
483812 BELLSOUTH TELECOM 4,533.00
483812 BELLSOUTH TELECOM 548
483812 TOTAL 5081
483817 BELLSOUTH TELECOM 4,483.00
483817 TOTAL 4,483.00
485959 BELLSOUTH TELECOM 4,408.00
485959 TOTAL 4,408.00
485961 BELLSOUTH TELECOM 21,006.00
485961 BELLSOUTH TELECOM 2,527.00
485961 TOTAL 23,533.00
486177 BELLSOUTH TELECOM 4,483.00
486177 TOTAL 4,483.00
486406 BELLSOUTH TELECOM 4,483.00
486406 TOTAL 4,483.00
487038 BELLSOUTH TELECOM 5,278.00
487038 BELLSOUTH TELECOM 1,300.00
487038 TOTAL 6,578.00
487130 BELLSOUTH TELECOM 96
487130 TOTAL 96
487131 BELLSOUTH TELECOM 12,291.00
487131 TOTAL 12,291.00
487794 BELLSOUTH TELECOM 4,483.00
487794 TOTAL 4,483.00
487820 BELLSOUTH TELECOM 4,525.00
487820 TOTAL 4,525.00
488058 BELLSOUTH TELECOM 4,483.00
488058 TOTAL 4,483.00
488059 BELLSOUTH TELECOM 433
488059 BELLSOUTH TELECOM 5,278.00
488059 BELLSOUTH TELECOM 1,300.00
488059 BELLSOUTH TELECOM 18,000.00
488059 TOTAL 25,011.00
488362 BELLSOUTH TELECOM 10,789.00
488362 TOTAL 10,789.00
488553 BELLSOUTH TELECOM 81
488553 BELLSOUTH TELECOM 81
488553 BELLSOUTH TELECOM 81
488553 TOTAL 243
489150 BELLSOUTH TELECOM 4,408.00
489150 TOTAL 4,408.00
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 BELLSOUTH TELECOM 81
489228 TOTAL 1620
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 BELLSOUTH TELECOM 81
489229 TOTAL 1458
489480 BELLSOUTH TELECOM 1,096.00
489480 TOTAL 1,096.00
489482 BELLSOUTH TELECOM 4,483.00
489482 TOTAL 4,483.00
489485 BELLSOUTH TELECOM 4,483.00
489485 TOTAL 4,483.00
489534 BELLSOUTH TELECOM 465
489534 BELLSOUTH TELECOM 465
489534 BELLSOUTH TELECOM 465
489534 BELLSOUTH TELECOM 465
489534 BELLSOUTH TELECOM 465
489534 TOTAL 2325
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 BELLSOUTH TELECOM 190
490502 TOTAL 2660
490601 BELLSOUTH TELECOM 4,533.00
490601 TOTAL 4,533.00
490804 BELLSOUTH TELECOM 10,789.00
490804 TOTAL 10,789.00
490807 BELLSOUTH TELECOM 4,483.00
490807 BELLSOUTH TELECOM 1,096.00
490807 TOTAL 5,579.00
491125 BELLSOUTH TELECOM 190
491125 BELLSOUTH TELECOM 190
491125 BELLSOUTH TELECOM 190
491125 BELLSOUTH TELECOM 190
491125 BELLSOUTH TELECOM 190
491125 BELLSOUTH TELECOM 190
491125 TOTAL 1140
491373 BELLSOUTH TELECOM 40,444.00
491373 BELLSOUTH TELECOM 4,533.00
491373 TOTAL 44,977.00
491472 BELLSOUTH TELECOM 4,408.00
491472 TOTAL 4,408.00
491756 BELLSOUTH TELECOM 548
491756 BELLSOUTH TELECOM 308
491756 BELLSOUTH TELECOM 548
491756 TOTAL 1404
491776 BELLSOUTH TELECOM 4,408.00
491776 BELLSOUTH TELECOM 548
491776 TOTAL 4956
491783 BELLSOUTH TELECOM 7,900.00
491783 TOTAL 7,900.00
491802 BELLSOUTH TELECOM 74
491802 BELLSOUTH TELECOM 4,859.00
491802 TOTAL 4,933.00
491855 BELLSOUTH TELECOM 2,602.00
491855 BELLSOUTH TELECOM 1,096.00
491855 TOTAL 3,698.00
491864 BELLSOUTH TELECOM 26,925.00
491864 BELLSOUTH TELECOM 2,602.00
491864 BELLSOUTH TELECOM 1,059.00
491864 BELLSOUTH TELECOM 2,405.00
491864 BELLSOUTH TELECOM 548
491864 BELLSOUTH TELECOM 18,147.00
491864 BELLSOUTH TELECOM 1,881.00
491864 BELLSOUTH TELECOM 12,291.00
491864 BELLSOUTH TELECOM 308
491864 TOTAL 66166
491865 BELLSOUTH TELECOM 4,408.00
491865 TOTAL 4,408.00
491868 BELLSOUTH TELECOM 1,878.00
491868 TOTAL 1,878.00
491873 BELLSOUTH TELECOM 1,533.00
491873 BELLSOUTH TELECOM 1,416.00
491873 BELLSOUTH TELECOM 22,650.00
491873 BELLSOUTH TELECOM 5,916.00
491873 BELLSOUTH TELECOM 924
491873 TOTAL 32439
492393 BELLSOUTH TELECOM 8,318.00
492393 BELLSOUTH TELECOM 1,881.00
492393 BELLSOUTH TELECOM 1,881.00
492393 BELLSOUTH TELECOM 1,881.00
492393 BELLSOUTH TELECOM 40,444.00
492393 BELLSOUTH TELECOM 4,533.00
492393 BELLSOUTH TELECOM 548
492393 BELLSOUTH TELECOM 1,752.00
492393 BELLSOUTH TELECOM 2,405.00
492393 BELLSOUTH TELECOM 18,147.00
492393 TOTAL 81,790.00
492394 BELLSOUTH TELECOM 4,483.00
492394 BELLSOUTH TELECOM 1,096.00
492394 TOTAL 5,579.00
492447 BELLSOUTH TELECOM 113
492447 BELLSOUTH TELECOM 7,900.00
492447 TOTAL 8,013.00
492574 BELLSOUTH TELECOM 178
492574 BELLSOUTH TELECOM 178
492574 BELLSOUTH TELECOM 178
492574 BELLSOUTH TELECOM 178
492574 BELLSOUTH TELECOM 178
492574 BELLSOUTH TELECOM 178
492574 BELLSOUTH TELECOM 178
492574 TOTAL 1246
492888 BELLSOUTH TELECOM 465
492888 BELLSOUTH TELECOM 465
492888 BELLSOUTH TELECOM 465
492888 BELLSOUTH TELECOM 465
492888 BELLSOUTH TELECOM 465
492888 BELLSOUTH TELECOM 465
492888 BELLSOUTH TELECOM 465
492888 BELLSOUTH TELECOM 465
492888 TOTAL 3720
493116 BELLSOUTH TELECOM 1,232.00
493116 TOTAL 1,232.00
493122 BELLSOUTH TELECOM 190
493122 TOTAL 190
493348 BELLSOUTH TELECOM 21,006.00
493348 BELLSOUTH TELECOM 2,527.00
493348 TOTAL 23,533.00
493349 BELLSOUTH TELECOM 1,881.00
493349 BELLSOUTH TELECOM 26,925.00
493349 BELLSOUTH TELECOM 2,602.00
493349 BELLSOUTH TELECOM 1,059.00
493349 BELLSOUTH TELECOM 1,096.00
493349 BELLSOUTH TELECOM 876
493349 BELLSOUTH TELECOM 3,925.00
493349 BELLSOUTH TELECOM 18,147.00
493349 BELLSOUTH TELECOM 12,291.00
493349 TOTAL 68,802.00
493357 BELLSOUTH TELECOM 18,642.05
493357 BELLSOUTH TELECOM 41,290.76
493357 TOTAL 59,932.81
493358 BELLSOUTH TELECOM 26,390.00
493358 BELLSOUTH TELECOM 6,500.00
493358 TOTAL 32,890.00
493459 BELLSOUTH TELECOM 2,430.00
493459 TOTAL 2,430.00
493460 BELLSOUTH TELECOM 2,511.00
493460 TOTAL 2,511.00
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 BELLSOUTH TELECOM 190
493461 TOTAL 2660
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 BELLSOUTH TELECOM 81
493487 TOTAL 1620
493496 BELLSOUTH TELECOM 178
493496 BELLSOUTH TELECOM 178
493496 BELLSOUTH TELECOM 178
493496 BELLSOUTH TELECOM 178
493496 BELLSOUTH TELECOM 178
493496 BELLSOUTH TELECOM 178
493496 BELLSOUTH TELECOM 178
493496 TOTAL 1246
493567 BELLSOUTH TELECOM 190
493567 BELLSOUTH TELECOM 190
493567 TOTAL 380
493568 BELLSOUTH TELECOM 190
493568 BELLSOUTH TELECOM 190
493568 BELLSOUTH TELECOM 190
493568 BELLSOUTH TELECOM 190
493568 BELLSOUTH TELECOM 190
493568 BELLSOUTH TELECOM 190
493568 BELLSOUTH TELECOM 190
493568 BELLSOUTH TELECOM 190
493568 BELLSOUTH TELECOM 190
493568 TOTAL 1710
493714 BELLSOUTH TELECOM 125
493714 TOTAL 125
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 BELLSOUTH TELECOM 81
493715 TOTAL 1458
493719 BELLSOUTH TELECOM 96
493719 TOTAL 96
493747 BELLSOUTH TELECOM 729
493747 TOTAL 729
493748 BELLSOUTH TELECOM 2,592.00
493748 TOTAL 2,592.00
493786 BELLSOUTH TELECOM 31,956.00
493786 BELLSOUTH TELECOM 6,570.00
493786 TOTAL 38,526.00
493787 BELLSOUTH TELECOM 29,530.00
493787 BELLSOUTH TELECOM 6,358.00
493787 TOTAL 35,888.00
493788 BELLSOUTH TELECOM 308
493788 BELLSOUTH TELECOM 1,881.00
493788 BELLSOUTH TELECOM 5,638.42
493788 BELLSOUTH TELECOM 1,178.00
493788 BELLSOUTH TELECOM 18,147.00
493788 TOTAL 27,152.42
493789 BELLSOUTH TELECOM 308
493789 BELLSOUTH TELECOM 1,881.00
493789 BELLSOUTH TELECOM 15,599.00
493789 BELLSOUTH TELECOM 4,408.00
493789 BELLSOUTH TELECOM 18,147.00
493789 TOTAL 40,343.00
493986 BELLSOUTH TELECOM 81
493986 TOTAL 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 BELLSOUTH TELECOM 81
493987 TOTAL 1539
493989 BELLSOUTH TELECOM 5,890.00
493989 BELLSOUTH TELECOM 616
493989 TOTAL 6506
494068 BELLSOUTH TELECOM 1,178.00
494068 TOTAL 1,178.00
494192 BELLSOUTH TELECOM 190
494192 TOTAL 190
494372 BELLSOUTH TELECOM 227
494372 BELLSOUTH TELECOM 96
494372 TOTAL 323
494375 BELLSOUTH TELECOM 176
494375 TOTAL 176
494378 BELLSOUTH TELECOM 190
494378 TOTAL 190
494428 BELLSOUTH TELECOM 7,000.00
494428 BELLSOUTH TELECOM 3,016.00
494428 TOTAL 10,016.00
494440 BELLSOUTH TELECOM 1,595.00
494440 BELLSOUTH TELECOM 113
494440 BELLSOUTH TELECOM 350
494440 BELLSOUTH TELECOM 5,278.00
494440 BELLSOUTH TELECOM 1,300.00
494440 BELLSOUTH TELECOM 7,900.00
494440 TOTAL 16,536.00
494451 BELLSOUTH TELECOM 12,207.33
494451 BELLSOUTH TELECOM 1,178.00
494451 TOTAL 13,385.33
494602 BELLSOUTH TELECOM 1,881.00
494602 BELLSOUTH TELECOM 26,925.00
494602 BELLSOUTH TELECOM 2,602.00
494602 TOTAL 31,408.00
494603 BELLSOUTH TELECOM 6,923.71
494603 BELLSOUTH TELECOM 4,159.00
494603 BELLSOUTH TELECOM 1,059.00
494603 BELLSOUTH TELECOM 5,890.00
494603 TOTAL 18,031.71
494630 BELLSOUTH TELECOM 7,000.00
494630 BELLSOUTH TELECOM 3,016.00
494630 TOTAL 10,016.00
494654 BELLSOUTH TELECOM 1,881.00
494654 BELLSOUTH TELECOM 15,599.00
494654 BELLSOUTH TELECOM 4,408.00
494654 BELLSOUTH TELECOM 18,147.00
494654 TOTAL 40,035.00
494655 BELLSOUTH TELECOM 1,881.00
494655 BELLSOUTH TELECOM 26,925.00
494655 BELLSOUTH TELECOM 2,602.00
494655 BELLSOUTH TELECOM 12,291.00
494655 TOTAL 43,699.00
494656 BELLSOUTH TELECOM 21,006.00
494656 BELLSOUTH TELECOM 2,527.00
494656 BELLSOUTH TELECOM 552
494656 TOTAL 24085
494682 BELLSOUTH TELECOM 10,789.00
494682 TOTAL 10,789.00
495412 BELLSOUTH TELECOM 357
495412 TOTAL 357
495414 BELLSOUTH TELECOM 357
495414 TOTAL 357
495415 BELLSOUTH TELECOM 357
495415 BELLSOUTH TELECOM 357
495415 BELLSOUTH TELECOM 357
495415 BELLSOUTH TELECOM 357
495415 BELLSOUTH TELECOM 357
495415 TOTAL 1785
495451 BELLSOUTH TELECOM 924
495451 TOTAL 924
495452 BELLSOUTH TELECOM 243
495452 TOTAL 243
495457 BELLSOUTH TELECOM 3,183.00
495457 TOTAL 3,183.00
495598 BELLSOUTH TELECOM 560
495598 TOTAL 560
495599 BELLSOUTH TELECOM 352
495599 TOTAL 352
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 BELLSOUTH TELECOM 664
495611 TOTAL 9296
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 BELLSOUTH TELECOM 190
495612 TOTAL 2090
495634 BELLSOUTH TELECOM 1,232.00
495634 TOTAL 1,232.00
495692 BELLSOUTH TELECOM 81
495692 TOTAL 81
495699 BELLSOUTH TELECOM 178
495699 BELLSOUTH TELECOM 178
495699 TOTAL 356
495724 BELLSOUTH TELECOM 1,848.00
495724 TOTAL 1,848.00
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 BELLSOUTH TELECOM 374
495725 TOTAL 5236
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 BELLSOUTH TELECOM 190
495731 TOTAL 2280
495750 BELLSOUTH TELECOM 357
495750 BELLSOUTH TELECOM 357
495750 TOTAL 714
495998 BELLSOUTH TELECOM 1,536.00
495998 BELLSOUTH TELECOM 96
495998 TOTAL 1632
496061 BELLSOUTH TELECOM 1,575.00
496061 TOTAL 1,575.00
496063 BELLSOUTH TELECOM 178
496063 BELLSOUTH TELECOM 178
496063 BELLSOUTH TELECOM 178
496063 BELLSOUTH TELECOM 178
496063 BELLSOUTH TELECOM 178
496063 BELLSOUTH TELECOM 178
496063 BELLSOUTH TELECOM 178
496063 BELLSOUTH TELECOM 178
496063 BELLSOUTH TELECOM 178
496063 TOTAL 1602
496080 BELLSOUTH TELECOM 243
496080 BELLSOUTH TELECOM 243
496080 BELLSOUTH TELECOM 243
496080 BELLSOUTH TELECOM 190
496080 BELLSOUTH TELECOM 190
496080 BELLSOUTH TELECOM 190
496080 BELLSOUTH TELECOM 190
496080 BELLSOUTH TELECOM 190
496080 TOTAL 1679
496081 BELLSOUTH TELECOM 5,740.00
496081 TOTAL 5,740.00
496083 BELLSOUTH TELECOM 465
496083 TOTAL 465
496084 BELLSOUTH TELECOM 1,232.00
496084 BELLSOUTH TELECOM 465
496084 TOTAL 1697
496088 BELLSOUTH TELECOM 190
496088 BELLSOUTH TELECOM 190
496088 BELLSOUTH TELECOM 190
496088 TOTAL 570
496093 BELLSOUTH TELECOM 178
496093 TOTAL 178
496100 BELLSOUTH TELECOM 357
496100 TOTAL 357
496101 BELLSOUTH TELECOM 96
496101 BELLSOUTH TELECOM 96
496101 BELLSOUTH TELECOM 96
496101 BELLSOUTH TELECOM 96
496101 BELLSOUTH TELECOM 96
496101 BELLSOUTH TELECOM 96
496101 BELLSOUTH TELECOM 96
496101 BELLSOUTH TELECOM 96
496101 TOTAL 768
496102 BELLSOUTH TELECOM 190
496102 BELLSOUTH TELECOM 190
496102 BELLSOUTH TELECOM 190
496102 BELLSOUTH TELECOM 190
496102 BELLSOUTH TELECOM 190
496102 BELLSOUTH TELECOM 190
496102 BELLSOUTH TELECOM 190
496102 BELLSOUTH TELECOM 190
496102 TOTAL 1520
496117 BELLSOUTH TELECOM 162
496117 TOTAL 162
496118 BELLSOUTH TELECOM 96
496118 BELLSOUTH TELECOM 96
496118 BELLSOUTH TELECOM 96
496118 BELLSOUTH TELECOM 96
496118 BELLSOUTH TELECOM 96
496118 BELLSOUTH TELECOM 96
496118 BELLSOUTH TELECOM 96
496118 TOTAL 672
496121 BELLSOUTH TELECOM 480
496121 TOTAL 480
496124 BELLSOUTH TELECOM 357
496124 TOTAL 357
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 BELLSOUTH TELECOM 190
496154 TOTAL 3800
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 BELLSOUTH TELECOM 190
496155 TOTAL 2850
496156 BELLSOUTH TELECOM 664
496156 TOTAL 664
496187 BELLSOUTH TELECOM 190
496187 BELLSOUTH TELECOM 190
496187 BELLSOUTH TELECOM 190
496187 BELLSOUTH TELECOM 190
496187 BELLSOUTH TELECOM 190
496187 BELLSOUTH TELECOM 190
496187 BELLSOUTH TELECOM 190
496187 BELLSOUTH TELECOM 190
496187 TOTAL 1520
496318 BELLSOUTH TELECOM 985
496318 TOTAL 985
496332 BELLSOUTH TELECOM 140
496332 BELLSOUTH TELECOM 140
496332 TOTAL 280
496335 BELLSOUTH TELECOM 1,690.00
496335 TOTAL 1,690.00
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 BELLSOUTH TELECOM 664
496337 TOTAL 13280
496338 BELLSOUTH TELECOM 664
496338 TOTAL 664
496339 BELLSOUTH TELECOM 243
496339 BELLSOUTH TELECOM 243
496339 BELLSOUTH TELECOM 190
496339 BELLSOUTH TELECOM 190
496339 TOTAL 866
496341 BELLSOUTH TELECOM 76
496341 BELLSOUTH TELECOM 76
496341 BELLSOUTH TELECOM 76
496341 BELLSOUTH TELECOM 76
496341 BELLSOUTH TELECOM 76
496341 BELLSOUTH TELECOM 76
496341 BELLSOUTH TELECOM 76
496341 BELLSOUTH TELECOM 357
496341 BELLSOUTH TELECOM 357
496341 BELLSOUTH TELECOM 357
496341 BELLSOUTH TELECOM 297
496341 BELLSOUTH TELECOM 297
496341 BELLSOUTH TELECOM 297
496341 BELLSOUTH TELECOM 297
496341 TOTAL 2791
496362 BELLSOUTH TELECOM 616
496362 TOTAL 616
496363 BELLSOUTH TELECOM 1,232.00
496363 TOTAL 1,232.00
496364 BELLSOUTH TELECOM 1,232.00
496364 TOTAL 1,232.00
496365 BELLSOUTH TELECOM 1,400.00
496365 TOTAL 1,400.00
496366 BELLSOUTH TELECOM 11
496366 BELLSOUTH TELECOM 99
496366 TOTAL 110
496371 BELLSOUTH TELECOM 190
496371 BELLSOUTH TELECOM 190
496371 BELLSOUTH TELECOM 190
496371 BELLSOUTH TELECOM 190
496371 BELLSOUTH TELECOM 190
496371 BELLSOUTH TELECOM 190
496371 TOTAL 1140
496403 BELLSOUTH TELECOM 10,556.00
496403 BELLSOUTH TELECOM 2,600.00
496403 TOTAL 13,156.00
496407 BELLSOUTH TELECOM 1,881.00
496407 BELLSOUTH TELECOM 15,599.00
496407 BELLSOUTH TELECOM 4,408.00
496407 BELLSOUTH TELECOM 18,147.00
496407 TOTAL 40,035.00
496409 BELLSOUTH TELECOM 21,006.00
496409 BELLSOUTH TELECOM 2,527.00
496409 TOTAL 23,533.00
496410 BELLSOUTH TELECOM 8,248.33
496410 TOTAL 8,248.33
496411 BELLSOUTH TELECOM 308
496411 BELLSOUTH TELECOM 1,881.00
496411 BELLSOUTH TELECOM 15,984.00
496411 BELLSOUTH TELECOM 4,408.00
496411 BELLSOUTH TELECOM 552
496411 BELLSOUTH TELECOM 18,147.00
496411 TOTAL 41,280.00
496412 BELLSOUTH TELECOM 96
496412 BELLSOUTH TELECOM 23,334.00
496412 BELLSOUTH TELECOM 6,358.00
496412 TOTAL 29,788.00
496449 BELLSOUTH TELECOM 5,278.00
496449 BELLSOUTH TELECOM 1,425.00
496449 TOTAL 6,703.00
496477 BELLSOUTH TELECOM 21,830.45
496477 BELLSOUTH TELECOM 61,679.61
496477 TOTAL 83,510.06
496561 BELLSOUTH TELECOM 10,556.00
496561 BELLSOUTH TELECOM 2,850.00
496561 TOTAL 13,406.00
496567 BELLSOUTH TELECOM 250
496567 BELLSOUTH TELECOM 433
496567 BELLSOUTH TELECOM 5,278.00
496567 BELLSOUTH TELECOM 1,300.00
496567 BELLSOUTH TELECOM 7,652.80
496567 TOTAL 14,913.80
496571 BELLSOUTH TELECOM 15,472.00
496571 BELLSOUTH TELECOM 2,527.00
496571 TOTAL 17,999.00
496572 BELLSOUTH TELECOM 1,881.00
496572 BELLSOUTH TELECOM 40,444.00
496572 BELLSOUTH TELECOM 4,533.00
496572 BELLSOUTH TELECOM 1,059.00
496572 BELLSOUTH TELECOM 4,712.00
496572 BELLSOUTH TELECOM 1,096.00
496572 BELLSOUTH TELECOM 876
496572 BELLSOUTH TELECOM 785
496572 TOTAL 55386
496573 BELLSOUTH TELECOM 308
496573 BELLSOUTH TELECOM 1,881.00
496573 BELLSOUTH TELECOM 15,599.00
496573 BELLSOUTH TELECOM 4,408.00
496573 BELLSOUTH TELECOM 1,178.00
496573 BELLSOUTH TELECOM 18,147.00
496573 TOTAL 41,521.00
496574 BELLSOUTH TELECOM 21,006.00
496574 BELLSOUTH TELECOM 2,527.00
496574 TOTAL 23,533.00
496575 BELLSOUTH TELECOM 308
496575 BELLSOUTH TELECOM 13,504.00
496575 BELLSOUTH TELECOM 4,408.00
496575 TOTAL 18,220.00
496578 BELLSOUTH TELECOM 190
496578 BELLSOUTH TELECOM 190
496578 BELLSOUTH TELECOM 190
496578 BELLSOUTH TELECOM 190
496578 BELLSOUTH TELECOM 190
496578 TOTAL 950
496593 BELLSOUTH TELECOM 991
496593 BELLSOUTH TELECOM 517
496593 BELLSOUTH TELECOM 2,100.00
496593 BELLSOUTH TELECOM 212
496593 TOTAL 3820
496600 BELLSOUTH TELECOM 308
496600 BELLSOUTH TELECOM 15,599.00
496600 BELLSOUTH TELECOM 4,408.00
496600 TOTAL 20,315.00
496601 BELLSOUTH TELECOM 21,006.00
496601 BELLSOUTH TELECOM 2,527.00
496601 TOTAL 23,533.00
496602 BELLSOUTH TELECOM 21,006.00
496602 BELLSOUTH TELECOM 2,527.00
496602 BELLSOUTH TELECOM 552
496602 TOTAL 24085
496603 BELLSOUTH TELECOM 308
496603 BELLSOUTH TELECOM 36,382.00
496603 BELLSOUTH TELECOM 3,593.00
496603 BELLSOUTH TELECOM 1,059.00
496603 BELLSOUTH TELECOM 1,096.00
496603 BELLSOUTH TELECOM 876
496603 BELLSOUTH TELECOM 2,405.00
496603 BELLSOUTH TELECOM 18,147.00
496603 TOTAL 63,866.00
496604 BELLSOUTH TELECOM 13,504.00
496604 BELLSOUTH TELECOM 4,408.00
496604 BELLSOUTH TELECOM 18,147.00
496604 TOTAL 36,059.00
496605 BELLSOUTH TELECOM 31,956.00
496605 BELLSOUTH TELECOM 6,570.00
496605 TOTAL 38,526.00
496625 BELLSOUTH TELECOM 23,334.00
496625 BELLSOUTH TELECOM 6,358.00
496625 TOTAL 29,692.00
496626 BELLSOUTH TELECOM 10,488.33
496626 BELLSOUTH TELECOM 552
496626 TOTAL 11040.33
496627 BELLSOUTH TELECOM 1,881.00
496627 BELLSOUTH TELECOM 23,991.00
496627 BELLSOUTH TELECOM 4,483.00
496627 BELLSOUTH TELECOM 18,147.00
496627 TOTAL 48,502.00
496628 BELLSOUTH TELECOM 96
496628 BELLSOUTH TELECOM 23,334.00
496628 BELLSOUTH TELECOM 6,358.00
496628 BELLSOUTH TELECOM 12,291.00
496628 TOTAL 42,079.00
496631 BELLSOUTH TELECOM 5,278.00
496631 BELLSOUTH TELECOM 1,425.00
496631 TOTAL 6,703.00
496638 BELLSOUTH TELECOM 68
496638 BELLSOUTH TELECOM 68
496638 BELLSOUTH TELECOM 472
496638 BELLSOUTH TELECOM 1,750.00
496638 BELLSOUTH TELECOM 7,550.00
496638 BELLSOUTH TELECOM 1,972.00
496638 TOTAL 11,880.00
497202 BELLSOUTH TELECOM 678
497202 TOTAL 678
497205 BELLSOUTH TELECOM 95
497205 TOTAL 95
497206 BELLSOUTH TELECOM 4,069.00
497206 TOTAL 4,069.00
497211 BELLSOUTH TELECOM 616
497211 TOTAL 616
497212 BELLSOUTH TELECOM 616
497212 TOTAL 616
497214 BELLSOUTH TELECOM 740
497214 TOTAL 740
497232 BELLSOUTH TELECOM 985
497232 TOTAL 985
497233 BELLSOUTH TELECOM 985
497233 BELLSOUTH TELECOM 175
497233 TOTAL 1160
497234 BELLSOUTH TELECOM 985
497234 TOTAL 985
497265 BELLSOUTH TELECOM 613
497265 BELLSOUTH TELECOM 465
497265 BELLSOUTH TELECOM 465
497265 BELLSOUTH TELECOM 465
497265 BELLSOUTH TELECOM 465
497265 BELLSOUTH TELECOM 465
497265 BELLSOUTH TELECOM 465
497265 TOTAL 3403
497269 BELLSOUTH TELECOM 76
497269 TOTAL 76
497288 BELLSOUTH TELECOM 95
497288 TOTAL 95
497290 BELLSOUTH TELECOM 616
497290 TOTAL 616
497292 BELLSOUTH TELECOM 1,328.00
497292 BELLSOUTH TELECOM 1,328.00
497292 BELLSOUTH TELECOM 664
497292 BELLSOUTH TELECOM 1,328.00
497292 TOTAL 4,648.00
497293 BELLSOUTH TELECOM 4,069.00
497293 TOTAL 4,069.00
497323 BELLSOUTH TELECOM 1,870.00
497323 TOTAL 1,870.00
497325 BELLSOUTH TELECOM 465
497325 BELLSOUTH TELECOM 465
497325 BELLSOUTH TELECOM 465
497325 BELLSOUTH TELECOM 465
497325 BELLSOUTH TELECOM 465
497325 BELLSOUTH TELECOM 465
497325 BELLSOUTH TELECOM 465
497325 TOTAL 3255
497327 BELLSOUTH TELECOM 76
497327 TOTAL 76
497339 BELLSOUTH TELECOM 357
497339 BELLSOUTH TELECOM 297
497339 BELLSOUTH TELECOM 297
497339 BELLSOUTH TELECOM 76
497339 BELLSOUTH TELECOM 76
497339 BELLSOUTH TELECOM 76
497339 TOTAL 1179
497344 BELLSOUTH TELECOM 985
497344 BELLSOUTH TELECOM 175
497344 TOTAL 1160
497346 BELLSOUTH TELECOM 528
497346 TOTAL 528
497347 BELLSOUTH TELECOM 985
497347 TOTAL 985
497382 BELLSOUTH TELECOM 76
497382 BELLSOUTH TELECOM 76
497382 TOTAL 152
497383 BELLSOUTH TELECOM 76
497383 BELLSOUTH TELECOM 76
497383 BELLSOUTH TELECOM 76
497383 TOTAL 228
497384 BELLSOUTH TELECOM 357
497384 BELLSOUTH TELECOM 357
497384 BELLSOUTH TELECOM 357
497384 BELLSOUTH TELECOM 357
497384 BELLSOUTH TELECOM 357
497384 BELLSOUTH TELECOM 357
497384 BELLSOUTH TELECOM 357
497384 BELLSOUTH TELECOM 76
497384 BELLSOUTH TELECOM 76
497384 BELLSOUTH TELECOM 76
497384 BELLSOUTH TELECOM 76
497384 BELLSOUTH TELECOM 76
497384 BELLSOUTH TELECOM 76
497384 BELLSOUTH TELECOM 76
497384 TOTAL 3031
497385 BELLSOUTH TELECOM 76
497385 BELLSOUTH TELECOM 76
497385 BELLSOUTH TELECOM 76
497385 BELLSOUTH TELECOM 76
497385 TOTAL 304
497617 BELLSOUTH TELECOM 76
497617 TOTAL 76
497619 BELLSOUTH TELECOM 76
497619 BELLSOUTH TELECOM 76
497619 BELLSOUTH TELECOM 76
497619 BELLSOUTH TELECOM 76
497619 BELLSOUTH TELECOM 76
497619 BELLSOUTH TELECOM 76
497619 TOTAL 456
497620 BELLSOUTH TELECOM 96
497620 BELLSOUTH TELECOM 96
497620 BELLSOUTH TELECOM 96
497620 BELLSOUTH TELECOM 96
497620 BELLSOUTH TELECOM 96
497620 BELLSOUTH TELECOM 96
497620 BELLSOUTH TELECOM 96
497620 BELLSOUTH TELECOM 96
497620 TOTAL 768
497621 BELLSOUTH TELECOM 96
497621 BELLSOUTH TELECOM 96
497621 BELLSOUTH TELECOM 96
497621 BELLSOUTH TELECOM 96
497621 BELLSOUTH TELECOM 96
497621 BELLSOUTH TELECOM 96
497621 BELLSOUTH TELECOM 96
497621 BELLSOUTH TELECOM 96
497621 BELLSOUTH TELECOM 96
497621 TOTAL 864
497625 BELLSOUTH TELECOM 968
497625 TOTAL 968
497626 BELLSOUTH TELECOM 76
497626 TOTAL 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 BELLSOUTH TELECOM 76
497645 TOTAL 836
497646 BELLSOUTH TELECOM 465
497646 TOTAL 465
497647 BELLSOUTH TELECOM 297
497647 BELLSOUTH TELECOM 76
497647 TOTAL 373
497648 BELLSOUTH TELECOM 297
497648 BELLSOUTH TELECOM 76
497648 TOTAL 373
497657 BELLSOUTH TELECOM 1,050.00
497657 TOTAL 1,050.00
497659 BELLSOUTH TELECOM 297
497659 BELLSOUTH TELECOM 297
497659 TOTAL 594
497665 BELLSOUTH TELECOM 985
497665 TOTAL 985
497666 BELLSOUTH TELECOM 76
497666 TOTAL 76
497702 BELLSOUTH TELECOM 3,675.00
497702 TOTAL 3,675.00
497703 BELLSOUTH TELECOM 76
497703 TOTAL 76
497704 BELLSOUTH TELECOM 76
497704 TOTAL 76
497728 BELLSOUTH TELECOM 243
497728 BELLSOUTH TELECOM 243
497728 BELLSOUTH TELECOM 243
497728 BELLSOUTH TELECOM 190
497728 BELLSOUTH TELECOM 190
497728 BELLSOUTH TELECOM 190
497728 TOTAL 1299
497730 BELLSOUTH TELECOM 616
497730 TOTAL 616
497733 BELLSOUTH TELECOM 1,344.00
497733 BELLSOUTH TELECOM 1,344.00
497733 TOTAL 2,688.00
497734 BELLSOUTH TELECOM 76
497734 BELLSOUTH TELECOM 76
497734 BELLSOUTH TELECOM 76
497734 BELLSOUTH TELECOM 76
497734 BELLSOUTH TELECOM 76
497734 BELLSOUTH TELECOM 76
497734 TOTAL 456
497752 BELLSOUTH TELECOM 96
497752 BELLSOUTH TELECOM 96
497752 BELLSOUTH TELECOM 96
497752 BELLSOUTH TELECOM 96
497752 BELLSOUTH TELECOM 96
497752 BELLSOUTH TELECOM 96
497752 TOTAL 576
497754 BELLSOUTH TELECOM 76
497754 BELLSOUTH TELECOM 76
497754 BELLSOUTH TELECOM 76
497754 TOTAL 228
497756 BELLSOUTH TELECOM 140
497756 TOTAL 140
497758 BELLSOUTH TELECOM 7,068.00
497758 BELLSOUTH TELECOM 308
497758 TOTAL 7376
497782 BELLSOUTH TELECOM 357
497782 BELLSOUTH TELECOM 357
497782 BELLSOUTH TELECOM 357
497782 BELLSOUTH TELECOM 357
497782 BELLSOUTH TELECOM 357
497782 TOTAL 1785
497784 BELLSOUTH TELECOM 243
497784 TOTAL 243
497788 BELLSOUTH TELECOM 96
497788 BELLSOUTH TELECOM 96
497788 BELLSOUTH TELECOM 96
497788 BELLSOUTH TELECOM 96
497788 BELLSOUTH TELECOM 96
497788 BELLSOUTH TELECOM 96
497788 TOTAL 576
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 BELLSOUTH TELECOM 96
497789 TOTAL 1248
497790 BELLSOUTH TELECOM 76
497790 BELLSOUTH TELECOM 76
497790 BELLSOUTH TELECOM 76
497790 TOTAL 228
497812 BELLSOUTH TELECOM 76
497812 TOTAL 76
497813 BELLSOUTH TELECOM 76
497813 TOTAL 76
497814 BELLSOUTH TELECOM 613
497814 TOTAL 613
497825 BELLSOUTH TELECOM 1,232.00
497825 TOTAL 1,232.00
497827 BELLSOUTH TELECOM 243
497827 BELLSOUTH TELECOM 243
497827 TOTAL 486
497828 BELLSOUTH TELECOM 297
497828 BELLSOUTH TELECOM 297
497828 BELLSOUTH TELECOM 297
497828 BELLSOUTH TELECOM 297
497828 BELLSOUTH TELECOM 76
497828 BELLSOUTH TELECOM 76
497828 BELLSOUTH TELECOM 76
497828 BELLSOUTH TELECOM 76
497828 TOTAL 1492
497829 BELLSOUTH TELECOM 76
497829 BELLSOUTH TELECOM 76
497829 BELLSOUTH TELECOM 76
497829 BELLSOUTH TELECOM 76
497829 BELLSOUTH TELECOM 76
497829 BELLSOUTH TELECOM 76
497829 TOTAL 456
497830 BELLSOUTH TELECOM 98
497830 BELLSOUTH TELECOM 525
497830 BELLSOUTH TELECOM 525
497830 BELLSOUTH TELECOM 525
497830 BELLSOUTH TELECOM 525
497830 TOTAL 2198
497831 BELLSOUTH TELECOM 297
497831 BELLSOUTH TELECOM 297
497831 BELLSOUTH TELECOM 297
497831 BELLSOUTH TELECOM 297
497831 BELLSOUTH TELECOM 297
497831 BELLSOUTH TELECOM 297
497831 BELLSOUTH TELECOM 297
497831 BELLSOUTH TELECOM 297
497831 TOTAL 2376
497832 BELLSOUTH TELECOM 374
497832 BELLSOUTH TELECOM 374
497832 BELLSOUTH TELECOM 374
497832 TOTAL 1122
497875 BELLSOUTH TELECOM 76
497875 BELLSOUTH TELECOM 76
497875 BELLSOUTH TELECOM 76
497875 BELLSOUTH TELECOM 76
497875 TOTAL 304
497876 BELLSOUTH TELECOM 178
497876 BELLSOUTH TELECOM 178
497876 BELLSOUTH TELECOM 178
497876 BELLSOUTH TELECOM 178
497876 BELLSOUTH TELECOM 178
497876 BELLSOUTH TELECOM 178
497876 BELLSOUTH TELECOM 178
497876 BELLSOUTH TELECOM 178
497876 BELLSOUTH TELECOM 178
497876 BELLSOUTH TELECOM 178
497876 TOTAL 1780
497878 BELLSOUTH TELECOM 102
497878 BELLSOUTH TELECOM 102
497878 BELLSOUTH TELECOM 102
497878 TOTAL 306
497879 BELLSOUTH TELECOM 76
497879 TOTAL 76
497880 BELLSOUTH TELECOM 102
497880 BELLSOUTH TELECOM 427
497880 TOTAL 529
497885 BELLSOUTH TELECOM 178
497885 BELLSOUTH TELECOM 178
497885 BELLSOUTH TELECOM 178
497885 BELLSOUTH TELECOM 178
497885 BELLSOUTH TELECOM 178
497885 BELLSOUTH TELECOM 178
497885 TOTAL 1068
497986 BELLSOUTH TELECOM 178
497986 TOTAL 178
497992 BELLSOUTH TELECOM 1,120.00
497992 TOTAL 1,120.00
497994 BELLSOUTH TELECOM 76
497994 BELLSOUTH TELECOM 76
497994 TOTAL 152
497997 BELLSOUTH TELECOM 76
497997 BELLSOUTH TELECOM 76
497997 TOTAL 152
497998 BELLSOUTH TELECOM 96
497998 TOTAL 96
497999 BELLSOUTH TELECOM 243
497999 BELLSOUTH TELECOM 243
497999 BELLSOUTH TELECOM 243
497999 BELLSOUTH TELECOM 243
497999 TOTAL 972
498000 BELLSOUTH TELECOM 297
498000 TOTAL 297
498001 BELLSOUTH TELECOM 96
498001 TOTAL 96
498002 BELLSOUTH TELECOM 297
498002 TOTAL 297
483826 BELLSOUTH TELECOM - NC R 10,789.00
483826 TOTAL 10,789.00
494642 BELLSOUTH TELECOM - NC R 10,789.00
494642 TOTAL 10,789.00
494668 BELLSOUTH TELECOM - NC R 1,533.00
494668 BELLSOUTH TELECOM - NC R 1,416.00
494668 BELLSOUTH TELECOM - NC R 15,100.00
494668 BELLSOUTH TELECOM - NC R 3,944.00
494668 TOTAL 21,993.00
496406 BELLSOUTH TELECOM - NC R 10,789.00
496406 TOTAL 10,789.00
496476 BELLSOUTH TELECOM - NC R 15,688.00
496476 TOTAL 15,688.00
496586 BELLSOUTH TELECOM - NC R 10,789.00
496586 TOTAL 10,789.00
473533 CENTURYTEL 6,413.66
473533 CENTURYTEL 5,100.08
473533 TOTAL 11,513.74
494456 CENTURYTEL 5,100.85
494456 TOTAL 5,100.85
496589 CENTURYTEL 5,812.98
496589 TOTAL 5,812.98
380815 COMMUNICATIONS TEST DESI 139
380815 TOTAL 139
383920 COMMUNICATIONS TEST DESI 27,280.00
383920 TOTAL 27,280.00
407989 COMMUNICATIONS TEST DESI 116,640.00
407989 TOTAL 116,640.00
416822 COMMUNICATIONS TEST DESI 9,425.00
416822 COMMUNICATIONS TEST DESI 325
416822 TOTAL 9750
425856 COMMUNICATIONS TEST DESI 390
425856 COMMUNICATIONS TEST DESI 4,290.00
425856 TOTAL 4,680.00
427519 COMMUNICATIONS TEST DESI 7,020.00
427519 TOTAL 7,020.00
429412 COMMUNICATIONS TEST DESI 13,500.00
429412 TOTAL 13,500.00
438368 COMMUNICATIONS TEST DESI 4,865.00
438368 COMMUNICATIONS TEST DESI 1,946.00
438368 COMMUNICATIONS TEST DESI 39,754.00
438368 TOTAL 46,565.00
440095 COMMUNICATIONS TEST DESI 1,301.00
440095 TOTAL 1,301.00
443756 COMMUNICATIONS TEST DESI 4,160.00
443756 COMMUNICATIONS TEST DESI 1,664.00
443756 COMMUNICATIONS TEST DESI 834
443756 COMMUNICATIONS TEST DESI 7,228.00
443756 COMMUNICATIONS TEST DESI 278
443756 COMMUNICATIONS TEST DESI 834
443756 COMMUNICATIONS TEST DESI 834
443756 COMMUNICATIONS TEST DESI 74,782.00
443756 TOTAL 90,614.00
447221 COMMUNICATIONS TEST DESI 39,200.00
447221 COMMUNICATIONS TEST DESI 75,600.00
447221 COMMUNICATIONS TEST DESI 56,000.00
447221 COMMUNICATIONS TEST DESI 19,600.00
447221 TOTAL 190,400.00
450403 COMMUNICATIONS TEST DESI 14,976.00
450403 COMMUNICATIONS TEST DESI 36,608.00
450403 COMMUNICATIONS TEST DESI 13,312.00
450403 COMMUNICATIONS TEST DESI 8,320.00
450403 TOTAL 73,216.00
452809 COMMUNICATIONS TEST DESI 197,535.00
452809 COMMUNICATIONS TEST DESI 43,485.00
452809 COMMUNICATIONS TEST DESI 54,405.00
452809 TOTAL 295,425.00
453665 COMMUNICATIONS TEST DESI 17,550.00
453665 COMMUNICATIONS TEST DESI 48,750.00
453665 COMMUNICATIONS TEST DESI 48,750.00
453665 COMMUNICATIONS TEST DESI 8,385.00
453665 COMMUNICATIONS TEST DESI 9,360.00
453665 COMMUNICATIONS TEST DESI 31,005.00
453665 COMMUNICATIONS TEST DESI 59,280.00
453665 COMMUNICATIONS TEST DESI 80,145.00
453665 COMMUNICATIONS TEST DESI 13,200.00
453665 TOTAL 316,425.00
458368 COMMUNICATIONS TEST DESI 3,328.00
458368 COMMUNICATIONS TEST DESI 11,648.00
458368 COMMUNICATIONS TEST DESI 11,648.00
458368 COMMUNICATIONS TEST DESI 832
458368 COMMUNICATIONS TEST DESI 1,664.00
458368 COMMUNICATIONS TEST DESI 4,992.00
458368 COMMUNICATIONS TEST DESI 4,160.00
458368 COMMUNICATIONS TEST DESI 16,520.00
458368 TOTAL 54,792.00
463596 COMMUNICATIONS TEST DESI 60,552.00
463596 COMMUNICATIONS TEST DESI 7,656.00
463596 COMMUNICATIONS TEST DESI 7,656.00
463596 COMMUNICATIONS TEST DESI 7,656.00
463596 TOTAL 83,520.00
465829 COMMUNICATIONS TEST DESI 243,750.00
465829 COMMUNICATIONS TEST DESI 243,750.00
465829 TOTAL 487,500.00
467936 COMMUNICATIONS TEST DESI 6,825.00
467936 COMMUNICATIONS TEST DESI 2,730.00
467936 COMMUNICATIONS TEST DESI 3,315.00
467936 COMMUNICATIONS TEST DESI 1,755.00
467936 COMMUNICATIONS TEST DESI 1,755.00
467936 COMMUNICATIONS TEST DESI 1,755.00
467936 COMMUNICATIONS TEST DESI 113,685.00
467936 COMMUNICATIONS TEST DESI 73,125.00
467936 COMMUNICATIONS TEST DESI 40,560.00
467936 TOTAL 245,505.00
470015 COMMUNICATIONS TEST DESI 5,850.00
470015 COMMUNICATIONS TEST DESI 1,664.00
470015 TOTAL 7,514.00
474705 COMMUNICATIONS TEST DESI 14,522.00
474705 COMMUNICATIONS TEST DESI 8,775.00
474705 TOTAL 23,297.00
474740 COMMUNICATIONS TEST DESI 8,010.00
474740 COMMUNICATIONS TEST DESI 61,645.50
474740 COMMUNICATIONS TEST DESI 12,350.00
474740 TOTAL 82,005.50
476596 COMMUNICATIONS TEST DESI 27,825.00
476596 COMMUNICATIONS TEST DESI 3,972.00
476596 COMMUNICATIONS TEST DESI 342
476596 TOTAL 32139
478504 COMMUNICATIONS TEST DESI 52,334.00
478504 COMMUNICATIONS TEST DESI 54,325.00
478504 COMMUNICATIONS TEST DESI 96,491.50
478504 COMMUNICATIONS TEST DESI 16,250.00
478504 COMMUNICATIONS TEST DESI 158,137.00
478504 COMMUNICATIONS TEST DESI 1,026.00
478504 COMMUNICATIONS TEST DESI 82,150.00
478504 TOTAL 460,713.50
482101 COMMUNICATIONS TEST DESI 2,000.00
482101 COMMUNICATIONS TEST DESI 40,000.00
482101 COMMUNICATIONS TEST DESI 96,120.00
482101 COMMUNICATIONS TEST DESI 28,035.00
482101 COMMUNICATIONS TEST DESI 172,215.00
482101 COMMUNICATIONS TEST DESI 292,365.00
482101 COMMUNICATIONS TEST DESI 68,085.00
482101 COMMUNICATIONS TEST DESI 4,400.00
482101 COMMUNICATIONS TEST DESI 110,000.00
482101 COMMUNICATIONS TEST DESI 22,000.00
482101 COMMUNICATIONS TEST DESI 15,120.00
482101 COMMUNICATIONS TEST DESI 12,096.00
482101 COMMUNICATIONS TEST DESI 6,505.00
482101 COMMUNICATIONS TEST DESI 10,408.00
482101 COMMUNICATIONS TEST DESI 3,903.00
482101 COMMUNICATIONS TEST DESI 2,602.00
482101 COMMUNICATIONS TEST DESI 2,602.00
482101 COMMUNICATIONS TEST DESI 2,602.00
482101 COMMUNICATIONS TEST DESI 2,602.00
482101 COMMUNICATIONS TEST DESI 1,078.00
482101 COMMUNICATIONS TEST DESI 8,316.00
482101 COMMUNICATIONS TEST DESI 37,980.00
482101 COMMUNICATIONS TEST DESI 53,805.00
482101 COMMUNICATIONS TEST DESI 27,430.00
482101 COMMUNICATIONS TEST DESI 105,300.00
482101 COMMUNICATIONS TEST DESI 11,700.00
482101 COMMUNICATIONS TEST DESI 22,500.00
482101 COMMUNICATIONS TEST DESI 281,700.00
482101 COMMUNICATIONS TEST DESI 253,800.00
482101 COMMUNICATIONS TEST DESI 62,500.00
482101 COMMUNICATIONS TEST DESI 107,500.00
482101 COMMUNICATIONS TEST DESI 1,368.00
482101 COMMUNICATIONS TEST DESI 10,408.00
482101 TOTAL 1,879,045.00
483873 COMMUNICATIONS TEST DESI 16,632.00
483873 COMMUNICATIONS TEST DESI 12,936.00
483873 COMMUNICATIONS TEST DESI 4,620.00
483873 COMMUNICATIONS TEST DESI 159,852.00
483873 TOTAL 194,040.00
484324 COMMUNICATIONS TEST DESI 800
484324 COMMUNICATIONS TEST DESI 1,200.00
484324 COMMUNICATIONS TEST DESI 20,025.00
484324 COMMUNICATIONS TEST DESI 13,563.00
484324 COMMUNICATIONS TEST DESI 25,012.00
484324 COMMUNICATIONS TEST DESI 16,900.00
484324 COMMUNICATIONS TEST DESI 31,941.00
484324 COMMUNICATIONS TEST DESI 20,060.00
484324 COMMUNICATIONS TEST DESI 46,420.00
484324 COMMUNICATIONS TEST DESI 1,140.00
484324 COMMUNICATIONS TEST DESI 3,750.00
484324 COMMUNICATIONS TEST DESI 3,903.00
484324 TOTAL 184,714.00
485972 COMMUNICATIONS TEST DESI 98,700.00
485972 COMMUNICATIONS TEST DESI 48,300.00
485972 COMMUNICATIONS TEST DESI 18,632.00
485972 COMMUNICATIONS TEST DESI 41,922.00
485972 COMMUNICATIONS TEST DESI 2,436.00
485972 COMMUNICATIONS TEST DESI 5,544.00
485972 COMMUNICATIONS TEST DESI 38,220.00
485972 COMMUNICATIONS TEST DESI 26,208.00
485972 COMMUNICATIONS TEST DESI 39,312.00
485972 COMMUNICATIONS TEST DESI 4,389.00
485972 COMMUNICATIONS TEST DESI 7,161.00
485972 COMMUNICATIONS TEST DESI 74,905.00
485972 COMMUNICATIONS TEST DESI 4,220.00
485972 COMMUNICATIONS TEST DESI 95
485972 COMMUNICATIONS TEST DESI 10,000.00
485972 COMMUNICATIONS TEST DESI 17,556.00
485972 COMMUNICATIONS TEST DESI 11,088.00
485972 COMMUNICATIONS TEST DESI 1,365.00
485972 COMMUNICATIONS TEST DESI 1,170.00
485972 COMMUNICATIONS TEST DESI 5,070.00
485972 COMMUNICATIONS TEST DESI 5,400.00
485972 COMMUNICATIONS TEST DESI 21,252.00
485972 COMMUNICATIONS TEST DESI 15,000.00
485972 COMMUNICATIONS TEST DESI 13,750.00
485972 COMMUNICATIONS TEST DESI 390
485972 COMMUNICATIONS TEST DESI 195
485972 COMMUNICATIONS TEST DESI 585
485972 COMMUNICATIONS TEST DESI 36,400.00
485972 COMMUNICATIONS TEST DESI 75,600.00
485972 COMMUNICATIONS TEST DESI 36,250.00
485972 COMMUNICATIONS TEST DESI 308,750.00
485972 TOTAL 969,865.00
489477 COMMUNICATIONS TEST DESI 3,600.00
489477 COMMUNICATIONS TEST DESI 4,800.00
489477 COMMUNICATIONS TEST DESI 2,800.00
489477 COMMUNICATIONS TEST DESI 36,045.00
489477 COMMUNICATIONS TEST DESI 48,060.00
489477 COMMUNICATIONS TEST DESI 34,983.00
489477 COMMUNICATIONS TEST DESI 34,200.00
489477 COMMUNICATIONS TEST DESI 44,460.00
489477 COMMUNICATIONS TEST DESI 44,460.00
489477 COMMUNICATIONS TEST DESI 44,460.00
489477 COMMUNICATIONS TEST DESI 3,663.00
489477 COMMUNICATIONS TEST DESI 19,800.00
489477 COMMUNICATIONS TEST DESI 1,411.00
489477 COMMUNICATIONS TEST DESI 900
489477 COMMUNICATIONS TEST DESI 37,825.00
489477 COMMUNICATIONS TEST DESI 76,160.00
489477 COMMUNICATIONS TEST DESI 4,505.00
489477 COMMUNICATIONS TEST DESI 153,000.00
489477 COMMUNICATIONS TEST DESI 40,375.00
489477 COMMUNICATIONS TEST DESI 34,085.00
489477 COMMUNICATIONS TEST DESI 203,550.00
489477 COMMUNICATIONS TEST DESI 354,590.00
489477 COMMUNICATIONS TEST DESI 28,910.00
489477 COMMUNICATIONS TEST DESI 620,090.00
489477 COMMUNICATIONS TEST DESI 28,910.00
489477 COMMUNICATIONS TEST DESI 294,410.00
489477 COMMUNICATIONS TEST DESI 47,278.00
489477 COMMUNICATIONS TEST DESI 21,560.00
489477 COMMUNICATIONS TEST DESI 5,544.00
489477 COMMUNICATIONS TEST DESI 8,624.00
489477 COMMUNICATIONS TEST DESI 22,155.00
489477 COMMUNICATIONS TEST DESI 74,905.00
489477 COMMUNICATIONS TEST DESI 81,235.00
489477 COMMUNICATIONS TEST DESI 13,015.00
489477 COMMUNICATIONS TEST DESI 6,270.00
489477 COMMUNICATIONS TEST DESI 9,975.00
489477 COMMUNICATIONS TEST DESI 9,525.00
489477 TOTAL 2,500,138.00
491465 COMMUNICATIONS TEST DESI 1,350.00
491465 COMMUNICATIONS TEST DESI 41,300.00
491465 COMMUNICATIONS TEST DESI 63,500.00
491465 TOTAL 106,150.00
491729 COMMUNICATIONS TEST DESI 134,692.00
491729 COMMUNICATIONS TEST DESI 144,950.00
491729 COMMUNICATIONS TEST DESI 139,375.00
491729 COMMUNICATIONS TEST DESI 37,910.00
491729 COMMUNICATIONS TEST DESI 1,350.00
491729 COMMUNICATIONS TEST DESI 33,300.00
491729 TOTAL 491,577.00
496522 EN-TOUCH SYSTEMS INC 18,744.04
496522 TOTAL 18,744.04
496523 EN-TOUCH SYSTEMS INC 18,240.00
496523 TOTAL 18,240.00
000000 XXXXXXX XXXXXXXXX XX BRA 8,013.46
479695 TOTAL 8,013.46
000000 XXXXXXX XXXXXXXXX XX BRA 5,792.00
487036 TOTAL 5,792.00
000000 XXXXXXX XXXXXXXXX XX BRA 721.3
496594 TOTAL 721.3
488365 KNOLOGY INC 50,000.59
488365 KNOLOGY INC 17,032.38
488365 KNOLOGY INC 36,000.00
488365 KNOLOGY INC 5,200.01
488365 TOTAL 108,232.98
489464 KNOLOGY INC 6,330.03
489464 KNOLOGY INC 3,871.10
489464 TOTAL 10,201.13
496595 KNOLOGY INC 50,488.68
496595 KNOLOGY INC 50,488.68
496595 KNOLOGY INC 50,488.68
496595 KNOLOGY INC 27,600.02
496595 KNOLOGY INC 28,878.77
496595 TOTAL 207,944.83
496596 KNOLOGY INC 0
496596 KNOLOGY INC 0
496596 TOTAL 0
495702 POWER & TELEPHONE SUPPLY 745.04
495702 TOTAL 745.04
496737 PRECISION COMMUNICATIONS 248.1
496737 TOTAL 248.1
474927 QWEST BUSINESS RESOURCES 650
474927 TOTAL 650
481529 QWEST BUSINESS RESOURCES 850
481529 TOTAL 850
490406 QWEST BUSINESS RESOURCES 750
490406 QWEST BUSINESS RESOURCES 500
490406 TOTAL 1250
490407 QWEST BUSINESS RESOURCES 750
490407 QWEST BUSINESS RESOURCES 500
490407 TOTAL 1250
492276 QWEST BUSINESS RESOURCES 1
492276 TOTAL 1
493759 QWEST BUSINESS RESOURCES 450
493759 QWEST BUSINESS RESOURCES 1,242.00
493759 TOTAL 1,692.00
494214 QWEST BUSINESS RESOURCES 23,259.00
494214 TOTAL 23,259.00
494311 QWEST BUSINESS RESOURCES 26,766.00
494311 TOTAL 26,766.00
495481 QWEST BUSINESS RESOURCES 1,395.00
495481 TOTAL 1,395.00
496192 QWEST BUSINESS RESOURCES 23,259.00
496192 TOTAL 23,259.00
497220 QWEST BUSINESS RESOURCES 23,259.00
497220 TOTAL 23,259.00
497221 QWEST BUSINESS RESOURCES 23,259.00
497221 TOTAL 23,259.00
492317 QWEST COMMUNICATIONS 15,000.00
492317 TOTAL 15,000.00
495442 QWEST COMMUNICATIONS 0
495442 TOTAL 0
495689 QWEST COMMUNICATIONS 22,500.00
495689 TOTAL 22,500.00
495743 QWEST COMMUNICATIONS 5,400.00
495743 TOTAL 5,400.00
497356 QWEST COMMUNICATIONS 900
497356 TOTAL 900
492221 SBC/SOUTHWESTERN XXXX-CA 35,000.00
492221 TOTAL 35,000.00
493577 SBC/SOUTHWESTERN XXXX-CA 52,500.00
493577 TOTAL 52,500.00
497747 SBC/SOUTHWESTERN XXXX-CA 39,900.00
497747 TOTAL 39,900.00
497748 SBC/SOUTHWESTERN XXXX-CA 19,380.00
497748 SBC/SOUTHWESTERN XXXX-CA 20,520.00
497748 TOTAL 39,900.00
497749 SBC/SOUTHWESTERN XXXX-CA 7,280.00
497749 TOTAL 7,280.00
497750 SBC/SOUTHWESTERN XXXX-CA 7,280.00
497750 TOTAL 7,280.00
460465 SPRINT NORTH SUPPLY 76,351.50
460465 TOTAL 76,351.50
475444 SPRINT NORTH SUPPLY 2,111.85
475444 TOTAL 2,111.85
485368 SPRINT NORTH SUPPLY 265.2
485368 SPRINT NORTH SUPPLY 50
485368 SPRINT NORTH SUPPLY 198
485368 SPRINT NORTH SUPPLY 20
485368 TOTAL 533.2
485369 SPRINT NORTH SUPPLY 1,060.80
485369 SPRINT NORTH SUPPLY 175
485369 SPRINT NORTH SUPPLY 792
485369 SPRINT NORTH SUPPLY 80
485369 SPRINT NORTH SUPPLY 800
485369 TOTAL 2907.8
485370 SPRINT NORTH SUPPLY 250
485370 SPRINT NORTH SUPPLY 396
485370 TOTAL 646
485371 SPRINT NORTH SUPPLY 9,185.00
485371 SPRINT NORTH SUPPLY 1,326.00
485371 SPRINT NORTH SUPPLY 125
485371 SPRINT NORTH SUPPLY 1,089.00
485371 SPRINT NORTH SUPPLY 110
485371 SPRINT NORTH SUPPLY 1,000.00
485371 TOTAL 12,835.00
486827 SPRINT NORTH SUPPLY 11,990.00
486827 TOTAL 11,990.00
487626 SPRINT NORTH SUPPLY 505.4
487626 TOTAL 505.4
488779 SPRINT NORTH SUPPLY 525
488779 TOTAL 525
489215 SPRINT NORTH SUPPLY 17,985.00
489215 TOTAL 17,985.00
489217 SPRINT NORTH SUPPLY 11,990.00
489217 TOTAL 11,990.00
489356 SPRINT NORTH SUPPLY 4,480.00
489356 TOTAL 4,480.00
490539 SPRINT NORTH SUPPLY 635.36
490539 TOTAL 635.36
490545 SPRINT NORTH SUPPLY 19,800.00
490545 TOTAL 19,800.00
490902 SPRINT NORTH SUPPLY 9,646.00
490902 SPRINT NORTH SUPPLY 8,320.00
490902 TOTAL 17,966.00
492336 SPRINT NORTH SUPPLY 261.5
492336 SPRINT NORTH SUPPLY 317.68
492336 SPRINT NORTH SUPPLY 214.34
492336 SPRINT NORTH SUPPLY 600
492336 TOTAL 1393.52
492339 SPRINT NORTH SUPPLY 36.1
492339 SPRINT NORTH SUPPLY 162.45
492339 SPRINT NORTH SUPPLY 5,400.00
492339 TOTAL 5,598.55
492343 SPRINT NORTH SUPPLY 864.23
492343 SPRINT NORTH SUPPLY 554.8
492343 SPRINT NORTH SUPPLY 1,169.64
492343 SPRINT NORTH SUPPLY 4,797.26
492343 SPRINT NORTH SUPPLY 268.87
492343 SPRINT NORTH SUPPLY 1,830.50
492343 SPRINT NORTH SUPPLY 253.42
492343 SPRINT NORTH SUPPLY 2,743.68
492343 SPRINT NORTH SUPPLY 3,944.04
492343 SPRINT NORTH SUPPLY 389.88
492343 SPRINT NORTH SUPPLY 39,600.00
492343 SPRINT NORTH SUPPLY 4,500.00
492343 TOTAL 60,916.32
492345 SPRINT NORTH SUPPLY 1,010.80
492345 TOTAL 1,010.80
492349 SPRINT NORTH SUPPLY 261.5
492349 SPRINT NORTH SUPPLY 253.42
492349 TOTAL 514.92
492749 SPRINT NORTH SUPPLY 12,800.00
492749 TOTAL 12,800.00
492750 SPRINT NORTH SUPPLY 5,120.00
492750 TOTAL 5,120.00
492980 SPRINT NORTH SUPPLY 10,798.00
492980 TOTAL 10,798.00
493153 SPRINT NORTH SUPPLY 1,270.00
493153 SPRINT NORTH SUPPLY 835
493153 SPRINT NORTH SUPPLY 132.6
493153 TOTAL 2237.6
493156 SPRINT NORTH SUPPLY 3,200.00
493156 SPRINT NORTH SUPPLY 1,307.50
493156 SPRINT NORTH SUPPLY 107.17
493156 TOTAL 4614.67
493158 SPRINT NORTH SUPPLY 389.88
493158 SPRINT NORTH SUPPLY 252.7
493158 TOTAL 642.58
493162 SPRINT NORTH SUPPLY 8,118.44
493162 SPRINT NORTH SUPPLY 1,075.48
493162 SPRINT NORTH SUPPLY 760.26
493162 SPRINT NORTH SUPPLY 342.96
493162 SPRINT NORTH SUPPLY 779.76
493162 SPRINT NORTH SUPPLY 3,176.80
493162 TOTAL 14,253.70
493520 SPRINT NORTH SUPPLY 76,160.00
493520 TOTAL 76,160.00
493768 SPRINT NORTH SUPPLY 3,200.00
493768 SPRINT NORTH SUPPLY 24,960.00
493768 TOTAL 28,160.00
493770 SPRINT NORTH SUPPLY 5,565.00
493770 TOTAL 5,565.00
495427 SPRINT NORTH SUPPLY 20
495427 TOTAL 20
495470 SPRINT NORTH SUPPLY 13,600.00
495470 TOTAL 13,600.00
495670 SPRINT NORTH SUPPLY 99
495670 TOTAL 99
495763 SPRINT NORTH SUPPLY 800
495763 SPRINT NORTH SUPPLY 261.5
495763 SPRINT NORTH SUPPLY 79.42
495763 SPRINT NORTH SUPPLY 9,360.96
495763 SPRINT NORTH SUPPLY 635.36
495763 TOTAL 11137.24
495765 SPRINT NORTH SUPPLY 2,500.00
495765 SPRINT NORTH SUPPLY 1,015.32
495765 SPRINT NORTH SUPPLY 194.94
495765 SPRINT NORTH SUPPLY 2,027.36
495765 SPRINT NORTH SUPPLY 324.9
495765 TOTAL 6062.52
495769 SPRINT NORTH SUPPLY 864.23
495769 SPRINT NORTH SUPPLY 554.8
495769 SPRINT NORTH SUPPLY 389.88
495769 SPRINT NORTH SUPPLY 3,690.20
495769 SPRINT NORTH SUPPLY 72.2
495769 SPRINT NORTH SUPPLY 2,229.24
495769 SPRINT NORTH SUPPLY 389.88
495769 SPRINT NORTH SUPPLY 0
495769 SPRINT NORTH SUPPLY 0
495769 SPRINT NORTH SUPPLY 4,500.00
495769 SPRINT NORTH SUPPLY 922.2
495769 TOTAL 13612.63
496300 SPRINT NORTH SUPPLY 5,080.00
496300 TOTAL 5,080.00
496302 SPRINT NORTH SUPPLY 99
496302 SPRINT NORTH SUPPLY 88
496302 TOTAL 187
497244 SPRINT NORTH SUPPLY 15,360.00
497244 TOTAL 15,360.00
497591 SPRINT NORTH SUPPLY 800
497591 SPRINT NORTH SUPPLY 238.26
497591 SPRINT NORTH SUPPLY 535.85
497591 SPRINT NORTH SUPPLY 248.1
497591 TOTAL 1822.21
497593 SPRINT NORTH SUPPLY 194.94
497593 SPRINT NORTH SUPPLY 324.9
497593 TOTAL 519.84
497596 SPRINT NORTH SUPPLY 1,125.75
497596 SPRINT NORTH SUPPLY 375.25
497596 TOTAL 1501
497598 SPRINT NORTH SUPPLY 6,430.36
497598 SPRINT NORTH SUPPLY 1,142.92
497598 SPRINT NORTH SUPPLY 974.7
497598 SPRINT NORTH SUPPLY 3,690.20
497598 SPRINT NORTH SUPPLY 72.2
497598 SPRINT NORTH SUPPLY 1,712.00
497598 SPRINT NORTH SUPPLY 1,028.88
497598 SPRINT NORTH SUPPLY 1,543.32
497598 SPRINT NORTH SUPPLY 34,200.00
497598 SPRINT NORTH SUPPLY 2,500.00
497598 SPRINT NORTH SUPPLY 8,299.80
497598 TOTAL 61,594.38
497600 SPRINT NORTH SUPPLY 676.88
497600 TOTAL 676.88
497603 SPRINT NORTH SUPPLY 506.84
497603 TOTAL 506.84
497676 SPRINT NORTH SUPPLY 704
497676 SPRINT NORTH SUPPLY 4,175.00
497676 SPRINT NORTH SUPPLY 1,202.13
497676 SPRINT NORTH SUPPLY 15,300.00
497676 TOTAL 21,381.13
497678 SPRINT NORTH SUPPLY 40
497678 SPRINT NORTH SUPPLY 528
497678 SPRINT NORTH SUPPLY 15,865.00
497678 SPRINT NORTH SUPPLY 27,090.00
497678 SPRINT NORTH SUPPLY 18,000.00
497678 SPRINT NORTH SUPPLY 6,000.00
497678 SPRINT NORTH SUPPLY 3,182.40
497678 TOTAL 70,705.40
497735 SPRINT NORTH SUPPLY 204
497735 TOTAL 204
497802 SPRINT NORTH SUPPLY 5,995.00
497802 SPRINT NORTH SUPPLY 14,720.00
497802 TOTAL 20,715.00
497803 SPRINT NORTH SUPPLY 3,840.00
497803 TOTAL 3,840.00
491788 VERIZON BVAPP 1,034.05
491788 TOTAL 1,034.05
489788 VERIZON NORTH INC-IN 14,196.60
489788 TOTAL 14,196.60
489789 VERIZON NORTH INC-IN 10,516.00
489789 TOTAL 10,516.00
489790 VERIZON NORTH INC-IN 9,464.40
489790 TOTAL 9,464.40
492775 VERIZON NORTHWEST INC 9W 2,156.00
492775 TOTAL 2,156.00
000000 XXXXXXX XXXXXXXXX 0XX 15,602.60
496383 VERIZON SOUTHWEST 9TS 1,524.00
496383 TOTAL 17,126.60
496478 VERIZON-NORTH-NSI 455
496478 TOTAL 455
GRAND TOTAL 12623918.73
SCHEDULE 4.14(B)
MATERIAL CONTRACTS - DEFAULTS
1. The Seller did not completely perform its obligations under the Letter
of Agreement, dated December 8, 1999, between BellSouth
Telecommunications, Inc. and Marconi Communications, Inc. BellSouth
Telecommunications, Inc. was aware of this. This LOA expired in 2002.
2. Grande Communications, Inc. had been in breach of its volume
commitments and the Seller had been late in meeting product enhancement
deadlines. Both breaches were addressed through the December 2003
amendments to the Systems Purchase Agreement.
3. The following matters are incorporated herein by reference:
a. Items 1, 2, 3, 4, 5, 7, 8, 9, 11, 14, 15 and 16 of the
"Customer Disputes" section of Schedule 4.11(a) (it being
understood that this disclosure is not intended to state that
the Seller is in default under any settlement agreement
referenced in any such item).
b. All of the matters set forth in the "Supplier Disputes"
section of Schedule 4.11(b) (it being understood that this
disclosure is not intended to state that the Seller is in
default under any settlement agreement referenced in the
"Supplier Disputes" section of Schedule 4.11(b)).
c. Item 1 of the "Pending and Threatened Proceedings and Claims
against the Seller" section of Schedule 4.12 (it being
understood that this disclosure is not intended to state that
the Seller is in default under any settlement agreement
referenced in any such item).
d. Item 2 of the "Proceedings and Claims Initiated by the Seller"
section of Schedule 4.12 (it being understood that this
disclosure is not intended to state that the Seller is in
default under any settlement agreement referenced in any such
item).
e. Item 3 of Schedule 4.13(e)(i) (it being understood that this
disclosure is not intended to state that the Seller is in
default under any settlement agreement referenced in Item 3).
f. Items 1 and 2 of Schedule 4.13(e)(iii) (it being understood
that this disclosure is not intended to state that the Seller
is in default under any settlement agreement referenced in
Item 2).
115
SCHEDULE 4.14(C)
MATERIAL CONTRACTS - CONSENTS
Schedule 4.3(b) is incorporated herein by reference.
116
SCHEDULE 4.15
PERMITS
None.
117
SECTION 4.16
INSURANCE
The Seller received a written notice from Chubb indicating that its professional
indemnity insurance policy (also known as an "errors and omissions" insurance
policy) was canceled effective October 31, 2002.
118
SCHEDULE 4.17
EMPLOYEE BENEFIT PLANS AND EMPLOYMENT AGREEMENTS
Employee Incentive Plans.
1. Marconi Access Systems Annual Incentive Plan 2003/2004 Financial Year
(Access Plan).
2. Marconi Employee Stock Purchase Plan for Employees in North America,
effective as of October 10, 2000 (participation suspended, effective as
of January 1, 2002) (Seller Benefit Plan).
3. In 1999, certain Access Employees received stock appreciation rights
from The General Electric Company, p.l.c. in substitution for options
held by such employees to purchase shares of stock of RELTEC
Corporation. As of the date of the Agreement, the stock appreciation
rights are believed to have virtually no or very little value (Seller
Benefit Plan).
Pension Benefit Plans.
1. Marconi USA Employees' Retirement Plan, effective as of December 31,
1999 (Seller Benefit Plan).
2. Marconi USA Wealth Accumulation Plan, effective as of April 1, 2002
(Seller Benefit Plan).
3. Marconi Communications, Inc. Retirement Plan, effective as of January
1, 1998 (plan merged into Marconi USA Wealth Accumulation Plan on April
1, 2002) (Seller Benefit Plan).
4. Marconi Communications, Inc. Savings and Investment Plan, as Amended
and Restated Effective January 1, 1998 (plan merged into Marconi USA
Wealth Accumulation Plan on April 1, 2002) (Seller Benefit Plan).
5. RELTEC Corporation Retirement Plan, effective as of December 31, 1999
(plan frozen, effective as of December 31, 1997) (Seller Benefit Plan).
Welfare Benefits Plans.
1. Marconi Total Rewards Benefits Plan (this plan incorporates, without
limitation, all of the Seller's medical programs, dental programs,
vision programs, prescription drug programs, life insurance programs,
long-term disability programs, short-term disability programs and
dependent care and flexible spending arrangements) (Seller Benefit
Plan).
2. Marconi Paid Time Off Program (Seller Benefit Plan).
3. Marconi Communications, Inc. Involuntary Severance Plan (Seller Benefit
Plan).
119
4. The Seller maintains unemployment and xxxxxxx'x compensation programs
in accordance with the Laws of the applicable states (Seller Benefit
Plan).
Special Severance Agreements (all of which are Access Plans).
1. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxxxxx Xxxxxxxx (amended December 17,
2003 to extend the effective closing date).
2. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxxx Xxxxxxx (amended December 17, 2003 to
extend the effective closing date).
3. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxxx Xxxxxxxxx (amended December 17, 2003
to extend the effective closing date).
4. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
5. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxxxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
6. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxxx Xxx (amended December 17, 2003 to
extend the effective closing date).
7. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxx Xxxxxxx (amended December 17, 2003 to
extend the effective closing date).
8. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
9. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
10. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxx Xxxxxx (amended December 17, 2003 to
extend the effective closing date).
11. Letter Agreement dated February 14, 2003 between Marconi
Communications, Inc. and Xx. Xxxxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
12. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
13. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxx Xxxx (amended December 17, 2003 to
extend the effective closing date).
Change of Control Agreements (all of which are Access Plans).
120
1. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxxxxx Xxxxxxxx (amended December 17,
2003 to extend the effective closing date).
2. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxxx Xxxxxxx (amended December 17, 2003 to
extend the effective closing date).
3. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxxx Xxxxxxxxx (amended December 17, 2003
to extend the effective closing date).
4. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
5. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxxxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
6. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxxx Xxx (amended December 17, 2003 to
extend the effective closing date).
7. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxx Xxxxxxx (amended December 17, 2003 to
extend the effective closing date).
8. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
9. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
10. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxx Xxxxxx (amended December 17, 2003 to
extend the effective closing date).
11. Letter Agreement dated February 14, 2003 between Marconi
Communications, Inc. and Xx. Xxxxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
12. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Xx. Xxxx Xxxxx (amended December 17, 2003 to
extend the effective closing date).
13. Letter Agreement dated November 20, 2002 between Marconi
Communications, Inc. and Mr. Xxx Xxxx (amended December 17, 2003 to
extend the effective closing date).
Additional Change of Control Agreements (all of which are Access Plans).
1. Letter Agreement dated December 4, 2002 between Marconi Communications,
Inc. and Xx. Xxxxxxx Xxxxxxxx (amended December 17, 2003 to extend the
effective closing date).
2. Letter Agreement dated December 4, 2002 between Marconi Communications,
Inc. and Mr. Xxxx Xxxxxxx (amended December 17, 2003 to extend the
effective closing date).
3. Letter Agreement dated December 4, 2002 between Marconi Communications,
Inc. and
121
Mr. Xxx Xxxxx (amended December 17, 2003 to extend the effective
closing date).
4. Letter Agreement dated December 4, 2002 between Marconi Communications,
Inc. and Xx. Xxxx Xxxxxxx (amended December 17, 2003 to extend the
effective closing date).
Employee Handbooks, Personnel Policies, Etc.
1. Marconi Policies, issued on November 1, 1998.
122
SCHEDULE 4.18(a)
WORK STOPPAGES; COLLECTIVE BARGAINING AGREEMENTS
None.
123
SCHEDULE 4.18(b)
COMPLIANCE WITH LABOR LAWS
Items 2 and 4 under the "Pending and Threatened Proceedings and Claims against
the Seller" heading of Schedule 4.12 are incorporated herein by reference.
124
SCHEDULE 4.18(C)
EMPLOYMENT LOSSES UNDER WARN
[TO BE PROVIDED IMMEDIATELY PRIOR TO THE CLOSING.]
NAME OF EMPLOYEE JOB TITLE DATE OF SEPARATION
__________________ __________________ __________________
__________________ __________________ __________________
__________________ __________________ __________________
__________________ __________________ __________________
__________________ __________________ __________________
__________________ __________________ __________________
__________________ __________________ __________________
__________________ __________________ __________________
125
SCHEDULE 4.18(D)
AGREEMENTS RESTRICTING EMPLOYEES
The Current Access Employees set forth below are employed by the Seller pursuant
to visas issued by the Bureau of U.S. Citizenship and Immigration Services
("USCIS"). These visas are not transferable from the Seller to the Purchaser.
Therefore, in order to employ the Current Access Employees set forth below, the
Purchaser will need to apply for new visas from USCIS with respect to these
individuals.
1. Xxxx X. Xxxxx (H-1B visa).
2. Xxxxxx Xxxx (H-1B visa).
3. Mulwa K. Mangeli (H-1B visa).
4. Xxxxx Xxxxxx Xxxxxxxxxxxx (H-1B visa).
5. Xxxxx Xxxxx Verma (H-1B visa).
6. Xxxx Xx (H-1B visa).
7. Massimo Galliano (I-688B visa; currently applying for a green card;
married to a U.S. citizen).
126
SCHEDULE 4.18(E)
REPORTING OF WAGES
Since January 1, 2001, the Seller has employed independent contractors,
temporary employees and leased employees with respect to the Access Business
pursuant to the independent contractor agreements set forth below.
1. Independent Contractor Agreement, dated August 6, 2001, by and between
Marconi Communications, Inc. and Click2learn Placement Services
(01-972-SVC).
2. Contract Labor Agreement, dated September 6, 2002, by and between
Marconi Communications, Inc. and Matrix Resources, as amended
(02-0943-IND; 02-0943-IND-A1).
3. *Contract Labor Agreement, dated September 30, 2002, by and between
Marconi Communications, Inc. and Comforce Telecom, Inc.
4. Independent Contractor Agreement, dated October 1, 2002, by and between
Marconi Communications, Inc. and Xxx Xxxxxxxx (02-0971-IND).
5. Independent Contractor Agreement, dated February 20, 2003, between
Marconi Communications, Inc. and North Pointe Resource Group (as
amended) (03-0090-IND and 03-0090-IND-A1).
6. Engineering Services Agreement, signed on March 23, 2001, by and
between Marconi Communications, Inc., and HCL Technologies America
Inc.(00-579-IND).
7. Development Agreement, dated December 13, 2000, by and between Marconi
Communications, Inc. and HCL Technologies Limited (00-286-DEV).
127
SCHEDULE 4.20
COMPLIANCE WITH LAWS
Items 2 and 4 under the "Pending and Threatened Proceedings and Claims against
the Seller" heading of Schedule 4.12 are incorporated herein by reference.
128
SCHEDULE 4.21
ENVIRONMENTAL MATTERS
Teccor Electronics, Inc. ("Teccor") is a defendant in the litigation styled
Xxxxx Properties II, Ltd. - Xxxxxx, Inc. v. Teccor Electronics, Inc. v. Turbine
Resources, Inc., et al., No. 000-000000-00, 236th Judicial District, Tarrant
County, Texas. The plaintiff in this matter alleged that Teccor caused
contamination on and around its former property located at 0000 Xxxxxx Xxxxx,
Xxxxxx Xxxxx. Teccor filed third-party petitions against several parties,
including the Seller, alleging that such parties contributed to this
contamination. The Seller, in connection with the Access Business, leased
property located at 0000-0000 Xxxxxx Xxxxx and at 0000 Xxxxxx Xxxxx, Xxxxxx,
Xxxxx. Teccor and the Seller entered into a Settlement Agreement dated July 3,
2002 (cited in Schedules 2.2(f) and 4.12). In connection with the Settlement
Agreement, the judge presiding in the case issued an order, dated July 9, 2002,
dismissing, without prejudice, all claims in the case against the Seller.
129
SCHEDULE 4.23
INVENTORY
None.
130
SCHEDULE 4.24(A)
PRODUCT WARRANTIES AND LIABILITIES
1. All of the matters set forth under the "Customer Disputes" heading of
Schedule 4.11(a) are incorporated herein by reference.
2. Schedule 4.24(c) is incorporated herein by reference.
3. Over a period of approximately the last twelve (12) months, there have
been a series of cabinet configuration issues with respect to cabinets
sold by the Access Business to Valor Telecommunications, Inc. The
cabinets exhibited poor manufacturing quality including defective
cabling and omitted components. The cabinet configuration issues may
have an impact on future business opportunities.
4. Over a period of approximately the last six (6) months, there was a
series of product performance issues with respect to products sold by
the Access Business to Concord Telephone Company. The specific product
performance issues are described in Items 14 and 16 under the heading
"Customer Disputes" on Schedule 4.11(a). The full extent of the impact
of these issues on the Access Business' relationship with Concord
Telephone Company is not yet clear.
5. Over a period of approximately the last twelve (12) months, there have
been a series of product performance issues with respect to products
sold by the Access Business to Knology. The specific product
performance issues relate to numerous alarms associated with Optical
Degrades and CPU-DTU communications. Many attempts have been made to
correct these deployment issues. The full extent of the impact of these
issues on the Access Business' relationship with Knology is not yet
clear.
131
SCHEDULE 4.24(C)
RECALLS
1. Schedule 4.24(a) is incorporated herein by reference.
2. Items 2 and 14 under the heading "Customer Disputes" on Schedule
4.11(a) are incorporated herein by reference.
3. Set forth below is a table listing recalls of products manufactured,
shipped or sold by the Access Business since January 1, 2001 for which
product change notices were issued.
PCN DATE CREATED CLASS PART NUMBER DESCRIPTION
--- ------------ ----- ----------- -----------
MRCN408 02/01/01 A 41008205B DCU205B
MRCN409 02/02/01 A 41008206B DCU206B
MRCN411 04/01/01 A 4130870A DAU1A
MRCN415 06/01/01 A CPU51
MRCN418 06/01/01 A CPU51, CPU52
MRCN416 08/01/01 A 41208701 TRU21
MRCN457 05/01/02 A J-C11NS J-C11NS - J-C12NS
MRCN458 05/01/02 A J-C11SS J-C11SS - J-C12SS
MRCN483 06/19/02 A JC0506, F1001113 Mesa 2 NT Environmental Control-BS
MRCN484 06/19/02 A JC0507, F1001114 Mesa 4 NT Environmental Control-BS
MRCN485 06/19/02 A JC0508, F1001115 Mesa 6 NT Environmental Control-BS
MRCN486 06/19/02 A JC0502, JC0602, F1001116 Mesa 2 NT Environmental Control-Other
MRCN487 06/19/02 A JC0503, JC0603, F1001117 Mesa 4 NT Environmental Control-Other
MRCN488 06/19/02 A JC0504, JC0604,F1001118 Mesa 6 NT Environmental Control-Other
MRCN507 10/29/02 A 4105032B DPU3B, ISDN and Power fixes
MRCN513 11/05/02 A 4105032B DPU3B, ISDN for BellSouth Only
MRCN537 06/03/03 A 4102124C SMF-15 Module
MRCN541 06/05/03 A 41408602B CPU52A to CPU52B for all customers
MRCO550 08/18/03 A Mesa NT MX cabinet Rewire Alarm Cross Connect for DC Generator
MRCN402 06/01/01 AC 4105024A QOIU511A
MRCN426 07/01/01 AC 00-000-00 OMU90
MRCN427 07/01/01 AC 00-000-00 QCU60D
MRCN436 07/01/01 AC 41008131 SCU131A
MRCN428 08/01/01 AC 00-000-00 QCU60W
MRCN437 09/01/01 AC 4130870B DAU1B
MRCN441 09/21/01 AC 46-020-74AA QCU60E
MRCN471 02/01/02 AC 41008205 DCU205C
MRCN472 02/01/02 AC 41008206 DCU206C
MRCN496 09/15/02 AC 41008131B SCU131B for BellSouth Only
MRCN516 5/7/93 AC 4140861D SPU3D to SPU3D, CPU-SPU communication issue
MRCN517 5/7/03 AC 4140861Y SPU3A/B to SPU3Y, CPU-SPU communications issue
MRCN546 07/18/03 AC 41408602Z CPU52 to CPU52Z for all customers
MRCN548 07/24/03 AC 4102052E DTU1D to DTU1E BellSouth Only
MRCN554 10/10/03 AC 4120870B TRU2A to TRU2B, TMC/EOC issue
132
SCHEDULE 4.25
EFFECT OF TRANSACTIONS
The Seller understands that BellSouth Telecommunications, Inc. is testing Catena
Networks equipment in its laboratories.
133
SCHEDULE 6.2
PRESERVATION OF BUSINESS
Without limiting the general right of the Seller to operate the Access Business
in the ordinary course of business and in substantially the same manner as has
been conducted between April 1, 2003 and the Closing Date, the Seller and
Marconi IP shall be permitted to engage in the following activities relating to
the Access Business without the prior written consent of the Purchaser:
1. In connection with Section 6.2(a)(ii) of the Agreement, the attached
table (entitled "Capital Spending Analysis: Actual/Forecast to June
2004") is incorporated herein by reference.
2. In connection with Section 6.2(a)(viii) of the Agreement, the Seller
and Marconi IP may effectuate the unwinding of the CSC Outsourcing
Arrangements as it relates to the Access Business.
3. In connection with Section 6.2(a)(viii) of the Agreement, the Seller
may enter into a license agreement with NComm, Inc. with respect to the
use of the T1 Trunk Management Software. (The current draft of this
license agreement has been provided to the Purchaser.)
134
CAPITAL SPENDING ANALYSIS
ACTUAL / FORECAST TO JUNE 2004 ($000'S)
CAP APR-03 MAY-03 JUN-03 JUL-03 AUG-03 SEP-03
OR SW PROJECT DEPT PROJECT DESCRIPTION ACTUAL ACTUAL ACTUAL ACTUAL ACTUAL ACTUAL
---------------------------------------------------------------------------------------------------------------------------
US-ACC-WLN
---- ACCRUALS $ (0.3) $ - $ - $ - $ - $ -
CAP 185N 160480 BEDFORD MOVE - TELECOMS $ - $ 43.6 $ (3.1) $ - $ - $ -
CAP 104P 160140 QOIU511B IN CIRCUIT TEST SET $ - $ - $ - $ 23.0 $ - $ -
CAP 110P 160140 OIU96 FUNCTIONAL TEST SOLUTION
DEVELOPMENT $ - $ - $ - $ - $ - $ 0.1
CAP 123P 160140 LVDU FUNCTIONAL TEST FIXTURE - PROD TEST
SUPPORT MIDSOUTH $ 10.5 $ - $ - $ - $ - $ -
CAP 127P 160214 ADDITIONAL CARDS NEEDED FOR LARGE
SYSTEM TESTING ADSL $ (5.8) $ (4.1) $ - $ - $ - $ -
CAP 135P 160140 CCU & IMA FVT SYSTEM TEST PLATFORM
DUPLICATION $ 0.3 $ 0.2 $ - $ - $ 41.5 $ -
CAP 142P 160140 DCU208 HP79000 FUNCTIONAL TEST SOLUTION $ - $ - $ - $ 0.8 $ - $ -
CAP 150P 160334 BELLSOUTH TRAINING EQUP: ADDITIONAL
CARDS DATA/EXPANDED BANDWIDTH $ 4.4 $ - $ 0.8 $ - $ - $ -
CAP 152P 160140 DPU2 ICT SOLUTION FOR PRODUCTION
ASSEMBLY TEST $ 2.3 $ 0.2 $ 3.8 $ - $ - $ -
CAP 153P 160122 117580 PLASTIC FACEPLATE TOOL MODIFICATION
(DCU207) $ 2.7 $ 2.5 $ (2.3) $ - $ - $ -
CAP 154P 160122 107774 PLASTIC FACEPLATE TOOL MODIFICATION
(DCU207) $ 2.5 $ - $ 0.2 $ - $ - $ -
CAP 155P 160122 BUY USED EQUIP FROM TRANTECH (FOR
TRANSFORMER PRODUCTION) $ 5.0 $ 0.4 $ - $ - $ - $ -
CAP 164P 160220 SUN PATCH TESTING FOR BELLSOUTH $ - $ 12.6 $ - $ - $ - $ -
CAP 166P 160220 PROGRAM: FP2006 V4.0.4 - E4500 SERVER $ - $ - $ 12.3 $ - $ - $ -
CAP 170P 160140 OIU96 IN-CIRCUIT TEST SET $ - $ - $ - $ 8.0 $ 0.7 $ -
CAP 174P 160331 PROGRAM: FP3080 EXPANDED BANDWIDTH ON $ - $ - $ - $ - $ - $ 3.1
MX - SERVICE
SW 177P 160308 TIS OUTSOURCING REQUIREMENTS
(CLICK2LEARN) $ - $ - $ - $ 3.4 $ - $ -
CAP 179P 160238 BROADLIGHT EVALUATION SYSTEMS FOR FTTP
APPLICATION $ - $ - $ - $ - $ - $ 8.4
CAP 183P 160220 MX PCU COST REDUCTION - DESIGN
ENGINEERING $ - $ - $ - $ - $ 3.6 $ -
CAP 194P 160140 QCU602 ICT FIXTURE $ - $ - $ - $ - $ - $ 6.3
CAP 117R 160140 OMU TEST DUPLICATION PAR $ - $ - $ - $ - $ - $ 0.3
CAP 118R 160140 CPU FLUKE REPLACEMENT TEST SET #1 $ - $ - $ - $ - $ - $ -
CAP 161P 160140 HIGH SPEED CHANNEL SHELF PROGRAM:
OPERATIONS TEST EQUIPMENT $ - $ - $ - $ - $ - $ -
CAP 175P 160220 PROGRAM: FP3080 EXPANDED BANDWIDTH ON
MX - DESIGN ENGINEERING $ - $ - $ - $ - $ - $ -
CAP 184P 160140 PROGRAM: MX PCU COST REDUCTION -
OPERATIONS $ - $ - $ - $ - $ - $ -
CAP 116R 160140 DPU3 & AU50 DUPLICATE HP79000 FIXTURES $ - $ - $ - $ - $ - $ -
CAP 119R 160140 CPU FLUKE REPLACEMENT TEST SET #2 $ - $ - $ - $ - $ - $ -
CAP 120R 160140 OPU & DTU FLUKE REPLACEMENT TEST SET #3 $ - $ - $ - $ - $ - $ -
CAP 131R 160140 OPTICAL INSPECTION EQUIPMENT $ - $ - $ - $ - $ - $ -
CAP 138R 56 MX ONU FARM FOR SW DEVELOPMENT
GROUP $ - $ - $ - $ - $ - $ -
CAP OCT-03 NOV-03 DEC-03 JAN-04 FEB-04 MAR-04
OR SW PROJECT DEPT PROJECT DESCRIPTION ACTUAL FCST FCST FCST FCST FCST
------------------------------------------------------------------------------ ------------------------------------------
US-ACC-WLN
---- ACCRUALS $ - $ - $ - $ - $ - $ -
CAP 185N 160480 BEDFORD MOVE - TELECOMS $ - $ - $ - $ - $ - $ -
CAP 104P 160140 QOIU511B IN CIRCUIT TEST SET $ - $ - $ - $ - $ - $ -
CAP 110P 160140 OIU96 FUNCTIONAL TEST SOLUTION
DEVELOPMENT $ - $ - $ - $ - $ - $ -
CAP 123P 160140 LVDU FUNCTIONAL TEST FIXTURE - PROD TEST
SUPPORT MIDSOUTH $ - $ - $ - $ - $ - $ -
CAP 127P 160214 ADDITIONAL CARDS NEEDED FOR LARGE
SYSTEM TESTING ADSL $ - $ - $ - $ - $ - $ -
CAP 135P 160140 CCU & IMA FVT SYSTEM TEST PLATFORM
DUPLICATION $ - $ - $ - $ - $ - $ -
CAP 142P 160140 DCU208 HP79000 FUNCTIONAL TEST SOLUTION $ - $ - $ - $ - $ - $ -
CAP 150P 160334 BELLSOUTH TRAINING EQUP: ADDITIONAL
CARDS DATA/EXPANDED BANDWIDTH $ - $ - $ - $ - $ - $ -
CAP 152P 160140 DPU2 ICT SOLUTION FOR PRODUCTION
ASSEMBLY TEST $ - $ - $ - $ - $ - $ -
CAP 153P 160122 117580 PLASTIC FACEPLATE TOOL MODIFICATION
(DCU207) $ - $ - $ - $ - $ - $ -
CAP 154P 160122 107774 PLASTIC FACEPLATE TOOL MODIFICATION
(DCU207) $ - $ - $ - $ - $ - $ -
CAP 155P 160122 BUY USED EQUIP FROM TRANTECH (FOR
TRANSFORMER PRODUCTION) $ - $ - $ - $ - $ - $ -
CAP 164P 160220 SUN PATCH TESTING FOR BELLSOUTH $ - $ - $ - $ - $ - $ -
CAP 166P 160220 PROGRAM: FP2006 V4.0.4 - E4500 SERVER $ - $ - $ - $ - $ - $ -
CAP 170P 160140 OIU96 IN-CIRCUIT TEST SET $ - $ - $ - $ - $ - $ -
CAP 174P 160331 PROGRAM: FP3080 EXPANDED BANDWIDTH ON $ 6.3 $ - $ - $ - $ - $ -
MX - SERVICE
SW 177P 160308 TIS OUTSOURCING REQUIREMENTS
(CLICK2LEARN) $ - $ - $ - $ - $ - $ -
CAP 179P 160238 BROADLIGHT EVALUATION SYSTEMS FOR FTTP
APPLICATION $ 11.2 $ - $ - $ - $ - $ -
CAP 183P 160220 MX PCU COST REDUCTION - DESIGN
ENGINEERING $ - $ - $ - $ - $ - $ -
CAP 194P 160140 QCU602 ICT FIXTURE $ - $ - $ - $ - $ - $ -
CAP 117R 160140 OMU TEST DUPLICATION PAR $ 0.2 $ - $ - $ - $ - $ -
CAP 118R 160140 CPU FLUKE REPLACEMENT TEST SET #1 $ 6.0 $ - $ - $ - $ - $ -
CAP 161P 160140 HIGH SPEED CHANNEL SHELF PROGRAM:
OPERATIONS TEST EQUIPMENT $ - $ - $ - $ - $ - $ -
CAP 175P 160220 PROGRAM: FP3080 EXPANDED BANDWIDTH ON
MX - DESIGN ENGINEERING $ - $ - $ - $ - $ - $ -
CAP 184P 160140 PROGRAM: MX PCU COST REDUCTION -
OPERATIONS $ - $ - $ - $ - $ - $ -
CAP 116R 160140 DPU3 & AU50 DUPLICATE HP79000 FIXTURES $ - $ - $ - $ - $ - $ -
CAP 119R 160140 CPU FLUKE REPLACEMENT TEST SET #2 $ - $ - $ - $ - $ - $ -
CAP 120R 160140 OPU & DTU FLUKE REPLACEMENT TEST SET #3 $ - $ - $ - $ - $ - $ -
CAP 131R 160140 OPTICAL INSPECTION EQUIPMENT $ - $ - $ - $ - $ - $ -
CAP 138R 56 MX ONU FARM FOR SW DEVELOPMENT
GROUP $ - $ - $ - $ - $ - $ -
CAP FISCAL APR-04 MAY-04 JUN-04 OPEN
OR SW PROJECT DEPT PROJECT DESCRIPTION 2004 YTD FCST FCST FCST CAPITAL
---------------------------------------------------------------------------------------------------------------------
US-ACC-WLN -
---- ACCRUALS $ (0.3) $ - $ - $ - -
CAP 185N 160480 BEDFORD MOVE - TELECOMS $ 40.5 $ - $ - $ - -
CAP 104P 160140 QOIU511B IN CIRCUIT TEST SET $ 23.0 $ - $ - $ - -
CAP 110P 160140 OIU96 FUNCTIONAL TEST SOLUTION
DEVELOPMENT $ 0.1 $ - $ - $ - 37.0
CAP 123P 160140 LVDU FUNCTIONAL TEST FIXTURE - PROD TEST
SUPPORT MIDSOUTH $ 10.5 $ - $ - $ - -
CAP 127P 160214 ADDITIONAL CARDS NEEDED FOR LARGE
SYSTEM TESTING ADSL $ (9.9) $ - $ - $ - -
CAP 135P 160140 CCU & IMA FVT SYSTEM TEST PLATFORM
DUPLICATION $ 42.0 $ - $ - $ - -
CAP 142P 160140 DCU208 HP79000 FUNCTIONAL TEST SOLUTION $ 0.8 $ - $ - $ - -
CAP 150P 160334 BELLSOUTH TRAINING EQUP: ADDITIONAL
CARDS DATA/EXPANDED BANDWIDTH $ 5.2 $ - $ - $ - -
CAP 152P 160140 DPU2 ICT SOLUTION FOR PRODUCTION
ASSEMBLY TEST $ 6.3 $ - $ - $ - -
CAP 153P 160122 117580 PLASTIC FACEPLATE TOOL MODIFICATION
(DCU207) $ 2.9 $ - $ - $ - -
CAP 154P 160122 107774 PLASTIC FACEPLATE TOOL MODIFICATION
(DCU207) $ 2.7 $ - $ - $ - -
CAP 155P 160122 BUY USED EQUIP FROM TRANTECH (FOR
TRANSFORMER PRODUCTION) $ 5.4 $ - $ - $ - -
CAP 164P 160220 SUN PATCH TESTING FOR BELLSOUTH $ 12.6 $ - $ - $ - -
CAP 166P 160220 PROGRAM: FP2006 V4.0.4 - E4500 SERVER $ 12.3 $ - $ - $ - -
CAP 170P 160140 OIU96 IN-CIRCUIT TEST SET $ 8.7 $ - $ - $ - -
CAP 174P 160331 PROGRAM: FP3080 EXPANDED BANDWIDTH ON $ 9.4 $ - $ - $ - -
MX - SERVICE
SW 177P 160308 TIS OUTSOURCING REQUIREMENTS
(CLICK2LEARN) $ 3.4 $ - $ - $ - -
CAP 179P 160238 BROADLIGHT EVALUATION SYSTEMS FOR FTTP
APPLICATION $ 19.6 $ - $ - $ - 11.0
CAP 183P 160220 MX PCU COST REDUCTION - DESIGN
ENGINEERING $ 3.6 $ - $ - $ - 11.0
CAP 194P 160140 QCU602 ICT FIXTURE $ 6.3 $ - $ - $ - -
CAP 117R 160140 OMU TEST DUPLICATION PAR $ 0.5 $ - $ - $ - 27.0
CAP 118R 160140 CPU FLUKE REPLACEMENT TEST SET #1 $ 6.0 $ - $ - $ - 44.0
CAP 161P 160140 HIGH SPEED CHANNEL SHELF PROGRAM:
OPERATIONS TEST EQUIPMENT $ - 60.0
CAP 175P 160220 PROGRAM: FP3080 EXPANDED BANDWIDTH ON
MX - DESIGN ENGINEERING $ - 11.0
CAP 184P 160140 PROGRAM: MX PCU COST REDUCTION -
OPERATIONS $ - 75.0
CAP 116R 160140 DPU3 & AU50 DUPLICATE HP79000 FIXTURES $ - 17.0
CAP 119R 160140 CPU FLUKE REPLACEMENT TEST SET #2 $ - 44.0
CAP 120R 160140 OPU & DTU FLUKE REPLACEMENT TEST SET #3 $ - 56.0
CAP 131R 160140 OPTICAL INSPECTION EQUIPMENT $ - 35.0
CAP 138R 56 MX ONU FARM FOR SW DEVELOPMENT
GROUP $ - 74.0
CAPITAL SPENDING ANALYSIS
ACTUAL / FORECAST TO JUNE 2004 ($000'S)
CAP APR-03 MAY-03 JUN-03 JUL-03 AUG-03 SEP-03
OR SW PROJECT DEPT PROJECT DESCRIPTION ACTUAL ACTUAL ACTUAL ACTUAL ACTUAL ACTUAL
---------------------------------------------------------------------------------------------------------------------------
CAP 139R 56 MX ONU FARM FOR SYSTEMS TEST $ - $ - $ - $ - $ - $ -
CAP 144R OIU72C1 ICT TEST FIXTURE $ - $ - $ - $ - $ - $ -
CAP 145R OIU 94/96 FVT SET $ - $ - $ - $ - $ - $ -
CAP 147R FLEXIBLE FIBER SCOPE FOR CCU11 CARD $ - $ - $ - $ - $ - $ -
CAP 148R CCU11 TEST FIXTURE UPGRADE WITH IN-BAND
MGMT $ - $ - $ - $ - $ - $ -
CAP 149R FLEXIBLE FIBER SCOPES FOR CCU11 CARD - FOR
FIELD TECHS $ - $ - $ - $ - $ - $ -
148P PROGRAM: FP2006 V4.0 $ - $ - $ - $ - $ - $ -
PRECISION CURRENT SOURCE FOR OPTICAL $ - $ - $ - $ - $ - $ -
COMPONENT AUTOMATED TESTBED
151R FLEXIBLE FIBER SCOPES FOR CCU11 CARD - FOR
FIELD SERVICE TECHS $ - $ - $ - $ - $ - $ -
spending forecast
$ - $ - $ - $ - $ - $ -
---------------------------------------------------
TOTAL US-ACC-WLN $ 21.6 $ 55.4 $ 11.7 $ 35.2 $ 45.9 $ 18.2
===================================================
CAP OCT-03 NOV-03 DEC-03 JAN-04 FEB-04 MAR-04
OR SW PROJECT DEPT PROJECT DESCRIPTION ACTUAL FCST FCST FCST FCST FCST
---------------------------------------------------------------------------------------------------------------------------
CAP 139R 56 MX ONU FARM FOR SYSTEMS TEST $ - $ - $ - $ - $ - $ -
CAP 144R OIU72C1 ICT TEST FIXTURE $ - $ - $ - $ - $ - $ -
CAP 145R OIU 94/96 FVT SET $ - $ - $ - $ - $ - $ -
CAP 147R FLEXIBLE FIBER SCOPE FOR CCU11 CARD $ - $ - $ - $ - $ - $ -
CAP 148R CCU11 TEST FIXTURE UPGRADE WITH IN-BAND
MGMT $ - $ - $ - $ - $ - $ -
CAP 149R FLEXIBLE FIBER SCOPES FOR CCU11 CARD - FOR
FIELD TECHS $ - $ - $ - $ - $ - $ -
148P PROGRAM: FP2006 V4.0 $ - $ - $ - $ - $ - $ -
PRECISION CURRENT SOURCE FOR OPTICAL $ - $ - $ - $ - $ - $ -
COMPONENT AUTOMATED TESTBED
151R FLEXIBLE FIBER SCOPES FOR CCU11 CARD - FOR
FIELD SERVICE TECHS $ - $ - $ - $ - $ - $ -
------------------------
spending forecast $ 50.0 $105.0 $110.0 $120.0 $125.0
========================
$ - $ - $ - $ - $ - $ -
---------------------------------------------------
TOTAL US-ACC-WLN $ 23.7 $ 50.0 $105.0 $110.0 $120.0 $125.0
===================================================
CAP FISCAL APR-04 MAY-04 JUN-04 OPEN
OR SW PROJECT DEPT PROJECT DESCRIPTION 2004 YTD FCST FCST FCST CAPITAL
---------------------------------------------------------------------------------------------------------------------
CAP 139R 56 MX ONU FARM FOR SYSTEMS TEST $ - 84.0
CAP 144R OIU72C1 ICT TEST FIXTURE $ - 10.0
CAP 145R OIU 94/96 FVT SET $ - 15.0
CAP 147R FLEXIBLE FIBER SCOPE FOR CCU11 CARD $ - 2.0
CAP 148R CCU11 TEST FIXTURE UPGRADE WITH IN-BAND
MGMT $ - 10.0
CAP 149R FLEXIBLE FIBER SCOPES FOR CCU11 CARD - FOR
FIELD TECHS $ - 6.0
148P PROGRAM: FP2006 V4.0 $ - 2.0
PRECISION CURRENT SOURCE FOR OPTICAL $ - 3.0
COMPONENT AUTOMATED TESTBED
151R FLEXIBLE FIBER SCOPES FOR CCU11 CARD - FOR
FIELD SERVICE TECHS $ - 5.0
-----------------------------------
spending forecast $ 211.8 $115.0 $115.0 $110.0 -
===================================
$ - $ - $ - $ - -
---------------------------------------------
TOTAL US-ACC-WLN $ 423.5 $115.0 $ 115.0 $110.0 $ 639.0
=============================================
850.0
SCHEDULE 6.3(C)
OBTAINING CONSENTS
If the Seller, in its sole discretion, decides to pay any amount to any Person
(other than BellSouth Corporation or any of its Affiliates) in order to obtain a
Consent required in connection with the transfer of a Purchased Contract
pursuant to this Agreement, then the Purchaser shall reimburse the Seller for
one-half of such amounts as such amounts are incurred, up to a maximum aggregate
reimbursement by the Purchaser of $2,000,000.
135
SCHEDULE 6.16
GRANDE
Between the date hereof and the Closing, each of the Seller and the Purchaser
shall use its reasonable best efforts to comply with the provisions of Section
2.3(c) of the Agreement with respect to the System Purchase Agreement, which
such System Purchase Agreement is a Shared Contract. In connection with the
foregoing, between the date hereof and the Closing, each of the Seller and the
Purchaser shall use its reasonable best efforts to negotiate a mutually
agreeable arrangement with Grande pursuant to which Grande's minimum purchase
obligations set forth in the System Purchase Agreement will be divided between
the Access Business and the Other Businesses. If the Seller and the Purchaser
are not able to finalize a mutually agreeable arrangement with Grande prior to
the Closing in accordance with the first two sentences of this Schedule 6.16,
then, subject to obtaining all applicable Consents, the System Purchase
Agreement shall be assigned by the Seller to the Purchaser at the Closing, and
the Seller and the Purchaser shall execute the Grande Reseller Agreement.
136
SCHEDULE 7.9
CLOSING CONDITION CONSENTS
The Contracts marked with an asterisk (*) are designated as Shared Contracts.
1. * Agreement No. PR-6804-A, dated July 31, 1992, between BellSouth
Telecommunications, Inc. and Reliance Comm/Tec Corporation,
Transmission Systems Division (as amended) (92-116-GPS) (Includes
Amendment No. 11, effective as of July 1, 2003, extending the initial
term of the agreement through June 30, 2006).
- In order for the closing condition set forth in Section 7.9 of
the Agreement to be satisfied with respect to this agreement,
Consent must be received to transfer this agreement to the
Purchaser.
2. * Letter of Agreement No. PR-7246B-A-00006, CEV, dated March 13, 2000,
between BellSouth Telecommunications, Inc. and Marconi Communications
Inc. (regarding CEV Turnkey Services (92-116-LOA-6).
- In order for the closing condition set forth in Section 7.9 of
the Agreement to be satisfied with respect to this agreement,
Consent must be received to transfer this agreement to the
Purchaser.
3. *Any other agreements between BellSouth Telecommunications, Inc. and
Marconi relating to or affecting the Access Business.
- In order for the closing condition set forth in Section 7.9 of
the Agreement to be satisfied with respect to these
agreements, Consent must be received to transfer these
agreements to the Purchaser.
4. OEM Software License Agreement, dated January 23, 2001, by and between
AdventNet, Inc. and Marconi Communications, Inc. (00-101-SWL).
5. IONA ISV Orbix Development and Runtime License Agreement, dated May 26,
2000, by and between Marconi Communications, Inc. and IONA Technologies
Inc., as amended (99-642-SWL; 99-642-SWL-A1).
6. Run-Time Library Licensing Agreement, dated March 5, 1997, by and
between RELTEC Corporation (RTEC Systems Division) and DSET Corporation
(96-278-LIC).
7. VAR Master Agreement, dated December 31, 1999, by and between Marconi
Communications, Inc. and Objectivity, Inc. (99-686-VAR).
8. Master License Agreement for Proprietary Software (Berkeley DB), dated
December 9, 2002, between Sleepycat Software, Inc. and Marconi
Communications, Inc.
9. * Software License Agreement, dated as of December 23, 1998, by and
between Trillium Digital Systems, Inc. and Marconi Communications
S.P.A.
- In order for the closing condition set forth in Section 7.9 of
the Agreement to be satisfied with respect to this agreement,
either (a) Consent must be received to transfer this agreement
to the Purchaser or (b) a new agreement must be agreed to that
will permit the Purchaser to operate after the Closing on
terms that are either materially similar to the terms of the
current agreement or, in the aggregate, more beneficial to the
Purchaser than the terms of the existing agreement.
137
10. License Agreement for Nucleus Software, dated May 26, 1998 between
Accelerated Technology and RELTEC Communications Inc.
11. Software License Agreement with Accelerated Technology, Inc. dated June
30 2003 (and related purchase order).
12. * On-Line Supply Equipment Purchase & Services Agreement, dated August
25, 2000, between Marconi Communications, Inc. and Communications Test
Design, Inc. (as amended) (00-371-PUR).
- In order for the closing condition set forth in Section 7.9 of
the Agreement to be satisfied with respect to this agreement,
Consent must be received to transfer this agreement to the
Purchaser.
13. * Letter of Agreement No. R10437G-L-00003, dated August 24, 2000,
between BellSouth Telecommunications, Inc., Marconi Communications Inc.
and Communications Test Design, Inc. (regarding On-Line Supply
Program)(92-116-LOA-8).
- In order for the closing condition set forth in Section 7.9 of
the Agreement to be satisfied with respect to this agreement,
Consent must be received to transfer this agreement to the
Purchaser.
14. * Agreement, dated July 1, 1998, by and between Marconi Communications,
Inc. (f/k/a RELTEC Communications Inc.) and North Supply Company (as
amended) (98-132-VAR; 98-132-VAR-A1; 98-132-VAR-A2; 98-132-VAR-A3).
- In order for the closing condition set forth in Section 7.9 of
the Agreement to be satisfied with respect to this agreement,
a new agreement must be agreed to that will permit the
Purchaser to operate after the Closing on terms that are
either materially similar to the terms of the current
agreement or, in the aggregate, more beneficial to the
Purchaser than the terms of the existing agreement.
15. Seller must obtain all consents necessary from Computer Sciences Corp.
in order to provide the services set forth in the Transition Services
Agreement.
16. Seller must obtain all consents necessary from SAP AG in order to
provide the services set forth in the Transition Services Agreement.
17. Seller must obtain all consents necessary from Jabil Circuit, Inc. in
order to provide the services set forth in the Transition Services
Agreement.
18. Master License Agreement, dated March 31, 1997, by and between RELTEC
Corporation and Pure Atria Corporation (97-349-LIC).
19. License Agreement for Bellcore EACAT Software, dated January, 19, 1994,
by and between Reliance Comm/Tec, Transmission Systems Group and Xxxx
Communications Research, Inc. (94-106-LIC).
20. Shrink-Wrap Product License Agreement with Rational Software
Corporation.
21. * Pricing Agreement, dated March 28, 2002, by and between Marconi
Communications, Inc. and Parametric Technology Corporation
(02-0221-SWL); Customer Agreement for Licensed Products, dated August
31, 1999, between Marconi Communications, Inc. and Parametric
Technology Corporation.
138
- In order for the closing condition set forth in Section 7.9 of
the Agreement to be satisfied with respect to this agreement,
Consent must be received to transfer the following licenses to
the Purchaser (it being understood that any fee required to
reactivate the inactive licenses will be paid for by the
Purchaser):
CONFIG ID LICENSE TYPE STATUS NUMBER
1457202 Pro/E Active 4
1457203 Intralink Active 4
623430 Pro/E Inactive 10
680337 Intralink Inactive 10
639103 CHD Inactive 1
680349 Flythru Inactive 14
Pro/Sheetmetal Inactive 4
Pro/Process Inactive 1
22. Software License Agreement, dated September 28, 1998, by and between
RELTEC Communications Inc. and Cadence Design Systems, Inc., as amended
(98-493-LIC; 98-493-LIC-A1); Software Maintenance Agreement, dated
September 28, 1998, by and between RELTEC Communications Inc. and
Cadence Design Systems, Inc. (98-493-LIC-A1).
23. * Software License Agreement, dated December 24, 1998, by and between
RELTEC Communications, Inc. and Integrated Systems, Inc. (n/k/a Wind
River Systems), as amended (98-609-LIC).
- In order for the closing condition set forth in Section 7.9 of
the Agreement to be satisfied with respect to this agreement,
either (a) Consent must be received to transfer this agreement
to the Purchaser or (b) a new agreement must be agreed to that
will permit the Purchaser to operate after the Closing on
terms that are either materially similar to the terms of the
current agreement or, in the aggregate, more beneficial to the
Purchaser than the terms of the existing agreement.
24. Agreement, dated April 13, 1999, by and between RELTEC Communications,
Inc. and Hitachi Semiconductor (America) Inc. (98-630-LIC).
139
