Underwriting AgreementUnderwriting Agreement • May 18th, 2007 • Starent Networks, Corp. • Radio & tv broadcasting & communications equipment • New York
Starent Networks, Corp., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares and, at the election of the Underwriters, up to [ ] additional shares of common stock, par value $0.001 per share (“Stock”) of the Company, and stockholders of the Company named in Schedule II attached hereto (the “Selling Stockholders”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of [ ] shares of Stock. The aggregate of [ ] shares to be sold by the Company and the Selling Stockholders are herein called the “Firm Shares” and the [ ] additional shares that may be sold by the Company are herein called the “Optional Shares.” The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called the “Shares”. Goldman, Sachs & Co. and L
