0001193125-03-024745 Sample Contracts

VOTING AGREEMENT
Voting Agreement • July 28th, 2003 • Zhone Technologies Inc • Telephone & telegraph apparatus • Delaware

VOTING AGREEMENT, dated July , 2003 (this “Agreement”), by and among Zhone Technologies, Inc., a Delaware corporation (“Zhone”), and each of the persons listed on Schedule A hereto (each a “Stockholder” and, collectively, the “Stockholders”).

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VOTING AGREEMENT
Voting Agreement • July 28th, 2003 • Zhone Technologies Inc • Telephone & telegraph apparatus • Delaware

VOTING AGREEMENT, dated July , 2003 (this “Agreement”), by and among Tellium, Inc., a Delaware corporation (“Parent”), Zebra Acquisition Corp., a Delaware corporation (“Merger Sub”), and each of the persons listed on Schedule A hereto (each a “Stockholder” and, collectively, the “Stockholders”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG TELLIUM, INC., ZEBRA ACQUISITION CORP. AND ZHONE TECHNOLOGIES, INC. DATED AS OF JULY 27, 2003
Agreement and Plan of Merger • July 28th, 2003 • Zhone Technologies Inc • Telephone & telegraph apparatus • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of July 27, 2003 (this “Agreement”), by and among Tellium, Inc., a Delaware corporation (the “Company”), Zebra Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of the Company (“Merger Sub”), and Zhone Technologies, Inc., a Delaware corporation (“Zhone”).

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