0001193125-04-137525 Sample Contracts

VISUAL NETWORKS, INC. NONSTATUTORY STOCK OPTION GRANT AGREEMENT
Nonstatutory Stock Option Grant Agreement • August 11th, 2004 • Visual Networks Inc • Services-prepackaged software • Maryland

This Grant Agreement (the “Agreement”) is entered into this 12th day of July, 2004 (the “Grant Date”), by and between VISUAL NETWORKS, INC., a Delaware corporation (the “Company”), and DONALD E. CLARKE (the “Optionee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • August 11th, 2004 • Visual Networks Inc • Services-prepackaged software • Maryland

This Employment Agreement (this “Agreement”) is entered into as of June 4, 2004 , by and between Visual Networks Operations, Inc., a company organized under the laws of Delaware (“Visual” or the “Employer”), and Donald E. Clarke, an individual (hereafter the “Executive”).

LOAN AND SECURITY AGREEMENT by and among VISUAL NETWORKS, INC. AND ITS SUBSIDIARIES, as Borrowers and SILICON VALLEY BANK, as Bank July 22, 2004
Loan and Security Agreement • August 11th, 2004 • Visual Networks Inc • Services-prepackaged software • Maryland

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated July 22, 2004, between SILICON VALLEY BANK (“Bank”), whose address is 3003 Tasman Drive, Santa Clara, California 95054 and having a loan production office at 8020 Towers Crescent Drive, Suite 475, Vienna, Virginia 22182 and VISUAL NETWORKS, INC., a Delaware corporation, VISUAL NETWORKS INTERNATIONAL OPERATIONS, INC., a Delaware corporation, VISUAL NETWORKS OPERATIONS, INC., a Delaware corporation, AVESTA TECHNOLOGIES, LLC, a Delaware limited liability company, and NET2NET, LLC, a Delaware limited liability company (each a “Borrower” and collectively, “Borrowers”), whose address is c/o the Company at 2092 Gaither Road, Rockville, Maryland 20850, provides the terms on which Bank will lend to Borrowers and Borrowers will repay Bank. The parties agree as follows:

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