REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 7th, 2007 • Netscout Systems Inc • Services-computer integrated systems design • New York
REGISTRATION RIGHTS AGREEMENT, dated as of November 1, 2007 (this “Agreement”), among (i) NetScout Systems, Inc. (together with any successor entity the “Company”), (ii) Silver Lake Partners, L.P. (“SLP”), Silver Lake Investors, L.P. (“SLI”) and Silver Lake Technology Investors, L.L.C. (“SLTI,” and together with SLP and SLI, the “Initial SLP Parties”), (iii) TPG Starburst III, LLC (“TPG III”), TPG Starburst VI, LLC (“TPG IV”) and T3 Starburst II, LLC (“TPG II,” and together with TPG III and TPG IV, the “Initial TPG Parties”), (iv) Integral Capital Partners VI, L.P. (“ICP,” and, together with the Initial SLP Parties and the Initial TPG Parties, the “Initial Holders”) and (v) the Guarantors identified on the signature pages hereto (the “Guarantors”).
NETSCOUT SYSTEMS, INC., as the Company, the Guarantors named herein and WELLS FARGO BANK, NATIONAL ASSOCIATION, as TrusteeIndenture • November 7th, 2007 • Netscout Systems Inc • Services-computer integrated systems design • New York
INDENTURE dated as of November 1, 2007 between NetScout Systems, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined herein) and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
LOAN MODIFICATION AGREEMENTLoan Modification Agreement • November 7th, 2007 • Netscout Systems Inc • Services-computer integrated systems design
This Loan Modification Agreement (this “Loan Modification Agreement”) is dated as of November 1, 2007, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462 (“Bank”) and NETSCOUT SYSTEMS, INC., a Delaware corporation with offices at 310 Littleton Road, Westford, Massachusetts 01886-4105 (“Borrower”).
SECURITY AGREEMENT made by NETSCOUT SYSTEMS, INC. and certain of its Subsidiaries in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Trustee Dated as of November 1, 2007Security Agreement • November 7th, 2007 • Netscout Systems Inc • Services-computer integrated systems design • New York
SECURITY AGREEMENT, dated as of November 1, 2007, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of Wells Fargo Bank, National Association, as Collateral Trustee (in such capacity, the “Collateral Trustee”) for the Holders under the Indenture dated as of November 1, 2007 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), among the Grantors and Wells Fargo Bank, National Association, as trustee.
