0001193125-15-399420 Sample Contracts

HARMONIC INC. (a Delaware corporation)
Purchase Agreement • December 10th, 2015 • Harmonic Inc • Radio & tv broadcasting & communications equipment • New York

Harmonic Inc., a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Initial Purchasers named in Schedule A hereto (collectively, the “Initial Purchasers,” which term shall also include any initial purchaser substituted as hereinafter provided in Section 11 hereof), for whom Merrill Lynch is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Company and the purchase by the Initial Purchasers, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $125,000,000 aggregate principal amount of the Company’s 4.00% Convertible Senior Notes due 2020 (the “Initial Securities”) and (ii) the grant by the Company to the Initial Purchasers, acting severally and not jointly, of the option to purchase all or any part of an additional $18,750,000 aggregate principal amount of its 4.00% Convertible Sen

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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • December 10th, 2015 • Harmonic Inc • Radio & tv broadcasting & communications equipment

THIS FIRST AMENDMENT to Credit Agreement (this “Amendment”) is entered into as of December 4, 2015, by and between JPMorgan Chase Bank, N.A. (“Bank”) and Harmonic Inc., a Delaware corporation (“Borrower”).

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