Vonage 2010 Annual Report Download - page 52

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um
b
er
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escr
i
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i
on o
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hibi
t
10.17 Employment A
g
reement dated as of February 24, 2010 by and between Vona
g
e Holdin
g
s
C
orp. and Barry Rowan
(
20
)*
10.18 Indemnification A
g
reement dated as of May 6, 2010 by and between Vona
g
e Holdin
g
s
C
orp. and Barry Rowan
(
20
)*
10.19 Amended and Restated Employment A
g
reement, dated February 8, 2006, between Vona
g
e Holdin
g
s
C
orp. and Jeffrey A.
C
itron
(
1
)*
10.20
S
eparation A
g
reement and
G
eneral Release dated as of July 29, 2008 by and between Vona
g
e Holdin
g
s
C
orp. and Jeffrey A.
C
itron
(
11
)*
10
.
21
A
mended and Restated Non-
C
ompete A
g
reement dated as of
O
ctober 17, 2008 by and between Vona
g
e Holdin
g
s
C
orp. and Jeffrey A
.
C
itron
(
14
)
10.22 Form of Nonqualified
S
tock
O
ption A
g
reement for Jeffrey A.
C
itron under the Vona
g
e Holdin
g
s
C
orp. 2006 Incentive Plan
(
11
)*
10.23 Amended and Restated Employment A
g
reement, dated January 1, 2009, between Vona
g
e Holdin
g
s
C
orp. and John
S
.Re
g
o
(
15
)
*
10.24 Amendment of Employment A
g
reement, dated as of February 23, 2010 between John
S
.Re
g
o and Vona
g
e Holdin
g
s
C
orp.
(
19
)*
10.25
S
eparation A
g
reement and
G
eneral Release, dated as of February 23, 2010 between John
S
.Re
g
o and Vona
g
e Holdin
g
s
C
orp.
(
19
)
*
10.26 Letter A
g
reement, dated January 28, 2009, between Vona
g
e Holdin
g
s
C
orp. and Theresa Hennesy
(
16
)
*
10.27 Amendment to Letter A
g
reement, dated December 23, 2010, between Vona
g
e Holdin
g
s
C
orp. and Theresa Hennesy
(
24
)
*
10.28 Letter A
g
reement, dated February 9, 2009, between Vona
g
e Holdin
g
s
C
orp. and Nicholas P. Lazzaro
(
16
)*
10.29 Amendment to Letter A
g
reement, dated December 30, 2010, between Vona
g
e Holdin
g
s
C
orp. and Nicholas P. Lazzaro
(
24
)*
10.30 Letter A
g
reement, dated March 24, 2009, between Vona
g
e Holdin
g
s
C
orp. and Kimberly
O
’Lou
g
hlin
(
16
)
*
10.31 Amendment to Letter A
g
reement, dated December 25, 2010, between Vona
g
e Holdin
g
s
C
orp. and Kimberly
O
’Lou
g
hlin
(
24
)
*
10.32 Letter A
g
reement, dated November 19, 2008, between Vona
g
e Holdin
g
s
C
orp. and Michael A. Tempora
(
16
)*
10.33 Amendment to Letter A
g
reement, dated December 23, 2010, between Vona
g
e Holdin
g
s Corp. and Michael A. Tempora(24)
*
10.34 Letter A
g
reement, dated July 15, 2009, between Vona
g
e Holdin
g
s Corp. and Kurt Ro
g
ers(17)
*
10.35 Amendment to Letter A
g
reement, dated December 22, 2010, between Vona
g
e Holdin
g
s Corp. and Kurt Ro
g
ers(24)
*
10.36 Non-Executive Director Compensation Pro
g
ram effective October 14, 2010(23)
*
10.37 Form of Indemnification A
g
reement between Vona
g
e Holdin
g
s Corp. and its directors and certain officers(9)*
1
0
.
38
Third Amended and Restated Investors’ Rights Agreement, as amended, dated April 27, 2005, among Vonage Holdings Corp. and th
e
signatories thereto(3)
10.39 Written
C
onsent of Vona
g
e Holdin
g
s
C
orp. and
C
ertain
S
tockholders to the amendment to the Third Amended and Restated Investors
’
Ri
g
hts A
g
reement dated April 27, 2005, as amended, dated November 13, 2006
(
7
)
10.40 Registration Rights Agreement, dated December 16, 2005, among Vonage Holdings
C
orp. and the signatories thereto
(
1
)
10.41† Agreement for
S
ervices, dated February 9, 2005, between Vonage Holdings
C
orp. and Third Party Verification, Inc.
(
2
)
10.42† First Amendment to
S
ervices Agreement, dated June 21, 2006, between Third Party Verification, Inc. and Vonage Holdings
C
orp.
(
6
)
10.43
†
S
econd Amendment to
S
ervices A
g
reement, dated Au
g
ust 25, 2006, between Third Party Verification, Inc. and Vona
g
e Network of Ne
w
Jersey d
/
b
/
a Vona
g
e Network Inc.
(
assi
g
nee of Vona
g
e Holdin
gC
orp.
)(
6
)
10.44
†
Fourth Amendment to Services A
g
reement, dated May 1, 2009 between Third Party Verification, Inc. and Vona
g
e Network LLC (formerly
known as Vona
g
e Network Inc.) (16
)
10.45
†
License and Managed Services Agreement, dated December 23, 2009 between Vonage Network LLC and Amdocs Software Systems
Limited and Amdocs, Inc.(18
)
10.46
†
First Amendin
g
A
g
reement to License and Mana
g
ed
S
ervices A
g
reement, dated December 22, 2010 between Vona
g
e Network LL
C
and
A
mdocs
S
oftware
Sy
stems Limited and Amdocs, Inc.
(
24
)
10.47 Patent
S
ettlement A
g
reement, dated
O
ctober 25, 2007, between Vona
g
e Holdin
g
s
C
orp. and Verizon
S
ervices
C
orp.
(
10
)
10.48
S
ettlement A
g
reement, effective
O
ctober 27, 2007, between Vona
g
e Holdin
g
s
C
orp. and
S
print
C
ommunications
C
ompany L.P.
(
10
)
10.49
S
ettlement and Patent License A
g
reement, dated December 21, 2007, between Vona
g
e Holdin
g
s
C
orp. and AT&T
C
orp.
(
10
)
10
.
50
S
ettlement A
g
reement, effective January 1, 2008 between Vona
g
e Holdin
g
s
C
orp. and Nortel Networks Inc. and Nortel Network
s
Limited
(
10
)
10
.
51
C
redit A
g
reement, dated as of December 14, 2010 amon
g
Vona
g
e Holdin
g
s Corp. and Vona
g
e America Inc., as borrowers, various lenders
,
and Bank of America, N.A., as Administrative A
g
ent(22
)
1
0
.
5
2First Lien Credit and Guaranty Agreement, dated as of October 19, 2008 among Vonage Holdings Corp. and Vonage America Inc., a
s
borrowers, certain subsidiaries of Vonage Holdings Corp., as guarantors, various lenders, and Silver Point Finance, LLC, as Administrativ
e
A
gent, Collateral Agent and Lead Arranger (relating to former first lien credit facility)(13)
10.53
S
econd Lien
C
redit and
G
uaranty A
g
reement, dated as of
O
ctober 19, 2008 amon
g
Vona
g
e Holdin
g
s
C
orp. and Vona
g
e America Inc., as
borrowers, certain subsidiaries of Vona
g
e Holdin
g
s
C
orp., as
g
uarantors, various lenders, and
S
ilver Point Finance, LL
C
, as Administrativ
e
Ag
ent,
C
ollateral A
g
ent and Lead Arran
g
er
(
relatin
g
to former second lien credit facility
)(
13
)
10
.
54
Third Lien Note Purchase A
g
reement dated as of
O
ctober 19, 2008 amon
g
Vona
g
e Holdin
g
s
C
orp. and Vona
g
e America Inc., as co-issuers
,
certain subsidiaries of Vona
g
e Holdin
g
s
C
orp., as
g
uarantors, various purchasers, and
S
ilver Point Finance, LL
C
, as Note A
g
ent an
d
C
ollateral A
g
ent
(
relatin
g
to former third lien convertible notes
)(
13
)
10
.
55
Master Agreement, dated November 2, 2010, among Vonage Holdings Corp. and Vonage America Inc., as borrowers, certain subsidiarie
s
of Vonage Holdings Corp., as guarantors, various lenders, and Silver Point Finance, LLC, as Administrative Agent (relating to former firs
t
and second lien credit facilities)(21
)
45