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This excerpt taken from the A 8-K filed Feb 16, 2010.

EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated February 11, 2010.

 

4


This excerpt taken from the A 8-K filed Feb 12, 2010.

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press release announcing financial results for the first fiscal quarter ended January 31, 2010.

 

4


This excerpt taken from the A 8-K filed Jan 22, 2010.

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press release dated January 21, 2010.

 

4


This excerpt taken from the A 8-K filed Dec 21, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Quarterly Segment Financial Summary Information — Fiscal Years Ended October 31, 2007, 2008 and 2009.

 

5


This excerpt taken from the A 8-K filed Nov 13, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press release announcing financial results for the fourth fiscal quarter ended October 31, 2009.

 

4


This excerpt taken from the A 8-K filed Sep 28, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

10.1

 

Form of Change of Control Severance Agreement for Section 16 Officers (other than the CEO).

 

4


This excerpt taken from the A 8-K filed Sep 14, 2009.

EXHIBIT INDEX

 

Exhibit
No.

 

Description

1.01

 

Underwriting Agreement, dated September 9, 2009, by and among the Company, Barclays Capital Inc., Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC, on behalf of the several underwriters named therein

4.01

 

Form of Second Supplemental Indenture, dated as of September 14, 2009, between the Company and U.S. Bank National Association

4.02

 

Form of Third Supplemental Indenture, dated as of September 14, 2009, between the Company and U.S. Bank National Association

4.03

 

Form of Global Note for the Company’s 4.45% Senior Notes due 2012 (contained in Exhibit 4.01)

4.04

 

Form of Global Note for the Company’s 5.50% Senior Notes due 2015 (contained in Exhibit 4.02)

5.01

 

Opinion of Fenwick & West LLP

23.1

 

Consent of Fenwick & West LLP (contained in Exhibit No. 5.01)

 

5


This excerpt taken from the A 8-K filed Sep 11, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

10.1

 

Accession Agreement, dated September 8, 2009, by and among Agilent Technologies, Inc., Barclays Bank PLC, and JPMorgan Chase Bank, N.A., as administration agent.

 

4


This excerpt taken from the A 8-K filed Sep 8, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

23.1

 

Consent of Independent Registered Public Accounting Firm.

 

 

 

99.1

 

Business, Selected Financial Data, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Audited Consolidated Financial Statements of Agilent Technologies, Inc. as of October 31, 2008 and October 31, 2007 and for each of the three years ended October 31, 2008, reflecting the change in reportable segments and the balance sheet revision, and including the Report of Independent Registered Public Accounting Firm and Management’s Report on Internal Control over Financial Reporting.

 

 

 

99.2

 

Condensed Consolidated Financial Statements (Unaudited) and Management’s Discussion and Analysis of Financial Condition and Results of Operations (Unaudited) as of January 31, 2009 and for the quarters ended January 31, 2009 and January 31, 2008.

 

5


This excerpt taken from the A 8-K filed Aug 24, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

10.1

 

Five Year Credit Agreement, dated May 11, 2007, by and among the Company, the Lenders parties thereto, and JPMorgan Chase Bank, N.A., as administration agent (Incorporated by reference to Exhibit 10.1 of Agilent’s Form 8-K filed with the SEC on May 14, 2007)

10.2

 

First Amendment to Five Year Credit Agreement, dated March 3, 2008, by and among Agilent, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administration agent (Incorporated by reference to Exhibit 10.1 of Agilent’s Form 10-Q filed with the SEC on March 7, 2008)

10.3

 

Second Amendment to Five Year Credit Agreement, dated June 13, 2008, by and among Agilent, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administration agent (Incorporated by reference to Exhibit 10.3 of Agilent’s Form 10-K filed with the SEC on June 19, 2008)

10.4

 

Third Amendment dated as of November 7, 2008 to Five-Year Credit Agreement, dated May 11, 2007, by and among Agilent Technologies, Inc., the Lenders party thereto, and JPMorgan Chase Bank, N.A., as administration agent (Incorporated by reference to Exhibit 10.70 of Agilent’s Form 10-K filed with the SEC on December 19, 2008)

10.5

 

Fourth Amendment dated as of August 17, 2009 to Five-Year Credit Agreement, dated May 11, 2007, by and among Agilent Technologies, Inc., the Lenders party thereto, and JPMorgan Chase Bank, N.A., as administration agent

 

4


This excerpt taken from the A 8-K filed Aug 17, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press release announcing financial results for the third fiscal quarter ended July 31, 2009.

 

4


This excerpt taken from the A 8-K filed Jul 27, 2009.

EXHIBIT INDEX

 

Exhibit
No.

 

Description

99.1

 

Joint Press Release by Agilent Technologies, Inc. and Varian, Inc., dated July 27, 2009.

 

6


This excerpt taken from the A 8-K filed May 14, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press release announcing financial results for the second fiscal quarter ended April 30, 2009.

 

4


This excerpt taken from the A 8-K filed Mar 25, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

10.1

 

Form of Stock Option Award Agreement for U.S. Employees.

10.2

 

Form of Stock Option Award Agreement for non-U.S. Employees.

10.3

 

Form of Stock Award Agreement for Standard Awards Granted to Employees.

10.4

 

Form of New Executive Stock Award Agreement.

10.5

 

Form of Non-Employee Director Stock Option Award Agreement.

10.6

 

Form of Stock Award Agreement under the Long-Term Performance Program.

 

4


This excerpt taken from the A 8-K filed Mar 13, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

10.1

 

Agilent Technologies, Inc. 2009 Stock Plan (incorporated by reference to the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on January 27, 2009).

 

4


This excerpt taken from the A 10-Q filed Mar 12, 2009.
EXHIBIT INDEX

 

Exhibit
Number

 

Description

11.1

 

See Note 6, “Net Income Per Share”, to our Condensed Consolidated Financial Statements on page 8.

 

 

 

31.1

 

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

31.2

 

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

32.1

 

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

32.2

 

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 


*  Indicates management contract or compensatory plan, contract or arrangement.

 

41


This excerpt taken from the A 8-K filed Feb 17, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press release announcing financial results for the first fiscal quarter ended January 31, 2009.

 

5


This excerpt taken from the A 8-K filed Jan 23, 2009.

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Quarterly Segment Financial Summary Information – Fiscal Year Ended October 31, 2006, 2007 and 2008.

 

5


This excerpt taken from the A 8-K filed Nov 18, 2008.

Exhibit Index

 

Exhibit No.

 

Description

99.1

 

Related Agreement, dated as of September 22, 2008, by and among Lloyds TSB Bank plc, Agilent Technologies, Inc. and Agilent Technologies World Trade, Inc. (Incorporated by reference to Exhibit 99.1 of Agilent’s Form 8-K filed with the SEC on September 25, 2008).

 

 

 

99.2

 

Master Repurchase Agreement, and related Confirmation and Annex I, each dated as of November 17, 2008, between Agilent Technologies World Trade, Inc. and Lloyds TSB Bank plc.

 

 

 

99.3

 

Novation Agreement dated as of November 17, 2008, by and among STEERS Repo Pass-Thru Trust, 2008-1, Lloyds TSB Bank plc and Agilent Technologies World Trade, Inc.

 

 

 

99.4

 

Fourth Amended and Restated Guaranty of Agilent Technologies, Inc. dated as of November 17, 2008.

 

 

 

99.5

 

Amended and Restated Agilent Agreement dated as of November 17, 2008, by and among Agilent Technologies, Inc. and Agilent Technologies World Trade, Inc., in favor of each Designated Person.

 

5


This excerpt taken from the A 8-K filed Nov 14, 2008.

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press release announcing financial results for the fourth fiscal quarter ended October 31, 2008.

 

4


This excerpt taken from the A 8-K filed Sep 25, 2008.

Exhibit Index

 

Exhibit No.

 

Description

99.1

 

Related Agreement, dated as of September 22, 2008, among Lloyds TSB Bank plc, Agilent Technologies, Inc. and Agilent Technologies World Trade, Inc.

 

5


This excerpt taken from the A 10-Q filed Sep 5, 2008.
EXHIBIT INDEX

 

Exhibit
Number

 

Description

10.1

 

Agilent Technologies, Inc. Employee Stock Purchase Plan (Amended and Restated, effective November 1, 2008).*

 

 

 

10.2

 

Form of Stock Option Award Agreement for grants under the Agilent Technologies, Inc. 1999 Non-Employee Director Stock Plan.*

 

 

 

10.3

 

Second Amendment to Five Year Credit Agreement, dated June 13, 2008, by and among Agilent, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administration agent.  Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed June 19, 2008.

 

 

 

10.4

 

Master Repurchase Agreement, dated as of March 17, 2008, between Agilent Technologies World Trade, Inc. and Steers Repo Pass-Thru Trust, 2008-1 and Annex I to the Master Repurchase Agreement dated June 27, 2008.  Incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K filed July 2, 2008.

 

 

 

10.5

 

Third Amended and Restated Guaranty of Agilent Technologies, Inc., dated as of March 17, 2008.  Incorporated by reference to Exhibit 99.2 of the Company’s Current Report on Form 8-K filed July 2, 2008.

 

 

 

10.6

 

Fifth Amended and Restated Related Agreement, dated as of August 7, 2008, among Merrill Lynch Capital Services, Inc., Agilent Technologies, Inc. and Agilent Technologies World Trade, Inc.

 

 

 

10.7

 

Novation Agreement (including Confirmation), dated as of March 17, 2008, among Agilent Technologies World Trade, Inc., Belmont Funding LLC and Steers Repo Pass-Thru Trust, 2008-1.  Incorporated by reference to Exhibit 99.4 of the Company’s Current Report on Form 8-K filed July 2, 2008.

 

 

 

11.1

 

See Note 6, “Net Income Per Share”, to our Condensed Consolidated Financial Statements on page 9.

 

 

 

31.1

 

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

31.2

 

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

32.1

 

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

32.2

 

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 


*  Indicates management contract or compensatory plan, contract or arrangement.

 

40


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