SONS » Topics » 2. Definitions

These excerpts taken from the SONS 10-K filed Mar 6, 2008.

2.     Definitions

        2.1    Board  means the Board of Directors of the Company.

        2.2    Code  means the Internal Revenue Code of 1986, as amended.

        2.3    Common Stock  means the Common Stock, par value $0.001 per share, of the Company.

        2.4    Company  means Sonus Networks, Inc., a Delaware corporation.

        2.5    Compensation  means all regular straight time compensation including commissions but shall not include payments for overtime, shift premium, incentive compensation, incentive payments, bonuses and other irregular or infrequent compensation or benefits.

        2.6    Continuous Status as an Employee  means the absence of any interruption or termination of service as an Employee. Continuous Status as an Employee shall not be considered interrupted in the case of (i) sick leave; (ii) military leave; (iii) any other leave of absence approved by the Administrator, provided that such leave is for a period of not more than 90 days, unless reemployment upon the expiration of such leave is guaranteed by contract or statute, or unless provided otherwise pursuant to Company policy adopted from time to time; or (iv) transfers between locations of the Company or between the Company and its Designated Subsidiaries.

        2.7    Contributions  means all amounts credited to the account of a participant pursuant to the Plan.

        2.8    Corporate Transaction  means a merger or consolidation of the Company with and into another person or the sale, transfer, or other disposition of all or substantially all of the Company's assets to one or more persons (other than any wholly-owned subsidiary of the Company) in a single transaction or series of related transactions, unless securities possessing more than 50% of the total combined voting power of the survivor's or acquiror's outstanding securities, or the securities of any parent thereof, are held by a person or persons who held the voting securities of the Company immediately prior to such transaction.

        2.9    Designated Subsidiaries  means the Subsidiaries which have been designated by the Board from time to time in its sole discretion as eligible to participate in the Plan.

        2.10    Employee  means any person, including an Officer, who is customarily employed for at least twenty (20) hours per week and more than five (5) months in a calendar year by the Company or one of its Designated Subsidiaries.


        2.11    Exchange Act  means the Securities Exchange Act of 1934, as amended.

        2.12    Offering Date  means the first business day of each Offering Period of the Plan.

        2.13    Offering Period  means a period of six (6) months commencing on March 1 and September 1 of each year.

        2.14    Officer  means a person who is an officer of the Company within the meaning of Section 16 of the Exchange Act and the rules and regulations promulgated thereunder.

        2.15    Plan  means this Employee Stock Purchase Plan.

        2.16    Purchase Date  means the last day of each Offering Period of the Plan.

        2.17    Purchase Price  means with respect to an Offering Period an amount equal to 85% of the Fair Market Value (as defined in Section 7.2 below) of a Share of Common Stock on the Purchase Date.

        2.18    Share  means a share of Common Stock, as adjusted in accordance with Section 19 of the Plan.

        2.19    Subsidiary  means a corporation, domestic or foreign, of which not less than 50% of the voting shares are held by the Company or a Subsidiary, whether or not such corporation now exists or is hereafter organized or acquired by the Company or a Subsidiary.

2.     Definitions



        2.1SIZE=2>    Board  means the Board of Directors of the Company.




        2.2SIZE=2>    Code  means the Internal Revenue Code of 1986, as amended.



        2.3SIZE=2>    Common Stock  means the Common Stock, par value $0.001 per share, of the Company.



        2.4SIZE=2>    Company  means Sonus Networks, Inc., a Delaware corporation.



        2.5SIZE=2>    Compensation  means all regular straight time compensation including commissions but shall not include
payments for overtime, shift premium, incentive compensation, incentive payments, bonuses and other irregular or infrequent compensation or benefits.



        2.6SIZE=2>    Continuous Status as an Employee  means the absence of any interruption or termination of service as an
Employee. Continuous Status as an Employee shall not be considered interrupted in the case of (i) sick leave; (ii) military leave; (iii) any other leave of absence approved by the
Administrator, provided that such leave is for a period of not more than 90 days, unless reemployment upon the expiration of such leave is guaranteed by contract or statute, or unless provided
otherwise pursuant to Company policy adopted from time to time; or (iv) transfers between locations of the Company or between the Company and its Designated Subsidiaries.



        2.7SIZE=2>    Contributions  means all amounts credited to the account of a participant pursuant to the Plan.



        2.8SIZE=2>    Corporate Transaction  means a merger or consolidation of the Company with and into another person or the
sale, transfer, or other disposition of all or substantially all of the Company's assets to one or more persons (other than any wholly-owned subsidiary of the Company) in a single transaction or
series of related transactions, unless securities possessing more than 50% of the total combined voting power of the survivor's or acquiror's outstanding securities, or the securities of any parent
thereof, are held by a person or persons who held the voting securities of the Company immediately prior to such transaction.



        2.9SIZE=2>    Designated Subsidiaries  means the Subsidiaries which have been designated by the Board from time to time in
its sole discretion as eligible to participate in the Plan.



        2.10SIZE=2>    Employee  means any person, including an Officer, who is customarily employed for at least twenty
(20) hours per week and more than five (5) months in a calendar year by the Company
or one of its Designated Subsidiaries.









        2.11SIZE=2>    Exchange Act  means the Securities Exchange Act of 1934, as amended.



        2.12SIZE=2>    Offering Date  means the first business day of each Offering Period of the Plan.




        2.13SIZE=2>    Offering Period  means a period of six (6) months commencing on March 1 and September 1
of each year.



        2.14SIZE=2>    Officer  means a person who is an officer of the Company within the meaning of Section 16 of the
Exchange Act and the rules and regulations promulgated thereunder.



        2.15SIZE=2>    Plan  means this Employee Stock Purchase Plan.




        2.16SIZE=2>    Purchase Date  means the last day of each Offering Period of the Plan.



        2.17SIZE=2>    Purchase Price  means with respect to an Offering Period an amount equal to 85% of the Fair Market Value (as
defined in Section 7.2 below) of a Share of Common Stock on the Purchase Date.



        2.18SIZE=2>    Share  means a share of Common Stock, as adjusted in accordance with Section 19 of the Plan.




        2.19SIZE=2>    Subsidiary  means a corporation, domestic or foreign, of which not less than 50% of the voting shares are
held by the Company or a Subsidiary, whether or not such corporation now exists or is hereafter organized or acquired by the Company or a Subsidiary.



EXCERPTS ON THIS PAGE:

10-K (2 sections)
Mar 6, 2008

RELATED TOPICS for SONS:

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