Avaya EMEA Ltd. Watch

from S-4 2 pages Avaya Inc. 211 Mt. Airy Road Basking Ridge, Nj 07920 USA February 3, 2009 Jim Chirico 32520 Archdale Chapel Hill, Nc 27517 Dear Jim, It Gives Me Great Pleasure to Offer You the Position of Chief Restructuring Officer of Avaya Inc. This Letter Confirms the Compensation Associated With Your Anticipated New Role. Assumption of Duties: Effective February 3, 2009, You Will Assume the Role of Chief Restructuring Officer, Reporting to Me. Your Office Will Be Located at 211 Mt. Airy Road, Basking Ridge, Nj 07920. Total Target Cash Compensation: Your Total Target Cash Compensation Will Be $1,050,000, Comprised of Base Salary and Short Term Incentive Awards. Base Salary: Your Revised Annual Base Salary Will Take Effect Beginning February 1, 2009 and Will Be $600,000, Payable Monthly

from S-4 13 pages Management Services Agreement

from S-4 4 pages Ayava Inc. Short Term Incentive Plan Effective January 2, 2008

from S-4 21 pages Avaya Inc. Savings Restoration Plan as Amended and Restated Effective January 1, 2005

from S-4 6 pages Indemnity Agreement

from S-4 6 pages Indemnity Agreement

from S-4 18 pages Avaya Inc. Involuntary Separation Plan for Senior Officers Plan Document and Summary Plan Description

from S-4 2 pages Avaya Inc. 211 Mt. Airy Road Basking Ridge, Nj 07920 October 12, 2009 Kevin J. Kennedy President and CEO Avaya Inc. 211 Mt. Airy Road Basking Ridge, Nj 07920 Re: Amendment to Executive Employment Agreement Dear Kevin

from S-4 18 pages Executive Employment Agreement

from S-4 18 pages Guaranty (Abl) Dated as of October 26, 2007 Among Sierra Holdings Corp., as Holdings, Certain Subsidiaries of Avaya Inc. From Time to Time Party Hereto, and Citicorp USA, Inc., as Administrative Agent

from S-4 54 pages Pledge and Security Agreement Dated as of October 26, 2007 Among Avaya Inc., as Parent Borrower Sierra Holdings Corp., as Holdings Certain Subsidiaries of Avaya Inc. Identified Herein, as Subsidiary Borrowers and Citicorp USA, Inc. as Administrative Agent

from S-4 19 pages Guaranty (Cash Flow) Dated as of October 26, 2007 Among Sierra Holdings Corp., as Holdings Certain Subsidiaries of Avaya Inc. Identified Herein and Citibank, N.A., as Administrative Agent

from S-4 55 pages Pledge and Security Agreement Dated as of October 26, 2007 Among Avaya Inc., as Borrower Sierra Holdings Corp., as Holdings Certain Subsidiaries of Avaya Inc. Identified Herein and Citibank, N.A., as Administrative Agent