defa14a

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No.     )

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  o   Definitive Proxy Statement
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  o   Soliciting Material Pursuant to §240.14a-12

Juniper Networks, Inc.


(Name of Registrant as Specified In Its Charter)


(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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Gina-
Per our conversation, attached is the commitment letter signed by our general counsel. Please let me know if you have questions on this matter. I can be reached anytime at [***] or via email.
Thanks,
Mike
     
 
 
Michael L. Johnson
   
Senior Director of Corporate Legal Affairs
   
Juniper Networks, Inc.
   
1194 North Mathilda Ave.
   
Sunnyvale, CA 94089
   

 


 

[Juniper Letterhead]
May 11, 2010
Via E-Mail
Gina Caires
Fidelity Investments
Re: Recommendation to Board
Dear Ms. Caires:
Juniper Networks hereby confirms that in the next fiscal year it will recommend to its Board that the 2006 Equity Incentive Plan (the “Plan”) be amended so that the Plan Minimum Vesting Requirements, which provide for a 1 year full vesting restriction for performance based Full Value Awards and 3 year full vesting restriction for non-performance based (i.e. service-based) Full Value Awards, as defined in the Plan and described in Sections 4(b)(vi) and 4(d) thereof are specifically cross-referenced in Sections 12, 13, 14 and 16 of the Plan as limitations on vesting applicable to Restricted Stock, Restricted Stock Units, Performance Shares and Deferred Stock Units, as applicable.
     
Very truly yours,
   
 
   
/s/ Mitchell L. Gaynor
   
 
Mitchell L. Gaynor
   
Senior Vice President and General Counsel