EXHIBIT 1
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JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13D with
respect to the Common Stock of Avaya Inc. is, and any amendment thereto signed
by each of the undersigned shall be, filed on behalf of each undersigned
pursuant to and in accordance with the provisions of 13d-1(k) under the
Securities Exchange Act of 1934, as amended.
Dated: October 12, 2000
WARBURG, PINCUS EQUITY PARTNERS, L.P.
By: Warburg, Pincus & Co.,
General Partner
By:/s/ Stephen Distler
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Name: Stephen Distler
Title: Partner
WARBURG, PINCUS & CO.
By:/s/ Stephen Distler
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Name: Stephen Distler
Title: Partner
E.M. WARBURG, PINCUS & CO., LLC
By:/s/ Stephen Distler
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Name: Stephen Distler
Title: Member
WARBURG, PINCUS NETHERLANDS EQUITY PARTNERS I,
C.V.
By: Warburg, Pincus & Co.,
General Partner
By:/s/ Stephen Distler
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Name: Stephen Distler
Title: Partner
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WARBURG, PINCUS NETHERLANDS EQUITY PARTNERS II,
C.V.
By: Warburg, Pincus & Co.,
General Partner
By:/s/ Stephen Distler
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Name: Stephen Distler
Title: Partner
WARBURG, PINCUS NETHERLANDS EQUITY PARTNERS
III, C.V.
By: Warburg, Pincus & Co.,
General Partner
By:/s/ Stephen Distler
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Name: Stephen Distler
Title: Partner
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SCHEDULE I
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Set forth below is the name, position and present principal
occupation of each of the general partners of Warburg, Pincus & Co. ("WP") and
members of E.M. Warburg, Pincus & Co., LLC ("EMW LLC"). The sole general partner
of Warburg, Pincus Equity Partners, L.P. ("WPEP") is WP. WPEP, WP, and EMW LLC
are hereinafter collectively referred to as the "Reporting Entities". Except as
otherwise indicated, the business address of each of such persons is 466
Lexington Avenue, New York, New York 10017, and each of such persons is a
citizen of the United States.
GENERAL PARTNERS OF WP
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PRESENT PRINCIPAL OCCUPATION IN ADDITION
TO POSITION WITH WP, AND POSITIONS
NAME WITH THE REPORTING ENTITIES
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Joel Ackerman Partner of WP; Member and Managing Director of EMW LLC
Harold Brown Partner of WP; Member and Senior Managing Director of
EMW LLC
W. Bowman Cutter Partner of WP; Member and Managing Director of EMW LLC
Cary J. Davis Partner of WP; Member and Managing Director of EMW LLC
Stephen Distler Partner of WP; Member, Managing Director and Treasurer
of EMW LLC
Stewart K. P. Gross Partner of WP; Member and Managing Director of EMW LLC
Patrick T. Hackett Partner of WP; Member and Managing Director of EMW LLC
Jeffrey A. Harris Partner of WP; Member and Managing Director of EMW LLC
William H. Janeway Partner of WP; Member and Senior Managing Director of
EMW LLC
Charles R. Kaye Partner of WP; Member and Managing Director of EMW LLC
Henry Kressel Partner of WP; Member and Managing Director of EMW LLC
Joseph P. Landy Partner of WP; Member and Managing Director of EMW LLC
Sidney Lapidus Partner of WP; Member and Managing Director of EMW LLC
Kewsong Lee Partner of WP; Member and Managing Director of EMW LLC
Jonathan S. Leff Partner of WP; Member and Managing Director of EMW LLC
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<PAGE>
Reuben S. Leibowitz Partner of WP; Member and Managing Director of EMW LLC
David E. Libowitz Partner of WP; Member and Managing Director of EMW LLC
Nancy Martin Partner of WP; Member and Managing Director of EMW LLC
Edward J. McKinley Partner of WP; Member and Managing Director of EMW LLC
Rodman W. Moorhead III Partner of WP; Member and Senior Managing Director of
EMW LLC
Howard H. Newman Partner of WP; Member and Managing Director of EMW LLC
Gary D. Nusbaum Partner of WP; Member and Managing Director of EMW LLC
Dalip Pathak Partner of WP; Member and Managing Director of EMW LLC
Lionel I. Pincus Managing Partner of WP; Managing Member, Chairman of
the Board and Chief Executive Officer of EMW LLC
John D. Santoleri Partner of WP; Member and Managing Director of EMW LLC
Henry Schacht Partner of WP; Member and Managing Director of EMW LLC
Steven G. Schneider Partner of WP; Member and Managing Director of EMW LLC
Barry Taylor Partner of WP; Member of Managing Director of EMW LLC
John L. Vogelstein Partner of WP; Member and Vice Chairman of EMW LLC
Elizabeth H. Weatherman Partner of WP; Member and Managing Director of EMW LLC
Pincus & Co.*
NL & Co.**
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* New York limited partnership; primary activity is ownership interest in WP
and EMW LLC.
** New York limited partnership; primary activity is ownership interst in WP.
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<PAGE>
MEMBERS OF EMW LLC
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PRESENT PRINCIPAL OCCUPATION IN ADDITION
TO POSITION WITH EMW LLC, AND POSITIONS
NAME WITH THE REPORTING ENTITIES
---------------------- -------------------------------------------------------
Joel Ackerman Member and Managing Director of EMW LLC; Partner of WP
Frank M. Brochin (1) Member and Managing Director of EMW LLC
Harold Brown Member and Senior Managing Director of EMW LLC; Partner
of WP
W. Bowman Cutter Member and Managing Director of EMW LLC; Partner of WP
Cary J. Davis Member and Managing Director of EMW LLC; Partner of WP
Stephen Distler Member, Managing Director, and Treasurer of EMW LLC;
Partner of WP
Tetsuya Fukagawa (2) Member and Managing Director of EMW LLC
Stewart K. P. Gross Member and Managing Director of EMW LLC; Partner of WP
Alf Grunwald (3) Member and Managing Director of EMW LLC
Patrick T. Hackett Member and Managing Director of EMW LLC; Partner of WP
Jeffrey A. Harris Member and Managing Director of EMW LLC; Partner of WP
Roberto Italia (4) Member and Managing Director of EMW LLC
William H. Janeway Member and Senior Managing Director of EMW LLC;
Partner of WP
Charles R. Kaye Member and Managing Director of EMW LLC; Partner of WP
Henry Kressel Member and Managing Director of EMW LLC; Partner of WP
Rajiv B. Lall (5) Member and Managing Director of EMW LLC
Joseph P. Landy Member and Managing Director of EMW LLC; Partner of WP
Sidney Lapidus Member and Managing Director of EMW LLC; Partner of WP
Kewsong Lee Member and Managing Director of EMW LLC; Partner of WP
Jonathan S. Leff Member and Managing Director of EMW LLC; Partner of WP
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Reuben S. Leibowitz Member and Managing Director of EMW LLC; Partner of WP
David E. Libowitz Member and Managing Director of EMW LLC; Partner of WP
Nicholas J. Lowcock (6) Member and Managing Director of EMW LLC
John W. MacIntosh (7) Member and Managing Director of EMW LLC
Nancy Martin Member and Managing Director of EMW LLC; Partner of WP
Edward J. McKinley Member and Managing Director of EMW LLC; Partner of WP
James McNaught-Davis (6) Member and Managing Director of EMW LLC
Rodman W. Moorhead III Member and Managing Director of EMW LLC; Partner of WP
Howard H. Newman Member and Managing Director of EMW LLC; Partner of WP
Gary D. Nusbaum Member and Managing Director of EMW LLC; Partner of WP
Dalip Pathak Member and Managing Director of EMW LLC; Partner of WP
Lionel I. Pincus Managing Member, Chairman of the Board and Chief
Executive Officer of EMW LLC; Managing Partner of WP
John D. Santoleri Member and Managing Director of EMW LLC; Partner of WP
Henry Schacht Member and Managing Director of EMW LLC; Partner of WP
Steven G. Schneider Member and Managing Director of EMW LLC; Partner of WP
Dominic H. Shorthouse Member and Managing Director of EMW LLC
(6)
Melchior Stahl (3) Member and Managing Director of EMW LLC
Chang Q. Sun (8) Member and Managing Director of EMW LLC
Barry Taylor Member and Managing Director of EMW LLC; Partner of WP
John L. Vogelstein Member and Vice Chairman of EMW LLC; Partner of WP
Elizabeth H. Weatherman Member and Managing Director of EMW LLC; Partner of WP
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<PAGE>
Jeremy S. Young (6) Member and Managing Director of EMW LLC
Pincus & Co.*
(1) - Citizen of France
(2) - Citizen of Japan
(3) - Citizen of Germany
(4) - Citizen of Italy
(5) - Citizen of India
(6) - Citizen of United Kingdom
(7) - Citizen of Canada
(8) - Citizen of China
* New York limited partnership; primary activity is ownership interest in WP
and EMW LLC
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