ARRIS Announces Memorandum Of Understanding To Offer Telephony Over IP (ToIP�) With Net2Phone

Alliance Overcomes Key Integration, Investment, and Operations Challenges

12/10/2002

Duluth, GA:

ARRIS (NASDAQ: ARRS) and Net2Phone (NASDAQ: NTOP) announced today a Memorandum of Understanding to enhance the ARRIS Hosted Telephony-over-IP (ToIP�) offer to cable operators. As a result, ARRIS and Net2Phone will jointly offer cable operators a fully managed end-to-end integrated network, supporting complete CableLabs� PacketCable� Voice over IP.

Enhanced ToIP allows operators to launch carrier-grade voice services over a managed network quickly at minimal start-up costs and risks. Both companies are committed to pre-integrate and test at scale all of the elements required for operators to offer competitive voice services.

The Hosted ToIP Solution consists of three key elements: PacketCable-based VoIP call management and networking, PacketCable/DOCSIS� 1.1-based HFC access, and world-class integration, scaling and operations management. The call management portion of the solution leverages Net2Phone�s seven years of experience deploying and managing VoIP networks and their more recent work with Liberty Cablevision of Puerto Rico proving the hosted local telephone service concept. ARRIS contributes its integration and scaling experience learned from supporting millions of lines of deployed cable telephony, along with its PacketCable expertise from its success in DOCSIS certification and qualifications and participation in the PacketCable AITN and 45 other PacketCable based VoIP trials.

The local HFC access component of the solution consists of the ARRIS Cadant� C4� CMTS and the ARRIS family of PacketCable-based embedded Multimedia Terminal Adapters (eMTAs); Touchstone� Telephony Modem and Touchstone Telephony Port.

�ARRIS believes strongly that VoIP is an important ingredient to a churn-resistant triple play portfolio for cable operators,� said Stan Brovont, Vice President Marketing, ARRIS Broadband business unit. �The technology is maturing fast and we want to address the remaining operator challenges in a way that accelerates their entry into telephony. Our agreement with Net2Phone combines our world leading experience developing and integrating large-scale cable telephony deployments with Net2Phone�s unique operations experience and hosted business model. We are offering to accelerate cable operators� entry into telephony by many, many months with dramatically less investment and risk.�

"Together, Net2Phone and ARRIS bring an unparalleled level of integration, deployment and telephony management expertise to the cable industry," said Gerry Pearce, Vice President, Net2Phone Strategic Alliances. "Cable operators can now leverage the synergies from two of the leaders in cable telephony; ARRIS local access equipment and systems integration experience and Net2Phone's seven years of worldwide VoIP service and network management solutions, to bring a hosted cable telephony service to market.�

ARRIS and Net2Phone are responsible for selecting, integrating, testing and operating the Hosted ToIP network which includes the Call Management Server, Media Gateway Controller, Media Gateway, Signaling Gateway, Announcement Server, the OSS Back Office and Provisioning Servers, the BSS interface, CMTSs, and eMTAs. Complex integration and logistical activities such as Local Number Portability (LNP), CALEA, and E911 services are a key element of the solution offered by the partners. Moreover, Net2Phone and ARRIS will provide 24x7 network operations and technical support and Net2Phone will provide and administer local and long distance interconnects. The finished product integrates seamlessly into the cable operator�s existing HFC network and operations, and is capable of generating telephony revenue very quickly because the time-consuming network design and integration work has been done in advance. Continual interoperability, reliability, and compliance to standards are guaranteed through the ARRIS System Integration and Solution Assurance Programs.

ARRIS is the world leader in cable telephony, having delivered over 3.5 million lines in 13 countries � a 65% worldwide market share. Its telephony experience and DOCSIS 1.1 certified and qualified products provide the foundation and Quality of Service (QoS) essential for ToIP operations. Net2Phone is the first VoIP provider to bridge IP with the Public Switched Telephone Network (PSTN) and has routed over 4.5 billion VoIP minutes for customers.

Founded in 1995, Net2Phone is a leading provider of voice services over IP networks to consumers, businesses and carriers worldwide. With millions of users around the world, Net2Phone enables toll-quality calls between computers, telephones, and broadband devices utilizing IP networks. Recognized as the first company to bridge the Internet with the public switched telephone network, Net2Phone has routed billions of minutes of traffic over its award-winning network. Incorporated within the Company is its Cable Technology Division, which has developed a fully outsourced standards-compliant telephony solution for cable operators, using components from companies such as ARRIS, Motorola, Gallery iPT, Mind CTI, Nuera and CoreOS. Traded on the NASDAQ under the symbol NTOP, Net2Phone�s strategic partners and investors include Liberty Media Corporation (NYSE: LMC.A; LMC.B), AT&T (NYSE: T), and IDT Corporation (NYSE: IDT; IDT.B). For more information about Net2Phone's products and services, please visit www.net2phone.com.

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