AGREEMENT AND PLAN OF MERGER dated as of July 7, 2009 among MSC.SOFTWARE CORPORATION, MAXIMUS HOLDINGS INC. and MAXIMUS INC.Merger Agreement • July 17th, 2009 • STG Ugp, LLC • Services-prepackaged software • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of July 7, 2009 among MSC.Software Corporation, a Delaware corporation (the “Company”), Maximus Holdings Inc., a Delaware corporation (“Parent”), and Maximus Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”).
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • April 3rd, 2013 • STG Ugp, LLC • Services-business services, nec • Delaware
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of April 2, 2013, by and between Onvia, Inc., a Delaware corporation (the “Company”), and each of the entities identified on Schedule 1 hereto (each a “Seller” and collectively, the “Sellers”).
September 28, 2009 CONFIDENTIAL Maximus Holdings Inc. c/o Symphony Technology GroupCommitment Letter • September 30th, 2009 • STG Ugp, LLC • Services-prepackaged software
October 2, 2009Commitment Letter • October 5th, 2009 • STG Ugp, LLC • Services-prepackaged software • California
JOINT FILING AGREEMENTJoint Filing Agreement • December 21st, 2010 • STG Ugp, LLC • Services-business services, nec
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, we, the signatories of the statement on schedule 13D to which this joint filing agreement is attached, hereby agree that such statement is, and any amendments thereto filed by any of us will be filed on behalf of each of us.
JOINT FILING AGREEMENTJoint Filing Agreement • May 27th, 2008 • STG Ugp, LLC • Services-prepackaged software
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, we, the signatories of the statement on Schedule 13D to which this joint filing agreement is attached, hereby agree that such statement is, and any amendments thereto filed by any of us will be, filed on behalf of each of us.
October 2, 2009 CONFIDENTIAL Maximus Holdings Inc. c/o Symphony Technology GroupEquity Commitment Letter • October 5th, 2009 • STG Ugp, LLC • Services-prepackaged software
AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 30th, 2009 • STG Ugp, LLC • Services-prepackaged software • Delaware
This Amendment, dated as of September 28, 2009 (this “Amendment”), to the Agreement and Plan of Merger, dated as of July 7, 2009 (the “Merger Agreement”), by and among Maximus Holdings Inc., a Delaware corporation (“Parent”), Maximus Inc., a Delaware Corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and MSC.Software Corporation, a Delaware corporation (the “Company”), is entered into by the Company, Parent and Merger Sub.
October 02, 2009 CONFIDENTIAL Maximus Holdings Inc. c/o Symphony Technology GroupEquity Commitment • October 5th, 2009 • STG Ugp, LLC • Services-prepackaged software
FORM OF STOCKHOLDER VOTING AGREEMENTStockholder Voting Agreement • July 17th, 2009 • STG Ugp, LLC • Services-prepackaged software • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of July 7, 2009 by and between Maximus Holdings Inc., a Delaware corporation (“Parent”), and the undersigned stockholder (the “Stockholder”) of MSC.Software Corporation, a Delaware corporation (the “Company”).
JOINT FILING AGREEMENTJoint Filing Agreement • July 17th, 2009 • STG Ugp, LLC • Services-prepackaged software
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, we the signatories of the statement on Schedule 13D to which this joint filing agreement is attached, hereby agree that such statement is, and any amendments thereto filed by any of us will be, filed on behalf of each of us.
FORM OF DIRECTOR/OFFICER VOTING AGREEMENTVoting Agreement • July 17th, 2009 • STG Ugp, LLC • Services-prepackaged software • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of July 7, 2009 by and between Maximus Holdings Inc., a Delaware corporation (“Parent”), and the undersigned stockholder (the “Stockholder”) of MSC.Software Corporation, a Delaware corporation (the “Company”).
AGREEMENTMerger Agreement • July 17th, 2009 • STG Ugp, LLC • Services-prepackaged software • Delaware
AGREEMENT dated as of July 7, 2009 (this “Agreement”) between Maximus Holdings Inc., a Delaware corporation (“Parent”), STG III, L.P., a Delaware limited partnership (“STG III”), STG III-A, L.P., a Delaware limited partnership (“STG III-A” and, together with STG III, the “STG Parties”), Elliott Associates, L.P., a Delaware limited partnership (“Elliott”), and Elliott International, L.P., a Cayman Islands limited partnership (“Elliott International” and, together with Elliott, the “Elliott Parties”).
July 7, 2009Commitment Letter • July 17th, 2009 • STG Ugp, LLC • Services-prepackaged software • California
AMENDED AND RESTATED AGREEMENTAmended and Restated Agreement • October 5th, 2009 • STG Ugp, LLC • Services-prepackaged software • Delaware
AMENDED AND RESTATED AGREEMENT dated as of October 2, 2009 (this “Agreement”) between Maximus Holdings Inc., a Delaware corporation (“Parent”), STG III, L.P., a Delaware limited partnership (“STG III”), STG III-A, L.P., a Delaware limited partnership (“STG III-A” and, together with STG III, the “STG Parties”), Elliott Associates, L.P., a Delaware limited partnership (“Elliott”), and Elliott International, L.P., a Cayman Islands limited partnership (“Elliott International” and, together with Elliott, the “Elliott Parties”).
