ARUBA NETWORKS, INC. AGREEMENT TO TERMS OF ELECTION
Exhibit (a)(1)(J)
BY PARTICIPATING, YOU AGREE TO ALL TERMS OF THE OFFER AS SET FORTH IN THE OFFERING DOCUMENTS.
If you would like to participate in this Offer, please indicate your election by making the
appropriate selection(s) on the Election Form, and if submitting a paper Election Form, please
return the completed and signed Election Form to Xxxxxxxxx Xxxxxxxxx at the Company via hand
delivery or facsimile at (000) 000-0000 before 9:00 p.m., Pacific Time, on March 17, 2009, unless
the Offer is extended.
You may withdraw this election by submitting a new properly completed and signed Election Form
prior to the expiration date which will be 9:00 p.m., Pacific Time, on March 17, 2009, unless we
extend the Offer.
By electing to exchange my Eligible Options, I understand and agree to all of the following:
1. I hereby agree to exchange my Eligible Options for new options as indicated on the
Election Form in accordance with the terms of the Offer as set forth in the Offer to Exchange,
dated February 17, 2009, of which I hereby acknowledge receipt. Each Eligible Option indicated on
the Election Form will be cancelled on March 17, 2009 or, if the Offer is extended, on the extended
expiration date. A new option will be granted to me on March 17, 2009 in accordance with the terms
of the Offer or, if the Offer is extended, on the date of the expiration of the Offer.
2. The Offer is currently set to expire at 9:00 p.m. Pacific Time on March 17, 2009, unless
Aruba, in its discretion, extends the period of time during which the Offer will remain open.
3. If I cease to be employed by Aruba or its subsidiaries before Aruba grants me new options
in exchange for my Eligible Options, I will not receive any new options. Instead, I will keep my
current Eligible Options, and they will expire in accordance with their terms.
4. Until March 17, 2009, I will have the right to amend the elections that I have made with
respect to some or all of my Eligible Options that I elected to exchange. However, after that date
I will have no ability to amend my election unless the Offer is extended. The last properly
submitted election, whether electronically or in paper form, prior to the expiration of the Offer
shall be binding. Until the Offer period closes on March 17, 2009, I may withdraw my tendered
Eligible Options at any time prior to Aruba’s acceptance of such options for exchange pursuant to
the Offer.
5. The tender of some or all of my Eligible Options will constitute my acceptance of all of
the terms and conditions of the Offer. Acceptance by Aruba of my Eligible Options for amendment
pursuant to the Offer will constitute a binding agreement between Aruba and me upon the terms and
subject to the conditions of the Offer.
6. I am the registered holder of the Eligible Options tendered hereby, and my name and other
information appearing on the Election Form are true and correct.
7. I am not required to tender some or all of my Eligible Options pursuant to the Offer.
8. Aruba and/or any independent firms hired with respect to the Offer cannot give me legal,
tax or investment advice with respect to the Offer, and I have been advised to consult with my own
legal, tax and investment advisors as to the consequences of participating or not participating in
the Offer.
9. Under certain circumstances set forth in the Offer to Exchange, Aruba may terminate or
amend the Offer and postpone its acceptance of the Eligible Options I have elected to exchange.
Should the
Eligible Options tendered herewith not be accepted for exchange, such options will continue to
be governed by their original terms and conditions.
10. I understand that, if I do not clearly xxxx my selection(s) electing to exchange each of
my Eligible Options on the Election Form, such Eligible Options will not be exchanged.
I understand that neither Aruba nor the Board of Directors of Aruba is making any
recommendation as to whether I should accept or refrain from accepting the Offer, and that I must
make my own decision whether to tender my Eligible Options, taking into account my own personal
circumstances and preferences. I understand that the exchanged options may decline in value when I
decide to exercise such options. I further understand that past and current market prices of Aruba
common stock may provide little or no basis for predicting what the market price of Aruba common
stock will be when Aruba grants me new options in exchange for my tendered Eligible Options or at
any other time in the future.
Please read the Offer to Exchange; the Instructions; the Election Form; and the Agreement to
Terms of Election.