AGREEMENT AND PLAN OF MERGER AMONG MOTOROLA, INC., MOTOROLA GTG SUBSIDIARY VI CORP. AND TERAYON COMMUNICATION SYSTEMS, INC. DATED AS OF APRIL 21, 2007Agreement and Plan of Merger • April 23rd, 2007 • Terayon Communication Systems • Telephone & telegraph apparatus
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of April 21, 2007, by and among Terayon Communication Systems, Inc., a Delaware corporation (the “Company”), Motorola, Inc., a Delaware corporation (“Parent”), and Motorola GTG Subsidiary VI Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”). The Company and Merger Sub are sometimes collectively referred to herein as the “Constituent Corporations.”
