AGREEMENT AND PLAN OF MERGER by and among: COMVEST INVESTMENT PARTNERS II LLC, a Delaware limited liability company, CAT ACQUISITION CORP., a Delaware corporation, and CATALYST INTERNATIONAL, INC., a Delaware corporation. Dated as of June 28, 2004Merger Agreement • June 30th, 2004 • Catalyst International Inc • Services-prepackaged software • Delaware
ContractStockholders Voting Agreement • June 30th, 2004 • Catalyst International Inc • Services-prepackaged software • Delaware
STOCKHOLDERS VOTING AGREEMENT, dated as of June 28, 2004 (this "Agreement"), among ComVest Investment Partners II LLC, a Delaware limited liability company ("Parent"), CAT Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and each of the stockholders whose names appear on the signature pages of this Agreement (each, a "Stockholder" and, collectively, the "Stockholders").
