0000930661-03-002211 Sample Contracts

FORM OF PARENT IRREVOCABLE PROXY AND VOTING AGREEMENT

Voting Agreement • June 10th, 2003 • Edwards J D & Co • Services-prepackaged software • Delaware

• Contract Type
  Voting Agreement
• Filed
  June 10th, 2003
• Company
  Edwards J D & Co
• Industry
  Services-prepackaged software
• Jurisdiction
  Delaware

THIS IRREVOCABLE PROXY AND VOTING AGREEMENT (this “Agreement”), dated as of June 1, 2003, is entered into by and between J.D. Edwards & Company, a Delaware corporation (the “Company”), on the one hand, and (“Stockholder”) on the other hand, and, with respect to Section 7(j) only, PeopleSoft, Inc., a Delaware corporation (“Parent”).