0000950123-07-010501 Sample Contracts

Velo Holdings Inc. 320 Park Avenue, 18th Floor New York, NY 10022
Merger Agreement • July 31st, 2007 • Vertrue Inc • Services-business services, nec

Reference is hereby made to the Agreement and Plan of Merger, dated as of March 22, 2007, by and among Velo Holdings Inc., Velo Acquisition Inc. and Vertrue (the “Merger Agreement”).

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AMENDMENT TO ROLLOVER AND VOTING COMMITMENT LETTER
Rollover and Voting Commitment Letter • July 31st, 2007 • Vertrue Inc • Services-business services, nec

This Amendment to the Rollover and Voting Commitment Letter is made and entered into as July 18, 2007 by and between Velo Holdings Inc., a Delaware corporation (“Parent”), and Gary A. Johnson (the “Rollover Investor”).

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