AGREEMENT AND PLAN OF MERGER by and among DELL INC. DELL TRINITY HOLDINGS CORP. and 3PAR INC. Dated as of August 15, 2010Merger Agreement • August 20th, 2010 • Dell Inc • Electronic computers • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of August 15, 2010 by and among Dell Inc., a Delaware corporation (“Parent”), Dell Trinity Holdings Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Acquisition Sub”), and 3PAR Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the respective meanings ascribed thereto in Article I.
TENDER AND VOTING AGREEMENT Dated as of August 15, 2010 among DELL INC. DELL TRINITY HOLDINGS CORP. and THE PERSONS LISTED ON SCHEDULE I HERETOTender and Voting Agreement • August 20th, 2010 • Dell Inc • Electronic computers • Delaware
This TENDER AND VOTING AGREEMENT, dated as of August 15, 2010 (this “Agreement”), is among Dell Inc., a Delaware corporation (“Parent”), Dell Trinity Holdings Corp., a Delaware corporation and a wholly owned Subsidiary of Parent (“Acquisition Sub”), and the persons listed on Schedule I hereto (collectively, the “Company Stockholders”).
Joint Filing AgreementJoint Filing Agreement • August 20th, 2010 • Dell Inc • Electronic computers
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree by and among them to the joint filing on behalf of them of a Statement on Schedule 13D and that this Agreement be included as an Exhibit to such filing. The undersigned further agree that any and all amendments to such Statement on Schedule 13D may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained in such Statement on Schedule 13D or in any such joint amendment thereto, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counte
