0000950128-04-001224 Sample Contracts

AGREEMENT AND PLAN OF MERGER BY AND AMONG SERVICEWARE TECHNOLOGIES, INC., SVCW ACQUISITION, INC. AND KANISA INC.

Agreement and Plan of Merger • December 29th, 2004 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  December 29th, 2004
• Company
  Serviceware Technologies Inc/ Pa
• Industry
  Services-prepackaged software
• Jurisdiction
  Delaware

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of December 22, 2004, among ServiceWare Technologies, Inc., a Delaware corporation (“Parent”), SVCW Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Kanisa Inc., a Delaware corporation (the “Company”).

VOTING AGREEMENT

Voting Agreement • December 29th, 2004 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Delaware

• Contract Type
  Voting Agreement
• Filed
  December 29th, 2004
• Company
  Serviceware Technologies Inc/ Pa
• Industry
  Services-prepackaged software
• Jurisdiction
  Delaware

This Voting Agreement (this “Agreement”) is made and entered into as of December 22, 2004, between ServiceWare Technologies, Inc., a Delaware corporation (“Parent”), Kanisa Inc., a Delaware corporation (the “Company”) and certain stockholders of Parent and the Company (each, a “Stockholder” and together, the “Stockholders”).