AGREEMENT AND PLAN OF MERGER BY AND AMONG NETAPP, INC. KENTUCKY MERGER SUB ONE CORPORATION DERBY MERGER SUB TWO LLC AND DATA DOMAIN, INC. Dated as of May 20, 2009Merger Agreement • May 21st, 2009 • NetApp, Inc. • Computer storage devices • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 20, 2009 by and among NetApp, Inc., a Delaware corporation (“Parent”), Kentucky Merger Sub One Corporation, a Delaware corporation and a direct, wholly-owned subsidiary of Parent (“Merger Sub One”), Derby Merger Sub Two LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of Parent (“Merger Sub Two” and together with Merger Sub One, the “Merger Subs”), and Data Domain, Inc., a Delaware corporation (the “Company”). All capitalized terms that are used in this Agreement shall have the respective meanings ascribed thereto in Article I.
FORM OF VOTING AGREEMENTVoting Agreement • May 21st, 2009 • NetApp, Inc. • Computer storage devices • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of May 20, 2009 by and between NetApp, Inc., a Delaware corporation (“Parent”), and the undersigned Stockholder (the “Stockholder”) of Data Domain, Inc., a Delaware corporation (the “Company”).
