AGREEMENT AND PLAN OF MERGER among ILLINOIS TOOL WORKS INC. ITW LEAP CORP. and CLICK COMMERCE, INC. Dated as of September 5, 2006Merger Agreement • September 7th, 2006 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of September 5, 2006 (the “Agreement”), among ILLINOIS TOOL WORKS INC., a Delaware corporation (“Parent”), ITW LEAP CORP., a Delaware corporation (“Sub”) and a wholly owned subsidiary of Parent, and CLICK COMMERCE, INC., a Delaware corporation (the “Company”).
September 5, 2006Shareholder Agreement • September 7th, 2006 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
This letter (the “Agreement”) is to confirm our agreement regarding all of the shares, $.001 par value per share, (“Common Stock”) of Click Commerce, Inc., a Delaware corporation (the “Company”), beneficially owned (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) by you as of the date hereof and any other shares of Common Stock as to which you may hereafter acquire beneficial ownership (the “Shares”). In order to induce Illinois Tool Works Inc., a Delaware corporation (“Parent”), to enter into an Agreement and Plan of Merger, dated as of the date hereof (the “Merger Agreement”), among the Company, Parent and ITW Leap Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Sub”), you hereby agree as follows (capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Merger Agreement):
