0000950138-05-000350 Sample Contracts

VOTING AGREEMENT

Voting Agreement • April 18th, 2005 • Manchester Technologies Inc • Services-computer programming services • New York

• Contract Type
  Voting Agreement
• Filed
  April 18th, 2005
• Company
  Manchester Technologies Inc
• Industry
  Services-computer programming services
• Jurisdiction
  New York

VOTING AGREEMENT, dated as of April 17, 2005 (this “Agreement”), by and among Electrograph Holdings, Inc., a Delaware corporation (“Parent”), and a certain stockholder of Manchester Technologies, Inc., a New York corporation (the “Company”), whose name is set forth on the signature pages to this Agreement (the “Stockholder”).

AGREEMENT AND PLAN OF MERGER among: ELECTROGRAPH HOLDINGS, INC., a Delaware corporation; CICE ACQUISITION CORP., a New York corporation; and MANCHESTER TECHNOLOGIES, INC., a New York corporation

Merger Agreement • April 18th, 2005 • Manchester Technologies Inc • Services-computer programming services • New York

• Contract Type
  Merger Agreement
• Filed
  April 18th, 2005
• Company
  Manchester Technologies Inc
• Industry
  Services-computer programming services
• Jurisdiction
  New York

THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of April 17, 2005, by and among ELECTROGRAPH HOLDINGS, INC., a Delaware corporation (“Parent”); CICE ACQUISITION CORP., a New York corporation and a wholly-owned subsidiary of Parent (“Merger Sub”); and MANCHESTER TECHNOLOGIES, INC., a New York corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.