0001104659-05-001322 Sample Contracts

FORM OF VOTING AGREEMENT THIS STOCKHOLDER VOTING AGREEMENT CONSTITUTES AN IRREVOCABLE PROXY APPOINTMENT WITH RESPECT TO THE PRINCIPAL STOCKHOLDERS’ SHARES OF LIBERATE TECHNOLOGIES. FORM OF STOCKHOLDER VOTING AGREEMENT
Stockholder Voting Agreement • January 13th, 2005 • Liberate Technologies • Services-prepackaged software • Delaware

STOCKHOLDER VOTING AGREEMENT, dated as of , 2005 (this “Agreement”), by and among Double C Technologies, LLC (“Purchaser”) and the stockholders of Liberate Technologies (“Seller”) identified as the signatories hereto (collectively, the “Principal Stockholders,” and each a “Principal Stockholder”).

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ASSET PURCHASE AGREEMENT by and between DOUBLE C TECHNOLOGIES, LLC, LIBERATE TECHNOLOGIES, and LIBERATE TECHNOLOGIES CANADA, LTD. Dated as of , 2005
Asset Purchase Agreement • January 13th, 2005 • Liberate Technologies • Services-prepackaged software • Delaware

This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of , 2005, by and among DOUBLE C TECHNOLOGIES, LLC, a Delaware limited liability company (“Purchaser”), LIBERATE TECHNOLOGIES, a Delaware corporation (“Seller”), and LIBERATE TECHNOLOGIES CANADA, LTD., a corporation organized under the laws of Canada (the “Canadian Subsidiary”).

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