0001104659-06-045180 Sample Contracts

INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • July 3rd, 2006 • Francisco Partners II LP • Computer storage devices • California

This INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of the 22nd day of June, 2006, by and among Blue Coat Systems, Inc., a Delaware corporation (the “Company”), the investors listed on Schedule A attached hereto (the “Series A Investors”) and the investor listed on Schedule B attached hereto (the “Asset Purchase Investor”, together with the Series A Investors, the “Investors”, and, each individually, an “Investor”).

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SERIES A PREFERRED STOCK PURCHASE AGREEMENT
Series a Preferred Stock Purchase Agreement • July 3rd, 2006 • Francisco Partners II LP • Computer storage devices • California

This SERIES A PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”) dated June 22, 2006, is entered into by and among Blue Coat Systems, Inc., a Delaware corporation (the “Company”), and each of the parties set forth on Schedule A attached hereto (each, an “Investor” and, collectively, the “Investors”).

VOTING AGREEMENT
Voting Agreement • July 3rd, 2006 • Francisco Partners II LP • Computer storage devices • California

THIS VOTING AGREEMENT (the “Agreement”) is made and entered into as of this 22nd day of June, 2006, by and among Blue Coat Systems, Inc., a Delaware corporation (the “Company”) and the persons and entities listed on Exhibit A hereto (the “Investors”).

JOINT FILING AGREEMENT
Joint Filing Agreement • July 3rd, 2006 • Francisco Partners II LP • Computer storage devices

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, we, the signatories of the statement on Schedule 13D to which this joint filing agreement is attached, hereby agree that such statement is, and any amendments thereto filed by any of us will be, filed on behalf of each of us.

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