AGREEMENT AND PLAN OF MERGER among ACCURAY INCORPORATED, JAGUAR ACQUISITION, INC. and TOMOTHERAPY INCORPORATED Dated as of March 6, 2011Agreement and Plan of Merger • March 7th, 2011 • Accuray Inc • Surgical & medical instruments & apparatus • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 6, 2011, among Accuray Incorporated, a Delaware corporation (“Parent”), Jaguar Acquisition, Inc., a Wisconsin corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and TomoTherapy Incorporated, a Wisconsin corporation (the “Company”).
SUPPORT AGREEMENTSupport Agreement • March 7th, 2011 • Accuray Inc • Surgical & medical instruments & apparatus • Delaware
This SUPPORT AGREEMENT, dated as of March 6, 2011 (this “Agreement”), is made among Accuray Incorporated, a Delaware corporation (“Parent”), and the shareholders of TomoTherapy Incorporated, a Wisconsin corporation (the “Company”). listed on the signature pages hereto (each, a “Shareholder” and, collectively, the “Shareholders”). Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
