0001116679-05-002581 Sample Contracts

VOTING AND SUPPORT AGREEMENT

Voting and Support Agreement • October 26th, 2005 • Hoshizaki America, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Delaware

• Contract Type
  Voting and Support Agreement
• Filed
  October 26th, 2005
• Company
  Hoshizaki America, Inc.
• Industry
  Air-cond & warm air heatg equip & comm & indl refrig equip
• Jurisdiction
  Delaware

THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made as of October 18, 2005, by and between Hoshizaki America, Inc., a Georgia corporation (“Parent”) and each of the signatories hereto (each, a “Shareholder”).

EXHIBIT C AGREEMENT AND PLAN OF MERGER by and among: HOSHIZAKI AMERICA, INC., a Georgia corporation; and LANCER CORPORATION, a Texas corporation Dated as of October 18, 2005

Agreement and Plan of Merger • October 26th, 2005 • Hoshizaki America, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  October 26th, 2005
• Company
  Hoshizaki America, Inc.
• Industry
  Air-cond & warm air heatg equip & comm & indl refrig equip
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of October 18, 2005, by and among HOSHIZAKI AMERICA, INC., a Georgia corporation (“Parent”) and LANCER CORPORATION, a Texas corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A, attached hereto and incorporated herein.