MERGER AGREEMENT BY AND AMONG PERVASIVE SOFTWARE INC., RAMAL ACQUISITION CORP., DATA JUNCTION CORPORATION, MICHAEL E. HOSKINS, THE HOSKINS 2003 CHARITABLE REMAINDER UNITRUST WITH MAKEUP, DARRELL G. BLANDFORD, THE BLANDFORD 2003 CHARITABLE REMAINDER...Merger Agreement • August 13th, 2003 • Pervasive Software Inc • Services-prepackaged software • Delaware
This Merger Agreement (the “Agreement”) is entered into as of August 8, 2003, by and among Pervasive Software Inc., a Delaware corporation (“Parent”), Ramal Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Data Junction Corporation, a Texas corporation (“Company”), Michael E. Hoskins, The Hoskins 2003 Charitable Remainder Unitrust with Makeup, Darrell G. Blandford, The Blandford 2003 Charitable Remainder Unitrust with Makeup, Gregory E. Grosh, The Gregory E. Grosh Charitable Remainder Unitrust (Gregory E. Grosh Trustee) Ron S. Dougherty, and, as to Section 9 only, Computershare Trust Company, Inc., as the Escrow Agent (the “Escrow Agent”). Parent, Merger Sub, Company, Principal Stockholders (as defined herein) and the Escrow Agent are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
