VOTING AND OPTION AGREEMENTVoting and Option Agreement • August 28th, 2006 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Delaware
VOTING AND OPTION AGREEMENT (this “Agreement”), dated as of August , 2006, by and among RF Monolithics, Inc., a Delaware corporation (“Parent”), CI Acquisition, Inc., a Georgia corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”), Cirronet Inc., a Georgia corporation (“Cirronet”), and the shareholders listed on Schedule I hereto (each, a “Shareholder”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
AGREEMENT AND PLAN OF MERGER BY AND AMONG RF MONOLITHICS, INC., CI ACQUISITION, INC., ROBERT M. GEMMELL, THE SHAREHOLDERS’ REPRESENTATIVE AND CIRRONET INC. Dated as of August 24, 2006Agreement and Plan of Merger • August 28th, 2006 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 24, 2006, by and among RF MONOLITHICS, INC., a Delaware corporation (“Parent”), CI ACQUISITION, INC., a Georgia corporation and a wholly owned subsidiary of Parent (“Merger Subsidiary”), CIRRONET INC., a Georgia corporation (“Cirronet”), ROBERT M. GEMMELL, a resident of the State of Georgia (“Gemmell”), and Robert M. Gemmell in his capacity as representative of the Cirronet Shareholders, Cirronet Optionholders and Gemmell for the limited purposes described herein (such person, and any successor thereto, being the “Shareholders’ Representative”), recites and provides as follows:
RF MONOLITHICS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • August 28th, 2006 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on , 2006 by and between RF Monolithics, Inc., a Delaware corporation (the “Company”), and Robert M. Gemmell, a resident of Georgia (“Executive”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 28th, 2006 • Rf Monolithics Inc /De/ • Radio & tv broadcasting & communications equipment • Texas
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of August 24, 2006, (the “Execution Date”) among RF Monolithics, Inc., a Delaware corporation (“Parent”), Aleier, Inc. a Texas corporation and wholly-owned direct subsidiary of Parent (“MergerSub”), Caver-Morehead Systems, Inc., a Texas corporation (the “Company”) and the shareholders whose signatures appear on the signature page of this Agreement (the “Shareholders”). Capitalized terms used herein shall have the meanings given such terms in Exhibit A of this Agreement.
