ESCROW AGREEMENTEscrow Agreement • July 16th, 2008 • Entorian Technologies Inc • Semiconductors & related devices • Texas
This Escrow Agreement (this “Escrow Agreement”), dated as of July 14, 2008, is made and entered into by and among Entorian Technologies Inc., a Delaware corporation (“Acquiror”), Wells Fargo Bank, N.A. (“Escrow Agent”), as escrow agent, and Centennial Ventures VII, L.P., a Delaware limited partnership, as the Stockholder Representative (the “Stockholder Representative”). Acquiror, Augmentix Corporation, a Delaware corporation (“Target”), August Merger Sub Corporation, a Delaware corporation and wholly owned subsidiary of Acquiror (the “Merger Sub”), and the Stockholder Representative have entered into an Agreement and Plan of Merger dated as of July 11, 2008 (the “Merger Agreement”). Capitalized terms used herein but not otherwise defined in this Escrow Agreement shall have the meanings ascribed to such terms in the Merger Agreement. Acquiror and the Stockholder Representative are collectively referred to herein as the “Parties”.
AGREEMENT AND PLAN OF MERGER BY AND AMONG ENTORIAN TECHNOLOGIES INC. AUGUST MERGER SUB CORPORATION, AUGMENTIX CORPORATION, AND CENTENNIAL VENTURES VII, L.P., AS STOCKHOLDER REPRESENTATIVE July 11, 2008Merger Agreement • July 16th, 2008 • Entorian Technologies Inc • Semiconductors & related devices • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of July 11, 2008 by and among Entorian Technologies Inc., a Delaware corporation (“Acquiror”), August Merger Sub Corporation, a Delaware corporation and wholly owned Subsidiary of Acquiror (“Merger Sub”), Augmentix Corporation, a Delaware corporation (“Target”), and Centennial Ventures VII, L.P., a Delaware limited partnership, as Stockholder Representative (the “Stockholder Representative”).
