AGREEMENT AND PLAN OF MERGER Dated as of August 10, 2008 Among JDA SOFTWARE GROUP, INC., ICEBERG ACQUISITION CORP. And I2 TECHNOLOGIES, INC.Merger Agreement • August 12th, 2008 • I2 Technologies Inc • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of August 10, 2008 (this “Agreement”), is among JDA Software Group, Inc., a Delaware corporation (“Parent”), Iceberg Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and i2 Technologies, Inc., a Delaware corporation (the “Company”). Certain terms used in this Agreement are used as defined in Section 8.13.
VOTING AGREEMENTVoting Agreement • August 12th, 2008 • I2 Technologies Inc • Services-prepackaged software • Delaware
THIS STOCKHOLDER VOTING AGREEMENT (this “Agreement”) is made and entered into as of August 10, 2008, by and among JDA Software Group, Inc., a Delaware corporation (“Parent”), i2 Technologies, Inc., a Delaware corporation (the “Company”) (only with respect to Section 2(b) hereof), and the undersigned stockholder (“Stockholder”) of the Company.
THIRD AMENDMENT TO RIGHTS AGREEMENTRights Agreement • August 12th, 2008 • I2 Technologies Inc • Services-prepackaged software • New York
This THIRD AMENDMENT TO RIGHTS AGREEMENT, dated as of August 10, 2008 (this “Amendment”), is entered into by and between i2 Technologies, Inc., a Delaware corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company (the “Rights Agent”).
