0001193125-09-203601 Sample Contracts

October 2, 2009
Merger Agreement • October 5th, 2009 • STG Ugp, LLC • Services-prepackaged software • California
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October 2, 2009 CONFIDENTIAL Maximus Holdings Inc. c/o Symphony Technology Group
STG Ugp, LLC • October 5th, 2009 • Services-prepackaged software
October 02, 2009 CONFIDENTIAL Maximus Holdings Inc. c/o Symphony Technology Group
Merger Agreement • October 5th, 2009 • STG Ugp, LLC • Services-prepackaged software
AMENDED AND RESTATED AGREEMENT
Amended and Restated Agreement • October 5th, 2009 • STG Ugp, LLC • Services-prepackaged software • Delaware

AMENDED AND RESTATED AGREEMENT dated as of October 2, 2009 (this “Agreement”) between Maximus Holdings Inc., a Delaware corporation (“Parent”), STG III, L.P., a Delaware limited partnership (“STG III”), STG III-A, L.P., a Delaware limited partnership (“STG III-A” and, together with STG III, the “STG Parties”), Elliott Associates, L.P., a Delaware limited partnership (“Elliott”), and Elliott International, L.P., a Cayman Islands limited partnership (“Elliott International” and, together with Elliott, the “Elliott Parties”).

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