VOTING AGREEMENTVoting Agreement • May 14th, 2010 • Veraz Networks, Inc. • Services-computer integrated systems design • Delaware
THIS VOTING AGREEMENT (this “Agreement”), dated as of May 12, 2010, is entered into by and between Dialogic Corporation, a British Columbia corporation (the “Company”), and (“Stockholder”), with respect to (i) shares of common stock, $0.001 par value per share, of Veraz Networks, Inc., a Delaware corporation (the “Parent Common Stock”), (ii) rights to purchase shares of Parent Common Stock, (iii) all securities exchangeable, exercisable or convertible into Parent Common Stock, and (iv) any securities issued or exchanged with respect to such Parent Common Stock, and upon any recapitalization, reclassification, merger, consolidation, spin-off, partial or complete liquidation, stock dividend, split-up or combination of the securities of the Parent or upon any other change in the Parent’s capital structure, in each case whether now owned or hereafter acquired by the Stockholder (collectively, the “Securities”).
