0001193125-17-150331 Sample Contracts

AGREEMENT AND PLAN OF MERGER by and among WAVE SYSTEMS CORP. JAZZ MERGERSUB, INC. and JIVE SOFTWARE, INC. Dated as of April 30, 2017

Agreement and Plan of Merger • May 1st, 2017 • Jive Software, Inc. • Services-computer processing & data preparation • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  May 1st, 2017
• Company
  Jive Software, Inc.
• Industry
  Services-computer processing & data preparation
• Jurisdiction
  Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of April 30, 2017 by and among WAVE SYSTEMS CORP., a Delaware corporation (“Parent”), JAZZ MERGERSUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Acquisition Sub”), and JIVE SOFTWARE, INC., a Delaware corporation (the “Company”).

TENDER AND SUPPORT AGREEMENT

Tender and Support Agreement • May 1st, 2017 • Jive Software, Inc. • Services-computer processing & data preparation • Delaware

• Contract Type
  Tender and Support Agreement
• Filed
  May 1st, 2017
• Company
  Jive Software, Inc.
• Industry
  Services-computer processing & data preparation
• Jurisdiction
  Delaware

This TENDER AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of April 30, 2017, by and among WAVE SYSTEMS CORP., a Delaware corporation (“Parent”), JAZZ MERGERSUB, INC., a Delaware corporation and wholly owned subsidiary of Parent (“Acquisition Sub”), and certain stockholders of JIVE SOFTWARE, INC., a Delaware corporation (the “Company”), listed on Annex A (each, a “Stockholder”), each an owner of Company Common Stock.