0001328571-15-000040 Sample Contracts

AGREEMENT AND PLAN OF MERGER dated as of August 10, 2015 by and among SHENANDOAH TELECOMMUNICATIONS COMPANY, GRIDIRON MERGER SUB, INC. and NTELOS HOLDINGS CORP.

Merger Agreement • August 11th, 2015 • Ntelos Holdings Corp. • Telephone communications (no radiotelephone) • Delaware

• Contract Type
  Merger Agreement
• Filed
  August 11th, 2015
• Company
  Ntelos Holdings Corp.
• Industry
  Telephone communications (no radiotelephone)
• Jurisdiction
  Delaware

AGREEMENT AND PLAN OF MERGER, dated as of August 10, 2015 (this “Agreement”), by and among SHENANDOAH TELECOMMUNICATIONS COMPANY, a Virginia corporation (“Parent”), GRIDIRON MERGER SUB, INC., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), and NTELOS HOLDINGS CORP., a Delaware corporation (the “Company”).

VOTING AGREEMENT

Voting Agreement • August 11th, 2015 • Ntelos Holdings Corp. • Telephone communications (no radiotelephone) • Delaware

• Contract Type
  Voting Agreement
• Filed
  August 11th, 2015
• Company
  Ntelos Holdings Corp.
• Industry
  Telephone communications (no radiotelephone)
• Jurisdiction
  Delaware

THIS VOTING AGREEMENT (this “Agreement”), dated as of August 10, 2015, is entered into by and among Shenandoah Telecommunications Company, a Virginia corporation (“Parent”), NTELOS Holdings Corp., a Delaware corporation (the “Company”), and the stockholders of the Company listed on Schedule A hereto (each, a “Stockholder” and, collectively, the “Stockholders”). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Merger Agreement (as defined below).