AGREEMENT AND PLAN OF MERGER BY AND AMONG MANATRON INTERMEDIATE HOLDINGS, INC., MANATRON MERGER SUB, INC. AND MANATRON, INC. DATED AS OF JANUARY 14, 2008Agreement and Plan of Merger • January 15th, 2008 • Manatron Inc • Services-computer integrated systems design • Delaware
THIS AGREEMENT AND PLAN OF MERGER (together with all annexes, letters, schedules and exhibits hereto, this "Agreement"), dated as of January 14, 2008, is by and among Manatron Intermediate Holdings, Inc., a Delaware corporation ("Parent"), Manatron Merger Sub, Inc., a Michigan corporation and wholly-owned direct subsidiary of Parent ("Merger Sub"), and Manatron, Inc., a Michigan corporation (the "Company").
AMENDMENT NUMBER ONE TO RIGHTS AGREEMENTRights Agreement • January 15th, 2008 • Manatron Inc • Services-computer integrated systems design
THIS AMENDMENT NUMBER ONE TO RIGHTS AGREEMENT ("Amendment"), dated as of January 14, 2008, is between MANATRON, INC., a Michigan corporation (the "Company"), and REGISTRAR AND TRANSFER COMPANY, a New Jersey corporation (the "Rights Agent"), and amends the Rights Agreement, dated as of June 16, 2007, between the Company and the Rights Agent (the "Rights Agreement"). All capitalized terms in this Amendment which are not otherwise defined in this Amendment shall have the meanings given to them in the Rights Agreement.
