AGREEMENT AND PLAN OF MERGER by and among VECTOR STEALTH HOLDINGS II, L.L.C., STEALTH ACQUISITION CORP. and SAFENET, INC. Dated as of March 5, 2007Agreement and Plan of Merger • March 12th, 2007 • Stealth Acquisition Corp. • Radio & tv broadcasting & communications equipment • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of March 5, 2007 (the “Agreement”), among Vector Stealth Holdings II, L.L.C., a Delaware limited liability company (“Parent”), Stealth Acquisition Corp., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), and SafeNet, Inc., a Delaware corporation (the “Company”).
FORM OF LIMITED GUARANTEEStealth Acquisition Corp. • March 12th, 2007 • Radio & tv broadcasting & communications equipment • Delaware
Limited Guarantee, dated as of March 5, 2007 (this “Limited Guarantee”), by [ • ] (the “Guarantor”), in favor of SafeNet, Inc. (the “Guaranteed Party”).
MUTUAL NON-DISCLOSURE AGREEMENTMutual Non-Disclosure Agreement • March 12th, 2007 • Stealth Acquisition Corp. • Radio & tv broadcasting & communications equipment • Maryland
This Agreement is entered into on September 28, 2006 (the “Effective Date”) between SafeNet, Inc. (“SafeNet”), a Delaware corporation with its principal place of business at 4690 Millennium Drive, Belcamp, MD) 21017 and Vector Capital Corporation (“Vector”), a Delaware corporation with its principal place of business at 456 Montgomery Street, 19th Floor, San Francisco, CA 94104 (collectively the “Parties”), The Parties both expect to disclose information (in such capacity, a “Disclosing Party”) and receive information (in such capacity, a “Receiving Party”),
