AGREEMENT AND PLAN OF MERGER BY AND AMONG PROGRESS SOFTWARE CORPORATION, NOBLE ACQUISITION CORP. AND NEON SYSTEMS, INC.Agreement and Plan of Merger • December 20th, 2005 • Neon Systems Inc • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of December 19, 2005, by and among Progress Software Corporation, a Massachusetts corporation (“Parent”), Noble Acquisition Corp., a Delaware corporation and a wholly owned direct subsidiary of Parent (“Merger Sub”), and NEON Systems, Inc., a Delaware corporation (the “Company”).
VOTING AND TENDER AGREEMENTVoting and Tender Agreement • December 20th, 2005 • Neon Systems Inc • Services-prepackaged software • Delaware
This VOTING AND TENDER AGREEMENT (this “Agreement”), is made and entered into as of December 19, 2005, by and among Progress Software Corporation, a Massachusetts corporation (“Parent”), Noble Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the undersigned stockholder (“Stockholder”) of NEON Systems, Inc., a Delaware corporation (the “Company”).
