0001140361-11-048937 Sample Contracts

AGREEMENT AND PLAN OF MERGER

Agreement and Plan of Merger • October 11th, 2011 • BigBand Networks, Inc. • Radio & tv broadcasting & communications equipment • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  October 11th, 2011
• Company
  BigBand Networks, Inc.
• Industry
  Radio & tv broadcasting & communications equipment
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of October 10, 2011 by and among ARRIS GROUP, INC., a Delaware corporation (“Parent”), AMSTERDAM ACQUISITION SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Acquisition Sub”), and BIGBAND NETWORKS, INC., a Delaware corporation (the “Company”).

TENDER AND VOTING AGREEMENT by and among ARRIS GROUP, INC., AMSTERDAM ACQUISITION SUB, INC. and THE PERSONS LISTED ON SCHEDULE I HERETO Dated as of October 10, 2011

Tender and Voting Agreement • October 11th, 2011 • BigBand Networks, Inc. • Radio & tv broadcasting & communications equipment • Delaware

• Contract Type
  Tender and Voting Agreement
• Filed
  October 11th, 2011
• Company
  BigBand Networks, Inc.
• Industry
  Radio & tv broadcasting & communications equipment
• Jurisdiction
  Delaware

This TENDER AND VOTING AGREEMENT, dated as of October 10, 2011 (this “Agreement”), is by and among ARRIS Group, Inc., a Delaware corporation (“Parent”), Amsterdam Acquisition Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Acquisition Sub”), and the persons listed on Schedule I hereto (collectively, the “Company Stockholders”).