0001193125-04-127208 Sample Contracts

AGREEMENT AND PLAN OF MERGER BY AND AMONG THE COOPER COMPANIES, INC. TCC ACQUISITION CORP. AND OCULAR SCIENCES, INC. DATED AS OF JULY 28, 2004

Agreement and Plan of Merger • July 29th, 2004 • Cooper Companies Inc • Ophthalmic goods • New York

• Contract Type
  Agreement and Plan of Merger
• Filed
  July 29th, 2004
• Company
  Cooper Companies Inc
• Industry
  Ophthalmic goods
• Jurisdiction
  New York

AGREEMENT AND PLAN OF MERGER, dated as of July 28, 2004 (this “Agreement”), by and among THE COOPER COMPANIES, INC., a Delaware corporation (“Parent”), TCC ACQUISITION CORP., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), and OCULAR SCIENCES, INC., a Delaware corporation (the “Company”).

VOTING AGREEMENT

Voting Agreement • July 29th, 2004 • Cooper Companies Inc • Ophthalmic goods • Delaware

• Contract Type
  Voting Agreement
• Filed
  July 29th, 2004
• Company
  Cooper Companies Inc
• Industry
  Ophthalmic goods
• Jurisdiction
  Delaware

This Voting Agreement is made and entered into as of July 28, 2004 (this “Agreement”), by and among THE COOPER COMPANIES, INC., a Delaware corporation (“Parent”), TCC ACQUISITION CORP., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and JOHN D. FRUTH (the “Stockholder”), the stockholder of Ocular Sciences, Inc., a Delaware corporation (the “Company”). The Stockholder, Merger Sub and Parent are collectively referred to herein as the “Parties”.