0001193125-06-023497 Sample Contracts

FORM OF VOTING AGREEMENT BY AND AMONG BORLAND SOFTWARE CORPORATION AND THE STOCKHOLDER LISTED HEREIN Dated as of February 7, 2006

Voting Agreement • February 8th, 2006 • Borland Software Corp • Services-prepackaged software • Delaware

• Contract Type
  Voting Agreement
• Filed
  February 8th, 2006
• Company
  Borland Software Corp
• Industry
  Services-prepackaged software
• Jurisdiction
  Delaware

This VOTING AGREEMENT (this “Agreement”) is entered into as of February 7, 2006, by and among Borland Software Corporation, a Delaware corporation (“Parent”), and [ ] (the “Stockholder”).

AGREEMENT AND PLAN OF MERGER by and among BORLAND SOFTWARE CORPORATION, BETA MERGER SUB, INC. and SEGUE SOFTWARE, INC. Dated as of February 7, 2006

Agreement and Plan of Merger • February 8th, 2006 • Borland Software Corp • Services-prepackaged software • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  February 8th, 2006
• Company
  Borland Software Corp
• Industry
  Services-prepackaged software
• Jurisdiction
  Delaware

AGREEMENT AND PLAN OF MERGER, dated as of February 7, 2006 (this “Agreement”), by and among Borland Software Corporation, a Delaware corporation (“Parent”), Beta Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Segue Software, Inc., a Delaware corporation (the “Company”).