Riverbed Technology (RVBD)

Liquidation

In the event of any voluntary or involuntary liquidation, dissolution, or winding-up of the Company, as defined, the holders of the Series A, B, C, and D Preferred Stock then outstanding will be entitled to be paid an amount greater than (i) $1.00, $1.05, $0.22, and $0.22 per share, respectively, plus any dividends declared but unpaid on such shares, or (ii) such amount per share as would have been payable had each such share been converted into common stock pursuant to any liquidation prior to any payment to common stockholders. If the funds of the Company are insufficient to redeem the total number of redeemed shares, the holders of Preferred shares shall share ratably in any funds legally available for distribution of such shares in proportion to the respective amounts which would otherwise be payable if such shares were paid in full. Amounts remaining after payment to the Series A, B, C, and D Preferred Stockholders, if any, will be shared among all holders of stock junior to the Preferred Stock.

Liquidation

In the event of any voluntary or involuntary liquidation, dissolution, or winding-up of the Company, as defined, the holders of the Series A, B, C, and D Preferred Stock then outstanding will be entitled to be paid an amount greater than (i) $1.00, $1.05, $0.22, and $0.22 per share, respectively, plus any dividends declared but unpaid on such shares, or (ii) such amount per share as would have been payable had each such share been converted into common stock pursuant to any liquidation prior to any payment to common stockholders. If the funds of the Company are insufficient to redeem the total number of redeemed shares, the holders of Preferred shares shall share ratably in any funds legally available for distribution of such shares in proportion to the respective amounts which would otherwise be payable if such shares were paid in full. Amounts remaining after payment to the Series A, B, C, and D Preferred Stockholders, if any, will be shared among all holders of stock junior to the Preferred Stock.