Waiver of Voting Agreement between Quantum Corporation and Peter van Oppen (May 2, 2006)
Quantum Corporation agrees to waive a restriction in a Voting Agreement with Peter van Oppen, CEO of Advanced Digital Information Corporation, allowing him to transfer up to 50,000 shares as a gift to Whitman College. This waiver relates to a specific section of the Voting Agreement connected to a merger involving Advanced Digital Information Corporation, Agate Acquisition Corp., and Quantum Corporation. The waiver is limited to this specific transfer and does not affect other terms of the Voting Agreement.
Exhibit 4.2
May 2, 2006
Mr. Peter van Oppen
Chair, Chief Executive Officer
Advanced Digital Information Corporation
P.O. Box 97057
Redmond, WA 98057-9757
| Re: | Waiver of Voting Agreement dated May 2, 2006 |
Dear Mr. van Oppen:
In connection with that certain Merger Agreement among Advanced Digital Information Corporation (the “Company”), Agate Acquisition Corp. and Quantum Corporation (“Quantum”) dated as of May 2, 2006, you and Quantum are entering into that certain Voting Agreement to be dated as of May 2, 2006, together with a related irrevocable proxy (the “Voting Agreement”)
Section 2 of the Voting Agreement, restricts transfers of the Shares (as defined in the Voting Agreement) that are subject to the Voting Agreement, subject to certain exceptions. By this letter, Quantum hereby waives the provisions of Section 2 with respect to the transfer by you of up to 50,000 Shares as a gift to Whitman College.
| Sincerely, |
| /s/ Rick Belluzzo |
| Rick Belluzzo |
| Chairman and Chief Executive Officer |
| cc: | Evelyn Cruz Sroufe |
| Perkins Coie |
