Fundtech LTD Sample Contracts

BY AND AMONG
Share Purchase Agreement • June 29th, 1999 • Fundtech LTD • Services-prepackaged software
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BY AND AMONG
Escrow Agreement • June 29th, 1999 • Fundtech LTD • Services-prepackaged software
LEASE Between
Lease Agreement • June 12th, 2003 • Fundtech LTD • Services-prepackaged software • New Jersey
WITNESSETH:
Employment Agreement • March 31st, 1999 • Fundtech LTD • Services-prepackaged software • New Jersey
AMONG FCMS, LLC
Asset Purchase Agreement • October 12th, 1999 • Fundtech LTD • Services-prepackaged software • Texas
Exhibit 4.11 24 NEW ENGLAND EXECUTIVE PARK BURLINGTON, MASSACHUSETTS OFFICE LEASE AGREEMENT
Office Lease Agreement • June 12th, 2003 • Fundtech LTD • Services-prepackaged software
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among S1 CORPORATION, FINLAND HOLDINGS (2011) LTD. and FUNDTECH LTD. Dated as of June 26, 2011
Merger Agreement • June 27th, 2011 • Fundtech LTD • Services-prepackaged software • New York

This AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of June 26, 2011 by and among S1 Corporation, a Delaware corporation (“Parent”), Finland Holdings (2011) Ltd., a company organized under the laws of Israel and a wholly-owned direct subsidiary of Parent (“Merger Sub”), and Fundtech Ltd., a company organized under the laws of Israel (the “Company”). Capitalized terms in this Agreement shall have the meanings ascribed to them as provided in Section 1.1.

Contract
Lease Agreement • May 28th, 2010 • Fundtech LTD • Services-prepackaged software
AGREEMENT AND PLAN OF MERGER by and among US FT PARENT, INC. F.T. ISRAELI MERGERCO LTD. and FUNDTECH LTD. Dated as of September 16, 2011
Merger Agreement • September 16th, 2011 • Fundtech LTD • Services-prepackaged software • New York

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of September 15, 2011 by and among US FT Parent, Inc., a Delaware corporation (“Parent”), F.T. Israeli Mergerco Ltd., a company organized under the laws of the State of Israel and a wholly-owned indirect subsidiary of Parent (“Merger Sub”), and Fundtech Ltd., a company organized under the laws of the State of Israel (the “Company”). Capitalized terms in this Agreement shall have the meanings ascribed to them as provided in Section 1.1.

VOTING AGREEMENT
Voting Agreement • June 27th, 2011 • Fundtech LTD • Services-prepackaged software

THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of June 26, 2011 by and between S1 Corporation, a Delaware corporation (“Parent”), and the undersigned shareholder (“Shareholder”) of Fundtech Ltd., a company organized under the laws of Israel (the “Company”).

LEASE
Lease • March 31st, 1999 • Fundtech LTD • Services-prepackaged software • Georgia
FUNDTECH LTD. Adopted: December 21, 2005 Amended: December 20, 2007
2005 Israeli Share Option and Restricted Share Plan • September 25th, 2008 • Fundtech LTD • Services-prepackaged software

Without derogating from the above, solely for the purpose of determining the tax liability pursuant to Section 102(b)(3) of the Israeli Tax Ordinance, if at the Date of Grant the Company’s shares are listed on any established stock exchange or a national market system or if the Company’s shares will be registered for trading within ninety (90) days following the Date of Grant, the Fair Market Value of a Share at the Date of Grant shall be determined in accordance with the average value of the Company’s shares on the thirty (30) trading days preceding the Date of Grant or on the thirty (30) trading days following the date of registration for trading, as the case may be.

VOTING AGREEMENT
Voting Agreement • September 16th, 2011 • Fundtech LTD • Services-prepackaged software

THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of September 16, 2011 by and between US FT Parent, Inc., a Delaware corporation (“Parent”), and the undersigned shareholder (“Shareholder”) of Fundtech Ltd., a company organized under the laws of the State of Israel (the “Company”).

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