AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among S1 CORPORATION, FINLAND HOLDINGS (2011) LTD. and FUNDTECH LTD. Dated as of June 26, 2011Merger Agreement • June 28th, 2011 • S1 Corp /De/ • Services-computer programming, data processing, etc. • 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.
VOTING AGREEMENTVoting Agreement • June 28th, 2011 • S1 Corp /De/ • Services-computer programming, data processing, etc.
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").
