AGREEMENT AND PLAN OF MERGER by and among TIBCO SOFTWARE INC., PERSEUS ACQUISITION CORPORATION and PROGINET CORPORATION Dated as of June 21, 2010Merger Agreement • June 25th, 2010 • Proginet Corp • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is made and entered into as of June 21, 2010 by and among TIBCO Software Inc., a Delaware corporation ("Parent"), Perseus Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and Proginet Corporation, a Delaware corporation (the "Company"). Capitalized terms that are used in this Agreement and not otherwise defined shall have the respective meanings ascribed thereto in Article IX.
