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 27th, 2011 • Fundtech LTD • Services-prepackaged software • New York
Contract Type FiledJune 27th, 2011 Company Industry JurisdictionThis 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 27th, 2011 • Fundtech LTD • Services-prepackaged software
Contract Type FiledJune 27th, 2011 Company IndustryTHIS 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”).