AGREEMENT AND PLAN OF MERGER BY AND AMONG TIANJIN Qixin Zhicheng TECHNOLOGY Co., Ltd. (天津奇信志成科技有限公司), Tianjin Qixin Tongda Technology Co., Ltd. (天津奇信通达科技有限公司), True Thrive Limited (诚盛有限公司),Agreement and Plan of Merger • December 18th, 2015 • Qihoo 360 Technology Co LTD • Services-computer programming services • New York
AGREEMENT AND PLAN OF MERGER (including the exhibits and disclosure schedules attached hereto, this "Agreement"), dated as of December 18, 2015, by and among Tianjin Qixin Zhicheng Technology Co., Ltd. (天津奇信志成科技有限公司), a limited liability company incorporated under the laws of the PRC ("Holdco"), Tianjin Qixin Tongda Technology Co., Ltd. (天津奇信通达科技有限公司), a limited liability company incorporated under the laws of the PRC ("Parent"), True Thrive Limited (诚盛有限公司), an exempted company incorporated with limited liability under the laws of the Cayman Islands ("Midco"), New Summit Limited (新峰有限公司), an exempted company incorporated with limited liability under the laws of the Cayman Islands ("Merger Sub" and, together with Holdco, Parent and Midco, each a "Parent Party" and collectively the "Parent Parties"), Qihoo 360 Technology Co. Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the "Company"), and solely for purposes of Section 6.19 hereto,
