AGREEMENT AND PLAN OF MERGER BY AND AMONG WEBHIRE, INC. KENEXA CORPORATION KENEXA TECHNOLOGY, INC. KENEXA ACQUISITION CORP. AND GAZAWAY L. CRITTENDEN, AS REPRESENTATIVE Dated as of December 21, 2005Merger Agreement • December 22nd, 2005 • Kenexa Corp • Services-prepackaged software • Pennsylvania
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 21, 2005, is by and among WEBHIRE, INC., a Delaware corporation (the “Company”), KENEXA CORPORATION, a Pennsylvania corporation (“Parent”), KENEXA TECHNOLOGY, INC., a Pennsylvania corporation and wholly-owned subsidiary of Parent (“Kenexa Technology”), KENEXA ACQUISITION CORP., a Delaware corporation and wholly-owned subsidiary of Kenexa Technology (“Acquisition Sub”), and Gazaway L. Crittenden, solely as the representative (the “Representative”) of the Equityholders (as defined below).
