AGREEMENT AND PLAN OF MERGER Among GENESYS SOFTWARE SYSTEMS, INC., SALARY.COM, INC., COBALT ACQUISITION CORP. and LAWRENCE J. MUNINI, as Principal and as Shareholder Representative Dated as of December 9, 2008Merger Agreement • December 10th, 2008 • Salary. Com, Inc. • Services-prepackaged software • Massachusetts
AGREEMENT AND PLAN OF MERGER (hereinafter called this “Agreement”), dated as of December 9, 2008, among Genesys Software Systems, Inc., a Massachusetts corporation (the “Company”), Salary.com, Inc., a Delaware corporation (“Parent”), Cobalt Acquisition Corp., a Massachusetts corporation and a wholly-owned subsidiary of Parent (“Merger Sub,” the Company and Merger Sub sometimes being hereinafter collectively referred to as the “Constituent Corporations”), and Lawrence J. Munini (the “Principal”), both as Principal and Shareholder Representative.
