AGREEMENT AND PLAN OF MERGER BY AND AMONG SALESFORCE.COM, INC. HEROKU, INC. HI’IAKA ACQUISITION CORPORATION AND WITH RESPECT TO ARTICLES VII, VIII AND IX ONLY JOHN CONNORS AS STOCKHOLDER REPRESENTATIVE AND U.S. BANK NATIONAL ASSOCIATION AS ESCROW...Agreement and Plan of Merger • December 8th, 2010 • Salesforce Com Inc • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of December 7, 2010 by and among salesforce.com, inc., a Delaware corporation (“Parent”), Hi’iaka Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Sub”), Heroku, Inc., a Delaware corporation (the “Company”), and with respect to Article VII, Article VIII and Article IX hereof only, John Connors as stockholder representative (the “Stockholder Representative”), and U.S. Bank National Association as Escrow Agent.
