AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 6th, 2011 • FusionStorm Global, Inc. • Telephone communications (no radiotelephone)
This Amendment No. 2 to Agreement and Plan of Merger (this “Second Amendment”) is entered into as of October 3, 2011, (“Amendment Date”), by and among FusionStorm Global, Inc., a Delaware corporation formerly known as Synergy Acquisition Corp (“FSG” and FSG or any Affiliate to which FSG may assign this Agreement, “Parent”), FS Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), fusionstorm, a Delaware corporation (the “Company”), and John G. Varel, in his capacity as the designated representative of the holders (each, a “Company Shareholder”) of shares of the Company’s capital stock (together with his or her successor, if any, the “Shareholders’ Representative”).
November 19, 2009Letter Agreement • October 6th, 2011 • FusionStorm Global, Inc. • Telephone communications (no radiotelephone) • Delaware
This letter agreement (“Agreement”) confirms the terms and conditions of the engagement of Monroe & Company, LLC, a Delaware limited liability company (“Monroe”), by Synergy Acquisition Corp. a Delaware corporation (“Synergy” or the “Company”), to render certain consulting and administrative services (“Services”) to Synergy in connection with a possible Transaction. For the purposes of this Agreement, “Transaction” means any merger, consolidation, reorganization, business combination, joint venture or other transaction pursuant to which the Company (a) is acquired by, or combined with, a third party or (b) acquires all or a portion of the assets or capital stock of a third party (a “Prospective Target”) or (c) enters into a joint venture agreement with a third party, in each case in a single transaction or a series of transactions.
