AGREEMENT AND PLAN OF MERGER Among BRIGHTCOVE INC. ZEBRA ACQUISITION CORPORATION, ZENCODER INC. and THE SECURITYHOLDERS’ REPRESENTATIVE Dated as of July 26, 2012Merger Agreement • July 26th, 2012 • Brightcove Inc • Services-computer processing & data preparation • Massachusetts
Contract Type FiledJuly 26th, 2012 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 26, 2012, is by and among Brightcove Inc., a Delaware corporation (“Parent”), Zebra Acquisition Corporation, a Delaware corporation (“MergerCo”), Zencoder Inc., a Delaware corporation (the “Company”) and James Lindenbaum, as the Securityholders’ Representative (the “Securityholders’ Representative”). Certain terms used in this Agreement are defined in Section 1.1 hereof. An index of defined terms used in this Agreement is set forth in Section 1.2 hereof.