AGREEMENT AND PLAN OF MERGER dated as of April 25, 2015, among CAP GEMINI S.A., CAPGEMINI NORTH AMERICA, INC., LAPORTE MERGER SUB, INC. and IGATE CORPORATIONAgreement and Plan of Merger • April 27th, 2015 • Igate Corp • Services-computer programming services • Pennsylvania
WHEREAS, the Company has entered into an Agreement and Plan of Merger (the “Merger Agreement”), dated as of April 25, 2015, 2015, by and among the Company, Cap Gemini S.A., a French societe anonyme (“SA”), Capgemini North America, Inc., a Delaware corporation (“NA” and, together with SA, “Parent”), Laporte Merger Sub, Inc., a Pennsylvania corporation (“Merger Sub”) and a wholly owned subsidiary of NA, a copy of which has been provided to the Shareholders and is attached hereto as Exhibit A (capitalized terms used herein without definition shall have the respective meanings ascribed to them in the Merger Agreement);
VOTING AGREEMENTVoting Agreement • April 27th, 2015 • Igate Corp • Services-computer programming services • Pennsylvania
VOTING AGREEMENT (this “Agreement”), dated as of April 25, 2015, is by and among Cap Gemini S.A., a French société anonyme (“SA”), Capgemini North America, Inc., a Delaware corporation (“NA” and, together with SA, “Parent”), Laporte Merger Sub, Inc., a Pennsylvania corporation (“Merger Sub”) and a wholly owned subsidiary of NA and the persons listed on Schedule I hereto (each a “Shareholder” and collectively, the “Shareholders”)
