ASSET PURCHASE AGREEMENT by and among ZIMBRA, INC. as Seller, SYNACOR, INC., as Buyer, and SYNC HOLDINGS, LLC, as Buyer Subsidiary Dated as of August 18, 2015Asset Purchase Agreement • September 16th, 2015 • Synacor, Inc. • Services-computer programming, data processing, etc. • New York
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made as of this 18th day of August, 2015, by and among Zimbra, Inc., a Texas corporation (“Seller”), Synacor, Inc., a Delaware corporation (“Buyer”), and Sync Holdings, LLC, a Delaware limited liability company (“Buyer Subsidiary”). Seller, Buyer, and Buyer Subsidiary may sometimes herein be referred to collectively as the “Parties” and individually as a “Party.” All capitalized terms that are used but not otherwise defined in this Agreement will have the respective meanings ascribed to them in Annex A.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • September 16th, 2015 • Synacor, Inc. • Services-computer programming, data processing, etc. • New York
This ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is made and entered into as of September 14, 2015 by and among Zimbra, Inc., a Texas corporation (“Seller”), Synacor, Inc., a Delaware corporation (“Buyer”) and Sync Holdings, LLC, a Delaware limited liability company and wholly owned subsidiary of Buyer (“Buyer Subsidiary”). Capitalized terms used but not defined herein will have the respective meanings ascribed to such terms in that certain Asset Purchase Agreement dated August 18, 2015 by and among Seller, Buyer and Buyer Subsidiary (the “Purchase Agreement”).
