AGREEMENT AND PLAN OF MERGER Dated as of July 31, 2016 Among Tesla Motors, Inc., SolarCity Corporation And D Subsidiary, Inc.Merger Agreement • August 1st, 2016 • Solarcity Corp • Construction - special trade contractors • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 30, 2016, among SolarCity Corporation, a Delaware corporation (the “Company”), Tesla Motors, Inc., a Delaware corporation (“Parent”), and D Subsidiary, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”).
Voting and Support AgreementVoting and Support Agreement • August 1st, 2016 • Solarcity Corp • Construction - special trade contractors • Delaware
VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of July 31, 2016, by and among the stockholders listed on the signature page(s) hereto (together with any subsequent stockholders or transferees who become “Stockholders” pursuant to Section 3 below, collectively, the “Stockholders” and each individually, a “Stockholder”), and SolarCity Corporation, a Delaware corporation (the “Company”). Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Merger Agreement (as defined below).
