AGREEMENT AND PLAN OF MERGER by and among BOTTOMLINE TECHNOLOGIES (DE), INC., ENGAGEMENT ACQUISITION CORP., BANKSIGHT SOFTWARE SYSTEMS, INC., and, SOLELY IN HIS CAPACITY AS COMPANY EQUITYHOLDER REPRESENTATIVE, BRIAN STONE Dated as of May 3, 2019Merger Agreement • June 6th, 2019 • Bottomline Technologies Inc /De/ • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of May 3, 2019, by and among Bottomline Technologies (de), Inc., a Delaware corporation (the “Buyer”); Engagement Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of the Buyer (the “Transitory Subsidiary”); BanksSight Software Systems, Inc., a Delaware corporation (the “Company”); and, solely for purposes of being bound by Section 2.4, Section 2.6, Article VIII, Article X, Article XI and Article XII and solely in such Person’s capacity as the Company Equityholder Representative, Brian Stone (the “Company Equityholder Representative”).
Stock Purchase and Vesting AgreementStock Purchase and Vesting Agreement • June 6th, 2019 • Bottomline Technologies Inc /De/ • Services-prepackaged software • Delaware
This STOCK PURCHASE AND VESTING AGREEMENT (this “Agreement”) is made June 3, 2019 (the “Effective Date”) by and among Bottomline Technologies (de), Inc., a Delaware corporation (“Buyer”), Brian Stone Trust (“Shareholder”) and Brian Stone, an individual residing at 3362 Sacramento Street, San Francisco, California 94118 (“Brian Stone”).
