AGREEMENT AND PLAN OF MERGER by and among CLP SY HOLDING, LLC, SY MERGER SUB CORPORATION and SYNACOR, INC. Dated as of February 10, 2021Merger Agreement • February 11th, 2021 • Synacor, Inc. • Services-computer programming, data processing, etc. • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of February 10, 2021 (this “Agreement”), is made by and among CLP SY Holding, LLC, a Delaware limited liability company (“Parent”), SY Merger Sub Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Synacor, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • February 11th, 2021 • Synacor, Inc. • Services-computer programming, data processing, etc. • Delaware
This Tender and Support Agreement (this “Agreement”) is made and entered into as of February 10, 2021, by and among SY Holding Corporation, a Delaware corporation (“Parent”), SY Merger Sub Corporation, a Delaware corporation (“Merger Sub”) and the stockholders of Synacor, Inc., a Delaware corporation (the “Company”), set forth on Schedule A hereto (each a “Stockholder” and, collectively the “Stockholders”, and together with Parent and Merger Sub, the “parties”).
