AGREEMENT AND PLAN OF MERGER BY AND AMONG PROOFPOINT, INC., SAINT ACQUISITION CORP., SENDMAIL, INC. AND FORTIS ADVISORS LLC, AS EFFECTIVE TIME HOLDERS’ AGENTMerger Agreement • March 14th, 2014 • Proofpoint Inc • Services-computer processing & data preparation • California
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of October 1, 2013 (the “Agreement Date”), by and among Proofpoint, Inc., a Delaware corporation (“Acquiror”), Saint Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Acquiror (“Merger Sub”), Sendmail, Inc., a Delaware corporation (the “Company”), and Fortis Advisors LLC, a Delaware limited liability company solely in its capacity as Effective Time Holders’ Agent.
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 14th, 2014 • Proofpoint Inc • Services-computer processing & data preparation
THIS THIRD AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into this 27 day of February, 2014 (the “Third Amendment Effective Date”), by and between Silicon Valley Bank (“Bank”) and Proofpoint, Inc., a Delaware corporation (“Borrower”) whose address is 892 Ross Drive, Sunnyvale, CA 94089.
