AGREEMENT AND PLAN OF MERGER among THE RUBICON PROJECT, INC, PLUTO 2014 ACQUISITION CORP., ISOCKET, INC., SHAREHOLDER REPRESENTATIVE SERVICES LLC, AS THE HOLDER REPRESENTATIVE and THE PERSONS DELIVERING JOINDER AGREEMENTS HEREWITHMerger Agreement • November 17th, 2014 • Rubicon Project, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of November 13, 2014 (this “Agreement”), is by and among The Rubicon Project, Inc., a Delaware corporation (“Parent”), Pluto 2014 Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), iSocket, Inc., a Delaware corporation (the “Company”), Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the initial Holder Representative hereunder, and the Persons delivering Joinder Agreements herewith.
