AGREEMENT AND PLAN OF MERGER by and among DISCO PARENT, LLC, DISCO MERGER SUB, INC. and DUCK CREEK TECHNOLOGIES, INC. Dated as of January 8, 2023Agreement and Plan of Merger • January 18th, 2023 • Vista Equity Partners Fund Viii, L.P. • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of January 8, 2023, by and among Disco Parent, LLC, a Delaware limited liability company (“Parent”), Disco Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”, and together with Parent, the “Buyer Parties”), and Duck Creek Technologies, Inc., a Delaware corporation (the “Company”). Each of the Company, Parent and Merger Sub is sometimes referred to as a “Party.” All capitalized terms that are used in this Agreement have the respective meanings given to them in Article I.
VOTING AGREEMENTVoting Agreement • February 22nd, 2023 • Vista Equity Partners Fund Viii, L.P. • Services-prepackaged software • Delaware
This Voting Agreement (this “Agreement”), dated as of February 17, 2023, is entered into by and among Disco Parent, LLC, a Delaware limited liability company (“Parent”), Disco (Guernsey) Holdings L.P. Inc. (“Disco Holdings”) and Disco (Guernsey) GP Co. Limited (“Disco GP” and together with Disco Holdings, each, a “Stockholder” and, collectively, the “Stockholders”). Capitalized terms used but not defined herein shall have the meanings given to them in the Merger Agreement (as defined below).
JOINT FILING AGREEMENTJoint Filing Agreement • January 18th, 2023 • Vista Equity Partners Fund Viii, L.P. • Services-prepackaged software
This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
