AGREEMENT AND PLAN OF MERGER dated as of May 1, 2013 among EBIX, INC., EXCHANGE PARENT CORP. and EXCHANGE MERGER CORP.Agreement and Plan of Merger • May 3rd, 2013 • Ebix Inc • Services-computer integrated systems design • Delaware
AGREEMENT AND PLAN OF MERGER (as amended, this “Agreement”) dated as of May 1, 2013 among Ebix, Inc., a Delaware corporation (the “Company”), Exchange Parent Corp., a Delaware corporation (“Parent”), and Exchange Merger Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“MergerSub”).
VOTING AGREEMENTVoting Agreement • May 3rd, 2013 • Ebix Inc • Services-computer integrated systems design • Delaware
AGREEMENT (as amended, this “Agreement”), dated as of , 2013 by and between Exchange Parent Corp., a Delaware corporation (“Parent”), and the undersigned stockholders (each, a “Stockholder”) of Ebix, Inc., a Delaware corporation (the “Company”).
Broad Street Principal Investments, L.L.C. New York, NY 10282 May 1, 2013Ebix Inc • May 3rd, 2013 • Services-computer integrated systems design • Delaware
This letter agreement sets forth the commitment of Broad Street Principal Investments, L.L.C. (“Sponsor”), subject to the terms and conditions contained herein, to purchase, or cause the purchase of, certain equity interests of Exchange Parent Corp., a Delaware corporation (“Parent”). Pursuant to the Agreement and Plan of Merger (the “Merger Agreement”) dated as of the date hereof by and among Ebix, Inc., a Delaware corporation, (the “Company”), Parent and Exchange Merger Corp., a Delaware corporation (“MergerSub”), MergerSub will be merged with and into the Company, subject to the terms and conditions set forth therein. Capitalized terms used but not defined herein have the meanings ascribed to them in the Merger Agreement.
