AGREEMENT AND PLAN OF MERGER BY AND AMONG Q2 SOFTWARE, INC. MONTANA MERGER SUBSIDIARY, INC. CLOUD LENDING, INC. AND FORTIS ADVISORS LLC, AS EQUITYHOLDER REPRESENTATIVE AUGUST 6, 2018Agreement and Plan of Merger • August 8th, 2018 • Q2 Holdings, Inc. • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of August 6, 2018 by and among Q2 Software, Inc., a Delaware corporation (“Acquiror”), Montana Merger Subsidiary, Inc., a Delaware corporation and wholly-owned subsidiary of Acquiror (“Merger Sub”), Cloud Lending, Inc., a Delaware corporation (the “Company”), and Fortis Advisors, LLC, a Delaware limited liability company, solely in its capacity as the representative, agent and attorney-in-fact (the “Equityholder Representative”) of the Equityholders (as defined below). Certain capitalized terms used in this Agreement are defined in Section 1 and Schedule 2.14.
