Information Resources Inc Sample Contracts

September 10th, 2003 · Common Contracts · 4 similar
Information Resources IncAGREEMENT AND PLAN OF MERGER dated as of September 7, 2003 by and among INFORMATION RESOURCES, INC., GINGKO CORPORATION and GINGKO ACQUISITION CORP.

AGREEMENT AND PLAN OF MERGER, dated as of September 7, 2003 (as the same may be amended from time to time and together with the schedules, exhibits and annexes attached hereto, this "Agreement"), by and among Gingko Corporation, a Delaware corporation (together with its successors and permitted assigns, "Parent"), Gingko Acquisition Corp., a Delaware corporation and wholly-owned Subsidiary (as defined in Section 3.02 of this Agreement) of Parent (together with its successors and permitted assigns, "Merger Sub"), and Information Resources, Inc., a Delaware corporation (the "Company").

Search the Best Contracts

Draft contracts faster by searching through millions of contracts from the best law firms across all industries.

30+ Reviews on G2 Crowd
nixon-peabody.svg
casio.svg
baker-mckenzie.svg
p-morgan.svg
stanford-university.svg
klgates-logo.svg
harvard-university.svg
dentons.svg
October 20th, 2003 · Common Contracts · 3 similar
Information Resources IncFORM OF CONTINGENT VALUE RIGHTS AGREEMENT dated as of by and among INFORMATION RESOURCES, INC., GINGKO CORPORATION, GINGKO ACQUISITION CORP., THE RIGHTS AGENTS NAMED HEREIN AND INFORMATION RESOURCES, INC. LITIGATION CONTINGENT PAYMENT RIGHTS TRUST

This CONTINGENT VALUE RIGHTS AGREEMENT, dated as of ______, 2003 (this "Agreement"), is entered into by and among Information Resources, Inc. a Delaware corporation (the "Company"), Gingko Corporation, a Delaware corporation, ("Parent") and Gingko Acquisition Corp., a Delaware corporation ("Merger Sub"), and ___________, _____________, ____________, _____________ (individually, a "Rights Agent" and collectively, the "Rights Agents"), and Information Resources, Inc. Litigation Contingent Payment Rights Trust, a Delaware statutory trust (the "CVR Trust").

March 27th, 2003 · Common Contracts · 3 similar
Information Resources IncEXHIBIT (ww) INFORMATION RESOURCES, INC. DIRECTORSHIP AGREEMENT This Agreement is made as of February 13, 2003, by and between Information Resources, Inc., a Delaware corporation (the "Corporation"), and the individual whose name and signature appears on ...
September 8th, 2003 · Common Contracts · 2 similar
Information Resources IncQuickLinks -- Click here to rapidly navigate through this document

You have advised Tennenbaum Capital Partners, LLC ("TCP") that Information Resources, Inc. (together with its subsidiaries, the "Company"), Gingko Corporation ("Parent") and Gingko Acquisition Corp., ("Merger Sub") have entered into an Agreement and Plan of Merger dated as of the date hereof (the "Merger Agreement") pursuant to which Parent and Merger Sub will acquire, subject to the terms and conditions set forth in the Merger Agreement, all of the outstanding shares of common stock of the Company. In connection therewith, Parent, TCP and Symphony Technology II-A, L.P. ("Symphony II-A") expect that the following will occur:

November 13th, 1997 · Common Contracts · 2 similar
Information Resources IncAMONG
July 2nd, 2003
Information Resources IncAMENDMENT NO. 1 TO THE RIGHTS AGREEMENT

This Amendment No. 1 (this "Amendment") is entered into as of June 29, 2003, between INFORMATION RESOURCES, INC., a Delaware corporation (the "Company"), and HARRIS TRUST AND SAVINGS BANK (the "Rights Agent"), to the Rights Agreement between the Company and Harris Trust and Savings Bank, amended and restated on October 27, 1997 (the "Rights Agreement"). All capitalized terms not defined herein shall have the meanings ascribed to such terms in the Rights Agreement.

July 14th, 2003
Information Resources IncThe Agreements specified below. Gingko Corporation c/o Symphony II-A Technology Group 4015 Miranda Avenue, 2nd Floor Palo, Alto CA 94304 Information Resources, Inc. 150 North Clinton Street Chicago, Illinois 60661 Ladies and Gentlemen: In connection with:
October 28th, 1997
Information Resources IncEXHIBIT 4.2 RIGHTS AGREEMENT ----------------- This Agreement, dated as of March 2, 1989, between Information Resources, Inc., a Delaware corporation (the "Company"), and Harris Trust and Savings Bank, an Illinois banking corporation (the "Rights ...
November 14th, 2001
Information Resources IncExhibit 10.1 INFORMATION RESOURCES, INC. FOURTH AMENDMENT TO CREDIT AGREEMENT This Fourth Amendment to Credit Agreement (herein, the "Amendment") is entered into as of October 16, 2001, between Information Resources, Inc., the Banks party thereto, and ...
November 13th, 2000
Information Resources IncEXHIBIT 10.3 INFORMATION RESOURCES, INC. THIRD AMENDMENT TO CREDIT AGREEMENT This Third Amendment to Credit Agreement (herein, the "Amendment") is entered into as of October 18, 2000, between Information Resources, Inc., the Banks party thereto, and ...
March 28th, 2000
Information Resources Inc1 EXHIBIT 10(gg) INFORMATION RESOURCES, INC. SECOND AMENDMENT TO CREDIT AGREEMENT This Second Amendment to Credit Agreement (herein, the "Amendment") is entered into as of February 9, 2000, between Information Resources, Inc., the Banks party thereto, ...
July 14th, 2003
Information Resources IncQuickLinks -- Click here to rapidly navigate through this document

Information Resources, Inc. (the "Company") understands that you have requested information for the purposes of evaluating a possible transaction between the Company or its stockholders and you (a "Transaction"). It is understood and agreed that this agreement does not obligate the Company to enter into any Transaction or any agreement relating to a Transaction. To induce the Company to furnish information to you, you hereby agree as follows:

March 28th, 2000
Information Resources Inc1 EXHIBIT 10(hh) EMPLOYMENT AGREEMENT THIS AGREEMENT ("Agreement") is made as of the 1st day of March, 1999 by and between INFORMATION RESOURCES, INC., a Delaware corporation ("Information Resources"), and TIMOTHY BOWLES ("Employee" or "the Employee"). ...
March 27th, 1997
Information Resources IncTRUST AGREEMENT BETWEEN
May 15th, 2001
Information Resources Inc1 EXHIBIT 10.1 AMENDMENT ONE TO EMPLOYMENT AGREEMENT THIS AMENDMENT ONE TO EMPLOYMENT AGREEMENT ("Amendment") is made as of the 30th day of January, 2001 by and between Information Resources, Inc., a Delaware corporation (the "Company"), and Joseph P. ...
August 14th, 2002
Information Resources IncEXHIBIT 10.2 SECURITY AGREEMENT THIS SECURITY AGREEMENT (this "AGREEMENT") is made and entered into this 12th day of July, 2002 by and among INFORMATION RESCOURCES, INC., a Delaware corporation, 564 RANDOLPH CO. #2, a Delaware corporation, IRI PUERTO ...
March 27th, 2003
Information Resources IncSECTION 1 DEFINED TERMS
June 30th, 2003
Information Resources IncExhibit 99.2 AGREEMENT AND PLAN OF MERGER
March 28th, 2001
Information Resources IncWITNESSETH: ----------- WHEREAS, Landlord and Tenant entered into a certain Lease Agreement dated of September 27, 1990, as amended by that certain Amendment Number 1 to Lease Agreement between Landlord and Tenant dated as of March 29, 1991, as further ...
March 25th, 1996
Information Resources IncEXHIBIT 10 INFORMATION RESOURCES, INC. & SUBSIDIARIES EMPLOYMENT TERMINATION AGREEMENT This Employment Termination Agreement ("Agreement") is made as of March 4, 1996, effective as of the close of business March 13, 1996 ("Effective Date") by and between ...
November 13th, 2000
Information Resources IncWITNESSETH:
February 25th, 2000
Information Resources IncWITNESSETH:
August 14th, 2002
Information Resources IncEXHIBIT 10.4 FOREIGN SUBSIDIARY PLEDGE AGREEMENT This FOREIGN SUBSIDIARY PLEDGE AGREEMENT (this "AGREEMENT") is entered into as of the 12th day of July, 2002 by and among 564 Randolph Co. #2, a Delaware corporation, IRI Puerto Rico, Inc., a Puerto Rico ...
August 16th, 1999
Information Resources Inc1 Exhibit 10.kk EMPLOYMENT AGREEMENT -------------------- THIS EMPLOYMENT AGREEMENT ("Agreement") is made as of the 30th day of April, 1999 by and between Information Resources, Inc., a Delaware corporation (the "Company"), and Joseph P. Durrett ...
March 27th, 1997
Information Resources IncEXHIBIT 10(ff) First Amendment To Credit Agreement To Each of the Banks Signatory Hereto Ladies and Gentlemen: Reference is hereby made to that certain Credit Agreement dated as of November 10, 1995 (the "Credit Agreement"), between the undersigned, ...
November 14th, 2001
Information Resources IncExhibit 10.2 INFORMATION RESOURCES, INC. AMENDED AND RESTATED SECURITY AGREEMENT This Amended and Restated Security Agreement (the "Agreement") is dated as of October 16, 2001, between Information Resources, Inc. a Delaware corporation, with its mailing ...
August 14th, 2002
Information Resources IncEXHIBIT 10.3 U.S. SUBSIDIARY PLEDGE AGREEMENT THIS U.S. SUBSIDIARY PLEDGE AGREEMENT (this "AGREEMENT") is entered into as of the 12th day of July, 2002 by and among Information Resources, Inc., a Delaware corporation ("PLEDGOR"), in favor of LASALLE BANK ...
July 14th, 2003
Information Resources IncOffer to Purchase All Outstanding Shares of Common Stock (and the Associated Preferred Share Purchase Rights) of Information Resources, Inc. at $3.30 Net Per Share In Cash, Plus One Contingent Value Right Per Share Representing the Right to an Amount ...

We have been appointed by Gingko Acquisition Corp. (the "Purchaser"), a Delaware corporation and a wholly owned subsidiary of Gingko Corporation, to act as Information Agent in connection with its offer to purchase all outstanding shares of common stock, par value $0.01 per share, (the "Common Stock") of Information Resources, Inc., a Delaware corporation (the "Company"), and the associated preferred share purchase rights (the "Rights", and together with the Common Stock, the "Shares") issued pursuant to the Rights Agreement, as amended and restated as of October 27, 1997, and as further amended as of June 29, 2003, between the Company and Harris Trust and Savings Bank as Rights Agent (the "Rights Agreement"), at $3.30 per Share, net to the seller in cash, without interest thereon, plus one contingent value right ("CVR") per share representing the right to receive payment equal to a portion of any potential proceeds of an existing antitrust lawsuit, upon the terms and subject to the co

June 30th, 2003
Information Resources IncRECITALS:
November 13th, 2000
Information Resources Inc1 EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT, dated as of May 19, 2000 (this "Agreement"), is entered into by and between Information Resources, Inc., a Delaware corporation (the "Company"), and (the "Executive"). WHEREAS, the Company ...
March 27th, 2003
Information Resources IncEXHIBIT (tt) FIRST AMENDMENT TO INFORMATION RESOURCES, INC. AMENDED AND RESTATED 401(k) RETIREMENT SAVINGS PLAN (AMENDED AS OF AUGUST 17, 2000) First Amendment to the Information Resources, Inc. Amended and Restated 401(k) Retirement Savings Plan ...
March 29th, 1999
Information Resources IncR E C I T A L S
July 14th, 2003
Information Resources IncAMENDMENT TWO TO EMPLOYMENT AGREEMENT

THIS AMENDMENT TWO TO EMPLOYMENT AGREEMENT ("Amendment") is formally entered into as of the 29th day of June, 2003 by and between Information Resources, Inc., a Delaware corporation (the "Company"), and Joseph P. Durrett ("Executive"), but shall be deemed to have been effective as of May 19, 2000.

July 14th, 2003
Information Resources IncQuickLinks -- Click here to rapidly navigate through this document
March 27th, 2003
Information Resources IncEXHIBIT (ss) INFORMATION RESOURCES, INC. AMENDED AND RESTATED 401(k) RETIREMENT SAVINGS PLAN (AMENDED AS OF AUGUST 17, 2000) INFORMATION RESOURCES, INC. AMENDED AND RESTATED 401(k) RETIREMENT SAVINGS PLAN This amended and restated agreement (the "Amended ...