0000950133-02-003423 Sample Contracts

AGREEMENT AND PLAN OF MERGER among INFORMAX, INC., INVITROGEN CORPORATION and BABCOCK, INC. Dated as of October 15, 2002
Agreement and Plan of Merger • October 15th, 2002 • Informax Inc • Services-computer programming services • Delaware

THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of October 15, 2002 is entered into by and among INFORMAX, INC., a Delaware corporation (the “Company”), INVITROGEN CORPORATION, a Delaware corporation (“Parent”), and BABCOCK, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Purchaser”).

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FIRST AMENDMENT TO RIGHTS AGREEMENT BETWEEN INFORMAX, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY, AS RIGHTS AGENT
Rights Agreement • October 15th, 2002 • Informax Inc • Services-computer programming services • Delaware

THIS FIRST AMENDMENT TO RIGHTS AGREEMENT (the “Amendment”) is made this 15th day of October, 2002, by and between INFORMAX, INC., a Delaware corporation (the “Company”) and AMERICAN STOCK TRANSFER & TRUST COMPANY, a New York corporation (the “Rights Agent’).

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