AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 26th, 2007 • Icon Development, Inc. • Services-prepackaged software • Nevada
This agreement and plan of merger (the “Agreement”) dated as of April 24, 2007, is by and among, ICON DEVELOPMENT, INC., a corporation organized under the laws of the State of Nevada (“ICON”) and having its principal offices at 1235 Quayside Drive, Suite 703, New Westminister, British Columbia, Canada V3M 6J5, Icon Acquisition Corporation, a corporation organized under the laws of the State of Delaware (“MERGER SUB”) and having its principal offices at 1235 Quayside Drive, Suite 703, New Westminister, British Columbia, Canada V3M 6J5, AMERICAN XENO, INC., a corporation organized under the laws of the State of Nevada and having its principal offices at 143 Gardner Road, Brookline, Massachusetts 02445 (“XENO”), and the stockholders of XENO (the “Holders”).
PLEDGE AGREEMENTPledge Agreement • April 26th, 2007 • Icon Development, Inc. • Services-prepackaged software • Nevada
This pledge agreement (this “Agreement”), dated as of April 24, 2007, by and among Ken Swaisland, a resident of British Columbia, Canada (“Mr. Swaisland”), Elliot Lebowitz, a resident of Massachusetts (“Mr. Lebowitz,” together with Mr. Swaisland, the “Pledgors”), Icon Development, Inc., a Nevada corporation (“ICON”) and American Xeno, Inc., a Nevada corporation (“XENO”).
