0001144204-08-049162 Sample Contracts

AGREEMENT AND PLAN OF MERGER among GCA II ACQUISITION CORP., a Delaware Corporation, SECURLINX ACQUISITION CORP., a Delaware Corporation, SECURLINX HOLDING CORP., a Delaware Corporation, and BARRY L. HODGE, an Individual Dated: August 18, 2008

Agreement and Plan of Merger • August 21st, 2008 • Gca Ii Acquisition Corp • Blank checks • New York

• Contract Type
  Agreement and Plan of Merger
• Filed
  August 21st, 2008
• Company
  Gca Ii Acquisition Corp
• Industry
  Blank checks
• Jurisdiction
  New York

This AGREEMENT AND PLAN OF MERGER, dated as of August 18, 2008 (this “Agreement”), among GCA II Acquisition Corp., a Delaware corporation (“Parent”), SecurLinx Acquisition Corp., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (“Merger Sub”), SecurLinx Holding Corp., a Delaware corporation (the “Company”) and Barry L. Hodge, the President, Chief Executive Officer, and a majority shareholder of the Company (the “Company Principal Stockholder”) (Parent, Merger Sub, Company, and the Company Principal Stockholder may hereinafter be referred to individually as a “Party” or collectively as the “Parties”).

VOTING AND LOCK-UP AGREEMENT

Voting and Lock-Up Agreement • August 21st, 2008 • Gca Ii Acquisition Corp • Blank checks • Delaware

• Contract Type
  Voting and Lock-Up Agreement
• Filed
  August 21st, 2008
• Company
  Gca Ii Acquisition Corp
• Industry
  Blank checks
• Jurisdiction
  Delaware

This Voting and Lock-Up Agreement (this “Agreement”) is made as of August 18, 2008, by and between GCA II Acquisition Corp., a Delaware corporation (“Parent”) and Barry L. Hodge, a principal stockholder of SecurLinx Holding Corp., a Delaware corporation (the “Company”)(the “Company Principal Stockholder”).