Plan And Agreement Of Merger Sample Contracts

Advantage Insurance Inc. – Plan and Agreement of Merger (November 16th, 2017)

PLAN AND AGREEMENT OF MERGER, dated as of September 30, 2016, by and between ADVANTAGE INSURANCE HOLDINGS LTD., a Cayman Islands limited stock company, with its registered office located at 5th floor, Windward 3, Regatta Office Park, West Bay Road, PO Box 2185, Grand Cayman KY1-1105, Cayman Islands ("AIH"), and ADVANTAGE INSURANCE INC., a Puerto Rico stock corporation, with its registered office located at 254 Munoz Rivera Avenue, Oriental Plaza, P-1 floor, San Juan, Puerto Rico 00918 ("AII").

Citizens Community Bancorp, Inc. – Plan and Agreement of Merger Community Bank of Northern Wisconsin (May 18th, 2016)

THIS PLAN AND AGREEMENT OF MERGER, including the Exhibits and Schedules referred to herein (this "Agreement"), made as of the 10th day of February, 2016, by and among Old Murry Bancorp, Inc., a Wisconsin corporation (hereinafter the "Seller"), those individuals set forth on Exhibit A to this Agreement (such individuals, collectively, shall hereinafter be referred to as the "Control Shareholders"), Community Bank of Northern Wisconsin (the "Bank"), a state bank duly organized and existing under the laws of the State of Wisconsin, and Citizens Community Federal, N.A., a federally-chartered national banking association duly organized and existing under the law of the United States (the "Buyer").

None – Plan and Agreement of Merger Northstar Financial Corp., Midwest Holding Inc. And Midwest Acquisition Minnesota, Inc. (December 22nd, 2015)

This Plan and Agreement of Merger (Agreement) is by and among Northstar Financial Corp., a Minnesota corporation (Northstar), Midwest Holding Inc., a Nebraska corporation (Midwest) and Midwest Acquisition Minnesota, Inc., a Minnesota corporation (Acquisition).

Plan and Agreement of Merger (January 5th, 2015)

THIS PLAN AND AGREEMENT OF MERGER, dated as of December 31, 2014 (the "Agreement"), between PTES Acquisition II Corp., a Nevada corporation (the "Parent"), and Titan Energy Worldwide, Inc., a Nevada corporation and a subsidiary of the Parent (the "Subsidiary").

Active Health Foods, Inc. – Plan and Agreement (January 4th, 2013)

THIS PLAN OF MERGER AND AGREEMENT, made this 30th day of December 2012 by and between Manos Beverages, Inc. (hereinafter MB), a privately held California corporation and Active Health Foods, Inc. (hereinafter (AHF), a publicly traded California corporation.

Plan and Agreement of Merger (December 19th, 2012)

This PLAN AND AGREEMENT OF MERGER (the "Agreement"), is entered into on this 12th day of December, 2012, by and among Desert Gateway, Inc., a Delaware corporation ("DGTE"), Retrophin, Inc., a Delaware corporation ("Retrophin"), and Desert Gateway Acquisition Corp., a Delaware corporation ("Newco"), a wholly-owned subsidiary of DGTE.

Black Ridge Oil & Gas, Inc. – Plan and Agreement of Merger (December 12th, 2012)

This Plan and Agreement of Merger made and entered into on the 10th day of December, 2012, by and between, Black Ridge Oil & Gas, Inc., a Delaware Corporation, (the "Delaware Corporation") and Black Ridge Oil & Gas, Inc., a Nevada Corporation (the "Nevada Corporation").

Parallax Health Sciences, Inc. – Gentlemen: This Letter Will Confirm the Following General Terms Upon Which the Boards of Directors of EDVP and PRLX Will Adopt a Plan and Agreement of Merger (The "Plan of Merger" and "Merger," Respectively), Whereby EDVP Will Exchange Shares of Its $0.001 Par Value Common Voting Stock for All of the Issued and Outstanding Shares of PRLX, by the Formation and Merger of a Wholly-Owned Subsidiary of EDVP With and Into PRLX, With PRLX Being the Surviving Corporation and the Common Shareholders of PRLX Being Issued Shares of Common Stock of EDVP Under the Merger and Whereby PRLX Will Become a Whol (November 15th, 2012)
Arrayit Diagnostics, Inc. – Plan and Agreement of Merger Merging Arrayit Diagnostics (Ovarian),inc. Into Arrayit Diagnostics, Inc. ***** (November 13th, 2012)

THIS PLAN AND AGREEMENT OF MERGER is entered into as of the 23rd day of May 2011 by and between Arrayit Diagnostics (Ovarian), Inc., a Nevada corporation ("Ovarian") and Arrayit Diagnostics, Inc., a Nevada corporation for the purpose of merging Ovarian with and into Diagnostics.

Arrayit Diagnostics, Inc. – Plan and Agreement of Merger Merging Arrayit Diagnostics (Ovarian),inc. Into Arrayit Diagnostics, Inc. ***** (November 13th, 2012)

THIS PLAN AND AGREEMENT OF MERGER is entered into as of the 23rd day of May 2011 by and between Arrayit Diagnostics (Ovarian), Inc., a Nevada corporation ("Ovarian") and Arrayit Diagnostics, Inc., a Nevada corporation for the purpose of merging Ovarian with and into Diagnostics.

Great American Food Chain, Inc. – PLAN AND AGREEMENT OF MERGER OF (A Wyoming Corporation) INTO P.C. DEVELOPMENT MERGER CORPORATION (A Nevada Corporation) (February 3rd, 2012)

Plan and Agreement of Merger (hereinafter called "Merger Agreement") dated this 20th day of October 1997, by and between P.C. Development Corporation, a corporation organized and existing under the laws of the state of Wyoming (hereinafter sometimes referred to as "P.C. Development (WY)") and P.C. Development Merger Corporation, a corporation organized and existing under the laws of the state of Nevada (hereinafter sometimes referred to as "P.C. Development (NV)"). These two parties are herein sometimes referred to collectively as the "merging corporations," witnesseth:

Plan and Agreement of Merger (November 29th, 2011)

This Plan and Agreement of Merger, dated as of April 26, 2011 (the "Agreement"), is made by and between SafedoX, Inc., a Wyoming corporation ("Acquiror"), and mind3power, Inc., a California corporation ("Target") (Aquiror and Target being hereinafter collectively referred to as the "Constituent Corporations").

YRC Association Solutions, Inc. – Plan and Agreement of Merger (May 17th, 2011)

THIS Plan and Agreement of Merger (hereinafter called the Agreement), made February 16, 1982, by and among NEW PENN MOTOR EXPRESS, INC. (hereinafter called New Penn), a Pennsylvania corporation, ARNOLD INDUSTRIES, INC. (hereinafter called Holding Company), a Pennsylvania corporation and a wholly owned subsidiary of New Penn, and NPME, INC. (hereinafter called NPME), a Pennsylvania corporation and a wholly owned subsidiary of Holding Company.

Plan and Agreement of Merger (August 10th, 2010)

THIS PLAN AND AGREEMENT OF MERGER (this Agreement), dated as of July 30, 2010, is made and entered into by and between NETREIT, INC., a Maryland corporation (NetREIT-MD), and NETREIT, a California corporation (the Company).

Santeon Group, Inc. – Plan and Agreement of Merger (May 18th, 2010)

This Plan and Agreement of Merger, dated as of May 12, 2010 (the "Agreement"), is made by and among ubroadcast, inc., a Delaware corporation ("Parent"), SI Acquisition Corp., a Delaware corporation wholly owned by Parent ("Acquiror"), and Santeon, Inc., a Delaware corporation ("Target") (Aquiror and Target being hereinafter collectively referred to as the "Constituent Corporations").

Capsalus Corp – Plan and Agreement of Merger by and Among Mach One Corporation and Whitehat Holdings, Llc and White Hat Acquisition Corp. Dated as of February 25, 2010 (March 3rd, 2010)
Nationwide Life Insurance Co – Plan and Agreement of Merger (September 10th, 2009)

This Plan and Agreement of Merger (the Agreement), is effective as of August 28, 2009 by and between NATIONWIDE LIFE INSURANCE COMPANY, an Ohio stock life insurance company with its statutory office located One Nationwide Plaza, Columbus, OH 43215 (NLIC or the Surviving Corporation), and NATIONWIDE LIFE INSURANCE COMPANY OF AMERICA, a Pennsylvania stock life insurance company with its statutory office located at One Nationwide Plaza, Columbus, OH 43215 (NLICA). NLIC and NLICA are hereinafter sometimes collectively referred to as the Constituent Corporations or individually as a Constituent Corporation.

ECO GLOBAL Corp – Plan and Agreement of Merger of Driver Passport, Inc. (A North Dakota Corporation) and Eco Global Corporation (A Nevada Corporation) (May 12th, 2009)

PLAN AND AGREEMENT OF MERGER entered into on January 13, 2009, by and between DRIVER PASSPORT, INC., a North Dakota corporation ("Driver Passport"), and ECO GLOBAL CORPORATION, a Nevada corporation ("Eco Global").

Santeon Group, Inc. – Amendment No. 1 to Plan and Agreement of Merger (February 2nd, 2009)

This constitutes Amendment No. 1 to that certain Plan and Agreement of Merger (the "Plan of Merger"), dated January 9, 2009, by and among Diamond I, Inc., a Delaware corporation ("Parent"), UB Acquisition Corp., a Nevada corporation wholly owned by Parent ("Acquiror"), and ubroadcast, Inc., a Nevada corporation ("Target").

Santeon Group, Inc. – Plan and Agreement of Merger (January 12th, 2009)

PLAN AND AGREEMENT OF MERGER, dated as of January 9, 2009 (the "Agreement"), among Diamond I, Inc., a Delaware corporation ("Parent"), UB Acquisition Corp., a Nevada corporation wholly owned by Parent ("Acquiror"), and ubroadcast, Inc., a Nevada corporation ("Target") (Aquiror and Target being hereinafter collectively referred to as the "Constituent Corporations").

Articles of Merger of D.S.A. Airline Holdings, Inc. Into Sun Express Group, Inc. (December 9th, 2008)

Pursuant to the provisions of Section 607.1105 of the Florida Business Corporation Act (the Act), D.S.A. AIRLINE HOLDINGS, INC. adopted the following Articles of Merger.

Articles of Merger of D.S.A. Airline Holdings, Inc. Into Sun Express Group, Inc. (December 1st, 2008)

Pursuant to the provisions of Section 607.1105 of the Florida Business Corporation Act (the Act), D.S.A. AIRLINE HOLDINGS, INC. adopted the following Articles of Merger.

Articles of Merger of D.S.A. Airline Holdings, Inc. Into Sun Express Group, Inc. (November 6th, 2008)

Pursuant to the provisions of Section 607.1105 of the Florida Business Corporation Act (the Act), D.S.A. AIRLINE HOLDINGS, INC. adopted the following Articles of Merger.

O'Gara Group, Inc. – Plan and Agreement of Merger (September 30th, 2008)

This Plan and Agreement of Merger (Agreement) is made and entered into as of November 13, 2006, by and among The OGara Group, Inc., an Ohio corporation (TOG) and a party to this Agreement but not a constituent corporation in the Merger (as hereinafter defined), OGara AcquisitionHDS Inc., an Ohio corporation (Buyer) all of whose capital stock is owned directly by TOG, Homeland Defense Solutions, Inc., an Ohio corporation (HDS), and James W. Noe (Shareholder).

IndiePub Entertainment, Inc. – Plan and Agreement of Merger (December 21st, 2007)
Plan and Agreement of Merger (November 14th, 2007)

THIS PLAN AND AGREEMENT OF MERGER (this "Agreement"), dated as of September 27, 2007, is made and entered into by and between MANDALAY MEDIA, INC., a Delaware corporation ("Mandalay"), and MEDIAVEST, INC., a New Jersey corporation ("Mediavest").

Lateral Media, Inc. – Plan and Agreement of Merger (October 3rd, 2007)

THIS PLAN AND AGREEMENT OF MERGER (this "Agreement"), dated as of August 17, 2007, is made and entered into by and between ASIANADA, INC., a Delaware corporation ("Asianada-Delaware"), and ASIANADA, INC., a Nevada corporation ("Asianada-Nevada").

Manchester Inc – Plan and Agreement of Merger of Foreign Corporation Into Delaware Corporation (April 16th, 2007)

AGREEMENT OF MERGER made this 29th day of December, 2006, between F.S. English, Inc., an Indiana Corporation (the "Indiana Corporation"), and Manchester Indiana Operations, Inc., a Delaware Corporation (the "Delaware Corporation").

Manchester Inc – Plan and Agreement of Merger of Foreign Corporation Into Delaware Corporation (April 16th, 2007)

AGREEMENT OF MERGER made this 29th day of December, 2006, between GNAC, Inc., an Indiana Corporation (the "Indiana Corporation"), and Manchester Indiana Acceptance, Inc., a Delaware Corporation (the "Delaware Corporation").

Mountain Bank Holding Co – PLAN AND AGREEMENT OF MERGER AMONG COLUMBIA BANKING SYSTEM, INC. COLUMBIA STATE BANK AND MOUNTAIN BANK HOLDING COMPANY MT. RAINIER NATIONAL BANK Dated as of March 28, 2007 (April 5th, 2007)

This Plan and Agreement of Merger (the Agreement), dated as of March 28, 2007, is made by and among COLUMBIA BANKING SYSTEM, INC. (Columbia), COLUMBIA STATE BANK (CB), MOUNTAIN BANK HOLDING COMPANY (MBHC) and MT. RAINIER NATIONAL BANK (the Bank).

Columbia Banking System, Inc. – PLAN AND AGREEMENT OF MERGER AMONG COLUMBIA BANKING SYSTEM, INC. COLUMBIA STATE BANK AND TOWN CENTER BANCORP TOWN CENTER BANK Dated as of March 28, 2007 (April 5th, 2007)

This Plan and Agreement of Merger (the Agreement), dated as of March 28, 2007, is made by and among COLUMBIA BANKING SYSTEM, INC. (Columbia), COLUMBIA STATE BANK (CB), TOWN CENTER BANCORP (TCB) and TOWN CENTER BANK (the Bank).

Columbia Banking System, Inc. – PLAN AND AGREEMENT OF MERGER AMONG COLUMBIA BANKING SYSTEM, INC. COLUMBIA STATE BANK AND MOUNTAIN BANK HOLDING COMPANY MT. RAINIER NATIONAL BANK Dated as of March 28, 2007 (April 5th, 2007)

This Plan and Agreement of Merger (the Agreement), dated as of March 28, 2007, is made by and among COLUMBIA BANKING SYSTEM, INC. (Columbia), COLUMBIA STATE BANK (CB), MOUNTAIN BANK HOLDING COMPANY (MBHC) and MT. RAINIER NATIONAL BANK (the Bank).

Fluid Media Networks, Inc. – Plan and Agreement of Merger (February 21st, 2007)

THIS PLAN AND AGREEMENT OF MERGER (hereinafter called the "Agreement"), dated as of February 14, 2007, is between Fluid Audio Networks, Inc., a Delaware corporation ("PARENT"), and Freedom 20, Inc., a Delaware corporation ("SUB").

Plan and Agreement of Merger (December 29th, 2006)

THIS PLAN AND AGREEMENT OF MERGER (hereinafter called the "Agreement"), dated as of December 27, 2006, is between Impact Medical Solutions, Inc., a Delaware corporation ("PARENT"), and Freedom 1, Inc., a Delaware corporation ("SUB").

Stargold Mines, Inc. – PLAN AND AGREEMENT OF MERGER OF SOCKEYE SEAFOOD GROUP INC. (A Nevada Corporation) AND STARGOLD MINES, INC. (A Nevada Corporation) (December 5th, 2006)

PLAN AND AGREEMENT OF MERGER entered into on November 13, 2006 by Sockeye Seafood Group Inc., a Nevada corporation ("Sockeye"), and approved by resolution adopted by its Board of Directors on said date, and entered into on November 13, 2006, by Stargold Mines, Inc., a Nevada corporation ("Stargold"), and approved by resolution adopted by its Board of Directors on said date.