Plan of Merger Sample Contracts

ARTICLE I MERGER
Plan of Merger • May 20th, 2008 • HPC Acquisitions, Inc.
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RECITALS
Plan of Merger • August 9th, 2001 • Zkid Network Co • Non-operating establishments • Nevada
APPENDIX C
Plan of Merger • June 16th, 1999 • Minnesota Corn Processors LLC • Food and kindred products • Colorado
PLAN OF MERGER OF STOCKHOLM THREE MERGER CORP. WITH AND INTO SUBSTANCE ABUSE MANAGEMENT, INC.
Plan of Merger • April 24th, 2003 • First Advantage Corp • Services-business services, nec

This PLAN OF MERGER, dated as of , 2003, is entered into by and between Stockholm Three Merger Corp., a Florida corporation (“Merger Sub”), and Substance Abuse Management, Inc., a Florida corporation (the “Company”), in compliance with Section 607.1101 of the Florida 1989 Business Corporation Act (the “Florida Act”). The Company and Merger Sub are sometimes hereinafter referred to as the “Constituent Corporations.”

AND
Plan of Merger • December 7th, 1999 • Aei Environmental Inc • Blank checks
PLAN OF MERGER
Plan of Merger • September 17th, 2019 • Famous Daves of America Inc • Retail-eating places

This PLAN OF MERGER, dated as of September 6, 2019 (the “Plan”), is entered into by and among Famous Dave’s of America, Inc., a Minnesota corporation (“Famous Dave’s” and after the Effective Time, the “Surviving Corporation”), BBQ Holdings, Inc., a Minnesota corporation and the direct subsidiary of Famous Dave’s (“Holding Company”), and BBQ Merger Sub, Inc., a Minnesota corporation and indirect subsidiary of Famous Dave’s and direct subsidiary of Holding Company (“Merger Sub”) (each a “Party” and together, the “Parties”).

PLAN OF MERGER
Plan of Merger • August 5th, 2005 • Metaline Mining & Leasing Co • Patent owners & lessors • Nevada

This Plan of Merger is made and entered into this 15th day of July, 2005, by and between Metaline Mining & Leasing, inc., a Washington corporation ("Metaline"), and HuntMountain Resources, a Nevada corporation ("HuntMountain" or the "Surviving Corporation").

PLAN OF MERGER
Plan of Merger • October 23rd, 2018 • Hanwha Q CELLS Co., Ltd. • Semiconductors & related devices
Contract
Plan of Merger • June 9th, 2009 • Nanotailor, Inc. • Miscellaneous chemical products
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER among TEAMSPORT PARENT LIMITED, TEAMSPORT BIDCO LIMITED and EHI CAR SERVICES LIMITED Dated as of February 18, 2019
Plan of Merger • February 26th, 2019 • Ctrip Investment Holding Ltd. • Services-auto rental & leasing (no drivers) • New York

AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 18, 2019 (the “Amended Execution Date”), among Teamsport Parent Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands (“Parent”), Teamsport Bidco Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands and a wholly-owned Subsidiary of Parent (“Merger Sub”), and eHi Car Services Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands (the “Company”).

AGREEMENT AND PLAN OF MERGER
Plan of Merger • September 10th, 2013 • Old National Bancorp /In/ • National commercial banks • Indiana

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated to be effective as of the 9th day of September, 2013, by and between OLD NATIONAL BANCORP, an Indiana corporation (“ONB”), and TOWER FINANCIAL CORPORATION, an Indiana corporation (“TFC”).

CONFIDENTIAL TREATMENT REQUESTED - REDACTED COPY PLAN OF MERGER
Plan of Merger • March 29th, 2021 • Ascend Wellness Holdings, LLC • Medicinal chemicals & botanical products • Illinois

THIS PLAN OF MERGER (the “Agreement”), executed and effective as of November_6_, 2018 (the “Effective Date”), by and among Ascend Wellness Holdings, LLC, a Delaware limited liability company (“AWH” and “Purchaser”), Ascend Illinois, LLC, an Illinois limited liability company (“AI”), HealthCentral, LLC, d/b/a HCI Alternatives, an Illinois limited liability company (“HC” and/or “Seller”), HealthCentral Illinois Holdings, LLC, an Illinois limited liability company (“HCI Holdings”), and Springfield Partners II, LLC, an Illinois limited liability company (“Springfield Partners II”). Springfield Partners II and HCI Holdings are collectively referred to herein as “Holding Companies”. AWH, HC, and Holding Companies are hereinafter collectively referred to as the “Parties.”

AGREEMENT AND PLAN OF MERGER BY AND AMONG THE PEOPLES HOLDING COMPANY, THE PEOPLES BANK & TRUST COMPANY, HERITAGE FINANCIAL HOLDING CORPORATION, AND HERITAGE BANK DATED JULY 15, 2004
Plan of Merger • July 21st, 2004 • Peoples Holding Co • State commercial banks • Alabama

AGREEMENT AND PLAN OF MERGER (“Agreement”), dated as of July 15, 2004, by and among The Peoples Holding Company, a Mississippi corporation (“Acquiror”), and The Peoples Bank & Trust Company, a Mississippi banking association (“Acquiror Sub”), on the one hand, and Heritage Financial Holding Corporation, a Delaware corporation (“Seller”), and Heritage Bank, an Alabama banking association (“Seller Subsidiary”), on the other hand. Each of Acquiror, Acquiror Sub, Seller and Seller Subsidiary is a party (“party”) hereto, and one or more of them are parties (“parties”) to this Agreement as the context may require.

FIRST AMENDMENT TO PLAN OF MERGER
Plan of Merger • April 7th, 2005 • Us Geothermal Inc • Electric services

This First Amendment (“Amendment”), dated December __, 2003, is to the Plan of Merger dated March 3, 2003 (the “Plan”), between U.S. Geothermal Inc., an Idaho corporation (“Geo”), EverGreen Power Inc., an Idaho corporation (“Subco”) and a wholly-owned subsidiary of U.S. Cobalt Inc., a Delaware corporation (the “USC”), with reference to the following facts:

PLAN OF MERGER
Plan of Merger • April 27th, 2006 • Lawson Software Inc • Services-prepackaged software

This PLAN OF MERGER, dated as of April 24, 2006 (the “Plan”), by and among Lawson Software, Inc., a Delaware corporation (“Lawson Software” and after the Effective Time, the “Surviving Corporation”), Lawson Holdings, Inc., a Delaware corporation and the direct subsidiary of Lawson Software (“Lawson Holdings”), and Lawson Acquisition, Inc., a Delaware corporation and indirect subsidiary of Lawson Software and direct subsidiary of Lawson Holdings (“Merger Sub”), sets forth the terms of the merger (the “Merger”) of Merger Sub into Lawson Software. The Merger will effect the holding company reorganization of Lawson Software pursuant to which Lawson Software will become a wholly owned subsidiary of Lawson Holdings.

EXHIBIT I PLAN OF MERGER
Plan of Merger • January 5th, 2004 • Aberdeen Idaho Mining Co • Mining & quarrying of nonmetallic minerals (no fuels) • Nevada

This Plan of Merger is made and entered into this 30th day of August, 2003, by and between Aberdeen Idaho Mining Company, an Idaho corporation ("Aberdeen Idaho"), and Aberdeen Mining Company, a Nevada corporation ("Aberdeen Nevada" or the "Surviving Corporation").

PLAN OF MERGER
Plan of Merger • April 7th, 2005 • Us Geothermal Inc • Electric services

This PLAN OF MERGER (the "Plan") is entered into as of the ___ day of , 2003 between U.S. Geothermal, Inc., an Idaho corporation ("Geo"), and EverGreen Power Inc., an Idaho corporation ("Subco"), a wholly-owned subsidiary of U.S. Cobalt, Inc., a Delaware corporation ("USC"), with reference to the following facts:

EXHIBIT A PLAN OF MERGER CYTATION.COM INCORPORATED AND
Plan of Merger • April 2nd, 1999 • Cytation Com Inc • Mobile homes
PLAN OF MERGER
Plan of Merger • March 25th, 2021 • Granite Falls Energy, LLC • Industrial organic chemicals

THIS PLAN OF MERGER (the “Plan”) is dated as of March 24, 2021, and is by and between GRANITE HERON MERGER SUB, LLC (“Merger Sub”) and HERON LAKE BIOENERGY, LLC (“HLBE”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Merger Agreement (as defined below).

PLAN OF MERGER ENCLAVE PRODUCTS, LTD.
Plan of Merger • July 17th, 2006 • IQ Micro Inc. • Wholesale-professional & commercial equipment & supplies • Colorado

This Plan of Merger is dated the 29th day of March, 2004, by and between Enclave Products, Ltd. a Colorado corporation, involuntarily dissolved, hereinafter referred to as “Old” and Enclave Products, Ltd. a Colorado corporation in good standing, hereinafter referred to as “New.” The foregoing corporations are collectively referred to as “Constituent Entities.”

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AGREEMENT & PLAN OF MERGER BETWEEN FLOOIDCX CORPORATION AND QUANTUM ENERGY, INC. March 29, 2023
Plan of Merger • March 30th, 2023 • flooidCX Corp. • Services-business services, nec • Arizona

This agreement entered into on and as of March 29, 2023 by and between FlooidCX Corp., a Nevada corporation ("Flooid"), and Quantum Energy, Inc., a Nevada company ("Quantum"). Flooid and Quantum are referred to herein singularly as a “Party” and collectively as the "Parties."

BUSINESS COMBINATION AGREEMENT WAIVER AND AMENDMENT
Plan of Merger • November 18th, 2022 • AGBA Group Holding Ltd. • Investment advice • Virgin Islands

This BUSINESS COMBINATION AGREEMENT WAIVER AND AMENDMENT is made and entered into as of October 21, 2022 (this “Waiver and Amendment Agreement”) by and among AGBA Acquisition Limited (the “Acquiror”), AGBA Merger Sub I Limited (“Merger Sub I”), AGBA Merger Sub II Limited (“Merger Sub II”), TAG International Limited (“B2B”), TAG Asset Partners Limited (“B2BSub”), OnePlatform International Limited (“HKSub”), TAG Asia Capital Holdings Limited (“Fintech”), and TAG Holdings Limited (“TAG”) (each a “Party” and, collectively, as the “Parties”). Capitalized terms used and not otherwise defined herein have the meanings set forth in the Business Combination Agreement (as defined below).

PLAN OF MERGER OF CPB PROPERTIES, INC. WITH AND INTO CENTRAL PACIFIC BANK
Plan of Merger • March 28th, 2002 • CPB Inc • State commercial banks

THIS PLAN OF MERGER is made and entered this day of October, 2001, by and between CPB PROPERTIES, INC. (ACPB PROPERTIES@), a corporation organized and existing under the laws of the State of Hawaii (CPB PROPERTIES being hereinafter sometimes referred to as the AMerging Corporation@) and CENTRAL PACIFIC BANK (ACPB@), a corporation organized and existing under the laws of the State of Hawaii (CPB being hereinafter sometimes referred to as the ASurviving Corporation@), said two corporations being hereinafter sometimes referred to collectively as the “Constituent Corporations”;

PLAN OF MERGER BETWEEN
Plan of Merger • September 18th, 2019

This plan of Merger is between Allegheny Valley Land Trust (AVLT), to be renamed Armstrong Trails (AT) and Armstrong Rails to Trails Association (ARTA).

AGREEMENT AND PLAN OF MERGER among AMPHENOL CORPORATION, MOON MERGER SUB CORPORATION and MTS SYSTEMS CORPORATION Dated as of December 8, 2020
Plan of Merger • December 9th, 2020 • MTS Systems Corp • Measuring & controlling devices, nec • Delaware
PLAN OF MERGER
Plan of Merger • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Nevada

THIS PLAN OF MERGER (this “Plan”), dated as of February 18, 2010, is entered into by and among BARON ENERGY, INC., a Nevada corporation (“Parent”) and PERTEX ACQUISITION, INC. a Texas corporation and wholly owned subsidiary of Parent (“Subsidiary”).

Plan of Merger
Plan of Merger • July 7th, 2014 • Cannabis Sativa, Inc. • Services-personal services

This Plan of Merger (the “Plan”) dated as of June 30, 2014 is entered into by and between Kush, a Nevada corporation (“Kush”), and CBDS Merger Co., a Nevada corporation (“Merger Co.”), such corporations being hereinafter collectively referred to as the “Constituent Corporations.”

PLAN OF MERGER
Plan of Merger • September 24th, 2021

, 2021, is by and between TEMPLE RODEPH TORAH, a New Jersey non-profit corporation (the “Constituent Corporation”), and TEMPLE SHAARI EMETH, a New Jersey non-profit corporation (the “Surviving Corporation”).

PLAN OF MERGER
Plan of Merger • June 11th, 2020 • Interlink Plus, Inc. • Services-help supply services • Nevada

THIS PLAN OF MERGER (this "Plan"), dated as of May 22, 2020 (the "Execution Date"), is entered into by and among INTERLINK PLUS, INC., a Nevada corporation ("Parent") and LOOP MEDIA, INC., a Delaware corporation and wholly-owned subsidiary of Parent ("Subsidiary").

PLAN OF MERGER OF ENTERGY LOUISIANA, LLC AND ENTERGY LOUISIANA POWER, LLC
Plan of Merger • October 1st, 2015 • Entergy Gulf States Louisiana, LLC • Electric services

This Plan of Merger (this “Plan”) is entered into September 28, 2015 by and between Entergy Louisiana, LLC, a Texas limited liability company (“ELL”), and Entergy Louisiana Power, LLC, a Texas limited liability company (“ELP”), with respect to the merger contemplated herein (the “Merger”) and certifies and sets forth the following:

PLAN OF MERGER
Plan of Merger • March 12th, 2021 • Michigan

THIS PLAN OF MERGER (this “Agreement”), is made on , 2018 by and between Central Wesleyan Church of Holland, Michigan (“CWC”), a tax-exempt section 501(c)(3) organization incorporated in the state of Michigan, and Overflow Community Church (“Overflow”), a tax-exempt section 501(c)(3) organization incorporated in the state of Michigan. The organizations are sometimes referred to singularly as “Party” or “Entity” and jointly as “Parties” or “Entities.”

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