Common use of Agreement to Merge Clause in Contracts

Agreement to Merge. The parties hereby agree that CRI shall be merged into CEI, and they do hereby further specifically agree, in order to accomplish such results, as follows: a. Each of the parties hereto shall prepare and cause to be mailed such notices as may be required or be desirable pursuant to the laws of the States of Colorado and Arizona. And in addition, they shall see to the mailing to the stockholders of the parties of all information which may be necessary or desirable in order to permit such stockholders to reach an intelligent and informed decision with respect to the proposed merger. The expense of all such notices, reports and information and of the mailing of same shall be borne by CEI with respect to which the material is prepared and to the stockholders of CRI and CEI regarding materials submitted, as the case may be, including the costs of preparing any reports or documents heretofore published and available and deemed desirable for such distribution. Each of the parties hereto shall proceed with all due diligence, but strictly in cooperation with the other, to secure the approval of the Agreement of Merger by the requisite vote of the stockholders of the parties and shall thereafter see to the filing of all required notices and undertakings of every kind and character, pursuant to the laws of the States of Colorado and Arizona. b. Upon the completion of the final steps necessary to permit this Agreement of Merger to become effective, the same shall forthwith become effective wherein CEI, shall take over and assume all of the assets, liabilities, agreements and license at which time, stockholders of CRI shall surrender all their stock certificates representing the 18,513,000 shares of common stock outstanding. CRI shares surrendered to CEI shall be canceled and retired by CEI. Upon this merger all assets, liabilities, agreements, licenses and minutes of CRI shall be adopted to and become the assets, liabilities, agreements, licenses and minutes of CEI.

Agreement to Merge. The parties hereby agree that CRI RTP shall be merged into CEI, and they do hereby further specifically agree, in order to accomplish such results, as follows: a. Each of the parties hereto shall prepare and cause to be mailed such notices as may be required or be desirable pursuant to the laws of the States of Colorado and Arizona. And in addition, they shall see to the mailing to the stockholders of the parties of all information which may be necessary or desirable in order to permit such stockholders to reach an intelligent and informed decision with respect to the proposed merger. The expense of all such notices, reports and information and of the mailing of same shall be borne by CEI with respect to which the material is prepared and to the stockholders of CRI RTP and CEI regarding materials submitted, as the case may be, including the costs of preparing any reports or documents heretofore published and available and deemed desirable for such distribution. Each of the parties hereto shall proceed with all due diligence, but strictly in cooperation with the other, to secure the approval of the Agreement of Merger by the requisite vote of the stockholders of the parties and shall thereafter see to the filing of all required notices and undertakings of every kind and character, pursuant to the laws of the States of Colorado and Arizona. b. Upon the completion of the final steps necessary to permit this Agreement of Merger to become effective, the same shall forthwith become effective wherein CEI, shall take over and assume all of the assets, liabilities, agreements and license at which time, stockholders of CRI RTP shall surrender all their stock certificates representing the 18,513,000 1,000 shares of common stock outstanding. CRI RTP shares surrendered to CEI shall be canceled and retired by CEI. Upon this merger all assets, liabilities, agreements, licenses and minutes of CRI RTP shall be adopted to and become the assets, liabilities, agreements, licenses and minutes of CEI.

Agreement to Merge. The parties hereby agree that CRI BDM shall be merged into CEI, and they do hereby further specifically agree, in order to accomplish such results, as follows: a. Each of the parties hereto shall prepare and cause to be mailed such notices as may be required or be desirable pursuant to the laws of the States of Colorado and Arizona. And in addition, they shall see to the mailing to the stockholders of the parties of all information which may be necessary or desirable in order to permit such stockholders to reach an intelligent and informed decision with respect to the proposed merger. The expense of all such notices, reports and information and of the mailing of same shall be borne by CEI with respect to which the material is prepared and to the stockholders of CRI BDM and CEI regarding materials submitted, as the case may be, including the costs of preparing any reports or documents heretofore published and available and deemed desirable for such distribution. Each of the parties hereto shall proceed with all due diligence, but strictly in cooperation with the other, to secure the approval of the Agreement of Merger by the requisite vote of the stockholders of the parties and shall thereafter see to the filing of all required notices and undertakings of every kind and character, pursuant to the laws of the States of Colorado and Arizona. b. Upon the completion of the final steps necessary to permit this Agreement of Merger to become effective, the same shall forthwith become effective wherein CEI, shall take over and assume all of the assets, liabilities, agreements and license at which time, stockholders of CRI BDM shall surrender all their stock certificates representing the 18,513,000 1,000 shares of common stock outstanding. CRI BDM shares surrendered to CEI shall be canceled and retired by CEI. Upon this merger all assets, liabilities, agreements, licenses and minutes of CRI BDM shall be adopted to and become the assets, liabilities, agreements, licenses and minutes of CEI.

Agreement to Merge. The parties hereby agree that CRI SRI shall be merged into CEI, and they do hereby further specifically agree, in order to accomplish such results, as follows: a. Each of the parties hereto shall prepare and cause to be mailed such notices as may be required or be desirable pursuant to the laws of the States of Colorado and Arizona. And in addition, they shall see to the mailing to the stockholders of the parties of all information which may be necessary or desirable in order to permit such stockholders to reach an intelligent and informed decision with respect to the proposed merger. The expense of all such notices, reports and information and of the mailing of same shall be borne by CEI with respect to which the material is prepared and to the stockholders of CRI SRI and CEI regarding materials submitted, as the case may be, including the costs of preparing any reports or documents heretofore published and available and deemed desirable for such distribution. Each of the parties hereto shall proceed with all due diligence, but strictly in cooperation with the other, to secure the approval of the Agreement of Merger by the requisite vote of the stockholders of the parties and shall thereafter see to the filing of all required notices and undertakings of every kind and character, pursuant to the laws of the States of Colorado and Arizona. b. Upon the completion of the final steps necessary to permit this Agreement of Merger to become effective, the same shall forthwith become effective wherein CEI, shall take over and assume all of the assets, liabilities, agreements and license at which time, stockholders of CRI SRI shall surrender all their stock certificates representing the 18,513,000 4,000 shares of common stock outstanding. CRI SRI shares surrendered to CEI shall be canceled and retired by CEI. Upon this merger all assets, liabilities, agreements, licenses and minutes of CRI SRI shall be adopted to and become the assets, liabilities, agreements, licenses and minutes of CEI.

Agreement to Merge. The parties Parties hereby agree that CRI the Utah corporation shall be merged into CEIthe Nevada corporation, and they do hereby further specifically agree, in order to accomplish such results, as follows: a. (a) Each of the parties hereto shall prepare and cause to be mailed such notices as may be required or be desirable pursuant to the laws of the States of Colorado Nevada and ArizonaUtah. And in addition, they shall see to the mailing to the stockholders of the parties of all information which may be reasonably necessary or desirable in order to permit such stockholders to reach an intelligent and informed decision with respect to the proposed merger. The expense of all such notices, reports and information and of the mailing of the same shall be borne by CEI the party with respect to which the material is prepared and or to whose stockholders the stockholders of CRI and CEI regarding materials material is submitted, as the case may be, including save only that neither party shall be charged by the other for the costs of preparing any reports or documents heretofore published and available and deemed desirable for such distribution. Each of the parties hereto shall proceed with all due diligence, but strictly in cooperation with the other, to secure the approval of the Merger Agreement of Merger by the requisite vote of the stockholders of the parties and shall thereafter see to the filing of all required notices and undertakings of every kind and character, pursuant to the laws of the States of Colorado Nevada and ArizonaUtah. b. (b) Upon the completion of the final steps necessary to permit this Merger Agreement of Merger to become effective, the same shall forthwith become effective wherein CEILimousines Limited, a Nevada Corporation, shall take over all of the assets and assume all of the assetsliabilities of Celebrity Limousine, liabilitiesLtd., agreements a Utah corporation, and license at which time, the stockholders of CRI the Utah corporation shall surrender all their stock certificates representing in exchange for Common Stock of the 18,513,000 Nevada corporation with forty (40) shares of common stock outstanding. CRI the Utah corporation being exchanged for one (1) share of the surviving Nevada corporation with the shares of the Utah corporation being surrendered to CEI shall be canceled for cancellation and retired by CEI. Upon this merger all assets, liabilities, agreements, licenses and minutes of CRI shall be adopted to and become the assets, liabilities, agreements, licenses and minutes of CEIretirement.

Agreement to Merge. The parties hereby agree that CRI CEI shall be merged into CEIBRI, and they do hereby further specifically agree, in order to accomplish such results, as follows: a. Each of the parties hereto shall prepare and cause to be mailed such notices as may be required or be desirable pursuant to the laws of the States of Colorado Nevada and ArizonaColorado. And in addition, they shall see to the mailing to the stockholders of the parties of all information which may be necessary or desirable in order to permit such stockholders to reach an intelligent and informed decision with respect to the proposed merger. The expense of all such notices, reports and information and of the mailing of same shall be borne by CEI BRI with respect to which the material is prepared and to the stockholders of CRI BRI and CEI regarding materials submitted, as the case may be, including the costs of preparing any reports or documents heretofore published and available and deemed desirable for such distribution. Each of the parties hereto shall proceed with all due diligence, but strictly in cooperation with the other, to secure the approval of the Agreement of Merger by the requisite vote of the stockholders of the parties and shall thereafter see to the filing of all required notices and undertakings of every kind and character, pursuant to the laws of the States of Colorado Nevada and ArizonaColorado. b. Upon the completion of the final steps necessary to permit this Agreement of Merger to become effective, the same shall forthwith become effective wherein CEIBRI, shall take over and assume all of the assets, liabilities, agreements and license at which time, stockholders of CRI CEI shall surrender all their stock certificates representing the 18,513,000 685,000 shares of common stock outstanding. CRI CEI shares surrendered to CEI BRI shall be canceled and retired by CEIBRI. Upon this merger all assets, liabilities, agreements, licenses and minutes of CRI CEI shall be adopted to and become the assets, liabilities, agreements, licenses and minutes of CEIBRI.