EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 9th, 2004 • Selectica Inc • Services-prepackaged software • Delaware
AmongCredit Agreement • October 9th, 1998 • Alliedsignal Inc • Motor vehicle parts & accessories • New York
Exhibit 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 29th, 2007 • Western Digital Corp • Computer storage devices • Delaware
EXHIBIT E LETTERS BETWEEN SAMUEL HEYMAN AND WILLIAM JOYCE December 18, 2001 January 8, 2002 January 22, 2002 [ISP LOGO] INTERNATIONAL SPECIALTY PRODUCTS 667 MADISON AVENUE, 12TH FLOOR, NEW YORK, NEW YORK 10021Hercules Shareholders Committee for New Management • July 18th, 2003 • Miscellaneous chemical products
ARTICLE II REPRESENTATIONS AND WARRANTIES OF STOCKHOLDERCompany Voting Agreement • December 9th, 2004 • Selectica Inc • Services-prepackaged software • Delaware
AGREEMENT AND PLAN OF MERGER among PINNACLE ENTERTAINMENT, INC., PNK HOLDINGS, INC., PNK DEVELOPMENT 32, INC., and AMERISTAR CASINOS, INC. Dated as of December 20, 2012Agreement and Plan of Merger • December 21st, 2012 • Pinnacle Entertainment Inc. • Hotels & motels • Nevada
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 20, 2012, between PINNACLE ENTERTAINMENT, INC., a Delaware corporation (“Parent”), PNK HOLDINGS, INC., a Delaware corporation and a wholly-owned Subsidiary of Parent (“HoldCo”), PNK DEVELOPMENT 32, INC., a Nevada corporation and a wholly-owned Subsidiary of HoldCo (“Merger Sub”) and AMERISTAR CASINOS, INC., a Nevada corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER dated as of March 22, 2007, among AVERY DENNISON CORPORATION, ALPHA ACQUISITION CORP. and PAXAR CORPORATIONAgreement and Plan of Merger • March 23rd, 2007 • Paxar Corp • Commercial printing • New York
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of March 22, 2007, among AVERY DENNISON CORPORATION, a Delaware corporation (“Parent”), ALPHA ACQUISITION CORP., a New York corporation and a wholly owned Subsidiary of Parent (“Sub”), and PAXAR CORPORATION, a New York corporation (the “Company”). Capitalized terms used in this Agreement are defined in the sections listed opposite such terms in Annex I.
AGREEMENT AND PLAN OF MERGER DATED AS OF SEPTEMBER 18, 2017 BY AND AMONG POST HOLDINGS, INC., HAYSTACK CORPORATION AND BOB EVANS FARMS, INC.Agreement and Plan of Merger • September 19th, 2017 • Post Holdings, Inc. • Grain mill products • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of September 18, 2017 (this “Agreement”), is by and among POST HOLDINGS, INC., a Missouri corporation (“Parent”), HAYSTACK CORPORATION, a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and BOB EVANS FARMS, INC., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER Among INTEL CORPORATION, JEFFERSON ACQUISITION CORPORATION and MCAFEE, INC. Dated as of August 18, 2010Agreement and Plan of Merger • August 19th, 2010 • Intel Corp • Semiconductors & related devices • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of August 18, 2010 (this “Agreement”), among INTEL CORPORATION, a Delaware corporation (“Parent”), JEFFERSON ACQUISITION CORPORATION, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and MCAFEE, INC., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 31, 2012 BY AND AMONG ZIPCAR, INC., AVIS BUDGET GROUP, INC. AND MILLENNIUM ACQUISITION SUB, INC.Agreement and Plan of Merger • January 2nd, 2013 • Avis Budget Group, Inc. • Services-auto rental & leasing (no drivers)
AGREEMENT AND PLAN OF MERGER, dated as of December 31, 2012 (this “Agreement”), by and among Avis Budget Group, Inc., a Delaware corporation (“Parent”), Millennium Acquisition Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Zipcar, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.
EMPLOYMENT AGREEMENT Edwin McAvoyEmployment Agreement • February 14th, 2011 • Anaren Inc • Radio & tv broadcasting & communications equipment • California
This sets forth the Employment Agreement (“Agreement”) dated as of February 13, 2011 but to become effective as of the date of the Merger (as defined below) between AML Communications, Inc. (“Employer” or “AML”) a Delaware corporation, Anaren, Inc. (“Anaren”) a New York corporation and Mr. Edwin McAvoy (“Mr. McAvoy” or “Employee”).
AGREEMENT AND PLAN OF MERGER DATED AS OF February 19, 2013 AMONG TOTAL SYSTEM SERVICES, INC., GENERAL MERGER SUB, INC. AND NETSPEND HOLDINGS, INC.Agreement and Plan of Merger • February 19th, 2013 • Total System Services Inc • Services-business services, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 19, 2013, by and among Total System Services, Inc., a Georgia corporation (“Parent”); General Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Sub”); and NetSpend Holdings, Inc., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER among CAVENDISH GLOBAL LIMITED, CAVENDISH ACQUISITION CORPORATION, CHIQUITA BRANDS INTERNATIONAL, INC. and, solely for purposes for ARTICLE IX, BURLINGTOWN UK LTD and ERICHTON INVESTMENTS LTD. Dated as of October ____, 2014Agreement and Plan of Merger • October 15th, 2014 • Cavendish Acquisition Corp • Agricultural production-crops • New York
This AGREEMENT AND PLAN OF MERGER, dated as of October ___, 2014 (this “Agreement”), is made and entered into by and among CAVENDISH GLOBAL LIMITED, an England and Wales company (“Parent”), CAVENDISH ACQUISITION CORPORATION, a New Jersey corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”), CHIQUITA BRANDS INTERNATIONAL, INC., a New Jersey corporation (the “Company”), and, solely for purposes of Article IX, BURLINGTOWN UK LTD and ERICHTON INVESTMENTS LTD. (each, a “Guarantor” and collectively, the “Guarantors”). Parent, Merger Sub and the Company are referred to individually as a “Party” and collectively as the “Parties.”
AGREEMENT AND PLAN OF MERGER dated as of June 18, 2014 among MEASUREMENT SPECIALTIES, INC. TE CONNECTIVITY LTD. and WOLVERINE-MARS ACQUISITION, INC.Agreement and Plan of Merger • June 18th, 2014 • TE Connectivity Ltd. • Wholesale-electronic parts & equipment, nec • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of June 18, 2014 among Measurement Specialties, Inc., a New Jersey corporation (the “Company”), TE Connectivity Ltd., a Swiss corporation (“Parent”), and Wolverine-Mars Acquisition, Inc., a Delaware corporation and a wholly owned indirect subsidiary of Parent (“Merger Subsidiary”).
MANAGEMENT LOCK-UP AND SUPPORT AGREEMENTManagement Lock-Up and Support Agreement • September 24th, 2012 • Digital River Inc /De • Wholesale-computers & peripheral equipment & software • British Columbia
WHEREAS the Seller is the legal and beneficial (as defined in Rule 13d-3 under the Securities Exchange act of 1934) owner of such number of shares (“Shares”) of each class of capital stock of LML Payment Systems Inc. (the “Company”) and/or options to acquire Shares (“Options”) of the Company as is indicated on the signature page of this Agreement;
AGREEMENT AND PLAN OF MERGER by and among Sonus Networks, Inc., Navy Acquisition Subsidiary, Inc. and Network Equipment Technologies, Inc. Dated as of June 18, 2012Agreement and Plan of Merger • June 19th, 2012 • Sonus Networks Inc • Services-computer integrated systems design • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 18, 2012, is among Sonus Networks, Inc., a Delaware corporation (the “Parent”), Navy Acquisition Subsidiary, Inc., a Delaware corporation and a wholly owned subsidiary of the Parent (the “Merger Sub”), and Network Equipment Technologies, Inc., a Delaware corporation (the “Company”).
Agreement and Plan of Merger Among Symantec Corporation, Atlas Merger Corp. and Altiris, Inc.Agreement and Plan of Merger • January 29th, 2007 • Symantec Corp • Services-prepackaged software • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of January 26, 2007 (the “Agreement Date”) by and among Symantec Corporation, a Delaware corporation (“Acquiror”), Atlas Merger Corp., a Delaware corporation and a wholly owned subsidiary of Acquiror (“Merger Sub”), and Altiris, Inc., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER among STOCK YARDS BANCORP, INC., a Kentucky corporation,Agreement and Plan of Merger • January 28th, 2021 • Kentucky Bancshares Inc /Ky/ • State commercial banks • Kentucky
AGREEMENT AND PLAN OF MERGER Among QUALCOMM INCORPORATED, T MERGER SUB, INC. and ATHEROS COMMUNICATIONS, INC. Dated as of January 5, 2011Agreement and Plan of Merger • January 6th, 2011 • Qualcomm Inc/De • Radio & tv broadcasting & communications equipment • Delaware
AGREEMENT AND PLAN OF MERGER dated as of January 5, 2011 (this “Agreement”), by and among QUALCOMM INCORPORATED, a Delaware corporation (“Parent”), T MERGER SUB, INC., a Delaware corporation and a wholly owned subsidiary of Parent (“Sub”), and ATHEROS COMMUNICATIONS, INC., a Delaware corporation (the “Company” and, together with Parent and Sub, collectively, the “Parties”).
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among OAKMONT ACQUISITION CORP., BROOKE CREDIT CORPORATION, and BROOKE CORPORATION Dated as of April 30, 2007Agreement and Plan of Merger • May 4th, 2007 • Oakmont Acquisition Corp. • Blank checks • Kansas
This AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of April 30, 2007 by and among Oakmont Acquisition Corp., a Delaware corporation (“Oakmont”), BROOKE CREDIT CORPORATION, a Kansas corporation (the “Company”), and BROOKE CORPORATION, a Kansas corporation and majority stockholder of the Company (“Parent”).
SUPPORT AGREEMENTSupport Agreement • January 28th, 2021 • Kentucky Bancshares Inc /Ky/ • State commercial banks • Kentucky
This Support Agreement, dated as of January 27, 2021 (this “Agreement”), is entered into between Stock Yards Bancorp, Inc., a Kentucky corporation (“SYBT”), and ___________ (“Shareholder”).
AGREEMENT AND PLAN OF MERGER by and among MCAFEE, INC., SEABISCUIT ACQUISITION CORPORATION and SECURE COMPUTING CORPORATION Dated as of September 21, 2008Agreement and Plan of Merger • September 22nd, 2008 • McAfee, Inc. • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of September 21, 2008, by and among McAfee, Inc., a Delaware corporation (“Parent”), Seabiscuit Acquisition Corporation, a Delaware corporation and direct wholly owned subsidiary of Parent (“Merger Sub”), and Secure Computing Corporation, a Delaware corporation (the “Company”).
SETTLEMENT AGREEMENTSettlement Agreement • August 3rd, 2012 • Potomac Capital Management LLC • Semiconductors & related devices • California
This Settlement Agreement (this “Agreement”) is made and entered into as of August 2, 2012, by and among Sigma Designs, Inc. (the “Company”) and the entities and natural persons listed on Exhibit A hereto and their respective Affiliates (collectively, “Potomac”) (each of the Company and Potomac, a “Party” to this Agreement, and collectively, the “Parties”).
AGREEMENT AND PLAN OF MERGER Dated as of October 24, 2015 by and among DUKE ENERGY CORPORATION, FOREST SUBSIDIARY, INC. and PIEDMONT NATURAL GAS COMPANY, INC.Agreement and Plan of Merger • October 26th, 2015 • Duke Energy CORP • Electric & other services combined • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 24, 2015 (this “Agreement”), is entered into by and among Duke Energy Corporation, a Delaware corporation (“Parent”), Forest Subsidiary, Inc., a North Carolina corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Piedmont Natural Gas Company, Inc., a North Carolina corporation (the “Company”). Defined terms used herein have the respective meanings set forth in Section 8.13.
VOTING AGREEMENTVoting Agreement • September 6th, 2012 • American Realty Capital Trust, Inc. • Real estate • Maryland
This VOTING AGREEMENT, dated as of September 6, 2012 (this “Agreement”), is made and entered into by and among American Realty Capital Trust, Inc., a Maryland corporation (the “Company”), Realty Income Corporation, a Maryland corporation (“Parent”), Nicholas S. Schorsch and William M. Kahane (each a “Stockholder” and, collectively, the “Stockholders”).
SHAREHOLDER LOCK-UP AND SUPPORT AGREEMENTShareholder Lock-Up and Support Agreement • September 24th, 2012 • Digital River Inc /De • Wholesale-computers & peripheral equipment & software • British Columbia
WHEREAS the Seller is the legal and beneficial (as defined in Rule 13d-3 under the Securities Exchange act of 1934) owner of such number of shares (“Shares”) of each class of capital stock of LML Payment Systems Inc. (the “Company”) and/or options to acquire Shares (“Options”) of the Company as is indicated on the signature page of this Agreement;
ContractStockholder Agreement • July 13th, 2007 • Energizer Holdings Inc • Miscellaneous electrical machinery, equipment & supplies • New York
STOCKHOLDER AGREEMENT dated as of July 12, 2007 (this “Agreement”), by and among Energizer Holdings, Inc., a Missouri corporation (“Parent”), and the individuals and other parties listed on Schedule A attached hereto (each, a “Stockholder” and, collectively, the “Stockholders”).
Form of CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [●] [●], 201[●], by and among A. SCHULMAN, INC., as the Company, solely with respect to Sections 8.03, 8.05 through 8.12 and 8.14. LYONDELLBASELL INDUSTRIES N.V., as Parent, [●] and as the initial...Contingent Value Rights Agreement • February 15th, 2018 • LyondellBasell Industries N.V. • Industrial organic chemicals
AGREEMENT (this “Agreement”), dated as of [●], 201[●], by and among A. Schulman, Inc., a Delaware corporation (the “Company”), [●], [●] and [●] as the initial Committee Members, and [Paying Agent], as Paying Agent, and solely with respect to Section 8.14, LyondellBasell Industries N.V., a naamloze vennootschap (a public limited liability company) formed under the laws of The Netherlands (“Parent”).
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 1st, 2013 • Ameristar Casinos Inc • Hotels & motels
This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is entered into as of February 1, 2013 (the “Effective Date”), between PINNACLE ENTERTAINMENT, INC., a Delaware corporation (“Parent”), PNK HOLDINGS, INC., a Delaware corporation and a wholly-owned Subsidiary of Parent (“HoldCo”), PNK DEVELOPMENT 32, INC., a Nevada corporation and a wholly-owned Subsidiary of HoldCo (“Merger Sub”) and AMERISTAR CASINOS, INC., a Nevada corporation (the “Company”). Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
SETTLEMENT AGREEMENTSettlement Agreement • March 24th, 2006 • Relational Investors LLC • Savings institution, federally chartered • New York
SETTLEMENT AGREEMENT, dated as of March 22, 2006 (“Agreement”), by and among Relational Holdings, LLC, a Delaware limited liability company (“Holdings”), Relational Group, LLC, a Delaware limited liability company (“Group”), Relational Investors LLC, a Delaware limited liability company (“Relational”), Ralph V. Whitworth (“Whitworth”), David H. Batchelder (“Batchelder”), and each of the investment partnerships controlled by Relational and identified on Annex A hereto (collectively, the “Funds” and, together with Holdings, Group, Relational, Whitworth and Batchelder, the “Relational Group”), on the one hand, and Sovereign Bancorp, Inc., a Pennsylvania corporation (“Sovereign” or the “Company”), on the other.
AGREEMENT AND PLAN OF MERGER by and among SPRINT NEXTEL CORPORATION, COLLIE ACQUISITION CORP. and CLEARWIRE CORPORATION Dated as of December 17, 2012Agreement and Plan of Merger • December 18th, 2012 • Sprint Nextel Corp • Telephone communications (no radiotelephone) • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of December 17, 2012 (this “Agreement”), by and among Sprint Nextel Corporation, a Kansas corporation (“Sprint”), Collie Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Sprint (“Acquisition Corp.” and, together with Sprint, the “Sprint Parties”), and Clearwire Corporation, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 7.1.
EXPENSES REIMBURSEMENT & NON-SOLICITATION AGREEMENT by and among SPK ACQUISITIONS LIMITED and IONA TECHNOLOGIES PLC Dated as of June 25, 2008Non-Solicitation Agreement • June 26th, 2008 • Progress Software Corp /Ma • Services-prepackaged software
SPK Acquisitions Limited having its registered office at Earlsfort Centre, Earlsfort Terrace, Dublin 2, Ireland (hereinafter referred to as “Buyer”)
AGREEMENT AND PLAN OF MERGER DATED AS OF MARCH 3, 2008 AMONG BOTTOMLINE TECHNOLOGIES (de), INC., OLIVE ACQUISITION CORP. AND OPTIO SOFTWARE, INC.Agreement and Plan of Merger • March 3rd, 2008 • Bottomline Technologies Inc /De/ • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of the 3rd day of March, 2008, by and among Bottomline Technologies (de), Inc., a Delaware corporation (“Parent”), Olive Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Optio Software, Inc., a Georgia corporation (“Company”).
COOPERATION AGREEMENTCooperation Agreement • June 1st, 2016 • Ides Capital Management, LP • Communications services, nec • Delaware
LOS ANGELES, Calif. — June 1, 2016 — Boingo Wireless (NASDAQ: WIFI) (the "Company"), the leading distributed antenna system ("DAS") and Wi-Fi provider that serves consumers, carriers and advertisers worldwide, today announced that it has agreed to appoint three new independent directors, Maury Austin, David Cutrer and Kathleen Misunas, to the Company's Board of Directors. Mr. Austin's and Mr. Cutrer's appointments will be effective immediately and Ms. Misunas will be appointed immediately following the 2016 Annual Meeting of Stockholders to be held on June 9, 2016. With the addition of these directors, Boingo's Board will be expanded from six to nine directors, eight of whom will be independent.
SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 22nd, 2013 • Sprint Nextel Corp • Telephone communications (no radiotelephone)
This Second Amendment (this “Amendment”) to the Merger Agreement (defined below) is made as of May 21, 2013 by and among: Sprint Nextel Corporation, a Kansas corporation (“Sprint”), Collie Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Sprint (“Acquisition Corp.”), and Clearwire Corporation, a Delaware corporation (the “Company”, and together with Sprint and Acquisition Corp., the “Parties”). Capitalized terms used but not defined in this Amendment have the meanings ascribed to them in the Merger Agreement.
