Iii Agreement and Plan of Merger Sample Contracts

AGREEMENT AND PLAN OF MERGER AMONG DHM HOLDING COMPANY, INC., DHM ACQUISITION COMPANY, INC., DAVID H. MURDOCK AND DOLE FOOD COMPANY, INC. DATED AS OF DECEMBER 18, 2002
Iii Agreement and Plan of Merger • December 20th, 2002 • Dole Food Company Inc • Agricultural production-crops • Delaware

AGREEMENT AND PLAN OF MERGER dated as of December 18, 2002 ("Agreement") among DHM Acquisition Company, Inc., a Delaware corporation ("Purchaser"), whose sole stockholder is DHM Holding Company, Inc., a Delaware corporation ("Parent"), David H. Murdock, an individual ("Murdock"), and Dole Food Company, Inc., a Delaware corporation (the "Company").

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AGREEMENT AND PLAN OF MERGER AMONG GFI GROUP INC., CME GROUP INC., COMMODORE ACQUISITION CORP. AND COMMODORE ACQUISITION LLC DATED AS OF JULY 30, 2014 AS AMENDED AS OF DECEMBER 2, 2014
Iii Agreement and Plan of Merger • January 29th, 2015 • Jersey Partners Inc. • Security & commodity brokers, dealers, exchanges & services • Delaware

This Agreement and Plan of Merger, dated as of July 30, 2014 (this "Agreement"), is made and entered into among GFI Group Inc., a Delaware corporation ("GFI"), CME Group Inc., a Delaware corporation ("CME"), Commodore Acquisition Corp., a Delaware corporation and a wholly-owned CME Subsidiary ("Merger Sub 1"), and Commodore Acquisition LLC, a Delaware limited liability company and a wholly-owned CME Subsidiary ("Merger Sub 2"). CME, Merger Sub 1, Merger Sub 2 and GFI are referred to individually as a "Party" and collectively as the "Parties." Capitalized terms have the meanings given to them in Section 1.1.

AGREEMENT AND PLAN OF MERGER BY AND AMONG BRIDGESTONE RETAIL OPERATIONS, LLC, TAJ ACQUISITION CO. AND THE PEP BOYS – MANNY, MOE & JACK DATED AS OF OCTOBER 26, 2015
Iii Agreement and Plan of Merger • October 26th, 2015 • Pep Boys Manny Moe & Jack • Retail-auto & home supply stores • Pennsylvania

THIS AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of October 26, 2015, by and among Bridgestone Retail Operations, LLC, a Delaware limited liability company ("Parent"), TAJ Acquisition Co., a Pennsylvania corporation ("Merger Sub") and wholly-owned subsidiary of Parent, and The Pep Boys – Manny, Moe & Jack, a Pennsylvania corporation (the "Company"). Parent, Merger Sub and the Company are each referred to herein as a "Party" and collectively as the "Parties."

AGREEMENT AND PLAN OF MERGER by and among BIOCORE HOLDINGS, INC., BC ACQUISITION CORP., and BIOCLINICA, INC. Dated as of January 29, 2013
Iii Agreement and Plan of Merger • January 30th, 2013 • Bioclinica Inc • Services-testing laboratories • Delaware

This AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of January 29, 2013, is entered into by and among BioCore Holdings, Inc., a Delaware corporation ("Parent"), BC Acquisition Corp., a Delaware corporation and a wholly owned Subsidiary of Parent ("Acquisition Sub"), and BioClinica, Inc., a Delaware corporation (the "Company"). Each of Parent, Acquisition Sub and the Company are referred to herein as a "Party"and together as the "Parties." Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed thereto in ARTICLE I.

AGREEMENT AND PLAN OF MERGER DATED AS OF JUNE 9, 2004 BY AND AMONG PETRO-CANADA (US) HOLDINGS LTD., RAVEN ACQUISITION CORP. AND PRIMA ENERGY CORPORATION
Iii Agreement and Plan of Merger • June 18th, 2004 • Prima Energy Corp • Crude petroleum & natural gas • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of June 9, 2004 (the "Agreement"), by and among PETRO-CANADA (US) HOLDINGS LTD., a Delaware corporation ("Parent"), RAVEN ACQUISITION CORP., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Subsidiary"), and PRIMA ENERGY CORPORATION, a Delaware corporation (the "Company"). Certain terms used in this Agreement are used as defined in Article VIII.

AGREEMENT AND PLAN OF MERGER by and among Dearborn Holdings Corporation, InfraSource Incorporated, MAI Acquisition Inc., Maslonka & Associates, Inc. AND Martin Maslonka, Mark C. Maslonka, Jon Maslonka, Justin Campbell, Joseph Gabbard, Sidney N....
Iii Agreement and Plan of Merger • January 30th, 2004 • Infrasource Services Inc

THIS AGREEMENT AND PLAN OF MERGER, dated as of January 16, 2004, is entered into by and among Dearborn Holdings Corporation, a Delaware corporation ("Dearborn" or the "Purchaser"), InfraSource Incorporated, a Delaware corporation and a wholly owned subsidiary of Dearborn ("InfraSource"), for the sole purpose of Section 11.15, MAI Acquisition Inc., an Arizona corporation and a wholly owned subsidiary of InfraSource ("Merger Sub"), Maslonka & Associates, Inc., an Arizona corporation (the "Company"), Martin Maslonka, an individual ("Maslonka"), Mark C. Maslonka, an individual ("Mark"), Jon Maslonka, an individual ("Jon"), Justin Campbell, an individual ("Campbell"), Joseph Gabbard, an individual ("Gabbard"), Sidney N. Strauss, an individual ("Strauss"), and Thomas B. Tilford, an individual ("Tilford"), (each of Maslonka, Mark, Jon, Campbell, Gabbard, Strauss and Tilford, a "Seller", and together, the "Sellers"). Certain capitalized terms used in this Agreement have the meanings assigned t

AGREEMENT AND PLAN OF MERGER BY AND AMONG SANDISK CORPORATION, PROJECT DESERT, LTD. AND MSYSTEMS LTD. DATED AS OF JULY 30, 2006
Iii Agreement and Plan of Merger • October 11th, 2006 • Msystems LTD • Computer storage devices • New York

AGREEMENT AND PLAN OF MERGER, dated as of July 30, 2006 (this "Agreement"), by and among SanDisk Corporation, a Delaware corporation (the "Parent"), Project Desert Ltd., an Israeli company and a direct wholly owned subsidiary of the Parent ("Merger Sub"), and msystems Ltd., an Israeli company (the "Company").

AGREEMENT AND PLAN OF MERGER among TWO HARBORS INVESTMENT CORP., EIGER MERGER SUBSIDIARY LLC and CYS INVESTMENTS, INC. Dated as of April 25, 2018
Iii Agreement and Plan of Merger • April 26th, 2018 • Two Harbors Investment Corp. • Real estate investment trusts • Maryland

AGREEMENT AND PLAN OF MERGER, dated as of April 25, 2018 (this "Agreement"), by and among Two Harbors Investment Corp., a Maryland corporation ("Parent"), Eiger Merger Subsidiary LLC, a Maryland limited liability company and an indirect, wholly owned subsidiary of Parent ("Merger Sub"), and CYS Investments, Inc., a Maryland corporation (the "Company").

AGREEMENT AND PLAN OF MERGER AMONG ECOLAB INC., SUSTAINABILITY PARTNERS CORPORATION AND NALCO HOLDING COMPANY DATED AS OF JULY 19, 2011
Iii Agreement and Plan of Merger • July 20th, 2011 • Ecolab Inc • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware

This AGREEMENT AND PLAN OF MERGER dated as of July 19, 2011 (this "Agreement") is made and entered into among Ecolab Inc., a Delaware corporation ("Ecolab"), Sustainability Partners Corporation, a Delaware corporation and a direct, wholly-owned Subsidiary of Ecolab ("Merger Sub"), and Nalco Holding Company, a Delaware corporation ("Nalco"). Ecolab, Merger Sub and Nalco are referred to in this Agreement individually as a "Party" and collectively as the "Parties."

AGREEMENT AND PLAN OF MERGER by and among VALUECLICK, INC., BRAVO ACQUISITION I CORP. and BE FREE, INC. Dated as of March 10, 2002
Iii Agreement and Plan of Merger • March 12th, 2002 • Valueclick Inc/Ca • Services-advertising agencies • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of March 10, 2002 (this "Agreement"), by and among ValueClick, Inc., a Delaware corporation ("Parent"), Bravo Acquisition I Corp., a Delaware corporation and a direct wholly-owned subsidiary of Parent ("Merger Sub"), and Be Free, Inc., a Delaware corporation (the "Company"). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 1.

Contract
Iii Agreement and Plan of Merger • May 5th, 2020 • Delaware

EX-2.1 2 apol_ex21xclimergeragreeme.htm EX-2.1 Exhibit 2.1 CONFIDENTIAL TREATMENT REQUESTED UNDER 17 C.F.R. §§ 200.80(b)(4) AND 240.24b-2. THE CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND ARE MARKED ACCORDINGLY AS [**]. THE CONFIDENTIAL PORTIONS HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A CONFIDENTIAL TREATMENT REQUEST. EXECUTION COPY AGREEMENT AND PLAN OF MERGER BY AND AMONG CARNEGIE LEARNING, INC., BHCL ACQUISITION CO. APOLLO GROUP, INC. AND SOLELY IN ITS CAPACITY AS REPRESENTATIVE OF THE COMPANY'S STOCKHOLDERS AND OPTIONHOLDERS, CLI SHAREHOLDER REPRESENTATIVE, LLC DATED AS OF AUGUST 2, 2011 TABLE OF CONTENTS

AGREEMENT AND PLAN OF MERGER dated as of November 1, 2002 by and among MB FINANCIAL, INC. MB FINANCIAL ACQUISITION CORP II and SOUTH HOLLAND BANCORP, INC.
Iii Agreement and Plan of Merger • November 5th, 2002 • Mb Financial Inc /Md • Savings institution, federally chartered • Illinois

Agreement and Plan of Merger ("Agreement") dated as of November 1, 2002, by and among MB Financial, Inc. ("Buyer"), a Maryland corporation, MB Financial Acquisition Corp II ("Merger Sub"), a newly formed Illinois corporation and wholly-owned, first-tier transitory subsidiary of Buyer, and South Holland Bancorp, Inc. ("Seller"), an Illinois corporation.

1 EXHIBIT III AGREEMENT AND PLAN OF MERGER AMONG FUJITSU LIMITED, FUJITSU INTERNATIONAL, INC. AND AMDAHL CORPORATION DATED AS OF JULY 30, 1997 2 TABLE OF CONTENTS
Iii Agreement and Plan of Merger • August 6th, 1997 • Amdahl Corp • Electronic computers • Delaware
AGREEMENT AND PLAN OF MERGER by and among CELIANT CORPORATION, ANDREW CORPORATION and PTOLEMY ACQUISITION CO. DATED AS OF FEBRUARY 18, 2002
Iii Agreement and Plan of Merger • June 19th, 2002 • Andrew Corp • Drawing & insulating of nonferrous wire • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of February 18, 2002 (this "Agreement"), by and among Celiant Corporation, a Delaware corporation ("Celiant"), Andrew Corporation, a Delaware corporation (the "Company") and Ptolemy Acquisition Co., a Delaware corporation and a wholly owned subsidiary of the Company ("Sub").

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