Background of Plan. Pursuant to that certain Agreement and Plan of ------------------ Reorganization dated as of July 24, 1998 (the "Reorganization Agreement") by and among Infoseek Corporation, a California corporation ("Infoseek California") (which assigned its interest thereunder to Infoseek Corporation, a Delaware corporation ("Infoseek") pursuant to an Assignment and Assumption Agreement dated as of December 4, 1998), Steelhead Acquisition Corp., an Oregon corporation and a wholly-owned subsidiary of Infoseek ("Steelhead"), Quando, Inc., an Oregon corporation ("Quando"), Xxxxx Xxxxxxxxx and Xxxxxxx Xxxxxxxxx (collectively, the "Principal Shareholders," and individually, the "Principal Shareholder"), U.S. Bank Trust, N.A, as Escrow Agent and, with respect to Article VII only, Xxxxxxx X. Xxxx as Shareholder Representative, as amended pursuant to Amendment No. 1 to the Agreement and Plan of Reorganization dated as of December 7, 1998 and the related Plan of Merger dated January 15, 1999 (the "Plan of Merger") by and among Infoseek, Steelhead and Quando, Infoseek assumed the obligations of Quando under the Plan (the "Assumed Plan"). This Plan hereby amends and restates the Assumed Plan to reflect such assumption by Infoseek.
Background of Plan. Pursuant to that certain Agreement and Plan of ------------------ Reorganization dated as of June 18, 1998 (the "Reorganization Agreement") by and among Infoseek Corporation, a California corporation ("Infoseek California"), Infoseek Corporation, a Delaware corporation ("Infoseek Delaware), Starwave Corporation, a Washington corporation ("Starwave"), and Disney Enterpises, Inc., a Delaware corporation ("DEI") and the related Agreement of Merger dated November 18, 1998 (the "Merger Agreement") by and among ICO Acquisition Corp., a California corporation ("ICO"), Infoseek California and Infoseek Delaware, Infoseek Delaware assumed the obligations of Infoseek California under the Plan (the "Assumed Plan"). This Plan hereby amends and restates the Assumed Plan to reflect such assumption by Infoseek Delaware.
Background of Plan. 1.1 History and Purpose Tribune Company, a Delaware corporation (the “Company”) hereby establishes the Tribune Employee Stock Ownership Plan (the “Plan”), to enable eligible Employees to acquire stock ownership interests in the Company by investing primarily in Company Stock. The Plan is intended to be a qualified employee benefit plan under section 401(a) of the Code and an employee stock ownership plan within the meaning of section 4975(e)(7) of the Code, and all interpretations of the Plan shall be consistent with that intent. The Plan is intended to invest primarily in Company Stock, and is specifically permitted to invest up to 100% of its assets in Company Stock.
