AMENDMENT NO. 1Refac • December 8th, 2005 • Patent owners & lessors • Delaware
This Amendment No. 1, dated December 5, 2005 (this "Amendment"), amends the Agreement and Plan of Merger, (the "Agreement"), dated as of August 22, 2005, by and among REFAC, a Delaware corporation (“Parent”), USV Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), U.S. Vision, Inc., a Delaware corporation (the “Company”), Palisade Concentrated Equity Partnership, L.P., a Delaware limited partnership, William A. Schwartz, Jr., Gayle E. Schmidt, George T. Gorman, Carmen J. Nepa, III, Pinnacle Advisors Limited, a New York corporation, WRS Advisors III, LLC, a New York limited liability company, and Marc Cornstein. Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement
