0000893220-06-001769 Sample Contracts

AGREEMENT AND PLAN OF MERGER dated as of August 4, 2006 by and among OPINION RESEARCH CORPORATION INFOUSA INC. and SPIRIT ACQUISITION, INC.
Agreement and Plan of Merger • August 8th, 2006 • Opinion Research Corp • Services-engineering, accounting, research, management • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 4, 2006, by and among Opinion Research Corporation, a Delaware corporation (the “Company”), infoUSA Inc., a Delaware corporation (“Parent”), and Spirit Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”).

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AMENDMENT NO. 3 TO RIGHTS AGREEMENT
Rights Agreement • August 8th, 2006 • Opinion Research Corp • Services-engineering, accounting, research, management

This Amendment No. 3 to Rights Agreement (“Amendment No. 3”), dated as of August 4, 2006, is by and between OPINION RESEARCH CORPORATION, a Delaware corporation (the “Company”), and STOCKTRANS, INC. (the “Rights Agent”).

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