0000912057-01-525161 Sample Contracts

July 25, 2001
Merger Agreement • July 25th, 2001 • Data Research Associates Inc • Services-computer processing & data preparation

As you know, Data Research entered into an Agreement and Plan of Merger with SIRSI Holdings Corp., a Delaware corporation (the "Parent"), and McGuire Acquisition Inc., a Delaware corporation (the "Purchaser") and an indirect wholly owned subsidiary of the Parent, dated as May 16, 2001 and amended as of June 27, 2001, July 12, 2001 and July 24, 2001 (the "Merger Agreement"). The Merger Agreement provides for the merger of Purchaser with and into Data Research, with Data Research as the surviving corporation becoming an indirect wholly-owned subsidiary of Parent.

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