STOCKHOLDER AGREEMENT by and among COLUMBUS MERGERCO, INC., COLUMBUS MIDCO HOLDINGS, INC., and the Stockholder party hereto Dated as of April 20, 2010Stockholder Agreement • April 26th, 2010 • Fidelity National Financial, Inc. • Title insurance • New York
STOCKHOLDER AGREEMENT dated as of April 20, 2010 (this “Agreement”), between COLUMBUS MIDCO HOLDINGS, INC., a Delaware corporation (“Parent”), COLUMBUS MERGERCO, INC., a Delaware corporation (“Sub”), and the stockholder on the signature page hereto (the “Stockholder”), a Stockholder of FIDELITY SEDGWICK HOLDINGS, INC., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER by and among COLUMBUS MIDCO HOLDINGS, INC., COLUMBUS MERGERCO, INC., and FIDELITY SEDGWICK HOLDINGS, INC. Dated as of April 20, 2010Merger Agreement • April 26th, 2010 • Fidelity National Financial, Inc. • Title insurance • New York
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 20, 2010, among Columbus Midco Holdings, Inc., a Delaware corporation (the “Parent”), Columbus Mergerco, Inc., a Delaware corporation and a wholly-owned subsidiary of the Parent (the “Sub”), Fidelity Sedgwick Holdings, Inc., a Delaware corporation (the “Company”), for purposes of the rights and obligations, as the case may be, expressly set forth in Article II, Article VII, Article VIII and Sections 10.9 and 10.12 hereof only, the Representative (as defined below), and for purposes of the rights and obligations, as the case may be, expressly set forth in Section 5.7(d) hereof only, Fidelity National Financial, Inc. (“FNF”). Capitalized terms used herein and not otherwise defined have the respective meanings set forth in Section 9.1.
