0000950172-99-000535 Sample Contracts

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FORM OF
Voting Agreement • May 7th, 1999 • Richmont Marketing Specialists Inc • Wholesale-groceries, general line • Delaware
JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, Richmont Marketing Specialists Inc., a Delaware corporation, MS Acquisition Ltd., a Texas limited partnership, MSSC Acquisition Corporation, a...
Joint Filing Agreement • May 7th, 1999 • Richmont Marketing Specialists Inc • Wholesale-groceries, general line

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, Richmont Marketing Specialists Inc., a Delaware corporation, MS Acquisition Ltd., a Texas limited partnership, MSSC Acquisition Corporation, a Delaware corporation, Richmont Capital Partners I, L.P., a Delaware limited partnership, and J.R. Investments Corp., a Delaware corporation, agree that the Statement on Schedule 13D to which this joint filing agreement is attached as an exhibit (the "Schedule 13D"), and any amendments thereto, are filed on behalf of each of them. MS Acquisition Ltd., MSSC Acquisition Corporation, Richmont Capital Partners I, L.P. and J.R. Investments Corp. each hereby authorizes Richmont Marketing Specialists Inc., for it and on its behalf, and in its name, place and stead, in any and all capacities, to sign the Schedule 13D and any and all amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exch

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • May 7th, 1999 • Richmont Marketing Specialists Inc • Wholesale-groceries, general line • Delaware
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