0001047469-05-001369 Sample Contracts

AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • January 24th, 2005 • Iq Biometrix Inc • Services-prepackaged software

THIS AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER (this "Amendment") is made and entered into this 13th day of January, 2005 by and among (a) IQ Biometrix, Inc., a Delaware corporation ("IQB"), and Wherify Acquisition, Inc., a newly-formed wholly-owned subsidiary of IQB established under the laws of the state of California (the "Merger Sub"), on the one hand, and (b) Wherify Wireless, Inc., a California corporation ("Wherify"), on the other hand (each a "Party" and collectively, the "Parties"). Capitalized terms used herein but not defined herein shall have the meaning set forth for such terms in the Merger Agreement.

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